Legal Document
Master Subscription Agreement
The core agreement between your organization and Catenda AS, covering your subscription, platform use, and every other document in this hub.
Version 1.0 — September 2026
Introduction
This Master Subscription Agreement (the "Agreement" or "MSA") is entered into between Catenda AS ("Catenda", "we", "us", or "our"), organisation number 994 023 977, Drammensveien 288, 0283 Oslo, Norway, and the customer identified in the applicable Order Form ("Customer", "you", or "your").
Catenda and the Customer are individually a "Party" and collectively the "Parties". An Order Form may name a different Catenda group entity as the contracting party (for example, Catenda Japan KK for Japan customers), in which case the substitutions in that Order Form apply per §16.3.
This Agreement governs your access to and use of the Catenda Subscription Service. It consists of the following documents, in order of precedence:
- (a) Service Addenda — Modular terms (SLA, DPA, AI, Premium Support, API/Integration, Regional).
- (b) Order Form — Commercial terms (products, pricing, term, tier, contracting entity, usage limits).
- (c) This MSA — Foundational legal and commercial terms applicable to all customers.
In the event of conflict between these documents, the document listed higher in the order of precedence above will prevail. Together, these documents constitute the entire agreement between the Parties with respect to the subject matter.
By executing an Order Form or using the Subscription Service, you agree to be bound by this Agreement. We may update this MSA from time to time. If you have an active subscription, we will notify you of material changes at least thirty (30) days in advance via email or in-app notification. Your continued use after the effective date constitutes acceptance.
1. Definitions
- Agreement — This MSA together with all Order Forms and Service Addenda.
- AI Features — Any feature of the Subscription Service that uses machine learning, generative AI, or other AI techniques to produce outputs based on Customer inputs, including Catenda AI.
- Billing Period — The period for which fees are prepaid, as specified in the Order Form (e.g., monthly, quarterly, or annually).
- Catenda Hub — Catenda's software platform and API for collecting, managing, and making available BIM data in building and construction processes. The trademark Catenda® is a registered word mark.
- Catenda Content — Information, data, text, software, graphics, and other materials incorporated into the Subscription Service by Catenda.
- Consulting Services — Professional services provided by Catenda, including training, installation, integration, or other consulting.
- Customer Data — All information that the Customer submits or collects via the Subscription Service. Customer Data does not include Catenda Content.
- Order Form — The Catenda-approved form specifying the Customer's subscription details: products, term, pricing, usage limits, contracting entity, applicable Service Addenda, and tier.
- Personal Data — Any information relating to an identified or identifiable individual contained within Customer Data, protected under applicable data protection law including the EU GDPR, the UK GDPR, and the Swiss Federal Act on Data Protection (FADP).
- Registered Users — The Customer's employees, representatives, consultants, contractors, or agents authorised to use the Subscription Service and holding unique login credentials.
- Service Addenda — Modular terms for specific services or features (SLA, DPA, Premium Support, API/Integration, AI, Regional) that apply when referenced in an Order Form.
- Subscription Fee — The fees payable by the Customer for the Subscription Service, as specified in the Order Form, which include any Consumption Fees and amounts paid for Tokens.
- Base Subscription Fee — The Subscription Fee, excluding any Consumption Fees and any amounts paid for or drawn down as Tokens. Used in this Agreement solely to calculate service credits under §5.4 and the liability caps under §10.2 and §10.3, so that a Customer's variable AI/API consumption spend does not itself inflate or deflate either figure.
- Subscription Service — Catenda's web and mobile-based applications, tools, platforms, and APIs accessible via catenda.com, bimsync.com, or another designated URL.
- Subscription Term — The initial term of the Customer's subscription as specified in the Order Form, and each subsequent renewal term.
- Third-Party Products — Non-embedded products and services provided by third parties that interoperate with or are used in connection with the Subscription Service.
- API Call — Each request to the Catenda API that results in the transmission, retrieval, or processing of Customer Data or Catenda Content, measured as described in the API / Integration Addendum.
- MCP Server — Catenda's Model Context Protocol server and gateway that exposes Catenda tools and data to AI agents and applications.
- MCP Tool Call — Each invocation of a tool exposed by the MCP Server, measured as described in the API / Integration Addendum.
- Metered Services — The parts of the Subscription Service for which usage is measured and charged on a consumption basis, including API Calls and MCP Tool Calls, as identified in the Order Form and the applicable Addendum.
- Consumption Units (Tokens) — Prepaid units of usage that the Customer purchases and that are drawn down as the Customer consumes Metered Services, as specified in the Order Form and the applicable Addendum.
