How to Create a Customized SEO Service Agreement with AI

SERVICE AGREEMENT (Contract B)

This Service Agreement (the "Agreement") is made and entered into as of this [DATE] (the "Effective Date"), by and between:

Service Provider:

[YOUR FULL LEGAL NAME], an individual contractor
Address: [YOUR FULL ADDRESS]
Email: [YOUR EMAIL ADDRESS]
Phone: [YOUR PHONE NUMBER]
(hereinafter referred to as the "Service Provider")

AND

Client:

[CLIENT'S FULL LEGAL NAME], an individual business owner
Address: [CLIENT'S FULL ADDRESS]
Email: [CLIENT'S EMAIL ADDRESS]
Phone: [CLIENT'S PHONE NUMBER]
(hereinafter referred to as the "Client")

(Service Provider and Client are hereinafter collectively referred to as the "Parties" and individually as a "Party").

RECITALS

WHEREAS, Service Provider is engaged in the business of providing digital marketing services;
WHEREAS, Client desires to engage Service Provider to provide certain digital marketing services as described herein, and Service Provider is willing to provide such services to Client, subject to the terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. Services to be Performed.

Service Provider agrees to provide the following digital marketing services (collectively, the "Services") to Client in a professional and workmanlike manner, consistent with industry standards:

• 1.1. SEO Optimization:
  • Targeting ten (10) mutually agreed-upon main keywords relevant to Client's business.
  • Comprehensive keyword research and analysis.
  • On-page optimization, including but not limited to, optimization of meta tags (titles, descriptions), header tags, image alt-text, internal linking structures, and URL structures.
  • Off-page optimization, including but not limited to, ethical link building strategies, local SEO submissions (if applicable), and monitoring of backlink profile health.
  • Regular content recommendations aimed at improving search engine ranking for targeted keywords.
  • Monthly reporting on SEO performance, including keyword rankings, organic traffic metrics, and work performed.
• 1.2. Content Creation:
  • Creation and delivery of four (4) original blog posts per calendar month.
  • Each blog post will be approximately 800-1,000 words in length and will be optimized for agreed-upon keywords.
  • Topics for blog posts will be mutually agreed upon by the Parties at least two (2) weeks prior to the beginning of each month. Client will provide necessary input and background material.
  • Service Provider will allow up to two (2) rounds of reasonable revisions per blog post, provided feedback is submitted by Client within five (5) business days of receipt of the draft.
• 1.3. Social Media Management:
  • Management of Client's designated Instagram and Facebook social media profiles.
  • Creation and posting of twelve (12) original social media updates (e.g., posts, stories) per calendar month, distributed across the managed platforms as mutually agreed. Content themes and calendars will be discussed and approved by Client in advance.
  • Proactive community engagement, including responding to comments, messages, and inquiries on the managed platforms in a timely and professional manner, consistent with Client's brand voice (guidelines to be provided by Client).
  • Monthly reporting on social media performance, including engagement rates, follower growth, and reach.

1.4. Client Responsibilities: Client agrees to cooperate fully with Service Provider and to provide, in a timely manner, all information, materials, access to accounts (e.g., website backend, social media profiles, analytics platforms), and approvals reasonably necessary for Service Provider to perform the Services. This includes, but is not limited to, providing brand guidelines, target audience information, product/service details, and timely feedback on deliverables. Client understands that Service Provider's ability to perform the Services is dependent upon Client's full and timely cooperation. Any delays caused by Client's failure to meet its obligations may result in an adjustment to project timelines and potentially additional fees.

1.5. Scope Changes: Any services requested by Client that fall outside the scope of the Services defined in Section 1 (collectively, "Scope Changes") will be subject to a separate written agreement or amendment to this Agreement, outlining the additional services, fees, and timelines. Service Provider is under no obligation to perform Scope Changes until such an agreement is executed by both Parties.

2. Term and Renewal.

• 2.1. Initial Term: This Agreement shall commence on [START DATE] (the "Commencement Date") and shall continue in full force and effect for an initial period of six (6) calendar months, expiring on [END DATE OF INITIAL 6-MONTH PERIOD] (the "Initial Term").
• 2.2. Renewal: Upon expiration of the Initial Term, this Agreement shall automatically renew for successive six (6) month periods (each a "Renewal Term"), under the same terms and conditions set forth herein, unless either Party provides written notice of its intent not to renew to the other Party at least thirty (30) calendar days prior to the end of the then-current Initial Term or Renewal Term. Written notice shall be delivered as per Section 13 (Notices).

