The Master Subscription Agreement is designed for use in the United States when establishing a long-term subscription service relationship between a service provider and customer. This contract type is particularly crucial in the modern digital economy, where subscription-based services are increasingly common. The MSA serves as the primary agreement governing the relationship, typically covering multiple orders or service components over time. It includes essential provisions for service delivery, data protection, intellectual property rights, and compliance with U.S. regulations, while allowing flexibility through supplementary schedules and statements of work.
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1. Parties: Identifies the contracting parties and their legal status
2. Background: Explains the context and purpose of the agreement
3. Definitions: Defines key terms used throughout the agreement
4. Services: Details the subscription services being provided
5. Payment Terms: Specifies fees, payment schedule, and billing procedures
6. Term and Termination: Defines duration, renewal terms, and termination conditions
7. Intellectual Property Rights: Establishes ownership and usage rights of IP
8. Confidentiality: Outlines obligations regarding confidential information
9. Data Protection: Specifies data handling and security requirements
1. Professional Services: Additional implementation or consulting services beyond the base subscription offering
2. Service Level Agreement: Performance metrics, uptime guarantees, and remedies for enterprise-level services
3. Compliance Requirements: Industry-specific compliance obligations for regulated sectors like healthcare or finance
4. Insurance Requirements: Required insurance coverage specifications for high-value or high-risk services
1. Service Description Schedule: Detailed description of subscription services and features
2. Service Level Agreement Schedule: Technical performance metrics and service levels
3. Pricing Schedule: Detailed pricing information and payment terms
4. Data Processing Agreement: Detailed data handling and privacy requirements
5. Support Services Schedule: Details of technical support and maintenance services
6. Security Requirements: Technical and organizational security measures
7. Acceptable Use Policy: Rules and restrictions for service usage
Relevant legal definitions
Clauses
Relevant Industries
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