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How to Cancel Your VMware ELA or Partner Contract (Without a Fight)

An Instelligence Guide for IT Managers and Procurement Teams

If you’re a VMware customer or partner trying to figure out how to exit your contract cleanly, you’re in luck. Broadcom (who now owns VMware) introduced a “termination for convenience” clause in many of its post-acquisition contracts. This means you can walk away from your Enterprise Licence Agreement (ELA), subscription, or partner agreement without having to prove breach or wrongdoing. However, there are some important conditions and gotchas.

This guide covers:

  • How to cancel a VMware ELA or subscription mid-term (and what you must give up)
  • How the refunds work
  • How to properly notify Broadcom
  • How VMware partners can resign from the program (or be terminated)

As a reminder, this isn’t legal advice. Rather, it is a guide to help you navigate clauses that already exist in your contracts.

Part 0: Identify Your Destination

Before you pull the ripcord on your VMware contract, it’s worth asking yourself one thing: Where are you actually landing?

There’s no point cancelling without a plan. Broadcom and its shareholders are counting on the process being difficult enough that you hesitate, stall, and eventually renew under duress. But it doesn’t have to be that way.

If you are reading this, you are probably already exploring alternatives. We recommend Proxmox VE, a powerful open-source virtualisation platform trusted by thousands of organisations around the world. Paired with Instelligence’s Proxmox subscription, migration and support services, it offers a clean and cost-effective way to get off the Broadcom rollercoaster.

You also don’t have to figure it out on your own. We help customers:

  • Assess their current VMware environment
  • Build a tailored Proxmox deployment plan
  • Migrate workloads with minimal disruption
  • Exit their VMware contracts cleanly

Part 1: Cancelling a VMware ELA or Subscription

Is termination allowed?

Yes, termination is allowed if your ELA or subscription agreement is governed by Broadcom’s updated End User Terms (Foundation Agreement). Most likely, this will apply if it was signed or renewed after November 2023.

What does the clause say?

Customer may terminate any Order (direct or indirect) under which Customer may procure Broadcom offerings in CA, Symantec, or VMware product families (but in all cases excluding any hardware offerings and associated support contracts therefor) between the parties so long as such Order is governed by these terms as of the date of termination, without cause and without further charge or expense at any time.  Customer’s termination shall be effective immediately upon written notice to Broadcom sent to usage.reporting@broadcom.com.

On or after the termination date, with the exception of any Fully Paid-Up perpetual licenses (where the amount of “Fully Paid-Up” licenses will equal the total whole number of licenses earned prior to the termination and are assumed to be paid for equally over the initial term of the associated Support Services), Customer must either: a) delete all full or partial copies of the Broadcom Software from all computing or storage equipment, and verify such deletion in a statement signed by a Vice-President or a duly authorized representative and sent to usage.reporting@broadcom.com, or b) return to Broadcom all full or partial copies of the  Broadcom Software. 

The above is an excerpt directly from https://www.broadcom.com/company/legal/licensing/termination-for-convenience. A PDF of this document has been preserved and made available here: https://www.instelligence.io/wp-content/uploads/2025/06/Termination-for-Convenience.pdf

What’s the problem?

To invoke this clause, you must:

  • Terminate all Broadcom software contract (VMware/CA/Symantec) at once (hardware support contracts are excluded)
  • Stop using the software immediately
  • Certify deletion or return of all software within your organisation

In other words, you cannot cherry-pick. It is an all-or-nothing Broadcom software exit.

How do I execute it?

  1. Draft a formal termination notice
  2. Send it to: usage.reporting@broadcom.com
  3. Include all order IDs, contract numbers, and an effective termination date (if you do not specify one, it will default to immediate)
  4. Provide a signed certification confirming you’ve deleted or decommissioned the software

Do I get my money back?

Yes. Broadcom will issue a pro-rata refund of any prepaid:

  • Licence or subscription fees
  • Support entitlements
  • SaaS or cloud services

Typically, you’ll receive this refund within 60 days of Broadcom receiving your deletion certification.

If your ELA includes perpetual licences, you may retain the portion you’ve “earned” up to that point. For instance, if you are halfway through a 3-year agreement, you could retain roughly 50 percent of the perpetual licence rights.