3. Payment and Compensation.

• 3.1. Monthly Fee: In consideration for the Services to be performed by Service Provider, Client shall pay Service Provider a fixed monthly fee of One Thousand Five Hundred US Dollars ($1,500.00) (the "Fee").
• 3.2. Invoicing and Due Date: The Fee for each month shall be due and payable in advance, on or before the first (1st) day of said month. Service Provider shall issue an invoice to Client at least seven (7) calendar days prior to the due date.
• 3.3. Late Payments: In the event any payment is not received by Service Provider within five (5) calendar days after its due date, Client shall pay a late payment charge equal to five percent (5%) of the overdue amount, or the maximum amount permitted by applicable law, whichever is lower. Furthermore, Service Provider may, at its discretion, suspend performance of the Services until all overdue amounts, including late charges, are paid in full.
• 3.4. Payment Method: All payments shall be made in US Dollars via [Specify Payment Method, e.g., bank transfer to an account designated by Service Provider, check, online payment portal].

3.5. Expenses: Client shall reimburse Service Provider for all reasonable and pre-approved out-of-pocket expenses incurred in connection with the performance of the Services. Service Provider shall obtain Client's written consent before incurring any single expense exceeding Fifty US Dollars ($50.00) or aggregate expenses exceeding Two Hundred US Dollars ($200.00) in any given month. Service Provider shall submit itemized expense reports with supporting documentation for reimbursement.

4. Confidentiality.

• 4.1. Definition: "Confidential Information" shall mean any and all non-public information, whether oral, written, electronic, or in any other form, disclosed by one Party (the "Disclosing Party") to the other Party (the "Receiving Party") that is either identified as confidential at the time of disclosure or that the Receiving Party should reasonably understand to be confidential given the nature of the information and circumstances of disclosure. Confidential Information includes, but is not limited to, business strategies, marketing plans, financial data, customer lists, client data, pricing information, technical data, trade secrets, know-how, product plans, and any information derived therefrom.
• 4.2. Obligation of Confidentiality: The Receiving Party agrees to: (a) hold the Disclosing Party's Confidential Information in strict confidence; (b) use such Confidential Information solely for the purpose of performing its obligations or exercising its rights under this Agreement; and (c) not disclose such Confidential Information to any third party without the prior written consent of the Disclosing Party, except as expressly permitted herein. The Receiving Party shall protect the Confidential Information with at least the same degree of care as it uses to protect its own confidential information of a similar nature, but in no event less than a reasonable degree of care.
• 4.3. Permitted Disclosures: The Receiving Party may disclose Confidential Information to its employees, contractors, or agents who have a bona fide need to know such information for the purposes of this Agreement and who are bound by confidentiality obligations at least as restrictive as those contained herein.
• 4.4. Exclusions: The obligations of confidentiality shall not apply to any information that: (a) is or becomes publicly known through no wrongful act or omission of the Receiving Party; (b) was rightfully known by the Receiving Party prior to disclosure by the Disclosing Party without any obligation of confidentiality; (c) is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information; or (d) is rightfully received by the Receiving Party from a third party authorized to make such disclosure without restriction.
• 4.5. Legally Compelled Disclosure: If the Receiving Party is legally compelled (by deposition, interrogatory, request for documents, subpoena, civil investigative demand, or similar process) to disclose any Confidential Information, it shall provide the Disclosing Party with prompt prior written notice of such requirement, if legally permissible, so that the Disclosing Party may seek a protective order or other appropriate remedy.
• 4.6. Return or Destruction: Upon termination or expiration of this Agreement, or upon the Disclosing Party's written request, the Receiving Party shall promptly return to the Disclosing Party or, at the Disclosing Party's option, securely destroy all tangible materials containing Confidential Information and provide written certification of such destruction.
• 4.7. Survival: The obligations of confidentiality set forth in this Section 4 shall survive the termination or expiration of this Agreement for a period of three (3) years, provided that Confidential Information constituting a trade secret under applicable law shall remain protected for as long as it qualifies as a trade secret.

