Our services are optimally tailored to the needs of your company.
Do you, or do your customers even need new licenses? Whether you’re providing or procuring services: You can take advantage of our expertise in issues concerning usage rights, licensing and fee models, measuring license use, audits, and determining whether or not purchases are necessary. We’ll work together with you to optimize your license management, and to develop suitable purchasing concepts and strategies for Software Asset Management.
Whether in distribution or in procurement – we make sure you’re on the safe side in contracts concerning the purchase, rental or leasing of standard software:
What can the software be used for, and what can’t it? Are its functionalities too narrowly or too broadly defined? The specifications give you the opportunity to lay out essential aspects for subsequent rights and obligations in connection with warranties and liability.
Where may the software be used, by whom, for which commercial purposes, at what level of intensity, and on what types of hardware? Which types of use entail additional charges? Defining the scope of use is essential.
May products be decompiled, modified or used in connection with additional programs that extend their functions? Should source code escrow be used? Can licenses be resold?
Expensive conflicts can often be avoided in advance by bringing in professional know-how while preparing the contract.
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Does the manufacturer / vendor have to offer support services? If so, for how long? Are they entitled to discontinue support when the user has made higher investments for business-critical installations? Under what circumstances do the two parties to the contract have the right to terminate it?
Does the service provider have the right to unilaterally change conditions laid out in the support agreement, especially concerning the support fees? Under what conditions are pay increases legally feasible? Do updates have to automatically include adjustments to subsequent legal changes? And if so, is this a free service or does it entail additional charges?
Are the contents of the service and the service levels with regard to availability, response times, bug fixing etc., as well as the consequences of failing to uphold these requirements, precisely defined?
The more professionally you lay out the contract in advance, the more likely you are to avoid false expectations on the part of your contractual partner and resultant frictions.
We’re there to help you create airtight agreements, right from the start.
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Outsourcing / Hosting /Services
Create clarity from the start to avoid future conflicts:
Precisely define the contents of the service and the service levels with regard to availability, downtimes, response times, bug fixing, etc. Agree upon clear methods for measuring and documenting use, including rules for reporting and audits, as well as the consequences of violating them. Absolute reliability is essential when it comes to business-critical applications.
Are your know-how and your valuable trade secrets consistently protected? Are there suitable policies and measures in place with regard to IT security, data protection and privacy in order data processing? Do the agreements include feasible mechanisms for calculating and/or for adjusting payment? Have you established legally viable processes for change management, communication in emergencies, and for escalation in the event of disputes?
We identify potential sources of conflict in advance and work with you to remove them.
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During the preparation phase, you can already define key aspects crucial to project success before concluding the resultant consulting agreement on the creation of individual software or customization:
Are your valuable trade secrets including know-how protected by an airtight NDA (non-disclosure agreement), even in preliminary talks? How are pre-contractual information-related and advisory duties to be correctly fulfilled? What is the optimal content for an LOI (letter of intent) to facilitate a successful project? Are the negative delimitations, as well as the obligation to cooperate clearly defined in the service description?
Have you established legally valid processes for change management and project control? Is the planned scope of rights to the services provided sufficient for the receiving party on the one hand, without demanding too much from the system provider on the other? Have the agreements concerning sub-contractors and freelancers also been optimized?
Should prices be fixed, or based on time and material involved? Should the respective contractual partner be affected when the agreed-upon price is exceeded or undercut; should caps with shared risk and shared win be used? Should there be interim acceptances on milestones as they are reached, or just a preliminary approval to carry on? Professionally formulating the texts for acceptance procedures is a highly specific task, and above all is essential for both parties! There are risks of hidden costs and of penalty-related problems, and in general a major potential for conflicts!
We’ll guide you safely to your goal – avoiding the pitfalls in every phase of the project!
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Management for Large-Scale Projects
Whether with regard to the technological field in general, e.g. mechanical and plant engineering for international business, to the corporate group-wide introduction of a new strategic system, to the implementation of business-critical individual solutions for specific business processes, or to the IT-typical externalized forms of service described using terms like outsourcing, hosting, ASP, cloud, SaaS etc., one thing is clear:
Given the complexity of the requirements and the high degree of specialization on the part of the service provider, the services as a whole can often only be effectively provided by a group of several actors. In order to clearly allocate the service-related obligations and responsibilities, consortia, strategic alliances and cooperations are formed, often in combination with multiple-level sub-contractor business relations and service delivery chains.
We deliver contractual clarity, even for highly complex business scenarios. Our legal project management includes effective instruments for risk reduction in every stage – from a solid non-disclosure agreement (NDA) in first-contact situations, to productive policies to ensure successful acceptance, to ensuring a smoothly running operational phase.
We work together with you from day one to professionally shape large-scale projects:For more clarity, for effective risk management, and for sustainable success.
