Brenneck Pay - Master Services Agreement v2
Documentdraft Brenneck Pay: documents · contract · draft · 2025-12-23
Unsigned draft MSA dated 23 Dec 2025 for the Growth tier, 3 Feb 2026 to 2 Feb 2027. Availability 99.5%, P1 first response one business hour. Annual recurring charge £50k plus one-off implementation £12k.
What it says
What this says
Current to 11 Oct 26Unsigned draft MSA dated 23 Dec 2025 for the Growth tier, 3 Feb 2026 to 2 Feb 2027. Availability 99.5%, P1 first response one business hour. Annual recurring charge £50k plus one-off implementation £12k.
What it is: a draft Master Services Agreement between BB-Demo and Brenneck Pay, a Frankfurt payment institution, prepared by Sophie Ling. It states "This draft is unsigned" and is not binding until executed.
Commits: the Growth subscription at £50k a year, a £12k one-off implementation fee, and a £62k total contract value that "must not be read as an annual price". Invoices are due within 30 days.
Unusual: credits are "Availability only", and the 07:00 refresh target carries no credit on Growth. The term and the EU data region are fixed in the draft.
Not settled: four open points remain, covering data residency wording, the invoicing entity, the connector list and the signatories. The evidence does not show whether an executed copy exists, so this draft's terms are not confirmed.
As found in this document
Current to 9 Oct 26- Date end2 Feb 2027Source: object_read:doc_078_004
- Date start3 Feb 2026Source: object_read:doc_078_004
- Price£50,000Source: object_read:doc_078_004
- Availability99.5%Source: object_read:doc_078_004
- P1 first responseOne business hourSource: object_read:doc_078_004
- Nightly refreshComplete by 07:00 Customer local time on business daysComplete by 07:00 Customer local time on business days · Source: object_read:doc_078_004
- Service credit10% of one month's fee for a month with an availability breach10% of one month's fee for a month with an availability breach · Source: object_read:doc_078_004
- Credit basisAvailability onlySource: object_read:doc_078_004
- Annual recurring charge£50,000Source: object_read:doc_078_004
- One-off implementation fee£12,000Source: object_read:doc_078_004
- Total contract value£62,000Source: object_read:doc_078_004
- Billing frequencyAnnualSource: object_read:doc_078_004
- Payment terms30 days from invoiceSource: object_read:doc_078_004
The document
Body
Brenneck Pay - Master Services Agreement v2
Status: Draft. This document is circulated for review and is not binding until executed by both parties.
Draft date: 23 Dec 2025
Prepared by: Sophie Ling, Account Executive, BB-Demo
Account owner: Matteo Ricci
Customer success manager: Elena Novak
Parties
This agreement is made between:
- BB-Demo, a London data business, the supplier of the company brain ("BB-Demo"); and
- Brenneck Pay, a payment institution based in Frankfurt ("the Customer").
Background
The Customer processes card and account-to-account payments for German online retailers. It wishes to give its merchant account managers and its merchant risk team one shared view of each merchant. BB-Demo will provide the company brain on the Growth tier, built and run inside the Customer's own Snowflake account, with the data kept in an EU region.
Term
| Item | Detail |
|---|---|
| Start date | 3 Feb 2026 |
| End date | 2 Feb 2027 |
| Tier | Growth |
| Billing frequency | Annual |
| Payment terms | 30 days from invoice |
Read the whole document (5,270 characters)
The subscription runs from the start date to the end date. Any renewal is agreed in writing before the end date, and BB-Demo's customer success manager will open that conversation in good time.
Commercial summary
| Line | SKU | Quantity | Unit price | Discount | Net | Recurring |
|---|---|---|---|---|---|---|
| Company Brain – Growth | SUB-GROWTH | 1 | £50k | 0% | £50k | Yes |
| Implementation, Growth: eight weeks, up to eight connectors | IMP-GROWTH | 1 | £12k | 0% | £12k | No |
| Measure | Amount |
|---|---|
| Annual recurring charge | £50k |
| One-off implementation fee | £12k |
| Total contract value | £62k |
The annual recurring charge is the subscription only. The total contract value includes the one-off implementation fee and must not be read as an annual price. No discount applies to either line.
Services
BB-Demo will provide the Growth subscription, which covers pages, chat and search across the Customer's connected systems, together with the dashboards builder and quarterly business reviews. Implementation covers the setup and connection of the agreed sources and the configuration of the Customer's EU data region. Connectors named in the order form carry a go-live commitment set out in that order form.
Service levels
| Measure | Commitment |
|---|---|
| Availability | 99.5% |
| P1 first response | One business hour |
| Nightly refresh | Complete by 07:00 Customer local time on business days |
| Service credit | 10% of one month's fee for a month with an availability breach |
| Credit basis | Availability only |
Service credits are calculated on availability alone. A brain that is available but answering on data that is not fresh is not an availability breach under this agreement, and the refresh target above is an operating commitment that does not carry a credit on the Growth tier.
Fees and payment
- BB-Demo will invoice the annual subscription in advance on the start date.
- BB-Demo will invoice the implementation fee once, on the start date.
- The Customer will pay each invoice within 30 days of the invoice date.
- All amounts are stated and invoiced in pounds sterling.
Data and security
The company brain is built and run inside the Customer's own Snowflake account. The Customer remains in control of its data at all times. The data is kept in an EU region, as described in the background. Matters of regulatory supervision are the Customer's responsibility, and BB-Demo will support reasonable security and due-diligence requests from the Customer and its regulator during implementation and the term.
Confidentiality
Each party will keep the other's confidential information secure, use it only for the purposes of this agreement, and disclose it only to people who need it or where the law requires.
Liability
Neither party limits liability for anything that cannot lawfully be limited. Subject to that, each party's total liability in a contract year is capped at the fees paid or payable for that year, and neither party is liable for indirect or consequential loss.
Termination
Either party may end this agreement by written notice if the other commits a material breach that is not remedied within a reasonable period after written notice. Fees already invoiced for the current term remain payable unless the Customer is entitled to a credit under the service levels above.
Governing law
This agreement is governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.
Open points for the draft
- The Customer's legal team to confirm the data residency wording for the EU region.
- The Customer's finance team to confirm the invoicing entity and invoice contact.
- The Customer to confirm the list of connectors for the implementation before the start date.
- Both parties to confirm the signatories.
Signature block
To be signed on execution. This draft is unsigned.
| For BB-Demo | For Brenneck Pay | |
|---|---|---|
| Signatory title | Authorised signatory, BB-Demo | Authorised signatory, Brenneck Pay |
| Signature | Not yet signed | Not yet signed |
| Date | Not yet dated | Not yet dated |
Unusual terms
Current to 9 Oct 26- Service credit for availability only
- Refresh target carries no credit on Growth
- EU data region