1. Services & Order Form
The Provider performs the services described in one or more Order Forms or statements of work, each incorporating this MSA. The Order Form sets the plan, scope, fees, currency and term. If an Order Form conflicts with this MSA, the Order Form controls for that engagement.
2. Fees & payment
Fees are stated in the Order Form and are payable in advance (upfront), by card or bank transfer, in the agreed currency. Where the Customer's procurement requires it, the Provider issues a proforma and references a purchase-order number on the invoice. Fees are exclusive of applicable taxes; EU B2B reverse-charge applies where valid VAT details are supplied.
3. Term, renewal & termination
The term is stated in the Order Form and renews per its terms. Either party may terminate for material breach not cured within [30] days of written notice. On termination, accrued fees remain payable and the data-handling provisions of our Privacy Policy apply.
4. Intellectual property
On full payment, the Customer owns the final deliverables created specifically for it. The Provider retains its pre-existing materials, methods, and tooling, and grants the Customer a perpetual license to use them as embedded in the deliverables. The Customer grants the Provider a license to use Customer materials as needed to perform the services.
5. Confidentiality
Each party protects the other's confidential information with reasonable care and uses it only to perform under this MSA. A separate NDA is available on request and, where signed, supplements this section.
6. Data & privacy
We work with the Customer's marketing data (website, search and analytics performance). Handling of any personal data is governed by our Privacy Policy.
7. Warranties & disclaimer
The Provider warrants that it performs the services in a professional and workmanlike manner. SEO and AI-visibility outcomes depend on factors outside the Provider's control; the Provider does not warrant specific rankings, revenue or results. Except as expressly stated, the services are provided "as is" to the extent permitted by law.
8. Limitation of liability
To the maximum extent permitted by law, neither party is liable for indirect or consequential loss, and each party's aggregate liability is limited to the fees paid by the Customer in the [12] months preceding the claim. Nothing limits liability that cannot be limited by law.
9. Governing law & disputes
This MSA is governed by the laws of Estonia. The parties submit to the competent courts of Estonia, without prejudice to mandatory consumer or data-protection rules.
10. General
Neither party may assign without consent except to a successor of its business. Notices are given in writing to the contacts in the Order Form. This MSA, its Order Forms and referenced policies are the entire agreement and supersede prior terms for the engagement.
Order Form (template)
- Customer (legal entity): [name, registry no., address]
- Provider: AuthoritySpecialist SEO Solutions OÜ, Estonia (EU)
- Plan & scope: [Growth / Authority / Enterprise]
- Fees & currency: [amount] / month, [USD/EUR/GBP], paid upfront
- Term: [start date] — [term / renewal]
- PO number (if any): [____]
- Billing / AP contact: [name, email]
- Signatures: [Customer] / [Provider]
Request a counter-signed MSA + Order Form at legal@authorityspecialist.com. This template should be reviewed by counsel before signing.