Data Exchange Agreement Template for Germany

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Key Requirements PROMPT example:

Data Exchange Agreement

"I need a Data Exchange Agreement under German law for sharing customer analytics data between our Berlin-based retail company and a third-party AI service provider, with implementation planned for March 2025 and including specific GDPR compliance measures for machine learning applications."

Document background
The Data Exchange Agreement is essential for organizations engaging in systematic data sharing or transfer operations under German jurisdiction. This document becomes necessary when parties need to establish a formal framework for sharing data, whether for business operations, research, analytics, or other purposes. It addresses critical aspects required by German and EU law, including data protection, security measures, and processing obligations. The agreement is particularly relevant in today's digital economy where data sharing is increasingly common but must comply with strict European and German data protection regulations. It includes specific provisions required under the GDPR and BDSG, technical specifications for data transfer, security protocols, and clear delineation of responsibilities between parties. The document is designed to protect both the data provider and recipient while ensuring regulatory compliance.
Suggested Sections

1. Parties: Identification and details of the contracting parties

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

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

4. Purpose and Scope: Detailed description of the purpose of data exchange and scope of the agreement

5. Data Description: Specification of the types of data to be exchanged

6. Data Processing Obligations: GDPR-compliant obligations regarding data processing and protection

7. Technical Requirements: Technical specifications for data exchange, including formats and protocols

8. Security Requirements: Security measures required for data protection and transfer

9. Confidentiality: Confidentiality obligations and handling of sensitive information

10. Use Restrictions: Limitations on data use and processing

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

12. Liability and Indemnification: Allocation of risks and responsibilities

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

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

15. General Provisions: Standard boilerplate clauses including severability and entire agreement

Optional Sections

1. International Data Transfers: Required when data will be transferred outside the EU/EEA

2. Data Breach Notification: Detailed procedures for handling data breaches, recommended for sensitive data exchange

3. Audit Rights: Provisions for auditing compliance, recommended for high-risk data exchange

4. Subcontractors: Required when either party may use subcontractors for data processing

5. Insurance Requirements: Specific insurance obligations, recommended for high-value data exchange

6. Intellectual Property Rights: Required when exchanged data includes or could affect IP rights

7. Competition Law Compliance: Required when parties are competitors or data exchange could affect competition

8. Change Management: Procedures for handling changes to technical specifications or requirements

Suggested Schedules

1. Technical Specification: Detailed technical requirements for data exchange, including formats, protocols, and APIs

2. Security Requirements: Detailed security measures, protocols, and standards to be followed

3. Data Fields and Structure: Detailed description of data fields, formats, and structure

4. Service Levels: Performance metrics and service levels for data exchange

5. Contact Details: List of key contacts and escalation procedures

6. Processing Activities: Detailed description of data processing activities as required by GDPR

7. Incident Response Plan: Procedures for handling security incidents and data breaches

8. Exit Plan: Procedures for termination and data handling post-termination

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

Relevant legal definitions
Relevant Industries

Technology

Financial Services

Healthcare

Manufacturing

Education

Research & Development

Government

Telecommunications

Automotive

Insurance

Retail

Energy

Professional Services

Life Sciences

Relevant Teams

Legal

Information Technology

Data Protection

Information Security

Compliance

Risk Management

Operations

Business Development

Technical Operations

Data Governance

Privacy

Contract Management

Enterprise Architecture

Solutions Architecture

Relevant Roles

Chief Information Officer

Data Protection Officer

Legal Counsel

IT Director

Chief Technology Officer

Privacy Manager

Compliance Officer

Information Security Manager

Data Governance Manager

Business Development Manager

Contract Manager

Risk Manager

Technical Project Manager

Chief Data Officer

Operations 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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