What Is a Customer Order Form?
A customer order form is a contractual document that identifies the specific products or services a customer agrees to purchase from a business. It typically establishes the selected services, pricing, billing arrangements, service periods, and other transaction-specific details.
Rather than negotiating a separate agreement for every customer, businesses can use standardized order forms to document individual purchases while maintaining consistent contractual terms.
Order forms are particularly useful for businesses offering recurring services, subscription packages, or multiple service options at different price points.
How an Order Form Works with a Master Services Agreement
An order form is commonly used alongside a Master Services Agreement (MSA).
The MSA establishes the general contractual framework governing the business relationship, including payment obligations, intellectual property, confidentiality, warranties, limitations of liability, indemnification, and termination rights.
The order form identifies the specific services purchased and the commercial terms applicable to that transaction.
For example, a marketing agency may offer three subscription packages with different monthly prices and service commitments. Rather than preparing a separate MSA for each customer, the agency can use one standardized MSA and an individual order form identifying the customer's selected package, monthly fee, and service period.
Together, the documents establish the contractual relationship, provided they are properly incorporated and accepted.
For additional information, see our guide to Master Services Agreement Drafting.
What Should a Customer Order Form Include?
Although order forms vary depending on the business model, common provisions include:
- Customer Information: The legal names of the contracting parties and relevant contact information.
- Selected Services: The products, service packages, or subscriptions being purchased.
- Pricing and Payment: Applicable fees, billing frequency, payment schedules, and additional charges.
- Service Period: The commencement date, initial commitment, and applicable renewal arrangements.
- Service Specifications: Quantities, service levels, locations, or other customer-specific requirements.
- Referenced Agreements: Identification of the governing MSA and any incorporated schedules or exhibits.
- Customer-Specific Terms: Negotiated exceptions or modifications permitted under the contractual framework.
- Acceptance: Signature blocks or another appropriate mechanism for documenting agreement to the applicable terms.
Incorporation and Conflicting Contract Terms
An order form should provide sufficient detail for both parties to understand what was purchased and the applicable commercial commitments.
One important drafting consideration is ensuring that the order form and MSA operate together.
An order form should clearly identify the governing MSA, including its applicable version where appropriate. The documents should also establish which provisions control if inconsistent terms appear in both agreements.
For example, an order form may specify a particular subscription period, while the MSA establishes general renewal and cancellation procedures. If those provisions are inconsistent, the contractual framework should identify which terms govern.
Businesses should also consider whether customer-specific modifications require additional written approval.
Establishing Clear Customer Commitments
A properly structured order form can simplify customer onboarding while providing clarity concerning purchased services, pricing, and contractual commitments.
However, the order form should accurately reflect the company's offerings and remain consistent with the MSA and other applicable documents.
An effective order form identifies what the customer is purchasing, while the MSA establishes the broader contractual terms governing that purchase.
For customized projects, read about Statement of Work Drafting.
Vertalis Legal Counsel, PLLC assists businesses with drafting, reviewing, and updating commercial agreements. Contact Vertalis to discuss your company's contracting needs.