Gartner Research

Navigating Mergers, Acquisitions and Divestitures in a Microsoft EA: On-Premises and in the Cloud

Published: 18 November 2015

ID: G00271814

Analyst(s): Stephen White , Marie Sienkowski


The enterprise commitment and use of cloud services such as Office 365 limit how technology procurement leaders can react to mergers, acquisitions or divestures under a Microsoft Enterprise Agreement. Use these best practices to mitigate cost and avoid unwanted shelfware.

Table Of Contents
  • Key Challenges



  • When Signing or Renewing an EA, Determine Whether Current and Future Affiliates Should Be Included or Excluded, and Negotiate Business Downturn Language If Divestitures Are Anticipated
    • Pay Close Attention to Affiliate Options
    • Negotiate for a Lower Threshold for Good Faith Negotiations or for True-Down Provisions If MAD Activity Is Likely
  • After a Merger, Acquisition or Divestiture, Determine the New Company's Situation, and Fully Define Its Licensing Requirements Before Amending an Existing or Signing a New EA Contract
    • Negotiate Internally and With Microsoft for the Time Needed to Specify Your Licensing Needs
    • Optimize the Value of Existing Software Assets With Transfers or Through Negotiation
  • Negotiate and Leverage Key EA Contract Terms to Mitigate the Limitations and Complexities Related to Future Migrations of Cloud Subscriptions (and Associated Data)
    • Recognize the Technical Realities That Limit Your Options
    • To Eliminate Duplicate Costs, Match the Online Services Solution to Your Scenario

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