- Included Allowance — The volume of Metered Service usage included in the Subscription Fee for a given Billing Period at no additional charge, as specified in the Order Form.
- Overage — Metered Service usage in a Billing Period that exceeds the Included Allowance and the available Token Balance, charged at the rate specified in the Order Form.
- Consumption Fees — Fees payable for Metered Services, whether through the purchase of Tokens or as Overage, as specified in the Order Form.
- Token Balance — The number of unused Tokens available to the Customer at a given time, being the Tokens purchased by the Customer less the Tokens drawn down through consumption of Metered Services, as reported in the Subscription Service.
2. Scope and Use Rights
2.1 Grant of Rights. Subject to the terms of this Agreement and payment of the applicable Subscription Fees, Catenda grants the Customer a non-exclusive, non-transferable right to access and use the Subscription Service during the Subscription Term, solely for the Customer's internal business purposes.
2.2 Registered Users. Registered Users access the Subscription Service via the internet using unique login credentials. The Customer may invite users to access the Subscription Service. New users will be asked to register with an email and password. Individual user access is also governed by Catenda's User Terms of Service.
2.3 Usage Scope. Unless otherwise specified in the Order Form, the right to use the Subscription Service is on a per-project basis. The number of users, data files, and data volume per project is unlimited, subject to Catenda's right to set reasonable limits for extended use. This unlimited basis does not apply to Metered Services, which are made available on a consumption basis and are governed by the Order Form and the applicable Addendum. Any such limits will be communicated in writing, and if they do not meet the Customer's needs, the Customer may terminate the Agreement with immediate effect. For the avoidance of doubt, the application of Included Allowances, Token Balances, rate limits, or Overage charges to Metered Services in accordance with the Order Form does not constitute a usage limit giving rise to a right of termination under this §2.3.
2.4 Restrictions. The Customer will not (a) sublicense, sell, or transfer access to the Subscription Service; (b) reverse engineer or attempt to derive the source code of the Subscription Service; (c) use the Subscription Service in a manner that violates applicable law; (d) use Customer Data, Subscription Service outputs, or any Catenda Content to train or improve any third-party machine learning or AI model without Catenda's prior written consent; or (e) attempt to gain unauthorised access to any system or data.
2.5 Marketing References. Catenda's rights and customer references. Catenda retains all rights to the Subscription Service not expressly granted in this Agreement. The Customer grants Catenda a non-exclusive, royalty-free right to use the Customer's name and logo on Catenda's website, sales materials, investor materials, and similar marketing collateral to identify the Customer as a Catenda customer. The Customer may withdraw this right at any time, prospectively, by written notice to post@catenda.com; Catenda will remove the Customer's name and logo from new collateral within thirty (30) days of notice and from existing collateral as soon as reasonably practicable.
3. Subscription Term and Renewal
3.1 Term. The initial Subscription Term is specified in the Order Form. Unless otherwise stated, the Subscription Term will automatically renew on the following basis: (a) where the initial Subscription Term is twelve (12) months or longer, it renews for successive one (1) year periods; (b) where the initial Subscription Term is shorter than twelve (12) months, it renews on a month-to-month basis.
3.2 Non-Renewal. To prevent automatic renewal, either Party must provide written notice of non-renewal at least thirty (30) days before the start of the next renewal period. Notice must be sent to the contact details specified in the Order Form or to post@catenda.com.
3.3 Upgrades During Term. The Customer may upgrade products, increase usage, or subscribe to additional services at any time during the Subscription Term by executing a new or amended Order Form. Downgrades take effect at the start of the next renewal period.
4. Fees and Payment
4.1 Subscription Fees. Subscription Fees are specified in the Order Form. They may be changed only by an amended Order Form (§3.3) or on renewal (§4.2).
4.2 Renewal Pricing. Upon renewal, Catenda may increase fees up to the then-current list price. Catenda will provide at least thirty (30) days' advance notice of any increase. If the Customer does not agree to the increase, either Party may terminate the subscription at the end of the then-current term by giving notice per §3.2.
4.3 Invoicing. Unless otherwise specified in the Order Form, Catenda will issue invoices in advance of each Billing Period, timed so that the payment due date falls on or before the first day of the relevant Billing Period. Default payment terms are thirty (30) days from the invoice date. The Order Form may specify alternative payment terms, in which case Catenda will adjust the invoice issuance date accordingly.
