we recently purchased 110 new computers that came with windows ultimate oem preinstalled. we are in the process of moving to a volume license infrastructure by obtaining windows 7 enterprise vlk . currently i have 0 kms clients (windows 7 or windows server 2008, R2) on my network, but i do have one server 2008 and one server 2008 r2 server both currently activated with mak keys. i will be deploying all 110 machines in the next 2-4 weeks. my first question is with my 2k8 r2 server currently using a mak key, should i convert that to a kms key? if so how does that work since it will be the first machine with a kms key on my network as well as the kms host? Do i setup the kms host portion first and then convert the mak key to kms? does my one product key for server 2008 r2 all that i need to enter into the kms host or do i also need to enter in my windows 7 kms key as well? my next question revolves around the requirements of needeing 25 kms machines on the network in order for it to activate and start handing out licenses. should i first image/deploy my machines which would put me over the min 25 mark and then setup my kms host on the network? or should i reverse that and setup the kms host first? i have read that i need to add/activate a 2008 r2 key on my server and not a windows 7 kms key? by using just the 2008 r2 will that also activate my windows 7 clients as well, or do i need to add a windows 7 kms key as well and activate that? i have two remote offices that are connected with site to site vpn ipsec tunnels. the traffic is bi-directional so will i have any problem will one kms host in my HQ handing out keys to my remote sites? there is only 5-7 users in one office and 10-15 in the other? or would i be better off using mak keys for there computers/servers/office appications? anyhelp would be appreciated. documentation is pretty vague about some of this stuff that i have found so far, hence the reason for my post.