MSA Agreement: Definition, What's Included
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Quick Facts — MSA Agreement Lawyers
- Avg cost to draft a Master Services Agreement: $820.00
- Avg cost to review a Master Services Agreement: $490.00
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- Clients helped: 218 recent MSA agreement projects
- Avg lawyer rating: 4.95 (58 reviews)
What is an MSA Agreement?
A Master Service Agreement (MSA) is a legal contract that defines the basic terms and conditions that will govern future transactions or agreements between a service provider and another entity. MSA agreements are helpful to parties to the contract, including clients, because they make it easy to do business together by providing a clear pathway and structure to create new agreements.
In this article, we will go over why an MSA agreement is important, what it should include, and how it is different from a statement of work. Then, we’ll offer some helpful advice that you can you if you still need help.
Why Use an MSA Agreement?
Master Service Agreements (MSAs) are legally binding agreements between two or more parties that lay the groundwork for future agreements or transactions. When companies have ongoing relationships with clients or other entities, MSAs make it easier to enter contracts and can also speed up contract negotiations.
Here are some of the benefits master services agreements offer:
- Makes the contract process straightforward
- Sets a foundation for expectations of all parties
- Allows companies to plan for the future
- Gives parties more time to respond to contract proposals since the basic details are already in place
- Saves time and money
- Allows for more flexibility in long-term business relationships
- Gives specific instructions on what to do in the event of a missed deadline, property damage, missed payment, and more.
Check out this article to learn more about why MSA agreements are useful.
What Should an MSA Agreement Include?
When you create a Master Service Agreement (MSA), several major areas must be addressed. Ensuring that your agreement is as complete as possible will help streamline business processes, maintain healthy relationships between all parties to the agreement, and set a solid foundation for an ongoing partnership.
Here are the top areas that must be covered in any successful MSA:
Management of Products and Projects
Master service agreements should state who is responsible for delivering and receiving products, who will take care of them, and how they will be handled. Project management information determines who will make sure any project stays on track to meet deadlines and what steps can be taken if anything goes awry.
Financial Guidelines
An essential part of any project is what makes the world go round: money. An MSA should clearly state when payments are due, how they will be taken, and what happens if a late payment occurs. This portion of the contract should also state who is responsible for keeping track of payments.
Insurance Information
Insurance is a vital part of project protection and cannot be overlooked. Remember to include details about who provides insurance, who pays for it, and what the coverages are in your MSA. Don’t forget to mention what the penalties are if insurance premiums are not paid.
Project and Product Protection
No matter how well you plan, things can go wrong. Having a process set up for backup funding and escrow is a great way to protect all parties to the contract. Make sure your agreement has specific details about who is responsible for these.
Scope of Work
Including details about the scope of work such as what work is to be done, who will do it, and how long it will take is a great way to keep everyone informed and on the same page. Placing information about this in the master service agreement clearly defines party responsibilities, which will make the relationship more productive in the long run.
Subcontractors
From time to time, you may need the help of a third party, such as an independent contractor , to complete a project, so it is a good idea to include this in the MSA. Make sure all the rules and guidelines regarding how this type of individual will be hired, what standards they are held to, and who is responsible for keeping the project in check.
Indemnification Clause
An indemnification clause is a liability clause that serves to shift the potential of liability from one party to another. Make sure it is clear who is liable for things like damages, penalties, and lawsuits.
Non-Solicitation Clause
A non-solicitation clause makes it illegal for one company to steal employees or partners from another. Including this in your MSA protects your workforce from being poached by a competitor. It is worth noting that the enforceability of a non-solicitation clause may vary based on jurisdiction.
Force Majeure Clause
If a natural or unavoidable event happens that causes damage or would otherwise cause parties to violate one or more terms of a contract, the force majeure clause removes liability from parties. This is essential to protecting businesses when unforeseen circumstances arise that cannot be prevented, like an act of nature such as a hurricane or a tornado.
Dispute Resolution Clause
Dispute resolution clauses provide important details about processes and requirements needed to resolve disputes between parties. They help make it easier to resolve conflicts, paving the way for stronger business relationships.
Change Orders
There are times when the scope of work on a project must be modified. This could be due to requests from a client or other unforeseen circumstances. A change order gives specific instructions and processes to be filed if the scope of work must be modified.