5. Intellectual Property.

• 5.1. Client Ownership of Deliverables: Subject to full payment of all fees due under this Agreement, all original content, materials, reports, strategies, designs, and other deliverables specifically created by Service Provider for Client as part of the Services under this Agreement (collectively, the "Deliverables") shall be the sole and exclusive property of Client. Service Provider hereby assigns to Client all of its right, title, and interest in and to such Deliverables, including all intellectual property rights therein.
• 5.2. Service Provider's Pre-Existing IP: Notwithstanding Section 5.1, Service Provider shall retain all right, title, and interest in and to any of its pre-existing intellectual property, including but not limited to its proprietary tools, software, methodologies, know-how, templates, and generic or non-client-specific materials used or developed by Service Provider in the course of performing the Services (collectively, "Service Provider IP"). To the extent any Service Provider IP is incorporated into the Deliverables, Service Provider grants Client a non-exclusive, royalty-free, perpetual, worldwide license to use such Service Provider IP solely as incorporated into, and as necessary for Client's use of, the Deliverables for its internal business purposes.
• 5.3. Client-Provided Materials: Client represents and warrants that it owns or has the necessary rights, licenses, and consents to use and provide to Service Provider all content, data, logos, trademarks, and other materials provided by Client to Service Provider for use in connection with the Services ("Client Materials"), and that the use of Client Materials by Service Provider in accordance with this Agreement will not infringe upon or violate the intellectual property rights or any other rights of any third party. Client shall indemnify and hold Service Provider harmless from any claims, damages, or expenses arising from a breach of this warranty.
• 5.4. No Implied Licenses: Except as expressly set forth herein, nothing in this Agreement shall be construed as granting any license or right, by implication, estoppel, or otherwise, to any intellectual property rights of either Party.

6. Termination.

• 6.1. Termination for Convenience: Either Party may terminate this Agreement for any reason or no reason by providing at least thirty (30) calendar days' prior written notice to the other Party. Such notice shall be delivered in accordance with Section 13 (Notices).
• 6.2. Termination for Cause: Either Party may terminate this Agreement immediately upon written notice to the other Party if the other Party:
  • (a) materially breaches any provision of this Agreement and fails to cure such breach within fifteen (15) calendar days after receipt of written notice thereof from the non-breaching Party;
  • (b) becomes insolvent, makes a general assignment for the benefit of creditors, files a voluntary petition in bankruptcy, suffers or permits the appointment of a receiver for its business or assets, or becomes subject to any proceeding under any bankruptcy or insolvency law, whether domestic or foreign.
• 6.3. Effect of Termination: Upon termination or expiration of this Agreement for any reason:
  • (a) Client shall promptly pay Service Provider all undisputed fees and reimbursable expenses accrued and owing for Services performed up to and including the effective date of termination.
  • (b) Each Party shall promptly return or, at the other Party's request, destroy all Confidential Information of the other Party in its possession or control, as per Section 4.6.
  • (c) Service Provider shall deliver to Client any completed or partially completed Deliverables for which Client has paid.
• 6.4. Survival: The provisions of Sections 3 (to the extent of unpaid amounts), 4, 5, 6.3, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, and 19 shall survive any termination or expiration of this Agreement.

7. Limitation of Liability.

• 7.1. Direct Damages Cap: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF SERVICE PROVIDER TO CLIENT ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR OTHERWISE, SHALL BE LIMITED TO THE TOTAL FEES ACTUALLY PAID BY CLIENT TO SERVICE PROVIDER UNDER THIS AGREEMENT DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
• 7.2. Exclusion of Indirect Damages: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL), EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
• 7.3. Exceptions: The limitations of liability set forth in this Section 7 shall not apply to: (a) a Party's indemnification obligations under Section 16 (Indemnification); (b) a Party's breach of its confidentiality obligations under Section 4 (Confidentiality); (c) liability arising from a Party's gross negligence or willful misconduct; or (d) either Party's infringement or misappropriation of the other Party's intellectual property rights.

8. Governing Law.

This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the internal laws of the State of California, without giving effect to any choice or conflict of law provision or rule.

