Are e-signatures valid for MSAs?

Yes. Electronic signatures are legally valid under the ESIGN Act and state UETA laws for most commercial contracts, provided intent, consent, attribution, and record retention are demonstrable.

When is notarization required?

Most MSAs do not require notarization. Use notarization or RON when state law or specific third parties request it, or when a signature acknowledgement is necessary for record filing.

Can an SOW be signed separately?

Yes. A signed SOW that references an executed MSA is enforceable if it incorporates the MSA terms and both parties consent to the electronic process.

How do I update a signed SOW?

Create a written change order or amendment that references the original SOW, obtain signatures from authorized signers, and retain the amendment with the contract record.

Who must sign on behalf of a company?

An authorized signatory with contract authority per corporate bylaws or delegated authority; procurement or legal can confirm acceptable signers before execution.

What recordkeeping is required after signing?

Store the fully executed MSA and SOW, the execution audit trail, and any amendments for the applicable retention period to support audits and dispute resolution.

Electronic Signature
Templates
Miscellaneous
Business Services MSA & SOW

Business Services MSA & SOW

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

BUSINESS SERVICES MSA & SOW

Parties

Service Provider:

Provider Address

Client Name:

Client Address

Recitals

WHEREAS, Service Provider provides professional business and technical services and has the capacity and expertise to perform the services described in this Agreement; and

WHEREAS, Client desires to engage Service Provider to perform the services under the terms and conditions set forth in this Master Services Agreement and the Statement of Work attached hereto; and

WHEREAS, the parties agree that the Effective Date of this Agreement is and that all Services shall be provided as set forth in the SOW below.

Scope of Work (SOW)

The Service Provider shall perform the services and deliver the deliverables described below. The parties acknowledge that this SOW is governed by the terms of the Master Services Agreement above.

Describe Services, Deliverables, Milestones, and Acceptance Criteria

Payment Terms

Client shall pay Service Provider the fees set forth in this Agreement in consideration for the performance of the Services. Fees for this SOW are as follows:

Total Contract Amount Payment Schedule / Milestones Invoice Frequency and Due Date Late Fee / Interest

All fees are exclusive of taxes and duties. Client shall reimburse reasonable, pre-approved expenses incurred by Service Provider that are directly related to performance of the Services, subject to the expense reimbursement limits set forth in the SOW.

Term and Termination

This Agreement shall commence on the Start Date and shall continue until the End Date or until terminated in accordance with this Section.

Start Date:

End Date:

Termination Notice Period

Either party may terminate this Agreement for material breach by the other party if the breach remains uncured after the notice period set forth above. Upon termination, Client shall pay Service Provider for all Services performed and expenses incurred through the effective date of termination.

Confidentiality

"Confidential Information" means non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Each party shall: (a) protect Confidential Information of the other party using at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care; (b) use Confidential Information solely to perform its obligations under this Agreement; and (c) not disclose Confidential Information to any third party except to employees, contractors or advisors who have a need to know and are bound by confidentiality obligations no less protective than those herein.

The obligations in this section do not apply to information that: (i) is or becomes publicly available without breach of this Agreement; (ii) was rightfully known by the receiving party prior to disclosure; (iii) is independently developed without use of Confidential Information; or (iv) is required to be disclosed by law, provided the disclosing party gives prompt notice and cooperates to seek a protective order or other remedy.

Confidentiality Term

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that State for any disputes arising out of or relating to this Agreement.

Entire Agreement

This Agreement, including any SOW executed under it, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations and communications, whether oral or written. Any modification to this Agreement must be in writing and signed by authorized representatives of both parties.

Additional Provisions

Assignment: Neither party may assign or delegate its rights or obligations under this Agreement without the prior written consent of the other party, except that Service Provider may assign to an affiliate or in connection with a merger or sale of substantially all its assets.

Indemnification: Each party shall indemnify, defend and hold harmless the other party from and against third-party claims arising from the indemnifying party's gross negligence, willful misconduct or material breach of this Agreement, subject to applicable limitations of liability.

Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses below by personal delivery, certified mail, or overnight courier.

Notice to Service Provider - Attention / Email / Phone Notice to Client - Attention / Email / Phone

Service Provider (Print Name):

By:

Date:

Client (Print Name):

By:

Date:

What the Business Services MSA & SOW Covers

A Business Services Master Services Agreement (MSA) combined with a Statement of Work (SOW) establishes the overarching commercial relationship and the project-specific deliverables, timelines, and payment terms. The MSA sets standard terms — liability caps, confidentiality, indemnities, intellectual property, and dispute resolution — while each SOW defines scope, milestones, acceptance criteria, pricing, and schedules for a particular engagement. Together they separate ongoing contractual boilerplate from project-specific details, simplifying renewals, change orders, and vendor management across multiple workstreams or purchase orders.

Why use a combined MSA and SOW for business services

A combined MSA and SOW reduces negotiation time, centralizes commercial terms, and makes subsequent projects faster to start by referencing an existing master agreement.

Who typically prepares and signs these agreements

Procurement, legal, and program managers on the buyer side and account managers, legal counsel, or operations leads on the vendor side prepare or complete MSAs and SOWs.

Procurement teams managing vendor relationships and obligations across projects.
Corporate legal teams setting standard terms and risk allocation controls.
Project or account managers defining project scope, milestones, and acceptance criteria.

These documents are commonly signed by authorized officers or delegates with contract signature authority; see the signer roles section for details.

Typical signers and their roles

Buyer Authorized Signatory

Chief Procurement Officer or authorized delegate. Signs to accept commercial terms, commits company to payment, and confirms budget authority. Legal review usually precedes signature to ensure compliance with internal policies.

