An MOU establishes the foundational understanding between parties prior to definitive agreements. This playbook reviews negotiation of commitments, timelines, and governance structures.
Why This Matters: Ambiguities in scope can lead to disputes, cost overruns, and unmet expectations. Clear scope allocation reduces the risk of litigation and project delays.
Negotiation strategy
If you're the Party A:
Ensure that the scope of services is comprehensive and aligns with your project goals. Insist on detailed descriptions of deliverables and acceptance criteria to avoid misunderstandings.
If you're the Party B:
Negotiate for flexibility in the scope to accommodate potential changes. Clearly define your responsibilities and deliverables to manage client expectations effectively.
Essential elements
1
Scope of Services
Defines tasks and deliverables.
2
Deliverables
Specifies acceptance criteria.
3
Change Management
Outlines process for scope changes.
Action framework
ACCEPT
Propose edits when scope lacks clarity or detail.
EDIT
Reject if scope is too vague or broad.
ADD
Add language for unaddressed responsibilities.
PRO TIP
Always attach detailed exhibits to clarify scope and responsibilities.
Example clauses
FAVORABLE
Preferred Scope of Services
"The Service Provider shall perform the services described in Exhibit A (the 'Services'). The Services shall include, but are not limited to, the tasks and deliverables set forth in Exhibit A. The Service Provider shall use its best efforts to complete the Services in accordance with the timeline and milestones specified in Exhibit A."
NEUTRAL
Standard Deliverables Clause
"The Service Provider shall deliver to the Client the deliverables specified in Exhibit B (the 'Deliverables'). Each Deliverable shall meet the acceptance criteria set forth in Exhibit B. The Client shall review and accept or reject each Deliverable within ten (10) business days of receipt."
UNFAVORABLE
Ambiguous Scope Definition
"The Service Provider shall perform services as needed, with deliverables to be determined during the project."
Fallbacks
Complex Projects with Multiple Phases
For projects with multiple phases, ensure each phase has specific deliverables and acceptance criteria. Include a detailed project plan as an exhibit.
High-Risk Projects
In high-risk projects, define scope with precision to mitigate potential disputes and ensure all parties understand their obligations.
Agile Development Projects
For agile projects, allow for iterative scope adjustments while maintaining clear deliverable expectations for each sprint.
FEATURED SOLUTIONS
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WEEK 1
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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
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WEEK 3
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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
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