This client service agreement template has 9 pages and is a MS Word file type listed under our human resources documents.
Sample of our client service agreement template:
CLIENT SERVICE AGREEMENT This Client Service Agreement (the "Agreement") is effective [DATE], BETWEEN: [NAME OF THE CLIENT], (the "Client"), an individual with his main address located at OR a Company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [NAME OF THE SERVICE PROVIDER], (the "Service Provider"), an individual with his main address located at OR a Company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] Collectively, the Client and Service Provider shall be referred to as the "Parties." WHEREAS, the Client desires to engage the Service Provider for the performance of [SPECIFY SERVICES]; WHEREAS, the Service Provider has expertise in one or more fields of business that the Client offers and wishes to provide its Services to the Client; WHEREAS, both the Parties wish to evidence their contract in writing and both the Parties have the capacity to enter into and perform this contract; NOW THEREFORE in consideration and as a condition of the Parties entering into this Agreement and other valuable considerations, the receipt and sufficiency of which consideration is acknowledged, the Parties agree as follows: INCORPORATION OF RECITALS The Parties agree that the Recitals are true and correct and are incorporated into this Agreement as though set forth in full. RELATIONSHIP The Service Provider acknowledges that they are solely an Independent Contractor and not an employee, agent, partner or joint venture of the Client. The Client will provide the Service Provider with the details of the Services it wants the Service Provider to undertake and perform henceforth. The Client shall not withhold any taxes or any amount or payment due to the Service Provider and which it owes to the Service Provider in regard to the Services rendered by it to the Client. TERM The present Agreement shall come into force on the Effective Date hereof and shall remain in force for a period of [NUMBER OF MONTHS] months starting from the Effective Date hereof and shall terminate at the expiration of the Term hereof. SERVICES The Service Provider shall provide such Services as mentioned in "EXHIBIT A" attached to the present Agreement. PAYMENT As consideration for, and subject to the Service Provider's continued performance of all of the Service Provider Services, the Service Provider will receive a lump sum cash fee of [SPECIFY AMOUNT] for each full calendar month during which the Service Provider provides Service Provider Services to the Client. The said payment shall be paid via [MODE OF PAYMENT]. DUTIES OF THE SERVICE PROVIDER The Service Provider shall provide the Services diligently and as per industry standards; The Service Provider shall not provide misleading information about the Client or its products/services to any third party; The Service Provider shall follow the terms of the Agreement in good faith. CONFIDENTIALITY Definition: "Confidential Information" means any proprietary information, technical data, trade secrets or know-how of the Client, including, but not limited to, research, business plans or models, product plans, products, services, computer software and code, developments, inventions, processes, formulas, technology, designs, drawings, engineering, customer lists and customers (including, but not limited to, customers of the Client on whom Service Provider called or with whom Service Provider became acquainted during the Term of his performance of the Services), markets, finances or other business information disclosed by the Client either directly or indirectly in writing, orally or by drawings or inspection of parts or equipment. Confidential Information does not include information which: (a) is known to the Service Provider at the time of disclosure to the Service Provider by the Client as evidenced by written records of the Service Provider, (b) has become publicly known and made generally available through no wrongful act of the Service Provider, or (c) has been rightfully received by the Service Provider from a third party who is authorized to make such disclosure. Non-Use and Non-Disclosure. The Service Provider shall not, during or subsequent to the Term of this Agreement: (i) use the Client's Confidential Information for any purpose whatsoever other than the performance of the Services on behalf of the Client, or (ii) disclose the Client's Confidential Information to any third party. It is understood that said Confidential Information is and will remain the sole property of the Client. The Service Provider shall take all commercially reasonable precautions to prevent any unauthorized use or disclosure of such Confidential Information. The Service Provider, his/her servants, agents, and employees shall not use, disseminate or distribute to any Person, firm or entity, incorporate, reproduce, modify, reverse engineer, decompile or network any Confidential Information, or any portion thereof, for any purpose, commercial, personal, or otherwise, except as expressly authorized in writing by the Manager then appointed by the Client. Upon completion of the Services, or termination of this Agreement, or at any time thereafter, the Service Provider and his/her servants, agents, and employees shall promptly return to the Client, or upon the request of the Client shall destroy or delete, all such tangible and intangible Confidential Information, including, but not limited to, any and all devices, records, data, notes, reports, proposals, lists, correspondence, specifications, drawings blueprints, sketches, materials, equipment, other documents or property, or reproductions of any aforementioned items developed by the Service Provider pursuant to his/her performance of the Services or otherwise belonging to the Client. If requested by the Client, upon the termination or expiration of this Agreement with the Client, the Service Provider agrees to and shall execute and deliver a termination certification attesting to the performance of the terms and conditions of this Section 7.2, which may be provided by the Client in its sole discretion and timing. NON-COMPETITION AND NON-SOLICITATION The Service Provider shall not, directly or indirectly, engage in soliciting of the existing or potential customers of the Client. It shall also not market its own services to the existing or potential customers of the Client. The Service Provider hereby further covenants and agrees that during the Term of this Agreement, and for a period of [NUMBER OF YEARS] years following the termination of this Agreement, the Service Provider shall not, for whatever reason, either individually or in partnership or jointly or in conjunction with any Person as a Service Provider, agent, employee, shareholder, owner, investor, partner or in any other manner whatsoever, directly or indirectly, carry on or be engaged in or be concerned with or interested in, or advise, lend money to, guarantee the debts or obligations of or permit its name or any part thereof to be used or employed by any Person engaged in or concerned with or interested in a business similar to that of the Client, nor shall it hold in stock or solicit or be directly engaged or interested in soliciting orders for any services similar to or competitive with the Services being rendered within the Territory to the existing or potential customers of the Client. The Service Provider acknowledges that the restrictions contained in Section 8.1 are reasonable and valid and necessary for the protection of the business and operations of the Client and that any breach of the provisions will cause the Client substantial and irreparable harm which may not be adequately compensated for by monetary award of damages to the Client
