Service agreement template

Services, deliverables, acceptance, fees and intellectual property. A sample contract you can read in full, edit in QuoteBill and sign online with a secure link.

Sample — review with a lawyer · Simple electronic signature with an audit trail

Who it is for

For a business that does work for a client, such as design, development, repairs or training, and wants the scope, delivery dates, acceptance, fees and rights in the results agreed in writing.

What it covers

15 clauses, in this order. Each one is in the sample text below, and you can edit, remove or add clauses before you send.

  • 1. Purpose

    What the agreement is for: it sets the terms on which the Service Provider performs the services described below for the Client.

  • 2. Services and deliverables

    A blank where you describe the services and the results. Work not described there is outside the agreement unless both sides agree to add it.

  • 3. Schedule and acceptance

    Delivery dates or milestones, and a review period for each deliverable. If the Client does not respond within that period, the deliverable counts as accepted.

  • 4. Fees and payment

    The Client pays the fees in the price schedule on the stated payment terms. If a payment is more than a set number of days late, the provider may pause the work after telling the Client.

  • 5. Expenses

    Travel and other out-of-pocket costs are repaid only if the Client approved them in advance, and only against receipts.

  • 6. Client cooperation

    The Client provides the information, materials, access and decisions the provider needs, on time. Delays this causes move the schedule.

  • 7. Changes

    Either side can ask for a change. It takes effect only once both agree on its scope, price and timing in writing or electronically.

  • 8. Intellectual property

    When the Client has paid in full, the rights in the deliverables made for the Client pass to the Client, or an exclusive licence is granted where a transfer is not allowed. The provider keeps its existing materials, tools and know-how.

  • 9. Confidentiality

    Each side keeps the other’s non-public information private and uses it only for this agreement, during the agreement and for a set number of years afterwards.

  • 10. Warranty and liability

    The provider works with reasonable care and skill. Each side’s liability is limited to the fees, except for intent, gross negligence, personal injury and cases where the law does not allow a limit.

  • 11. Term and termination

    The agreement ends when the services are complete or on the end date. Either side can end it after a serious breach that is not put right in time, and work already done stays payable.

  • 12. Independent parties

    Both sides are independent businesses. The agreement does not create employment, a partnership or an agency.

  • 13. Notices

    Notices are given in writing or by email to the addresses stated for each side.

  • 14. Entire agreement

    The contract and its price schedule are the whole agreement on this subject. Changes count only if both sides agree in writing or electronically.

  • 15. Governing law and disputes

    The law you name applies. The sides first try to settle a dispute in good faith, and otherwise the courts you name decide.

A price schedule (items, quantities and prices) is part of this contract. It starts empty, in your currency, and the clauses on fees and payment point to it.

The sample text

The whole sample, as QuoteBill starts it. Text in double square brackets, like [[10]], is a blank to fill in or check, and QuoteBill does not let you send a contract while one is left. The clause text is written in English, Korean, Japanese and German; in other languages a contract starts in English for you to translate.

Read the sample text

Service Agreement

Parties: Service Provider · Client

1. Purpose

This agreement sets out the terms on which the Service Provider performs the services described below for the Client.

2. Services and deliverables

The Service Provider will perform the following services and deliver the following results:

[[Describe the services and deliverables]]

Work not described here is outside this agreement unless the parties agree on it in writing or in electronic form.

3. Schedule and acceptance

The Service Provider will deliver according to this schedule: [[Delivery dates or milestones]].

The Client will review each deliverable within [[10]] business days of delivery and either accept it or describe the defects in writing or in electronic form. A deliverable is treated as accepted if the Client does not respond within that period.

4. Fees and payment

The Client will pay the fees shown in the price schedule of this contract, on the payment terms stated in it. If a payment is more than [[7]] days late, the Service Provider may pause the services after notifying the Client.

5. Expenses

Travel and other out-of-pocket expenses are reimbursed only if the Client approved them in advance, against receipts.

6. Client cooperation

The Client will provide on time the information, materials, access and decisions the Service Provider reasonably needs. Delays caused by missing cooperation extend the schedule accordingly.

7. Changes

Either party may ask for changes to the services. A change takes effect only when both parties have agreed on its scope, price and timing in writing or in electronic form.

8. Intellectual property

When the Client has paid in full, the Service Provider transfers to the Client the rights in the deliverables made specifically for the Client or, where the applicable law does not allow a transfer, grants the Client an exclusive, perpetual licence to use them. The Service Provider keeps its pre-existing materials, tools and know-how and grants the Client a non-exclusive licence to use them as part of the deliverables.

9. Confidentiality

Each party keeps the other party’s non-public information confidential and uses it only to perform this agreement, during the agreement and for [[3]] years after it ends. This does not apply to information that is public, already lawfully known, independently developed, or that must be disclosed by law.

10. Warranty and liability

The Service Provider will perform the services with reasonable care and skill. Except for intent, gross negligence, personal injury or where the law does not allow a limitation, each party’s total liability under this agreement is limited to the fees paid or payable under it.

11. Term and termination

This agreement starts on the effective date and ends when the services are completed or on the end date, whichever comes first. Either party may terminate it by notice in writing or in electronic form if the other party seriously breaches it and does not remedy the breach within [[14]] days of being asked to. Fees for work done until termination remain payable.

12. Independent parties

The parties are independent businesses. This agreement does not create an employment, partnership or agency relationship.

13. Notices

Notices under this agreement are given in writing or by email to the addresses stated for the parties, or to another address a party has notified.

14. Entire agreement

This contract, including its price schedule, is the entire agreement between the parties on its subject. Amendments are valid only if both parties agree to them in writing or in electronic form.

15. Governing law and disputes

This agreement is governed by the law stated under Governing law. The parties will first try to settle any dispute in good faith. Otherwise the courts stated under Jurisdiction decide, unless mandatory law provides otherwise.

Payment terms

Payment within [[14]] days of receiving an invoice, by bank transfer to the account stated on the invoice.

Governing law

[[Country or state whose law applies]]

Jurisdiction

[[Courts that decide disputes, e.g. the courts of your city]]

How to use it

  1. Choose the template

    Press the button to use this template. If you are not signed in, you first sign in or sign up for free and then come straight back to it.

  2. Start a draft

    The new-contract page opens with this template marked. Press its card to create a draft. Your company details fill in Party A, and you fill in the blanks, the other party and, where the template has one, the price schedule.

  3. Send it for signature

    You sign first, then send each signer a secure link and, by another route, an access code. Signers need no account.

What it is, and what it is not

QuoteBill creates a simple electronic signature with an audit trail. Many countries do not refuse a signature just because it is electronic, and this kind of signature is generally accepted for many business contracts.

It is not a qualified or advanced electronic signature, and QuoteBill does not verify who the signers are. It records the use of the link and access code you delivered, so anyone who has both can sign. The certificate lists every link issued and the IP address of every action.

Some documents need another form. Wills, many real-estate transfers, guarantees and some employment documents must, in some countries, be handwritten, notarised or signed with a qualified signature. The templates are samples, not legal advice: review them with a lawyer.

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