Engaging with Broadcom on VMware Audit Resolution

Engaging with Broadcom on VMware Audit Resolution

Introduction:
VMware customers now face a new audit reality under Broadcom’s ownership. Broadcom is known for aggressive license enforcement, yet it also values keeping profitable customers.

This guide provides a strategic playbook for Broadcom VMware audit settlement – turning audit findings into negotiated outcomes instead of punitive costs. We’ll explore how VMware audits differ from past CA or Symantec audits, and how to leverage VMware’s unique portfolio in negotiations.

You’ll find practical steps, checklists, and example language to help you settle audits on favorable terms.

Short paragraphs, bullet lists, and real-world tactics make this a hands-on resource for CIOs, procurement leaders, and IT asset managers under pressure from VMware audits.

Read our complete guide to Preparing for VMware License Audits Under Broadcom: Risks, Traps & Defense.

VMware Audits in the Broadcom Era: New Risks and Leverage

Broadcom’s acquisition of VMware has changed the tone of VMware license audits.

The company’s goals are two-fold: maximize revenue from compliance and preserve key customer relationships.

Unlike a traditional vendor audit seeking a one-time penalty, Broadcom often treats a VMware audit as a sales opportunity. Audit findings are often a gateway to promoting new subscriptions or multi-year agreements.

This means customers have new leverage if they negotiate wisely:

• Revenue Enforcement vs. Customer Retention: Broadcom’s audit teams are keen to recoup any licensing shortfalls (revenue enforcement). However, VMware’s installed base is huge and influential. Broadcom cannot afford to alienate all VMware customers with draconian penalties. The result is a balance: they pressure for compliance dollars, but are open to structuring deals that keep customers onboard. Use this to your advantage – Broadcom wants your money and your continued business.
• Audits Bundled into Contracts: Under Broadcom, VMware audit findings are rarely handled as a simple fine or back-payment. Instead, Broadcom prefers to bundle audit resolutions into future contracts. For example, suppose an audit finds you’re overusing vSphere licenses. In that case, Broadcom will likely propose a new purchase or Enterprise License Agreement (ELA) to cover the shortfall, rather than a standalone penalty invoice. This approach can work in your favor if you negotiate the new deal’s terms (discounts, added value) aggressively.
• Stricter Compliance Environment: Be aware that Broadcom has tightened VMware’s licensing rules (e.g., core-based licensing, mandatory usage reporting every 180 days). These changes mean that compliance gaps are more common and audits are more likely to occur. At the same time, Broadcom’s hardline policies give you negotiating points – you can question unreasonable terms and push for accommodations by highlighting how quickly the rules shifted post-acquisition.

In short, VMware audits under Broadcom come with higher stakes but also new negotiating levers. By understanding Broadcom’s playbook, you can develop your own counterplay.

Why VMware Audits Differ from CA or Symantec Audits

Many enterprises are familiar with Broadcom’s tactics, having acquired CA Technologies or Symantec.

VMware audits share Broadcom’s aggressive style but also differ in key ways:

• Broader Customer Base: VMware touches a wider range of businesses (from SMBs to global enterprises) than legacy CA mainframe software or Symantec tools. Broadcom must tread carefully; a punitive approach to VMware could drive customers to explore alternatives, such as Hyper-V, Nutanix, or cloud services. By contrast, CA mainframe users had fewer options, making Broadcom more inflexible. As a VMware customer, use this implicit threat of alternative platforms to your advantage during negotiations – Broadcom knows you have choices.
• Portfolio Selling vs. Pure Compliance: Broadcom often uses VMware audits as a gateway to sell broader solutions. With CA or Symantec, audits tended to focus on collecting back maintenance fees or true-up costs on those specific products. In VMware’s case, Broadcom might say: “You’re out of compliance on vSphere – let’s discuss signing you up for VMware Cloud Foundation or Tanzu as a solution.” VMware’s portfolio (cloud, containers, virtualization, end-user computing) provides upsell avenues that weren’t relevant for CA’s mainframe or Symantec’s security software. This means a VMware audit is more likely to end in a proposal for future spend rather than just a bill for past usage.
• Integrated Account Strategy: If you happen to also be a CA or Symantec customer, Broadcom’s handling of your VMware audit will factor in your overall account value. Broadcom might settle more leniently on a VMware compliance issue if it could jeopardize a multi-million dollar Symantec security renewal. In the CA days, each product’s audit was more siloed. Now, Broadcom manages accounts holistically. This is an advantage – you can remind them that how they treat your VMware audit will influence your stance on other Broadcom product renewals.

