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I would ask a lawyer. I saw many MSAs and all were created by lawyers. MSAs contain legal terms and conditions and general commitments that you do not want to negotiate with every new order governed by the MSA.
What is in there depends on what you (and your contractor) can agree on in general, like a change process, how scope is described, how a price is determined (e.g. fixed rate table), dispute resolution terms, and probably a template for orders. Do not forget an evaluation process after orders are closed.
Benefits of MSAs is that the ordering / procurement process is quicker and cheaper, if orders are delivered satisfactory that trust is build, disputes may be limited. One dis-benefit is that competition is limited, but that can be offset if you agree on volume discounts.
Include a term that MSAs are to be reviewed and renogotiated every year or so.
I agree with Thomas. A lawyer can also inform you of any obligations you may have in your jurisdiction relating to the product or service you are offering.
Thanks for your help. I will relay this to my boss.
In general, the MSA should cover:
1. What products/services are in and out of scope
2. Who the key points of contact
3. Any exceptions and how to deal with those
4. T's & C's around conflict resolution, change management and any other clauses which would uniformly apply to all engagements between the parties
5. The duration of the MSA and any T's and C's around renewal or early termination
Others would include rules of engagement around resource substitution, ownership of intellectual property and so on.
Suggest you check with typical government procurement documents in you r area. They are usually available on line as public documents for tendering purposes. You may be able to use them as a guide.
Another option is to look at local associations that represent firms interested in responding to your MSA. They may have standards you can use as a guide.
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