Linda's standard template · MSA
Master Services Agreement
A reusable framework for establishing the relationship. Pair it with a Work Order for each defined engagement.
1. Parties & purpose
This Master Services Agreement is entered into as of [effective date] by and between [provider legal name] and [client legal name]. It establishes the general terms under which the provider may deliver cybersecurity, managed IT, advisory, testing, compliance, or related services described in one or more Work Orders.
2. Services & Work Orders
Each Work Order should identify the scope, deliverables, schedule, dependencies, fees, acceptance criteria, and named contacts for the applicable engagement. If an approved Work Order conflicts with this Agreement, the Work Order controls only for that engagement and only where it expressly identifies the conflict.
3. Client responsibilities
- Provide timely access, information, decisions, and personnel reasonably required for the services.
- Identify systems, data, environments, and third parties that are in scope or excluded.
- Maintain appropriate authorization for testing, monitoring, and administrative activity.
- Review deliverables and raise questions or objections within the period stated in the applicable Work Order.
4. Commercial terms
Fees, invoicing cadence, payment terms, reimbursable expenses, taxes, renewal terms, and any rate adjustments should be completed in the applicable Work Order or commercial schedule.
Fees
[fixed fee / recurring fee / time and materials]
Payment
[invoice timing and payment terms]
5. Confidentiality, privacy & security
Define confidential information, permitted use, required safeguards, incident notification, data handling, retention and deletion, subcontractor access, and any privacy addendum or data-processing terms required for the engagement.
6. Intellectual property & deliverables
Document ownership of pre-existing materials, tools, methods, reports, configurations, work product, and client data. State the license or reuse rights each party receives and any restrictions on disclosure or publication.
7. Warranties, liability & insurance
Complete the representations, warranty disclaimers, indemnities, limitation of liability, required insurance, and any special risk allocation appropriate to the services and the client’s obligations.
8. Term, termination & general
Include term, renewal, termination for cause or convenience, transition assistance, survival, notices, independent contractor status, assignment, force majeure, dispute resolution, governing law, and the complete-agreement language.
9. Signatures
[Provider legal name]
By: ____________________
Name / title: ____________________
Date: ____________________
[Client legal name]
By: ____________________
Name / title: ____________________
Date: ____________________