M and A License Compliance Guide.

The IBM licensing playbook for mergers, acquisitions, divestitures, and carve outs. Pre close diligence on the IBM entitlement, the carve out split, the transition service agreement, the novation step, and the post close reconciliation.

What is inside.

• The pre close diligence playbook for the IBM entitlement. The four data rooms to request, the IBM contracts to read, the audit history to surface, the ILMT posture to verify.
• The inventory work product. The Passport Advantage extract, the Site IDs, the Enterprise Agreement structure, the support and subscription status across the product families.
• The carve out entitlement split. The IBM consent process, the methodology for apportioning entitlement, the disclosed vs undisclosed entitlement question, the cost allocation.
• The transition service agreement scope. The boundary between buyer and seller IBM environments during the TSA period. The compliance posture for shared deployments and shared ILMT instances.
• The novation step with IBM. The legal process to migrate the IBM contracts. The IBM position on novation pricing, the consent terms, and the typical timeline. The contractual rights that survive.
• The 90 day post close reconciliation. The deployment baseline, the entitlement reconciliation, the compliance gap analysis, the remediation pathway.
• The post deal audit defense posture. The IBM tendency to audit post transaction. The buyer side preparation, the response posture, the 12 month audit ready position.
• The acquirer position on the IBM relationship after close. The four contractual asks for the IBM account team. The three commitments to seek. The two reserves to set aside.

Who this is for.

• The corporate development team scoping IBM diligence on a target.
• The post close integration lead managing the IBM transition.
• The CIO of the surviving entity owning the consolidated IBM estate.
• The procurement lead negotiating the post close IBM contract.