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Managed Services Agreement for Germany

Managed Services Agreement Template for Germany

A comprehensive agreement governed by German law that establishes the framework for the provision of managed services between a service provider and a customer. The document incorporates German legal requirements, including specific provisions for data protection under GDPR and the BDSG, liability limitations according to German civil law, and service level commitments. It details the scope of services, performance metrics, governance structure, pricing mechanisms, and operational procedures while ensuring compliance with German commercial and regulatory requirements.

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What is a Managed Services Agreement?

The Managed Services Agreement serves as the primary contractual framework for outsourcing operational responsibilities to specialized service providers under German law. This document is essential when a business wants to delegate the management and operation of specific functions, systems, or processes to an external provider while maintaining clear service levels, accountability, and compliance with German regulatory requirements. It combines standard commercial terms with jurisdiction-specific elements such as German data protection requirements, liability frameworks, and commercial law provisions. The agreement typically includes detailed service descriptions, performance metrics, pricing structures, and governance mechanisms, making it suitable for both traditional IT services and broader operational service arrangements. This type of agreement is particularly relevant in the context of digital transformation initiatives, operational efficiency programs, and strategic outsourcing relationships.

What sections should be included in a Managed Services Agreement?

1. Parties: Identification of contracting parties with full legal entity details

2. Background: Context of the agreement and brief description of parties' business relationship

3. Definitions: Key terms used throughout the agreement

4. Scope of Services: Overview of services to be provided, with reference to detailed service descriptions in schedules

5. Term and Termination: Duration of agreement, renewal terms, and termination rights

6. Service Provider's Obligations: Core obligations, service standards, and compliance requirements

7. Customer's Obligations: Customer responsibilities, cooperation requirements, and dependencies

8. Service Levels: Performance standards, measurement criteria, and remedies for failure

9. Charges and Payment: Pricing, payment terms, invoicing, and price adjustment mechanisms

10. Governance and Reporting: Service management, reporting requirements, and oversight procedures

11. Data Protection and Security: GDPR compliance, data processing terms, and security requirements

12. Intellectual Property Rights: IP ownership, licenses, and usage rights

13. Liability and Insurance: Limitation of liability, indemnification, and insurance requirements

14. Force Majeure: Events excusing performance and related procedures

15. Confidentiality: Protection of confidential information and trade secrets

16. General Provisions: Standard clauses including notices, assignment, and governing law

What sections are optional to include in a Managed Services Agreement?

1. Transition Services: Required if service implementation involves migration from existing providers

2. Business Continuity: Needed for critical services requiring disaster recovery and business continuity plans

3. Staff and Key Personnel: Include when specific personnel are critical to service delivery or staff transfer is involved

4. Compliance with Industry Standards: Required for regulated industries or specific technical standards

5. Anti-Corruption and Ethics: Important for international services or public sector customers

6. Exit Management: Detailed if complex transition out process is anticipated

7. Subcontractors: Include if service provider will rely on subcontractors

8. Change Control: Required for services likely to require significant changes during term

What schedules should be included in a Managed Services Agreement?

1. Service Description: Detailed description of each service component and delivery requirements

2. Service Levels and Service Credits: Detailed SLAs, measurement methods, and service credit calculations

3. Charges: Detailed pricing, rate cards, and charging mechanisms

4. Customer Dependencies: Detailed customer obligations and requirements for service delivery

5. Data Processing Agreement: GDPR-compliant data processing terms and technical/organizational measures

6. Security Requirements: Detailed security standards and procedures

7. Governance Procedures: Detailed management structures, meeting schedules, and escalation procedures

8. Form of Reports: Templates and specifications for required service reports

9. Business Continuity Plan: Detailed continuity and disaster recovery procedures

10. Exit Plan: Detailed procedures for service termination and transition

11. Approved Subcontractors: List of approved subcontractors and their roles

Authors

Alex Denne

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

Jurisdiction

Germany

Publisher

Ƶ

Document Type

Service Contract

Cost

Free to use
Relevant legal definitions


































































Clauses







































Relevant Industries

Information Technology

Telecommunications

Financial Services

Healthcare

Manufacturing

Professional Services

Energy

Retail

Logistics

Media and Entertainment

Automotive

Insurance

Education

Public Sector

Relevant Teams

Legal

Information Technology

Procurement

Operations

Finance

Risk and Compliance

Commercial

Vendor Management

Project Management

Service Management

Relevant Roles

Chief Information Officer

Chief Technology Officer

Head of Procurement

Legal Counsel

IT Director

Operations Manager

Procurement Manager

Contract Manager

Service Delivery Manager

Commercial Director

Chief Financial Officer

Vendor Manager

Risk Manager

Compliance Officer

Project Manager

Technical Account 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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