ClauseryService agreement
A general contract between a service provider and a client setting out the work, fees, timing, IP, confidentiality and how either side can end it. Fill in online and download an editable Word file.
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A service agreement (also called a service contract or master service agreement) is the baseline contract when one business provides ongoing or project-based services to another. It lays out the ground rules; the specifics of each project usually go in a separate statement of work.
Use this template for general B2B services — marketing, IT support, design, maintenance, consulting, writing, development retainers and similar work. For one-off freelance projects the shorter freelance contract is simpler; for ongoing consulting use the consulting agreement instead.
What to include#
- Parties and term. Legal names and addresses of provider and client, start date, and whether the agreement is fixed-term, rolling, or per-project.
- Scope of services. A short description of the services. Attach a statement of work or proposal for detailed scope, deliverables and milestones.
- Fees and payment. Rate (hourly, daily, monthly retainer or fixed fee), invoicing schedule, payment terms (NET 15/30), accepted payment methods, and late-payment interest.
- IP and confidentiality. Who owns what, licensing of pre-existing materials, and a mutual confidentiality clause protecting both sides' business information.
- Liability, termination and law. Liability cap, indemnity for third-party claims, termination notice period and grounds for immediate termination, and governing law/jurisdiction.
How to fill it in#
Step 1: Identify the parties and dates
Enter full legal names, addresses and the effective date. Confirm the signatory has authority to bind the business.
Step 2: Attach a scope or SOW
Describe the services or reference an attached statement of work. Avoid open-ended "any services we agree" wording.
Step 3: Set payment terms
Choose rate or fixed price, invoicing cadence, and payment deadline. Specify late fees within local legal limits.
Step 4: Add IP and liability clauses
Confirm who owns deliverables on payment, what stays licensed to each side, and set a reasonable liability cap.
Step 5: Sign and store
Both sides sign (e-signature works). Each side keeps a copy with the SOW and any change orders attached.
Related templates and guides
Questions
Do I need a separate SOW?
For a one-off job the service agreement itself can describe the work. For repeat or complex work, a master service agreement plus per-project SOWs keeps terms stable.
Can I use it for subcontractors?
The subcontractor agreement is tailored for when a contractor brings in another contractor under an existing prime contract.
Who owns the IP?
Default law usually leaves copyright with the creator. Clients typically take ownership of deliverables on full payment via an IP assignment clause.
Is it legally binding without a lawyer?
Signed by both sides with clear terms and consideration, yes — but have a lawyer review high-value or regulated work.
How do I end it?
Most service agreements let either side give 14–30 days written notice, with immediate termination for material breach or insolvency.
These are general templates, not legal or tax advice. Have anything unusual reviewed for your jurisdiction.