An MSA generally contains the following elements: Scope of work: ensures that both parties understand what work will be delivered. Confidentiality: protects intellectual property and other proprietary information from being disclosed. Geography: defines where the work will be performed.
An MSA, or Master Service Agreement, is a comprehensive contract between two parties that outlines the general terms and conditions governing their business relationship. It serves as a foundation for future transactions or agreements. Its primary purpose is to speed up and simplify future agreements between parties.
In the aggregate, master supply agreements, or MSAs, are generally contracts that come into existence when a company maintains several contracts with the same supplier, and therefore seeks to streamline the process by merging them into a single agreement.
Contracts address the specific details of a particular project, transaction, or engagement. Think of the master agreement as the foundation or umbrella under which contracts operate. It sets the general terms, while contracts focus on the specific details and scope of each individual project.
At its most basic, an MSA is a contract between two or more parties that establishes what terms and conditions will govern all current and future activities and responsibilities. MSAs are useful because they allow the parties to plan for the future while also speeding the ratification of future agreements.
The Supply Agreement sets out the relationship between you, as a supplier, and the businesses that have purchased products that you are supplying to them. The Supply Agreement also sets out the important legal terms, such as clauses on supply and delivery of products, KPIs and reporting, Indemnities and more.
Because oilfield MSAs are unlike run-of-the-mill commercial contracts and have their own set of norms, businesses are best served utilizing an attorney who negotiates MSAs as a core part of his or her practice and who is up to speed on the current industry contracting standards.
If you are a business that enters into multiple Master Service Agreements per year, it is to your advantage to work with a business lawyer to prepare your own Master Service Agreement template and related Statements of Work for consistency, risk mitigation and control purposes.
Using an MSA streamlines the process and prevents you from having to re-negotiate standard terms for every new project. MSAs typically last for several years. During that time, you can execute multiple SOWs with the vendor without having to create new contracts. This saves tons of time and legal fees in the long run.