Master Service Agreement

According to, a master service agreement is, “when two parties agree to a contract that will settle most details and expectations for both parties. It’ll state what each group has to do to honor their end of the bargain. It’ll also show which services apply in the master service agreement.

The goal of a master service agreement is to make the contract process faster. It also should make future contract agreements simpler. A master service agreement (MSA) is also called a service level agreement (SLA).”

Upcounsel continues to list different aspects of a MSA:

  • Confidentiality: The parties agree they won’t share company secrets with outside parties.
  • Delivery requirements: The businesses decide who will deliver what and when.
  • Dispute resolution: Should issues arise, the MSA states how the parties will resolve their conflict.
  • Geographic locations: Both groups agree on where the employees will do the job.
  • Intellectual property rights: The parties decide how to handle ownership and usage of all patents and other IPs. The client will get all the IP in some instances. In others, the vendor provides perpetual rights while keeping their IP and patents.
  • Limitations of liability: The MSA lists who is the responsible party in the event of a lawsuit.
  • Payment terms: These terms show the expected cost as well as the payment schedule.
  • Venue of law: The MSA identifies the place where any legal resolution will occur. This could include arbitration or a specific state/federal court.
  • Warranties: The groups agree on the coverage and scope of the warranty.
  • Work standards: This part of the MSA states what each party considers acceptable work. Failing to live up to the work standards is a frequent cause of disputes. talks about the advantages of having a MSA:

“Many small companies use contractual templates, or cut-and-paste provisions, from one contract to another. This typically occurs when moving quickly is essential. For example, a partnership opportunity may suddenly arise, or a prospective customer may request a nonstandard service immediately. By implementing an MSA when time is not a concern, companies avoid the potential issues that arise from poorly constructed contracts. Therefore, MSAs help companies avoid contractual disputes and reduce the risk of litigation. Because operating environments, technology and markets change, businesses must monitor MSAs and make updates when necessary.”

It is important to get a legal look over the contract to ensure that you don’t breach the contract. You need a thorough attorney, such as the hard-work individuals at Broussard Dove Law, to look over and consult with you on of your business negotiations and contracts.