PROFESSIONAL SERVICES AGREEMENT

Professional Services Agreement

A master services agreement between Northwind Studio and Acme Co governing project-based professional services delivered under statements of work.

Parties and Framework

This agreement is entered into by Northwind Studio (the "Provider") and Acme Co (the "Client"). It sets the master framework under which individual statements of work are executed; each SOW references this agreement for legal terms and adds project-specific scope, fees, and timeline.

Recitals

The Client wishes to engage the Provider for professional services on an ongoing basis, structured as discrete projects. The Provider has the expertise and capacity to deliver those services. Both parties want a single set of legal terms that carries across projects, so future work can start with a scope document rather than a new contract.

Services and SOW Framework

Each engagement runs across three phases per SOW. Templates and governance below are the same across all SOWs; project-specific details live in each statement of work.

What is included

• Weekly status reports and a named engagement lead
• Written change control process with pricing and timeline impact
• Confidentiality, IP assignment, and data-handling terms
• Quarterly business review across all active SOWs
• Named account manager for the duration of the term

Fees and Commercial Terms

Fees are defined per SOW using the standard rate card below. Fixed-fee SOWs bill against milestones; time-and-materials SOWs bill monthly in arrears against a not-to-exceed cap.

Payment Schedule

Invoices are due within 30 days. Either party may terminate with 30 days' written notice; active SOWs continue through the notice period unless cancelled in writing.

Acceptance

To activate the master agreement, complete the fields below and sign. Individual SOWs can be executed at any time after signature.

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