The document provides an overview of Oracle license management, contracts, and agreements. It discusses the key agreements signed when purchasing Oracle software, including the Oracle Ordering Document and Oracle Master Agreement. It explains that the Ordering Document typically overrides any terms in the Master Agreement. The document also summarizes the types of information included in these agreements, such as license metrics and quantities, general terms, limitations, and technical support policies. It emphasizes reviewing contracts for accurate customer definitions, worldwide territory usage rights, and any limitations in order to avoid compliance risks. The document provides guidance on consolidating Oracle support renewals, performing license assignments between entities, and requesting license migrations.

1. Oracle License Management
Training Part 2 - Oracle Contracts

2. Before we start…
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3. On-demand courses – 29 hours

4. Our upcoming webinars/courses

5. How do you buy Oracle Software?
From Oracle Webshop
(very rare, only low cost software)
From Oracle Directly
(most of their business is done this way 70%+)
From resellers
(Technical partners often, not large resellers) –
partners have 30% discount always. Other discounts
is purely up to negotiation skills/expertise.
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2
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6. Oracle - > End customer Contracts
Oracle Ordering
Document
Oracle Master
Agreement (OMA)
Oracle Support Policies
| Dynamic/URL”

7. ISV/OEM Oracle Contracts
ASFU - contract
ESL-contract
Proprietary Application
Hosting

8. What do you buy?
You don’t buy a product,
you buy the right/license to
use Oracle software. “rights
granted”.
You buy Oracle license
Perpetual / 1-5 years and
support for 1 year forward.
You usually negotiate
new license terms with
every purchase.

9. How much does Oracle Software Cost?
Oracle
sometimes hide
discounts on
licensing agreements
you can verify
discount by viewing
the public price list.
Partners always 30%
Discounts from
Oracle usually 20-
70%
$ %
The price list is
available On
Oracle website
(USD) - there is an
localized price list in
most countries that
are often adjusted to
current USD rate.

10. Which agreements do you sign when you buy
from Oracle?
Almost everybody buys on a license agreement
“Oracle Ordering Document” this agreement
exists for every new order
You also sign an Oracle OMA (in the past they were
called OLSA) - They are usually valid for a few
years and they contain a few master terms. But if
you negotiate terms per purchase the terms on the
ordering document over-rules the OMA.

11. Here is the Oracle Price list
https://www.oracle.com/assets/technology-price-list-070617.pdf

12. Here is the Oracle Price list
https://www.oracle.com/assets/technology-price-list-070617.pdf

13. Here is the Oracle Price list
https://www.oracle.com/assets/technology-price-list-070617.pdf

14. Which agreements will you need to sign when
purchasing Oracle software?
a) Ordering Doc
b) OMA c) Both

15. What does Oracle contract “OMA” stand for?
a) Oracle
Licensing
Agreement
b) Oracle Master
Agreement

16. Where can you find metrics and quantities?
a) OMA b) Oracle Ordering
Document

17. Oracle Contracts are important
• Companies can up to hundreds of different licensing
agreements.
• Companies can have different terms for the same
products. Each contract needs to be reviewed for
limitations.
• Depending on when you bought the Oracle software it
has different licensing rules.
• Many Oracle contracts are open for interpretation
(vague)
4 important facts
about Oracle
contracts
4

18. What is in the OMA?
General
TERMS
Schedule H
– Hardware
Schedule P
– Program
(our focus
today)
Schedule C
– Cloud
Services
Schedule L
– VM
OMA

19. OMA contains general terms
for purchase of both
software/programs,
hardware, cloud and
services
OMA contains contract terms
“rights granted” your license
rights
Use Oracle Software . “strictly internal
business purposes”.
Use: You may allow your agents and
contractors to use Oracle Software.
(including contractors and outsourcers)
Use: You may Oracle Software to
interact with suppliers and customers.
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2

20. What is NOT allowed
It is not
allowed to
share licenses
with another
company It is not
allowed to use
for external
business
(Building SaaS
for external
companies)

21. It provides “trial”
usage Oracle SW.
Dynamic link to Oracle
support policies that
can change at any
time!
It describes technical support costs (the
annual increase)
Oracle support increases every year, how
much depends on what is in the
agreement. In some countries its as high
as 10% - but standard is 4%
Tech Support policies
that contains “vendor
lock ins”
The audit clause.
How? When? By
whom?
3
4
5
6
7
What else is in the OMA?

