Service Provider Agreement for the United States

Service Provider Agreement Template for United States

A Service Provider Agreement is a legally binding contract used in the United States that establishes the terms and conditions under which a service provider will deliver specific services to a client. This agreement outlines the scope of services, payment terms, performance standards, confidentiality requirements, and other essential terms governing the business relationship. It includes provisions for compliance with federal and state laws, liability protection, and dispute resolution mechanisms, while clearly defining the independent contractor relationship between the parties.

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What is a Service Provider Agreement?

The Service Provider Agreement serves as a fundamental legal document for businesses and individuals providing professional services in the United States. This contract type is essential when establishing a formal business relationship between a service provider and client, particularly when the services are ongoing or involve significant responsibilities. The agreement typically includes detailed specifications of services, payment structures, performance metrics, and compliance requirements with relevant federal and state regulations. It's designed to protect both parties' interests while clearly defining the scope of work, responsibilities, and expectations. The document is particularly important for maintaining clear boundaries in independent contractor relationships and establishing professional service standards across various industries.

What sections should be included in a Service Provider Agreement?

1. Parties: Identifies and defines the service provider and client, including full legal names and addresses

2. Background: Provides context for the agreement and establishes the intent of both parties

3. Definitions: Defines key terms used throughout the agreement

4. Services: Detailed description of services to be provided

5. Payment Terms: Compensation, payment schedule, and invoicing requirements

6. Term and Termination: Duration of agreement and conditions for termination

7. Confidentiality: Obligations regarding confidential information

8. Representations and Warranties: Basic guarantees from both parties

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

1. Non-Compete: Restrictions on competitive activities during and after the service period

2. Force Majeure: Provisions for unforeseeable circumstances preventing contract performance

3. Insurance: Insurance requirements and coverage obligations for the service provider

4. Data Protection: Specific data handling requirements and compliance with privacy laws

What schedules should be included in a Service Provider Agreement?

1. Schedule 1 - Statement of Work: Detailed scope of services, deliverables, and timelines

2. Schedule 2 - Service Level Agreement: Performance metrics and service standards

3. Schedule 3 - Fee Schedule: Detailed breakdown of fees and payment structure

4. Schedule 4 - Insurance Requirements: Specific insurance coverage requirements and limits

5. Schedule 5 - Data Processing Agreement: Detailed data handling procedures and requirements

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

United States

Publisher

Genie AI

Document Type

Agreement Contract

Cost

Free to use
Industries

Fair Labor Standards Act (FLSA): Federal law governing employment classification, minimum wage, overtime pay, and recordkeeping requirements. Essential for properly classifying service providers as contractors vs employees.

Internal Revenue Code: Federal tax regulations that affect contractor classification, tax reporting requirements, and withholding obligations in service provider relationships.

Federal Insurance Contributions Act (FICA): Federal law governing Social Security and Medicare taxes, which has different implications for contractors versus employees.

Americans with Disabilities Act (ADA): Federal law requiring reasonable accommodations for individuals with disabilities, which may affect service provision and accessibility requirements.

Digital Millennium Copyright Act (DMCA): Federal law governing digital copyright issues, particularly relevant for online or digital service providers.

State Labor Laws: Varying state-specific regulations governing employment, contractor relationships, and workplace requirements.

State Contractor Licensing: State-specific requirements for professional licensing and certification of service providers in regulated industries.

State Insurance Requirements: State-specific mandates for insurance coverage and liability protection for service providers.

Data Privacy Laws: Both federal and state-specific laws (such as CCPA in California) governing the collection, storage, and protection of personal data.

HIPAA: Health Insurance Portability and Accountability Act - federal law governing privacy and security of healthcare information, crucial for healthcare-related services.

FINRA Regulations: Financial Industry Regulatory Authority rules governing financial services and related service providers.

PCI DSS: Payment Card Industry Data Security Standard - requirements for organizations handling credit card information and payment processing.

Uniform Commercial Code (UCC): Standardized set of laws governing commercial transactions, including service contracts and business relationships.

Common Law Contract Principles: Fundamental legal principles governing contract formation, interpretation, and enforcement, including offer, acceptance, consideration, and breach.

Intellectual Property Protection: Laws governing the ownership, use, and transfer of intellectual property rights in service provider relationships.

Non-Compete Regulations: State-specific laws governing the enforceability and scope of non-compete and non-solicitation provisions in service agreements.

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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