9. Dispute Resolution.

• 9.1. Good Faith Negotiation: In the event of any dispute, claim, question, or disagreement arising from or relating to this Agreement or the breach thereof, the Parties shall use their best efforts to settle the dispute, claim, question, or disagreement. To this effect, they shall consult and negotiate with each other in good faith and, recognizing their mutual interests, attempt to reach a just and equitable solution satisfactory to both Parties.
• 9.2. Mediation: If the Parties do not reach such a solution within a period of thirty (30) calendar days from the first notice of the dispute, then upon notice by either Party to the other, all disputes, claims, questions, or differences shall be submitted to mediation in [CITY, e.g., Los Angeles], California, with a mediator mutually agreed upon by the Parties. If the Parties cannot agree on a mediator within fifteen (15) calendar days, a mediator shall be appointed by JAMS (or a similar reputable mediation service). The costs of mediation shall be borne equally by the Parties, except that each Party shall bear its own attorneys' fees and costs.
• 9.3. Litigation: If mediation is unsuccessful in resolving the dispute within sixty (60) calendar days from the appointment of the mediator, or such further period as the Parties may agree in writing, then either Party may pursue any available legal or equitable remedies in a court of competent jurisdiction within the State of California, specifically in the federal or state courts located in [COUNTY, e.g., Los Angeles County], California. The Parties hereby consent to the exclusive jurisdiction of such courts.

10. Entire Agreement.

This Agreement, including all Exhibits and Schedules attached hereto (if any), constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written, between the Parties with respect to such subject matter. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing by a duly authorized representative of each Party.

11. Severability.

If any term or provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or provision is invalid, illegal, or unenforceable, the Parties shall negotiate in good faith to modify this Agreement so as to effect the original intent of the Parties as closely as possible.

12. Independent Contractor Status.

It is expressly understood and agreed that Service Provider is an independent contractor and not an employee, agent, partner, or joint venturer of Client. Service Provider shall be solely responsible for determining the means and methods of performing the Services. Service Provider is not authorized to assume or create any obligation or responsibility, express or implied, on behalf of or in the name of Client, or to bind Client in any manner. Service Provider shall be solely responsible for its own taxes, including income, social security, and unemployment taxes, and for any insurance, including workers' compensation, disability, and liability insurance.

13. Notices.

All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a "Notice") shall be in writing and addressed to the Parties at the addresses set forth on the first page of this Agreement (or to such other address that may be designated by the receiving Party from time to time in accordance with this section). All Notices shall be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), or certified or registered mail (in each case, return receipt requested, postage pre-paid). Except as otherwise provided in this Agreement, a Notice is effective only (a) upon receipt by the receiving Party, and (b) if the Party giving the Notice has complied with the requirements of this Section. Email notice shall be sufficient for routine communications and approvals but not for formal notices of breach, termination, or non-renewal, unless an email notice explicitly states it is a formal notice under this Section and is acknowledged by the receiving Party (excluding automated receipts).

14. Assignment.

Neither Party may assign or transfer any of its rights or delegate any of its obligations under this Agreement, in whole or in part, by operation of law or otherwise, without the prior written consent of the other Party, which consent shall not be unreasonably withheld, conditioned, or delayed. Any attempted assignment or delegation in violation of this Section shall be null and void. Notwithstanding the foregoing, either Party may assign this Agreement in its entirety, without consent of the other Party, in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets not involving a direct competitor of the other Party. This Agreement is binding upon and inures to the benefit of the Parties and their respective permitted successors and assigns.

15. No Waiver.

No waiver by either Party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the Party so waiving. No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from this Agreement shall operate or be construed as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

16. Indemnification.

• 16.1. Indemnification by Service Provider: Service Provider shall indemnify, defend, and hold harmless Client, its officers, directors, employees, agents, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys' fees, arising out of or relating to any third-party claim alleging: (a) material breach by Service Provider of any representation, warranty, or covenant made by Service Provider in this Agreement; or (b) gross negligence or willful misconduct of Service Provider in connection with the performance of its obligations under this Agreement. This indemnification shall not apply to the extent claims arise from Client's negligence, willful misconduct, or breach of this Agreement.
• 16.2. Indemnification by Client: Client shall indemnify, defend, and hold harmless Service Provider, its officers, directors, employees, agents, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys' fees, arising out of or relating to any third-party claim alleging: (a) material breach by Client of any representation, warranty, or covenant made by Client in this Agreement; (b) gross negligence or willful misconduct of Client in connection with its obligations under this Agreement; or (c) that the Client Materials or their use by Service Provider in accordance with this Agreement infringe upon any third-party intellectual property right or other right.

17. Force Majeure.

Neither Party shall be liable or responsible to the other Party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations to make payments), when and to the extent such failure or delay is caused by or results from acts beyond the affected Party's reasonable control, including, without limitation: (a) acts of God; (b) flood, fire, earthquake, or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest; (d) government order or law; (e) actions, embargoes, or blockades in effect on or after the date of this Agreement; (f) action by any governmental authority; (g) national or regional emergency; (h) strikes, labor stoppages or slowdowns, or other industrial disturbances; or (i) shortage of adequate power or transportation facilities (each a "Force Majeure Event"). The Party affected by a Force Majeure Event shall give prompt notice to the other Party, stating the period of time the occurrence is expected to continue, and shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized.

