Are electronic signatures valid on MSAs?

Yes. Electronic signatures are generally legally binding under the federal ESIGN Act (15 U.S.C. ch. 96) and UETA where adopted; ensure intent, consent, attribution, and retention requirements are met.

When is a BAA required?

A Business Associate Agreement is required whenever the provider handles protected health information for a HIPAA-covered entity; include explicit BAA provisions and technical safeguards.

Do MSAs need notarization?

Not typically. Most commercial MSAs do not require notarization; verify state or industry-specific rules for deeds, affidavits, or certain statutory filings that may need notarization.

Who can sign the agreement?

An authorized officer or person delegated signing authority may execute the MSA; confirm corporate authorization in a board resolution or power of attorney if necessary.

How do I amend an executed MSA?

Follow the amendment clause: document changes in writing, obtain signatures of authorized parties, and attach amendments as exhibits to preserve a clear modification trail.

How can the agreement be revoked or cancelled?

Follow termination provisions for convenience or cause, provide required notices, observe cure periods, and ensure orderly transition and data return or deletion per contract terms.

Electronic Signature
Templates
HR
HR Master Service Agreement

HR Master Service Agreement

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

HR Master Service Agreement

This HR Master Service Agreement (the "Agreement") is entered into as of by and between:

Service Provider Name:

Client Name:

Recitals

WHEREAS, the Service Provider provides human resources, recruitment, payroll, benefits administration, background screening, and related workforce services (the "Services"); and

WHEREAS, the Client desires to retain the Service Provider to perform Services under the terms of this Agreement, and the Service Provider is willing to perform such Services on the terms and conditions set forth herein.

1. Scope of Services

1.1 Services. The Service Provider shall provide the Services described in Statements of Work executed under this Agreement. A summary of core Services to be available includes recruitment, candidate screening, onboarding administration, payroll processing support, benefits administration, employee relations advisory, and compliance assistance. Specific deliverables, acceptance criteria, and schedules shall be set forth in each Statement of Work.

Primary Service Description

2. Term and Termination

2.1 Term. This Agreement shall commence on the effective date and continue for an initial term of unless earlier terminated as provided herein.

2.2 Termination for Convenience. Either party may terminate this Agreement for convenience upon days' prior written notice to the other party.

2.3 Termination for Cause. Either party may terminate for material breach if such breach remains uncured for thirty (30) days following written notice specifying the breach.

3. Fees, Invoicing, and Payment

3.1 Fees. Client shall pay Service Provider fees in accordance with rates set forth in each Statement of Work. Unless otherwise stated, fees are exclusive of applicable taxes.

Standard Hourly Rate Placement / Project Fees (if applicable)

3.2 Invoicing. Service Provider will invoice Client monthly unless otherwise agreed. Payment is due within days of receipt of invoice. Past due amounts bear interest at the lesser of 1.5% per month or the maximum rate permitted by law.

4. Confidentiality and Data Protection

4.1 Confidential Information. Each party shall protect the other's Confidential Information with at least the same degree of care it uses to protect its own confidential information, and no less than reasonable care. Confidential Information includes employee data, candidate records, compensation details, and proprietary processes.

4.2 Data Protection. Service Provider shall implement appropriate technical and organizational measures to protect personal data processed in connection with the Services and shall process personal data only on documented instructions from Client, in compliance with applicable data protection laws.

Data Processing Addendum Required?

Yes No

5. Background Checks, Screening and Compliance

5.1 Screening. Service Provider will conduct background checks, verification of employment history, and qualification screening as agreed in Statements of Work. Screening criteria, scope, and frequency shall be documented in the applicable Statement of Work.

5.2 Authorization. Client authorizes Service Provider to obtain references and permitted checks for candidates on behalf of Client. Client shall ensure any candidate notices or consent obligations required by law are satisfied.

Background Check Scope (select all that apply)

Criminal history Employment verification Education verification Driving record

6. Personnel; Subcontracting

6.1 Personnel Standards. Service Provider warrants that personnel assigned to perform Services shall have the qualifications, training, and experience necessary to perform their duties and shall comply with Client policies while on Client premises.

6.2 Subcontracting. Service Provider may subcontract portions of the Services with Client's prior written consent, which shall not be unreasonably withheld. Service Provider remains responsible for acts and omissions of its subcontractors.