4.3(A) Consumption Fees and Tokens. Notwithstanding the foregoing, Consumption Fees may be billed (i) by the Customer purchasing a prepaid balance of Tokens in advance, drawn down as Metered Services are consumed; and / or (ii) in arrears, where Metered Service usage in a Billing Period exceeds the Included Allowance and any available Token Balance, with Overage invoiced after the close of the Billing Period in which it is incurred. Catenda will make consumption reporting available to the Customer through the Subscription Service. The Order Form specifies the Included Allowance, the Token price, the Overage rate, and whether unused Tokens expire or roll over at the end of a Billing Period or Subscription Term.
4.4 Payment Methods. Payment may be made by credit card, bank transfer, or other method agreed in the Order Form. If paying by credit card, the Customer authorises Catenda to charge the applicable fees, including through a third-party payment processor.
4.5 Late Payment. Overdue amounts will accrue interest at a rate of 15% per annum from the due date until paid. Catenda may suspend access to the Subscription Service upon fourteen (14) days' written notice of non-payment. Catenda will not suspend access while the Customer is disputing the applicable charges in good faith and cooperating to resolve the dispute.
4.6 Taxes. All fees are exclusive of applicable taxes (including VAT and any equivalent indirect tax). The Customer is responsible for all taxes arising from this Agreement, except for taxes based on Catenda's net income. Where the reverse-charge mechanism applies (e.g., EU B2B cross-border supplies), the Customer is responsible for self-assessing and remitting the applicable VAT.
5. Support and Service Availability
5.1 Standard Support. Email and in-app support is included with any paid Subscription Service at no additional cost. Support is available during normal business hours (08:00–16:00 CET, Monday–Friday, excluding Norwegian public holidays). Catenda will use reasonable efforts to respond to support requests within one (1) business day.
5.2 Enhanced Support. Enhanced support options (including phone support, dedicated customer success management, and priority response times) are available under the Premium Support Addendum, where referenced in the Order Form.
5.3 Service Availability. Catenda will use reasonable efforts to make the Subscription Service available 24/7. The Subscription Service will maintain an uptime of at least 99%, calculated on a monthly average. Scheduled maintenance will be notified in advance and performed outside of normal business hours. Scheduled maintenance downtime is excluded from uptime calculations.
5.4 Service Credits. If the monthly uptime falls below 99.0%, the Customer is eligible for a service credit calculated as a percentage of the monthly Base Subscription Fee for the affected month, as set out below.
| Monthly uptime | Service credit |
|---|---|
| ≥99.0% | 0% (target met) |
| 97.0% to <99.0% | 10% |
| 95.0% to <97.0% | 25% |
| <95.0% | 100% (sole remedy cap) |
Service credits are the Customer's sole and exclusive remedy for downtime, are applied against future invoices, and are not paid in cash. The aggregate credit in any calendar month will not exceed 100% of the monthly Base Subscription Fee for the affected month. The Customer must request service credits in writing to post@catenda.com within twenty (20) calendar days after the end of the affected calendar month. Requests received after this period are waived.
Metered Service usage that fails or does not complete due to downtime during a period for which the Customer receives a service credit under this §5.4 does not consume Tokens, is not counted against the Included Allowance, and is not charged as a Consumption Fee. Catenda will, on the Customer's written request, identify and reverse any Consumption Fees or Token draw-down attributable to such failed usage.
5.5 Enhanced SLA. Customers requiring higher uptime commitments, dedicated response times, or different credit structures should reference the SLA Addendum in their Order Form.
6. Hosting, Security, Resilience, and Exit
6.1 Hosting. The Subscription Service is hosted by a third-party cloud infrastructure provider (the "Hosting Partner"), identified in Annex B (Sub-processors) to the DPA Addendum, published at catenda.com/legal/dpa. Catenda may change its Hosting Partner during the term of the Agreement, provided it notifies the Customer in advance and plans any necessary data migration.
6.2 Data Location. Customer Data is stored in data centres located within the European Economic Area (EEA), unless otherwise specified in the Order Form or applicable Service Addendum.
6.3 Security. Catenda implements appropriate technical and organisational security measures as set out in the DPA. Catenda holds ISO 27001 certification.
6.4 Subprocessors. Catenda may engage subprocessors to assist in providing the Subscription Service. Catenda remains responsible for the performance of its subprocessors. An up-to-date list of subprocessors is set out in Annex B to the DPA Addendum, published at catenda.com/legal/dpa.
