Master Service Agreement

1. Parties

This Master Service Agreement ("Agreement") is between Facheisa LLC ("FACHEISA", "we", "us") and [CLIENT LEGAL BUSINESS NAME] ("Client", "you").

Client legal business name

Client business address

Client contact name, email and phone

Effective date

2. Services

FACHEISA provides the digital services described in the applicable Statement of Work ("SOW") or accepted Proposal. We build digital systems that help businesses present themselves professionally, respond to customers faster, and maintain a stronger online presence.

3. Statements of Work

Each project or service has a written SOW or accepted Proposal identifying the service, scope, price, deliverables and estimated timeline.

If a conflict exists between a general provision of the Master Service Agreement and a signed Statement of Work, the signed Statement of Work controls only with respect to the specific service terms it expressly addresses. The Master Service Agreement continues to govern the general relationship.

4. Fees and payment

The price and payment schedule are stated in the applicable SOW or Proposal.

• One-time projects: the required deposit is paid before work begins; the remaining balance is due according to the SOW and, where applicable, before final launch or handoff.
• Recurring services: Client authorizes recurring monthly billing.
• Price and billing frequency are clearly displayed before Client agrees.
• Cancellation terms are clearly disclosed before Client agrees.

5. Project start

FACHEISA is not required to begin work until the required initial payment has been received and the required Client information and materials have been provided.

6. Scope and changes

Only work included in the applicable SOW is included in the agreed price. Additional work requires a written description, an additional price, and Client approval.

FACHEISA will not perform additional billable work without Client approval.

7. Revisions

The number of included revision rounds is defined in the applicable SOW. A revision round means one consolidated set of reasonable requested changes. Requests outside the agreed scope may require additional fees.

8. Client responsibilities

Client will provide accurate and timely:

• Business information
• Pricing
• Services
• Contact information
• Logos
• Images
• Videos
• Written content
• Account credentials or delegated access where necessary
• Other materials reasonably required to complete the project

Client delays may extend the project timeline.

9. Client-provided materials

Client represents that it has the necessary rights and permissions to provide FACHEISA with any images, videos, logos, text, trademarks or other materials supplied for use in the project.

FACHEISA is not responsible for infringement caused by unauthorized materials supplied by Client.

10. Third-party services

FACHEISA may use third-party services including hosting providers, domain registrars, AI providers, payment processors, SMS providers, CRM platforms, analytics tools and other software.

FACHEISA is not responsible for outages, interruptions, pricing changes, policy changes or functionality changes caused by third-party providers.

Any material recurring third-party costs that Client is responsible for will be disclosed before Client agrees to them.

11. Domain ownership

Client-owned domains remain controlled by Client. Whenever practical, domains are registered using Client's own account and contact information.

FACHEISA will not intentionally withhold or control a Client domain as leverage in unrelated payment disputes.

12. Website and intellectual property

• Client-owned materials: content, logos, images, video and data supplied by Client remain Client's property.
• FACHEISA pre-existing materials: tools, templates, reusable components, processes, know-how and proprietary systems remain owned by FACHEISA unless otherwise agreed in writing.
• Third-party materials: fonts, stock assets, plugins and platforms remain subject to their own licenses.
• Final deliverables: final custom deliverables may transfer to Client according to the applicable SOW after all required payments have been received.

13. AI services

AI-generated responses may occasionally be inaccurate, incomplete, outdated or inappropriate.

Client is responsible for reviewing and approving the business information, pricing, policies and other information used by automated systems.

AI services are intended to assist customer communication and workflow automation. They do not guarantee sales, appointments, reviews, revenue, leads or other business outcomes.

14. No guarantee of results

FACHEISA does not guarantee:

• Sales
• Revenue
• Leads
• Appointments
• Conversions
• Search rankings
• Reviews
• Engagement
• Customer acquisition
• Specific business results

FACHEISA agrees to provide the contracted services professionally and according to the applicable SOW.

15. Website availability

FACHEISA will make reasonable efforts to maintain websites under its management but cannot guarantee uninterrupted availability, because websites depend on third-party hosting, domain providers, APIs, software and internet services.

16. Content services

FACHEISA is responsible for editing and producing the agreed content. Client is responsible for supplying footage it has the right to use.

