The Client Service Agreement serves as the foundational document for professional service relationships in the United States. This contract type is essential when establishing any professional service arrangement, whether for consulting, technical, creative, or advisory services. It incorporates key elements required by U.S. federal and state laws, including service scope, payment terms, intellectual property rights, confidentiality provisions, and liability limitations. The agreement protects both parties by clearly defining expectations, deliverables, and dispute resolution procedures.
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1. Parties: Identifies and defines the service provider and client with full legal names and addresses
2. Background/Recitals: Provides context and purpose of the agreement
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Services: Detailed description of services to be provided
5. Term and Termination: Duration of agreement and conditions for termination
6. Payment Terms: Fees, payment schedule, and invoicing details
7. Obligations of Parties: Responsibilities of both service provider and client
8. Confidentiality: Protection of confidential information
9. General Provisions: Standard legal clauses including governing law, notices, and amendments
1. Intellectual Property Rights: Ownership and usage rights of IP - include when services involve creation of intellectual property
2. Data Protection: Data handling and privacy requirements - include when personal data is processed
3. Service Levels: Performance metrics and standards - include for technical or ongoing services
4. Insurance: Insurance requirements and coverage - include for high-risk or regulated services
5. Non-Compete: Restrictions on competitive activities - include when protecting market position
1. Schedule of Services: Detailed breakdown of services to be provided
2. Fee Schedule: Detailed pricing and payment terms
3. Service Level Agreement: Technical specifications and performance metrics
4. Data Processing Agreement: Detailed data handling procedures and requirements
5. Key Personnel: List of key team members and their roles
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