Business Service Agreement for India

Business Service Agreement Template for India

A comprehensive legal agreement governed by Indian law that establishes the terms and conditions for the provision of business services between a service provider and a client. This document outlines the scope of services, payment terms, service levels, and obligations of both parties while ensuring compliance with Indian legal requirements including the Indian Contract Act, 1872, and relevant sector-specific regulations. It includes provisions for confidentiality, intellectual property protection, liability limitations, and dispute resolution mechanisms specific to the Indian jurisdiction, making it suitable for both domestic and international business relationships where Indian law governs.

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What is a Business Service Agreement?

The Business Service Agreement serves as a fundamental legal framework for establishing and managing service relationships between businesses in India. This document is essential when one company provides professional, technical, or operational services to another entity, requiring clear definition of service scope, deliverables, and commercial terms. It ensures compliance with Indian legal requirements, including the Indian Contract Act, 1872, and incorporates necessary provisions for GST compliance, intellectual property protection, and data privacy. The agreement is particularly relevant in today's business environment where specialized service provision forms a crucial part of business operations. It can be customized for various service types while maintaining core elements required under Indian law, making it suitable for both domestic and international service arrangements where Indian law governs the relationship.

What sections should be included in a Business Service Agreement?

1. Parties: Identification of the service provider and client with full legal names, addresses, and company registration details

2. Background: Context of the agreement, brief description of the parties' businesses, and purpose of entering into the agreement

3. Definitions: Detailed definitions of terms used throughout the agreement for clarity and consistency

4. Scope of Services: Detailed description of services to be provided, including specific deliverables and service standards

5. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination by either party

6. Payment Terms: Fee structure, payment schedule, invoicing process, and payment methods including GST considerations

7. Service Provider Obligations: Specific responsibilities and commitments of the service provider

8. Client Obligations: Specific responsibilities and commitments of the client

9. Representations and Warranties: Standard warranties about capacity to contract and service quality assurances

10. Confidentiality: Protection of confidential information exchanged during the service relationship

11. Indemnification: Mutual indemnification clauses protecting against breaches and third-party claims

12. Limitation of Liability: Caps on liability and exclusions of certain types of damages

13. Force Majeure: Provisions for handling circumstances beyond reasonable control

14. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction for dispute resolution

15. Notices: Process and addresses for formal communications between parties

16. General Provisions: Standard boilerplate clauses including assignment, severability, and entire agreement

What sections are optional to include in a Business Service Agreement?

1. Intellectual Property Rights: Include when services involve creation or use of intellectual property, software, or creative works

2. Data Protection and Privacy: Required when personal data processing is involved in service delivery

3. Non-Compete: Include when protecting against competitive activities is crucial

4. Service Level Agreement (SLA): Include for technical or ongoing services requiring specific performance metrics

5. Insurance: Include when specific insurance coverage requirements exist for the services

6. Compliance with Laws: Include when services are in regulated industries or involve specific regulatory compliance

7. Anti-Corruption: Include for high-value contracts or when dealing with government entities

8. Foreign Exchange Compliance: Include when services involve cross-border payments or international parties

9. Personnel and Subcontractors: Include when service delivery involves key personnel or subcontractor rights

10. Change Control: Include for long-term services likely to require scope or specification changes

What schedules should be included in a Business Service Agreement?

1. Schedule A - Service Specifications: Detailed technical specifications of services to be provided

2. Schedule B - Fee Schedule: Detailed breakdown of fees, rates, and payment milestones

3. Schedule C - Service Levels: Specific performance metrics, measurement methods, and remedies

4. Schedule D - Key Personnel: List of key personnel assigned to the service delivery

5. Schedule E - Approved Subcontractors: List of pre-approved subcontractors if applicable

6. Schedule F - Data Processing Terms: Specific terms for handling personal or sensitive data

7. Schedule G - Transition Plan: Process for service initiation and/or termination transition

8. Appendix 1 - Contact Details: Key contact persons and escalation matrix for both parties

9. Appendix 2 - Required Documentation: List of documents required for service delivery or compliance

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

India

Publisher

Genie AI

Document Type

Service Agreement

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Information Technology

Professional Services

Management Consulting

Business Process Outsourcing

Financial Services

Healthcare Services

Manufacturing

Telecommunications

Real Estate Services

Engineering Services

Education and Training

Digital Marketing Services

Logistics and Supply Chain

Human Resources Services

Facilities Management

Relevant Teams

Legal

Procurement

Finance

Operations

Business Development

Compliance

Risk Management

Commercial

Vendor Management

Project Management

Account Management

Service Delivery

Administration

Strategy

Relevant Roles

Chief Executive Officer

Chief Operating Officer

Chief Financial Officer

Legal Counsel

Procurement Manager

Contract Manager

Business Development Manager

Operations Director

Project Manager

Account Manager

Vendor Management Lead

Compliance Officer

Risk Manager

Service Delivery Manager

Commercial Director

Finance Manager

Department Head

General Manager

Industries
Indian Contract Act, 1872: Fundamental law governing contracts in India, defining formation and enforcement of contracts, including essential elements like offer, acceptance, consideration, and capacity to contract
Goods and Services Tax (GST) Laws: Taxation framework for services in India, including registration requirements, tax rates, and compliance obligations for service providers
Information Technology Act, 2000: Governs electronic commerce and digital services, including electronic contracts, digital signatures, and cybersecurity requirements
Consumer Protection Act, 2019: Protects consumer interests and applies to business services that may impact end consumers, including provisions for unfair trade practices
Copyright Act, 1957: Protects intellectual property rights in creative works, important for services involving content creation or software development
Trade Marks Act, 1999: Protects brands and logos, relevant for service branding and intellectual property protection in business relationships
Companies Act, 2013: Governs corporate entities and their business operations, including provisions for corporate contracts and compliance
Foreign Exchange Management Act (FEMA), 1999: Regulates foreign exchange transactions and cross-border services, important if the agreement involves international parties
The Personal Data Protection Bill (pending): Expected to govern data privacy and protection, crucial for services involving personal data processing
Indian Partnership Act, 1932: Relevant if any of the contracting parties are partnerships, governing their rights and obligations
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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