Business Software Alliance (BSA) is an industry trade group that acts to defend its members, including large software corporations like Microsoft, from copyright infringement. They are also the top advocates for technological innovation.

The BSA has telephone hotlines and radio stations where they encourage disgruntled employees and vendors to make anonymous reports and complaints about companies in violation, regardless of size, and that is what triggers their audit requests. For each report, the BSA will decide if they will request a self-audit, or if they will go straight to a lawsuit but usually, they will ask you to conduct a self-audit first.

You do not have to comply since BSA is a private organization; however, if you do not comply, more likely than not, BSA will commence a legal action against you.

Since the BSA audit will be a self-audit, businesses are allowed to use an internal staff or a third-party firm to gather the relevant information, which will include proof of purchases or receipts for all the versions of software and all the computers that you have in your software infrastructure.

BSA may offer you software tools in order to collect the relevant data, but these free discovery tools may easily miss critical information. They may mark free or test/dev software as fully licensable or they may fail to accurately capture the intricacies and uniqueness of your software environment. Thus, when in doubt, it is always best to use your own software inventory tools.

Before you do so, we recommend that you try to negotiate a confidentiality agreement between yourself and BSA. This will determine the scope of BSA’s investigations and will limit BSA’s ability to use the data you provide to them in court.

If they provide you with an NDA to sign, make sure to read it carefully to ensure it protects your own rights as well as those of the software vendor. Get your business attorney involved as soon as possible. Litigation is expensive and copyright and license infringement penalties can be hefty. Ordinarily, if your audit finds you are not in compliance, BSA will give you the opportunity to pay for additional licenses before it commences litigation.

The information presented is not intended to be, and does not constitute, “legal advice.” Because each situation varies, and only brief summary information is provided here, you should not use this information as a basis for action unless you have independently verified with your own counsel that it applies to your particular situation.