Service Provider Certification of Personnel Screening

Service Provider certifies that assigned personnel have undergone the screening described above

7. Indemnification and Insurance

7.1 Indemnification. Each party shall indemnify, defend and hold harmless the other party from and against third-party claims arising from its gross negligence or willful misconduct in performing its obligations under this Agreement.

7.2 Insurance. Service Provider shall maintain insurance customary for the services performed, including commercial general liability and, where applicable, professional liability and workers' compensation insurance.

8. Limitation of Liability

Except for liability arising from willful misconduct, breach of confidentiality, or indemnification obligations, neither party shall be liable to the other for any indirect, incidental, special or consequential damages, and aggregate direct damages shall not exceed the total fees paid or payable under the applicable Statement of Work during the twelve (12) months preceding the claim.

9. Recordkeeping and Audit

Service Provider shall maintain records necessary to demonstrate compliance with this Agreement and permit Client to audit Service Provider's pertinent records upon reasonable notice and during normal business hours. Audit access will be limited to records relevant to Services and subject to confidentiality protections.

10. Governing Law; Dispute Resolution

This Agreement shall be governed by the laws of the state or province specified below. The parties shall attempt to resolve disputes through good faith negotiation and, if unresolved, submit to binding arbitration except where injunctive relief is sought.

Governing Jurisdiction

11. Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth below or to such other address as either party may designate in writing.

Service Provider Notice Address Client Notice Address

12. Representations and Warranties

Each party represents and warrants that it has full power and authority to enter into this Agreement and that its performance will comply with applicable laws, including employment, tax and data protection law. Service Provider warrants that Services will be performed in a professional and workmanlike manner.

13. Miscellaneous

13.1 Entire Agreement. This Agreement, together with executed Statements of Work, constitutes the entire agreement between the parties with respect to the Services and supersedes all prior agreements.

13.2 Amendment. No amendment shall be effective unless in writing and signed by authorized representatives of both parties.

Attachment A — Candidate Onboarding Information (Template)

The following template forms part of this Agreement for candidate onboarding and may be used by Service Provider when delivering onboarding Services to Client.

Personal Information

Full Legal Name Home Address

Phone

Email

Position Information

Job Title Department Reporting Manager

Start Date

Salary / Rate

Employment History (Most Recent)

Employer 1 — Company

Title

Dates Employed

Responsibilities Reason for Leaving

Employment History (Previous)

Employer 2 — Company

Title

Dates Employed

Responsibilities Reason for Leaving

Education

Highest Degree Institution Graduation Date

References

Reference 1 Reference 2 Reference 3

Legal Disclosures

At-Will Employment: Client acknowledges that unless otherwise specified in a written agreement executed by Client, employment relationships are at-will and may be terminated by the employer or employee at any time.

Equal Opportunity: Service Provider and Client each represent that they are equal opportunity employers and shall comply with applicable nondiscrimination laws.

Applicant Certification

I certify that all information provided in this Onboarding Information template is true and complete to the best of my knowledge and that omissions or false statements may be grounds for disqualification or termination.

Applicant certifies that information is true and complete

Authorization to Contact Previous Employers and Conduct Background Checks

By providing the information above, the candidate authorizes Service Provider and Client to contact previous employers, educational institutions, and references and to conduct background checks permitted by applicable law in connection with evaluation and employment.

Applicant authorizes contact and checks

Additional Candidate Notes

Execution

The parties have executed this Agreement as of the date first written above through their authorized representatives.

Service Provider:

By:

Date:

Client:

By:

Date:

What the HR Master Service Agreement Covers

A HR Master Service Agreement (HR MSA) is a master contract between an organization and an HR service provider that defines ongoing services, responsibilities, service levels, pricing, data protection, confidentiality, intellectual property, indemnities, termination rights, change control, and dispute resolution. It establishes how individual Statements of Work (SOWs) or purchase orders attach and the processes for onboarding, performance measurement, and governance. In the U.S., MSAs should be drafted to align with applicable laws on electronic signatures (ESIGN, UETA) and industry rules such as HIPAA when health data is involved.

Why an HR Master Service Agreement Matters

An HR MSA centralizes commercial and compliance terms so organizations can scale staffing, benefits administration, payroll, or recruiting services while reducing repeated negotiation. It clarifies risk allocation, data handling, and service-level expectations for both parties.

Who Typically Uses an HR Master Service Agreement

The HR MSA is used by internal HR and legal teams, third‑party HR vendors, and procurement groups to standardize service delivery and compliance.

