11. Rather than purchase completely new PCs, my organization performs in-place upgrades to the hardware on many of our computers. We often times only replace the motherboard, processor, and memory. Since the COA is still on the case and the OS is still installed on the hard drive, this computer is still licensed, right?
ANSWER. Generally, you may upgrade or replace all of the hardware components on your computer and maintain the license for the original Microsoft OEM operating system software, with the exception of an upgrade or replacement of the motherboard. An upgrade of the motherboard is considered to result in a "new personal computer." Microsoft OEM operating system software cannot be transferred from one computer to another. Therefore, if the motherboard is upgraded or replaced for reasons other than a defect then a new computer has been created, the original license expires, and a new full operating system license (not upgrade) is required. This is true even if the computer is covered under Software Assurance or other Volume License programs.
What does ‘substantially the same’ mean? WPA asks for ‘votes’ from each of these ten categories: ‘Is the same device still around, or has there never been one?’ Seven Yes votes means all is well — and a NIC, present originally and not changed, counts for three yes votes! Minor cards, like sound cards, don’t come into the mix at all. If you keep the motherboard, with the same amount of RAM and processor, and an always present cheap NIC (available for $10 or less), you can change everything else as much as you like.
In other words, you can change three components besides the NIC (since everything else gets only one vote) without freaking out WPA. After 120 days with no further changes, this becomes the new "normal" for the system and you can make further changes without reactivating.