18. Relationship of the Parties.

Nothing in this Agreement shall be construed to create a partnership, joint venture, agency, or employment relationship between the Parties. Each Party is an independent contractor and shall be solely responsible for its own actions and the actions of its respective employees, agents, and representatives.

19. Counterparts; Electronic Signatures.

This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Signatures exchanged electronically (e.g., by PDF or facsimile) shall be deemed original signatures for all purposes.

IN WITNESS WHEREOF, the Parties hereto have caused this Service Agreement to be executed by their duly authorized representatives as of the Effective Date.

SERVICE PROVIDER:

By: _________________________
Name: [YOUR FULL LEGAL NAME]
Date: _________________________

CLIENT:

By: _________________________
Name: [CLIENT'S FULL LEGAL NAME]
Date: _________________________

Drafted by 8contract.com.

SERVICE AGREEMENT

(Drafted by 8contract.com)

This Service Agreement (the “Agreement”) is entered into as of [DATE] by and between [YOUR NAME], an individual contractor, located at [YOUR ADDRESS] (“Service Provider”), and [CLIENT NAME], an individual business owner, located at [CLIENT ADDRESS] (“Client”).

1. Services

Service Provider agrees to provide Client with the following digital marketing services (the “Services”) in accordance with the highest industry standards and best professional practices:

1. SEO Optimization

   Service Provider shall target ten (10) main keywords as identified in collaboration with the Client. Service Provider’s duties shall include, but are not limited to: comprehensive keyword research and analysis; on-page optimization (including meta tag creation or editing, header tag structuring, image alt text, and internal linking strategies); off-page optimization (including link building; outreach to reputable external platforms for backlinks; directory and citation management); monthly SEO performance reporting; and ongoing content optimization recommendations.

2. Content Creation

   Service Provider shall write four (4) original blog posts per calendar month, each between 800 and 1,000 words. Service Provider shall perform all necessary research, use original text, and comply with applicable copyright laws. Content shall be unique and not published elsewhere unless otherwise agreed in writing by both parties. Client shall be entitled to two (2) rounds of reasonable revisions per blog post within seven (7) business days following initial delivery.

3. Social Media Management

   Service Provider shall manage the Client’s Instagram and Facebook accounts. Tasks include: posting twelve (12) social media updates per month, as approved by Client prior to posting; designing post graphics and writing engaging captions; and engaging with the online community by responding to comments and private messages within one (1) business day. Service Provider will generate a monthly social media performance report and suggest areas for improvement.

4. Additional Recommendations

   I recommend including the following:

   Service Level Agreement (SLA):
   Service Provider will maintain availability during standard business hours (Monday to Friday, 9 a.m. to 6 p.m., Client’s local time), respond to Client communications within 24 business hours, and complete all Service deliverables according to the agreed monthly timeline. If deadlines cannot be met due to unforeseen circumstances, Service Provider must notify Client in writing with a revised schedule.

   Client Responsibilities:
   I recommend specifying that Client shall timely provide all necessary access, brand resources, and information required to perform Services (such as website access, existing keyword lists, branding guides, or previous marketing reports). Delays caused by Client’s failure to provide necessary materials will extend deadlines proportionally.

2. Term and Renewal

1. Initial Term

   This Agreement shall commence on [START DATE] and shall continue for six (6) consecutive calendar months (the “Initial Term”).

2. Renewal

   At the expiration of the Initial Term, the Agreement will automatically renew for successive six (6) month terms (“Renewal Term”) unless either party delivers written notice of intent to terminate no fewer than thirty (30) calendar days prior to the expiration of the then-current term.

3. Temporary Suspension

   I recommend including that either party may suspend the Services temporarily for up to fourteen (14) consecutive days, with at least seven (7) days’ prior written notice. Suspensions do not alter the term, but billing may be paused if mutually agreed in writing.

3. Payment

1. Amount and Invoicing

   Client shall pay Service Provider a fixed fee of one thousand five hundred US dollars (USD $1,500) per month. Service Provider will issue invoices on or before the first business day of each month. Payment is due before Services are commenced each month.

