J. Rohleder Law, PLLC
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Simplify Your Professional Services Business: Master Services Agreement


Head’s Up

Here’s what is covered in this post:

  • What a Master Services Agreement is

  • What’s included in a Master Services Agreement

  • Using Statements of Work to cover the project details


What is a Master Services Agreement?

When you are running a professional services business, it is easier to sell work to an existing client than constantly getting new clients. But do you really have to go through the whole contract negotiation process each time? (or worse, not have a contract because it’s too much of a hassle?!?)

Enter the Master Services Agreement or “MSA” — one contract to rule them all.

Basically, an MSA lets you agree upfront on how you will make future contracts. You take care of most of the “legal stuff” in the MSA, so that when the time comes for a new project, you and your client client can quickly move forward with the job details.

MSAs typically include the following contract elements:

  1. Confidentiality

  2. Intellectual Property rights and protection

  3. Payment terms

  4. Limitations of liability

  5. Warranties

  6. Work standards

  7. Dispute resolution

  8. Venue of law

The goal is to cover as many issues as possible that are unlikely to change from project to project.

Using an MSA will make your contracting process faster and should make future projects with the same client much easier. A win-win for you and your client. Plus no more quick cut-and-paste contracts that will give your attorney heart palpitations. * ahem * win-win-win.

Special Snowflakes: The Statement of Work

I know. Each of your projects are different, even when they are with the same client. How can you possibly just have one contract that covers everything? Answer: the Statement of Work.

Here’s where we get to dive into the details. Anything that will vary from project to project gets documented in its own statement of work (SOW). And it works for any type of service.

Here you define the project’s requirements, pricing, schedule, and any other special terms.

Pro tip: Each SOW is separately executed between you and your client. It is a contract in its own right. Do yourself a favor and establish a unique numbering scheme for each one, so you can reference them easily.

The SOW will incorporate the terms of the MSA. This is good for two reasons:

  1. You won’t have to renegotiate these terms every time a new project comes up. Save yourself some time, money, and headaches with contract administration.

  2. You still have the flexibility to change an MSA term in the SOW. The SOW will control the project. If the project needs an exception to one of the MSA terms, you simply document that exception within the SOW.

The MSA will govern the overarching relationship between you and your client. The SOW will govern the specific project you are working on.

Be a Business Rock Star

The more things about your business that you can standardize, the more organized and confident you will feel. This is true no matter how customized your service offering is. You deserve better than an ad hoc contract process.

Developing an MSA may seem like a daunting task. Luckily, you only have to do it once; simply re-use it with each new client. And I am happy to help you - let’s get it done!