How to streamline your MSA to close more deals

End of the quarter can be demanding - it’s a high-pressure time in which businesses sprint towards their targets.

How can legal help colleagues get to revenue? Michael Haynes, GC at Juro, shares his experience of improving Juro’s MSA so sales can close faster, without needing to involve legal every time. 

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When joining a business, I tend to spend the first few weeks listening and understanding how things work, before looking at how legal can improve existing ways of working.

I knew from experience that prioritizing long-term strategic improvements over short-term firefighting wherever possible would have a significant impact. 

One example where I did this was with our Master Services Agreement (MSA), which I revamped to remove unnecessary negotiation points. Here’s how that project happened.

1. Identifying the problem - and when to step in

I knew I wanted to look at the contract we use to sell our product, as it’s arguably the most important contract in our business. The real question was a matter of when I should start making changes. 

I didn’t want to start disrupting the sales cycle in my first week of joining or rock the boat at the end of a month or quarter, so I first shadowed interactions between sales and our customers to better understand the problem. 

After four or five interactions and armed with a clearer understanding of how our negotiations take place, I could paint a better picture of the issue I was trying to resolve. 

It became clear that we were sinking a significant amount of time in negotiating points that didn’t matter to us. Sales always ended up accepting the same fallback position, and this was time-consuming because:

• The customer would flag the negotiation point
• The sales rep would read the customer comment
• They would then ask me for my thoughts
• I would provide my feedback, which was always the same
• The rep would make the amendment
• The customer would accept the fallback position

All it seemed to do was add friction and slow the process down - and it worked against the established sales wisdom that the quicker you are to progress a deal, the more likely you are to close it.

Some lawyers suffer from recycling fatigue when it comes to contract language; contracts end up phrased in a certain way because that’s how they’ve always been phrased

2. Getting into the weeds of our MSA

There were several steps involved in this project, the first being the most obvious - tell sales leaders about what you plan to do.

I collaborated with James Boreham, our VP Sales, to understand the problem and explain my plan for resolving it. I looked at:

The contract language

Every sentence you write increases the prospect of contract negotiation - if you have 10 sentences where you could have one, the opportunities for negotiation are 10x greater. 

Some lawyers suffer from recycling fatigue when it comes to contract language; contracts end up phrased in a certain way because that’s how they’ve always been phrased or that’s what’s in a precedent you use. 

I had to look at our MSA with fresh eyes and scrutinize each point - why is it there, and what is it trying to do? Does that point come across clearly in plain language? 

Everything in our MSA had to be there for a reason, and the wording needed to achieve that objective with brevity and clarity. It needed to be easy for anyone to understand (not just a lawyer).

Below is what our MSA looked like before the project:

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And below is what our MSA looks like now, with simplified contract language that anyone can read and understand:

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Drafting from a clean slate

I found it useful to map out what our contract needed to achieve before I started drafting the new version of the MSA. 

I created an outline in Notion, highlighting everything the MSA needed to achieve both for Juro and for the customer. Doing this meant I could look critically at the structure of the contract. I could group similar terms together. 

For example, all of the customer’s contractual obligations could be in one, easy-to-find place in the MSA. Why not put important terms (like duration, termination and fees) up front so they’re easy to find?

I then drafted the MSA, and then looked at whether I was happy with the end result. The final stage involved asking questions like:

• Am I happy with the allocation of risk in this MSA?
• Does this MSA reflect well on Juro’s brand and mission?
• Are the positions in the MSA reasonable from a customer perspective?
• Will this help sales agree contracts faster?

It’s more effective to have an outline in place before you start writing. This can feel unusual for lawyers who are often used to working from pre-existing templates and precedents.

It was never going to be a ‘one and done’ project, but rather something I would need to return to every so often to make sure it was still effective

Striking the right balance

Our contract needed to strike the right balance of being accessible and reasonable, while also protecting Juro’s interests.

If it was completely customer-friendly, Juro wouldn’t be protected and it would be more expensive for Juro to insure its operations (which is bad for both Juro and its customers). And on the other hand, if it wasn’t friendly enough to customers, we’d be back at square one with negotiations taking too much time. 

Finding the right balance in our contract language was tough, but super important.

3. Treating the project like a product launch

I handled this project in a similar way our product and engineering teams would handle product launches - you plan, test, launch, and then you iterate.

Before pushing the new MSA live, I did some user testing with our VP Sales, James. He was incredibly supportive and collaborative, and that made a huge difference - it’s always important that your colleagues understand the value of something you’re trying to do.

After James’ approval, I launched the MSA with the wider sales team and shadowed a few negotiations so I could see what was being negotiated.

If I had removed a negotiation point but somehow created another in its place then I needed to reconsider the changes I had made. It was never going to be a ‘one and done’ project, but rather something I would need to return to every so often to make sure it was still effective. 

We’re still reviewing and iterating on our MSA as new points come up.

One of our sales reps recently closed a deal and mentioned how the customer didn’t need to negotiate the MSA at all - that’s a huge win

Reducing negotiations by 50 per cent

The results of these changes were clear: 

• There was a marked reduction in the number of sales conversations in which I needed to get involved
• We reduced negotiations with legal involvement by more than 50 per cent
• And the conversations where I still needed to jump in were much easier to manage

One of our sales reps recently closed a deal and mentioned how the customer didn’t need to negotiate the MSA at all - that’s a huge win.

It’s also a benefit from a brand perspective - Juro’s purpose is to help customers streamline the creation, execution and management of contracts. If our own MSA template isn’t collaborative, or it contains stuffy legalese, it doesn’t help towards our mission of helping the world agree more. 

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