23. Oracle OMA: Summary
• Oracle are often not willing to negotiate the
OMA, but far more likely to negotiate license
terms per order.
• A large Oracle customer may have hundreds
of Oracle Ordering Documents and 10-20
different OMA and OLSAs. All contain
different terms.
• You can allow contractors and outsourcers to
use your Oracle Software, as long as they
are “agents” and have signed a contract with
you.
• Oracle usually wants to treat this as a
“standard, auto-accept, auto-sign” - please
review document and ask for a copy at least
30 days before you make any purchase.
• If you do not have an active OMA: Do not
sign one for smaller purchase: as it may
impact future license rights. (Control
Sourcing/IT) avoid signing OMAs without
review.
• If you identify contract term in your OMA that
you want to change, next time you make a
purchase try to renegotiate the old OMA or
specific/new license term on the specific
ordering document.

24. How do most companies buy Oracle Software?
a) Reseller
b) Direct
from Oracle
c) Oracle
webshop

25. If the discounts on the Oracle proposal are
hidden, how can you find the real discount?
a) Ask Oracle
b) Look at
public price
list and count
backwards
c) It’s
impossible

26. What does the standard audit clause say about 45
days?
a) You must start
the audit within 45
days
b) You must
acknowledge the
audit letter within
45 days
c) The audit
must be
completed
within 45 days

27. How is the Oracle OMA locking companies to
future support costs?
a) It increases the
support costs
every year by a
contractually
agreed %
b) It increases the
support costs every
year by a
contractually agreed
% and stops partial
termination

28. What is Oracle Support fees based on?
a) List price for
products
b) Net license fees
paid

29. Check-list before entering an Oracle OMA
Do we already have an active
OMA to reference? Make sure
Oracle don’t make a mistake to
give you a new OMA when you
make a small purchase.
The new OMA has more
language about running
Oracle Audit
measurement tools, try to
remove it by negotiation.
You can negotiate the
audit clause and increase
the days from 45 to 90
(easy)
You can negotiate the
audit clause so Oracle
does not audit you within
1-3 years (easy-difficult)
You can negotiate the 30
day remedy/pay fees if
there is a license gap in
an audit.
You can negotiate a lower
cap to your support
increase “pay less”
You extend your trial
rights for Oracle SW.

30. Oracle Licensing Agreements

31. Page 1: Oracle Ordering Document
1. Your name: Legal entity / State of Kansas
2. Agreement name: OLSA/OMA – under which
master agreement are these licenses purchased?
3. Description and Fees for Ordered Programs and
Services – This is licenses and 1 year of support
fees.

32. • Licenses
• Perpetual/TERM?
• Quantities:
• Price per product & Discount levels.
Page 3: Product Description / License Type

33. Page 3: Product Description / License Type

34. Page 4: General Terms
Commence date – you have the right to use Oracle
software immediately as you sign. – normally don’t
negotiated (standard term)
Fees, invoicing, payment obligation – you are obliged to
pay the funds – normally don’t negotiated.
(standard term)
Delivery and installation – Oracle software is delivered
electronically (downloaded) (normally don’t negotiated)

35. Page 4: General Terms
Source code – Normally not negotiated
Segmentation – Oracle never mix licensing and consulting
Order of precedence – Oracle here says Ordering
document has precedence over OMA.

