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Managed services agreement template (with explanations)
Table of contents
Managed services are a growing way for businesses to outsource critical operations and focus on what they do best. Whether in IT, marketing, or other fields, companies rely on managed services to provide expert support and consistent performance.
A managed services agreement template helps businesses and service providers create clear, legally binding contracts. These agreements define the services offered, the responsibilities of each party, payment terms, and much more. Using a solid managed services agreement template ensures both sides understand expectations and helps avoid costly disputes.
In this article, we explain what managed services are, why you need a signed managed services agreement, and break down the key sections you’ll find in a typical agreement. You can also find a comprehensive managed services agreement template that can be customized to fit any needs.
See why businesses are rushing to SignTime’s feature-packed contract repository system.
What are managed services?
Managed services refer to outsourcing day-to-day operations and responsibilities to a third-party provider. Instead of handling everything internally, businesses contract experts to manage specific functions such as IT support, network monitoring, or cloud services.
This approach helps companies reduce costs, improve efficiency, and access specialized skills. Managed services providers typically offer ongoing support, proactive maintenance, and problem resolution, allowing businesses to focus on their core activities without interruptions.
What is a managed services agreement?
A managed services agreement is a legal contract between a service provider and a client. It outlines the specific services the provider will deliver, the responsibilities of both parties, and the terms that govern the relationship.
This agreement clarifies expectations around service quality, payment, timelines, and communication. It differs from a master agreement or service level agreement (SLA) by combining elements of both to provide a comprehensive framework for managed services.
Why do you need a signed managed services agreement?
A signed managed services agreement protects both the client and the provider by clearly defining roles, responsibilities, and expectations. It reduces the risk of misunderstandings and disputes by setting agreed-upon terms for service delivery and payment.
Having a signed contract also ensures legal protection in case of disagreements or failures to meet obligations. It helps maintain a professional relationship by providing a reference point for resolving issues and managing changes.
What goes into a managed services agreement?
A managed services agreement includes several key sections that clearly define the working relationship between a provider and a client. Each part sets expectations, responsibilities, and rules to ensure smooth delivery and legal clarity. Below is a numbered list of the main components found in a typical agreement.
- Scope of Services
- Service Level Agreements (SLAs)
- Payment Terms
- Term and Termination
- Confidentiality
- Liability and Indemnification
- Dispute Resolution
- Support and Maintenance
- Change Management
- Approval and Acceptance
- Governing Law
- Miscellaneous Provisions
Scope of Services
This section clearly defines the specific services the provider agrees to deliver. It sets boundaries on what is included and excludes any work outside the agreement. A well-defined scope avoids misunderstandings and scope creep, ensuring both parties know their duties. This clarity helps prevent disputes and keeps the project on track.
Service Level Agreements (SLAs)
SLAs specify measurable standards such as response times, uptime guarantees, and performance targets. This section holds the provider accountable for meeting agreed service levels and defines consequences if those levels are not met. SLAs provide transparency and build trust by setting clear expectations.
Payment Terms
This part covers all financial aspects, including fees, invoicing schedules, payment methods, and late payment penalties. Detailed payment terms prevent confusion and help maintain a healthy cash flow for the provider while protecting the client’s rights.
Term and Termination
Here, the contract duration is set along with renewal and termination rules. It defines how either party can end the agreement, notice periods required, and what happens after termination. This section provides a roadmap for ending the partnership smoothly.
Confidentiality
Both parties agree to protect sensitive business information shared during the engagement. This section ensures that data such as trade secrets, client details, and proprietary information remain secure and are not disclosed without permission.
Liability and Indemnification
This section limits the provider’s and client’s liability for damages and losses. It also outlines indemnification obligations, specifying who bears responsibility if third-party claims arise. Clear liability terms reduce legal risks for both sides.
Dispute Resolution
If conflicts occur, this section defines the steps for resolving disputes, such as negotiation, mediation, or arbitration. Having a process in place helps avoid costly and time-consuming litigation.