Client must review content and notify us of required corrections within the applicable revision period.

17. Confidentiality

Both parties will make reasonable efforts to protect confidential business information received from the other party. Confidential information will not be disclosed except as required to provide the services, comply with law, or as otherwise permitted by this Agreement.

18. Security and access

FACHEISA will use reasonable measures to protect Client account information and credentials under its control.

Clients should not share passwords when a delegated access method is available.

19. No professional advice

FACHEISA provides digital and technology services. FACHEISA does not provide legal, tax, medical, financial or other regulated professional advice.

20. Client approval

Client is responsible for reviewing and approving final business information, pricing, claims, contact information, policies and other factual content before publication.

21. Cancellation of one-time projects

If Client cancels after work has begun, FACHEISA may retain amounts reasonably attributable to work already performed, project preparation, reserved development time and non-refundable third-party costs, subject to the applicable SOW and applicable law.

Any applicable refund is calculated according to this Agreement, the work completed, and applicable law. Refunds are not automatically equal to a fixed percentage.

22. Recurring service cancellation

Recurring services may be cancelled according to the applicable SOW. Unless a different written term applies:

• Client may cancel before the next billing date.
• Service remains active through the current paid billing period.
• No additional recurring charge is made after cancellation becomes effective.
• Partial-month refunds are not automatically provided for unused time within an already-paid billing period unless required by the agreement or applicable law.

23. Suspension for nonpayment

If a payment becomes overdue, FACHEISA may pause the affected services after providing reasonable notice.

FACHEISA will not intentionally destroy Client assets because of a payment dispute.

24. Termination

Either party may terminate the relationship according to the termination provisions of the applicable SOW and this Agreement.

25. Effect of termination

• Recurring billing stops according to the cancellation terms.
• Client remains responsible for amounts already due.
• Client-owned domains and original Client materials remain Client property.
• Transfer of final project deliverables is subject to the payment and ownership provisions of the applicable SOW.

26. Limitation of liability

[ATTORNEY REVIEW] A reasonable limitation-of-liability provision will be inserted here after review by qualified Florida counsel — typically limiting liability to the amounts paid for the affected services during a defined recent period, and excluding indirect or consequential damages.

FACHEISA does not claim to have zero responsibility in every circumstance, and nothing here limits liability that cannot be limited under applicable law.

27. Indemnification

[ATTORNEY REVIEW] Reasonable, mutual-where-appropriate indemnification language will be inserted here after attorney review, focused on:

• Client-provided materials
• Client instructions
• Client business claims
• Client's unlawful use of the services

28. Warranties

FACHEISA will provide the services in a professional manner consistent with the applicable SOW. Except as expressly stated, no guarantee is made regarding specific business outcomes.

29. Force majeure

Neither party is responsible for delays or failures caused by events outside its reasonable control, including major outages, natural disasters, governmental actions, or widespread third-party service failures. The affected party will notify the other party and resume performance as soon as reasonably possible.

30. Governing law

[ATTORNEY REVIEW] This Agreement is proposed to be governed by the laws of the State of Florida, with venue in Florida. This section must be reviewed by a qualified Florida attorney before final use.

31. Dispute resolution

[ATTORNEY REVIEW] A reasonable dispute-resolution procedure will be inserted here after attorney review — typically good-faith discussion first, then an agreed forum or process. It will not be drafted in an abusive or one-sided way.

32. Electronic signatures

The parties may sign this Agreement electronically. Electronic copies of the executed Agreement may be retained by both parties and have the same effect as originals.

33. Entire agreement

This Agreement and the applicable SOW represent the agreement between the parties regarding the services and replace prior discussions concerning those services unless expressly incorporated.

34. Amendments

Changes must be documented in writing and approved by both parties. Email approval is acceptable for scope changes and other ordinary business amendments.

35. Severability

If one provision is found unenforceable, the remaining provisions remain effective to the extent permitted by law.

36. Notices

Email is an accepted method for ordinary business notices, including cancellation and scope approvals, using the contact information listed in this Agreement. Notices to FACHEISA go to Facheisa@gmail.com.

37. Signatures

Facheisa LLC — authorized representative

Printed name & title

Date

Client legal business name

Authorized representative & title

Date