Commercial legal support for businesses entering into long-term supplier, customer and service relationships.
Covenant Advisory Group reviews Master Services Agreements (MSAs), Statements of Work and related contractual documents to identify commercial risk, clarify obligations and help businesses negotiate workable terms before signing.
A Master Services Agreement establishes the legal framework under which future services, projects and Statements of Work may be delivered. The commercial impact therefore extends beyond the first project or invoice.
We help customers understand whether an MSA gives them appropriate protection around performance, service levels, data, intellectual property, remedies, liability and supplier exit.
We help suppliers negotiate commercially workable obligations, appropriate liability exposure, payment protections, IP provisions and scalable terms for ongoing customer relationships.
We review the commercial and contractual provisions that determine how the relationship operates, who carries the risk and what happens when things do not go to plan.
How services are commissioned, documented and varied under the wider contractual framework.
Which document controls where the MSA, SOW, order form or other contractual documents conflict.
Charges, invoicing, payment periods, disputed invoices, expenses, price changes and late payment.
Liability caps, exclusions, carve-outs and the allocation of financial exposure between the parties.
Contractual indemnities relating to IP, third-party claims, confidentiality, data and other identified risks.
Ownership and licensing of pre-existing IP, deliverables, developments, materials and customer content.
Performance standards, KPIs, response times, service credits and other contractual remedies.
Data processing responsibilities, security commitments, breach provisions and related contractual requirements.
Service, compliance, authority and performance warranties and the consequences of breach.
How changes to services, scope, timelines, deliverables and pricing are requested and approved.
Termination for cause, convenience, insolvency and prolonged service failure.
Data return, handover, transition assistance, continuing obligations and post-termination arrangements.
MSAs are often designed to apply across multiple projects. A provision that looks manageable for one engagement can become much more significant when it applies to every future Statement of Work.
Our review focuses not only on what the agreement says, but on how its provisions interact and how the contractual framework is likely to operate in practice.
For broader agreements, see our Commercial Contract Review service.
Commercial relationships frequently involve several documents. We can review how those documents interact as part of the wider contractual framework.
The overarching legal and commercial terms governing the relationship.
Project-specific scope, deliverables, milestones, fees and timelines.
Commercial details for particular products, services or subscriptions.
Availability, performance standards, response times and remedies.
Contractual arrangements governing the processing and protection of data.
Security, support, pricing, technical and other supporting contractual documents.
Technology transactions often combine an MSA with SaaS terms, order forms, service levels, data processing provisions and software licensing arrangements.
For technology-specific agreements, see our SaaS Contract Review & Negotiation service.
We focus on identifying the issues that matter, explaining their commercial significance and providing practical drafting solutions.
Provide the MSA and any relevant SOWs, schedules or supporting documents.
We assess the contractual structure, obligations and key commercial risks.
Where agreed, we provide proposed drafting changes and identify priority issues.
We can support subsequent negotiation cycles and counterparty comments.
We can support businesses across the wider contracting lifecycle.
Review of supplier, customer and other business-to-business agreements.
Contract support for businesses buying and selling software-as-a-service.
Ongoing commercial legal support for businesses without a full in-house legal team.
A Master Services Agreement is an overarching contract that establishes the legal and commercial terms governing an ongoing business relationship. Individual projects or services can then be documented through Statements of Work, order forms or similar documents.
Because an MSA can govern multiple future projects, its provisions may create long-term obligations and financial exposure. Review can identify issues relating to liability, indemnities, IP, payment, service levels, termination and other important commercial terms before the agreement becomes binding.
Yes. Where appropriate, we can review the MSA together with Statements of Work, order forms, schedules and other documents forming part of the contractual relationship.
Yes. Depending on the agreed scope, our review can include proposed drafting amendments as well as identification and explanation of key contractual issues.
Yes. We can support contract negotiations, review counterparty amendments and help develop commercially workable drafting positions.
Yes. We support technology-related commercial agreements, including MSAs used alongside SaaS agreements, order forms, service levels and data processing terms.
Send us the agreement and we can discuss the scope, turnaround and appropriate review approach for your transaction.