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Service Agreement Page 1 of 6
Service Agreement
This Service Agreement (the “Agreement”) is entered into ___________________ (the “Effective Date”) by
and between ____________________ (the “Customer”) located at _________________________ and
___________________ (the “Service Provider”) located at ___________________________, also
individually referred to as the “Party”, and collectively the “Parties”.
1. Services. The Service Provider shall perform the services listed in this Section 1 (the “Services”).
1.1. ___________________________________________________________
1.2. ___________________________________________________________
1.3. ___________________________________________________________
2. Compensation. The Customer agrees to pay the Service Provider $____________________ as
payment for the Services provided. This fee will be paid in accordance will the following schedule:
Total Cost of the Services: ___________________________
Amount Due at Signing: ___________________________
Amount Due at Completion: ___________________________
3. Expenses. The Customer agrees to reimburse the Service Provider for all expenses incurred as a
result of performing the Services. The Service Provider agrees to submit all expenses to the
Customer for approval prior to incurring the expense. All expenses must be approved in writing. The
Customer will not be liable to reimburse the Service Provider for any expense(s) that was not pre-
approved.
4. Payment. The Service Provider shall submit an invoice to the Customer every ___ days. Invoices
shall be paid within ____ days from the date of the invoice. Payments may be made by credit
card/electronic transfer/check as follows:
Service Agreement Page 2 of 6
__________________________________
__________________________________
__________________________________
__________________________________
__________________________________
5. Term. The term of this Agreement shall commence on the Effective Date, as stated above, and
continue for ___________ days/months/years, unless otherwise terminated per the terms of this
Agreement.
6. Termination.
6.1. Either Party may terminate the Agreement at any time upon __ days prior written notice to
the other Party. In the event the Customer terminates the Agreement, the Customer shall
still remain obligated to pay the Service Provider for any Services performed up to the date of
termination and any expenses approved, but not paid, prior to the date of termination. In the
event the Service Provider terminates the Agreement, the Service Provider shall reimburse
the Customer any amounts previously paid to the Service Provider for which the Service
Provider has not yet performed the Services.
6.2. This Agreement will automatically terminate when both Parties have performed all of their
obligations under the Agreement and all payments have been received.
7. Relationship of the Parties.
7.1. No Exclusivity. The Parties understand this Agreement is not an exclusive arrangement.
The Parties agree they are free to enter into other similar agreements with other parties. The
Service Provider agrees the Service Provider will not enter into any agreements that conflict
with the Service Provider’s obligations under this Agreement.
7.2. Independent Contractor. The Service Provider is an independent contractor. Neither Party
is an agent, representative, partner, or employee of the other Party.
8. Dispute Resolution.
Service Agreement Page 3 of 6
8.1. Choice of Law. The Parties agree that this Agreement shall be governed by the State and/or
Country in which the duties of this Agreement are expected to take place. In the event that
the duties of this Agreement are to take place in multiple States and/or Countries, this
Agreement shall be governed by ______________________ law.
8.2. Negotiation. In the event of a dispute, the Parties agree to work towards a resolution
through good faith negotiation.
8.3. Mediation or Binding Arbitration. In the event that a dispute cannot be resolved through
good faith negotiation, the Parties agree to submit to binding mediation or arbitration.
8.4. Attorney’s Fees. In the event of Arbitration and/or Mediation, the prevailing Party will be
entitled to its legal fees, including, but not limited to, its attorneys’ fees.
9. General.
9.1. Assignment. The Parties may not assign their rights and/or obligations under this
Agreement.
9.2. Complete Contract. This Agreement constitutes the Parties entire understanding of their
rights and obligations. This Agreement supersedes any other written or verbal
communications between the Parties. Any subsequent changes to this Agreement must be
made in writing and signed by both Parties.
9.3. Severability. If any section of this Agreement is found to be invalid, illegal, or
unenforceable, the rest of this Agreement will still be enforceable.
9.4. Waiver. Neither Party can waive any provision of this Agreement, or any rights or obligations
under this Agreement, unless agreed to in writing. If any provision, right, or obligation is
waived, it is only waived to the extent agreed to in writing.
10. Notices.
All notices under this Agreement must be sent by email with read receipt requested or by certified or
registered mail with return receipt requested. Notices shall be sent as follows:
Service Agreement Page 4 of 6
Customer
______________________________
______________________________
______________________________
______________________________
Service Provider
______________________________
______________________________
______________________________
______________________________
[The remainder of this page is intentionally left blank. Signature page follows.]
Service Agreement Page 5 of 6
The Parties agree to the terms and conditions set forth above as demonstrated by their signatures as follows:
Customer
Signed: _____________________________________
Name: _____________________________________
Date: _____________________________________
Service Provider
Signed: _____________________________________
Name: _____________________________________
Date: _____________________________________
Service Agreement Page 6 of 6
