Establishing secure connection…Loading editor…Preparing document…

Technical Services Rider

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

TECHNICAL SERVICES RIDER

This Technical Services Rider ("Rider") is entered into as of Effective Date: by and between Client Name: and Service Provider Name: .

WHEREAS

WHEREAS, the parties have previously entered into a Master Services Agreement or related agreement (the "Agreement") dated: that governs the provision of certain services; and

WHEREAS, the parties desire to supplement the Agreement with this Rider to set forth specific technical services, deliverables, payment terms and other commercially necessary terms applicable to the services described below.

1. SCOPE OF WORK

Provider will perform the technical services and deliverables described in this Section in accordance with the timelines and specifications agreed by the parties. Material changes to the scope shall require a written change order signed by authorized representatives of both parties.

2. PAYMENT TERMS

Client shall pay Provider the fees described below for performance of the Scope of Work. All fees are exclusive of taxes unless otherwise stated. Provider shall submit invoices in accordance with the schedule below and Client shall pay undisputed amounts in accordance with the Payment Schedule.

Late payments shall accrue interest at the rate set forth below on all past due amounts.

Provider may invoice pre-approved out-of-pocket expenses

3. CHANGE ORDERS

Any change to the Scope of Work, schedule or fees shall be documented in a written change order signed by authorized representatives of both parties. Change orders shall specify the change, any adjustment to fees and any impact on schedules or deliverables.

4. CONFIDENTIALITY

Each party acknowledges that it may receive Confidential Information of the other party. "Confidential Information" includes technical data, specifications, business plans, customer lists, software, source code, trade secrets and other proprietary information disclosed in connection with this Rider. Each party shall protect such Confidential Information with at least the same degree of care it uses to protect its own confidential information but in no event less than reasonable care.

Confidential Information shall not include information that is (a) already known to the receiving party without restriction at the time of disclosure, (b) becomes publicly known through no breach, (c) is rightfully received from a third party without obligation of confidentiality, or (d) is independently developed without use of the disclosing party's Confidential Information.

5. INTELLECTUAL PROPERTY

Unless otherwise expressly agreed in writing, Provider retains ownership of its pre-existing tools, software, source code, libraries and methodologies. Subject to Client's payment in full of all fees due, Provider grants to Client a perpetual, worldwide, non-exclusive, non-transferable license to use deliverables that are custom-developed for Client under this Rider for Client's internal business purposes.

6. WARRANTY; LIMITATION OF LIABILITY

Provider warrants that services will be performed in a professional manner consistent with industry standards. The foregoing warranty is in lieu of all other warranties, express or implied, including warranties of merchantability and fitness for a particular purpose. Except for willful misconduct or gross negligence, in no event shall either party be liable for consequential, incidental or punitive damages. The aggregate liability of Provider for claims arising out of or relating to this Rider shall not exceed the fees paid by Client for the services giving rise to the claim during the twelve (12) months preceding the claim.

7. TERM AND TERMINATION

This Rider shall commence on the Start Date and remain in effect through the End Date below unless earlier terminated as provided herein. Either party may terminate this Rider for material breach by the other party if such breach remains uncured thirty (30) days after written notice.

8. NOTICES

All notices required or permitted under this Rider shall be in writing and shall be delivered to the addresses specified below or to such other address as either party may specify in writing.

9. GOVERNING LAW

This Rider shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles. The parties agree that jurisdiction and venue for any dispute arising under this Rider shall be in the state and federal courts located in that State unless otherwise agreed in writing.

10. ENTIRE AGREEMENT

This Rider, together with the Agreement, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral, relating to the subject matter of this Rider. To the extent of any conflict between this Rider and the Agreement, this Rider shall prevail.

11. MISCELLANEOUS

Neither party may assign its rights or delegate its obligations under this Rider without the prior written consent of the other party, except that either party may assign to an affiliate or in connection with a merger or sale of substantially all of its assets. The remedies provided herein are cumulative and in addition to any other rights and remedies available at law or in equity.

