This Master Service Agreement (“MSA”) is entered into by and between:
1. Parties
1.1. Service Provider (“Provider”): ABCD Brasil, trade name of ROGER CRAVEIRO GUILHERME, Brazilian Microentrepreneur (MEI), enrolled under CNPJ No. 48.396.509/0001-21. Address: Rua General Neto, 71 – Bairro Moinhos de Vento – Porto Alegre – RS – 90560-020 – Brazil. Contact E-mail: privacy@abcdhost.net
1.2. Client (“Customer”): The entity that subscribes to the ABCDHost service and accepts this MSA electronically or by signature.
2. Object of the Agreement
2.1. The Provider makes the ABCDHost service available to the Customer, which consists of:
a) Hosting and technical operation of the ABCD system;
b) Maintenance, updates, and infrastructure monitoring;
c) Technical support regarding system operation;
d) Additional services that may be contracted through a separate agreement.
2.2. This MSA establishes the general terms applicable to the provision of the Services. Specific terms may be detailed in:
- DPA (Data Processing Agreement);
- Privacy Policies;
- Service Level Agreements (SLA);
- Commercial Proposals;
- Purchase Orders or Service Plans.
3. Definitions
3.1. Services: All functionalities, assistance, and infrastructure provided within the scope of ABCDHost.
3.2. ABCD System: Library, museum, and archive collection management platform.
3.3. Customer Data: Information stored, sent, imported, or managed by the Customer through the Services.
3.4. Sub-processor: Third parties involved in the technical processing of data (e.g., Hostinger).
3.5. Authorized User: Any user authorized by the Customer to use the Services.
4. Provider Obligations
4.1. The Provider undertakes to:
a) Make the Services available continuously and securely;
b) Ensure technical maintenance, updates, and monitoring;
c) Correct faults and provide assistance within the limits of the contracted plan;
d) Protect Customer Data in accordance with the applicable DPA;
e) Maintain confidentiality and adequate security measures.
4.2. The Provider is not responsible for:
a) Content inserted or created by the Customer;
b) Errors derived from improper configuration performed by the Customer;
c) Problems originating from the Customer’s local network, devices, or browsers;
d) Third-party services not contracted through ABCD Brasil.
5. Customer Obligations
5.1. The Customer undertakes to:
a) Use the Services in accordance with this MSA and applicable laws;
b) Ensure that uploaded data is legal and managed properly;
c) Create and maintain local backups whenever necessary;
d) Protect access credentials;
e) Inform the Provider of any relevant incident.
5.2. The Customer is solely responsible for the quality, legality, and accuracy of the Customer Data.
6. License of Use
6.1. The Customer receives a limited, revocable, non-exclusive, and non-transferable license to use the ABCD system within the ABCDHost environment.
6.2. It is expressly prohibited to:
a) Reverse engineer;
b) Circumvent security mechanisms;
c) Use the service for illicit or unauthorized purposes.
7. Technical Support
7.1. Technical support is limited to the functioning of ABCDHost.
7.2. Requests include: Access problems, system errors, performance issues, and specific contracted requests.
7.3. Requests do not include: Training, metadata curation, library administration, development of new features, or consulting beyond the scope.
8. Updates and Maintenance
8.1. The Provider may update the ABCD system and technical dependencies periodically.
8.2. Whenever possible, critical updates will be performed at times that minimize impact.
8.3. The Customer agrees that short interruptions may be necessary for maintenance.
9. Connectivity and Availability
9.1. Availability will depend on Hostinger’s datacenters and external technical factors.
9.2. The Provider does not guarantee absolute availability but strives to achieve high standards.
9.3. Specific SLAs may be established through additional contracting.
10. Security and Data Protection
10.1. The processing of personal data is governed by the DPA (Annex).
10.2. The Customer acknowledges that the infrastructure may imply international data transfer.
10.3. The Provider implements security measures described in the technical Annexes (TOMs).
11. Confidentiality
11.1. Both parties must keep confidential all technical, commercial, and operational information obtained during the execution of the contract.
11.2. The obligation remains after the termination of this MSA.
12. Intellectual Property and Licensing
12.1. The Customer acknowledges that the ABCD system is Free and Open Source Software (FOSS), developed and maintained by its international community of developers, inheriting the tradition of the ISIS software family. The software is made available under a public license that allows its use, study, modification, and distribution.
12.2. ABCD Brasil does not claim intellectual property of the ABCD base source code, nor does it sell the software license itself. The object of this agreement is exclusively the provision of hosting, infrastructure, technical management, support, and maintenance services (Software as a Service or Managed Hosting model).
12.3. Any custom developments, scripts, or specific configurations created by ABCD Brasil exclusively for the Customer within the scope of this agreement remain the intellectual property of ABCD Brasil, unless otherwise agreed in writing, with the Customer being granted a perpetual and non-exclusive license to use them.
12.4. Customer Data (bibliographic records, collection databases, and user data) are the exclusive property of the Customer. ABCD Brasil holds no rights over the content inserted by the Customer into the system, except for the technical permission necessary for data processing and hosting as described in this MSA.
13. Limitation of Liability
13.1. The Provider is not responsible for:
a) Indirect, consequential, loss of profit, or reputational losses;
b) Damages caused by misuse of the Services;
c) Data loss caused by Customer action.
13.2. When applicable, the total liability of the Provider is limited to the amount paid in the last 12 months.
14. Term and Termination
14.1. This MSA enters into force on the date of acceptance or signature.
14.2. Services are automatically renewed according to the billing cycle.
14.3. Termination occurs:
a) By Customer request;
b) By serious breach;
c) By termination of the hosting contract.
14.4. Payments already made are non-refundable, except in imperative cases provided for in applicable consumer protection legislation (if the Customer is a final consumer).
14.5. Upon termination, the Customer may request data export.
15. Amendments to the MSA
15.1. The Provider may update this MSA when necessary.
15.2. Changes will be notified to the Customer reasonably in advance.
15.3. Continued use implies agreement.
16. Applicable Law and Forum
16.1. For European Union customers, the courts of the Customer’s jurisdiction may apply.
16.2. Alternatively, by agreement, the parties may adopt the forum of Porto Alegre – RS – Brazil.