Penmaen Software - Master Services Agreement v2
Documentdraft Penmaen Software · contract · draft · 25 Jun 2024
Unsigned draft MSA for the Growth tier, prepared 25 Jun 2024: £40k annual subscription after a 10% first-term discount, plus £12k implementation. Availability 99.5%, P1 first response 1 hour within business hours. Not binding until signed.
What it says
What this says
As at Fri 9 Oct 2026Unsigned draft MSA for the Growth tier, prepared 25 Jun 2024: £40k annual subscription after a 10% first-term discount, plus £12k implementation. Availability 99.5%, P1 first response 1 hour within business hours. Not binding until signed.
What it is: a draft Master Services Agreement prepared by Tom Ashdown on 25 Jun 2024 for the Growth tier. It states "This draft is not binding until an executed copy has been signed by both parties."
Commits: subscription of £40k annually in advance, implementation of £12k one-off, total contract value £52k ("not an annual price"). Term runs 25 Jul 2024 to 24 Jul 2025, payment 30 days from invoice.
Unusual: the 10% discount applies to the first term only. Renewal is "by written agreement", not automatic. The service credit is availability only, and stale data is not a breach.
Not settled: the data protection wording, the customer signatory and the signed copy are all open. The signature block shows no signatures or dates. Any executed order form or MSA would override these figures.
As found in this document
As at Fri 9 Oct 2026- Date end24 Jul 2025Source: the AI read of this record
- Date start25 Jul 2024Source: the AI read of this record
- Price£39,600Source: the AI read of this record
- Annual recurring subscription£39,600Source: the AI read of this record
- One-off implementation fee£12,000Source: the AI read of this record
- Total contract value£51,600Source: the AI read of this record
- Billing frequencyannual, in advanceSource: the AI read of this record
- Payment terms30 days from the date of invoiceSource: the AI read of this record
- Availability99.5%Source: the AI read of this record
- P1 first response1 hour, within business hoursSource: the AI read of this record
- Nightly refreshComplete by the standard morning time on business days, as for every tierSource: the AI read of this record
- Service credit10% of one month's fee for each month with an availability breachSource: the AI read of this record
- Credit basisAvailability onlySource: the AI read of this record
- Implementationeight weeks, up to eight connectorsSource: the AI read of this record
The document
Body
Penmaen Software - Master Services Agreement v2
Status: Draft. Prepared by Tom Ashdown, Account Executive, BG-Demo, on 25 Jun 2024. This draft is not binding until an executed copy has been signed by both parties.
Parties
| Party | Details |
|---|---|
| Supplier | BG-Demo, London |
| Customer | Penmaen Software, Cardiff |
| BG-Demo account owner | Tom Ashdown |
| BG-Demo customer success manager | Marcus Bell |
Background
Penmaen Software supplies booking and membership software to gyms and leisure centres. It has asked BG-Demo to provide B-Glass on the Growth tier so that its customer success team can read tickets, renewals and usage for each leisure operator in one place. The brain is built and run inside Penmaen Software's own Snowflake account.
Services and order lines
| SKU | Line | Qty | Unit price | Discount | Net | Recurring |
|---|---|---|---|---|---|---|
| SUB-GROWTH | B-Glass – Growth | 1 | £44k | 10% | £40k | Yes, annual |
| IMP-GROWTH | Implementation – Growth (eight weeks, up to eight connectors) | 1 | £12k | 0% | £12k | No, one-off |
The discount applies to the first term only.
Commercial summary
Read the whole document (3,464 characters)
| Item | Amount |
|---|---|
| Annual recurring subscription | £40k |
| One-off implementation fee | £12k |
| Total contract value | £52k |
The total contract value is the subscription for the first term plus the one-off implementation fee. It is not an annual price.
Term
- Start date: 25 Jul 2024
- End date: 24 Jul 2025
- Renewal is by written agreement. The customer success manager will open the renewal conversation ahead of the end date.
Billing and payment
- Billing frequency: annual, in advance.
- Payment terms: 30 days from the date of invoice.
- All amounts are in pounds sterling and exclude VAT.
- The implementation fee is invoiced separately from the subscription.
Service levels
| Measure | Commitment |
|---|---|
| Availability | 99.5% |
| P1 first response | 1 hour, within business hours |
| Nightly refresh | Complete by the standard morning time on business days, as for every tier |
| Service credit | 10% of one month's fee for each month with an availability breach |
| Credit basis | Availability only |
A brain that is available but answering on stale data is not an availability breach under this agreement. Data freshness credits are not part of the Growth tier.
Implementation
BG-Demo will connect the customer's systems to the brain over the implementation period of eight weeks, up to the connector allowance of the Growth tier. Any connector named in the order lines carries a commitment to be live within an agreed number of days, which is recorded in the project plan rather than in this document.
Data protection and confidentiality
The customer's data stays inside its own Snowflake account. BG-Demo processes it only to provide the services. Each party keeps the other's confidential information confidential for the term and afterwards.
Open points in this draft
- Penmaen Software's legal team is still to confirm the wording of the data protection section.
- The customer's signatory has not yet been confirmed.
- The start date depends on the signed copy being returned in good time.
Signature block
| BG-Demo | Penmaen Software | |
|---|---|---|
| Signed | Not yet signed | Not yet signed |
| Name | Not yet confirmed | Not yet confirmed |
| Title | Account Executive | Authorised signatory |
| Date |
Unusual terms
As at Fri 9 Oct 2026- 10% discount on first term only
- Renewal by written agreement only
- Availability-only service credit
- Connector go-live days held in project plan, not in this document