This document discusses legal agreements for technology projects including a master services agreement (MSA) and statements of work (SOW). It provides an overview of key MSA clauses such as non-solicitation, warranties and indemnities, limitation of liability, and engagement terms. It also presents alternatives to the traditional contracting approach and includes a case study of a three-month negotiation for a $500,000 deal. The document aims to help clients understand common legal documents and contracting processes.

2. • What are the Legal Documents You Operate
• Alternatives to Traditional Approach
• Case Study
• Quick Proposal Creation Flow
Let’s Talk About

3. USA
United Kingdom
Germany
Middle East
Asia
NDA
MSA
SOW:
Dedicated Team,
T&M, Fixed Price
Main Contracts
Jurisdictional Contracts’
Classification
Types of agreements and contracts
(MSA, SOW, Project Charter & Proposal)

4. What is MSA?
A contract reached between Parties, in which most of the terms, that will govern future
cooperation, are agreed
Non-Solicitation clause
• restriction from soliciting our
associates;
• term: during the operation of the
agreement and continuing for 2 years
following termination.
Warranties & Indemnities
• we will not infringe upon the proprietary
rights of any third party;
• we will use all reasonable endeavors to
ensure that no viruses or similar items are
knowingly coded into the Deliverable
• we will defend and hold CLIENT harmless
from and against any losses relating to
breach of any representation & warranty .
Limitation of Liability clause
• no liability in excess of the amount paid
by CLIENT under specific SOW from
which liability is claimed to have arisen;
• no liability for indirect damages.
Nonexclusive Engagement
• reserved right to offer services of any
kind or nature whatsoever to any
person or entity;
• no prohibition to perform similar
services for any other client.
How Long Does It Take To Sign MSA?

5. What’s the Alternative Flow?
…what if you have 4-5 medium-large presales each week?

6. Proposal Goes Here
What is Your Story About?
SOW Signature
1000
250
50
10
5

7. 1. Business Challenge & Solution Overview
2. Project Budget
3. Project Scope and Out-Of-Scope
4. Deliverables
5. Schedule and Milestones
6. Project Approach
7. Alternatives
What is Your Story About?

8. Case Study
A sample of 3months long negotiation for a 0.5M deal

9. DESIRED SOLUTION
Over the last couple years the business was declining due to the disruptive
competing technologies and lack of innovation of current services.
The Project will be new payment platform allowing merchants to generate
unique and secure payment links, which can be sent to their customers with
multiple channel, such as SMS, email and webchat for example.
It is expected that new platform will onboard 10 global retailers by May 2019

10. PROJECT SCOPE
After a thorough review of the proposed
Architecture and series of clarification questions,
Your “A Team” has decomposed the Project into
Features.
The full project scope is limited to the Feature
list given on the right

11. BUDGET. FULL SCOPE INCLUDED
Basic Payment Platform $ 500 000
ADDITIONAL PACKAGES PRICE
1 ½ months UAT cost + $ 34 000
Initial Support + $ 19 500 / month
Ongoing Support & Maintenance + $ 11 000 / month
Feature 1 + $ 34 500
Feature 2 + $ 34 500
Feature 3 - $ 13 500
Feature 4 - $ 27 000
*Subject to final validation and agreement of assumptions
*Subject to final validation and agreement of assumptions

12. DELIVERABLES
Development phase
1. Source code of solution
2. Source code of solution deployment automation
3. Test Plan, source code of automated tests, and
Acceptance Test Suite, Security Test Report
4. Installation guide of Application (PDF)
5. End-user documentation
6. Project specific artifacts e.g. sprint backlog,
confluence pages, risk register, change log, etc,
Support phase:
1. Application support incident troubleshooting
2. Configuration issue resolution
3. Code issue resolution and hot fix delivery
4. Monthly report with root cause analysis and
improvements to documentation

13. THANK YOU!
Oleg Mizov
mizovo@gmail.com
+38-068-5012550

14. BACKUP

15. ONSITE ACTIVITIES

16. How Do I Do It?
1 Define Business Challenge Define Solution
2 Build Architecture Define Scope
3 DEV Estimates QC Estimates Other Efforts
4 Choose Technologies & Resources Define Team Roles
6 Create Initial Schedule Validate Duration Discuss Assumptions
7 Finalize Risks Add Cost and Time Reserves
8 Calculate Costs Determine Budget
9 Present Leadership Team Present Proposal Onsite

17. Quick and Accurate Estimation

18. Cost Calculation

19. Questions?