Navigate contracts

Upon scheduling a workshop session, the managing director will share the Devbridge templates with the key stakeholder to initiate the discussions with procurement. Three documents exchange hands when starting a new engagement:

  1. Nondisclosure agreement (NDA): Protects both parties by stating that no information shared can leave the domain of the parties involved. It should be reviewed and signed before the workshop. This is important because sensitive materials and competitive insight are very likely to be exchanged during the session.
  2. Master services agreement (MSA): Establishes the overall relationship between Devbridge and the client (e.g., billing terms, ownership of IP).
  3. Statement of work (SOW): Outlines the specific parameters of the engagement such as budget, schedule, key objectives, or features to make the product viable.

Note: Devbridge has templates for these available to managing directors; however, the client may require we use their standardized versions. Fortune 1000s are prickly like that.

In other words, procurement teams often have very strict requirements for the MSA, but the sponsor of the project may be able to supersede some requirements on the SOW level. Don’t leave this to chance, and never sign an unfavorable MSA without a written agreement with the client referencing the exceptions noted in the SOW.

While the documents are under review, request an introduction to the procurement team. Often, additional documentation, financial audits, background checks, and other activities are required before starting work. The earlier this process begins, the smoother the onboarding process, and the sooner the invoices are issued and paid.

There are several red flags to watch out for in the contracting discussion.

  • Noncompete clause: A client may try to prohibit Devbridge from working with other similar businesses in the sector.
  • Terms beyond thirty days: Because we bill on a per-sprint basis, payment cannot be delayed beyond thirty days.
  • A warranty clause: Clients that are not used to purchasing services often try to include a warranty clause for the work product. While a warranty clause seems logical for an off-the-shelf product, services work will involve defects as part of the normal QA process. Making QA work free is not acceptable and should not be part of the contract.
  • To be determined: Add any other red flags here or omit TBD.

If any of these concerns surface, escalate to senior leadership.

We do not start work without a signed MSA and SOW. Exceptions happen, and MD makes the final call.

While facilitating the workshop, establish a critical go-to-market date based on the client’s needs and then leverage that date to drive decisions within procurement—a delayed start will result in a delayed market launch.

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The Secret Source by Aurimas Adomavicius

About the author

Aurimas Adomavicius is the president and co-founder of Devbridge. When not in the trenches working with clients, Aurimas is an active speaker and writer on product design and engineering best practices.