Service Agreement

Service Agreement: Set Clear Terms for the Services You Provide or Buy

A service agreement is a contract between a business that provides services and its client. It sets out the services and any deliverables or service levels, how long the agreement lasts, the fees and how they are invoiced and paid, who owns the work, confidentiality, warranties, liability, insurance, subcontracting and how either side can end it. Robot Lawyer drafts the agreement from your answers, for the law of the country or state you choose, and on the Verified plan a qualified legal professional checks it within 24 hours before you sign.

CONTENTS

What Is a Service Agreement?

A service agreement (also called a services contract or service contract) is used whenever one business provides services to another, from marketing and IT support to cleaning, maintenance or consultancy.

A written agreement sets expectations, avoids disputes about scope and payment, protects confidential information and intellectual property, and limits each side's risk to a level that matches the value of the work.

When Should You Use One?

• Ongoing services
  Regular services such as IT support, cleaning, maintenance or marketing.
• Projects
  Defined work with deliverables and milestones.
• Service levels
  Where response times or performance targets matter.
• Valuable IP
  Where the work creates designs, software, content or other materials.
• Sensitive information
  Where the provider will see the client's data or systems.

What's Included in Your Agreement?

• The parties and the services
  Who provides the services, who receives them, and what is provided.
• Deliverables and service levels
  Any deliverables, milestones and targets.
• Term
  When the agreement starts and how long it lasts.
• Fees and payment
  The fees, invoicing, payment terms and late payment.
• Intellectual property
  Who owns the work created.
• Confidentiality and data protection
  How each side protects the other's information.
• Warranties, liability and insurance
  The standard of the services, limits on liability and any insurance required.
• Subcontracting, termination and force majeure
  Who can do the work, how the agreement ends, and events beyond either side's control.

What Your Document Looks Like

Your agreement is a numbered contract: the parties and background, definitions, the term, the services and each side's obligations, fees and payment, intellectual property, confidentiality, data protection, liability, termination, disputes and general terms, with signature sections and schedules for the services and the fees. Here is an extract from a sample agreement we generated:

3. Services and performance

3.1 The Service Provider shall provide the Services in accordance with Schedule 1 and this agreement.

3.2 The Service Provider shall perform the Services with reasonable care and skill, in accordance with good industry practice and applicable law.

3.4 To the extent that any Services require a registration, licence or permit by law, the Service Provider shall hold and maintain it while providing those Services.

How It Works on Robot Lawyer

1. Answer the questions
   Tell us about the services, fees, term, IP, liability and notice.
2. Generate your agreement
   We draft a clear, balanced agreement from your answers.
3. Get it verified
   On the Verified plan, a qualified legal professional checks your agreement within 24 hours and makes amendments where needed. The Essentials plan does not include this check. See how our documents are verified.
4. Sign and start
   Download it, sign it with the other party and keep a copy.

How It Works in Different Countries

• UK
  Services must be performed with reasonable care and skill. Limits on liability between businesses must be reasonable under the Unfair Contract Terms Act 1977, and statutory interest can be claimed on late payments under the Late Payment of Commercial Debts (Interest) Act 1998.
• United States
  Contract law is set by each state, and courts generally enforce agreed limits on liability between businesses, with some exceptions such as fraud or gross negligence.

These notes are general. Check the current rules where the services are provided.

Service Agreement FAQs

Who owns the work under a service agreement?

That depends on the contract. Your agreement either transfers the work to the client once paid for, or lets the provider keep ownership and gives the client a licence, as you choose.

Should liability be limited?

Most service agreements limit liability. If you don't set your own limit, your agreement caps each side's liability at the fees paid in the previous 12 months, with the usual exceptions the law requires.

Can the provider use subcontractors?

Only if you allow it. Your agreement records your choice, and the provider stays responsible for any subcontractor's work.

How can the agreement be ended?

On the notice you choose, or straight away if the other side commits a serious breach it does not put right, or becomes insolvent.

Can I use this agreement outside the UK?

Yes. Your agreement is drafted under the law of the country or state you choose. Our lawyers are qualified in England and Wales and, on the Verified plan, check documents for good practice, clear formatting and the law of England and Wales. They are not qualified in other countries' law, so if your agreement is governed by another country's law, we recommend having a local lawyer check it too.

Create a Service Agreement

Agree the services, fees and responsibilities clearly from the start. You can start with a 7-day free trial. See our pricing for the plans. Related documents: Master Services Agreement, Service Level Agreement, Consulting Agreement and Freelance Services Agreement.