MASTER SERVICE AGREEMENT
Clause map, illustrative
1
PARTIES AND TERM
Customer: Retail Mart Ltd
Supplier: Datawise Consulting Ltd
Term: 3 years, renewable
2
SERVICES AND SOWS
Services are ordered by SOWs that refer to this agreement
3
FEES AND PAYMENT
Fees per SOW, invoices net 30
Expenses by prior approval
4
INTELLECTUAL PROPERTY
Customer owns deliverables, supplier keeps its tools
5
LIABILITY AND INDEMNITY
Cap at 12 months of fees, except for data breach and IP infringement
6
DATA PROTECTION AND CONFIDENTIALITY
Data processing terms attached as a schedule
7
TERMINATION AND PRECEDENCE
Either side on 60 days notice
If MSA and SOW conflict, the MSA prevails unless the SOW says otherwise

Sample for illustration. Company names, numbers, tax registrations and bank details are fictional.

Source: Master Service Agreement (MSA), decoded by Procurement VMS