Client:

By:

Date:

Service Provider:

By:

Date:

Enter text✕

What the Technical Services Rider Is and When It Applies

A Technical Services Rider is a contractual attachment to a primary agreement that documents the technical scope, deliverables, interfaces, acceptance criteria, service levels, security obligations, and responsibilities for technology-related work. It supplements commercial terms by specifying technical standards, timelines, testing procedures, data handling rules, and change-control processes so both parties share a common operational baseline. In the United States this rider is typically incorporated by reference into a Master Services Agreement or Statement of Work and governs execution of technical tasks, integrations, and ongoing support during the contract term.

Why a Technical Services Rider Matters for Clear Delivery

A well-drafted rider reduces ambiguity by narrowing technical expectations, defining measurable service levels and acceptance tests, allocating risk for integrations and data security, and creating a clear amendment path for future technical changes.

Why a Technical Services Rider Matters for Clear Delivery

Who Typically Prepares and Reviews This Rider

Contracting teams, engineering leads, and procurement specialists usually draft or review the rider before execution.

  • Vendor technical leads and contracts teams who must commit to deliverables and SLAs in writing.
  • Client IT, security, and procurement teams that verify interfaces, data handling, and acceptance tests.
  • Project managers and program sponsors who track milestones, change requests, and closeout activities.

Cross-functional review is recommended: legal for liability and IP, security for data controls, and technical staff for acceptance and integrations.

Core Elements to Include in a Professional Rider

A complete rider organizes technical obligations into distinct sections so responsibilities, metrics, and remediation steps are easy to find and enforce.

Scope of Work

Define specific features, modules, APIs, and interfaces to be delivered, including exclusions and any third-party dependencies that affect delivery schedules or costs.

Deliverables

List each deliverable with format, versioning, delivery method, and handoff acceptance criteria, including what constitutes final acceptance versus interim milestones.

Service Levels

Specify measurable SLAs (uptime, response times, mean time to repair), reporting intervals, remedies for failures, and monitoring responsibilities for both parties.

Security Requirements

Set minimum security controls, encryption standards, data segregation, breach notification timelines, and any required compliance addenda such as HIPAA or PCI obligations.

Change Control

Describe the process for scope changes, approval authorities, impact assessments, pricing adjustments, and schedule updates to avoid informal scope creep.

Acceptance Testing

Include test plans, pass/fail criteria, defect logging procedures, remediation windows, and the process for final sign-off and rollback acceptance.

Required Technical and Security Details Often Included

Encryption: AES-256 at rest
Transport: TLS 1.2/1.3 in transit
Access Controls: Role-based access required
Data Residency: State or region specified
Audit Trail: Detailed logging required
BAA Requirement: If PHI involved, BAA required

Step-by-Step: Completing a Technical Services Rider

Follow a structured sequence to draft, review, and execute the rider so technical expectations align with commercial terms and operational readiness.

  • 01
    Draft Scope: Describe features, boundaries, and exclusions in plain language.
  • 02
    Define Metrics: Add measurable SLAs, uptime targets, and acceptable thresholds.
  • 03
    Identify Security: List encryption, authentication, and breach notification requirements.
  • 04
    Approve and Sign: Route for legal and technical sign-off, then execute signatures.

How to Configure the Rider in a Contract Workflow

Set up your document template and signing workflow so the rider is attached, tracked, and archived consistently across projects.

Field Configuration
Template Create a reusable rider template with locked core clauses.
Conditional Fields Enable show/hide fields for project-specific options.
Signer Order Set sequential routing for legal, technical, then executive signers.
Notifications Configure email and in-app alerts for pending signatures.

Where to Send and Store the Executed Rider

Define canonical destinations and retention points to ensure executed riders are accessible and enforceable.

