Vondran Legal® - Software Audits, Defense, and Litigation - Microsoft Partner Audits. Call us at (877) 276-5084.
This blog discusses the Microsoft Partner program and how a company can be subject to an audit from one of the big accounting firms in the United States, such as Price Waterhouse Cooper.
What is a Microsoft Partner?
According to their website:
"The Microsoft AI Cloud Partner Program is a global community of partners, offerings, and resources designed to connect your organization with everything it needs to build and deploy successful business solutions. Bolstered by our unmatched AI technology portfolio and extensive customer reach, this unique partner ecosystem will empower your organization with exclusive training, support, service, and sales offerings that accelerate innovation and drive growth."
Are these random?
Yes, they can technically be a random audit.
Are these audits voluntary?
No, they are contractual audits.
Are non-disclosure agreements (NDAs) necessary?
No, neither Microsoft nor the audit firms sign separate non-disclosure agreements when performing audits. The Microsoft Channel Agreement has several clauses related to confidentiality and any data requested and retained by the audit firms as part of the audit are subject to these clauses. The data will be used solely for the purpose of the audit and because the audit firms are Microsoft suppliers and perform the audits on Microsoft's behalf, Microsoft is fully responsible for their compliance with Microsoft's confidentiality requirements in the Channel Agreement. Additionally, the audit firms have non-disclosure agreements with Microsoft.
What if we have confidentiality clauses or NDAs with certain customers?
The Microsoft Channel Agreement requires documentation to be provided to support compliance with Channel Agreement and Licensing Guide requirements regardless of confidentiality or non-disclosure agreements partners may have with end customers. The audit team will only be interested in documentation to support compliance with Channel Agreement and Licensing Guide terms and conditions, however, so agreements for example may be redacted for information related to projects/solutions that may be the subject of confidentiality obligations with end customers.
What is the general timeline for these audits?
Plan on the process taking 2-4 weeks, possibly more.
What accounting firm performs the audit?
Price Waterhouse Cooper ("PWC"), we have also dealt with KPMG.
Do they come to my place of business?
An audit conducted by Price Waterhouse Cooper ("PWC") will entail "field work" which means they will come to your place of business to investigate certain practices and processes.
Products/Services they may be auditing for contractual compliance
Software Products - software as a service ("SaaS")
- Azure (access to cloud computings, AI, and software programs and more)
- Office 365 (excel, powerpoint, outlook, skype, teams, power BI, publisher, etc)
- Microsoft 365 (comes with office 365 plus windows 10 (OS) and enterprise security)
- Sharepoint (like an intranet)
- Power BI (tool that pulls data from various sources and analyses data with reports)
- MS Project (project management software)
- SQL server database (sends and retrieves data)
- Skype for Business (communication software)
- Microsoft Teams (team collaboration tool)
- Visio (software to create flowcharts)
- Windows operating system
Platform as a Service (PaaS)
- Database management and development tools
- Operating systems
- Servers, networking, storage
- Physical data center
Infrastructure as a Service ("IaaS")
- Servers, networking, storage
- Physical data center
General Process for a Microsoft Partner Audit
The following is a general timeline showing what you can expect if your MSP or CSP is subject to a Microsoft partner audit:
- Kickoff meeting
- Request for documents (purchase orders, requests for proposals, actual proposals, agreements with end-users, wire transfers and payment information. Also a sample of 5-10 marketing projects for select service types, consultant time records, copies of project deliverables, communications with end-users, and other documents). They may go back three years in this document request, and you generally need to provide the documents in 7-10 days.
- They will review the documents and may request more information or clarifications
- Review goes to the "Microsoft Teams" phase were discussions can be had
- Once all the documents and clarifications are obtained, the audit may move into the "field work" stage, wherein PWC representatives may come visit your office workplace to review processes and procedures and potentially request more documents or clarifications.
- Finally, once all the information is obtained, a final report is issued.
- You will have a chance to respond to any deficiencies, or to add any explanations
- Final remediation plan is made describing what you need to do to be in compliance, warnings, and consequences can apply (fines, withholding incentives, training requirements etc).
An intellectual property and software lawyer is nice to have at your side to guide you through the process, assist with keeping the review on track, interpreting contractual requirements and helping to finalize the review.
Contact a Microsoft Audit Defense Law Firm
Our firm handles a wide variety of software audits and software litigation in federal court as infringement can be brought as a copyright infringement, which is a federal claim. We have handled several hundred audits since 2004 including audits with companies like:
- Autodesk (ex. AutoCAD, Revit, Inventor, Civil 3ds Max)
- Adobe (brought through the business software alliance)
- CNC Mastercam
- Hexagon/Vero (surfcam, alphacam, cabinetvision)
- VB Conversion
- Altium software
Call us to discuss our services and pricing. You can reach us at (877) 276-5084 or fill out the contact form and we will reach out to you.