2. Late Payment

   Payments not received within five (5) calendar days of the due date will incur a late fee equal to 5% of the outstanding balance per month. In the event that an invoice remains unpaid for more than fifteen (15) days after the original due date, Service Provider reserves the right to suspend Services until payment is received in full.

3. Refunds

   I recommend adding: All payments under this Agreement are non-refundable except in cases of Service Provider’s material breach that remains uncured for fourteen (14) days after written notice from Client.

4. Confidentiality

1. Definition

   “Confidential Information” includes, but is not limited to: marketing plans, financial and business data, customer databases, intellectual property, proprietary methodologies, digital assets, account credentials, and strategic business documents disclosed by either party to the other, whether orally, in writing, or by electronic communication.

2. Obligations

   Both parties agree to hold all Confidential Information in trust and confidence and not to disclose such information to any third party, except as required by law or with prior written consent. Both parties will exercise at least the same degree of care in protecting Confidential Information as they do with their own similar information, but in any event, not less than reasonable care.

3. Return or Destruction

   Upon termination or expiration of this Agreement, or upon written request, the receiving party shall promptly return or securely destroy all Confidential Information belonging to the disclosing party within seven (7) days, and certify in writing that they have complied with this obligation.

4. Exclusions

   I recommend specifying that Confidential Information does not include information which: (i) is or becomes publicly available without breach of this Agreement, (ii) is received from a third party without breach of any obligation of confidentiality, or (iii) is independently developed by the receiving party without reference to the Confidential Information.

5. Intellectual Property

1. Ownership of Deliverables

   All materials, content, and intellectual property created by Service Provider in the performance of Services under this Agreement—including but not limited to blog posts, social media updates, graphics, and SEO strategies—shall be considered “work made for hire” and shall be owned exclusively by Client upon full payment of all corresponding fees.

2. Service Provider’s Pre-Existing Materials

   I recommend clarifying that any tools, templates, software, processes, or materials developed or owned by Service Provider prior to this Agreement, or developed outside the scope of Services, shall remain the exclusive property of Service Provider. Service Provider shall grant Client a perpetual, royalty-free, non-exclusive license to use any such pre-existing intellectual property as may be incorporated in the deliverables, solely for Client’s internal business purposes.

3. Moral Rights

   I recommend explicitly waiving any and all moral rights Service Provider may have in the deliverables, to the extent permitted by applicable laws.

6. Termination

1. Notice

   Either party may terminate this Agreement for any reason by providing thirty (30) calendar days’ prior written notice.

2. Termination for Cause

   Either party may terminate immediately, with written notice, if the other party: (i) becomes insolvent, (ii) files for bankruptcy, (iii) materially breaches the Agreement and fails to cure such breach within fourteen (14) days after written notice specifying the breach.

3. Effect of Termination

   Upon termination, Client shall pay for all Services performed up to the date of termination. Service Provider shall deliver to Client all completed and in-progress deliverables, and all Client data and materials, within seven (7) days of termination.

4. No Circumvention

   I recommend adding that both parties agree not to circumvent the terms of this Agreement and shall not contract with or solicit business from each other’s clients or partners related to the scope of this Agreement for a period of twelve (12) months following termination.

7. Limitation of Liability

1. Maximum Liability

   Except for damages arising from gross negligence, willful misconduct, or breach of confidentiality, the total liability of Service Provider to Client for any and all claims, losses, or damages arising under or related to this Agreement shall not exceed the aggregate amount of fees actually paid by Client to Service Provider under this Agreement.

2. Consequential Damages

   I recommend including: Service Provider shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits or business interruption, even if advised of the possibility of such damages.

8. Warranties and Representations

I recommend including:
Service Provider warrants that all Services provided shall conform to professional standards and shall not infringe upon the intellectual property or proprietary rights of any third party. Both parties represent and warrant that they have the authority to enter into and perform their obligations under this Agreement.

9. Indemnification

I recommend including:
Each party (the “Indemnifying Party”) agrees to indemnify, defend, and hold harmless the other party, its directors, officers, agents, and employees from and against any and all losses, damages, liabilities, and reasonable legal fees arising out of any claim resulting from the Indemnifying Party’s breach of this Agreement, willful misconduct, or violation of applicable law.

10. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to conflict of law principles.

