This Service Provider Contract ("Agreement") is made and entered into as of [DATE] by and between:

[Your Name/Business Name], a [Your Business Structure (e.g., LLC, Corporation)] located at [Your Address] ("Provider"), and

[Client Name], residing at [Client Address] ("Client").

WHEREAS, Provider offers professional services in [Your Area of Expertise]; and

WHEREAS, Client desires to engage Provider to perform certain services; and

WHEREAS, Provider desires to provide such services.

NOW, THEREFORE, in consideration of the foregoing premises and the mutual covenants contained herein, the parties agree as follows:

  1. Services: Provider agrees to provide the following services to Client:
  • [Detailed Description of Services]

A detailed Scope of Work outlining specific deliverables, timelines, and milestones may be attached as Exhibit A and incorporated herein by reference.

  1. Term: This Agreement shall commence on [Start Date] and shall continue for a period of [Term Length], unless earlier terminated as provided herein (the "Term"). The Agreement may be renewed for additional terms upon mutual written agreement of the parties.

  2. Fees:

  • Client agrees to pay Provider a fee of [Dollar Amount] for the services described in Section 1 (the "Fee").
  • The Fee structure may be based on a flat fee, hourly rate, or retainer agreement (specify payment structure).
  • The Fee is payable [Payment Schedule (e.g., upfront, upon completion of milestones)].
  • Late payments will be subject to a late fee of [Percentage]% per month.

  1. Expenses: Client shall reimburse Provider for all reasonable out-of-pocket expenses incurred in connection with the performance of services hereunder, upon presentation of receipts.

  2. Independent Contractor: Provider is an independent contractor and not an employee of Client. Provider shall be responsible for all taxes and social security contributions associated with the fees earned hereunder.

  3. Client Responsibilities: Client agrees to:

  • Provide Provider with all necessary information and materials to perform the services.
  • Cooperate with Provider in a timely manner throughout the project.
  • Provide feedback on deliverables as requested.

  1. Confidentiality: Both parties agree to hold confidential all non-public information disclosed by the other party during the course of this Agreement.

  2. Intellectual Property: Ownership of any intellectual property rights developed by Provider under this Agreement will belong to [Party Owning Intellectual Property (e.g., Provider, Client, or joint ownership with terms)].

  3. Acceptance: Client's acceptance of deliverables will be deemed upon [Acceptance Criteria (e.g., written approval, lack of written objection within a set timeframe)].

  4. Termination: This Agreement may be terminated by either party upon [Number] days' written notice to the other party. This Agreement may also be terminated by either party for cause, such as material breach of contract by the other party. In the event of termination, outstanding payments will be settled based on the work completed.

  5. Warranties and Disclaimers: Provider warrants that the services will be performed in a professional and workmanlike manner in accordance with industry standards. However, Provider makes no warranties of any kind, express or implied, regarding the outcome or specific results of the services.

  6. Limitation of Liability: Provider's liability hereunder shall be limited to the amount of fees paid by Client under this Agreement. Provider shall not be liable for any incidental, consequential, or special damages.

  7. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of [Your State] (USA) or the Province of [Your Province] (Canada), without regard to its conflict of laws principles.

  8. Entire Agreement: This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications, representations, or agreements, whether oral or written.

  9. Severability: If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

  10. Notices: All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given when delivered personally, sent by certified or registered mail, postage prepaid, return receipt requested, or sent by overnight courier, addressed as follows:

    If to Provider: [Your Address]

    If to Client: [Client Address]

  11. Assignment: This Agreement may not be assigned by either party without the prior written consent of the other party.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

Provider:

[Your Signature]

[Your Name/Business Name]

Client:

[Client Signature]

[Client Name]