36. Customer reference – negotiable, should be used to obtain
better negotiation results
Territory – must be negotiated, should be worldwide, this
determines where you can physically deploy oracle software
Server express – some limited use text for licensing
(limitation) – NOT STANDARD.
Page 5: General Terms, Others

37. Limited Use – Can only be used with specific applications
Technical Support Cap – Cap on support increases for this
order only
Other – unclear meaning….
Page 5: General Terms, Others

38. Summary – Contract Review
1. No customer definition
negotiated.
2. Only US territory
deployment rights.
3. Limited use clause
“can only be used for2
applications”
4. Other is open for
interpretation.
5. They negotiated a cap rate
on the support costs saving
4% every year – total savings
first 3 years is 13 000 $
6. No license flexibility terms
negotiated.

39. When is a good contract better than a bad one?
Same products
All majority owned subsidiaries
Worldwide usage
Right to license test and dev with 10 users
instead of 25.
No new Oracle audit for 5 years
40% discount
Same products
All majority owned subsidiaries
Worldwide usage
Right to license test and dev with 10 users
instead of 25.
82% discount
Limited use specific application
Question: What is most important? T&Cs or discount levels?

40. What contract term outlines entities that can use &
access Oracle software
a) Customer
definition
b) Other

41. Where are usually the “limitation” clauses in the
Oracle contracts?
a) OMA, Other b) Oracle Ordering
Documents - Other

42. Can I “share” Oracle licenses with other
companies?
a) No b) Yes, if they are at
an outsourcer

43. Can I build a SaaS with Oracle licenses and offer it
to external companies?
a) No b) Yes

44. Before I move my Oracle licenses to the cloud,
which contract clause do I need to review?
a) Customer
definition, other
b) Territory, other

45. 3 steps to perform Oracle Contract Compliance Review
Review #1
Customer definition: This is
which legal entities may use and
access the Oracle Software.
Why focus on it: It must be as wide as
possible (all majority owned
subsidiaries) - big contract
compliance issue for Oracle software.
Action: Review your licensing
agreements understand is it only the
purchasing entity that can use Oracle
software? If you don’t have all
majority owned subsidiaries then you
have a big compliance risk:
Review #2
Territory: Review your territory
clause, are you following the rights
and only deploying Oracle in that
specific country? If you are
deploying oracle elsewhere this is a
big compliance risk.
Action: Review deployment of your
Oracle software and match it to your
contracts.
Review #3
Limitations: Review all
agreements for “limited use” or
“others”.
Action: Make sure you don’t have
any limitations, if you do please take
necessary further investigations

46. Oracle Contract
Training,
5min break

47. Central vs Localized
Contracts

48. Buy on subsidiary level = RISK only be using it on one
entity
Buy on corporate level=
YOU CAN USE IT ON ALL SUBSIDIARIES

49. Global company and we buy Oracle in each
country is that a good/bad thing?
• Greater risk for error in licensing agreements
(limitations)
• Commercial terms will not be as good as purchasing at
parent level.
• Do you want to have vendor relationship with Oracle in
many countries?
• Oracle will gain audit right in the local country. Buy
centrally and you will not be audited in several countries.
Four reasons why
you should not buy
Oracle on
subsidiary level
4

50. Checklist for Oracle Contracts
1. Include all
majority owned
subs
2. Always
have
worldwid
e usage
territory
3. Always
negotiate
technical
support rates
4. Check for
limited use - if they
exist try to remove
it next time you buy
anything
DON’T WORRY!
If your customer definition or
territory is wrong, you can ask
oracle to change it "free of
charge“ if you buy new
software or cloud services.

