An MSA sets the overarching terms governing ongoing services between parties, providing a foundation for future statements of work or projects. This playbook breaks down best practices for managing risk, defining scope, and balancing flexibility with legal protection.
Why This Matters: Clear scope reduces the risk of misunderstandings, scope creep, and potential liability arising from unmet expectations.
Negotiation strategy
If you're the Company:
Ensure all deliverables are clearly defined with specific timelines and performance standards. Negotiate for detailed descriptions to avoid ambiguity.
If you're the Contractor:
Provide a comprehensive list of deliverables with clear timelines and standards. Be prepared to discuss any potential dependencies or third-party coordination.
Essential elements
1
Deliverables List
Detailed list of goods/services.
2
Timelines
Specific delivery dates.
3
Performance Standards
Required quality benchmarks.
Action framework
ACCEPT
Propose edits if deliverables lack clarity or completeness.
EDIT
Reject if the scope is too vague or undefined.
ADD
Add language for missing deliverables or standards.
PRO TIP
Always align the scope with business objectives to prevent future disputes.
Example clauses
FAVORABLE
Preferred Clause
"The Supplier shall deliver the following goods/services: [detailed list]. Delivery shall occur by [specific dates], and all deliverables must meet the following performance standards: [detailed standards]."
NEUTRAL
Fallback Clause
"The Supplier agrees to provide the goods/services as outlined in Exhibit A, adhering to the timelines and performance standards specified therein."
UNFAVORABLE
Vague Deliverables
"The Supplier will provide necessary services as needed, with no specific timelines or standards."
Fallbacks
Complex Deliverables
If the deliverables involve multiple phases, dependencies, or require coordination with third parties, ensure each phase/component has its own timeline and standards.
High-Volume Contracts
For contracts involving large quantities, ensure scalability and resource allocation are addressed in the scope.
Custom Solutions
When deliverables are tailored solutions, include detailed specifications and customization requirements.
FEATURED SOLUTIONS
Contract Email Agent
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Markup clauses in seconds. See the reasoning, stay in control.
Negotiate with confidence using DocJuris’s AI-powered suggestions. Pick a suggested action to balance or lean specific terms in favor of a party. Or, quickly make a clause mutual or simpler with a single click without the back-and-forth.
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Unlike complex CLMs with long implementations and steep learning curves, DocJuris is built for speed and simplicity. We integrate with your workflow—whether connecting to a CLM or uploading agreements manually—so you're up and running in days, not months.
WEEK 1
CLM Readiness and Design
Our CX team works with you to understand your contracting challenges, prioritize key workflows, and identify the biggest impact areas. We build a tailored implementation plan that fits your needs.
WEEK 2
Install Module
We connect DocJuris to your contract repositories, set up admin and user accounts, and ensure your environment is ready for success.
WEEK 3
Deliver & Test
Your team builds initial playbooks, reviews existing clause libraries, and trains the DocJuris agent to align with your internal standards and negotiation positions.
WEEK 4
Launch
We support you in rolling out DocJuris to a pilot group or your full organization—with launch materials, training, and hands-on support to drive adoption from day one.
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DocJuris is not a law firm or a substitute for an attorney or law firm. We cannot provide any kind of advice, explanation, opinion, or recommendation about possible legal rights, remedies, defenses, options,selection of forms or strategies.