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Corporate Software License for Germany

Corporate Software License Template for Germany

A comprehensive legal agreement governed by German law that establishes the terms and conditions under which a software provider (licensor) grants a corporate entity (licensee) the right to use specific software products. The agreement covers essential aspects including license scope, usage rights, intellectual property protection, warranties, liability limitations, and compliance with German data protection regulations (GDPR). It includes specific provisions required under German civil and commercial law, particularly addressing requirements under the BGB (German Civil Code) and HGB (Commercial Code) for B2B software licensing transactions.

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What is a Corporate Software License?

This Corporate Software License Agreement template is designed for use in the German market when a software provider wishes to license their software products to corporate customers. It incorporates specific requirements of German law, including provisions from the Bürgerliches Gesetzbuch (BGB), Handelsgesetzbuch (HGB), and data protection regulations (GDPR). The agreement is particularly suited for B2B transactions where software is being licensed for corporate use, covering aspects such as installation, maintenance, support, and security requirements. It includes necessary protections for intellectual property rights, liability limitations allowable under German law, and specific performance warranties. This template should be used when establishing a formal licensing relationship between software providers and corporate users, ensuring compliance with German commercial and technology law requirements.

What sections should be included in a Corporate Software License?

1. Parties: Identification of the licensor and licensee with full legal entity details

2. Background: Context of the agreement and brief description of the software and intended use

3. Definitions: Detailed definitions of terms used throughout the agreement, including Software, Documentation, Intellectual Property Rights, etc.

4. License Grant: Scope of the license, including usage rights, restrictions, and territorial limitations

5. License Fees: Payment terms, fee structure, and payment schedule

6. Delivery and Installation: Terms regarding software delivery, installation process, and acceptance criteria

7. Intellectual Property Rights: Confirmation of ownership and protection of IP rights

8. Warranties and Representations: Software performance warranties and business authority representations

9. Support and Maintenance: Terms for ongoing support, updates, and maintenance services

10. Data Protection: GDPR compliance and data processing terms

11. Confidentiality: Protection of confidential information and trade secrets

12. Limitation of Liability: Liability caps and exclusions in compliance with German law

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

14. Post-Termination Obligations: Actions required after agreement ends

15. General Provisions: Standard clauses including governing law, jurisdiction, and entire agreement

What sections are optional to include in a Corporate Software License?

1. Third Party Software: Include when the software contains third-party components requiring separate license terms

2. Source Code Escrow: Include when source code escrow arrangements are required for business continuity

3. Training Services: Include when the licensor will provide user training

4. Professional Services: Include when additional implementation or customization services are required

5. Export Control: Include when software is subject to export control regulations

6. Disaster Recovery: Include when specific disaster recovery procedures are required

7. Service Levels: Include when specific performance metrics and remedies are required

8. Audit Rights: Include when the licensor requires rights to audit licensee's usage

What schedules should be included in a Corporate Software License?

1. Schedule 1 - Software Description: Detailed technical specifications and functionality of the software

2. Schedule 2 - License Fees: Detailed breakdown of license fees and payment structure

3. Schedule 3 - Support Services: Detailed support and maintenance service levels and procedures

4. Schedule 4 - Security Requirements: Security standards and requirements for software operation

5. Schedule 5 - Accepted Use Policy: Detailed terms of acceptable use and restrictions

6. Schedule 6 - Data Processing Agreement: Detailed GDPR-compliant data processing terms

7. Schedule 7 - Service Level Agreement: Detailed performance metrics and service levels

8. Schedule 8 - Implementation Plan: Timeline and milestones for software implementation

Authors

Alex Denne

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

Jurisdiction

Germany

Publisher

Genie AI

Document Type

License Agreement

Sector

IP

Cost

Free to use
Relevant legal definitions

































































Clauses









































Relevant Industries

Information Technology

Financial Services

Manufacturing

Healthcare

Retail

Professional Services

Telecommunications

Energy

Transportation

Education

Insurance

Real Estate

Media and Entertainment

Pharmaceutical

Automotive

Relevant Teams

Legal

Information Technology

Procurement

Finance

Information Security

Risk Management

Compliance

Operations

Digital Transformation

Vendor Management

Enterprise Architecture

Software Development

Infrastructure

Data Protection

Relevant Roles

Chief Information Officer

Chief Technology Officer

IT Director

Legal Counsel

Procurement Manager

Software Licensing Manager

IT Security Manager

Data Protection Officer

Enterprise Architect

Solutions Architect

IT Operations Manager

Contract Manager

Technology Procurement Specialist

Vendor Management Officer

Information Security Officer

Chief Financial Officer

Digital Transformation 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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