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Service Agreement

Additional Clauses

Additional Clauses

Frequently Asked Questions
The goal is to avoid ambiguity. Use complete sentences and avoid abbreviations.

Avoid using personal names and pronouns (we, us, you, they, etc.) and instead use the "Client" or the "Contractor".

Make sure to proofread your clause.

Your Service Agreement

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THIS GENERAL SERVICE AGREEMENT (the "Agreement") is dated this ________ day of ________________, ________.


(the "Client")


(the "Contractor")
  2. The Client is of the opinion that the Contractor has the necessary qualifications, experience and abilities to provide services to the Client.
  3. The Contractor is agreeable to providing such services to the Client on the terms and conditions set out in this Agreement.

IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Client and the Contractor (individually the "Party" and collectively the "Parties" to this Agreement) agree as follows:

  1. Services Provided
  2. The Client hereby agrees to engage the Contractor to provide the Client with the following services (the "Services"):
    • _______________________________________________________________

  3. The Services will also include any other tasks which the Parties may agree on. The Contractor hereby agrees to provide such Services to the Client.
  4. Term of Agreement
  5. The term of this Agreement (the "Term") will begin on the date of this Agreement and will remain in full force and effect until the completion of the Services, subject to earlier termination as provided in this Agreement. The Term may be extended with the written consent of the Parties.
  6. Performance
  7. The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect.
  8. Payment
  9. The Contractor will charge the Client a flat fee of €__________ for the Services (the "Payment").
  10. The Contractor will invoice the Client when the Services are complete.
  11. Invoices submitted by the Contractor to the Client are due within 30 days of receipt.
  12. The Contractor will be responsible for all income tax liabilities and PRSI or similar contributions relating to the Payment and the Contractor will indemnify the Client in respect of any such payments required to be made by the Client.
  13. Reimbursement of Expenses
  14. The Contractor will be reimbursed from time to time for reasonable and necessary expenses incurred by the Contractor in connection with providing the Services.
  15. All expenses must be pre-approved by the Client.
  16. Confidentiality
  17. Confidential information (the "Confidential Information") refers to any data or information relating to the Client, whether business or personal, which would reasonably be considered to be private or proprietary to the Client and that is not generally known and where the release of that Confidential Information could reasonably be expected to cause harm to the Client.
  18. The Contractor agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information which the Contractor has obtained, except as authorised by the Client or as required by law. The obligations of confidentiality will apply during the Term and will survive indefinitely upon termination of this Agreement.
  19. All written and oral information and material disclosed or provided by the Client to the Contractor under this Agreement is Confidential Information regardless of whether it was provided before or after the date of this Agreement or how it was provided to the Contractor.
  20. Ownership of Intellectual Property
  21. All intellectual property and related material, including any trade secrets, moral rights, goodwill, relevant registrations or applications for registration, and rights in any patent, copyright, trade mark, trade dress, industrial design and trade name (the "Intellectual Property") that is developed or produced under this Agreement, will be the sole property of the Client. The use of the Intellectual Property by the Client will not be restricted in any manner.
  22. The Contractor may not use the Intellectual Property for any purpose other than that contracted for in this Agreement except with the written consent of the Client. The Contractor will be responsible for any and all damages resulting from the unauthorised use of the Intellectual Property.
  23. Return of Property
  24. Upon the expiry or termination of this Agreement, the Contractor will return to the Client any property, documentation, records, or Confidential Information which is the property of the Client.
  25. Capacity/Independent Contractor
  26. In providing the Services under this Agreement it is expressly agreed that the Contractor is acting as an independent contractor and not as an employee. The Contractor and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service.
  27. Right of Substitution
  28. Except as otherwise provided in this Agreement, the Contractor may, at the Contractor's absolute discretion, engage a third party sub-contractor to perform some or all of the obligations of the Contractor under this Agreement and the Client will not hire or engage any third parties to assist with the provision of the Services.
  29. In the event that the Contractor hires a sub-contractor:
    • the Contractor will pay the sub-contractor for its services and the Payment will remain payable by the Client to the Contractor.
    • for the purposes of the indemnification clause of this Agreement, the sub-contractor is an agent of the Contractor.
  30. Autonomy
  31. Except as otherwise provided in this Agreement, the Contractor will have full control over working time, methods, and decision making in relation to provision of the Services in accordance with the Agreement. The Contractor will work autonomously and not at the direction of the Client. However, the Contractor will be responsive to the reasonable needs and concerns of the Client.
  32. Equipment
  33. Except as otherwise provided in this Agreement, the Contractor will provide at the Contractor’s own expense, any and all tools, machinery, equipment, raw materials, supplies, workwear and any other items or parts necessary to deliver the Services in accordance with the Agreement.
  34. No Exclusivity
  35. The Parties acknowledge that this Agreement is non-exclusive and that either Party will be free, during and after the Term, to engage or contract with third parties for the provision of services similar to the Services.
  36. Notice
  37. All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties at the following addresses:
    • ______________________
    • ______________________

    or to such other address as either Party may from time to time notify the other.

