LEXCHANGE

Legal advice for software providers – from an in-house perspective

LEXCHANGE is a boutique law firm in Hamburg focused on the sale and procurement of software, SaaS, cloud and AI. We have previously worked as general counsel and in-house lawyers at software companies including Google, Open-Xchange and N26, and have built scalable, business-oriented legal functions ourselves. We work pragmatically, digitally and AI-supported, focus on outcomes and process, and respond fast.

Situations we know from our clients

Enterprise deals take too long. The customer's procurement team brings its own terms, responsibilities on your side are not clearly assigned, and every review round costs days. We take over the negotiation and work from defined standard and fallback positions, so that not every deviation has to be escalated.

Sales and legal keep colliding. When contract templates are not market standard and approval paths are missing, every case is decided individually – and sales bypasses legal because it takes too long. We create templates, playbooks and clear responsibilities so the standard case is decided within the team.

New regulation holds up product decisions. The AI Act, Data Act, NIS2 and the Cyber Resilience Act create questions that block the roadmap. We assess what actually applies and translate the result into guidelines, processes and contract clauses rather than a legal opinion.

Public sector procurement is its own playing field. EVB-IT (the standard German public sector IT contract terms), tender documents and bidder questions follow their own rules, so tenders are often skipped even though the product fits. We make the contract framework tender-ready and support the procedure.

You need ongoing legal support, but it is too early for your own legal department. Engaging counsel case by case makes costs unpredictable and raises the threshold for asking legal at all. We work as an extended legal team on a fixed monthly budget – and, if you want, help build your first in-house legal function, including selection and onboarding of the first legal hire.

The existing legal team is at capacity. The workload grows, additional headcount is not planned, and there is no time for specialist topics. We absorb peak loads and take on the topics where building internal specialisation does not pay off.

Traditional law firms do not match the need. Answers arrive as legal opinions instead of decision papers, and the company's risk appetite plays no role. We come from in-house roles and assess risk in its commercial context.

What we do

Negotiating enterprise deals. We run contract negotiations for software and SaaS providers – from the first redline to signature, directly with the customer's procurement and legal teams, and as a sparring partner for our clients' business teams. More than 300 complex IT contracts to date, including with 3M, Airbnb, Allstate, ALDI Nord, Audi, Boehringer Ingelheim, Comcast, Coop, FedEx, Deutsche Börse, Fifth Third Bank, Mercedes-Benz, OTTO, Tesco, SAP, Volkswagen and ZF Friedrichshafen.

Drafting MSAs and standard terms. Market-standard, scalable contract frameworks for SaaS, on-premise, hosting, software development and resale – including data processing agreements, Data Act addenda and service levels, under German and US law, in German and English.

Setting up partner programmes and reseller agreements. Contract architecture for distribution, reseller, OEM and referral models – from the vendor's or from the partner's side.

Public sector clients. EVB-IT, tender documents, bidder questions and framework agreements with federal and state authorities, universities, municipal utilities and public IT service providers.

Implementing regulation. AI Act, Data Act, GDPR, NIS2, Cyber Resilience Act, open source – translated into guidelines, processes and contract clauses, not into legal opinions.

Making legal processes scalable. Setting up playbooks, risk appetite frameworks, legal intake and CLM, training sales, procurement and legal teams, and building documentation.

Working as fractional counsel. Fractional general counsel and Legal Counsel as a Service – embedded in our clients' communication channels, systems and processes, up to building the first in-house legal function including selection and onboarding of the first legal hire.

Who we work with

Software and SaaS providers from post-Series-A to established mid-sized companies, with particular experience in fintech, telecommunications, email, IoT and infrastructure, hosting and cloud, open source, AI and legal tech. On the buy side we advise companies and corporates on adopting software, cloud and AI solutions. Clients include osapiens, Checkmk, PwC Germany, Binalyze, Talon.One, Appinio, awork, Ratepay, 1NCE, OpenTalk, statworx, SPORTFIVE, Investify and Heidelberg Materials.

How we work

Fixed prices, service packages and monthly subscriptions instead of hourly rates wherever that makes sense – for example contract negotiations from EUR 900 per deal, complex contract frameworks from EUR 3,500, Legal Counsel as a Service from EUR 6,500 per month, fractional general counsel from EUR 12,500 per month. We work in our clients' tools (Jira, Confluence, Slack, CLM systems), answer in plain language and document results where they are needed. Based in Hamburg, working remotely, hybrid or on site.

Start with a free legal health check: a 45-minute discovery call, an assessment of where you stand, and a concrete roadmap. Book a slot. After that you decide whether and how we fit – no obligation, no sales pressure.