Client shall not be required to pay any invoice submitted more than 90 days following the completion of the applicable Service and/or receipt of goods.

If any Supplier Employee is unacceptable to client for any lawful reason, client will notify Supplier and Supplier will promptly remove the Supplier Employee from performing any further Services to client projects.

Supplier will present at least 2 candidates for replacement.

For those Supplier Employees who are required to obtain access to clients customer data (sensitive data) or information and those who are required to obtain an access badge and/or an client user id, Supplier will conduct security pre-qualifications on each Supplier Employee including, without limitation, drug screening in accordance with client's drug-free work place policy and a criminal background investigation.

MSA - Wizard

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Versions Details

MSA Number

77392018

Effective Date

7/4/2017

MSA End Date

7/3/2020

MSA Attribute
First Original Version
Amendments
Most Current
Controlling Version
Amendment 1
Amendment 2
Payment Term
120 days
Yes
90 Days
1/1/2020
Termination for Convenience
Client may terminate this Agreement or any Statement of Work for convenience, without cause or penalty, upon ten (10) business days’ written notice. If client terminates for convenience under this Section, client will pay Supplier in accordance with subsection 5.2 “Post-Termination Payments to Supplier” below.
Yes
Client may terminate this Agreement or any Statement of Work for convenience, without cause or penalty, upon thirty (30) business days’ written notice. If client terminates for convenience under this Section, client will pay Supplier in accordance with subsection 5.2 “Post-Termination Payments to Supplier” below.
1/1/2018
Post-Termination Payments to Supplier
Client will pay Supplier for all Services accepted by client that were performed by Supplier under this Agreement prior to the effective date of termination. Within ten (10) days following termination, Supplier will provide client with a detailed invoice of any amounts claimed by Supplier for its Services.
Yes
Client will pay Supplier for all Services accepted by client that were performed by Supplier under this Agreement prior to the effective date of termination. Within 90 (90) days following termination, Supplier will provide client with a detailed invoice of any amounts claimed by Supplier for its Services.
4/1/2019
Removal and Replacement of Supplier Employees
If any Supplier Employee is unacceptable to client for any lawful reason, client will notify Supplier and Supplier will promptly remove the Supplier Employee from performing any further Services. At such time, the Supplier Employee removed will turn in to client Security all client property in his/her possession. At the request of client, Supplier will promptly provide a replacement Supplier Employee with equal.
Yes
If any Supplier Employee is unacceptable to client for any lawful reason, client will notify Supplier and Supplier will promptly remove the Supplier Employee from performing any further Services from client projects. At such time, the Supplier Employee removed will turn in to client Security all client property in his/her possession. At the request of client, Supplier will promptly provide a replacement Supplier Employee with equal or better qualifications and skills to complete the Services being performed by the removed Supplier Employee. Supplier will present atleast 2 candidates for replacement.
5/15/2018
6/3/2019
Background Security Measures
Background Security Measures. For those Supplier Employees who are required to obtain access to client data or information and those who are required to obtain an access badge and/or an client user id, Supplier will conduct security pre-qualifications on each Supplier Employee including, without limitation, drug screening in accordance with client’s drug-free work place policy and a criminal background investigation, all as set forth in Schedule B attached hereto. Supplier Employees who fail to meet the criteria set forth in Schedule B shall be disqualified from assignment to client. client reserves the right to require the Supplier to perform these tests at any time during the term of the Agreement. Supplier shall additionally require all Supplier Employees providing Services hereunder to agree in writing to be bound by the obligations contained in Section 8.0 (Proprietary Rights) and Section 9.0 (Confidential Information).
Yes
Background Security Measures. For those Supplier Employees who are required to obtain access to clients customer data (sensitive data) or information and those who are required to obtain an access badge and/or an client user id, Supplier will conduct security pre-qualifications on each Supplier Employee including, without limitation, drug screening in accordance with client's drug-free work place policy and a criminal background investigation, all as set forth in Schedule B attached hereto. Supplier Employees who fail to meet the criteria set forth in Schedule B shall be disqualified from assignment to client . client reserves the right to require the Supplier to perform these tests at any time during the term of the Agreement. Supplier shall additionally require all Supplier Employees providing Services hereunder to agree in writing to be bound by the obligations contained in Section 8.0 (Proprietary Rights) and Section 9.0 (Confidential Information).
5/15/2018
MSA License
Supplier will retain the right to all of the ideas, skills, tools, techniques, and processes created and/or possessed by Supplier prior to the Effective Date (collectively, “Supplier Materials”). To the extent that any such Supplier Materials are embodied or reflected in the Work Product or Deliverables, Supplier grants to client an irrevocable, perpetual, non-exclusive, world-wide, royalty-free right and license to: (i) use, execute, reproduce, display, perform, distribute copies of and prepare derivative works based upon such Supplier Materials.
Yes
Supplier will retain the right to all of the ideas, skills, tools, techniques, and processes created and/or possessed by Supplier prior to the Effective Date (collectively, “Supplier Materials”). To the extent that any such Supplier Materials are embodied or reflected in the Work Product or Deliverables, Supplier grants to client an irrevocable, perpetual, non-exclusive, world-wide, royalty-free right and license to: (i) use, execute, reproduce, display, perform, distribute copies of and prepare derivative works based upon such Supplier Materials; and (ii) authorize others on client's behalf to do any or all of the foregoing.
1/1/2018
MSA Debarment Certification
Supplier certifies, represents, and warrants that it, including its principals, officers, and directors, is not debarred, suspended, or proposed for debarment by an agency of the U.S. Government or any State and is not otherwise excluded from, or ineligible for, participation in federal, state, or county government contracts.
6/3/2019
MSA Location
The Services shall be performed within the United States, unless expressly provided otherwise in the applicable Statement of Work.
The Services shall be performed within the Clients, Global officies unless expressly provided otherwise in the applicable Statement of Work.
4/1/2019