contracts

Statement of Work in Turkey: Template, Key Clauses and Local Law (2026)

Adira EditorialLegal AI desk4 min read

A statement of work (SOW) in Turkey is the document that defines a specific engagement under a master services agreement: the deliverables, timeline, acceptance tests and price. Turkey has no SOW-specific statute. An SOW is not a standalone contract type; it draws its legal character from the Turkish Code of Obligations No. 6098, and whether it reads as a work contract or a mandate changes the default rules. This guide explains the Turkish legal framework, the clauses an SOW should carry, and a template skeleton. It is general information, not legal advice. ## What law governs a statement of work in Turkey? There is no single SOW law. The framework is: - The master agreement it sits under. The SOW usually inherits the general terms (liability, confidentiality, governing law) from the MSA and should say which document wins in a conflict.

  • The Turkish Code of Obligations No. 6098 (TBK), which supplies the named contract type the work matches. Where the SOW promises a defined result or deliverable, it reads as a work contract (eser sozlesmesi, Article 470 and following), which carries duties on completion, defects and acceptance. Where it promises ongoing professional effort without a guaranteed result, it reads closer to a mandate (vekalet, Article 502 and following).
  • Freedom of contract with Article 27 as the limit, and the Law on the Protection of Personal Data No. 6698 (KVKK) where the work processes personal data. ## Is a statement of work binding in Turkey? Yes, once signed under the master agreement it is the binding order. Two practical points: - The SOW is where the commitment forms. The MSA often sets only the framework; the duty to deliver and pay crystallises in the signed SOW, so scope, price and dates must be precise.
  • The contract type drives the defaults. A work contract brings acceptance, defect liability and completion duties; a mandate brings different termination and care duties. Draft with the right type in mind. ## Key clauses in a Turkish statement of work ### Link to the master agreement Reference the MSA, confirm its terms apply, and set the order of precedence. ### Scope and deliverables Describe the work and the specific deliverables, with enough detail to test completion. ### Timeline and milestones Set the schedule, milestones and any dependencies on the customer. ### Acceptance criteria State the acceptance tests, the review window and what happens if a deliverable fails. ### Price and payment Set the fee, whether it is fixed or time and materials, the invoicing schedule and expenses. ### Change control Set how scope changes are requested, priced and approved. ### Personnel and responsibilities Name key personnel and the customer's obligations, since delay by the customer can shift risk. ### Intellectual property and data Confirm who owns the deliverables and address personal data under KVKK where relevant, consistent with the MSA. ## Template skeleton ```
  1. Reference to the master services agreement
  2. Scope and deliverables
  3. Timeline and milestones
  4. Acceptance criteria and review window
  5. Price and payment
  6. Change control
  7. Key personnel and customer responsibilities
  8. Intellectual property in deliverables
  9. Data protection (where applicable, KVKK No. 6698)
  10. Order of precedence with the MSA
  11. Signatures
- **Precedence matters.** State clearly whether the SOW or the MSA wins on conflict, so courts are not left to infer it.
- **Acceptance is where disputes live.** Clear acceptance tests and a defined review window reduce defect arguments under the work contract rules.
- **Article 27 and KVKK still apply.** Keep any SOW-level liability terms within mandatory law and address personal data where the work touches it. ## Common mistakes to avoid - Writing vague deliverables that cannot be tested at acceptance.
- Leaving the order of precedence silent between the SOW and the MSA.
- Ignoring whether the work is a result (work contract) or effort (mandate), and drafting the wrong defaults.
- Forgetting customer dependencies, so provider delay caused by the customer is not accounted for. ## From the statement to the delivery you actually track Signing the SOW is one moment; delivering against it is weeks of milestones, acceptance and change requests. Someone has to tie each SOW to its MSA, watch milestone and acceptance dates, and keep change orders in order. Across many SOWs that work is easy to lose. An AI contract workspace keeps each SOW, its parent MSA, its clause structure and its key dates in one place, so you can draft from a template, see where terms are one-sided, edit in plain language and get a reminder before a deadline. If you want to see drafting, review, tracking and governance in a single workspace, [Adira](https://adiralaw.com) is built around that idea. Deep Turkey-specific jurisdiction coverage is on Adira's roadmap today; India is deepest now. ## FAQ

Frequently asked questions

Is a statement of work a separate contract in Turkey?
An SOW is usually not a standalone contract type. It sits under a master services agreement and takes its legal character from the Code of Obligations No. 6098, reading as a work contract or a mandate depending on what it promises.
What is the difference between a work contract and a mandate here?
A work contract (eser sozlesmesi, Article 470 and following) covers a defined result and carries acceptance and defect duties. A mandate (vekalet, Article 502 and following) covers ongoing professional effort without a guaranteed result and has different care and termination rules.
When does a SOW become binding?
Once it is signed under the master agreement it is the binding order. The MSA often sets only the framework, so the duty to deliver and pay crystallises in the signed SOW, which is why scope, price and dates need to be precise.
What if the SOW conflicts with the MSA?
State the order of precedence expressly. Many agreements say the MSA governs general terms and the SOW governs the specific engagement, but the document should spell out which wins on conflict so it is not left to inference.
Does data protection law apply at the SOW level?
It applies where the work processes personal data. In that case the SOW or the parent MSA should set the data protection roles, security measures and any cross-border transfer basis under the Law on the Protection of Personal Data No. 6698 (KVKK).
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