[Version 2025.1. June 2025]
CONTENT SQUARE MASTER SERVICE AGREEMENT
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This Contentsquare Master Service Agreement (the “MSA”), by and between the applicable Contentsquare Contracting Entity set forth in Section 11.11 (“Contentsquare”), and the customer contracting party identified on the applicable Order Form (together with Affiliates of such company or entity (for so long as they remain Affiliates) which have entered into Order Forms for the CS Service with such Affiliate), each a (“Customer”) is effective as of the Start Date of the first Order Form executed between Contentsquare and Customer. Contentsquare and Customer may each be referred to herein as a “Party” or collectively as the “Parties”.
By accepting this MSA, by (i) executing an Order Form that references this MSA, or (ii) subscribing to the CS Service through an online purchasing portal, the Parties hereby agree to be bound by the terms and conditions of this MSA, including any specific services terms, product details and any applicable license and/or subscription terms set forth in applicable Service Schedules located at https://contentsquare.com/legal/service-schedules/, Order Form(s) and/or SOW(s). Each Order Form and/or SOW is governed by and incorporates the following documents in effect as of the Start Date of the applicable Order Form or SOW, collectively referred to as the “Agreement”, that consists of, as applicable:
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the Order Form and/or Statement of Work;
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the DPA;
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the Service Schedule(s);
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any other attachments, addenda, and/or appendix(ices) to this MSA; and
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this MSA.
The applicable attachment(s), addenda, appendix(ices), and Service Schedule(s) is determined by the CS Service(s) purchased on the Order Form and/or SOW, or through an online purchasing portal. In the event of a conflict, the order of precedence is as set out above in descending order of control.
1. DEFINITIONS AND RULES OF INTERPRETATION
1.1 Definitions
**“Account” **means a unique account established by Customer to enable its Users to access and use the CS Service.
“Account Data” means the data relating to Users processed by Contentsquare in connection with such Users’ access to the CS Service including, but not limited to, name, job position, email address, password.
“Affiliate” of a Party means any entity that the Party directly or indirectly controls, is under common control with, or is controlled by, where control means the ownership of more than fifty percent (50%) of the voting interests of the subject entity. Any legal entity will be considered a Party’s Affiliate as long as that interest is maintained.
“Agreement” means this (a) MSA and its exhibits and linked documents, (b) any Local Addendum (if applicable), (c) any completed and signed Order Form(s) and/or Statements of Work that reference this MSA, if applicable, and (d) the DPA (as defined in Section 5.3).
“Applicable Data Protection Laws” means, to the extent applicable:** **(i) the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data and repealing Directive 95/46/EC (“GDPR”), Directive 2002/58/EC concerning the processing of personal data and the protection of privacy in the electronic communications sector (“e-Privacy Directive”), the UK Data Protection Act 2018 (“UK GDPR”), as well as any other laws and regulations of the European Union, the European Economic Area and their Member States, Switzerland, the United Kingdom, (ii) the Personal Data Protection Act 2012 (“PDPA”), the Act of the Protection of Personal Information (“APPI”); and (iii) all privacy and data protection laws and regulations, worldwide (whether, national, state, provincial, local or otherwise), applicable to the Processing of Personal Data under the Agreement, as may be amended, extended, re-enacted, or interpreted from time-to-time.