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Intra Group Transfer Agreement Template for Germany

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Key Requirements PROMPT example:

Intra Group Transfer Agreement

"I need an Intra Group Transfer Agreement under German law for transferring IT services and related personnel from our parent company in Munich to our newly established shared services subsidiary in Berlin, with the transfer to be completed by March 2025."

Document background
The Intra Group Transfer Agreement is a crucial document used when companies within the same corporate group need to transfer assets, services, personnel, or other resources between entities in Germany. This agreement is essential for maintaining proper corporate governance, ensuring tax efficiency, and complying with German regulatory requirements, particularly transfer pricing regulations and corporate law. It becomes necessary when group companies engage in internal restructuring, establish shared services arrangements, or implement group-wide resource optimization strategies. The document must comply with German legal requirements, including the German Civil Code (BGB), Commercial Code (HGB), and relevant EU regulations. It typically includes detailed provisions for transfer pricing methodology, implementation procedures, tax treatments, and necessary regulatory approvals, making it a fundamental tool for corporate groups operating in Germany.
Suggested Sections

1. Parties: Identification of the transferor and transferee companies within the group

2. Background: Context of the transfer, group relationship, and purpose of the agreement

3. Definitions: Definitions of key terms used throughout the agreement

4. Scope of Transfer: Detailed description of assets, services, or resources being transferred

5. Transfer Price and Payment Terms: Pricing methodology, payment schedule, and compliance with transfer pricing regulations

6. Timing and Implementation: Timeline and process for implementing the transfer

7. Representations and Warranties: Standard corporate warranties and specific representations regarding the transferred items

8. Tax Provisions: Tax treatment and responsibilities related to the transfer

9. Compliance with Laws: Commitment to comply with relevant laws and regulations

10. Confidentiality: Protection of confidential information exchanged during the transfer

11. Term and Termination: Duration of the agreement and termination provisions

12. Governing Law and Jurisdiction: Specification of German law application and jurisdiction

Optional Sections

1. Employee Transfer Provisions: Required when the transfer involves movement of employees between group entities

2. Data Protection: Required when personal data or sensitive information is part of the transfer

3. Intellectual Property Rights: Needed when IP assets are involved in the transfer

4. Integration Plan: Used for complex transfers requiring detailed implementation steps

5. Group Services Agreement Reference: Required when the transfer relates to existing group service arrangements

6. Regulatory Approvals: Needed when the transfer requires specific regulatory clearances

7. Force Majeure: Optional clause for managing unforeseen circumstances affecting the transfer

Suggested Schedules

1. Schedule 1: Transferred Items: Detailed inventory of all assets, services, or resources being transferred

2. Schedule 2: Transfer Pricing Methodology: Detailed calculation method and supporting documentation for transfer pricing

3. Schedule 3: Implementation Timeline: Detailed timeline with milestones for the transfer process

4. Schedule 4: Employee Information: List of transferring employees and related employment terms (if applicable)

5. Schedule 5: Existing Group Agreements: List of related intra-group agreements affecting this transfer

6. Appendix A: Required Regulatory Filings: List of necessary regulatory submissions and approvals

7. Appendix B: Transfer Documentation: Templates and forms required for executing the transfer

Authors

Alex Denne

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

Relevant legal definitions






























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Relevant Industries

Manufacturing

Financial Services

Technology

Pharmaceutical

Automotive

Energy

Telecommunications

Professional Services

Consumer Goods

Industrial Products

Chemical

Healthcare

Media and Entertainment

Relevant Teams

Legal

Finance

Tax

Treasury

Compliance

Corporate Secretariat

Human Resources

Operations

Risk Management

Internal Audit

Shared Services

Corporate Development

Accounting

Relevant Roles

General Counsel

Legal Director

Corporate Lawyer

Tax Director

Chief Financial Officer

Financial Controller

Transfer Pricing Manager

Corporate Secretary

Compliance Officer

Operations Director

HR Director

Group Treasury Manager

Managing Director

Head of Shared Services

Integration Manager

Group Accountant

Risk 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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