Arkansas service contract template

Arkansas Service Contract

This Service Contract is made and entered into as of [Date], by and between:

• [Service Provider Name], a [Service Provider Entity Type, e.g., Sole Proprietorship, LLC, Corporation] with its principal place of business at [Service Provider Address], hereinafter referred to as "Provider," and federal tax identification number (if applicable) [Tax ID].
• [Client Name], residing at [Client Address], hereinafter referred to as "Client."

1. Scope of Services

Provider agrees to provide the following services to Client: [Detailed Description of Services].

• Deliverables: [Description of Deliverables]
• Timeline/Milestones: [Expected Timeline or Project Milestones]
• Work Location:
  • Option A: On-site at [Client Location].
  • Option B: Remote.
  • Option C: At Provider’s location.
• Materials/Resources: [List of Materials, Tools, or Resources to be Used by Provider]

2. Term and Termination

The term of this Agreement shall be:

• Option A: For a one-time project commencing on [Start Date] and completing upon delivery of the Services defined above.
• Option B: For a fixed term commencing on [Start Date] and ending on [End Date].
  • Renewal: This Agreement will automatically renew for successive terms of [Renewal Term Length] unless either party provides written notice of termination at least [Number] days prior to the end of the then-current term.
• Option C: For ongoing services commencing on [Start Date], terminable as follows:
  • Either party may terminate this Agreement upon [Number] days written notice.

3. Payment Terms

• Total Contract Amount: [Total Amount].
• Rate:
  • Option A: Hourly rate of [Hourly Rate].
  • Option B: Flat fee of [Flat Fee].
• Payment Schedule: [Payment Schedule, including due dates, milestones, deposit/retainer policies, conditions for final payment]
• Payment Methods: Acceptable payment methods are [List Acceptable Payment Methods, e.g., Check, ACH, Credit Card].
• Late Payment Penalty: [Late Payment Penalty, e.g., Interest Rate] will be applied to all overdue invoices.
• Expenses/Reimbursement:
  • Option A: Client shall reimburse Provider for the following expenses: [List of Reimbursable Expenses].
  • Option B: No expense reimbursement will be provided under this agreement.
  • Documentation Required: [Description of Required Documentation for Reimbursement].
  • Maximum Reimbursement Amount: [Maximum Reimbursement Amount].
  • Approval Process: [Process for Approval of Expenses].

4. Responsibilities and Obligations

• Client Responsibilities: [List Client Responsibilities, e.g., Timely Provision of Information, Access to Premises, Cooperation Expectations]
  • [ ] Client will provide [Specific Responsibility].
• Provider Responsibilities: [List Provider Responsibilities]
  • [ ] Provider will provide [Specific Responsibility].

5. Change Order Procedure

Any changes to the scope of services must be documented in a written change order.

• Communication Protocol: [Describe Communication Protocol for Change Orders].
• Documentation: [Describe Required Documentation for Change Orders].
• Additional Costs: [How Additional Costs will be Calculated].
• Approval Requirements: [Who Must Approve Change Orders].

6. Warranties

• Option A: Provider warrants that the services will be performed in a professional and workmanlike manner, conforming to generally accepted industry standards.
  • Remedies for Non-Compliance: [Description of Remedies for Non-Compliance, e.g., Rework, Refund].
• Option B: Provider makes no warranties, express or implied, regarding the services provided under this Agreement.

7. Confidentiality

• Provider agrees to hold Client's confidential information in strict confidence.
• Definition of Confidential Information: [Definition of Confidential Information].
• Duration of Confidentiality: The confidentiality obligations shall continue for [Number] years after termination of this Agreement.
• Exceptions: The confidentiality obligations shall not apply to information that: (a) was already known to Provider; (b) is or becomes publicly available; or (c) is received from a third party without restriction.
  • Option A: Non-Disclosure Clause: [Specific Non-Disclosure Clause].
  • Option B: Data Security Clause: [Specific Data Security Clause].
  • Option C: IP Assignment Clause: All intellectual property rights in the work product shall be owned by:
    • Client.
    • Provider.

8. Indemnification

• Provider agrees to indemnify and hold harmless Client from and against any and all claims, damages, liabilities, costs, and expenses arising out of or relating to Provider's negligence or breach of this Agreement.
• Client agrees to indemnify and hold harmless Provider from and against any and all claims, damages, liabilities, costs, and expenses arising out of or relating to Client's negligence or breach of this Agreement.

9. Limitation of Liability

• Option A: Provider's liability to Client under this Agreement shall be limited to the total amount paid by Client to Provider under this Agreement.
• Option B: In no event shall Provider be liable for any indirect, incidental, consequential, or special damages.

