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Business Addition to MSA

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BUSINESS ADDITION TO MASTER SERVICES AGREEMENT

This Business Addition to Master Services Agreement (the "Addition") is made effective as of by and among the parties to the Master Services Agreement identified below.

Master Services Agreement Effective Date:  |  Original MSA Party One:  |  Original MSA Party Two:

WHEREAS

1. The parties entered into the Master Services Agreement identified above to govern the provision of services, deliverables and other obligations between them; and

2. The parties desire to add an additional business entity as a party entitled to receive services and be bound by the terms of the Master Services Agreement, subject to the terms of this Addition; and

3. The parties intend that this Addition modifies the Master Services Agreement only to the extent expressly set forth herein and that, except as expressly modified, the Master Services Agreement remains in full force and effect.

ADDED BUSINESS

Corporation    LLC    Partnership    Sole Proprietor

SCOPE OF WORK

The Added Business shall be included within the scope of services under the Master Services Agreement as set forth below. Services provided to the Added Business will be governed by the terms, service levels and deliverable descriptions of the Master Services Agreement except as expressly modified in this Addition.

PAYMENT TERMS

Compensation for services rendered to the Added Business shall be paid in accordance with the Master Services Agreement, except as set forth below.

TERM AND TERMINATION

This Addition shall commence on the Start Date and shall continue through the End Date unless earlier terminated in accordance with this Addition or the Master Services Agreement.

Start Date:    End Date:

Termination for cause or convenience shall be governed by the terms of the Master Services Agreement, provided that the parties may terminate this Addition with the notice period specified above. Termination of the Master Services Agreement shall apply to the Added Business in accordance with the terms of the Master Services Agreement.

CONFIDENTIALITY

The Added Business shall be treated as a receiving party for purposes of the confidentiality and non-disclosure obligations set forth in the Master Services Agreement. All confidential information disclosed to or accessed by the Added Business in connection with the performance of services shall be protected in the same manner and to the same extent as provided in the Master Services Agreement. The obligations under this paragraph shall survive termination of this Addition and the Master Services Agreement in accordance with the survival provisions therein.

ASSIGNMENT AND SUBCONTRACTING

Except as expressly permitted by the Master Services Agreement, no party shall assign its rights or delegate its obligations under the Master Services Agreement or this Addition without the prior written consent of the other party. Any permitted assignee shall assume all obligations hereunder.

GOVERNING LAW

This Addition shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of laws principles.

ENTIRE AGREEMENT

This Addition, together with the Master Services Agreement and any other written amendments expressly referencing this Addition, constitutes the entire and exclusive agreement of the parties with respect to the subject matter hereof and supersedes all prior negotiations, understandings and agreements between the parties relating to the addition of the Added Business. To the extent of any conflict between this Addition and the Master Services Agreement, the terms of this Addition shall control solely with respect to the Added Business.

MISCELLANEOUS

The parties represent and warrant that each has the full right, power and authority to enter into this Addition and to perform its obligations hereunder. The person signing below on behalf of each party represents that he or she is duly authorized to execute this Addition on behalf of that party.

Original MSA Party (Print Name):

By (Signature):

Date:

Added Business (Print Name):

By (Signature):

Date:

Enter text✕

What a Business Addition to an MSA Is and When It’s Used

A Business Addition to an MSA is a written amendment that adds a new legal entity, business unit, or affiliate to an existing Master Services Agreement so the added party acquires the rights and obligations set out in the original MSA. It records scope changes, effective dates, any additional fees or consideration, and signatory authority while preserving the core MSA terms. Use this addition when a new corporate affiliate will perform services, be billed under the MSA, or receive deliverables; it should reference the original MSA by date and section to avoid ambiguity.

Why You Would Add a Business to an Existing MSA

Adding a business by amendment keeps the original contracting framework intact, clarifies responsibilities and billing, and reduces the need to redraft a full MSA. It provides a clear record of authority and effective date while preserving negotiated protections such as liability limits and confidentiality.

Why You Would Add a Business to an Existing MSA

Who Typically Prepares and Signs a Business Addition

Final execution typically requires signatures from authorized corporate officers or delegated signatories and may also require countersignature by the original counterparty.

  • In-house legal or outside counsel prepare and verify clause alignment with the original MSA and advise on risk transfer and indemnities.
  • Commercial or account teams specify scope, deliverables, and pricing adjustments to ensure alignment with operational needs.
  • Finance or billing teams confirm payor identity, tax information, and invoicing instructions to avoid payment delays.

Primary Signers and Their Roles

General Counsel

General counsel or outside counsel usually reviews amendments for consistency with the MSA, negotiates legal terms such as indemnities and liability caps, and confirms that the addition does not create conflicting obligations across related agreements.

CFO

The chief financial officer or delegated billing officer confirms consideration, invoicing instructions, tax treatment, and any change to payment terms; CFO sign-off prevents downstream billing disputes and tax reporting errors.

