OLG Frankfurt clarifies: contract or service contract for software?

OLG Frankfurt clarifies: contract or service contract for software?

In the world of software development, everything is often about contract types and their effects on project processing. A current judgment of the Frankfurt Higher Regional Court of December 19, 2024 highlights the clarifying differences between work and service contracts. This legal classification is of great importance not only for the contractual partners, but also for prospective projects. The court decided that in this special case it was a service contract, which has far -reaching consequences for the remuneration regulations.

The case was about programming interfaces between software applications, and not about creating a complete software package. Payments were made after hours, whereby the contract was more about services and the “effort” to develop development as a guaranteed results. In this context, the defendant calls for repayment because no functional code has been delivered. The central question arises here: Was the agreed result really a specific software or just a service on the code?

Type of contract and their effects

The OLG Frankfurt made it clear in its judgment that the decision for the right type of contract was decisive. Work contracts usually offer liability for success in accordance with § 631 BGB, while service contracts according to § 611 BGB are active without a specific result being due. In the present case, the qualification resulted as a service contract through various factors: the remuneration was stated by the hour, there was no acceptance clause and the possibility of adjusting the task was given.

A decision that deserves special attention, because under the applicable provisions claims for damages are only possible for service contracts in the event of a culpable breach of duty. The OLG found that there was no such evidence here and that unusable performance did not lead to claims for damages. The judgment again emphasizes the importance of deliberately choosing the type of contract and making clear agreements.

special features in practice

For many companies that are busy with software development projects, it is crucial to respond to all eventualities when making contracts. So it is advisable to clearly define performance description. The confirmation of hourly notes should also be handled carefully, since these may be considered to be appreciated as a cuddly acknowledgment.

In addition to the contract design, there are various practical tips to avoid unpleasant surprises after the project processing. This includes the determination of quality requirements and escalation mechanisms in service contracts. These precautions not only offer security, but also the potential to work more efficiently and targeted.

A tragedy could be for contractors if they encounter unclear agreements or misunderstandings. It becomes critical if the agreed tasks are not fulfilled or defects occur. Here the focus must be on the fact that the expected results are clearly defined when a work contract is concluded, while the focus is on a service contract.

In total, the case study shows the need to deal intensively with the choice of the contract type and to obtain legal advice if necessary. A good knack in the design of the contract could therefore make the decisive difference - especially in the dynamic and often unpredictable world of software development.

For further information on the legal aspects and distinctions between work and service contracts, we refer to the detailed analyzes at datenschutz-rv.de and iTMedialaw.com .