������Ƶ

A Value Added Reseller Agreement lets companies legally resell products after adding their own improvements or services. For example, a software company in Munich might bundle third-party analytics tools with their own custom features and support services before selling to end customers.

Under German commercial law, these agreements specify crucial details like pricing structures, intellectual property rights, and warranty obligations. They protect both the original manufacturer and the reseller while ensuring compliance with EU competition rules and German distribution regulations. The reseller typically gains exclusive territory rights and official authorization to enhance and market the original product.

Use a Value Added Reseller Agreement when your business plans to enhance and resell another company's products in the German market. This is especially important for tech companies that customize software, manufacturers who integrate components into larger systems, or service providers who bundle products with additional support.

The agreement becomes essential before starting any value-added distribution activities, particularly under German competition law. It helps avoid legal disputes by clearly defining your rights to modify products, setting territory limitations, and establishing warranty responsibilities. Many German distributors need this agreement to access official partner programs or bid on public sector contracts.

• Software License Reseller Agreement: Specifically designed for software distribution, this variation includes detailed terms for license management, version control, and technical support obligations. Common in Germany's IT sector, it addresses digital rights management, software modification limits, and maintenance requirements under German software licensing laws.
• Product-Based Agreement: Focuses on physical goods, covering inventory requirements, quality control standards, and product modification guidelines under German commercial law.
• Service-Enhanced Agreement: Emphasizes service delivery standards, training requirements, and support obligations when resellers bundle services with products.

• Original Manufacturers: German and international companies who create the base products, typically tech firms, software developers, or industrial manufacturers seeking to expand their distribution channels.
• Value-Added Resellers: Businesses that enhance products with additional features, services, or integrations before reselling them to end customers in the German market.
• Legal Departments: In-house counsel or external law firms who draft and review agreements to ensure compliance with German competition law and EU regulations.
• Sales Directors: Key decision-makers who negotiate territory rights, pricing structures, and performance targets within the agreement.

• Product Details: Document exact specifications of original products, planned modifications, and added services to meet German technical documentation requirements.
• Territory Rights: Map out specific geographical areas for distribution, considering EU competition laws and regional market restrictions.
• Pricing Structure: Outline wholesale costs, suggested retail prices, and margin calculations in compliance with German price maintenance laws.
• Service Standards: Define support obligations, response times, and quality benchmarks that align with German consumer protection rules.
• IP Rights: List all intellectual property involved, including trademarks, patents, and modification rights under German IP law.

• Party Identification: Full legal names, business registration numbers, and authorized representatives under German commercial law.
• Product Scope: Detailed description of original products, permitted modifications, and value-added services.
• Territory Rights: Clear geographical boundaries and any exclusivity provisions compliant with EU competition rules.
• Payment Terms: Pricing structure, payment schedules, and currency specifications meeting German commercial requirements.
• Data Protection: GDPR compliance measures and data handling procedures.
• Termination Clauses: Notice periods and grounds for termination aligned with German contract law.

A Value Added Reseller Agreement differs significantly from an Agency Agreement in several key aspects under German law. While both involve intermediaries selling products, their legal structures and responsibilities vary considerably.

• Ownership and Risk: Resellers purchase products outright and take ownership, while agents never own the products they sell, acting only as representatives.
• Modification Rights: Value Added Resellers can modify and enhance products before resale; agents must sell products as-is.
• Pricing Control: Resellers set their own prices and margins independently, while agents typically work within manufacturer-set pricing structures.
• Legal Liability: Under German commercial law, resellers assume product liability for their modifications, whereas agents remain purely intermediaries with limited liability.