MASTER SERVICE AGREEMENT (MSA)
Last Updated: January 2025
This Master Service Agreement ("Agreement") is the standard terms and conditions document that governs the relationship between Success IT Consultancy & Services Pte Ltd (UEN 200502888N), with its registered office at 39A Jalan Pemimpin, #06-01A, Halcyon Building, Singapore 577183 ("SICS") and its customers for subscription-based software services. This Agreement automatically applies to and binds all customers upon their engagement with SICS services, unless explicitly superseded by a custom agreement.
1. DEFINITIONS AND INTERPRETATION
1.1 In this Agreement, the following terms shall have the following meanings:
- "Access License" means either a User License or Client Access License as specified in the Customer Subscription Agreement.
- "Agreement" means this Master Service Agreement and any amendments thereto.
- "Client Access License" or "CAL" means a license for a specific device to access the Software, regardless of the number of users of that device.
- "Confidential Information" means all information disclosed by either party, whether written or oral, that is designated as confidential or would reasonably be understood to be confidential.
- "Customer" means the entity that has entered into a Customer Subscription Agreement with SICS.
- "Customer Data" means all data, content, and information input into the Software by Customer.
- "Customer Subscription Agreement" or "CSA" means the agreement signed by Customer incorporating this Agreement by reference.
- "Fees" means all fees payable under the Customer Subscription Agreement.
- "Infrastructure" means the technical environment required to access and use the Software.
- "Intellectual Property Rights" means all patents, copyrights, trademarks, trade secrets, and other intellectual property rights.
- "Licensed Unit" means either a named user or licensed device, as specified in the Customer Subscription Agreement.
- "PDPA" means the Personal Data Protection Act 2012 of Singapore.
- "Remote Access Software" means any software solution designated by SICS for enabling remote access and multi-user capabilities.
- "Services" means all services provided by SICS under this Agreement.
- "Software" means the software applications provided by SICS.
- "Subscription Period" means the period for which Services are provided.
- "Support Services" means technical support and maintenance services.
- "User License" means a named user account that can access the Software from any supported device.
2. SUBSCRIPTION SERVICES
2.1 Grant of Rights
SICS grants the Customer non-exclusive, non-transferable rights to:
- Access and use the Software during the Subscription Period through the number and type of Access Licenses specified in the CSA
- Receive Support Services as defined in the CSA
- Use related documentation provided by SICS
- Allow authorized users or devices to access the Software in accordance with the licensed type
2.2 Restrictions
Customer shall not:
- Modify, adapt, or create derivative works of the Software
- Reverse engineer, decompile, or attempt to discover source code
- Share access with unauthorized users or devices
- Use the Software beyond specified limits
- For User Licenses: share user credentials between multiple individuals
- For Client Access Licenses: exceed the number of devices specified
10. ACCEPTANCE AND APPLICATION
10.1 Acceptance of Agreement
This Master Service Agreement is deemed accepted and binding upon any of the following events:
- Execution of a Customer Subscription Agreement
- Payment of any invoice from SICS
- Acceptance of any quotation from SICS
- Use of any SICS Software or Services
10.2 Custom Agreements
- SICS may, at its discretion, enter into customized Master Service Agreements with specific customers
- Such custom agreements must be explicitly executed by both parties
- Where a custom agreement exists, it shall supersede this standard Master Service Agreement
Note: This Agreement may be updated from time to time at SICS's sole discretion. The current version is always available at www.successit.com.sg. This standard Agreement applies automatically unless a custom agreement has been explicitly executed.