Last Updated: June 3 ,2025
This Master Service Agreement (“Agreement”) governs the services provided by Mavric Technology LLC, a Tennessee Limited Liability Company (“Mavric”, “we”, “us”, or “our”) to clients (“Client”, “you”, or “your”) in connection with any Statement of Work or service engagement.
This Agreement is incorporated by reference into each Statement of Work (“SOW”) and governs all work performed by Mavric, unless otherwise agreed in writing.
Mavric agrees to perform the services described in the applicable SOW (“Services”) according to the schedule and rates outlined therein. All activity will be performed by Mavric personnel or approved subcontractors. Payment is due in accordance with the terms in the applicable SOW.
Clients agree not to use or disclose any confidential information of third parties in connection with the Services, and acknowledge that Mavric will not do so without proper authorization.
All deliverables, inventions, and intellectual property created by Mavric in connection with the Services shall be the sole property of the Client, unless otherwise stated in writing. Mavric assigns all rights necessary to accomplish this ownership and will support reasonable steps to confirm Client’s ownership.
Mavric agrees to maintain the confidentiality of all non-public business, technical, or financial information disclosed by the Client (“Proprietary Information”). We will not use or disclose this information outside the scope of providing Services.
For the duration of the engagement and one year thereafter, Mavric agrees not to solicit or hire the Client’s employees or contractors, nor compete directly with the Client’s business using confidential knowledge gained during the engagement.
If any part of the Services uses intellectual property owned or licensed by Mavric or a third party, Mavric will notify the Client and, if necessary, assist in securing appropriate usage rights.
Mavric warrants that:
Mavric shall comply with all applicable laws and regulations. If a license is required to perform Services, Mavric will obtain and maintain such licenses at its own cost.
Either party may terminate this Agreement with 30 days’ written notice if the other party breaches a material provision and fails to cure it. The Client may also terminate at any time for convenience with 30 days’ notice. In such case, the Client is responsible for paying all undisputed amounts due for Services performed through the termination date.
Provisions relating to intellectual property, confidentiality, arbitration, and indemnification will survive termination.
Disputes under this Agreement will be settled by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Arbitration will occur in Brentwood, Tennessee, and will be governed by Tennessee law.
If both parties agree, voluntary mediation may be attempted before arbitration.
Mavric is an independent contractor and not an employee or legal partner of the Client. Mavric is responsible for all applicable taxes, insurance, and employment obligations under local, state, and federal law.
This Agreement may not be assigned or transferred without the written consent of both parties. Any unauthorized assignment is void.
Notices under this Agreement must be delivered in writing by personal delivery or certified mail. Notices are deemed given three days after mailing or immediately upon personal delivery.
If you have questions about this Agreement, please contact us at info@mavrictech.com.