In-house HR teams consolidating vendor relationships and enforcing consistent SLAs across multiple locations.
Third-party HR providers delivering payroll, benefits administration, recruitment, or PEO services under standard commercial terms.
Procurement and legal teams seeking contract templates that reduce negotiation time and align indemnity, IP, and data controls.

It supports repeat engagements by attaching SOWs for specific projects or jurisdictions without renegotiating foundational commercial terms.

Typical Signatories and Their Roles

HR Director

Responsible for operational acceptance of services, validating scope of work and service levels, and coordinating onboarding with internal teams. Often signs for operational approval but may need counter‑signature from procurement or legal for financial commitments.

General Counsel

Reviews and negotiates legal provisions such as indemnities, limitation of liability, data protection clauses, and governing law. The GC or delegated outside counsel usually approves final legal terms and signs when required for binding commitments.

Core Clauses Every HR Master Service Agreement Should Include

A professional HR MSA organizes commercial and operational terms into clear sections so future SOWs attach seamlessly and compliance obligations are explicit.

Scope of Services

Precisely describe services and deliverables, including exclusions and measurable acceptance criteria. Use exhibits or SOW templates so recurring projects attach without rewording core obligations or creating ambiguity about responsibilities.

Fees and Payment

Set billing frequency, invoicing procedures, expense reimbursement, late payment interest, and any variable pricing formula. Specify currency, tax treatment, and how disputed charges are handled to avoid cashflow disputes.

Data Protection

Include data processing terms, security controls, breach notification timelines, and a Business Associate Agreement (BAA) for HIPAA‑covered data. Define permitted uses, subcontractor obligations, and data return or deletion on termination.

Service Levels & Remedies

Define measurable SLAs, reporting cadence, credits or remediation steps for missed targets, escalation paths, and right to audit. Tie SLAs to SOW performance metrics to support operational governance.

Term, Termination & Transition

Specify initial term, renewal mechanics, termination for convenience or cause, transition assistance obligations, and data transfer obligations to minimize disruption at contract end.

Liability, Indemnities & Insurance

Allocate risk with clear liability caps, carve outs for IP and data breaches, mutual indemnities where appropriate, and insurance minimums such as commercial general liability and cyber coverage.

Step-by-Step: Complete and Execute an HR MSA

Follow a consistent sequence to reduce errors when preparing, reviewing, and signing the HR MSA.

01

Prepare Draft: Populate parties, effective date, and attach SOW.
02

Legal Review: Legal reviews indemnities, IP, and data clauses.
03

Business Approval: HR and procurement confirm scope and pricing.
04

Execute: All authorized signatories sign and date the final document.

Configure an Online Signing Workflow

Set up roles, authentication, and routing to mirror the MSA's signature and approval sequence before sending for signatures.

Field	Configuration
Authentication	Email link, SMS code, or advanced verification
Routing Order	Sequential signer order with optional parallel steps
Signature Fields	Place signature, name, title, and date fields
Notifications	Enable reminders and completion emails

Where to Send the Finalized Agreement

Determine distribution and storage destinations for executed copies and attach them to related SOWs and procurement records.

To Signer: Send for digital signature to authorized contacts
To Counterparty: Receive countersigned copy, ensure all fields complete
To Records: Store in document management or HR system
To Stakeholders: Distribute executed copies to HR, legal, and finance

Technical and Integration Considerations for eSigning

Choose a platform that supports secure eSignature workflows, audit trails, and the integrations your HR stack requires.

Integrations: Salesforce | NetSuite | Microsoft 365 | Google Workspace
File Formats: PDF, DOCX, HTML, Excel
Authentication: Email, SMS, KBA, or advanced signer verification

Typical Timelines and Notice Periods

MSAs include several time‑sensitive dates and notice periods; track each to avoid missed obligations or inadvertent renewals.

Effective Date:

Date obligations begin and notices count from

Service Commencement:

Operational start per SOW after onboarding

Invoice Due Date:

Payment terms commonly Net 30 unless specified

Termination Notice:

Typically 30–90 days for convenience termination

Record Retention Deadline:

Retain contractual records per retention policy

Key Contract Lifecycle Milestones

A clear milestone plan helps coordinate negotiation, onboarding, and renewal activities across teams.

