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MSA_ACME_GLOBALTECH_v3.pdf
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Master Services Agreement
Between Acme Corp and Global Tech Solutions Inc.
1.Parties & Effective Date. This Master Services Agreement (the "Agreement") is entered into as of October 15, 2023 (the "Effective Date") by and between Acme Corp, a Delaware corporation ("Client"), and Global Tech Solutions Inc., a California corporation ("Provider").
2.Term. This Agreement shall remain in effect for an initial term of twenty-four (24) months from the Effective Date, and shall automatically renew for successive twelve (12) month periods unless either party provides written notice of non-renewal at least sixty (60) days§2 prior to the end of the then-current term.
3.1Services. Provider shall deliver the SaaS platform, including onboarding, configuration, and Tier-2 technical support§3.1, in accordance with the Service Level Schedule attached as Exhibit A.
3.3 Provider shall maintain a monthly uptime of no less than 99.9%§3.3, exclusive of scheduled maintenance windows communicated at least 48 hours in advance.
4.2Payment. Client shall remit payment within forty-five (45) days§4.2 of receipt of a valid invoice ("Net 45"). Late payments accrue interest at 1.5% per month.
8.Limitation of Liability. In no event shall Provider's liability under this Agreement be limited, and Provider shall be fully liable for any and all direct, indirect, incidental, or consequential damages arising out of or related to this Agreement§8.
8.Limitation of Liability. Provider's aggregate liability under this Agreement shall not exceed the total fees paid by Client in the twelve (12) months preceding the claim. In no event shall Provider's liability under this Agreement be limited, and Provider shall be fully liable for any and all direct, indirect, incidental, or consequential damages arising out of or related to this Agreement. §8 · redline
9.Termination. Either party may terminate this Agreement for convenience upon thirty (30) days written notice§9. Notice shall be deemed sufficient if delivered by any reasonable means.
9.Termination. Either party may terminate this Agreement for convenience upon thirty (30) days written notice. Notice must be delivered by certified mail to the addresses set forth in Exhibit C. Notice shall be deemed sufficient if delivered by any reasonable means. §9 · redline
12.Confidentiality. Each party shall protect the other's Confidential Information using no less than a reasonable standard of care, for a period of three (3) years following disclosure.
— End of extracted excerpt. Full agreement spans 14 sections and 3 exhibits. —
Contract Value
$120k
Status
Active
Next Renewal
Oct 2026
What this agreement does
- Global Tech provides Acme Corp with its SaaS platform, onboarding, and Tier-2 support under a 24-month initial term. §1
- Acme pays on Net 45 terms, and the agreement auto-renews annually unless either side gives 60 days' notice. §2, §4.2
- A recent redline removed Provider's liability cap — this is the single largest commercial risk in the current draft. §8
Parties
Acme Corp ↔ Global Tech
Effective Date
Oct 15, 2023
Expiration Date
Oct 15, 2026
Renewal Terms
Auto-renews 12mo, 60-day notice
Payment Terms
Net 45 §4.2
Service Obligations
| Party | Obligation | Source |
|---|---|---|
| Provider | Deliver SaaS platform, onboarding & configuration | §3.1 |
| Provider | Maintain 99.9% platform uptime | §3.3 |
| Provider | Provide Tier-2 technical support | §3.1 |
| Client | Remit payment within 45 days of invoice | §4.2 |
| Client | Provide 60 days' notice of non-renewal | §2 |
The prior liability cap (12 months' fees) was struck in the latest redline, leaving Provider — and by extension this deal — exposed to uncapped direct and consequential damages.
The 30-day notice period is defined, but the required delivery method was loosened to "any reasonable means" — this weakens enforceability if a dispute arises over whether notice was received.
Confidentiality is addressed, but the agreement does not reference a DPA governing customer data handling — a gap for SaaS agreements processing personal data.
Oct 15, 2023 · Past
Agreement effective date
Contract signed and initial 24-month term begins.
Aug 17, 2026 · Due in 11 months
60-day renewal notice deadline
Last day to submit non-renewal notice before auto-renewal locks in.
Oct 15, 2026 · Upcoming
Next renewal date
Agreement renews automatically for a further 12-month term.
Recurring · Quarterly
Q1 payment milestone
Net-45 invoice cycle checkpoint for quarterly reconciliation.