Master services agreement

Orgvue agreements are designed to be clear, modular, and scalable.

A typical agreement consists of:
– A Master Services Agreement (MSA) – the core legal terms
– One or more Work Orders – defining the specific services purchased
– Supporting documents, including:
– Service Level Agreement (SLA)
– Data Processing Agreement (DPA)
– Security Provisions

Together, these documents form the full agreement governing your use of Orgvue.

Orgvue uses a standard Master Services Agreement for all customers.

As a SaaS provider, we deliver our platform and services on a consistent, one-to-many basis, enabling us to provide a secure, reliable, and continuously improving service across our global customer base.

For this reason, we do not contract on customer-specific terms.

The agreement is between:

– Your organization (the Customer), and
– The relevant Orgvue legal entity

Both parties may allow their respective affiliates to enter into additional Work Orders under the same MSA.

Orgvue contracts are governed depending on the location of the Customer and the contracting Orgvue entity, this will typically be one of:
– English law
– New York law
– Australian law

This ensures the agreement aligns with the appropriate legal framework for both parties.

Once the MSA is in place, services are added through Work Orders.

Each Work Order:
– Defines the scope, fees, and term of the services
– Is governed by the terms of the MSA

Orgvue operates a subscription-based pricing model:
– Subscription fees are invoiced annually in advance
– Professional Services fees are invoiced monthly in arrears (unless otherwise agreed)
– Payment terms are 30 days from the invoice date

No, save if the Services or scope change during an Order Term.
Whilst the fees will not change during an Order Term, Orgvue will apply an annual increase in the Order Form of 7% to reflect:
– Continued investment in the platform
– Infrastructure and security costs
– Ongoing product innovation

This ensures we maintain a high-quality, secure, and evolving service.

Work Orders include a committed subscription term and are not terminable for convenience during that period.

However, either party may terminate:
– For material breach
– In defined exceptional circumstances (such as insolvency)

Orgvue is a Software-as-a-Service (SaaS) platform. This means:
– All customers use the same core platform
– Services are delivered in a standardized way
– Each customer operates within a secure, dedicated tenant (instance)

This model enables scalability, performance, and continuous improvement.

Yes. Orgvue provides a standard SLA covering:
– Platform availability
– Support response times
– Planned maintenance

To ensure consistency and service quality across all customers, SLAs are not customized on an individual basis.

Orgvue is hosted on Amazon Web Services (AWS), with regional hosting options including:
– EU (Ireland)
– US (North Virginia)
– APAC (Sydney)

Customers select their preferred region, and data remains within that region unless otherwise instructed.

Orgvue applies robust administrative, technical, and organizational safeguards, including:
– Encryption at rest and in transit
– Logical separation of customer data
– Industry-recognized certifications (e.g. ISO 27001, SOC 2 Type II)

Full details are available via the Orgvue Trust Center.

– Customer Data (data you upload): owned by you
– Outputs generated from your data: owned by you
– Usage Data : owned by Orgvue
 
“Usage Data” means any data generated by the software including anonymized data, statistics, bug reports, and system behavioral information. For the avoidance of doubt it does not include Customer Data or Content.

Orgvue does not access or interrogate Customer Data unless:
– Explicit permission is provided, or
– Access is required to deliver agreed professional services

Orgvue’s agreement reflects a balanced allocation of risk, including:
– Mutual exclusion of indirect and consequential losses
– A cap on direct liability (typically 12 months’ fees)
– Enhanced protections for specific areas such as data protection
– Uncapped indemnity for intellectual property infringement claims

Yes. Orgvue provides indemnities for:
– Intellectual property infringement
– Data protection and security-related breaches

These align with standard SaaS practices and are supported by appropriate liability caps.

Customers may request audits in defined circumstances.

However:
– AWS does not permit on-site audits of its data centers
– Audits must not disrupt service delivery

Orgvue will cooperate reasonably to support audit requirements.

Orgvue provides a standardized security framework applied consistently across all customers.

This approach ensures:
– High and consistent security standards
– Alignment with our multi-tenant SaaS architecture
– Ongoing operational efficiency

Custom security terms are therefore not supported.

Comprehensive security and compliance materials are available via the Orgvue Trust Center, including:
– Certifications (ISO 27001, ISO 27018, SOC 2 Type II)
– Independent testing reports
– Security documentation

Yes. Orgvue maintains comprehensive insurance coverage through leading UK insurers.

Details are available via the Trust Center upon request.