Master Services Agreement

This Master Services Agreement ("MSA") governs Court Nox software subscriptions and related services between Nox LLC ("Provider") and the purchasing court or public-sector customer ("Customer").

1. Scope of services

Provider will deliver the Court Nox services described in the applicable quote, order form, or statement of work (collectively, "Order"). Baseline scope may include:

• Cott integration for petit jury venire import.
• Juror master database and history tracking.
• Summons and qualification questionnaires (print, digital, QR).
• Court roll call and day-of-trial check-in workflows.
• Petit jury reporting for court-authorized stakeholders.
• Excusal and deferral management with approval tracking.
• Juror notifications via approved channels (email, SMS, mail).
• Secure juror portal and role-based access controls.
• Security controls, audit trails, support, hosting, updates, and training.

Features marked as planned, optional, or future expandability are not committed deliverables unless expressly included in an executed Order.

2. Commercial terms

Fees, billing cadence, and initial term are defined in the applicable Order. Service renews automatically at the end of each term for like successive terms unless canceled by either party.

Either party may cancel at any time during an active term. If canceled mid-term, the service continues through the paid-through date and no pro rata refund is owed for unused time in that active term.

Any renewal price increase will be sent at least thirty (30) days before renewal to the billing contact email associated with the account.

Additional or one-time services (for example implementation, data migration, or custom development) must be stated in the applicable Order.

3. Customer responsibilities

• Provide timely access to required systems, personnel, and operational policies.
• Maintain lawful basis and authority for juror/case data processing.
• Manage user accounts and role assignments consistent with least-privilege practices.
• Maintain secure endpoint practices (device security, credential hygiene, and phishing awareness).
• Promptly notify Provider of suspected compromise or unauthorized access.
• Review and approve configuration and workflow decisions before production use.

4. Security and data protection

Provider will maintain commercially reasonable administrative, technical, and organizational safeguards and follow industry best practices appropriate to the service, including encryption in transit where supported, access controls, logging, and backup practices.

Provider does not warrant that any service is immune from all attacks or unauthorized access. Security is a shared responsibility between Provider and Customer.

5. Security incident allocation

Provider is responsible for security incidents to the extent caused by Provider's breach of this MSA or Provider's gross negligence or willful misconduct.

Provider is not responsible for incidents caused by Customer systems, credentials, endpoint compromise, Customer misconfiguration, social engineering of Customer personnel, or other causes outside Provider's reasonable control.

In the event of a suspected incident, both parties will cooperate in good faith on containment, remediation, and legally required notifications.

6. Support and maintenance

Provider will supply hosting, updates, and support as defined in the applicable Order. Response and resolution targets may be documented in a separate SLA or support policy.

7. Intellectual property

Provider retains all rights in the Court Nox platform, software, documentation, and improvements. Customer retains rights in Customer-provided data and records.

8. Indemnification

Customer will indemnify and defend Provider from third-party claims arising from Customer data, Customer misuse, Customer policy decisions, or Customer violation of law.

Provider will indemnify and defend Customer from third-party claims that the core service, as provided by Provider and used as authorized, infringes a U.S. intellectual property right, subject to customary exclusions (including Customer modifications and combinations not supplied by Provider).

9. Term and termination

This MSA remains in effect while an Order is active. Either party may terminate for material breach if the breach is not cured within the notice period in the Order. Upon termination, access may be suspended and data returned/exported as set forth in the Order and law.

10. Warranties and disclaimers

Except as expressly stated in an executed Order, services are provided "as is" and "as available," without implied warranties. Provider does not warrant uninterrupted or error-free operation.

11. Limitation of liability

To the maximum extent permitted by law, neither party is liable for indirect, special, incidental, or consequential damages. Aggregate liability is limited to amounts paid under the applicable Order during the twelve (12) months preceding the event giving rise to the claim, except where prohibited by law.

Liability limitations do not apply to willful misconduct, fraud, or obligations that cannot be limited by law.

12. Force majeure

Neither party is liable for delay or failure to perform due to causes beyond reasonable control, including widespread network outages, denial-of-service attacks, zero-day exploitation campaigns, natural disasters, or government action.

13. Order of precedence

In the event of conflict: (1) executed Order, (2) signed addendum/SOW/SLA, (3) this MSA, (4) website policy pages.

14. Governing law

Louisiana law governs this MSA, unless a signed Order states otherwise.

15. Contact

Contract questions: info@courtnox.com