Service Agreement Template
Scope, fees, service standards and notice, between two businesses.
Details
service agreement templateUploads
Your logo
A photo or picture
Goes on this page only. Drag it anywhere and pull its corner to resize it.
Your signature
Draw it with a finger, a mouse or a trackpad, and it goes on the page like a picture.
Pictures and signatures stay on this device. Nothing is uploaded to a server.
Red highlights mark what is still blank. Click anything on the page to change it. Your draft is kept on this device as you work.
Written to be usable as it stands. If the amount at stake is large or the other side has lawyers, a reviewed and jurisdiction-specific version is worth the fee.
This agreement is made on October 14, 2026 between [provider] of [address] (“the Provider”) and [customer] of [address] (“the Customer”).
1. The services
[add one service per line]
Anything not listed above is outside this agreement and is quoted separately before it is started.
2. Fees and payment
The Customer will pay [fees and invoicing basis]. Invoices are due 30 days from the invoice date unless stated otherwise on the invoice. Fees may be reviewed once a year on 60 days’ written notice; the Customer may end this agreement without penalty if it does not accept a review.
3. Service standards
| Standard | Target |
|---|---|
| [add one standard per line] |
The Provider will report against these standards on request and will explain and correct any month in which one is missed.
4. What each side does
The Provider will carry out the services with reasonable care and skill, using suitably trained people, and will comply with the Customer’s site rules while on its premises. The Customer will give reasonable access, information and instructions, and will name one person the Provider can go to for decisions.
5. Term and notice
This agreement begins on [date], runs for an initial term of [initial term], and continues afterwards until either side gives [notice period]. Either side may end it immediately on a material breach not put right within 30 days of written notice, or on the other becoming insolvent.
6. Confidentiality
Each side will keep the other’s commercial, customer and pricing information confidential, will use it only for this agreement, and will return or destroy it on request when the agreement ends. This survives the end of the agreement.
7. Liability
Neither side excludes liability for death or personal injury caused by its negligence, for fraud, or for anything else that cannot lawfully be excluded. Otherwise, neither side is liable for loss of profit, loss of business or indirect loss, and each side’s total liability is limited to the fees paid or payable under this agreement in the twelve months before the claim.
8. Insurance
The Provider will maintain public liability and professional indemnity insurance appropriate to the services and will produce evidence of cover on request.
9. Status and sub-contracting
The Provider is an independent contractor and its people are not employees of the Customer. The Provider may sub-contract only with the Customer’s written consent and remains responsible for anything a sub-contractor does.
10. Governing law
This agreement is governed by the laws of [jurisdiction], and the courts there have exclusive jurisdiction.
What is a Service Agreement?
A service agreement sets out what one business will do for another, for how much, to what standard, and how either side gets out. It matters because without it the scope is whatever each party remembers, and payment disputes are settled by whoever gives up first. Most supplier relationships that go wrong were not sabotaged; they simply never wrote down what was included, what a change costs, and who owns the work at the end.
Agencies, consultants, IT providers, cleaning and maintenance firms, accountants and freelancers all use one at the start of an engagement. Larger buyers often want a master agreement with individual statements of work underneath, so the commercial terms are negotiated once and each project attaches its own scope. Procurement teams frequently require a signed agreement before they will raise a purchase order, which makes it the single document standing between the supplier and their first invoice.
Several parts depend on where you are. Contract formalities differ: stamp duty applies to certain agreements in some Indian states, and deeds have execution requirements in England and Wales. Late payment interest is set by statute in many places, including the Late Payment of Commercial Debts legislation in the UK, the EU Late Payment Directive, and prompt payment statutes in some US states. Worker status rules can recharacterise a contractor as an employee, including IR35 in the UK. If personal data is involved, a separate processor clause or data processing agreement is usually needed. Have a qualified adviser review before signing.
It is not an employment contract, and calling someone a contractor in it does not settle their status if the day-to-day working relationship says otherwise. It is not a non-disclosure agreement, though it may contain a confidentiality clause. It is not a purchase order, which is the buyer's internal authorisation to spend. And a signed agreement does not replace the conversation: a change control clause only works if somebody actually uses it when the scope moves.