6.5 Supply-Chain Cooperation (NIS2). Where the Customer is an essential or important entity under Directive (EU) 2022/2555 (NIS2) or its national implementation, Catenda will, on reasonable written request and at the Customer's cost where the request exceeds Catenda's standard documentation, cooperate with the Customer's supply-chain security obligations by (a) providing information on Catenda's security measures consistent with §6.3, (b) notifying the Customer of significant security incidents affecting the Customer's use of the Subscription Service in accordance with §11.4, and (c) participating in reasonable supplier reviews no more than once per twelve (12) months. Catenda does not assume any obligation of the Customer under NIS2.
6.6 Data Portability and Exit (Data Act). Consistent with Regulation (EU) 2023/2854 (the Data Act), the Customer may at any time during the Subscription Term, and for a period of ninety (90) days after termination or expiry, export Customer Data from the Subscription Service in a structured, commonly used, and machine-readable format using Catenda's then-available self-service export functions. Catenda will provide reasonable assistance with export at Catenda's then-current consultancy rates per §14. After the ninety (90) day window, Catenda may delete Customer Data in accordance with §8.4.
Export of Customer Data under this §6.6, and any exercise of the Customer's data portability rights under Regulation (EU) 2023/2854, will not consume Tokens, will not be subject to Consumption Fees, and will not be counted against any Included Allowance, when the export is performed through the Catenda API. Catenda may apply reasonable technical rate limits to protect Service stability, provided such limits neither impose a charge on, nor prevent, the Customer's statutory data export.
To enable Catenda to give effect to this exemption, the Customer will notify Catenda in writing in advance of any export or portability activity it intends to carry out under this §6.6, identifying the relevant projects, the scope of the export, and the expected timing, so that Catenda can identify the associated API Calls or MCP Tool Calls and ensure they are not metered or charged. Where the Customer does not provide such notice, Catenda will, on the Customer's written request, use reasonable efforts to identify and reverse any Consumption Fees or Token draw-down attributable to statutory export.
6.7 Switching and Early Exit (Data Act). Consistent with the EU Data Act, the Customer may end the Agreement and switch to another provider or its own systems at any time, on up to two months' written notice to post@catenda.com, even if time remains in the Subscription Term. Catenda will start the switch promptly and keep the service running and assist with migration for up to 30 days (longer if technically needed). If the Customer exits early from a committed term, Catenda may charge a proportionate exit fee covering any discount or up-front cost tied to the unused term — never more than needed to offset that value, and never so high as to prevent switching. Export rights under §6.6 remain free.
7. Data Ownership, Intellectual Property, and Use of Data
7.1 Customer Data Ownership. Registered Users own their respective data loaded into the Subscription Service. As between the Parties, the Customer retains all rights, title, and interest in Customer Data.
7.2 Catenda's Use of Customer Data. Catenda may access and use Customer Data solely to provide, secure, and operate the Subscription Service, and otherwise as set out in this §7.2. Catenda's use is subject to applicable data-protection law including the GDPR.
Catenda may use Customer Data — including content uploaded to or created in the Subscription Service, and data about how the Subscription Service is used — in anonymized form to develop and improve the Subscription Service and its products. Catenda may further use Customer Data in anonymized and aggregated form to produce statistical analyses and benchmark studies, and in anonymized form to train and improve artificial intelligence and machine-learning models. In each case, the data must be anonymized so that no individual Customer, Registered User, or data subject is identifiable, and any aggregated output must not identify any individual Customer or project. The Customer may opt out by emailing compliance@catenda.com; opt-out takes effect within thirty (30) days of receipt.
7.3 Catenda IP. Catenda retains full copyright and all intellectual property rights in and to the Subscription Service, including any adaptations, developments, or improvements made in connection with the Customer's use. No provision of this Agreement implies a transfer of any intellectual property right from Catenda to the Customer.
7.4 License. In consideration of payment of the applicable fees, Catenda grants the Customer a non-exclusive, non-transferable, non-sublicensable license to access and use the Subscription Service during the Subscription Term, in accordance with this Agreement. The Customer may not copy, reproduce, or modify the Subscription Service or its documentation, except as expressly permitted.
7.5 Feedback. If the Customer provides suggestions, ideas, or feedback regarding the Subscription Service, Catenda may use such feedback without restriction or obligation to the Customer.
8. Termination
8.1 Termination for Cause. Either Party may terminate this Agreement for cause: (a) upon thirty (30) days' written notice of a material breach, if such breach remains uncured at the expiration of the notice period; or (b) immediately, if the other Party becomes subject to bankruptcy, insolvency, liquidation, or similar proceedings.
