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Software Partner Agreement Template for Germany

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Key Requirements PROMPT example:

Software Partner Agreement

"I need a Software Partner Agreement for appointing a system integrator based in Munich who will implement our enterprise software solutions for German customers, with strict data protection requirements and a planned partnership launch date of March 1, 2025."

Document background
The Software Partner Agreement is essential for establishing formal partnership arrangements in the German software industry. It is primarily used when a software provider wants to expand their distribution network, enable third-party implementations, or establish reseller relationships. This agreement, governed by German law, includes comprehensive provisions for software licensing, revenue sharing, partner obligations, and compliance with German and EU regulations, particularly regarding data protection (GDPR) and intellectual property rights. The document addresses specific requirements under German commercial law (Handelsgesetzbuch) and civil code (Bürgerliches Gesetzbuch), while incorporating modern software partnership models and digital business practices.
Suggested Sections

1. Parties: Identification and details of the contracting parties

2. Background: Context of the partnership and general intentions of the parties

3. Definitions: Key terms used throughout the agreement

4. Scope of Partnership: Detailed description of the partnership relationship and mutual obligations

5. Partner Rights and Obligations: Specific rights granted to the partner and their corresponding obligations

6. Software Provider Rights and Obligations: Rights and obligations of the software provider

7. License Terms: Terms of software licensing, usage rights, and restrictions

8. Intellectual Property Rights: Ownership and protection of IP, including modifications and developments

9. Data Protection and Privacy: GDPR compliance and data handling requirements

10. Confidentiality: Protection of confidential information and trade secrets

11. Financial Terms: Pricing, payment terms, and revenue sharing arrangements

12. Term and Termination: Duration of agreement and termination provisions

13. Warranties and Representations: Guarantees and commitments from both parties

14. Liability and Indemnification: Limitation of liability and indemnification obligations

15. Force Majeure: Provisions for unforeseen circumstances and force majeure events

16. Governing Law and Jurisdiction: Application of German law and jurisdiction for disputes

17. General Provisions: Miscellaneous legal provisions including severability and entire agreement

Optional Sections

1. Marketing and Promotion: Terms for joint marketing activities and brand usage - include when partnership involves co-marketing

2. Training and Support: Details of training and support services - include when partner requires specific training

3. Service Levels: Service level commitments - include when specific performance metrics are required

4. Audit Rights: Rights to audit partner's compliance - include for partnerships with significant compliance requirements

5. Insurance Requirements: Specific insurance obligations - include for high-risk partnerships

6. Anti-Corruption Compliance: Anti-corruption and compliance requirements - include for international partnerships

7. Change Control: Procedures for managing changes to services or software - include for complex technical partnerships

8. Exit Management: Detailed procedures for partnership termination - include for complex integrations

9. Subcontracting: Terms for engaging subcontractors - include when subcontracting is anticipated

Suggested Schedules

1. Schedule 1 - Software Description: Detailed description of the software products covered by the agreement

2. Schedule 2 - Service Level Agreement: Specific service levels and performance metrics

3. Schedule 3 - Fee Schedule: Detailed pricing, commission rates, and payment terms

4. Schedule 4 - Technical Requirements: Technical specifications and requirements for the partnership

5. Schedule 5 - Support Services: Description of support services and procedures

6. Appendix A - Data Processing Agreement: GDPR-compliant data processing terms and procedures

7. Appendix B - Partner Certification Requirements: Required certifications and qualifications for the partner

8. Appendix C - Brand Guidelines: Guidelines for using trademarks and branded materials

9. Appendix D - Security Requirements: IT security and data protection requirements

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 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

Information Technology

Software Development

Cloud Services

Telecommunications

Financial Services

Healthcare Technology

Manufacturing

Retail Technology

Professional Services

Education Technology

Industrial Automation

E-commerce

Digital Services

Relevant Teams

Legal

Partnerships

Business Development

Sales

Channel Management

Compliance

Information Technology

Operations

Commercial

Partner Success

Revenue Operations

Partner Alliance

Contract Management

Relevant Roles

Chief Technology Officer

Head of Partnerships

Legal Counsel

Partner Success Manager

Business Development Manager

Channel Manager

Software Licensing Manager

Partnership Operations Director

Chief Legal Officer

Commercial Director

Partner Alliance Manager

Contract Manager

Head of Sales

Chief Revenue Officer

Partner Development Executive

Compliance Officer

IT Director

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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