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Service Agreement



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THIS GENERAL SERVICE AGREEMENT (the "Agreement") dated this 21 October 2016


_________________________ of
(the "Client")

- AND -

_________________________ of
(the "Contractor").


  1. The Client is of the opinion that the Contractor has the necessary qualifications, experience and abilities to provide services to the Client.
  2. The Contractor is agreeable to providing such services to the Client on the terms and conditions set out in this Agreement.

IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Client and the Contractor (individually the "Party" and collectively the "Parties" to this Agreement) agree as follows:

  1. Services Provided
  2. The Client hereby agrees to engage the Contractor to provide the Client with services (the "Services") consisting of:
    • _______________________________________________________________
  3. The Services will also include any other tasks which the Parties may agree on. The Contractor hereby agrees to provide such Services to the Client.
  4. Term of Agreement
  5. The term of this Agreement (the "Term") will begin on the date of this Agreement and will remain in full force and effect until the completion of the Services, subject to earlier termination as provided in this Agreement. The Term of this Agreement may be extended with the written consent of the Parties.
  6. In the event that either Party wishes to terminate this Agreement prior to the completion of the Services, that Party will be required to provide 10 days' written notice to the other Party.
  7. Performance
  8. The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect.
  9. Currency
  10. Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in GBP.
  11. Compensation
  12. For the services rendered by the Contractor as required by this Agreement, the Client will provide compensation (the "Compensation") to the Contractor of a fixed amount of £0.00.
  13. The Client will be invoiced after the work is complete.
  14. Invoices submitted by the Contractor to the Client are due within 30 days of receipt.
  15. The Compensation as stated in this Agreement does not include Value Added Tax. Any Value Added Tax required will be charged to the Client in addition to the Compensation.
  16. The Contractor will be responsible for all income tax liabilities and National Insurance or similar contributions relating to the Compensation and the Contractor will indemnify the Client in respect of any such payments required to be made by the Client.
  17. Reimbursement of Expenses
  18. The Contractor will be reimbursed from time to time for reasonable and necessary expenses incurred by the Contractor in connection with providing the Services under this Agreement.
  19. All expenses must be pre-approved by the Client.
  20. Confidentiality
  21. Confidential information (the "Confidential Information") refers to any data or information relating to the Client, whether business or personal, which would reasonably be considered to be private or proprietary to the Client and that is not generally known and where the release of that Confidential Information could reasonably be expected to cause harm to the Client.
  22. The Contractor agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information which the Contractor has obtained, except as authorized by the Client or as required by law. The obligations of confidentiality will apply during the term of this Agreement and will survive indefinitely upon termination of this Agreement.
  23. All written and oral information and material disclosed or provided by the Client to the Contractor under this Agreement is Confidential Information regardless of whether it was provided before or after the date of this Agreement or how it was provided to the Contractor.
  24. Ownership of Intellectual Property
  25. All intellectual property and related material, including any trade secrets, moral rights, goodwill, relevant registrations or applications for registration, and rights in any patent, copyright, trademark, trade dress, industrial design and trade name (the "Intellectual Property") that is developed or produced under this Agreement, will be the sole property of the Client. The use of the Intellectual Property by the Client will not be restricted in any manner.
  26. The Contractor may not use the Intellectual Property for any purpose other than that contracted for in this Agreement except with the written consent of the Client. The Contractor will be responsible for any and all damages resulting from the unauthorized use of the Intellectual Property.
  27. Return of Property
  28. Upon the expiry or termination of this Agreement, the Contractor will return to the Client any property, documentation, records, or Confidential Information which is the property of the Client.
  29. Capacity/Independent Contractor
  30. In providing the Services under this Agreement it is expressly agreed that the Contractor is acting as an independent contractor and not as an employee. The Contractor and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service.
  31. Notice
  32. All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties of this Agreement as follows:
    1. _________________________

    2. _________________________

    or to such other address as any Party may from time to time notify the other.

  33. Indemnification
  34. Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying party, its respective affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This indemnification will survive the termination of this Agreement.
  35. Modification of Agreement
  36. Any amendment or modification of this Agreement or additional obligation assumed by either Party in connection with this Agreement will only be binding if evidenced in writing signed by each Party or an authorized representative of each Party.
  37. Time of the Essence
  38. Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a waiver of this provision.
  39. Assignment
  40. The Contractor will not voluntarily, or by operation of law, assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Client.
  41. Entire Agreement
  42. It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.
  43. Enurement
  44. This Agreement will enure to the benefit of and be binding on the Parties and their respective heirs, executors, administrators and permitted successors and assigns.
  45. Titles/Headings
  46. Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.
  47. Gender
  48. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.
  49. Governing Law
  50. It is the intention of the Parties to this Agreement that this Agreement and the performance under this Agreement, and all suits and special proceedings under this Agreement, be construed in accordance with and governed, to the exclusion of the law of any other forum, by the laws of the Country of ____________________, without regard to the jurisdiction in which any action or special proceeding may be instituted.
  51. Severability
  52. In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.
  53. Waiver
  54. The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions.

IN WITNESS WHEREOF the Parties have duly affixed their signatures under hand and seal on this 21 October 2016.




_________________________ (Client)




_________________________ (Contractor)

Service Agreement

What is a Service Agreement?

A Service Agreement, also known as a Service Contract or Contract for Services, is a written agreement between a service provider and customer that outlines the terms of a particular service between the two parties.

You can use this Service Agreement in England, Wales, Northern Ireland, or Scotland.

Parties in a Service Agreement:

Customer: The customer is the individual or corporation who hires another individual or corporation to complete a job or service for them in exchange for pay.

Service Provider: A service provider is the business or individual being hired to follow through on the job, project, or commitment that they agreed to complete for pay.

When can I use a Service Agreement?

If you are the service provider, you should use a service contract whenever you are hired by a customer to complete a service.

As the customer, if the service provider does not supply the contract, you can use a Service Agreement to ensure that the terms of the service relationship are clear.

For example, if a business wanted to hire security guards to patrol the entrances at a private event, the security guards (service provider) or you (the business) may supply a service contract detailing the services required/offered by the guards (e.g. preventing people from entering without permission, keeping patrons safe, monitoring the event etc.), as well as payment terms, event details etc.

What type of clauses are included in a Service Agreement?

Service Details

In the service contract, you can include a description of services and duration of the contract/job.

Payment and Compensation Details

Compensation and pay rate should be included in the contract, as well as a payment plan for when the provider will be paid. You may also include whether any resources will be reimbursed to the provider, such as gas or travel expenses, or if the consultant will provide the resources as part of the agreement.


Penalty clauses may be specified in your Service Agreement, including if there is a fee for late payments or if the service provider does not come through on the service during the agreed upon time.


If the service provider will be in contact with a business or individual's private information, you may specify a time period in which they cannot divulge this information to an outside source or competitor.


An employer or customer may specify that the service provider cannot try to recruit their employees away from the customer/business.


Non-compete clauses mean that the service provider is prohibited from directly competing against the customer, or working with a competitor for a certain time period.

Ownership of Materials

If the service provider is creating materials (e.g. a web designer who has developed a home page design for a business), you may establish whether these materials are property of the customer or if the ownership rights remain with the service provider.

Other Clauses

Other clauses you may address in your service contract include dispute resolution, limits on liability, indemnification, insurance, legal fees, or enurement.

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