Set expectations for consulting services: Management Services Agreement
What is a Management Services Agreement?
A Management Services Agreement (or MSA) is a contractual arrangement where a service provider agrees to deliver specified management services to a client for a defined period. If you are a management consultant, Management Services Agreements can safeguard your interests when you are providing consulting services.
A lot of different industries benefit from using a Management Services Agreement (also known as a Management Contract), such as healthcare, hospitality, real estate, and, of course, business management. These documents are a good way of laying out all the terms under which the services (and the subsequent payments) will happen.
By signing a Management Services Agreement, both parties will be more likely to share the same set of expectations. As a Rocket Lawyer member, you may also opt to access Document Defense®, which allows an attorney to help you get paid or enforce your legal rights. Get started now!
When to use a Management Services Agreement:
- You're a business hiring a management services company.
- You're a management services company being hired by another business.
Sample Management Services Agreement
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Management Services Agreement
This Agreement is made effective as of , by and between , of , , , and , of , , .
In this Agreement, the party who is contracting to receive services shall be referred to as "", and the party who will be providing the services shall be referred to as "".
has a background in and is willing to provide services to based on this background.
desires to have services provided by .
Therefore, the parties agree as follows:
DESCRIPTION OF SERVICES. Beginning on , will provide the following management services (collectively, the "Services"):
agrees to devote its best effort to the performance of its management services. The parties further agree will perform such other services as agreed upon by the parties from time to time.
PERFORMANCE OF SERVICES. The manner in which the Services are to be performed and the specific hours to be worked by shall be determined by . will rely on to work as many hours as may be reasonably necessary to fulfill 's obligations under this Agreement.
Payment Schedule. The commission payments shall be payable first and fifteenth fifteenth and last and
Accounting. shall maintain records in sufficient detail for purposes of determining the amount of the commission. shall provide to a written accounting that sets forth the manner in which the commission payment was calculated.
Right to Inspect. , or 's agent, shall have the right to inspect 's records for the limited purpose of verifying the calculation of the commission payments, subject to such restrictions as may reasonably impose to protect the confidentiality of the records. Such inspections shall be made during reasonable business hours as may be set by .
Death. If dies during the term of this Agreement, shall be entitled to payments or partial commission payments for the period ending with the date of 's death.
pay all "out-of-pocket" expenses, and shall not be entitled to reimbursement from .be entitled to reimbursement from for all "out-of-pocket" expenses.be entitled to reimbursement from for the following "out-of-pocket" expenses: .will provide the following support services for the benefit of : .will not provide support services, including office space and secretarial services, for the benefit of .
TERM/TERMINATION. This Agreement and shall automatically renew for successive terms of the same duration, unless either party provides days written notice to the other party prior to the termination of the applicable initial term or renewal term
RELATIONSHIP OF PARTIES. It is understood by the parties that is an independent contractor with respect to , and not an employee of . will not provide fringe benefits, including health insurance benefits, paid vacation, or any other employee benefit, for the benefit of .
- a product or product line of
- a manufacturing process of
- any activity that may be involved with on behalf of
At the request of , shall provide adequate evidence that such persons are 's employees.personally holds an interest in the Intellectual Property that is described on the attached Exhibit A and which is not subject to this Agreement.does not personally hold any interest in any Intellectual Property.Development of Intellectual Property. Any improvements to Intellectual Property items listed on Exhibit A, further inventions or improvements, and any new items of Intellectual Property discovered or developed by (or 's employees, if any) during the term of this Agreement shall be the property of
- inventions
- machinery
- products
- prices
- apparatus
- costs
- discounts
- future plans
- business affairs
- process information
- trade secrets
- technical information
- customer lists
- copyrights
- product design information
This Agreement is in compliance with the Defend Trade Secrets Act and provides civil or criminal immunity to any individual for the disclosure of trade secrets: (i) made in confidence to a federal, state, or local government official, or to an attorney when the disclosure is to report suspected violations of the law; or (ii) in a complaint or other document filed in a lawsuit if made under seal.
UNAUTHORIZED DISCLOSURE OF INFORMATION. If it appears that has disclosed (or has threatened to disclose) Information in violation of this Agreement, shall be entitled to an injunction to restrain from disclosing, in whole or in part, such Information, or from providing any services to any party to whom such Information has been disclosed or may be disclosed. shall not be prohibited by this provision from pursuing other remedies, including a claim for losses and damages.
CONFIDENTIALITY AFTER TERMINATION. The confidentiality provisions of this Agreement shall remain in full force and effect after the termination of this Agreement.
NOTICES. All notices required or permitted under this Agreement shall be in writing and shall be deemed delivered when delivered in person or deposited in the United States mail, postage prepaid, addressed as follows:
IF for :
,
IF for :
,
Such address may be changed from time to time by either party by providing written notice to the other in the manner set forth above.
ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.
AMENDMENT. This Agreement may be modified or amended if the amendment is made in writing and is signed by both parties.
SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.
APPLICABLE LAW. This Agreement shall be governed by the laws of the State of .
SIGNATORIES. This Agreement shall be executed on the behalf of by and on behalf of by
Party receiving services:
| By: | Date: |
Party providing services:
| By: | Date: |
Attachments
| _____ | Exhibit A - Intellectual Property will be attached. |
Management Services Agreement FAQs
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Does a management consultancy always need to use a Management Services Agreement?
Even if you are being hired by an acquaintance, it is always a good idea to sign a Management Services Agreement. It could be good for your business due to the following benefits:
- Roles and responsibilities are understood by everyone.
- Timelines are established.
- Neither party is confused about fees charged.
In the end, if you choose not to use this document, you might not be able to experience the associated benefits and protections.
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What details do I need to cover in a Management Services Agreement?
In order to make your Management Services Agreement with Rocket Lawyer, you'll need to prepare the following information:
- Contact information for your client.
- What tasks you are committed to performing.
- The start and end dates.
- How and when payment will be made.
As you probably expect, Management Services Agreements built with Rocket Lawyer also contain the typical language with regard to the non-employer relationship, compensation for losses, and method(s) of dispute resolution. While building your contract, you'll also have the ability to decide which state's laws will apply. More personalization is permitted, as necessary.
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Can I draft a custom Management Services Agreement template online for free?
Creating your own Management Services Agreement is easy to do with Rocket Lawyer. To start the process, you can tap or click on the "Make document" button. You will then be guided through several questions about your situation to build your custom contract. Once you have produced your Management Services Agreement, you can have your document reviewed by a Rocket Lawyer network attorney. This method is often going to be much less expensive than hiring and working with a traditional attorney at a cost that may total several hundred dollars or even more, depending on the complexity of the matter.
If you've got any questions about the process, you can always ask a Rocket Lawyer network attorney. You might also like to check out our full collection of business documents.
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What happens after my Management Services Agreement is created?
Upon completing a Management Services Agreement on Rocket Lawyer, you will be able to retrieve it at any time and place. With a membership, you can make edits, make a copy, add electronic signatures, print, or save it as a Word document or PDF file when needed.
Alongside your Management Services Agreement, you'll discover a set of next steps you should take after the document is completed. As a best practice, you should send a copy of the signed agreement to the client.
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Can Rocket Lawyer check my Management Services Agreement?
Getting a lawyer to check your agreement might take a lot of time if you try to do it on your own. A different approach that can save you time is working with a Rocket Lawyer network attorney. Premium members are able to ask for advice from an experienced lawyer or ask additional legal questions. As a small business owner or operator, you can Work Confidently® knowing that Rocket Lawyer is here to support you.
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