Termination Clause
A termination clause tells parties what actions could result in termination, who is responsible for payment and how much, penalties for early termination, and more. Termination clauses are important to ensure that all parties receive fair treatment at the end of their working relationship.
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Master Services Agreement vs. Statement of Work
Although a master service agreement (MSA) and a statement of work might sound the same, there are several key differences that you should be aware of. Luckily, the list of differences is short and easy to understand.
Master Service Agreement
A master service agreement is a comprehensive contract that includes most of the important basic details that govern contracts and is meant to govern ongoing relationships. It includes high-level details about business relationships and serves as an overview for business partners to base their relationships on.
However, an MSA is not as detailed as a statement of work.
Statement of Work
A statement of work is a meticulously detailed contract between parties that are completing a project together. Unlike an MSA, a statement of work only governs the terms of an agreement on a single project at a time. Statement work contracts are supplemental to master service agreements since they provide all the details that an MSA does not.
Who Writes an MSA Agreement?
If you need help with writing an MSA agreement, business lawyers can help. Don’t risk going into a project unprotected with no foundation for a healthy ongoing business relationship. Post a project on ContractsCounsel today to get connected with business lawyers who specialize in master service agreements. All lawyers in the CC network are vetted and peer reviewed for you to explore before hiring.
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Keidi C.
Keidi S. Carrington brings a wealth of legal knowledge and business experience in the financial services area with a particular focus on investment management. She is a former securities examiner at the United States Securities & Exchange Commission (SEC) and Associate Counsel at State Street Bank & Trust and has consulted for various investment houses and private investment entities. Her work has included developing a mutual fund that invested in equity securities of listed real estate investment trusts (REITs) and other listed real estate companies; establishing private equity and hedge funds that help clients raise capital by preparing offering materials, negotiating with prospective investors, preparing partnership and LLC operating agreements and advising on and documenting management arrangements; advising on the establishment of Initial Coin Offerings (ICOs/Token Offerings) and counseling SEC registered and state investment advisers regarding organizational structure and compliance. Ms. Carrington is a graduate of Johns Hopkins University with a B.A. in International Relations. She earned her Juris Doctorate from New England Law | Boston and her LL.M. in Banking and Financial Law from Boston University School of Law. She is admitted to practice in Massachusetts and New York. Currently, her practice focuses on assisting investors, start-ups, small and mid-size businesses with their legal needs in the areas of corporate and securities law.
"Keidi was excellent; quick turnaround even during the Holidays. Thank you."
Max K.
Transactional attorney with experience in drafting, reviewing and negotiating contracts, licenses, leases, general business practices and dispute resolution. Licensed in Nevada, California and New York. I never charge for phone calls - happy to chat. www.linkedin.com/in/maxkelner
"I have been attempting to find an attorney for this project for months. I am extremely thankful I connected with Max and that he delivered."
Robert M.
Robert is a sixth-generation Tennessean and part of a long line of Tennessee attorneys: There has been a Marks attorney in Tennessee since 1856. In 1929, Robert’s great-grandfather established an event venue, Shadowbrook, which Robert has worked at his entire life, including managing for 10 years. He knows what business owners are dealing with—especially venue owners—because he has dealt with it. While Robert loves the hospitality industry, he pursued his passion. In 2016, Robert decided to attend law school and continue managing the business. He thrived. He was a founding member of the Nashville School of Law's Legal Aid Society, received the Tennessee Supreme Court’s Law Student for Justice award, and interned with the Tennessee Supreme Court's Access to Justice Commission. Before co-founding Mercury Legal Group, Robert focused on estate planning in solo practice. In this role, he helped clients protect what they had spent a lifetime building. Now he helps his clients build their businesses by providing tailored legal services.
"Robert is so professional and yet friendly! He was very easy to work with. I explained my situation and he has immediate solutions to get everything worked out. I’m su with his work ethic and overall attentiveness to the project. He will be my new lawyer moving on."
Laurie R.
Business-minded, analytical and detail-oriented attorney with broad experience in real estate and corporate law, with an emphasis on retail leasing, sales and acquisitions and real estate finance. Extensive experience in drafting complex commercial contracts, including purchase and sale contracts for businesses in a wide variety of industries. Also experienced in corporate formation and governance, mergers and acquisitions, employment and franchise law. Admitted to practice in Colorado since 2001, Bar No. 33427.