8.2 Termination and Suspension by Catenda. Catenda may terminate on 30 days' written notice if the Customer (a) makes public statements about Catenda that are demonstrably false and materially damaging; (b) is convicted of or admits criminal conduct related to its use of the Service; or (c) uses the Service in a way Catenda reasonably judges to materially harm the Service, Catenda, or other customers, and does not cure it within the notice period. Catenda may suspend access immediately where the Customer's use breaks the law or this Agreement, or poses an imminent security risk.
8.3 Suspension for Non-Payment. Catenda may suspend access for non-payment in accordance with §4.5. A reactivation fee may apply upon reinstatement.
8.4 Effect of Termination. Upon termination or expiry: (a) the Customer will cease all use of the Subscription Service; (b) the Customer may export Customer Data for ninety (90) days per §6.6; (c) after the ninety (90) day window, Catenda may delete Customer Data unless otherwise agreed in writing; (d) if the Customer terminates for Catenda's material breach, Catenda will promptly refund any prepaid but unused fees; (e) if Catenda terminates for the Customer's breach, all unpaid fees through the end of the Subscription Term become immediately due, except where the Customer exits under §6.7, in which case §6.7 governs the fees payable.
8.5 Survival. Sections 7 (IP and Data), 9 (Confidentiality), 10 (Liability), 11 (Data Protection — surviving obligations only), and 13 (Governing Law) survive termination of this Agreement.
9. Confidentiality
9.1 Mutual Obligations. Each Party agrees to treat as confidential all non-public information disclosed by the other Party in connection with this Agreement ("Confidential Information"). Neither Party will disclose Confidential Information to any third party without the prior written consent of the disclosing Party, except as required by law, regulation, or court order. The receiving Party will use Confidential Information only for the purposes of this Agreement.
9.2 Exceptions. Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving Party; (b) was known to the receiving Party prior to disclosure; (c) is independently developed by the receiving Party; or (d) is lawfully received from a third party without restriction.
9.3 Permitted Disclosures. Each Party may disclose Confidential Information to its employees, agents, and professional advisors who need to know such information, provided they are bound by confidentiality obligations no less restrictive than this §9.
10. Limitation of Liability
10.1 Exclusion of Indirect Damages. Neither Party will be liable to the other for any indirect, incidental, special, consequential, or punitive damages, including damages for loss of profits, goodwill, use, or data, regardless of the cause of action or theory of liability, even if advised of the possibility of such damages.
10.2 Liability Cap. Each Party's total and aggregate liability under this Agreement will not exceed the total Base Subscription Fees paid or payable by the Customer during the twelve (12) months immediately preceding the event giving rise to the claim.
10.3 Exceptions. The §10 limits do not apply to: (a) the Customer's payment obligations; (b) gross negligence or wilful misconduct; or (c) liability that can't be excluded by law. For breaches of confidentiality (§9), each Party's liability is capped at 3× the Base Subscription Fees paid or payable in the 12 months before the claim. Liability for a Personal Data breach is governed by the DPA Addendum, and any cap it sets applies instead of §10.2.
11. Data Protection
11.1 Compliance. Each Party will comply with its obligations under applicable data protection law, including the EU General Data Protection Regulation (Regulation (EU) 2016/679), the UK GDPR, and the Swiss Federal Act on Data Protection (FADP).
11.2 Processing Roles. Where the Customer determines the purposes and means of processing Personal Data through the Subscription Service, the Customer is the data controller and Catenda is the data processor. The specific terms of data processing are set out in the Data Processing Agreement (DPA) Addendum.
11.3 DPA. Where the Customer processes Personal Data via the Subscription Service (which Catenda assumes by default unless the Customer notifies Catenda in writing to the contrary), the DPA is incorporated into this Agreement by reference and applies automatically. The DPA is published at catenda.com/legal/dpa and updated from time to time per MSA §16.
11.4 Security Incidents. Catenda will notify the Customer without undue delay, and no later than forty-eight (48) hours, after becoming aware of any confirmed breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to Personal Data processed on behalf of the Customer. Notification details are set out in the DPA Addendum.
11.5 International Transfers. Where Personal Data is transferred outside the EEA, the United Kingdom, or Switzerland to a jurisdiction not covered by an adequacy decision, the Parties will rely on the EU Standard Contractual Clauses (Commission Implementing Decision (EU) 2021/914), the UK International Data Transfer Addendum (issued by the UK Information Commissioner under §119A of the Data Protection Act 2018), and/or the Swiss FDPIC-approved transfer clauses, as applicable, together with appropriate supplementary measures following a transfer impact assessment. These transfer mechanisms are incorporated by reference into the DPA Addendum.
