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Service Agreement Between Two Companies for Germany

Service Agreement Between Two Companies Template for Germany

A comprehensive service agreement template governed by German law, designed for business-to-business relationships. This document establishes the legal framework for service provision between two companies, incorporating key requirements of the German Civil Code (BGB) and Commercial Code (HGB). It covers essential elements including service scope, performance standards, payment terms, liability provisions, and termination rights, while ensuring compliance with German commercial law principles and EU regulations where applicable. The agreement is structured to provide clear obligations and rights for both service provider and recipient, with particular attention to German-specific legal requirements regarding liability limitations and warranty provisions.

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Service Agreement Between Two Companies

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What is a Service Agreement Between Two Companies?

The Service Agreement Between Two Companies is a fundamental legal document used to formalize business relationships under German law. It is essential for situations where one company provides professional services to another, ranging from consulting and IT services to facilities management and business process outsourcing. The agreement incorporates mandatory provisions required by German law, including specific liability and warranty clauses required under the BGB (German Civil Code) and commercial provisions under the HGB (German Commercial Code). This document type is particularly important in the German business context, where detailed written agreements are standard practice and certain legal provisions must be explicitly addressed. It includes comprehensive sections on service delivery, quality standards, payment terms, and risk allocation, while considering German-specific requirements for B2B contracts and EU regulations where applicable.

What sections should be included in a Service Agreement Between Two Companies?

1. Parties: Identification of the contracting parties with full legal names, registration details, and addresses

2. Background: Context of the agreement and business relationship between the parties

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

4. Scope of Services: Detailed description of services to be provided, including core obligations and deliverables

5. Term and Commencement: Duration of the agreement and conditions for effectiveness

6. Service Provider's Obligations: Detailed obligations of the service provider, including quality standards and performance requirements

7. Client's Obligations: Cooperation obligations and responsibilities of the client

8. Fees and Payment Terms: Pricing, payment schedule, invoicing requirements, and VAT provisions

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

10. Confidentiality: Protection of confidential information and trade secrets

11. Liability and Limitation of Liability: Scope of liability and any limitations in accordance with German law

12. Force Majeure: Provisions for unforeseen circumstances preventing performance

13. Termination: Grounds for termination, notice periods, and consequences of termination

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

15. Miscellaneous: Standard closing provisions including severability, entire agreement, and amendments

What sections are optional to include in a Service Agreement Between Two Companies?

1. Data Protection: Required when services involve processing of personal data, including GDPR compliance measures

2. Personnel Requirements: Include when service provider's staff will work on client premises or when specific qualifications are required

3. Service Levels: Needed when specific performance metrics and KPIs are to be measured

4. Subcontracting: Include when service provider may use subcontractors

5. Insurance: Required when services involve significant risks or high-value deliverables

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

7. Non-Competition: Include when services involve access to sensitive market information or strategic resources

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

9. Audit Rights: Include when client needs rights to audit service delivery or compliance

10. Business Continuity: Required for critical services or when regulatory compliance demands it

What schedules should be included in a Service Agreement Between Two Companies?

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

2. Service Levels and KPIs: Detailed performance metrics, measurement methods, and remedies

3. Fee Schedule: Detailed pricing, payment terms, and calculation methods

4. Personnel and Key Contacts: List of key personnel, qualifications, and contact details

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

6. Security Requirements: IT and physical security requirements and procedures

7. Transition Plan: Implementation and service transition procedures

8. Exit Plan: Procedures and obligations for service termination and handover

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 Agreement

Cost

Free to use
Relevant legal definitions


















































Clauses


















































Relevant Industries

Information Technology

Professional Services

Manufacturing

Logistics and Supply Chain

Financial Services

Healthcare

Telecommunications

Business Consulting

Facilities Management

Engineering Services

Marketing and Advertising

Research and Development

Relevant Teams

Legal

Procurement

Commercial

Operations

Finance

Compliance

Risk Management

Business Development

Project Management

Account Management

Service Delivery

Relevant Roles

Legal Counsel

Contract Manager

Procurement Manager

Commercial Director

Business Development Manager

Operations Director

Chief Financial Officer

Project Manager

Account Manager

Compliance Officer

Risk Manager

General Counsel

Head of Operations

Service Delivery Manager

Chief Executive Officer

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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