Bottom line: VMware audits under Broadcom are aggressive but inherently negotiable, especially if you highlight VMware’s strategic role and your broader relationship with Broadcom.

They differ from past audits in that they are more likely to be resolved via new contracts or portfolio deals. Keep this context in mind as you plan your response.

Read about Horizon, audits – VMware Horizon and EUC Audit Considerations Under Broadcom.

Key Negotiation Levers Unique to VMware

When facing a VMware audit, you have some unique levers to pull that can turn the situation to your favor:

• Enterprise Agreements (ELA/PLA): VMware historically offered Enterprise License Agreements, and its new owner continues that trend. If you’re out of compliance, one of the strongest tactics is to fold those audit findings into a new ELA or an expanded renewal. Instead of paying a one-time penalty, propose signing a multi-year VMware agreement that covers the shortfall. Broadcom receives a longer commitment (which they prefer), and you have the opportunity to negotiate volume discounts and possibly more flexible terms. Ensure you push for audit protection clauses in the ELA (e.g., “no further audits during the term if compliance is maintained”) and consider locking in pricing to avoid the significant increases others have experienced.
• Portfolio Leverage (Cross-Product Negotiation): If your company also utilizes other Broadcom software (such as CA Transaction Processing, Symantec Security, or Brocade Networking), leverage that in your negotiation. Broadcom values the total relationship. You can approach the discussion like: “We spend $X million across Broadcom’s portfolio. Let’s resolve this VMware audit in a way that keeps our partnership positive – otherwise, we’ll rethink those other renewals.” This subtle pressure can lead to a more favorable settlement. You might negotiate a portfolio agreement (PLA) that combines VMware with those other products into a single deal, using the audit as a catalyst. Broadcom’s account managers are often incentivized on multi-product sales, so use that to get concessions (like waived penalties or extra discounts).
• Future Roadmap Commitments: Broadcom wants VMware’s customers to adopt its new offerings (Tanzu for containers, Aria for cloud management, VMware Cloud, or VMware Cloud Foundation). If you signal interest or commit to a future pipeline of VMware projects, it becomes a bargaining chip. For example, you might say you’re planning a VMware Cloud expansion next year, or evaluating Tanzu for your DevOps team. Position it like: “We’re ready to invest more in VMware’s ecosystem, but this audit issue and cost is a hurdle.” Broadcom may reduce or waive certain compliance charges if they see a bigger sale on the horizon. Essentially, you’re trading immediate audit relief for future business. Just be sure you’re willing to follow through on those commitments – negotiate what you actually intend to do so it’s a win-win.

In summary, use what’s unique to VMware’s situation: the ability to sign broad agreements, the presence of other Broadcom products in your stack, and VMware’s forward-looking products that Broadcom is eager to sell.

These levers can shift an audit conversation from “pay up now” to “let’s craft a mutually beneficial deal.”

Converting Audit Findings into a Favorable Resolution

When Broadcom presents you with VMware audit findings, don’t view it as a bill to be paid – view it as a starting point for negotiation.

