Statement of Work (SOW)
A Statement of Work (SOW) is a short contract issued under a Master Services Agreement that defines the scope, deliverables, timeline, acceptance criteria and price for one specific engagement.
In plain English
The SOW is the operational document: it says what is being built, by when, for how much, and how the client decides whether it has been delivered. It deliberately does not restate liability, IP or indemnity — those live in the parent MSA. A well-drafted SOW is precise about acceptance criteria, because that is what determines when payment becomes due.
Why it matters
Most commercial disputes over services are scope disputes, not legal ones. Vague deliverables and absent acceptance criteria in the SOW are the single most common cause of unpaid invoices and project overruns.
Example
An SOW reading "deliver a customer portal" invites argument. One reading "deliver a customer portal supporting the six user journeys listed in Annexure A, accepted when all listed journeys pass the UAT script in Annexure B, within 30 days of UAT commencement" does not.
How LexVio handles it
LexVio flags missing acceptance criteria, undefined deliverables and absent timelines when reviewing an SOW, and can suggest redlines to close them.
LexVio — AI Contract ReviewCommon questions
Can an SOW exist without an MSA?
It can, but then it must carry the full legal terms itself — liability, IP, confidentiality, termination — which defeats the purpose of the split. A standalone SOW is really a short-form services agreement.
What makes an SOW enforceable?
Clearly identified parties, defined deliverables, agreed consideration, and a stated link to the governing MSA. Acceptance criteria are what make payment obligations practically enforceable.
