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Implementation Partner Agreement Template for Germany

A comprehensive legal agreement governed by German law that establishes the terms and conditions under which an implementation partner provides professional services to implement technical solutions, systems, or processes for a client. The agreement addresses key aspects including service scope, project governance, deliverables, acceptance criteria, intellectual property rights, data protection (under GDPR), and liability provisions in accordance with German legal requirements. It includes specific provisions for project management, change control, and quality assurance while ensuring compliance with German Civil Code (BGB) requirements for service contracts.

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What is a Implementation Partner Agreement?

The Implementation Partner Agreement is essential for organizations engaging external expertise for technical implementations in Germany. It is used when a company needs specialized skills and resources to implement software, systems, or technical solutions. The agreement, governed by German law, defines the implementation methodology, project phases, deliverables, and acceptance criteria while ensuring compliance with German legal requirements including the Civil Code (BGB), Commercial Code (HGB), and data protection regulations (GDPR). It addresses crucial aspects such as intellectual property rights, liability limitations, and warranty provisions specific to German jurisdiction. This document is particularly important for complex technical implementations where clear governance, risk allocation, and project management frameworks are essential for success.

What sections should be included in a Implementation Partner Agreement?

1. Parties: Identification of contracting parties with full legal names and addresses

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

3. Definitions: Key terms used throughout the agreement

4. Scope of Services: Detailed description of implementation services, including methodology and approach

5. Project Governance: Project management structure, reporting lines, and decision-making processes

6. Implementation Partner Obligations: Key responsibilities and commitments of the implementation partner

7. Client Obligations: Key responsibilities and commitments of the client, including provision of resources and information

8. Change Control: Process for managing changes to scope, timeline, or deliverables

9. Acceptance Procedures: Process for testing and accepting deliverables

10. Fees and Payment Terms: Pricing structure, payment schedule, and invoicing procedures

11. Intellectual Property Rights: Ownership and licensing of pre-existing and newly created IP

12. Data Protection and Security: GDPR compliance and data security requirements

13. Confidentiality: Protection of confidential information and trade secrets

14. Liability and Indemnification: Allocation of risks and liability limitations

15. Term and Termination: Duration of agreement and termination rights

16. Force Majeure: Handling of events beyond parties' reasonable control

17. General Provisions: Standard legal clauses including notices, amendments, and governing law

What sections are optional to include in a Implementation Partner Agreement?

1. Service Levels: Specific performance metrics and remedies, used when quantitative service levels are required

2. Personnel Requirements: Specific qualifications or security clearance requirements for implementation team members

3. Hardware and Infrastructure: Include when implementation partner provides or maintains physical infrastructure

4. Third-Party Software: Include when solution involves third-party software licensing

5. Business Continuity: Required for critical implementations affecting client's core operations

6. Knowledge Transfer: Detailed provisions for training and knowledge transfer, important for complex implementations

7. Exit Management: Detailed transition provisions, important for long-term or complex implementations

8. Insurance Requirements: Specific insurance coverage requirements for high-value or high-risk implementations

What schedules should be included in a Implementation Partner Agreement?

1. Schedule 1 - Services Description: Detailed technical and functional specifications of implementation services

2. Schedule 2 - Project Plan: Timeline, milestones, and delivery schedule

3. Schedule 3 - Pricing and Payment Schedule: Detailed breakdown of fees, expenses, and payment milestones

4. Schedule 4 - Service Levels: Detailed performance metrics and measurement criteria

5. Schedule 5 - Personnel: Key personnel, roles, and responsibilities

6. Schedule 6 - Technical Requirements: Technical specifications and requirements

7. Schedule 7 - Security Requirements: Information security and data protection requirements

8. Schedule 8 - Acceptance Criteria: Detailed criteria for accepting deliverables

9. Appendix A - Change Request Template: Standard form for requesting and documenting changes

10. Appendix B - Testing Procedures: Detailed testing methodology and acceptance procedures

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Germany

Cost

Free to use

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