License And Service Agreement for Germany

License And Service Agreement Template for Germany

A comprehensive legal document governed by German law that combines software licensing terms with service delivery obligations. It establishes the terms and conditions for both the licensing of software or technology products and the provision of related services, ensuring compliance with German legal requirements including the Bürgerliches Gesetzbuch (BGB), data protection regulations (GDPR/DSGVO), and relevant technology laws. The agreement covers key aspects such as license scope, service levels, intellectual property rights, data protection, liability limitations under German law, and specific performance obligations.

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What is a License And Service Agreement?

The License and Service Agreement is essential for technology providers operating under German law who offer both software products and associated services to their customers. This document type is particularly relevant when a provider needs to establish clear terms for both the licensing of their intellectual property and the delivery of related services such as implementation, maintenance, or support. The agreement must comply with German legal requirements, including the Civil Code (BGB), commercial laws, and data protection regulations (GDPR/DSGVO). It is commonly used in software-as-a-service (SaaS) arrangements, enterprise software deployments, and technology service provisions where ongoing support and maintenance are integral to the offering. The document addresses critical aspects such as license scope, usage rights, service levels, data protection, liability limitations, and performance standards, all within the framework of German law.

What sections should be included in a License And Service Agreement?

1. Parties: Identification and details of the contracting parties

2. Background: Context of the agreement and general business relationship

3. Definitions: Defined terms used throughout the agreement

4. License Grant: Scope, terms, and limitations of the license being granted

5. Services: Description of services to be provided, including service levels and support

6. Fees and Payment Terms: Financial terms, payment schedules, and invoicing procedures

7. Intellectual Property Rights: ownership and protection of IP, including newly created works

8. Data Protection and Security: GDPR compliance, data handling, and security measures

9. Confidentiality: Protection and handling of confidential information

10. Term and Termination: Duration, renewal, and termination provisions

11. Warranties and Representations: Guarantees and commitments from both parties

12. Limitation of Liability: Scope and limitations of party liability under German law

13. Force Majeure: Provisions for unforeseen circumstances and their handling

14. General Provisions: Standard legal clauses including notices, assignment, and amendments

15. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction

What sections are optional to include in a License And Service Agreement?

1. Service Level Agreement: Detailed service levels when specific performance metrics are required

2. Audit Rights: Include when compliance verification is necessary

3. Insurance: Required when specific insurance coverage needs to be maintained

4. Source Code Escrow: For critical software licensing requiring source code protection

5. Change Control: When formal processes for changes to services or software are needed

6. Personnel: When specific requirements for service delivery personnel apply

7. Export Control: For international licensing involving export restrictions

8. Disaster Recovery: When business continuity is critical to the services

9. Marketing Rights: When parties want to regulate reference rights and marketing

10. Anti-Corruption: For international business relationships requiring specific compliance

What schedules should be included in a License And Service Agreement?

1. Schedule 1 - Licensed Software: Detailed description of licensed software and components

2. Schedule 2 - Service Description: Detailed specification of services to be provided

3. Schedule 3 - Service Levels: Specific performance metrics and measurement criteria

4. Schedule 4 - Fee Schedule: Detailed pricing, payment terms, and fee calculations

5. Schedule 5 - Technical Requirements: Technical specifications and requirements

6. Schedule 6 - Support Services: Details of support and maintenance services

7. Schedule 7 - Data Processing Agreement: GDPR-compliant data processing terms

8. Schedule 8 - Security Requirements: Specific security standards and procedures

9. Appendix A - Authorized Users: List of authorized users or user categories

10. Appendix B - Contact Information: Key contacts and escalation procedures

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Germany

Publisher

Genie AI

Document Type

License Agreement

Sector

IP

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Information Technology

Software Development

Healthcare Technology

Financial Services

Manufacturing

Telecommunications

Professional Services

E-commerce

Educational Technology

Industrial Automation

Cloud Computing

Digital Media

Automotive

Energy Management

Research and Development

Relevant Teams

Legal

Information Technology

Procurement

Commercial

Operations

Sales

Product Development

Compliance

Service Delivery

Account Management

Solutions Architecture

Business Development

Risk Management

Technical Support

Contract Administration

Relevant Roles

Legal Counsel

Contract Manager

Technology Director

Chief Technology Officer

Software Licensing Manager

Commercial Director

IT Procurement Manager

Head of Legal

Chief Information Officer

Service Delivery Manager

Account Executive

Solutions Architect

Business Development Manager

Compliance Officer

Operations Director

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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