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A Master Services Agreement is meant for phased project work and includes a Statement of Work. Each new phase of an ongoing project or any new project you start will have different services completed and different payment amounts, timelines, and other conditions. So, rather than signing up a whole new contract each time, the new project or phase gets a Statement of Work with the details specific to it. That Statement of Work then becomes part of the master terms and conditions in the (you guessed it) Master Services Agreement.

Examples of companies that use a Master Services Agreement include website developers, software developers, and other project-based services companies.

Master Services Agreement Example

A software developer might use a Master Services Agreement because the app being worked on will be developed over several phases. The first phase might be beta testing, the second a minimum viable version of the app for user testing, and the third phase the actual market launch with full features. Each phase will have different work to be done and so a new Statement of Work for each phase describes the work, payment terms, timelines, and other specifics of that phase. The first Statement of Work will cover the beta testing, and the second Statement of Work covers the minimum viable product version, and so on until all the phases are completed.

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A Statement of Work goes along with your Master Services Agreement. If you’re unfamiliar with Master Services Agreement, be sure to read the description above first. A Statement of Work describes the work being done for a phase of your project, how much it will cost, key timelines and deadlines for the work being done right now, and other important parts of the project. When you start a new phase of your project or services, you do up another Statement of Work, and so on until the project is complete.

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Service-based companies – like consultants, freelancers, independent contractors, website designers, marketers, and other service businesses – use a Services Agreement to sell their services to their clients. A Services Agreement is meant for one-time deliverables or for longer term services relationships where the type of services stay mostly the same. For example, a content writer could be hired to write a single article or they could be hired to write ongoing blog, marketing, and other content for a company.

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Use a Consultant Agreement to hire a consultant for some work or a project. Consultant Agreements are a type of services agreement.

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Companies often hire people as independent contractors instead of employees. Maybe the person will be a temporary member of your team or they’ll work for other companies too and so it doesn’t make sense for them to be an employee right now. Whatever the reason, this type of services agreements is customized for a worker joining your team as an independent contractor.

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Your Services Terms & Conditions have all the “fine print” legal stuff you need, like your disclaimers, return policy (if any), and ownership of intellectual property. You attach your Services Terms & Conditions to an order form or invoice. They’re meant for short service projects or one-time sales, like creating a logo, doing a voice-over audio file, selling digital assets like an explainer video, or repairing some equipment.

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Online stores and e-commerce companies use Sales Terms & Conditions when they sell their products online. Your Sales Terms and Conditions (or just “T&Cs” for short) include things like your warranty and refund policies, shipping terms, product disclaimers, and other legal “fine print”.

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Software-as-a-Service (SaaS) is where a company gives access to a software platform for a subscription fee. The Terms of Service are the agreement between you and your customer (sometimes called a ‘user’) about their access to your software platform.

As a software-as-a-service (SaaS) company or app provider, you sell access to your platform to your customers. Those customers will have their own authorized users, which are their employees or independent contractors that will be using your SaaS platform or app on behalf of the customer. You may also have service providers working on your SaaS platform or app, such as independent software developers or designers. An Acceptable Use Policy tells these people how they are allowed to use your software platform or app, such as not using it to build a competing product, tampering with its security, or violating copyright.

Use a Service Level Agreement (SLA) if you will be guaranteeing certain uptime levels and providing technical support for your software-as-a-service (SaaS) platform customers.

API stands for Application Programming Interface, which is an intermediary program that allows two applications to talk to each other. API Terms of Use say how your API is allowed to be used. They also protect the intellectual property you have in your API.

If you have an app that’s downloaded onto someone’s device (e.g., iOS, Android), use an End User License Agreement (EULA) to license its use to your customer, say how the software can be used, and to protect your intellectual property.

If you have software that’s downloaded onto your customer’s desktop environment or systems, use a Software License Agreement to license its use to your customer, say how the software can be used, and to protect your intellectual property.

In privacy law, there are data controllers and data processors. A data controller could be the individual (sometimes called the “data subject”) or it could be a company that holds the personal information and is sharing it with another company. The controller is the person or business that controls how the information can be used. A data processor is a business that uses the personal information on behalf of the controller for some purpose.

A Data Processing Agreement is a contract between a data controller and a data processor about how the information can be used. In some areas, like in Europe where GDPR (the General Data Protection Regulation) applies, a Data Processing Agreement may be mandatory.

In a software relationship, there is a licensor (the owner of the software) and a licensee (the customer using the software). Both parties want to be protected. The licensor wants its intellectual property to be secure. The licensee wants to know that if the licensor goes bankrupt or stops meeting its obligations under the software license agreement (the agreement that gives the licensee access to the software), it can continue to use the software.

A source code escrow agreement is the answer. An independent agent (called an “escrow agent”) holds the software source code and can only give it to the licensee if a specified event occurs, like the licensor becoming bankrupt or defaulting on its obligations under the software license agreement.

A Reseller is someone that sell subscriptions to your Software-as-a-service (SaaS) platform or app to your potential customers. The Reseller can get a commission on sales or can make a margin on the purchase price charged to a customer. Your Reseller Agreement will also say if the Reseller is responsible for customer onboarding, training, and other services.