51. Buying Locally: Oracle "Frame Agreement"
Fixed pricing (discount that subs can purchase off)
Bad: oracle can audit locally.
YOU CAN
NEGOTIATE A
FRAME
AGREEMENT
It usually includes a negotiated OMA
Then subsidiaries can purchase on those terms

52. Oracle Support Renewals

53. Facts about Oracle Support
• It is a back office function at Oracle. (more and more is being moved to
Romania and India)
• Your account manager / sales reps doesn’t care about it, they are only
compensated on new license and cloud sales.
• Oracle has 95% margins on support.
• Support is based on net licenses paid. The more discount on licenses the more
discount on support.
• You will see same products on different support contract it means that some
contracts got better discount than others.
• Support Renewals team don’t have much mandate to negotiate and if you look
for a 20-50% reduction it’s impossible.
Page 53

54. #1 Making you pay support for unused licenses.
“All or nothing”
Need to terminate
“unused” licenses if you
don’t want to pay support
for them
End results: many
customers don’t terminate
support and are paying for
“unused software”

55. You often need to
terminate huge
amounts of licenses to
make any saving at all.
Almost every large
company have this
issue - often as high as
30% of all Oracle
Software.
#2 Making you pay support for unused licenses.
Support:
Support is discounted the same as licenses, so
Example: Purchase 50x CPUs with 50% discount on licenses AND Support.
Net support would be 50x 9900 $ (list price) x 0,5 (discount) = 247 500 $
4 YEARS LATER
You wish to terminate 25 of those processors of WLS Suite.
Oracle will NOT quote you 247 500 / 2 = 123 750 $
Oracle will quote you: 25x 9900 $ (list price) = 247 500 $ (minus any e-business discounts
usually 5-10%)

56. Simplifying support renewals
• You may have 50-100 different CSIs each with
different support renewal quotes.
• Advise: Consolidate the support renewals to 1
date and one invoice.
• It will not become 1 contract you can still do CSI
termination.
• Benefit: far less emails from
Oracle and less admin.

57. When is a good contract better than a bad one?
You may have 100x CPUs of Oracle
Software (DB EE) and that support is
300 000 €
Then you have 200x CPUs of Oracle
Software (DB EE) and that support is
250 000 €
Question: Why is the pricing different?

58. Which contract term stops me from leaving some
contract unsupported (same product set)
a) Oracle
Ordering
Document,
Technical Support
b) OMA, Technical
support policies >
matching support
policies

59. if I make a 25% termination of my licenses, will my
support go down?
a) No, because? b) Yes, because?

60. License assignment & license
migration

61. License Assignment
License Assignment Document - What is it?
Used to assign licenses from one entity to another.
Both entities need to sign to make the assignment.
How do you do
it ?
Contact oracle -
need their approval
unless you have
contract right.
When do you do
it?
Sell off a
company,
internal re-org

62. When do you do a license assignment?
• Internally moving licenses within your company structure
• When you are divesting or acquiring companies
• When you want to consolidate all licenses to one
specific company (parent, or IT contracts entity)
• Can be used to remove unused software from support
agreements.
Four reasons for
doing a license
assignment
4

63. License Migrations
Migration document - What is it?
Its when you upgrade
licenses.
Its when you change
license metrics.
How do you do
it ?
Contact oracle
usually always
approved.
Amendment.
When do oracle
use it?
New terms on
contract.
You need to sign it and
usually accept new
OMA.

64. License Migrations
When do you do it:
• When you want to switch from NUP to CPU or
vice versa.
• Upgrade from standard edition to enterprise
• Other license migrations (upwards - not
downwards)

65. When do perform a license migration?
• When you want to use standard edition towards
enterprise (technology)
• When you want to change from NUP to CPU licensing or
vice versa
• When you have old license metrics that makes no sense
to keep (many old ones are good!)
• When you want to move around Oracle support rules on
partial termination (don’t tell Oracle)
Four reasons for
asking for a license
migration.
4

66. Can you always do a license assignment?
a) Yes b) No

67. Can you migrate Enterprise licensing to Standard
Edition?
a) Yes b) No

68. If you perform a license migration, what will be the
benefits?
a) My support
costs will go down
b) I will sign a new
license agreement

69. Thank you
CONTACT US
www.redresscompliance.com
info@redresscompliance.com
+353 168 74903
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