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Why Independent

Buyer side software advisory, with nothing else to sell.

Independence is a structure, not a slogan. It comes from who pays the advisor. We are paid only by the acquirer.

Buyer side software advisory means the advisor is paid only by the acquirer and sells no licenses. That single fact decides whether the advice in your deal serves your position or someone else’s margin.

Why buyer side software advisory beats the alternatives

When a software vendor audit lands after close, the room fills with parties who all have something to sell. The reseller wants a larger license order. The publisher wants a true up. A generalist consultancy may want to cross sell its other lines. Buyer side software advisory removes that conflict by design. We earn no margin on licenses, take no fee from any publisher or reseller, and are compensated only by you. The analysis exists to defend your number, not to grow anyone’s order book.

Independence is not a slogan, it is a structure. It comes from who writes the check. An advisor paid by vendor margin will, consciously or not, frame findings toward more spend. An advisor paid only by the acquirer frames them toward your protection. In a negotiation where the publisher already knows its own entitlement data better than you do, that alignment is the difference between settling on the facts and settling on fear.

The conflict of interest map in software advice A chart showing how reseller, publisher and big four advisors carry incentives that diverge from the acquirer, while the independent buyer side advisor aligns fully. Alignment with the acquirer, by who pays the advisor Reseller / VAR Software publisher Generalist advisor Independent buyer side Fully aligned Earns on license margin Earns on true ups May cross sell other lines
Only the advisor paid solely by the acquirer has nothing to sell at audit time.

What independence changes in practice

Across a deal, independence shows up in concrete ways. Pre signing, we are willing to tell you the exposure is small, because we do not profit from inflating it. At audit, we challenge the publisher’s measurement rather than accept it, because we have no relationship to protect. Post close, we recommend the lowest cost path to compliance, even when that means buying fewer licenses, because cost recovery is the goal we are paid to pursue.

Buyer side software advisory versus the alternatives
ProviderPaid byConflict at auditSells licenses
Reseller or VARVendor marginHighYes
Publisher advisory armThe publisherDirectYes
Generalist consultancyMultiple linesPossibleSometimes
Independent buyer side advisorThe acquirer onlyNoneNo

Key takeaways

  • Buyer side means paid only by the acquirer, with no license margin and no publisher or reseller fee.
  • A reseller or publisher advisor carries an incentive to frame findings toward more spend.
  • Independence lets us challenge a publisher audit on the facts rather than accept its measurement.
  • The same alignment drives lower cost remediation post close, because cost recovery is what we are paid to deliver.

Recommendations for buyers

  1. Map the incentives before you trust the advice. Ask every advisor in the deal who pays them and what they sell.
  2. Keep license buying and audit defense separate. The party that sells you licenses should not also defend your audit.
  3. Use independence where it pays most. Pre deal quantification and audit defense are where conflicts cost the most.
  4. Insist on firm level credentials and no affiliations. A clean conflicts position is part of the work product.

See how buyer side independence plays out in our case studies, learn the method in the software due diligence guide, or read about the firm.

Frequently asked questions

What does buyer side software advisory mean?
It means the advisor represents the acquirer only, is paid only by the acquirer, and sells no software licenses. There is no vendor margin and no publisher fee, so the advice is built to protect your position in the deal.
Why not use our reseller for this?
A reseller earns margin on the licenses it sells, which creates an incentive to frame findings toward more spend. At audit time that conflict is direct, which is why buyer side independence matters most exactly when the stakes are highest.
Is an independent advisor more expensive?
Independent advisory is typically a fixed or capped fee, and it routinely recovers far more than it costs by challenging inflated audit findings and removing duplicated spend after close.
Do you ever recommend buying more licenses?
Only when the facts require it. Because we earn nothing on license sales, we recommend the lowest cost path to compliance, which often means buying fewer licenses than a vendor would propose.
How do you prove your independence?
We hold no affiliation with any software publisher or reseller, take no vendor compensation, and are paid only by the acquirer. A clean conflicts position is part of every engagement.

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