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Professional Services Contract for Germany

Professional Services Contract Template for Germany

A comprehensive agreement governed by German law that establishes the terms and conditions for the provision of professional services. This contract complies with the German Civil Code (BGB) requirements, particularly sections regarding service contracts (Dienstvertrag) and contracts for work (Werkvertrag). It includes detailed provisions for service delivery, quality standards, remuneration, liability limitations according to German law, data protection under GDPR, and intellectual property rights. The document is structured to protect both parties' interests while ensuring compliance with German commercial and professional services regulations.

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Professional Services Contract

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What is a Professional Services Contract?

This Professional Services Contract template is designed for use in the German market where professional expertise or specialized services are being procured. It serves as a comprehensive framework for engaging external professional service providers, whether they are companies or individual professionals, under German law. The document incorporates essential elements required by the German Civil Code (BGB), including clear service definitions, quality standards, remuneration structures, and liability provisions. It is particularly suitable for business-to-business relationships where specific professional expertise, consulting, or specialized services are required. The contract addresses key areas such as intellectual property rights, data protection under GDPR, confidentiality, and professional liability, while maintaining compliance with German commercial law requirements. This template is adaptable for various professional service scenarios while ensuring all necessary legal protections are in place for both service providers and clients.

What sections should be included in a Professional Services Contract?

1. Parties: Identification and details of the contracting parties, including registered addresses and authorized representatives

2. Background: Context of the agreement and general purpose of the professional services

3. Definitions: Key terms used throughout the agreement, including specific German legal terms where applicable

4. Scope of Services: Detailed description of the professional services to be provided, including deliverables and performance standards

5. Term and Termination: Duration of the agreement, renewal terms, and termination provisions including notice periods as per German law

6. Remuneration and Payment Terms: Fee structure, payment schedule, invoicing requirements, and VAT provisions

7. Service Provider's Obligations: Key responsibilities, professional standards, and specific commitments of the service provider

8. Client's Obligations: Cooperation requirements, provision of information, and access requirements

9. Intellectual Property Rights: Ownership and usage rights of pre-existing and newly created IP

10. Confidentiality: Protection of confidential information and trade secrets as per German law

11. Data Protection: GDPR compliance and data processing obligations

12. Liability and Insurance: Limitation of liability provisions (within German legal limits) and required insurance coverage

13. Force Majeure: Provisions for unforeseeable circumstances preventing performance

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

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

What sections are optional to include in a Professional Services Contract?

1. Non-Competition: Restrictions on competitive activities, if applicable to the specific service relationship

2. Assignment and Subcontracting: Include when the service provider may need to subcontract or when assignment rights need to be restricted

3. Service Levels: Include for technical or ongoing services requiring specific performance metrics

4. Audit Rights: Include when client requires rights to audit service provider's performance or compliance

5. Personnel Requirements: Include when specific qualifications or security clearances are required

6. Change Control: Include for long-term or complex services where scope changes are likely

7. Exit Management: Include for critical services requiring specific transition arrangements

8. Compliance with Specific Regulations: Include when services are in regulated industries

9. Quality Assurance: Include when specific quality standards or certifications are required

10. Environmental Requirements: Include when services have environmental impacts or requirements

What schedules should be included in a Professional Services Contract?

1. Schedule 1 - Service Description: Detailed technical specifications and scope of the services

2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, rates, and payment terms

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

4. Schedule 4 - Key Personnel: Details of key team members and their qualifications

5. Schedule 5 - Data Processing Agreement: GDPR-compliant data processing terms and conditions

6. Schedule 6 - Change Control Procedure: Process for managing changes to services or terms

7. Appendix A - Required Insurance Coverage: Specific insurance types and coverage amounts

8. Appendix B - Compliance Requirements: Specific regulatory or industry compliance requirements

9. Appendix C - Security Requirements: IT and physical security requirements if applicable

10. Appendix D - Form of Reports: Templates for required service reports and documentation

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

Consulting

Information Technology

Professional Services

Management Advisory

Engineering

Architecture

Financial Services

Legal Services

Healthcare

Education and Training

Research and Development

Marketing and Advertising

Human Resources

Environmental Services

Technical Services

Relevant Teams

Legal

Procurement

Operations

Finance

Compliance

Risk Management

Commercial

Human Resources

Project Management

Business Development

Technical Services

Professional Services

Contract Management

Quality Assurance

Relevant Roles

Legal Counsel

Contract Manager

Procurement Manager

Project Manager

Business Development Manager

Operations Director

Chief Financial Officer

Compliance Officer

Risk Manager

Commercial Director

HR Director

Technical Director

Managing Director

Department Head

Senior Consultant

Professional Services 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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