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Often foreign business parties, especially US companies, are involved in major projects. As a decision-maker, are you often bombarded with stacks of paper filled with English legal jargon in fine print, or with unsatisfactory German translations?
Very often, the contractual provisions offered are incompatible with German law. Some legal instruments are only to be found in the US legal system – but are expected to be accepted as part of the contract under German law. Sometimes even Germany-based subsidiaries of US companies would be well advised to avoid operating on the basis of superficially adapted or imprecisely translated versions of the standard US contracts. A clean and clear contract that has been suitably adapted for business in Germany can serve as an excellent basis for acceptance and facilitates business with your local partner.
We have considerable experience with US companies, which allows us to suitably adapt “foreign” contracts for business in Germany and in accordance with your objectives – both in terms of the crucial legal content and in terms of the professional legal vocabulary.
Together with our network partners, we offer adaptations in both directions, i.e., we can also adapt your German contract in preparation for doing business abroad, e.g. in the USA. This requires linguistic precision in the respective legal area in combination with a solid background in comparative law. Will you always find that combination at translation companies?
Are you looking to overcome the boundaries between different countries and legal systems? We’re there to pave the way!
Are you seeking protection for non-tangible assets like business ideas, know-how, trade secrets, source code, copyright, trademarks and other related signs? Is your intellectual property safe in all business situations? Do you actually receive all the rights you should and need to when it comes to intellectual property?
To better protect your interests, we e.g. make sure that an effective non-disclosure agreement (NDA) is in place during the preliminary negotiations, and that intellectual property rights created during the execution of a project are suitably allocated to the partners involved. Does the manufacturer’s source code need to be protected, along with the user’s long-term system usage needs? We’ll guide you through escrow agreements.
As the provider, are your audit rights far-reaching enough to prevent license violations? As the user, do you have suitable protection in the event you violate the rights of a third party because the services provided to you are in violation of those rights?
We’re there to help you with matters concerning protection of trademarks and other signs, e.g. with registering trademarks and the accompanying research, whether at the national level, for EU trademarks or worldwide (IR, internationally registered trademarks). We can prepare your defense against trademark infringements, negotiate delimitation agreements between you and your competitors, and investigate aspects of antitrust law with regard to the advertising and appearance of products.
Intangible assets are becoming increasingly important: We offer professional protection.
It’s in your best interest and our priority to focus on contract negotiations that avoid the need for later lawsuits – not on fighting things out in court!
Have you, like many others, already been in this unfortunate situation? Legal positions seem carved in stone, communication starts to crumble, and there is mutual suspicion. The project is at risk of being called off, or even the partnership in general. As a result, there is a growing risk of lost profits, claims for damages, and a loss of image on the market. A court case seems inevitable, and there’s no way of predicting what it will cost or who will ultimately win: this puts an unproductive strain on your valuable resources, and often could have been prevented!
Don’t let things go this far; in many cases, a court case can be avoided: We analyze the divergences between the two parties’ legal positions and identify potential weaknesses in your own previous positioning. By providing reliable expert legal opinions, we can help you to penetrate even highly complex topics, making them more transparent and revealing the core of the problem. As a result, you’ll gain new clarity as to the available opportunities, potential risks and options for de-escalation. We ensure that you make a professional impression with the desired effect on the other party – to restore a proper balance, to save your joint projects and to provide a solid basis for a solution that makes good business sense.
However, our greatest successes in the area of conflict management often come at a much earlier stage: namely, in preparing and negotiating the relevant agreements so as to minimize the risk of conflicts from the outset. Many decision-makers come to regret their short-sighted choice not to invest in ensuring a legally sound contractual basis early on, which would have been far less expensive than the resultant, painful legal consequences.
We prefer to do our convincing in the conference room – not in the courtroom!
Management Education / Coaching
Knowledge is an essential success factor: Know-how is evolving faster and faster, and skills must be constantly polished.
As a decision-maker working in the Management, in Sales, in Purchasing or in Project Management, are you looking for an update on IT law, software contract law, and project management? Are you interested in expanding your own professional qualifications so as to have a stronger basis of expertise for the decisions you have to make in day-to- day business, and to be able to continue to interact with your business partners on equal footing?
Drawing on our considerable teaching experience at universities, in the industry and technological support initiatives, we are constantly engaged in the continuing education of current and future managers. At in-house seminars tailored to your individual needs, you’ll receive an “expertise update” to help you master today’s concrete business situations – e.g. for Sales, Purchasing or Project Management.
We don’t just consider our job to be done once we’ve prepared your contract or a standard draft: We also offer you active implementation at your company by qualifying the users to successfully employ the new instruments available to them.
Our focus is on delivering professional coaching – for all business functions and at all levels of the hierarchy.