Here are key resolution strategies to pursue:

• Bundle Shortfalls into a New Purchase (Not a Penalty): Rather than cutting a check solely for past non-compliance, aim to channel that spend into something tangible. Propose that any shortfall be resolved by purchasing the necessary licenses or subscriptions now, ideally at a discount. This could involve placing an order for the unlicensed VMware vSphere cores or vCenter instances identified by the audit, as part of a forward-looking contract. The difference is mindset: you’re investing in software your business needs, not paying a fine for nothing. Broadcom will prefer this too – they can book it as new license revenue. Insist that back-dated maintenance fees or “penalties” be forgiven if you agree to buy current licenses and support going forward. You may be surprised how often they’ll drop punitive fees in exchange for a committed purchase.
• Convert to Subscription or New Platforms: Broadcom is pushing VMware customers hard towards subscription models (for example, vSphere+ subscriptions, VMware Cloud Universal credits, Tanzu suites, etc.). Use this to your benefit. If you’re out of compliance on a legacy perpetual license, consider offering to upgrade to a subscription for that product or a related one, rather than paying retroactively. For instance, if you have exceeded the usage of vRealize Operations under the old licensing, consider moving up to the VMware Aria Operations subscription, which covers your environment. Broadcom secures its desired subscription sale, and you receive a clean slate under a new model (often with increased capacity or additional rights included). Similarly, converting an on-prem product overuse into a cloud service commitment can nullify the old compliance gap. Always negotiate the subscription pricing – remind Broadcom you could consider third-party alternatives or stick with perpetual if the subscription isn’t attractively priced. The key message: you’re willing to modernize (which Broadcom likes) if the audit pain is mitigated.
• Leverage Multi-Year Commitments for Concessions: If your VMware software estate is critical and you plan to retain it long-term, consider using a multi-year renewal or expansion as a carrot. Tell Broadcom that you’re prepared to sign a 3-year or 5-year renewal covering VMware (and even other Broadcom products) – but only if the audit is settled on customer-friendly terms. Specifically, this could mean no surprise back-charges, a significant discount on the new contract, or even credits applied to future billing to offset the compliance costs. Vendors like Broadcom often have quotas for “audit resolution sales,” so offering a bigger deal that spans years can justify them writing off some of the audit findings. For you, it turns a dreaded audit hit into a planned budget item. Just be careful to get everything in writing (e.g., “Broadcom waives any fees for past use of XYZ as part of this renewal”) as part of the new agreement.
• Propose Creative Settlements: Don’t hesitate to think outside pure licensing. For example, you might negotiate additional training, services, or support credits as part of settling the audit. If you’re paying for something, make sure you get something extra: maybe Broadcom can include a week of VMware professional services to help deploy a product you’re buying, or enhanced support for a year. Another tactic is negotiating a “true-up and true-down” arrangement – you agree to true-up now (pay for overuse), but also get the ability to true-down (reduce licenses) at the next renewal if your usage drops, so you’re not overpaying in the future. This is especially useful if the audit revealed that usage spiked beyond entitlements; you can say, “We’ll pay for this spike, but if we scale back, we need a way to reduce costs later.” Broadcom might allow a one-time adjustment or a flexible licensing metric to accommodate this.

The overarching strategy is to integrate the audit into a new deal, rather than treating it as a standalone punishment.

Frame every proposal around mutual benefit: “We want to resolve this and invest in our future with VMware, but we need your help on terms to make that feasible.”

When you present it that way, the auditors and sales teams at Broadcom are more likely to work with you instead of against you.

VMware Audit Negotiation Process: Step-by-Step Playbook

Handling a VMware audit is as much a negotiation exercise as a compliance exercise. Follow this step-by-step playbook to go from audit notice to a settled outcome:

1. Review and Validate the Findings: Begin by thoroughly reviewing the audit report internally. Don’t take Broadcom’s findings at face value – cross-check every line. Identify any inaccuracies or contentious points. Perhaps the auditor counted decommissioned servers, misinterpreted your license metrics, or included products you’re not actually using. Document evidence to contest these. This internal audit of the audit gives you a clear picture of what you truly owe, and it shows Broadcom that you won’t be steamrolled. If needed, seek clarification on ambiguous items. Initial response to Broadcom: politely request explanations for any findings you suspect are wrong. Often, audit reports are negotiable; the numbers can be adjusted if you can prove they’re incorrect.
2. Engage the Broadcom Account Team Early: While Broadcom’s audit department might have contacted you, loop in your Broadcom account manager and higher-ups as soon as possible. Don’t treat the audit as a purely legal/operations issue – it’s a business issue. By involving the sales/account team, you shift the conversation from “compliance violation” to “future customer value.” Broadcom’s account reps have a stake in keeping you as a customer, especially if you’re a sizable account or have other Broadcom products. Make them your ally. Explain your perspective: You want to resolve compliance issues, but you also want to discuss how to move forward as partners. If the account manager is unresponsive or not empowered, consider escalating to a VMware specialist within Broadcom or even a regional sales director. Escalation is critical if the audit team is being intransigent; higher-ups may have the authority to approve discounts or creative settlements that auditors can’t.
3. Propose a Settlement Plan Tied to Future Business: Don’t wait for Broadcom to dictate the remedy – be proactive and table your own settlement proposal. This proposal should tie resolving the audit to a positive future commitment. For example, you might propose: “We will purchase the 200 missing vSphere licenses and also commit to a three-year renewal of our VMware environment, including an expansion to use Tanzu Kubernetes, if Broadcom agrees to consider this audit fully settled with no further fees.” Put your proposal in writing and be specific: include quantities of licenses to buy, subscription terms, and any discounts you expect due to volume, etc. It can help to frame it as a business case – outline how your management needs a sensible solution to approve the spend (“I need to be able to show our CIO that this money is buying us value, not just paying a penalty”). By presenting a concrete plan, you anchor the negotiation. Broadcom may counter, but you’ve set the tone that you’re looking for a win-win resolution, not an adversarial fight.
4. Negotiate the Numbers and Terms: Once Broadcom engages with your proposal, it’s time to haggle. Treat this like any other big purchase negotiation. Everything is on the table: the price of licenses or subscriptions, the discount percentage, any back-maintenance waivers, the term length, payment schedule, and so on. Aim to spread any financial impact over a term rather than paying a lump sum. For instance, if there’s an agreed-upon $500K cost to true-up, consider structuring it as approximately $167K added to each year of a three-year agreement instead of all at once. This helps with budgeting and also ties the expense to the use of products each year (optically better than a fine). Also, consider negotiating payment timing – perhaps the initial payment can be made next quarter instead of immediately, giving you more time. Don’t forget non-monetary terms: if you’re entering a new contract, ensure it includes favorable clauses (like the ability to drop certain licenses if not used, or a cap on annual price increases for renewals). Use competitive leverage here – mention that while you prefer to stick with VMware, you do have an eye on alternatives, so the deal needs to make long-term sense. Broadcom representatives may have limited flexibility on list prices, but they can often provide additional discount tiers or add-ons if requested. Keep the dialogue professional but firm: you want to resolve compliance, and you expect a fair deal for committing your company to Broadcom/VMware for the future.
5. Close with Documentation – Compliance Letter and Contract Updates: After reaching an agreement in principle, ensure the outcome is clearly documented in writing. There are two key documents to secure: a settlement agreement or contract amendment, and a compliance confirmation letter. The settlement (or new ELA paperwork) should itemize what you’re buying or committing to, the pricing, and any special terms negotiated (e.g., waived fees, extra support, future credits). The compliance confirmation letter is a simple but vital piece – it’s a letter from Broadcom/VMware stating that, as of the settlement, you are fully licensed and in compliance. This letter should reference the audit case and explicitly release you from any further claims on those specific findings. For example, it might say something like “Broadcom confirms that upon Customer’s execution of Order #12345 covering additional VMware licenses, all findings from the 2025 audit are resolved and Customer is in license compliance.” File this letter away with your software asset records. It’s your insurance against the issue resurfacing. Once everything is signed and you have that confirmation, ensure you pay any agreed-upon amounts on time and deploy the new license keys. Internally, communicate to stakeholders that the audit is settled and highlight any new usage rights or obligations (like that 3-year term you committed to). Now you can breathe easier – but also take the lesson to heart and strengthen your license management to avoid the next audit surprise.

By following this playbook, you maintain control of the audit process and steer it toward a negotiated settlement rather than a unilateral penalty.