  • Executed Counterparty Copy: Return fully executed copy to the other contracting party.
  • Contract Repository: Upload final rider to your centralized contract management system.
  • Project Folder: Place a copy in the project team workspace for operational use.
  • Compliance Archive: Send a copy to records retention for audit readiness.

Digital Signing and File Format Considerations

Use a consistent electronic workflow and file format so signatures, timestamps, and audit trails are preserved and reproducible.

  • Supported Formats: PDF and DOCX preferred for tamper evidence
  • Integrations: Link with contract repository and PM tools
  • Authentication: Email, SMS, or stronger signer verification

Ensure the eSignature platform you use produces a verifiable audit trail, preserves the final document format, and supports any required authentication or compliance features before proceeding with electronic execution.

Timelines and Key Deadlines to Define in the Rider

Assign clear dates and durations so milestones, acceptance windows, and notice periods are enforceable and simple to track.

Effective Date:

Record as MM/DD/YYYY; governs when obligations begin.

Delivery Milestones:

Specify dates for development sprints, releases, and handoffs.

Acceptance Period:

Set a fixed window for testing and formal acceptance.

Maintenance Window:

Define recurring maintenance timing and notification requirements.

Amendment Notice:

State notice period required to propose rider changes.

Common Drafting Mistakes to Avoid

  • Vague scope language that omits interfaces and third-party dependencies, leading to disputes over responsibility and schedule delays.
  • Missing acceptance tests or unclear pass/fail criteria, which causes prolonged acceptance cycles and withheld payments.
  • Failure to align security obligations with operational controls, increasing exposure to breaches or regulatory penalties.
  • No change-control process, permitting untracked scope creep and unpriced technical work that strains budgets and timelines.

Principal Risks and Consequences of an Incomplete Rider

Contractual Liability: Damages exposure for unmet technical obligations
Delay Damages: Penalties or liquidated damages for missed milestones
Data Breach Exposure: Regulatory fines and remediation costs
Regulatory Noncompliance: Loss of certifications or contractual privileges
IP Ownership Dispute: Unclear work-for-hire or assignment terms
Termination Costs: Early exit fees and transition expenses

eSignature Vendor Comparison for Executing a Technical Services Rider

Comparison of common eSignature criteria to consider when selecting a platform for executing and managing the rider; signNow is listed first for reference.

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
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 envelopes/user/year Varies Varies Varies

Real-World Examples of Riders in Use

Concrete examples show how a rider resolves technical ambiguity and accelerates delivery across organizations.

Optica Ventures

The interface is simple and easy-to-use for our team

  • Brian Fitzgibbons, COO
  • Optica used a rider to standardize API handoffs and acceptance testing, reducing integration disputes and shortening deployment cycles across multiple portfolios.

BIS

We felt most comfortable with airSlate SignNow given their SOC 2 certification

  • Dan Rotelli, CEO
  • BIS attached a detailed technical rider to each SOW, clarifying SLAs and security obligations, which improved vendor accountability and audit readiness.

Practical Tips to Draft a Clear and Enforceable Rider

Adopt these drafting habits to reduce friction during implementation and make enforcement straightforward if issues arise.

Use Measurable Metrics
Specify numeric and testable service levels, reporting intervals, and allowable downtime. Measurable metrics enable objective acceptance and limit disagreements over performance.
Attach Technical Exhibits
Include API schemas, data maps, and diagrams as exhibits rather than embedding them in prose. Exhibits can be versioned with change-control tracking.
Define Acceptance Steps
Lay out precise acceptance tests, defect severity levels, remediation timeframes, and the procedure for re-testing to avoid contested sign-offs.
Preserve Auditability
Require signed, time-stamped records and centralized storage for all change requests and approvals to support audits and post-mortem analysis.

Frequently Asked Questions About the Technical Services Rider

Answers to common questions help clarify enforceability, signature methods, amendment procedures, and operational handoffs.


Need help? Contact support

be ready to get more
Join over 28 million airSlate SignNow users