12. Force Majeure
Neither Party will be liable for any delay or failure in performance due to events beyond its reasonable control (including pandemics, sanctions or governmental restrictions, large-scale cyber-attacks, and prolonged outages at the Hosting Partner). The affected Party will promptly notify the other and use reasonable efforts to mitigate. Either Party may terminate this Agreement with immediate effect if the event continues for more than two (2) months.
13. Governing Law and Disputes
13.1 Governing Law. This Agreement will be governed by and construed in accordance with the laws of Norway, without regard to its conflict of law provisions. The applicable Order Form may specify a different governing law where the contracting Catenda entity so requires.
13.2 Dispute Resolution. Any dispute arising out of or in connection with this Agreement will first be referred to the executive management of each Party for resolution in good faith. If the dispute is not resolved within thirty (30) days, it will be referred to the ordinary courts of Norway, with Oslo tingrett as the exclusive venue. The applicable Order Form may specify a different exclusive venue where the contracting Catenda entity so requires.
14. Consulting Services
14.1 Scope. The Parties may agree on Consulting Services, including training, implementation, integration, and customisation work. Unless otherwise agreed, Consulting Services are invoiced at Catenda's then-current hourly rate.
14.2 Standard Rate. Unless otherwise agreed, the standard hourly rate for Consulting Services is EUR 150. Rates may be adjusted annually by Catenda on thirty (30) days' notice.
14.3 Expenses. Travel and subsistence expenses incurred in connection with Consulting Services will be reimbursed based on actual costs or rates set by the applicable tax authority of the relevant jurisdiction.
15. Assignment
Neither Party may assign any of its rights or obligations under this Agreement to a third party without the prior written consent of the other Party. However, either Party may assign this Agreement in connection with a merger, acquisition, reorganisation, or sale of substantially all of its assets, provided that the assignee agrees in writing to be bound by the terms of this Agreement.
16. Amendments
16.1 Material Changes. Catenda may update this MSA from time to time. Material changes will be communicated at least thirty (30) days in advance via email or in-app notification to customers with active subscriptions.
16.2 Objection to Changes. If the Customer objects in writing within the thirty (30) day notice period, Catenda may either revoke the change for the Customer or allow the Customer to terminate at the end of the then-current Subscription Term.
16.3 Order of Precedence. No modification of this Agreement will be effective unless made in writing. A written amendment signed by both Parties prevails over the document(s) it amends. In the event of conflict between unmodified documents, the order of precedence is: Service Addenda > Order Form > this MSA. Where the Order Form expressly states that a specific term prevails over a Service Addendum, that term prevails to the extent stated.
17. General Provisions
17.1 Entire Agreement. This Agreement (including all Order Forms and Service Addenda) constitutes the entire agreement between the Parties with respect to the Subscription Service and supersedes all prior agreements, negotiations, and representations.
17.2 Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will continue in full force and effect.
17.3 Waiver. Failure by either Party to enforce any provision of this Agreement will not constitute a waiver of that provision or any other provision.
17.4 Independent Contractors. The Parties are independent contractors. Nothing in this Agreement creates a joint venture, partnership, employment, or agency relationship.
17.5 Notices. All formal notices under this Agreement will be in writing and sent to the addresses specified in the Order Form or to the designated contact points published at catenda.com/legal.
Schedule of Service Addenda
The following Service Addenda are available and apply when referenced in an Order Form:
- SLA Addendum — Enhanced uptime commitments, response times, and service credit structure. When required: Enterprise and mid-market customers requiring SLA above the base 99%.
- DPA Addendum — Data Processing Agreement under GDPR Art. 28, including SCC modules, subprocessor management, and breach procedures. When required: All customers processing Personal Data via the Subscription Service.
- Premium Support Addendum — Phone support, dedicated CSM, priority response, and extended hours. When required: Customers on the Premier Success Plan.
- API / Integration Addendum — API usage limits, rate limits, data transfer caps, and integration-specific terms. When required: Customers using the Catenda API or integrations.
- Regional Addendum — Jurisdiction-specific terms (e.g., DACH reverse-charge, healthcare data, public-sector procurement, language). When required: Customers in jurisdictions requiring local terms.
The DPA is published at catenda.com/legal/dpa. For the current version of any other Service Addendum referenced in your Order Form, contact post@catenda.com.