Cross-Portfolio Negotiation Strategies

Your negotiation approach should account for whether you’re VMware-only or a broader Broadcom customer:

• If You Use Other Broadcom Products (CA, Symantec, etc.): You have a stronger hand. Ensure Broadcom understands the comprehensive view of your account. Remind them that VMware is just one part of your relationship. For instance, if you’re also a Symantec security client up for renewal next year, mention that your experience with this VMware audit will influence that decision. This doesn’t mean threatening outright, but use language like: “We value our partnership across Broadcom’s portfolio – we want to continue it on all fronts. Let’s find a solution to this VMware issue that keeps that partnership on good terms.” You can also involve the executive account manager who oversees your entire Broadcom relationship (not just the VMware specialist), so they can advocate internally for a reasonable settlement. Broadcom will likely worry about a ripple effect – a punitive stance on VMware could lead to the trimming or cancellation of other product contracts. Use that implicit leverage to negotiate a settlement that might even bundle in those other products. For example, you could propose a cross-product ELA: combine the VMware licenses you owe with a renewal of your Symantec licenses in one package, ideally with a discount on both. The more you can make the negotiation about a multi-product, multi-year future, the less it feels like an audit fight and more like a regular commercial negotiation.
• If You Are VMware-Only: You may not have cross-product leverage, but you can still negotiate smartly. Emphasize your growth potential as a VMware customer. Talk about the projects you have in the pipeline that involve VMware – maybe expanding to VMware Cloud, VDI (Horizon) rollout, or modernizing your data center with NSX networking. This signals to Broadcom that you’re a valuable customer worth retaining. Also, don’t be afraid to subtly mention competition: “We’re evaluating our long-term platform strategy, including cloud-native and other hypervisors, but we’d prefer to stick with VMware if it remains viable for us.” This suggests that an aggressive audit could deter you, which Broadcom would prefer to avoid if you’re a significant account. Another tactic for VMware-only customers is to ask for referrals or case studies: ask your rep, “How have other pure-VMware clients settled audits? We want to ensure we’re not being treated harsher than industry norm.” This puts Broadcom on notice that you are aware others are in the same situation (community chatter suggests that many VMware shops are being audited post-acquisition). They may then offer the more standard settlement path. Finally, use the future roadmap lever heavily – since you can’t play the Symantec/CA card, double down on the Tanzu/Cloud commitment angle, or even the possibility of expanding your VMware footprint if the relationship stays positive.

In both scenarios, tailor your strategy to your footprint with Broadcom.

If Broadcom sees you as an all-around major client, they have more incentive to compromise. If VMware is your sole tie, you focus on being a strategically important VMware client (or one that could leave).

Either way, avoid viewing the audit in isolation – place it in the context of your broader vendor strategy.

Common Mistakes to Avoid in VMware Audit Settlements

Navigating an audit can be tricky, and many organizations fall into common pitfalls.

Steer clear of these common mistakes when working toward a VMware audit settlement:

