- Effective Date: 01/01/2023
Desert & Dominion Insights, LLC (“DDI” or “Service Provider”)
Overview
This Master Services Agreement outlines the general terms under which DDI provides consulting services to clients. Specific scopes of work will be defined in separate statements of work (“SOWs”).
Services
DDI agrees to provide services described in each SOW. Any changes to scope must be agreed upon in writing by both parties.
Term & Termination
Either party may terminate with 15 days’ written notice. Fees for services performed through the termination date are still payable.
Fees & Payment
Payment terms: Net 15 from invoice date.
Late payments may be subject to a 1.5% monthly interest fee.
Intellectual Property
Unless otherwise agreed in an SOW:
- Client retains rights to their data and materials.
- DDI retains rights to its methodologies, frameworks, and pre-existing intellectual property.
Warranties & Disclaimers
DDI warrants that services will be performed professionally. However, DDI makes no guarantee of specific business outcomes.
Limitation of Liability
DDI’s liability is limited to the amount paid under the applicable SOW in the 3 months prior to the claim.
DDI is not liable for indirect, incidental, or consequential damages.
Governing Law
This Agreement is governed by the laws of the State of Florida, without regard to its conflict of laws provisions.
Miscellaneous
Entire Agreement: This Agreement and any SOWs represent the full understanding between parties.
Amendments: Must be in writing and signed by both parties.
Notices: Delivered via email or certified mail to the contacts listed in the SOW.