Support and Maintenance
This describes ongoing support services, including availability, maintenance schedules, and update procedures. It ensures the client knows what help is available and when, contributing to smooth operations.
Change Management
This clause outlines how changes to the service scope, pricing, or terms must be managed. It typically requires formal approval for changes to prevent confusion and unauthorized work.
Approval and Acceptance
The client’s process for reviewing and formally accepting services or deliverables is detailed here. Clear acceptance criteria ensure both parties agree that work has been completed satisfactorily.
Governing Law
This section specifies which jurisdiction’s laws will apply to the agreement and any legal disputes. It helps clarify the legal framework governing the contract.
Miscellaneous Provisions
This final section includes various standard legal clauses such as force majeure, assignment rights, notices, and others that support the agreement’s enforceability and completeness.
Managed services agreement template
This managed services agreement template is designed to help you create a clear and comprehensive contract between your business and a managed services provider.
Please note that this template is for informational purposes only and does not constitute legal advice. It is important to consult a qualified attorney before finalizing any contract to ensure it meets your specific legal requirements.
Managed services agreement template
This Managed Services Agreement (“Agreement”) is entered into as of [Date] by and between [Client Name], located at [Client Address] (“Client”), and [Service Provider Name], located at [Provider Address] (“Provider”).
Scope of Services
Provider agrees to perform the following services for Client:
[Describe services in detail, including any exclusions.]
Service Level Agreements (SLAs)
Provider will maintain the following service levels:
Response time: [e.g., within 4 hours]
System uptime: [e.g., 99.9% monthly uptime]
Resolution time: [e.g., within 24 hours]
Failure to meet SLAs may result in [penalties/credits/other remedies].
Payment Terms
Client agrees to pay Provider:
Fees: [Amount and billing frequency]
Payment method: [e.g., bank transfer, credit card]
Late payment penalties: [Specify terms]
Invoices are due within [number] days of receipt.
Term and Termination
This Agreement begins on [Start Date] and continues for [duration], unless terminated earlier as follows:
Either party may terminate with [number] days written notice.
Termination for cause includes [list reasons].
Upon termination, Provider will [describe final deliverables or transition assistance].
Confidentiality
Both parties agree to keep confidential all proprietary or sensitive information obtained during the term of this Agreement. Confidential information will not be disclosed to third parties without prior written consent.
Liability and Indemnification
Neither party will be liable for indirect, incidental, or consequential damages. Each party agrees to indemnify and hold harmless the other from claims arising out of breach of this Agreement or negligence.
Dispute Resolution
In case of dispute, parties agree to attempt resolution through negotiation or mediation before pursuing legal action.
Support and Maintenance
Provider will offer support services during [hours of operation]. Maintenance windows will be scheduled in advance and communicated to Client.
Change Management
Any changes to the scope, pricing, or terms must be documented and approved in writing by both parties.
Approval and Acceptance
Deliverables will be reviewed by Client within [number] days. If accepted, Client will provide written confirmation. If issues are found, Provider will address them within agreed timelines.
Governing Law
This Agreement is governed by the laws of [Jurisdiction].
Miscellaneous Provisions
Force Majeure: Neither party will be liable for delays due to causes beyond their control.
Assignment: Neither party may assign this Agreement without prior written consent.
Notices: All notices must be sent to the addresses listed above.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
[Client Name] [Provider Name]
Use SignTime to sign and store all of your managed services agreements
Signing and managing your managed services agreements is easier with SignTime. Our platform lets you send contracts for signature via SMS, making it simple and fast for clients to sign on any device, anywhere.
Once signed, your agreements are stored securely in SignTime’s organized contract repository. You can access, track, and manage all your contracts in one place with peace of mind.
SignTime integrates seamlessly with Salesforce and other business tools to streamline your contract workflows. Whether you’re expanding locally or globally, SignTime helps you close deals faster and maintain clear, secure records.
SignTime also provides the MSABundle managed service agreement templates for free separately.
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