IBM Passport Advantage Agreement Update

IBM Passport Advantage Agreement Update

IBM has revised their Passport Advantage Agreement, starting with new IBM software customer in November 2017 and with existing customers on 1 February 2018.

The Passport Advantage Agreement has not been updated since August 2014, but there are new changes:

It seems longer due to additional country terms, and a change of font size, but in essence it’s the same length.   Here are the details:

  • 1.9 Eligible Products:
    There are more details regarding eligible products, but the essence is the same. It relates to a situation where IBM discontinues support of a software product, that does not allow you to deploy and use a quantity in excess of what you own.  I’ve rarely had this come up in an audit situation, since most organizations understand they shouldn’t deploy more than they own.  However, let’s assume an organization loves Lotus 1-2-3, and deploys it enterprise-wide.  If it does not own licenses, it’s a theft of IBM’s Intellectual Property, even if the organization has sunset support on the product.

  • 1.10 Renewal:
    A paragraph was added about prorating for Fixed Term, Token, or regular Software Subscription and Support. Although not contained in the IPAA before, IBM was able to prorate charges previously.

  • 1.12 Compliance Verification
    This is important with regards to audits. The 2014 IPAA only had one paragraph in this section.  The 2017 revision has some additional information, but the idea is still the same.

    • Client will purchase adequate software licenses before deploying IBM software.
    • Client is responsible for knowing where they deploy IBM software and maintaining accurate records.
    • Client will provide this information to IBM, or their auditor, upon request.
    • If Client has excessive usage of IBM software, they will be responsible for buying adequate licenses.
    • If Client has inadequate records of software usage, two years of software support may also be charged.

What has been added to the IPAA?

1. Further clarification regarding IBM’s possible use of an independent auditor

2. Compliance Verification is applicable to all sites and environments

These two items are not new with regards to IBM Software License Reviews.  IBM generally uses an independent auditor for data collection and assessment, and the IPAA terms apply to all sites and environments where the client is using IBM software.

  • 1.13 Programs in a Virtualization Environment (Sub-Capacity Licensing Terms)
    IBM added a paragraph to be more specific regarding non-compliance with Sub-Capacity licensing.  This further explanation does not change the terms though.  All IBM software customers are Full Capacity by default.  If a customer adheres to the Sub-Capacity licensing terms, they can license only the actual or virtual processor cores allocated to the software program, aka Sub-Capacity.

  • 1.14 Client’s Reporting Responsibilities
    There was a slight change in this section.  Prior to this version, customers could subscribe to notifications.  The IPAA has been updated to ‘Client will subscribe’. There is also an addition of ‘Client will not alter, modify, omit, delete, or misrepresent by any means, directly or indirectly’ any audit reports (part of 1.12 Compliance Verification).

    In general, the overall agreement hasn’t changed.  The addition or changes to language to the three sections that regard compliance, 1.12, 1.13, and 1.14, just have some clarification, rather than any ‘rule changes’ with regard to licensing and IBM Software Audits.