Master Services Agreement

This Master Services Agreement (hereinafter referred to as “Agreement” / “MSA”) effective as of the date set out in the Order Form (“Effective Date”), is entered into between LasoApp, and the Customer (as identified in the Order Form) (“Customer”). LasoApp and the Customer shall each be referred to as a “Party” and collectively, as the “Parties” to the Agreement.

WHEREAS, the Customer desires to engage LasoApp to provide AI-powered autofill fields and automation services for information gathering and population processes in Jira. These Services include, but are not limited to, automated documentation generation, data analysis, and communication facilitation within the Jira platform. LasoApp is willing to provide such Services to Customer, pursuant to the terms and conditions set forth in this Agreement;

WHEREAS, the Parties desire to enter into this Agreement to set forth the terms and conditions that will govern LasoApp’s provision of the Services to the Customer;

WHEREAS, the Parties understand and agree that by executing the respective Order Form, they agree to be bound by the terms set out in this Agreement; and

NOW THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows:‍

1. DEFINITIONS

Unless and except to the extent otherwise defined in the relevant provisions of the Agreement or any Order Form, all capitalized terms shall have the means assigned to them below (equally applicable for singular and plural forms of the terms defined):

  1. “Applicable Law” shall mean all applicable local, state, federal, and international laws, rules, and regulations, as the case may be.
  2. "Customer Data” shall mean the data, information and content provided by the Customer to LasoApp, including through Third-Party Services providers, to enable provision of the Services, including (i) customer content; (ii) submitted data; and (iii) personal data of the customers collected for rendering the Services.
  3. “LasoApp Code” shall mean the code developed and provided by LasoApp for use in connection with the Services. LasoApp Code shall include (but is not limited to) the LasoApp application, web-based module, server-side software.
  4. “LasoApp Data” shall mean statistical and use data collected by LasoApp pertaining to use of the Services by the Customer.
  5. “LasoApp Platform” shall mean the LasoApp software-as-a-service product(s) accessed through the LasoApp application or through a web portal.
  6. “LasoApp Technology” shall mean any and all Documentation, LasoApp Code, LasoApp Data and other technology, code, know-how, logos and templates (including in any Reports or output obtained from the Services) underlying the Services, and anything delivered as part of support or other services, and any updates, modifications or derivative works of any of the foregoing, including as may incorporate any Feedback.
  7. “Personal Data” shall mean the personal information of the customers (i.e., the customers of the retailer/Customer) as well as customer purchase, shipment and billing information collected while using the E-commerce Platform.
  8. “Services” shall mean the services, individually and collectively, that LasoApp provides to the Customer as per the terms and conditions of this Agreement or specific Order Forms thereto, such as web-based AI autofill services, including platform integration, analytics, and shall include all LasoApp Technology and any support and maintenance services provided as per the terms and conditions contained in this Agreement.
  9. “Subscription Fee” shall mean both the fixed fee and transaction fee that the Customer shall pay for the Services provided by LasoApp, as specified in the specific Order Form.
  10. “Term” / “Subscription Term” shall mean the initial term for the subscription to the applicable Services, as specified on the Order Form(s), and each subsequent renewal term (if any), as provided in Clause 3.1 of this Agreement.
  11. “Third-Party Service(s)” shall mean services delivered or performed by third-parties related to the Services, or other online, web-based services, e-commerce platforms or other business application subscription services, that interoperate with or are used in connection with the Services, and any other products not developed by LasoApp.

2. MSA and ORDER FORM