Master Relationship Agreement Template for Germany

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Key Requirements PROMPT example:

Master Relationship Agreement

"I need a Master Relationship Agreement under German law for a software development company providing services to multiple automotive manufacturers, with specific focus on data protection, intellectual property rights, and quality assurance standards that will take effect from March 2025."

Document background
The Master Relationship Agreement serves as a foundational document for establishing long-term business relationships under German law. It is particularly valuable when parties anticipate multiple transactions or ongoing services and want to avoid negotiating terms repeatedly. This agreement type streamlines future dealings by setting standard terms for contract formation, performance requirements, and risk allocation, while ensuring compliance with German commercial and civil law requirements. The document typically includes comprehensive frameworks for ordering procedures, pricing mechanisms, and service levels, with specific transactions being executed through simpler order forms or statements of work. It's designed to provide flexibility while maintaining legal certainty under German jurisdiction, making it especially suitable for complex business relationships involving regular interactions or transactions.
Suggested Sections

1. Parties: Identification and details of the contracting parties, including registered addresses and registration numbers

2. Background: Context of the agreement and the parties' intention to enter into a master relationship

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Scope of Agreement: Overview of the master relationship and its application to future transactions

5. Contract Formation Process: Process for forming individual contracts under the master agreement, including order and acceptance procedures

6. General Obligations: Core obligations of both parties, including cooperation and good faith requirements

7. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

8. Prices and Payment Terms: Framework for pricing and payment conditions applicable to all transactions

9. Confidentiality: Protection and handling of confidential information exchanged between parties

10. Data Protection: GDPR and BDSG compliance requirements and data processing terms

11. Liability and Indemnification: Allocation of risks and responsibilities between parties

12. Force Majeure: Provisions for handling events beyond parties' reasonable control

13. Governing Law and Jurisdiction: Specification of German law application and jurisdiction for disputes

14. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

Optional Sections

1. Intellectual Property Rights: Required when the relationship involves IP creation, licensing, or transfer

2. Insurance Requirements: Needed when specific insurance coverage is essential for the relationship

3. Compliance with Laws: Detailed compliance obligations when operating in regulated industries

4. Quality Assurance: Important for relationships involving product or service delivery with specific quality standards

5. Personnel and Subcontractors: Necessary when services involve deployment of personnel or use of subcontractors

6. Audit Rights: Include when one party requires rights to audit the other's compliance or performance

7. Business Continuity: Required for critical business relationships requiring disaster recovery planning

8. Environmental Compliance: Relevant for relationships with environmental impact or sustainability requirements

Suggested Schedules

1. Schedule 1 - Service Levels: Framework for service level requirements and performance metrics

2. Schedule 2 - Pricing Framework: Detailed pricing structure, including calculation methods and adjustments

3. Schedule 3 - Standard Terms for Individual Contracts: Template terms for specific transactions under the master agreement

4. Schedule 4 - Technical Requirements: Technical specifications and standards applicable to the relationship

5. Schedule 5 - Security Requirements: Information security and data protection requirements

6. Schedule 6 - Governance and Escalation: Management structure and issue resolution procedures

7. Appendix A - Contact Details: Key contacts and notice requirements for both parties

8. Appendix B - Form of Order: Standard form for placing orders under the master agreement

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

Relevant legal definitions
Clauses
Relevant Industries

Technology

Manufacturing

Professional Services

Logistics

Financial Services

Healthcare

Telecommunications

Retail

Automotive

Energy

Construction

Software Development

Industrial Services

Consumer Goods

Relevant Teams

Legal

Procurement

Commercial

Finance

Operations

Compliance

Risk Management

Business Development

Sales

Account Management

Strategic Sourcing

Vendor Management

Relevant Roles

Chief Legal Officer

General Counsel

Legal Director

Commercial Director

Procurement Manager

Contract Manager

Business Development Director

Chief Financial Officer

Operations Director

Risk Manager

Compliance Officer

Account Director

Partnership Manager

Sales Director

Strategic Sourcing Manager

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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