• Mistake: Paying Back Maintenance or Penalties Without Question. Broadcom auditors may initially claim you owe back support fees for the period you were out of compliance (sometimes amounting to years of maintenance on unlicensed deployments). Blindly agreeing to these punitive fees is a costly error. Avoidance: Always negotiate to waive or reduce back maintenance. If you’re buying the licenses now or moving to subscription, argue that you shouldn’t be punished for past support – after all, you didn’t consume support services for those unlicensed units. Often, Broadcom will waive back fees if you demonstrate a willingness to make a forward investment. The same applies to any “penalty” line items – push back and reframe them as a budget for new licenses or cloud credits instead.
• Mistake: Settling Compliance Issues in a Silo (no future benefits). Some customers treat an audit settlement as a one-time transaction, e.g., “Just pay whatever to make it go away.” This often leads to writing a big check and getting nothing in return except a pat on the back for being compliant. Avoidance: Never settle without tying the resolution to something beneficial for your organization’s future. This could include a discounted ELA, additional licenses to support growth, a higher support level, or at least a commitment that pricing will be capped in the next renewal. Make the settlement work for you, not just for Broadcom. If you’re paying money, ensure you’re also improving your licensing position or contract terms.
• Mistake: Letting the Audit Drag on Too Long. While you shouldn’t rush to pay, you also don’t want a VMware audit to enter a stalemate. A protracted audit can escalate internally at Broadcom and even lead to legal action (in worst cases, as seen with some high-profile disputes). Avoidance: Keep control of the timeline. After your initial review, engage and negotiate promptly. If communications stall or the auditor remains quiet, proactively escalate the issue to management rather than leaving it unresolved. It’s a fine line: you want to show you’re acting in good faith to resolve. Set targets like “let’s aim to resolve this within X weeks.” Broadcom will appreciate a willingness to close the matter. Dragging things out can also hurt you if it overlaps with contract deadlines or puts your support renewals at risk. Drive the process forward – an audit shouldn’t become a lingering cloud over your head.
• Mistake: Not Getting a Written Compliance Clearance. You’d be surprised how many companies settle an audit with a purchase or payment, but never get formal documentation that the issue is closed. Then a year later, a new auditor or rep might question the same issue again. Avoidance: Always obtain a compliance confirmation letter or clause as part of the settlement. It should explicitly state that by doing XYZ (your settlement actions), you are fully compliant and Broadcom/VMware releases you from any claims for the audit period. This protects you and creates a clean slate. Without it, you might have no proof in two years when memories fade that the matter was resolved. Don’t consider the audit settled until you have that letter in hand.

Avoiding these mistakes ensures that your audit resolution is not only cost-effective but also final and advantageous to your organization’s IT strategy.

Settlement Example Scenarios

To illustrate how an audit can turn into a win-win settlement, here are two example scenarios and how you might handle them:

In both scenarios, the customer steered the conversation toward future arrangements instead of retroactive punishment.

These examples show how you can introduce creative options (like changing the license metric or adding new products) to make the settlement more palatable and aligned with your IT roadmap.

Finalizing the Settlement: Checklist and Key Language

Before you wrap up any VMware audit settlement with Broadcom, run through this quick checklist to ensure you’ve covered all bases:

• ✅ Verify and Agree on Findings: Both parties should have a clear, agreed-upon list of what the compliance gaps were. Double-check that the settlement covers all those gaps so nothing is left outstanding.
• ✅ Align on New Purchase Details: Confirm the exact licenses/subscriptions to be acquired as part of the settlement (product names, quantities, term lengths). These should match or exceed the audit shortfall. Ensure any discounts or special pricing discussed are reflected in the quote or order form.
• ✅ Tie to Future Contracts: If you negotiated an ELA or renewal, make sure the contract paperwork is updated accordingly. Verify the term of the agreement, payment schedule, and any additional products or services included. If it’s a bundle deal (e.g., VMware + Symantec together), double-check that it’s all captured correctly by Broadcom.
• ✅ Check for Concessions and Clauses: Look for any waivers, credits, or promises Broadcom made (for example, waived back fees, or a price hold for the next renewal). These should be written into the settlement agreement or email confirmation. Also, ensure that important clauses are included, such as rights to reduce licenses (if negotiated) or any audit-related stipulations (like a prohibition on audits on the same issue for a certain period).
• ✅ Get the Compliance Confirmation in Writing: This is crucial. Insist on a formal note or letter stating that the audit is resolved. For instance, include language such as: “Resolution of audit findings shall be deemed final and the customer is deemed compliant as of [Settlement Date].” This phrase (or a similarly worded clause) in the settlement documents ensures that Broadcom acknowledges your compliant status after you have fulfilled the agreement. It protects you against future surprises on the same matter.

Using the checklist above will help you finalize the deal confidently. When the dust settles, be sure to document the outcome internally – update your license records with the new purchases, inform your IT teams of any new usage allowances or restrictions, and note any renewal dates or reporting obligations that are part of the settlement.

You want to emerge from this audit not just unscathed, but stronger in your license governance.

