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John Leyden
Senior Writer

Appeal court overturns $1.6bn mainframe software ‘poaching’ ruling against IBM

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May 3, 20243 mins
LegalMainframes

AT&T ‘independently decided” to replace BMC software, the appeals court found.

IBM Z mainframe
Credit: Connie Zhou for IBM

IBM has successfully overturned a $1.6 billion ruling that it improperly replaced mainframe software from rival BMC at AT&T.

A US Appeal Court this week overruled a lower court’s judgement in deciding that “BMC lost out to IBM fair and square.”  AT&T “independently decided” to displace BMC software from its mainframe environment, the three-judge appeal court panel ruled.

“AT&T’s decisions and conduct — not IBM’s — are most consequentially tied to BMC’s lost profits from AT&T,” a .

IBM and BMC both develop software that runs on IBM mainframes. Under a 2008 agreement, IBM provides outsourcing services to BMC and its customers, including AT&T.

The Master Licensing Agreement (MLA) and an Outsourcing Attachment that governed the business relationship between IBM and BMC were amended in 2013 and 2015.

In 2015, AT&T began a plan to migrate from BMC software to IBM software in its mainframe environment. AT&T wanted to replace BMC’s products in order to reduce costs.

BMC filed a lawsuit claiming IBM had violated their master licensing agreement by convincing AT&T to switch over to Big Blue’s software.

In 2022, a US district judge ruled in BMC’s favour, ordering IBM to pay BMC $717 million in lost licensing fees, $168 million in interest, and a further $717 million in punitive damages.

The lower court made its ruling on the basis that the deal between the enterprise software firms blocked IBM from “displacing” BMC products with IBM software.

IBM appealed. This week appeal court judges decided that the lower court had erred, overturning the $1.6 billion judgement. AT&T had decided to switch to IBM’s software independently for “other valid business reasons”, a provision covered in licensing and outsourcing agreements between IBM and BMC.

The appeal court further ruled that IBM did not violate its deal with BMC in supplying AT&T with IT services that facilitated the switchover.

IBM welcomed the ruling. “We are extremely pleased the Fifth Circuit Court of Appeals found no wrongdoing by IBM and entered a complete reversal of the district court’s verdict,” it said in a statement, adding, “IBM acted in good faith in every aspect of this engagement, and we are grateful the Court agrees.”

CIO.com approached BMC for comment on the ruling, asking whether it planned to launch any further appeal. A spokesperson told us that the enterprise software firm had “no comment at this time.

John Leyden
Senior Writer

John Leyden reports on cybersecurity for CSO Online. He has written about computer networking and cyber-security for more than 20 years.

Prior to joining CSO, John wrote and edited articles for PortSwigger's covering topics including web security, vulnerabilities and hacking culture. He also co-hosted the SwigCast podcast. For more than 17 years, John covered a wide variety of topics including network security and enterprise technology for . His work at The Register earned him a number of awards, including the BT Enigma award for contributions to technology journalism.

Before the advent of the interwebs John worked as a crime reporter at a local newspaper in Manchester, UK. John holds a degree in electronic engineering from City University, London.

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