TCS Master Services Agreement Sample

MASTER SERVICES AGREEMENT

Document ID: TR-882941-MSA
Effective Date: [____/____/2026]

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INSTRUCTIONS FOR USE

• Drafting: The "Service Provider" or "Client" project lead must populate all bracketed fields. Review "Scope of Services" with legal counsel before final execution.
• Filing/Retention: Both parties must retain a digital and physical copy of this executed agreement for a minimum of seven (7) years following the termination of services to satisfy audit and liability requirements.
• Mandatory Attachments: This document is incomplete without an executed "Exhibit A: Statement of Work (SOW)" and "Exhibit B: Data Processing Addendum (DPA)" where applicable.

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1. PARTIES

This Agreement is entered into between:

Client: [________________]
Address: [________________]
Service Provider: [________________]
Address: [________________]

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2. SCOPE OF SERVICES

The Service Provider shall perform the services described in the attached Statement of Work (SOW).

• Project Name: [________________]
• Service Category: [ ] Consulting [ ] IT/Tech [ ] Marketing [ ] Operational Support
• Performance Standard: Services shall be performed in accordance with industry-standard professional practices.

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3. TERM AND TERMINATION

• Initial Term: [________________] months.
• Renewal: [ ] Auto-renew [ ] No auto-renew.
• Termination for Convenience: Either party may terminate this agreement upon [__________] days written notice.

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4. FEES AND PAYMENT TERMS

• Contract Value: $[__________] USD.
• Payment Cycle: [ ] Net 30 [ ] Net 60 [ ] Milestone-based.
• Late Fees: Overdue payments shall accrue interest at a rate of [__________]% per month.

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5. INTELLECTUAL PROPERTY & CONFIDENTIALITY

• Work Product: All deliverables created specifically for the Client shall be considered "Work Made for Hire" and the exclusive property of the Client upon full payment.
• Confidentiality Period: Both parties agree to maintain the confidentiality of proprietary information for a period of [__________] years following the termination of this agreement.

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6. LIMITATION OF LIABILITY

Except for instances of gross negligence or willful misconduct, the total aggregate liability of either party arising out of this agreement shall not exceed the total fees paid under this agreement in the [__________] months preceding the event giving rise to the claim.

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7. GOVERNING LAW

This Agreement shall be governed by the laws of the State of [__________], and any disputes shall be resolved in the courts of [__________] County.

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8. EXECUTION

By signing below, the parties confirm they have the authority to bind their respective organizations to the terms contained herein.

FOR THE CLIENT:
Authorized Signature: ____________________
Printed Name: [________________]
Title: [________________]
Date: [____/____/2026]

FOR THE SERVICE PROVIDER:
Authorized Signature: ____________________
Printed Name: [________________]
Title: [________________]
Date: [____/____/2026]

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Disclaimer: This document is provided as a standardized framework. Consult qualified legal counsel for jurisdiction-specific statutory compliance.