Contract templates · Agencies & Client Services
Agencies and IT providers that renegotiate legal terms on every project waste weeks. A master services agreement agrees the legal terms once and lets each new project run on a short SOW.
A master services agreement (MSA) sets the legal terms for an ongoing client relationship: how statements of work are issued, fees, change control, confidentiality, IP, warranties, indemnities, liability caps and termination. Individual projects are then documented in SOWs.
When you need one
- Ongoing client relationships with multiple projects
- Agencies, consultancies and IT providers
Key clauses in a Master Services Agreement
These are the clauses the template includes, and what each one does for you.
Structure of SOWs
Explains how SOWs are created, signed and which document prevails in a conflict.
Fees and payment terms
Sets standard rates, invoicing and payment periods across projects.
Change control
Requires a written process for changes to scope, price or timing.
Confidentiality
Protects both parties' confidential information.
IP ownership
Decides who owns deliverables and pre-existing materials.
Warranties
Sets warranties about the quality of the services.
Indemnities and liability cap
Allocates risk through indemnities and caps total liability.
Term and termination
Sets the MSA's duration and how it and individual SOWs can be ended.
Common mistakes to avoid
- Uncapped indemnities that expose a small supplier to losses far beyond the contract value.
- No precedence clause, so SOW terms quietly override the MSA.
- Ending the MSA without saying what happens to live SOWs.
How to use the template
Download the Word file
Buy the Master Services Agreement template on My Contract Lawyer and download the editable .docx straight after checkout.
Fill in the brackets
Add names, dates, fees, scope and governing law, and delete optional clauses that do not apply to your deal.
Check it against local law
Rules differ between US states, the UK and EU countries, especially for employment, consumer and property contracts. Have a lawyer review high-value or unusual deals.
Sign and keep a copy
Sign on paper or with any e-signature tool, and store the final version where both sides can find it.
Get the Master Services Agreement (MSA) template
Lawyer-drafted and ready to edit in Word, Google Docs or Pages. One-time payment of $29, no subscription, instant download from My Contract Lawyer.
Frequently asked questions
MSA or one-off service agreement?
An MSA suits repeat work with the same client; a one-off project is simpler under a single service agreement.
Can a client's procurement team insist on its own MSA?
Large clients often do. Having your own MSA gives you a baseline to negotiate from.
What liability cap is usual?
Often fees paid in the previous 12 months, with carve-outs for things like confidentiality breaches.
Related contract templates
Templates are a starting point, not legal advice, and using one does not create a lawyer-client relationship. Contract law differs between countries and states, so check the finished document against local law.