MSA Review Tool

What ReadThePrint checks in an MSA

An MSA governs every project you do with a client — which means a bad clause in the MSA can affect every SOW that follows. ReadThePrint reviews the full document and flags issues across all the key areas:

• Payment terms — Net-60 or longer payment windows, approval-gated payment conditions, missing late payment provisions
• IP and work product ownership — when IP transfers, whether drafts and pre-existing tools are included, portfolio rights
• Termination rights — asymmetric termination (client can exit freely; you can't), missing kill fee provisions for in-progress work
• Liability caps and indemnification — uncapped liability exposure, one-sided indemnification clauses, missing consequential damages exclusions
• Non-compete and exclusivity — industry-wide restrictions, long post-termination non-competes, hidden exclusivity obligations
• Confidentiality — overly broad definitions, perpetual obligations, missing standard carve-outs

How it works

Why MSA review matters more than individual contracts

Most service providers spend more time reviewing individual project contracts than the MSA that governs all of them. That's backwards. A one-sided termination clause in an MSA affects every project you do under it. A missing liability cap exposes you on every SOW. IP that transfers before payment is a problem on every engagement.

Reviewing your MSA carefully before you sign — and pushing back on the terms that don't work for you — is one of the highest-leverage things you can do to protect your business.