HomeMy Public PortalAboutC-21-011 - DocuSign, Inc., eSignature Business Pro Edition Subscription & SupportDocuSign Envelope ID: 5B4CD8F8-5F58-4376-987A-56A473C3B566
DOCUSIGN MASTER SERVICES AGREEMENT
This DocuSign Master Services Agreement ("MSA") is made between DocuSign, Inc., a Delaware corporation,
("DocuSign") and the Customer identified on the Order Form ("Customer"), together referred to as the "Parties"
and each individually as a "Party." Specific services terms, product details and any applicable license and/or
subscription terms will be set forth in applicable Service Schedule{s) (located at https://www.docusign.com/
company/terms-and-conditions/msa-service-schedules), Order Form(s) and SOW(s), each of which become binding
on the Parties and are incorporated into this MSA upon execution of an Order Form and/or SOW. Each Order Form
and/or SOW is governed by and incorporates the following documents in effect as of the date of last update of
such documents, collectively referred to as the "Agreement" that consists of:
1. the Order Form and/or Statement of Work;
2. any attachments and/or appendix(ices) to a Service Schedule;
3.Service Schedule(s); and
4.this MSA.
The applicable attachment(s), appendix(ices), and Service Schedule(s) is determined by the DocuSign Service(s)
purchased on the Order Form and/or SOW. In the event of a conflict, the order of precedence is as set out above in
descending order of control.
MSA Version: December 18, 2019.
Each Party agrees that the following terms and conditions govern each Order Form and/or SOW that references
this MSA:
TABLE OF CONTENTS
1.Definitions
2.Usage and Access Rights
3.Ownership
4.Security and Customer Data
5.Payment of Fees
6.Taxes
7.Term and Termination
8.Warranties and Disclaimers
9.Third-Party Claims
10.Limitation of Liability
11.Confidentiality
12.Governing Law and Venue
13.General
1.DEFINITIONS
"Account" means a unique account established by Customer to enable its Authorized Users to access and use a
DocuSign Service.
"Account Administrator" is an Authorized User who is assigned and expressly authorized by Customer as its agent
to manage Customer's Account, including, without limitation, to configure administration settings, assign access
and use authorizations, request different or additional services, provide usage and performance reports, manage
templates, execute approved campaigns and events, assist in third-party product integrations, and to receive
privacy disclosures. Customer may appoint an employee or a third-party business partner or contractor to act as its
Account Administrator and may change its designation at any time through its Account.
"Affiliate" of a Party means any entity that the Party directly or indirectly owns or controls more than fifty percent
(50%) of the voting interests of the subject entity. Any legal entity will be considered a Party's Affiliate as long as
that interest is maintained.
"Authorized User" means one individual natural person, whether an employee, business partner, contractor, or
agent of Customer or its Affiliates who is registered by Customer to use the DocuSign Services. An Authorized User
Page 1 of 12