Use Referral Terms and Conditions to pay a referral fee or give an incentive (such as rewards, discounts, or credits) to existing customers and others when they refer a potential new customer that signs up for your Software-as-a-service (SaaS) platform.

A Confidentiality Agreement (also called a Non-Disclosure Agreement or “NDA”) lets you share your ideas and information with someone else by making them promise to keep the information confidential. It also says that anything made through your confidential information becomes your property, unless you agree otherwise.

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Website Terms of Use tell your visitors how they are allowed to use your website. They also protect your copyright to your site and other intellectual property. They also include legal notices and disclaimers to limit your liability.

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A Privacy Policy tells website visitors, customers, and others what personal information you collect, when you collect it, how and why you use it, and who you may share it with. It also includes mandatory privacy legal notices and statements to make sure you’re meeting privacy law requirements.

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A Cookies Policy tells website visitors, customers, and others how you track their use of your website through cookies and other tracking technologies.

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In privacy law, there are data controllers and data processors. A data controller could be the individual (sometimes called the “data subject”) or it could be a company that holds the personal information and is sharing it with another company. The controller is the person or business that controls how the information can be used. A data processor is a business that uses the personal information on behalf of the controller for some purpose.

A Data Processing Agreement is a contract between a data controller and a data processor about how the information can be used. In some areas, like in Europe where GDPR (the General Data Protection Regulation) applies, a Data Processing Agreement may be mandatory.

Online stores and e-commerce companies use Sales Terms & Conditions when they sell their products online. Your Sales Terms and Conditions (or just “T&Cs” for short) include things like your warranty and refund policies, shipping terms, product disclaimers, and other legal “fine print”.

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Use an Employment Contract to hire someone as an employee.

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Companies often hire people as independent contractors instead of employees. Maybe the person will be a temporary member of your team or they’ll work for other companies too and so it doesn’t make sense for them to be an employee right now. Whatever the reason, this type of services agreements is customized for a worker joining your team as an independent contractor.

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Use a Consultant Agreement to hire a consultant for some work or a project. Consultant Agreements are a type of services agreement.

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Use a Sales Representative Agreement when hiring a person to sell your products or services. You can choose to hire the person as an employee or as a contractor.

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Use a Subscription Agreement to sell shares in your business to an investor or new shareholder. If your business is set up as a partnership, you can use the same agreement to sell units in your partnership to new partners.

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Use a Shareholder Loan Agreement to lend money from you or another shareholder to your business. Your business acknowledges the debt and promises to repay the amount. You can choose to make the loan interest or interest-free, include a repayment schedule or have the amount payable on demand, and include other loan features.

Early stage companies use a “SAFE” (Simple Agreement for Future Equity) to raise money from investors. The money from the investor can be converted into equity (shares in the corporation or units in a partnership) if the company successfully does a large financing round in the future. To reward the SAFE investors for their early bet on the company, they get a discount on the share price offered in the future equity round. This gives the SAFE investors an immediate return on their investment. SAFEs are very similar to Convertible Notes but are different in one really important way – they’re not a loan, so they’re not debt and usually there is no repayment obligation.

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Early stage companies use a Convertible Note to raise money from investors. The Convertible Note is a loan from the investor that can be repaid or converted later into equity (e.g., shares in the business) rather than being repaid. Often, to reward the investors for their early bet on the company, they get a discount on the share price offered in the future equity round. This gives the Convertible Notes investors an immediate return on their investment.

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Use a Promissory Note to put your simple loan down on paper. A Promissory Note shows that someone has borrowed money from someone else and promises to repay it.

A guarantor is someone that promises to pay a creditor if the company does not. So if your company borrows money and you guarantee it, you’ll pay if the company misses a payment. A guarantor indemnity agreement is a promise by the company to the guarantor to repay them if the guarantee is triggered.

Sometimes several people guarantee the company’s loan. For example, the founders could all guarantee the company’s bank loan. You’d think that when several people guarantee a bank loan, lease, or some other obligation, the creditor would have to collect the fair share from each person if the company doesn’t pay the obligation. But that’s not how it works. The creditor can go after one or more of the people as it sees fit, usually going after the ones that actually have the money to pay. A Guarantor Indemnity Agreement solves that problem by making an agreement among all the guarantors that they will reimburse anyone who pays more than their fair share.

Founders and shareholders use a Unanimous Shareholder Agreement (sometimes called a “USA”) to create the rules of their business relationship. The agreement covers things like who gets to buy new shares, how profits are shared, confidentiality, selling the company, paying dividends, and how major business decisions will be made.

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Use a a Letter of Intent to write out the major deal points – like the project description, confidentiality, cost sharing, and other key points – while you work out the final details that will go into your main contract. Think of a Letter of Intent as a handshake agreement put down on paper.

Use a Release of Claims when you have a legal dispute with someone and are agreeing to settle it.

An Assumption of Risk & Waiver of Liability (sometimes simply called a “Waiver”) is used by experience-based businesses (like gyms, tour companies, and ski hills) to have their customers waive liability for a potential future injury or loss.

Disclaimers limit your liability in important ways. For example, a business may have a disclaimer that it’s not liable if its customers fail to follow the instructions given with the product. Companies making a pitch to investors should have a “forward looking statements” disclaimer on their financial projections to say that the projections are not guarantees of the company’s future performance. Disclaimers are important legal notices for many situations.