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Master Service Agreement

Last updated: Draft — [date]

Draft for counsel review. For organisations contracting Konvener beyond the standard self-serve Terms (e.g. ministries, institutions). — This document is not a substitute for legal advice.

This Master Service Agreement ("MSA") is between [Legal Entity Name] ("Konvener", "we", "us") and the customer organisation identified in an Order Form ("Customer"), and governs the provision of the Konvener service.

1. Services & Order Forms

Konvener provides the service described in one or more Order Forms, which incorporate this MSA. Order Forms specify plan, term, fees and any additional terms.

2. Term & renewal

This MSA starts on the effective date and continues while any Order Form is active. Order Forms renew as stated therein.

3. Fees & payment

Fees are stated in the Order Form, invoiced as specified, and payable within [30] days. Late amounts may accrue interest at the lesser of [1.5%]/month or the maximum permitted by law.

4. Data protection

The Data Processing Agreement applies and is incorporated by reference. Each party complies with applicable data-protection law.

5. Confidentiality

Each party protects the other's confidential information with reasonable care and uses it only to perform under this MSA.

6. Security & availability

Konvener maintains the security measures described in its Security documentation and uses commercially reasonable efforts to keep the service available. Any specific service levels are stated in the Order Form.

7. Warranties & disclaimers

Each party warrants it has authority to enter this MSA. Except as expressly stated, the service is provided "as is" to the extent permitted by law.

8. Indemnity & liability

Liability is limited as set out in the Terms/Order Form. Neither party is liable for indirect or consequential losses, subject to carve-outs required by law.

9. Termination

Either party may terminate for uncured material breach on [30] days' notice. On termination, data is handled per the DPA and Privacy Policy.

10. General

Governing law, notices, assignment and the entire-agreement clause are as set out in the Order Form / this MSA. [Jurisdiction] law applies.