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Master Services Agreement

The standard terms under which HubReven provides services. Each project adds a statement of work; where the two conflict, the statement of work wins for that project. To keep a copy, print this page or save it as a PDF from your browser.

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1. Parties

This agreement is between HubReven (“Provider”) and the client named in the signed statement of work (“Client”).

2. Statements of work

Services are described in one or more statements of work (“SOW”), each signed by both parties. An SOW sets out the scope, deliverables, acceptance criteria, timeline and fee. Work outside a signed SOW is not part of this agreement until it is added in writing.

3. Fees and payment

Fees are fixed per SOW and stated in USD. Invoices are issued by HubReven. Payment terms and milestones are set out in each SOW. Third-party licences, hosting and software are paid by the Client directly and are not marked up.

4. Change control

Either party may propose a change to scope. A change takes effect only once both parties agree its fee and schedule impact in writing. The fixed fee does not move unless the scope does.

5. Client responsibilities

The Client provides timely access to the systems, data and people the SOW depends on, and names one person who can make decisions. Delays in access move the timeline by the same amount.

6. Ownership

On payment of the fees for an SOW, the Client owns the deliverables created under it, including source code, configuration and documentation. Provider keeps ownership of tools, libraries and know-how it brought to the work and grants the Client a perpetual, royalty-free licence to use them as part of the delivered system.

7. Confidentiality

Each party keeps the other’s confidential information confidential, uses it only for the engagement, and returns or destroys it on request. Provider does not publish the Client’s name, logo or results without written permission. These obligations survive termination.

8. Data protection and security

Provider accesses Client data only as needed to perform the SOW, with least-privilege access, credentials held in an encrypted vault, and access revoked at the end of the engagement. Where personal data is processed, the parties sign a data processing addendum. See the security page for how access is handled.

9. Warranty

Provider performs the services in a professional manner consistent with industry practice. Any project-specific warranty or support window is stated in the SOW. Except as stated, the services are provided without other warranties, express or implied.

10. Limitation of liability

Neither party is liable for indirect, incidental or consequential damages. Each party’s total liability under an SOW is limited to the fees paid under that SOW in the twelve months before the claim, except for breaches of confidentiality and amounts owed.

11. Term and termination

This agreement runs until terminated by either party with thirty days’ written notice. An SOW in progress may be terminated for material breach not cured within fifteen days of notice. On termination the Client pays for work performed to date and receives everything delivered up to that point.

12. Independent contractor

Provider is an independent contractor. Nothing in this agreement creates an employment, partnership or agency relationship.

13. Governing law

This agreement is governed by the laws of the US state in which HubReven is organized, without regard to conflict-of-law principles.

14. Questions

Email newbusiness@hubreven.com to request the signable version, a mutual NDA or a data processing addendum.