What is Managed Services Agreement Drafting?
A managed services agreement is a legal contract between a client and a managed services provider. Managed services providers are specialized companies that provide a range of support services to companies on a contractual basis, such as IT support and HR services.
The agreement specifies various terms of their working relationship and how services will be provided. This includes clarifying payment terms, roles and responsibilities, and more.
By having a clear and detailed managed services agreement, you can ensure that the project goes according to plan as it lays down guidelines for operations and resolving issues that could arise during the project.
Read the rest of this article for key terms to include in a managed services agreement, how to draft it, and why you’ll benefit from hiring a qualified lawyer to draft it for you.
What Essential Terms are in a Managed Services Agreement?
A managed services agreement should contain the following information:
- Services scope. This section of the agreement outlines the specific services that will be provided.
- Service level agreements (SLAs). This is included in a managed services agreement to establish the performance standards to meet.
- Roles. Both parties’ duties must be explained to prevent overlap and ensure their expectations are aligned.
- Payments. It’s important to describe how the client will be billed and what pricing models will be followed. This section can also include information about payment due dates and payment schedules.
- Data and security. If data will be shared, the agreement must specify who owns it and data-compliance duties for parties to fulfill.
- Term and termination. The agreement’s effective start and end dates must be included as well as how parties can end the contract early.
- Dispute resolution. How conflicts can be resolved, such as via mediation or arbitration, must be specified.
What are Tips for Drafting a Managed Services Agreement?
Once you have established the key terms to include in your managed services agreement, there is additional information to feature to protect parties’ interests and ensure smooth service delivery.
Include Late Payment Processes
When writing your payment terms, don’t neglect to mention how late or missed payments will be handled. This could include charging penalties. Being transparent about this in your contract can help to prevent billing disputes.
Mention Excluded Services
While you should describe the services that will be provided under the agreement, you should also mention if any services are excluded. This will ensure that parties know what’s expected of them and avoid confusion over deliverables.
Focus on Service
To be sure that the managed services provider commits to quality standards, the agreement should include SLAs and performance expectations. This section should provide information regarding response times, system uptimes, and timeframes for resolving issues.
Specify Both Parties’ Roles
The managed services agreement should describe what both parties are responsible for doing. This prevents service delivery ambiguity that can result in challenges or miscommunication.
Consider Liability and Indemnification
This section of the agreement is essential to include. It explains the parties’ liability and explains who will be responsible if something goes wrong, such as if data is lost or there’s a system failure. This serves to minimize your legal risks.
Describe Issue Reporting
It’s important to mention how clients can report urgent issues. This keeps communication open and transparent between parties so that they can avoid any project delays or disputes arising from a lack of performance.
Consider Non-solicitation Provisions
A non-solicitation clause can be beneficial for a company to include in the agreement because it protects them against losing key staff members to the other party during or after the agreement.
Think About Your Requirements
Your managed services agreement should be aligned with your specific requirements. Think about your business’s needs, risk profile, and what services you need. This ensures your agreement will be tailored to your situation and working relationship.
How Does a Lawyer Draft a Managed Services Agreement?
When writing a managed services agreement, you might want to hire a qualified lawyer to draft it for you. This is because a lawyer can help you by:
- Correctly identifying the parties and the services provided.
- Setting clear and reasonable service levels, which establish measurable standards.
- Clarifying how responsibilities and obligations are allocated.
- Providing payment terms that specify fees, invoicing processes, and payment deadlines.
- Changing the service scope if required, ensuring modifications are done properly and in writing to avoid disputes.
- Evaluating intellectual property (IP) ownership for IP that’s used or created during the agreement.
- Protecting your confidential information by requiring parties to only use the information as authorized.
- Reviewing a managed services agreement that you’ve drafted so it’s clear and not missing any important information.
Where to Find a Lawyer for Managed Services Agreement Drafting
Finding a lawyer to draft your managed services agreement shouldn’t be a stressful or time-consuming experience. Use an online legal platform that gives you access to reputable, experienced lawyers who are skilled at drafting and reviewing contracts.
ContractsCounsel is one of the largest online legal marketplaces that connects you to a curated network of vetted lawyers. If you want to request that a lawyer on the platform drafts your managed services agreement, here are the steps you should follow:
- Visit the ContractsCounsel marketplace, where you can post your request for free.
- Wait to receive lawyer bids. Without having to search for a lawyer, you’ll receive multiple bids from lawyers directly on the platform.
- Review lawyer information. The ContractsCounsel platform provides extensive information about its lawyers, such as their location, client ratings for previous projects, credentials, and years of experience.
- Select the most suitable lawyer for your legal requirements and hire them. They’ll draft your managed services agreement for a flat fee. You can also request a legal review of your contract.
