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Agreement

Master Services Agreement (MSA)

A master framework agreement under which parties execute individual Statements of Work for ongoing service engagements.

MASTER SERVICES AGREEMENT

This Agreement is made on [Effective Date] between [Service Provider Name] and [Client Name].

1. Parties. This Master Services Agreement ("MSA") is made between [Service Provider Name], of [Provider Address] (the "Service Provider"), and [Client Name], of [Client Address] (the "Client"), together the "Parties".

2. Scope and Statements of Work. This MSA sets out the general terms governing all Services. The specific services, deliverables, timelines and fees for each engagement shall be set out in a separate Statement of Work ("SOW") executed by both Parties and governed by this MSA.

3. Term. This MSA takes effect on [Effective Date] and remains in force for [Number] years, and thereafter automatically renews for successive [Number]-year terms unless terminated. Each SOW runs for its own stated duration.

4. Consideration, Payment and GST. Fees shall be as stated in each SOW. All fees are exclusive of GST, which shall be levied at the applicable rate against a valid tax invoice. Undisputed invoices are payable within [Number] days. TDS shall be deducted as per law. Late payment attracts interest at [Rate]% per month.

5. Obligations. The Service Provider shall perform each SOW professionally and in compliance with applicable laws. The Client shall provide necessary cooperation, information and approvals.

6. Intellectual Property. Deliverables created under each SOW vest in the Client upon full payment, subject to the Service Provider retaining its pre-existing and background IP.

7. Confidentiality. The Parties shall protect each other's Confidential Information and use it only for the purposes of this MSA. This clause survives termination for [Number] years.

8. Indemnity. Each Party indemnifies the other against third-party claims, losses and damages arising from its breach, negligence or IP infringement.

9. Termination. Either Party may terminate this MSA on [Number] days written notice; individual SOWs may be terminated as stated therein. Material breach uncured within [Number] days permits immediate termination.

10. Governing Law and Jurisdiction. This MSA is governed by the laws of India and subject to the exclusive jurisdiction of the courts at [City].

11. Arbitration. Disputes shall be resolved by arbitration before a sole arbitrator under the Arbitration and Conciliation Act, 1996, with seat at [City] and proceedings in English.

_____________________
For [Service Provider Name]
Authorised Signatory
_____________________
For [Client Name]
Authorised Signatory

Before you use it — fill in / check

  • Service Provider
  • Client
  • Effective date
  • Term (years)

How to use this template

  1. Read through and replace every [bracketed] or blank placeholder with your actual details.
  2. Delete any clause that doesn't apply and add anything specific to your situation.
  3. Click Print / Save as PDF to download, or Copy text to paste into your letterhead.
  4. Get it signed / stamped / notarised as required, and keep a copy for your records.

This is a general, editable template for convenience only — not legal advice. For anything material, have a professional review it. TaxClue isn't liable for how it's used.