MASTER SERVICE AGREEMENT
Wohlfpack Collective, LLC d/b/a 56Networks
Effective Date: 1/1/2026
SECTION I: DEFINITIONS
"Company" means 56Networks, an information technology (IT) managed service provider (MSP) operating in Colorado.
"Services" means the advisory, configuration, cloud-managed, and operational MSP support functions provided by Company.
"Customer" means the individual or entity accessing or using the Services or Website.
"Third-Party Providers" means external platforms (e.g., AWS, etc.) where Customer data resides.
"Website" means the online presence of Company at 56networks.com.
"Business Days" means Monday through Friday, excluding U.S. federal holidays and Company-observed holidays.
SECTION II: GOVERNANCE
This Master Service Agreement (MSA) governs the performance principles, expectations, and risk allocation for information technology managed services provided by Company to Customer. This MSA is incorporated by reference into the Company's Terms of Service (ToS) and applies only to services outlined in the applicable Statement Of Work (SOW). All disputes arise under Colorado law, with exclusive jurisdiction in the state or federal courts of Denver County, Colorado. This MSA references two subordinate Service Level Agreements (SLA): - (i) Onboarding SLA and (ii) Support SLA.
This MSA, along with the Onboarding SLA and Support SLA, is governed exclusively by the laws of the State of Colorado, without regard to conflict of laws principles. Any amendments must be in writing and signed by both parties. This MSA is severable; if any provision is held invalid, the remainder remains enforceable. The parties agree to resolve disputes through binding arbitration in Denver, Colorado, under the Colorado Uniform Arbitration Act (C.R.S. § 13-22-101 et seq.), before pursuing litigation.
SECTION III: SLA PHASE SEPARATION
The Onboarding SLA applies only during initial Service provisioning and setup.
The Support SLA applies only after Onboarding is complete and Customer has signed off on Acceptance of Service.
Transition between phases will be documented in writing.
SECTION IV: SCOPE AND LIMITATIONS
This MSA applies solely to services provided directly by Company under the SOW. Services include, but are not limited to, information technology managed services such as domain registration, domain name system (DNS) record management, productivity suite management (email, calendar, contacts, etc.), and remote monitoring. Exclusions:
Third-Party Provider outages or failures are out of scope, provided Company notifies Customer within 2 Business Days of awareness and escalates resolution if feasible. Company is not liable for Third-Party issues but will assist in mitigation.
Custom services (e.g., Private Mail Servers, etc.) are governed by the SOW, not this MSA.
Force Majeure: Neither party is liable for delays due to events beyond reasonable control (e.g., natural disasters, cyberattacks, government actions), excluding payment obligations.
SECTION V: LIABILITY AND INDEMNITY
Company's total liability is capped at 12 months' fees paid for the affected services. Neither party is liable for indirect, consequential, or punitive damages. Company indemnifies Customer against claims arising from Company's gross negligence or willful misconduct, including data breaches under Colorado Law (C.R.S. § 6-1-716). Customer indemnifies Company for claims from Customer-provided data or instructions. Company complies with applicable privacy laws (e.g., HIPAA for health data, GDPR for EU data); Customer must notify of special requirements in the SOW.
SECTION VI: ONBOARDING SLA
a. SCOPE
Applies to initial setup, provisioning, configuration, integration, and related MSP onboarding services, as detailed in the SOW.
b. TIMING EXPECTATION
Target: Standard Onboarding (e.g. Non-Customized Solutions) completed within 5 Business Days.
Measurement: From SOW execution to Customer Acceptance sign-off. Delays due to Customer (e.g., incomplete info, lack of communication, etc.) extend timelines.
Remedies: If >5 Business Days without Customer delay, Customer receives a 25% credit on the first month's invoice.
c. WEBSITE DEVELOPMENT TIMING
Website development timelines cannot be SLA-guaranteed due to custom scope (layout, navigation, content, etc.). All timelines are mutually agreed in the SOW, with milestones and change order processes.
d. RUSH SURCHARGE RIGHTS
Customer may request expedited onboarding; Company may apply surcharges (disclosed in advance per ToS). No SLA adjustments for rush requests.
SECTION VII: SUPPORT SLA
a. ACTIVATION
Applies only after Onboarding Completion and Customer Acceptance.
b. SUPPORT HOURS
Business Hours - Business Days, 0900-1700 MST/MDT
Extended Hours are not offered in any Packaged Service/Support Tier but may be accommodated via independent SLA contracts.
c. TICKET, SEVERITY CLASSIFICATION AND PRIORITY TIERS
Tickets are classified by Type, Severity, and Priority Tier:
TYPE
Update - Requests that include, but not limited to, password resets, new account creations, website updates, etc.
Issue - Support that include, but not limited to, account connectivity issues, website connection issues, etc.
SEVERITY
SEV1 - Full Outage or business-stopping issue affecting multiple users or critical systems.
SEV2 - Partial degradation impacting productivity but not a full Outage.
SEV3 - Non-urgent issues, such as minor functionality problems or inquiries.
TIER
Gold - Tickets are handled before all other ticket tiers in the queue.
Silver - Tickets are handled before all Bronze tier tickets in the queue.
Bronze - Tickets are handled before all Standard tier tickets in the queue.
Standard - Tickets are handled on a first-come, first-served basis.
d. SLA DELIVERY TARGETS
Response Time (Acknowledgment):
SEV1: Same/Next Business Day
SEV2: 1-2 Business Days
SEV3: 3-4 Business Days
Resolution Time (Completion/Restoration):
SEV1: 1-2 Business Days
SEV2: 3-4 Business Days
SEV3: 5-7 Business Days
SLA metrics are measured via Company's ticketing system; disputes resolved via audit.
e. SLA BREACH
If Company fails to meet SLA targets for liable actions, Customer is entitled to Service Credits as follows:
5% of impacted service for minor (SEV3) breaches
10% of impacted service for moderate (SEV2) breaches
20% of impacted service for major (SEV1) breaches
Credits are applied to the next invoice and are the exclusive remedy. Customer must notify Company in writing within 30 days of the breach. Company will conduct root-cause analysis for repeated issues and provide remediation plans.
SECTION VIII: TERMINATION AND AMENDMENTS
Either party may terminate this MSA for material breach with 30 days' written notice and opportunity to cure. Amendments require mutual written consent. Upon termination, Company will assist in orderly transition for 30 days at standard rates.
Last Updated: 12/1/2025
This Master Service Agreement may be subject to further revisions.
