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What Is a Service Contract?
A service contract is an agreement between you or your business and the clients or customers you serve. This document outlines the terms and conditions of the services you will provide. For example, contractors would use a service agreement to detail all the renovations they are doing to a client's home and how they will be compensated for it. Likewise, your business could use a service contract to hire a freelance writer or graphic designer temporarily. The agreement would discuss the work they are doing for your business and how you will pay them.
What Does a Service Contract Include?
Many service contracts have a similar format that includes the following information:
- Both parties' contact information
- Outline of service and work
- Timeline of services
- Compensation terms
- Insurance and compliance terms
- Indemnification terms
- Default terms
- Dispute resolution and remedies
What Are Some Additional Terms You Can Add to a Service Contract?
Along with the general terms and conditions, you can add additional terms to your service contract based on your own interests:
- Nonsolicitation clause: This clause prevents a service provider from soliciting or hiring their client's employees.
- Noncompete clause: This clause prevents a service provider from using inside information to compete in their client's industry or market.
- Confidentiality clause: This clause prevents a service provider from sharing any sensitive, private, or proprietary information about their client.
When Do You Need a Service Contract?
Anytime you plan to provide a service for a client, you should ask them to sign a service contract. This can help you protect your own interests and ensure you are receiving the payment you deserve. This document can help you and your client stay on the course of the terms and conditions you discussed. Likewise, if you plan to hire services for your business, you should also have your service provider sign a service contract. This ensures they understand the scope of their work, the timeline of when to complete it, and how you plan on paying them.
Who Are Service Providers?
Service providers are often called contractors or freelancers. They may provide the following services:
- Child or adult care
- Web development or programming
- Writing, editing, or translating
- Graphic design or illustration
- Marketing, branding, or public relations
- Special event services: catering, serving, bartending, live entertainment
The types of service providers who use a service contract are not limited to this list. Many other kinds of professionals like to use service contracts to outline their scope of work and protect their interests. Likewise, it's a straightforward way to formalize a service agreement.
What If One Party Breaks a Service Contract?
If one party cannot fulfill their obligations, professionally discuss the matter first. You may decide to make amendments to your agreement in order to stay on good terms with them. For example, if your freelance graphic designer cannot finish a logo design on time, you could agree to give them an extension. Make sure to always discuss payment in these situations, so everyone feels fairly served and compensated.
If you decide you both want to break the contract, make sure to read over the terms of the agreement carefully. You may discover that if both parties agree to it, no legal action needs to take place. If you both cannot agree on any changes to the contract, you may need to settle through mediation or a small claims court.
Image via Unsplash by officestock
How to Create a Service Contract
Now that you know what a service contract entails, let's go over the steps you need to take in order to create one:
1. Learn About the Other Party
Whether you're the service provider or you're signing on a contractor, it's essential to learn about the other party to make sure you can trust them. When hiring a contractor, search their name online to find any public information about them. Resumes, portfolios, LinkedIn profiles, or social media profiles can tell you more about their background. You should also search their name in public directories, like the local court dockets, to ensure they don't have any concerning litigation records.
When working with another business, see if they have a good reputation. Look at their website and any reviews or Better Business Bureau entries about them. All of this information can help you anticipate what it's like to work with them.
2. Discuss the Services Provided
You may need to negotiate the compensation and terms of the agreement to find a compromise both parties can agree to. Do some research to learn what other service providers are making for similar work. By having your rate set, you can feel more confident as you negotiate. Once you come to an agreement, you can begin to draft up a written service contract.
3. Write the Service Contract
In your service contract, include the services, payment, timeline, and any other important terms you agreed upon. As you begin to deal with more money and bigger assets, you may want to hire a service contract lawyer to help you draft your document. They can ensure that your terms and conditions hold up in court. Likewise, they have the expertise to create a well-written contract. Even if you write your service contract yourself, it's wise to have a professional review it.
4. Sign the Service Contract
After both parties have a chance to carefully read through the contract, you both need to sign and date it. Ensure that both of you have a copy of it to refer to throughout the course of your arrangement.
Tips for Writing a Service Contract
Follow these tips to write a service contract that has your best interests in mind:
- Hire a contract lawyer. They can help you draft your service contract and ensure the terms and conditions are fair to both parties. Look for vetted lawyers with plenty of experience with service contracts .