What to put in a Service Agreement
These are the details this template asks for. Anything left blank is marked in red on the preview so you can see what is still missing.
| Field | What goes in it |
|---|---|
| First party | For example: Barton Supply Co. |
| First party address | For example: Unit 7, Barton Road, Columbus, OH 43212 |
| Second party | For example: Halliwell Interiors Inc. |
| Second party address | For example: 44 High Street, Columbus, OH 43215 |
| The services | One per line |
| Fees | For example: 46,000 per month, invoiced monthly in arrears |
| Service standards | One per line: Standard | Target |
| Initial term | Free text |
| Notice to end | Free text |
| Start date | Free text |
| Governing law | For example: England and Wales |
How to write a Service Agreement
Define the service by output, not effort
Write what the client receives and when, not what the supplier will spend time on. 'A monthly reconciliation delivered by the fifth working day' can be judged; 'ongoing bookkeeping support' cannot. List what is expressly excluded too — the exclusions section prevents more arguments than the inclusions section does, because it names the things a client had assumed were free.
Set the fee, invoice trigger and terms
State whether the fee is fixed, rate-based or a retainer, what event triggers an invoice, the payment period in days, and how expenses are handled. Say whether the figure is exclusive or inclusive of VAT, GST or sales tax, since that single word is the difference between two quite different numbers on a large engagement.
Write the change procedure before you need it
Set out how a change is requested, how it is priced, who may approve it, and that it takes effect only in writing. Without this, every additional request arrives as a favour and gets absorbed, and by month four the supplier is doing considerably more work for the original fee while the client believes nothing has changed at all.
Set a service standard you can actually meet
If you commit to response or delivery times, use numbers your team hits on a bad week, not a good one. State what happens when a standard is missed — a credit, an escalation, a review — and keep it proportionate. Copying an ambitious service level from a larger supplier's template puts you in breach of your own contract in the first month.
Agree notice, termination and ownership of the work
State the notice period each side must give, what counts as a breach allowing immediate termination, and what happens on exit: final invoice, return of materials, handover of files and passwords, and who owns or may use the deliverables afterwards. Intellectual property in the work product is the clause most often omitted and most expensively argued about later.
Common mistakes
- Describing the scope as a list of activities rather than deliverables means any additional request can be argued to be included already, and usually is.
- Leaving out a change procedure turns every extra request into a free favour, and the supplier absorbs a growing amount of unpaid work rather than raise it.
- Saying nothing about intellectual property leaves client and supplier both believing they own the artwork, the code or the report, which surfaces at the worst possible moment.
- Setting payment terms with no late payment position gives an unpaid invoice no consequence, so it drifts behind the ones that do.
- Copying a service level you cannot meet puts you in breach of your own agreement within weeks and hands the client a reason to renegotiate.
Frequently asked questions
What is the difference between a service agreement and a contract?
A service agreement is a type of contract — the term simply describes what it covers. Some organisations use service agreement for ongoing commercial terms and contract for a one-off engagement, but there is no universal distinction. What matters is that the document identifies the parties, the service, the price and the terms, and that both sides have signed it.
Do both parties need to sign it?
Get both signatures. Performance can create a binding arrangement in many jurisdictions even without them, but proving what the terms were becomes much harder. Record each signatory's name, title and date, and keep the version that was actually signed rather than the last draft in the email chain, which is rarely the same document.
What is a statement of work and do I need one as well?
A statement of work sets out scope, deliverables, dates and price for one specific project, sitting under a master service agreement that carries the standing terms. The structure is worth it when the same supplier will run repeated projects, because the commercial terms are negotiated once. For a single engagement, one agreement with a scope schedule is usually enough.
Should I use my terms or the client's?
Whoever supplies the paper sets the starting position, so offer yours first on smaller engagements. Larger buyers will insist on their own; in that case read the payment terms, the liability cap, the indemnities, the IP clause and the termination rights before anything else. Where the amounts are meaningful, have a qualified adviser review it properly.
Can I use one template for every client?
The standing terms can be reused; the scope, fee and service levels have to be written for each engagement. The risk with a single reused document is that the scope schedule gets copied along with everything else, so the new client's agreement quietly describes the previous client's project. Review the schedule line by line every time.
This page explains general practice and is not legal advice. Requirements differ between countries and, in some cases, between states — check what applies where the document will be used.