Vendor Authorized Signatory

CEO, VP of Operations, or authorized contracts manager. Signs to bind the vendor to performance, warranties, and IP assignments described in the MSA and SOW. May require countersignature or PO reference for invoicing.

Core components to include in a professional MSA & SOW package

A clear MSA and concise SOWs reduce ambiguity and help manage delivery, invoicing, change control, and risk across engagements.

Scope of Work

Precisely describe tasks, deliverables, acceptance criteria, milestones, and excluded services so both parties share a common definition of success and avoid scope creep.

Pricing and Payment

State fees, invoicing schedule, payment terms, currency, expenses, and any milestone-based or time-and-materials billing rules to prevent disputes over compensation.

Term and Termination

Define effective date, contract term, renewal mechanics, termination for convenience or cause, and transition or wind-down obligations after termination.

Intellectual Property

Allocate ownership of preexisting IP, deliverables, and licenses. Specify transfer, usage rights, and any open-source or third-party software dependencies.

Liability and Indemnity

Include liability caps, carve-outs for gross negligence or IP infringement, insurance requirements, and an indemnity framework that allocates risk between parties.

Change Control

Describe how scope changes are requested, approved, priced, and documented (amendment or change order) to maintain a clear trail for billing and schedule updates.

Essential fields and data elements

Party Names: Full legal names

Addresses: Street, city, state, ZIP

Effective Date: MM/DD/YYYY format

Scope Identifier: SOW number or title

Payment Terms: Net days and currency

Authorized Signatures: Name, title, date

Step-by-step: complete the MSA and attach a SOW

Follow a consistent sequence to prepare, review, and execute an MSA with accompanying SOWs to reduce approval delays and downstream disputes.

01

Draft MSA: Populate standard clauses and negotiation fields.
02

Draft SOW: Define deliverables, timelines, and pricing.
03

Internal Review: Request legal and finance approvals.
04

Execute: Obtain signatures from authorized signers.

How to configure a digital workflow for MSA & SOW signing

Map roles, authentication, and routing to match your internal approval and legal review process before sending the document for signature.

Field	Configuration
Signer Order	Sequential or parallel routing
Authentication	Email link, SMS code, or KBA
Change Control	Require initialed amendments
Audit Trail	Capture IP, timestamps, and actions

Typical delivery and acceptance flow

A standard execution path clarifies responsibilities and makes electronic delivery predictable for both parties.

Upload Document: Sender prepares MSA and SOW files.
Place Fields: Add signature, date, and initial fields.
Send to Signers: Deliver via email or secure link.
Complete and Archive: Signed copies and audit trail stored.

Digital signing considerations and platform requirements

Choose a platform that supports required authentication, audit trails, and export formats for contract records.

Authentication Options: Email, SMS, or KBA
File Formats: PDF and DOCX supported
Integrations: CRM and cloud storage

Common timelines, notice periods, and processing expectations

Specify measurable deadlines and notice windows in both the MSA and SOW to align expectations and prevent termination disputes.

Effective Date vs Start:

Effective date triggers obligations; SOW start may be a later milestone.

Invoice Submission:

Vendor submits invoices per SOW schedule, typically net 30 payment terms.

Change Order Response:

Require written response within 10–15 business days for pricing or scope changes.

Renewal Notice:

Set automatic renewal or 30–90 day prior notice for non-renewal.

Termination Notice:

Specify notice period (for example, 30 days for convenience).

Common mistakes to avoid when preparing an MSA & SOW

Using vague deliverable descriptions that leave acceptance criteria undefined and create grounds for disputes and withheld payments.
Failing to align payment milestones with acceptance tests, causing cash flow gaps and disagreement on invoice approval.
Omitting responsibilities for third-party software or subcontractors, which can shift unexpected liability during delivery.
Not defining change order process clearly, resulting in scope creep and billing disagreements.

Penalties and legal risks of incorrect or incomplete documents

Contractual Disputes: Litigation risk

Payment Delays: Withheld invoices

Regulatory Exposure: Data privacy fines

IP Misallocation: Loss of rights

Termination Costs: Early-exit penalties

Reputational Harm: Client trust loss

eSignature vendor comparison for executing MSAs and SOWs

Compare common pricing and compliance features when selecting an eSignature provider for contract execution; signNow is listed first per table requirements.

	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 trial	Varies	Varies	Varies	Varies
Bulk Send	Yes	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
Envelope Cap	No cap	100 envelopes/user/year	Varies	Varies	Varies

FAQs: common questions about MSA & SOW execution

Answers to frequent questions about enforceability, e-signatures, notarization, and revisions for Business Services MSAs and SOWs.

Need help? Contact support

Are e-signatures valid for MSAs?
Yes. Electronic signatures are legally valid under the ESIGN Act and state UETA laws for most commercial contracts, provided intent, consent, attribution, and record retention are demonstrable.
When is notarization required?
Most MSAs do not require notarization. Use notarization or RON when state law or specific third parties request it, or when a signature acknowledgement is necessary for record filing.
Can an SOW be signed separately?
Yes. A signed SOW that references an executed MSA is enforceable if it incorporates the MSA terms and both parties consent to the electronic process.
How do I update a signed SOW?
Create a written change order or amendment that references the original SOW, obtain signatures from authorized signers, and retain the amendment with the contract record.
Who must sign on behalf of a company?
An authorized signatory with contract authority per corporate bylaws or delegated authority; procurement or legal can confirm acceptable signers before execution.
What recordkeeping is required after signing?
Store the fully executed MSA and SOW, the execution audit trail, and any amendments for the applicable retention period to support audits and dispute resolution.

be ready to get more

Join over 28 million airSlate SignNow users

Sign Now