With the increasing globalisation of TUFLOW and customer feedback around international transfer pricing, there has been an update to our licensing rules provided within our TUFLOW Products Software Licence Agreement
The update has changed the definition of licensee, such that it is now defined as follows:
“Licensee means the legal entity (excluding its related bodies corporate and affiliates) entering into the Agreement with BMT, or an individual if no legal entity exists.”
Global organisations who obtain licences centrally and use the licences globally across multiple legal entities. For example, 'Example Consultancy Global' procuring licences and allowing use by 'Example Consultancy UK Ltd' and 'Example Consultancy Australia Pty Ltd'.
If licences are obtained and used solely by the registered entity, you will be unaffected by the changes.
Organisations will be permitted to only use licences within their respective registered entities.
That means that 'Example Consultancy UK Ltd' would not be able to use the licences issued to 'Example Consultancy Australia Pty Ltd', and vice versa.
Global organisations with existing global licences will be asked to nominate a splitting of the licences to the legal entities which they wish to use the licences. The split can either be done based on the total number of TUFLOW licences (and module licences) or on the total purchase list price. Examples of both are provided below.
Please contact us at sales@tuflow.com to discuss options for the reconfiguration.
Organisations will have the option to split the licences to the desired legal entities, while collectively retaining the current global licence count.
For example, should 'Example Consultancy Global' have a Network 44 TUFLOW licence, with a Network 10 GPU licence, they can choose to split the licence up as follows:
This will maintain the number of licences, although due to the multi-licence discounting, will result in a higher value of the total licences ($230,300 versus $197,130). As part of this one-time licence splitting task, we will not be asking clients to pay the difference in the purchase value. It should however be noted that the increased licence pool value will result in a collective increase in future annual maintenance fees ($34,545 versus $29,569.50).
Alternatively, organisations will have the option to split the licences to the desired legal entities, with the sum of the annual maintenance for all the entities remaining similar to the current global annual maintenance value.
For example, using the same Example Global Consultancy as above, with a Network 44 TUFLOW licence and Network 10 GPU licence, the licence split could be as follows:
This has a combined value of $194,425. This would result in an equivalent annual maintenance cost.
Should the value of the re-configured licences be less than the combined licence, there will be no refunds. It is not possible to swap different licence types, for example, it is not possible to swap a TUFLOW engine licence for a GPU module licence. Where there is a reduction in the reconfigured licence values, additional licences (either engine licences, or module licences) can be procured utilising the difference in the licence value.
No, the licences can only be used by the registered entity so unless the global parent company is using the TUFLOW licences, they would need to be obtained by the registered entity utilising the TUFLOW licences.
The licensee, and employees and sub-contractors, are able to use the TUFLOW licence for the sole purpose of undertaking the Licensee’s internal business activities. Therefore, if 'Example Consultancy Australia Pty Ltd' is undertaking work within the UK or other countries in the world, they can use their licences for this purpose.
Yes, licences can be hosted in other locations, for instance by global IT, or on a Cloud server, as long as access to the licences is restricted to employees and sub-contractors of the registered entity.
If you have any questions on any of the above, please get in touch with us at sales@tuflow.com.