Frequently Asked Questions (FAQs)

Does Broadcom settle VMware audits differently than it handles audits from CA or Symantec?

Answer: Generally, Broadcom’s tough stance on compliance is consistent across VMware, CA, and Symantec – you’ll see a firm initial position in all cases. However, there are a few differences in the settlement approach. With VMware, Broadcom is more inclined to turn an audit into a sales discussion for new VMware solutions. The VMware portfolio is broader, so they might offer (or accept) creative resolutions, such as upgrading you to a VMware Cloud subscription or an enterprise agreement. In contrast, CA audits (often on mainframe software) tended to be more straightforward true-ups or fees, given the lack of alternative products to upsell. Symantec (security) audits could result in multi-product security suite deals, but VMware’s case is even more about selling the “vision” of cloud and modernization. Additionally, VMware customers often have more alternatives (such as other hypervisors and cloud providers), so Broadcom may show more flexibility in avoiding the need to push you to leave. In summary, the DNA of negotiation (hard bargaining) is similar, but VMware audits often involve more bundling into future contracts than CA or Symantec did.

Can I fold VMware audit findings into a new ELA or renewal?

Answer: Absolutely – and in fact, this is one of the best strategies for handling a VMware audit. Broadcom is usually receptive to incorporating compliance issues into a new sale, as it converts a negative event into a positive commitment. If your VMware audit reveals, for example, a need for additional licenses, you can negotiate an Enterprise License Agreement (or a simple renewal expansion) that includes those licenses. The key is to get Broadcom to treat it as part of a normal deal. You might say, “Instead of a separate audit fee, let’s add these licenses to our upcoming renewal and extend for three years. Give us a fair bulk discount and we’ll consider it resolved as part of doing new business.” This way, you’re not writing a check for non-compliance; you’re investing in software that supports your operations. When pursuing this, remember to negotiate the ELA terms just as hard as you would normally – the audit context gives you leverage to ask for things like locked-in pricing, a bigger discount tier, or inclusion of new product categories. Folding into an ELA is win-win: you become compliant and often get a more comprehensive contract, and Broadcom secures a longer-term revenue stream.

What should be documented post-settlement?

Answer: Documentation is your safety net after an audit settlement. You should have multiple artifacts documented:

• The Settlement Agreement or Order Form: This is the formal paperwork (quotes, order forms, contract amendments) that outlines the licenses you purchased or the terms agreed upon. Ensure you save a copy and that it’s signed by both parties if required. It should detail all financial and licensing aspects of the settlement.
• Compliance Confirmation Letter: As discussed, obtain a letter or email from Broadcom confirming your compliance. File this alongside the agreement. It’s typically a brief letter referencing the audit case and confirming that, by purchasing X or signing Y, you have no outstanding compliance issues. This is crucial for future audits or if someone at Broadcom raises a question later.
• Internal Audit Closure Report: It’s wise for your own team to write a brief internal report or memo about the audit resolution. Record what the findings were, how you resolved them, and any lessons learned (e.g., “found we were under-licensed on vSphere by 20%, now corrected; need to monitor deployment process better”). Note any process changes you’ll implement to prevent a repeat.
• Updated License Inventory: Update your IT asset management records to reflect the new licenses or subscriptions you have acquired. If you moved to an ELA, note the coverage of that ELA (which products, how many, expiration date). Essentially, refresh your compliance position document to reflect the post-settlement reality.
• Calendar Reminders: Document key dates – including the next true-up or renewal date, any deadline for usage reporting (some VMware subscriptions require regular usage reports), and other relevant dates specified in the new contract. Mark these in your calendar now, so you won’t inadvertently slip into non-compliance later.

By maintaining this documentation, you ensure that your organization has a clear record of the audit outcome. If anyone in your leadership asks, “What was the result of that VMware audit?”, you can confidently produce the documents.

Moreover, if Broadcom (or any auditor) comes knocking in the future, you can quickly demonstrate your compliance and the fact that past issues were resolved and closed.

This level of organization not only protects you but also shows a level of professionalism that can dissuade auditors from being overly punitive next time.

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