See more
Publication date: 22.03.2024
I am studying in the third year of the State University of Economics and Technology.I specialize in contractual, economic and corporate law, in particular, I provide consultations and write articles.
The rapid development of the latest technologies, constant challenges in the economic sphere lead to the need to resort to new ways of regulating legal relations when conducting business. The practice of European countries proves the effectiveness of using a number of contracts that are already actively used in our country today. One of these contracts is the MSA contract (Master service agreement), which is an agreement that defines the general terms of cooperation between the client and the provider of certain services. This contract is quite actively used in the following areas: IT technologies, marketing services, consulting, financial services, as well as in the field of telecommunications. The uniqueness and exclusivity of the MSA contract is that it can be used for various types of cooperation (complex services, long-term works, or group cooperation).
Analysis of legal features of MSA contracts:
Optimizing time and effort in business is one of the most important factors for success, and the MSA agreement is a tool to achieve it. The development of such an agreement will help to significantly optimize the process of concluding additional agreements with the company's clients, and therefore cooperation between the parties will not be hindered by unnecessary paperwork formalities. At the same time, the optimization advantage is only part of a number of advantages that the parties will receive from concluding such an agreement. Like any contract, the MSA contract provides for the regulation of relations between the parties, and therefore its conclusion will help to qualitatively consolidate the rules and conditions of future cooperation. The MSA contract is about flexibility, because the parties can not burden themselves with mandatory norms and include in the contract those provisions that would facilitate the provision of services or the implementation of various projects at a high level. Usually, this contract includes the following conditions: subject matter, condition for payment of services, responsibility, definition of the rights and obligations of the parties, confidentiality, grounds for terminating the contract, etc. It is worth noting that each agreement is developed taking into account the specifics of a specific business, the scope of application and the type of cooperation, and therefore the agreement may include other conditions.
Structural elements of the contract:
Subject. In particular, if the parties define the subject of the contract, it is necessary to clearly state what services will be provided (software development, design, computer graphics, etc.). In addition to the definition of services, it is worth noting the order of their acceptance and the terms for this.
Payment of services. The next key condition is the payment of the services provided, because a thoroughly formulated payment condition will prevent the occurrence of disputes and disputes already at the stage of payment for the services provided. It is also necessary to specify the period in which the payment must be made.
Responsibility. In order to ensure the fulfillment of the terms of the contract, it is necessary to include terms on liability. Late payment of services, violation of the term of acceptance or performance - all this can happen at the stage of fulfilling the terms of the contract, and therefore such sanctions as penalties, fines, etc. accountability measures should be included in it. It is under the threat of sanctions that the party concluding the MSA contract will still avoid violations of its contractual obligations.
Confidentiality. Since this type of contract is concluded mostly between companies and clients, in the process of cooperation between the parties, information constituting confidential information may be exchanged. In order to prevent the disclosure of such information, it is necessary to determine the list of information that will be considered confidential, to determine the procedure for admissible disclosure. You can also set a period during which the disclosure of confidential information is prohibited.
Termination of MSA contracts. In most cases, the contract provides for the possibility of its early termination, provided that the counterparty is notified in time. In addition, it is necessary to determine the grounds, the occurrence of which will serve as an opportunity for early termination: a significant violation of the terms of the contract by one of the parties, a significant change in circumstances, etc. If the initiator of early termination is the customer, then he must pay the executor the cost of the services actually provided.
Consultation of a lawyer in the development of MSA contracts:
Since template contracts on the Internet will not bring any benefit to the parties, since they are not designed for the specifics of the niche in which they are used, they do not provide for the subtleties of business. Therefore, the services of a lawyer are important when concluding a contract. The lawyer will develop a draft contract, take into account all wishes, legal norms, conduct a legal analysis of the situation and analysis of documents, provide the necessary consultations. Therefore, legal support when concluding a contract is extremely important, because it will help to increase the efficiency of cooperation in the future.