What’s excluded?

The clause excludes the following:

  • Carbon Black products
  • VMware End User Computing (e.g. Horizon, Workspace ONE)

If those are the only VMware products you use, this clause might not be available to you.

If you’re a customer buying through a reseller…

Resellers must initiate the termination on your behalf with Broadcom’s approval. Therefore, you’ll need to:

  • Request the reseller to initiate the cancellation
  • Confirm you’re cancelling all VMware & Broadcom software contracts
  • Receive your refund via the reseller (not directly from Broadcom)

Part 2: Cancelling a VMware Partner Agreement

Is termination allowed?

Yes. All partner agreements (reseller, solution provider, service provider) include a mutual termination for convenience clause. In short, either party can walk away with written notice, which is usually 30 to 90 days.

In fact, Broadcom already used this clause in December 2023 to cancel all existing VMware partner agreements as of early 2024.

What does the clause say?

Partner, on behalf of itself or its reseller, may terminate an End User’s Order (however titled) under which the End User may procure Broadcom Offerings (but in all cases excluding any hardware offerings and associated support contracts therefor) between the parties so long as such Order is governed by these Ordering Terms and Conditions as of the date of termination, without cause and without further charge or expense at any time. Such termination shall be effective immediately upon written notice to Broadcom sent to  usage.reporting@broadcom.com.

On or after the termination date, with the exception of any Fully Paid-Up perpetual licenses (where the amount of “Fully Paid-Up” licenses will equal the total whole number of licenses earned prior to the termination and are assumed to be paid for equally over the initial term of the associated Support Services), Partner shall instruct End User to either: a) delete all full or partial copies of the Broadcom Offering(s) from all computing or storage equipment, and verify such deletion in a statement signed by a Vice-President or a duly authorized representative and sent to usage.reporting@broadcom.com, or b) return to Broadcom all full or partial copies of the Broadcom software.

The above is an excerpt from https://docs.broadcom.com/doc/partner-edi-terms-and-conditions. A PDF of this document has also been preserved and is available here: https://www.instelligence.io/wp-content/uploads/2025/06/Broadcom-Partner-EDI-Terms-and-Conditions_v2.pdf

How do I execute it?

  1. Send formal notice via the official channel (refer to your agreement for details)
  2. Include:
    • Your legal entity name
    • Partner programme or agreement ID
    • Requested effective termination date

Following that, Broadcom might reply with a confirmation or request that you return any partner-issued software keys or assets.

Do I get a refund?

Only if:

  • You prepaid for a partner programme membership fee, and
  • You’re mid-term when Broadcom terminates you (they will refund the unused portion)

However, you won’t be refunded for:

  • Evaluation licences
  • Co-marketing funds
  • Any margin loss on unsold stock (unless otherwise negotiated)

What if I’m a white-label partner?

If you are operating under a white-label arrangement, meaning you consume VMware services through a premier or pinnacle partner rather than contracting directly with Broadcom, your rights are governed by that upstream partner’s agreement.

You cannot execute a termination for convenience directly with Broadcom, as you are not the contract holder. Instead, the upstream partner holds the commercial relationship, and they would need to cancel their entire VMware estate to trigger that clause.

This creates a shared risk. Your provider may be unable or unwilling to cancel unless all of their customers are ready to exit at the same time.

Your best approach is to:

  • Once all VMware workloads are decommissioned, the upstream partner can execute the termination for convenience on the entire agreement, allowing both parties to move on
  • Work with your white-label provider to evaluate exit options
  • Identify and plan for alternative platforms together

Did you know?

Instelligence has deep experience working with VMware Cloud Service Providers. We can help you or your provider avoid the Broadcom renewal trap.

Key Takeaways

  • Broadcom’s standard customer and partner contracts now include clear exit clauses
  • Cancelling a VMware ELA or subscription is contractually supported if you follow the proper process
  • You can resign from the partner program cleanly and without penalty, in most cases
  • Refunds are real. However, you must request them by the book

This guide is brought to you by Instelligence.io – helping businesses make smart, secure private cloud moves. We’re not lawyers, but we do see through the BS. Questions?

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