"Absolutely incredible experience working with Laurie! I certainly will work with her hopefully in the future, and would highly recommend working with her for commercial lease agreement review. Very detailed, and extremely quick and responsive!"
June 17, 2023
Nancy B.
I was born in Charlotte, NC and primarily raised in Dalton, GA. I graduated from Dalton High School in 1981 where I was in the band and the French club. I also participated in Junior Achievement and was a member of Tri-Hi-Y. New York granted my first license as an attorney in 1990. I then worked as a partner in the firm of Broda and Burnett for almost 10 years and as a solo practitioner for about 2 years. I worked as a general practitioner (primarily doing divorces, child abuse cases, custody matters and other family law matters, bankruptcy, real estate closings, contracts, taxes, etc.) and as a Law Guardian (attorney who represents children). I obtained my license in Tennessee in December 2002 and began working as an associate at Blackburn & McCune from February of 2003 until May of 2005. At Blackburn & McCune I provided telephone legal counsel to Prepaid Legal Services (now known as Legal Shield) members, wrote letters for members, reviewed contracts, attended hearings on traffic ticket matters and represented members with regard to IRS matters. In May of 2005, I went to work for North American Satellite Corporation where I served as Corporate Counsel. I handled a number of taxation issues, reviewed and wrote contracts, counseled the CEO and Board of Directors on avoiding legal problems and resolving disputes, and represented employees on a variety of matters, and also assisted the company for a period of time as its Director of Accounting. In 2010, I volunteered as a law clerk for Judge Robert Adams in Dalton, Georgia until I obtained my license to practice law in Georgia in November, 2010. In Georgia, I have handled a variety of family law matters, drafted wills, advanced health care directives, power of attorney documents, reviewed and drafted contracts, and conducted real estate closings. Currently, I accept cases in the areas of adoption, child support, custody, divorce, legitimation and other family law matters. In addition, I handle name change petitions and draft wills.
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David M.
Michigan and USPTO licensed attorney with over 20 years of experience on counseling clients in the fields of intellectual property, transactional law, technology involvement, negotiations, and business litigation.
Derek C.
June 19, 2023
Derek C.
With over a decade of experience in transactional legal work, I provide clients with comprehensive, practical, and tailored solutions in real estate, business law, and estate planning. My focus is on delivering precise, client-centered services that protect your interests and help you achieve your goals. What I Offer: Real Estate Law: Expertise in drafting, reviewing, and negotiating contracts for purchases, sales, leases, easements, title documents, and closings. Whether you're dealing with commercial, multifamily, or residential properties, I’ll ensure your transaction is seamless and secure. Business Law: Skilled in forming entities, drafting contracts, and other key negotiations. From startups to established businesses, I provide legal guidance to help you operate and grow with confidence. Estate Planning: Comprehensive estate planning services, including wills, trusts, powers of attorney, and healthcare directives. I work closely with clients to create customized plans that protect their assets and ensure their wishes are honored. Transactional Expertise: A proven track record of navigating complex deals efficiently and accurately, reducing risks and delivering results. Why Work With Me? Client-Centered Approach: I prioritize your unique needs, ensuring tailored solutions and clear communication throughout. Attention to Detail: My meticulous approach ensures that every document, negotiation, and agreement is handled flawlessly. Proven Results: For over 10 years, I’ve helped clients close real estate deals, secure favorable business outcomes, and establish estate plans that offer peace of mind. Let’s work together to secure your future, protect your assets, and simplify complex legal transactions. Contact me today to discuss how I can support your real estate, business, or estate planning needs!
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Browse Lawyers NowLawyer Reviews for MSA Agreement Projects
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"Dolan was great to work with! He's very responsive and I was impressed with his turnaround time. Will reach out to him again for any future contract needs and would recommend to others. Thank you Dolan!"
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"Responsive & professional turnaround. Would work with Neil again in the future!"
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Quick, user friendly and one of the better ways I've come across to get ahold of lawyers willing to take new clients.
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Review MSA agreement / redline
Location: New York
Turnaround: A week
Service: Contract Review
Doc Type: Master Services Agreement
Page Count: 35
Number of Bids: 8
Bid Range: $675 - $1,950
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