An MTA governs the transfer of tangible research materials between organizations. This playbook highlights confidentiality, permitted use, and ownership of resulting data or inventions.
Why This Matters: Unclear scopes lead to disputes, project delays, and unplanned costs, increasing legal and operational risk.
Negotiation strategy
If you're the Provider:
Ensure the scope of services is detailed and exhaustive, covering all tasks and deliverables. Negotiate clear performance standards and timeframes to align with business objectives.
If you're the Recipient:
Advocate for realistic timeframes and deliverables that match your capabilities. Ensure change control procedures are flexible to accommodate unforeseen project adjustments.
Essential elements
1
Description of Services
Detailed service tasks.
2
Deliverables
List of required outputs.
3
Performance Standards
Quality and efficiency metrics.
Action framework
ACCEPT
Propose edits when service descriptions lack clarity or completeness.
EDIT
Reject if the scope is too vague or lacks essential deliverables.
ADD
Add clauses for missing deliverables or performance standards.
PRO TIP
Always align scope details with strategic business goals to minimize risks.
Example clauses
FAVORABLE
Comprehensive Scope Definition
"The Service Provider shall perform the following services: [detailed description of services]. The services shall include, but are not limited to, [specific tasks, activities, or deliverables]. The Service Provider agrees to perform these services in accordance with the highest professional standards."
NEUTRAL
General Scope Outline
"The Service Provider shall perform the services as outlined in the agreement, subject to mutual consent for any changes."
UNFAVORABLE
Vague Scope Description
"The Service Provider shall perform services as needed, with deliverables to be determined."
Fallbacks
High-Risk Projects
In high-risk projects, ensure the scope includes detailed risk management strategies and contingency plans.
Regulatory Compliance
For projects involving regulatory compliance, include clauses that specify adherence to relevant standards and obtain necessary approvals.
International Services
When services are provided internationally, address cross-border legal requirements and cultural considerations in the scope.
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WEEK 3
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WEEK 4
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