What Are the Most Requested Terms in Professional Services Agreements?
When drafting a professional services agreement, it’s essential to include clauses and terms that will explain financial goals, working relationships, and reduce risk for all parties.
ContractsCounsel has real client data that shows the most requested professional services agreement terms people ask for. They include payment terms and methods, intellectual property rights, confidentiality, non-solicitation, and contract duration.
Read the rest of this article to explore these important terms and how a lawyer can help you draft a fair, balanced, and legally-sound document.
Note: Our real, anonymized data comes from ContractsCounsel, a legal marketplace where people can connect with vetted, experienced lawyers to draft professional services agreements.
1. Payment Terms and Methods
It’s common for clients to ask for detailed payment terms. These could include milestone payment plans and deposits while outlining the acceptable payment methods.
Takeaway: The agreement needs to specify schedules and what happens in the case of late fees. This prevents ambiguity and arguments.
2. Intellectual Property Rights and Ownership
Knowing who owns the work is important to prevent issues. Clients and service providers usually want terms in their agreement that explain who has intellectual property rights to protect their work.
Takeaway: The agreement should explain if content created during the contract belongs to the client or is provided for limited use.
3. Confidentiality and Non-Solicitation Clauses
These terms are important to include. They serve to protect the company’s sensitive information and create boundaries between employees and clients to preserve relationships.
Takeaway: Language in the contract needs to be clear and easy for all parties to understand when outlining confidentiality and non-solicitation clauses. This protects both parties.
4. Contract Duration, Renewal, and Termination
It’s important for clients to know how long their contracts will last and when they’ll end so there’s no confusion. If there are automatic renewal terms or any termination provisions to adhere to, these need to be explained.
Takeaway: Lawyers drafting the agreement should clearly define the contract duration, renewal, and grounds for termination.
5. Liability Limitations and Disclaimers
Our data has found that liability limitations and disclaimers are frequently requested, especially if parties are vulnerable to compliance or regulatory risks.
Takeaway: The contract should include liability limitation provisions that allocate risk. It should clearly define the extent of responsibility for both parties.
6. Direct Hiring Restrictions and Finder’s Fees
Some clients can’t hire staff or subcontractors working with their service provider, unless they’re given prior consent. If these terms are vague, they can cause confusion and disputes.
Takeaway: Such limitations and finder’s fees need to be included in the contract. This maintains professional working relationships and avoids situations such as talent poaching.
7. Scope Changes and Reimbursable Expenses
It’s common for clients to want flexibility to change the scope of work in the document, such as how extra services or change orders are treated.
Takeaway: The document needs to clearly explain and outline processes and expense approval structures. This keeps everything reasonable and fair to minimize costs related to the work.
Why This Matters
Based on ContractsCounsel data, clients usually request specific customized terms in their professional services agreements. These provide clarity on important clauses, such as payment and scope of work, while preserving business relationships and helping projects run smoother.
Get Help With Your Professional Services Agreement
If you want to hire a lawyer to draft your professional services agreement, you should post your project on the ContractsCounsel platform. Lawyers will reply by sending you proposals so you can match with a vetted, experienced lawyer to help you.