01

Negotiation

Finalize commercial and legal terms with stakeholders

02

Execution

Obtain signatures from authorized representatives

03

Onboarding

Transfer data, configure systems, and commence services

04

Annual Review

Assess SLAs, pricing, and compliance annually

Common Pitfalls to Avoid When Preparing an HR MSA

Vague scope language that requires frequent clarifications and leads to scope creep and billing disputes without clear acceptance criteria.
Missing or incomplete data protection clauses, particularly absent BAAs when handling protected health information, which increases regulatory risk.
Incorrect signer authority where signatory lacks corporate power, causing enforceability challenges and delayed onboarding or payment.
Failure to attach or reference detailed SOWs, pricing schedules, or service exhibits, which leaves the agreement open to differing interpretations.

Consequences of an Incorrect or Incomplete HR MSA

Enforceability: Material terms unenforceable

Regulatory Fines: HIPAA penalties possible

Financial Loss: Unexpected liability exposure

Contract Disputes: Lengthy litigation risk

Tax Issues: Withholding or reporting errors

Operational Impact: Service interruptions

Recommended Security and Compliance Controls

Encryption: TLS 1.2/1.3 in transit; AES-256 at rest

Audit Trail: Comprehensive time, IP, and action logs

HIPAA BAA: Breach protections and BAA required where applicable

Access Controls: Role-based access and admin controls

Two-Factor: MFA for administrative accounts

Certifications: SOC 2 Type II, ISO 27001 compliance

How an HR MSA Differs from a Statement of Work

Use the MSA to set master terms and attach SOWs for specific projects; this table highlights primary functional differences.

Criteria	HR MSA	Statement of Work (SOW)
Purpose	master commercial terms	project-specific deliverables
Term	longer, rolling term	fixed project duration
Pricing	framework pricing	specific fees detailed
Amendments	amend master agreement	replace or amend sow

Practical Use Cases for an HR MSA

These examples show how organizations attach SOWs to a master agreement to streamline recurring HR engagements.

Case Study 1

A mid-size technology company standardized a master agreement across 15 states to centralize vendor terms.

This allowed SOWs for recruiting and payroll to be executed quickly.
As a result the company reduced negotiation time per engagement, ensured consistent indemnity and data protections, and simplified audits by keeping a single governing contract for all HR services.

Case Study 2

A healthcare staffing firm used an MSA to require BAAs and specific background checks for temporary clinicians.

Each assignment used a short SOW referencing credentialing requirements.
The approach made onboarding faster, ensured HIPAA obligations were contractually enforced, and reduced compliance review time for subsequent facility engagements.

eSignature Vendor Comparison for Executing HR MSAs

Compare baseline pricing and key features for common eSignature vendors; signNow appears first in the vendor column by design.

	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	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
Envelope Cap	No envelope cap	100 envelopes/user/year	Varies	Varies	Varies

Practical Tips for Accurate and Efficient Completion

Adopt consistent templates, validate signer authority, and automate routine attachments to reduce risk and speed execution.

Use Standardized SOW Templates

Attach SOW exhibits with precise deliverables and acceptance criteria to avoid scope disputes and billing confusion.

Verify Signer Authority

Confirm corporate signing authority in advance to prevent execution delays and post-signature challenges.

Include Data Addenda

Add BAAs or data processing addenda when handling health or sensitive personal data to meet regulatory obligations.

Automate Recordkeeping

Store executed agreements and audit trails in a centralized DMS with retention policies aligned to legal requirements.

Common Questions About HR Master Service Agreements

Answers to frequent questions about execution, enforceability, and practical administration of HR MSAs in the United States.

Need help? Contact support

Are electronic signatures valid on MSAs?
Yes. Electronic signatures are generally legally binding under the federal ESIGN Act (15 U.S.C. ch. 96) and UETA where adopted; ensure intent, consent, attribution, and retention requirements are met.
When is a BAA required?
A Business Associate Agreement is required whenever the provider handles protected health information for a HIPAA-covered entity; include explicit BAA provisions and technical safeguards.
Do MSAs need notarization?
Not typically. Most commercial MSAs do not require notarization; verify state or industry-specific rules for deeds, affidavits, or certain statutory filings that may need notarization.
Who can sign the agreement?
An authorized officer or person delegated signing authority may execute the MSA; confirm corporate authorization in a board resolution or power of attorney if necessary.
How do I amend an executed MSA?
Follow the amendment clause: document changes in writing, obtain signatures of authorized parties, and attach amendments as exhibits to preserve a clear modification trail.
How can the agreement be revoked or cancelled?
Follow termination provisions for convenience or cause, provide required notices, observe cure periods, and ensure orderly transition and data return or deletion per contract terms.

be ready to get more

Join over 28 million airSlate SignNow users

Sign Now