10. Insurance

• Option A: Provider shall maintain the following insurance coverage:
  • Professional Liability Insurance with coverage of at least [Coverage Amount].
  • General Liability Insurance with coverage of at least [Coverage Amount].
  • Proof of Insurance: Provider shall provide Client with proof of insurance upon request.
• Option B: No insurance is required under this agreement.

11. Dispute Resolution

Any dispute arising out of or relating to this Agreement shall be resolved as follows:

• Option A: Mediation: The parties shall first attempt to resolve the dispute through mediation in [County, Arkansas].
• Option B: Arbitration: Any unresolved dispute shall be submitted to binding arbitration in [County, Arkansas] in accordance with the rules of the American Arbitration Association.
• Option C: Litigation: Any unresolved dispute shall be resolved in the courts of [County, Arkansas].
• Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Arkansas.
• Venue: The venue for any legal action shall be [County, Arkansas].
• [ ] Attorney's fees shall be recoverable by the prevailing party.

12. Termination

This Agreement may be terminated as follows:

• For Cause: Either party may terminate this Agreement for cause upon written notice if the other party materially breaches this Agreement.
  • Grounds for Termination: [Specific Grounds for Termination for Cause].
• For Convenience: Either party may terminate this Agreement for convenience upon [Number] days written notice.
• Early Termination Fees: [Description of Early Termination Fees, if any].
• Pro-Rata Payment: In the event of termination, Provider shall be entitled to payment for services performed up to the date of termination.

13. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement to the extent that such delay or failure is caused by a force majeure event, such as acts of God, war, terrorism, or natural disasters.

14. Representations and Warranties

• Each party represents and warrants that it has the full power and authority to enter into this Agreement.
• Provider represents and warrants that it will comply with all applicable laws and regulations in performing the services.
• [ ] These representations and warranties are the only ones made by Provider.

15. Non-Solicitation/Non-Competition

• Option A: Non-Solicitation: During the term of this Agreement and for a period of [Number] years thereafter, Client shall not solicit the employees or contractors of Provider.
• Option B: Non-Competition: During the term of this Agreement and for a period of [Number] years thereafter, Provider shall not engage in any business that competes with Client's business within [Geographic Area].
• Option C: Non-Circumvention: Client agrees not to circumvent Provider's introductions or relationships with its vendors, customers or other contacts for the purpose of obtaining services, products or compensation without Provider's involvement.
• [ ] The enforceability of non-compete clauses in Arkansas requires careful drafting and must be reasonable in scope, duration, and geography.

16. Independent Contractor

• Provider is an independent contractor and is not an employee of Client.
• Provider is solely responsible for all taxes and other obligations arising out of or relating to the services provided under this Agreement.
• Provider is not entitled to any employee benefits from Client.
• [ ] Provider acknowledges they have been advised to seek independent legal and tax advice regarding their status as an independent contractor.

17. Assignment

• Option A: Neither party may assign this Agreement without the prior written consent of the other party.
• Option B: Either party may assign this Agreement to a successor in interest in connection with a merger, acquisition, or sale of all or substantially all of its assets.

18. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Arkansas.

• Option: The parties agree that this Agreement shall be governed by and construed in accordance with the laws of the State of [State].

19. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications and proposals, whether oral or written, relating to the subject matter of this Agreement.

20. Amendment

This Agreement may be amended only by a written instrument signed by both parties.

21. Notice

All notices under this Agreement shall be in writing and shall be deemed to be duly given when delivered personally, sent by certified mail, return receipt requested, or sent by reputable overnight courier service to the addresses set forth above.

22. Severability

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

23. Waiver

No waiver of any provision of this Agreement shall be effective unless in writing and signed by the party against whom the waiver is sought to be enforced.

24. Arkansas-Specific Considerations

• Compliance with Arkansas Laws: [ ] Provider agrees to comply with all applicable Arkansas laws and regulations.
• Right to Cure: [ ] Client shall provide Provider with written notice of any breach of this Agreement and a reasonable opportunity to cure such breach.
• Arkansas Consumer Law Disclosures (if applicable): [Include Mandatory Disclosures as Required by Arkansas Consumer Laws, e.g., Right to Cancel].
• Licensing/Registration: [ ] Provider is properly licensed and registered as required by Arkansas law to perform the services described herein. License number: [License Number].
• Insurance/Workers' Compensation (if applicable): [ ] Provider shall maintain workers' compensation insurance as required by Arkansas law.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

[Service Provider Name]

By: [Service Provider Signature]

Name: [Service Provider Printed Name]

Title: [Service Provider Title]

[Client Name]

By: [Client Signature]

Name: [Client Printed Name]