- Avoid ambiguous terms or jargon. Make your service agreement as straightforward as possible. Clearly define terms, deadlines, and other conditions. Don't use ambiguous words, like "good faith," "best efforts," or "reasonable." These types of words are quite subjective and are up for interpretation.
- Use a notary public. When signing a service contract that's worth more than $10,000, it's smart to do so in the presence of a notary public. Even having a noted witness can give you an extra layer of protection.
- Agree on termination rights. While discussing the terms of your contract, make sure to talk about circumstances that terminate the contract. For instance, if the service provider isn't meeting deadlines, the other party could end the contract.
- Keep information confidential. Outline what information is sensitive and may not be shared by the other party. Likewise, when obtaining a signature, use secure software when getting a digital signature. The same is true for when you're storing your service agreement.
- Make it simple. Rather than making it a lengthy document, try to keep your terms and conditions as simple as possible. Clearly define what each party is responsible for and keep things brief.
- Get everything in writing. Although some oral agreements hold up in court, it's better to get everything agreed upon in writing. If you mutually agree upon an amendment to the service contract, make sure to write it down and get a signature.
Service contracts are a way that small businesses and the clients they work with can protect themselves. If you need a service contract lawyer to help you with the process, give us a call at 650-466-0665.
Meet some of our Service Contract Lawyers
I represent technology and emerging growth companies at all stages of growth, from startups to mature companies. My practice includes corporate and securities law matters, corporate governance, venture capital financings, and commercial transactions, including software and technology licensing agreements, and strategic alliances. I regularly provide guidance on a range of business and legal issues, including business modeling and go-to-market strategies.
Jeff Colerick has been practicing law for over 30 years and has devoted his professional career to providing clients with intelligent representation and personal care. His experience as a lawyer involving complex matters has resulted in a long history of success. Jeff has built a practice based on a deep understanding of real estate assets and corporate activities. He combines his industry knowledge with a practical and collaborative approach to problem solving. Jeff’s client relationships are strong because they are built on mutual respect. Jeff talks the language of real estate and understands that it is a vehicle to deliver your business strategy. Jeff provides practical, responsive, and strategic advice related to real estate acquisition, construction, leasing, and sale of a wide range of real property types, including office, retail, medical, industrial, industrial flex-space, mixed-use condominium, multifamily and hospitality. As leader of the Goodspeed Merrill real estate practice group, Jeff represents clients with commercial and residential transactions, purchases and sales, land acquisition and development, real estate investment and financing, financing liens and security interests, and commercial leasing and lease maintenance, including lease enforcement support and advice. The firm represents clients in matters concerning construction, lending, developers, contractors and subcontractors, cell site leasing, property and boundary disputes, common interest community law, and residential condominiums and planned communities.
Harrison Kordestani is an executive with over twenty-five years experience in entertainment and media, energy, technologies, and start-ups. Mr. Kordestani has also developed a specialized legal and strategic consulting practice representing select entertainment, oil and gas, mortgage lending, and technology start-up clientele. He is also deeply passionate about new technologies and has also actively worked in building companies in the video-on-demand, wearable tech, information of things, demand prediction and app-marketing spaces. As an attorney, Mr. Kordestani's focus has been on transactional drafting and negotiation and providing ongoing legal counsel, corporate compliance, and contract interpretation to numerous private individuals as well as companies in varied fields.
Over 30 years of experience practicing commercial real estate and complex business litigation law.
Abraham's practice focuses on counseling emerging group companies in the technology and other commercial agreements, and assisting equity financings (specifically venture capital).
Transactional Lawyer with 15+ years of international experience working for large corporations in commercial and regulatory matters, contracts, partnerships, mergers and acquisitions, arbitration, and governance. Highly experienced in structuring, drafting, negotiating, and managing a wide range of contracts. Provide training for lawyers and non-lawyers in contract negotiation and management. Effective deal counsel and conflict mediator. A strong business strategy background coupled with business plan development, risk assessment, due diligence, and partnerships.
I am available for data privacy and cybersecurity projects. I am CIPP/US certified through the IAPP. I have also taken coursework focused on the GDPR through the London School of Economics. In my past career I was an intelligence officer. I am well acquainted with information security best practices and I have experience developing and implementing administrative controls for classified information and PII. I have worked extensively overseas and I am comfortable integrating with remote teams. Feel free to reach out any time if you have any additional questions on my areas of expertise or professional background.