Core Elements Every Business Addition to an MSA Should Include

A concise amendment reduces ambiguity. Include precise cross-references to the original MSA, define the added party, establish the effective date, and state any pricing or scope changes to avoid inconsistent interpretation.

Amendment Clause

Reference the original MSA by title and execution date and state that the addition amends specific sections or exhibits to maintain continuity with the base agreement.

Added Party

Provide the full legal name, organizational form, and state of incorporation or formation for the business being added to ensure accurate identification for contracts and tax purposes.

Scope of Inclusion

Specify whether the added business becomes a party for all MSA obligations or only for defined services, sites, or projects to limit unintended liabilities.

Effective Date

State the exact effective date in MM/DD/YYYY format and note whether obligations accrue retroactively or prospectively to avoid disputes over performance timing.

Consideration

Describe fees, billing party, and payment terms linked to the addition; include any one-time setup charges or changes to rate schedules to avoid invoicing errors.

Signatures & Authority

Include printed names, titles, dates, and a statement that signatories have authority; indicate whether notarization or witness signatures are required for enforceability.

Essential Data Elements to Include

Legal Name: Exact corporate name
Entity Type: Corporation, LLC, LP
State of Formation: State or foreign jurisdiction
Tax ID: EIN or TIN
Address: Registered street address
Authorized Signatory: Name and title

Step-by-Step: Drafting and Executing the Addition

Follow a clear sequence from drafting to execution to ensure the addition is enforceable and processed by finance and legal teams without delay.

  • 01
    Draft: Reference the original MSA and draft amendment language.
  • 02
    Review: Legal and finance review for liabilities and billing changes.
  • 03
    Authorize: Obtain signatory approvals and confirm authority.
  • 04
    Execute: Obtain signatures, notarization if required, and distribute copies.

Setting Up an Online Amendment Workflow

Configure your digital flow to collect accurate data, enforce signer order, and capture an audit trail for compliance and recordkeeping.

Field Configuration
Template Name Use a clear name referencing the MSA and amendment type
Role Order Set signing order: preparer → counterparty → finance
Authentication Choose email or SMS code; use stronger methods for high-risk transactions
Conditional Fields Show pricing or exhibit fields only when applicable

Where to Send and How to Route the Executed Addition

Define final destinations and routing rules so each stakeholder receives a copy and your records remain complete.

  • Legal Archive: Save the executed amendment with the original MSA in the company contract repository
  • Finance: Send a certified copy to billing for invoicing and tax records
  • Operational Teams: Notify project managers or account teams of scope or party changes
  • Counterparties: Provide each counterparty an executed copy and a certificate of completion

Digital Signing and Required Platform Capabilities

Integration with document storage, CRM, or ERP systems is recommended to automate filing and billing handoffs.

  • Authentication: Email, SMS code, or advanced signer methods
  • Audit Trail: Timestamp, IP, and action log capture
  • Formats: PDF and Word export support

Typical Timelines and Processing Expectations

Set clear internal deadlines to prevent performance gaps and billing delays; different teams will need different lead times for approvals and system updates.

Drafting Window:

Allow 3–10 business days for legal and commercial review

Signing Period:

Request execution within 14–30 days of delivery

Countersignature:

Expect counterparty countersign within 7–21 days

Finance Update:

Notify billing within 5 business days of execution

Operational Start:

Begin new-party activities on the stated effective date

Common Preparation Mistakes to Avoid

  • Using a trade name instead of the legal entity name, which can cause enforcement and tax-reporting complications and may require re-execution.
  • Failing to specify whether the addition applies to all MSA provisions or only particular exhibits, leading to ambiguous obligations and disputes.
  • Omitting the effective date format or leaving it open-ended, which can create disagreements about start of performance or billing.
  • Not updating invoicing or tax contact information, which often causes delayed payments and potential backup withholding triggers.

Potential Legal and Financial Risks of an Incorrect Addition

Contract Invalidity: Ambiguous party identity
Billing Delays: Incorrect payor listed
Tax Exposure: Missing or wrong TIN
Regulatory Risk: Unauthorized signatory
Operational Disruption: Scope not clearly defined
Enforcement Issues: Missing signatures or notarization

Real-World Examples of Business Additions to Contract Portfolios

Practical examples show how teams implement additions while keeping compliance and operations aligned.

Optica Ventures LLC

When adding an affiliate for regional operations, Optica clarified scope via exhibit reference and effective date

  • Resulted in single invoicing stream tied to the MSA
  • The addition reduced duplicate contracting and ensured consistent liability caps across affiliates.

BIS

BIS added a new subsidiary for delivery services and updated billing terms and insurance limits

  • The amendment required CFO and GC signoff
  • The clear exhibit structure prevented operational confusion and simplified vendor onboarding.

eSignature Vendor Comparison for Executing a Business Addition

Key vendor differences for executing contract amendments; signNow appears first in the table per comparison conventions.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial, no credit card Varies by plan Varies by plan Varies by plan Varies by plan
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No

Frequently Asked Questions About Business Additions

Common questions and concise answers about validity, signatures, notarization, updates, and storage for a business addition to an MSA.


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