Date of Implementation: 01/11/2025
This Master Services Agreement (“Agreement” or “MSA”) is entered into between:
Moondria Technologies
1st Floor, Citi Mall, Andheri West
Mumbai – India
Email: contact@moondria.com
AND
Client Name: ___________________________
Company Name: ___________________________
Registered Address: ___________________________
Country: ___________________________
Collectively referred to as the “Parties.”
1. 📌 Purpose
This Master Services Agreement governs the overall relationship between the Parties for the provision of professional IT and digital engineering services by Moondria Technologies.
Specific services will be defined in individual Statements of Work (SOW) executed under this Agreement.
2. 📄 Statement of Work (SOW)
Each project or service engagement shall be described in a written SOW including:
- Scope of services
- Deliverables
- Timeline
- Milestones
- Payment terms
- Technical requirements
In the event of conflict, the SOW shall take precedence over this MSA for that specific project.
3. 💳 Fees & Payment Terms
- Fees shall be defined in the applicable SOW.
- Invoices are payable within ___ days of issue.
- Late payments may incur interest at ___% per month.
- International transaction charges are the responsibility of the Client.
Moondria reserves the right to suspend services for overdue payments.
4. 🔄 Change Management
Changes to scope must be:
- Submitted in writing
- Reviewed for impact on cost and timeline
- Approved by both Parties
No additional work will proceed without documented approval.
5. 🧠 Intellectual Property
- Upon full payment, ownership of custom-developed deliverables transfers to the Client.
- Moondria retains rights to pre-existing tools, frameworks, reusable components, and proprietary methodologies.
- Third-party software remains governed by original licensing terms.
6. 🔐 Confidentiality
Both Parties agree to:
- Protect confidential information
- Use data only for agreed purposes
- Maintain secure communication and storage practices
Confidentiality obligations survive termination of this Agreement.
7. 🛡 Data Protection & Compliance
Where applicable, both Parties agree to comply with relevant data protection laws, including:
- GDPR (if applicable)
- Indian IT Act
- Any other relevant jurisdictional laws
Moondria implements reasonable technical and organizational security measures.
8. ⚙ Warranties
Moondria warrants that services will be performed:
- In a professional and workmanlike manner
- In accordance with industry standards
Except as expressly stated, no additional warranties are implied.
9. ⚖ Limitation of Liability
Moondria Technologies shall not be liable for:
- Indirect or consequential damages
- Loss of profits, revenue, or data
- Business interruption
Total liability under this Agreement shall not exceed the total fees paid under the relevant SOW.
10. 🚫 Term & Termination
This Agreement remains effective until terminated.
Either Party may terminate:
- With ___ days written notice
- Immediately for material breach
Client shall pay for all services rendered up to termination date.
11. 🌍 Governing Law
This Agreement shall be governed by the laws of India.
Disputes shall first be resolved amicably.
If unresolved, arbitration shall take place in Mumbai, India unless otherwise mutually agreed.
12. 🔁 Non-Solicitation
Client agrees not to directly solicit or hire Moondria employees or contractors during the term of this Agreement and for ___ months thereafter.
13. ✍ Signatures
For Moondria Technologies
Name: ___________________________
Title: ___________________________
Signature: _______________________
Date: ___________________________
For Client
Name: ___________________________
Title: ___________________________
Signature: _______________________
Date: ___________________________
🌙 Strategic Advantage of MSA
This MSA allows Moondria Technologies and the Client to execute multiple projects under one governing framework — reducing legal overhead and ensuring structured enterprise collaboration.