  38. Indemnification
  39. Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying party, its respective affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This indemnification will survive the termination of this Agreement.
  40. Modification of Agreement
  41. Any amendment or modification of this Agreement or additional obligation assumed by either Party in connection with this Agreement will only be binding if evidenced in writing signed by each Party or an authorised representative of each Party.
  42. Time of the Essence
  43. Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a waiver of this provision.
  44. Assignment
  45. The Contractor will not voluntarily, or by operation of law, assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Client.
  46. Entire Agreement
  47. It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.
  48. Enurement
  49. This Agreement will enure to the benefit of and be binding on the Parties and their respective heirs, executors, administrators and permitted successors and assigns.
  50. Titles/Headings
  51. Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.
  52. Gender
  53. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.
  54. Governing Law
  55. This Agreement will be governed by and construed in accordance with the laws of Ireland.
  56. Severability
  57. In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.
  58. Waiver
  59. The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions.

IN WITNESS WHEREOF the Parties have duly affixed their signatures under hand and seal on this ________ day of ________________, ________.

______________________ (Client)
______________________ (Contractor)
Service Agreement Page of

Last Updated April 9, 2024

What is a Service Agreement?

A Service Agreement, also known as a contract for services, details the terms of a business relationship between a client and a person or company that provides a service. In this contract, both parties agree to the scope of services required, payment terms, processes for dispute resolution, and more.

Both service providers or people preparing to outsource work can customise LawDepot’s Service Agreement template for a wide variety of services. This document establishes a contractor and client relationship for a specific project, fixed term, or indefinitely.

While verbal agreements are common for simple contracts, a written service contract provides more clarity to complex situations. A written contract also offers more protection for the parties involved. 

The certainty in the contract helps avoid conflict. If there is a conflict, the parties may refer to the document for dispute resolution. If the dispute goes to court, a physical contract helps prove and enforce agreed-upon terms.

Keep in mind that Irish law treats employees and contractors differently. If the relationship is one of employment, you should use LawDepot’s Employment Contract instead.

This template suits any general service (such as pest control, security, or recruitment). LawDepot also provides contract templates for specific services like catering, building maintenance, computer IT, consulting, and construction.

What does a Service Agreement include?

To complete LawDepot’s Service Agreement template, consider how your relationship will function concerning:

  • The services provided
  • The length of time the agreement is effective
  • Payment details (including reimbursement of work-related expenses)
  • Ending the contract early
  • The duty of confidentiality
  • The ownership of intellectual property

You may need to include a duty of confidentiality if the contractor will encounter sensitive information (such as building access codes or manufacturing processes). This clause helps ensure the contractor does not share the client’s personal or business data without proper authorisation.

When discussing sensitive information, there is often the question of intellectual property ownership. Unless specified otherwise, the rights to any patents, trademarks, copyrights, etc. typically belong to the client.

LawDepot’s Service Agreement template also clarifies an independent contractor’s rights and entitlements. For instance, contractors retain the right to work autonomously (meaning they have full control over their working hours, methods, and decisions related to their services).

How do you add a cancellation policy?

LawDepot’s Service Agreement template helps you prepare for contract cancellations by including optional terms for notice periods and reimbursement.

A notice period is the time frame in which a party can send a cancellation letter and end the contract early. Notice periods typically range between 1 – 4 weeks, depending on the length of the contract. By requiring a notice period, you can ensure you're given enough time to wrap up your work and calculate any final fees.

Contractors may require clients to reimburse their work-related expenses and pay a portion of the total fees. For instance, clients may agree to reimburse expenses such as travel, accommodation, or specific supplies that the contractor bought to complete the contracted work.

You can also address a cancellation fee in the “Additional Clauses” section of the questionnaire. However, keep in mind that courts are unlikely to enforce an overly large fee (cancellation charge). You can research formulas for a cancellation fee based on your industry, the amount of notice provided, and lost profits.

Can you amend a Service Agreement?

Yes. If both parties agree to change, add, or delete a term in their contract after they have both signed it, they can do so with an Amending Agreement. This document, also known as a contract addendum, makes changes to a contract while maintaining the integrity of the original agreement.

In some cases, a contract addendum may be an option to resolve a dispute. For example, you can use an amendment to extend the end date of a project, add another service detail, or remove a confidentiality clause.

Related Documents:

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Service Agreement

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