11. Dispute Resolution

1. Mediation

   Any dispute arising out of or relating to this Agreement shall first be resolved by good faith negotiation between the parties. If the parties are unable to resolve the dispute within thirty (30) calendar days, either party may submit the dispute to mediation in [CITY], California, through a mutually agreed-upon mediator.

2. Venue

   I recommend specifying that any formal legal proceedings initiated after unsuccessful mediation shall be commenced in the courts located in [COUNTY], California.

12. Force Majeure

I recommend including:
Neither party shall be liable for any delay or failure to perform its obligations under this Agreement if such delay or failure results from causes beyond its reasonable control, including but not limited to acts of God, war, riot, epidemic, governmental orders, internet failures, or natural disasters, provided the affected party gives prompt written notice to the other party.

13. Independent Contractor Relationship

I recommend clarifying:
Service Provider is an independent contractor and is not an employee, agent, joint venture, or partner of Client. Nothing in this Agreement shall be construed to the contrary. Service Provider shall not hold itself out as having authority to bind Client.

14. Assignment and Subcontracting

I recommend including:
Neither party may assign or transfer any of its rights or obligations under this Agreement without the prior written consent of the other party, except that Client may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of Client's assets. Service Provider may subcontract portions of the Services with prior written consent of the Client, provided Service Provider remains responsible for performance.

15. Notices

I recommend specifying:
All notices required under this Agreement shall be in writing and delivered by hand, sent by recognized express courier, mailed by registered or certified mail (return receipt requested), or electronically (with receipt confirmed), to the addresses first listed above, unless otherwise provided in writing.

16. Severability

If any provision of this Agreement is determined to be void, invalid, or unenforceable under applicable law, such provision shall be severed from the Agreement and the remaining provisions shall remain in full force and effect.

17. Entire Agreement; Amendment

This Agreement constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior agreements, understandings, and representations, whether oral or written. No amendment or modification of this Agreement shall be valid unless in writing and signed by both parties.

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

_________________________
[YOUR NAME]
Service Provider

_________________________
[CLIENT NAME]
Client

(Drafted by 8contract.com)

SERVICE AGREEMENT (Contract B)

(Drafted by 8contract.com)

This Service Agreement (the "Agreement") is made and entered into as of [DATE] by and between [YOUR FULL LEGAL NAME], an individual contractor, residing at [YOUR FULL RESIDENTIAL ADDRESS] ("Service Provider"), and [CLIENT'S FULL LEGAL NAME OR BUSINESS NAME], an individual business owner, residing at [CLIENT'S FULL RESIDENTIAL OR BUSINESS ADDRESS] ("Client").

WHEREAS, Client is seeking digital marketing services to enhance its online presence and achieve specific marketing goals;

WHEREAS, Service Provider is experienced and skilled in providing digital marketing services, including SEO optimization, content creation, and social media management;

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the parties agree as follows:

1. Services.

Service Provider agrees to provide the following digital marketing services to Client (collectively, the "Services"), as more specifically detailed in the attached Exhibit A, which is incorporated herein by reference:

• SEO Optimization: This includes but is not limited to targeting 10 mutually agreed-upon main keywords, performing both on-page and off-page optimization activities such as in-depth keyword research, optimization of meta titles and descriptions, creation of relevant and high-quality backlinks, technical SEO audits, and providing content recommendations to improve search engine rankings.
• Content Creation: This includes the research, writing, and editing of 4 original blog posts per month, each with a target word count of approximately 800-1,000 words. The content will be based on topics agreed upon by both parties and delivered in a mutually acceptable format (e.g., Word document, Google Doc). Client shall have the right to request up to two (2) rounds of revisions per blog post.
• Social Media Management: This includes the management of Client's designated Instagram and Facebook accounts. Service Provider will be responsible for creating and scheduling 12 social media updates per month across these platforms. This also includes active engagement with the community by responding to comments, messages, and relevant mentions in a timely and professional manner during standard business hours (e.g., Monday to Friday, 9 AM to 5 PM PST).

I recommend adding an Exhibit A: Scope of Services to this contract. This exhibit should provide a very detailed breakdown of all the specific tasks, deliverables, timelines, and metrics associated with each service listed above. This helps prevent misunderstandings about what is included in the scope of work. For example, Exhibit A could specify:

• SEO Optimization:
  • Initial SEO audit and report delivered within 10 days of the start date.
  • Monthly ranking reports for target keywords.
  • Specific link building targets (e.g., acquire 5 high-authority backlinks per month).
• Content Creation:
  • Content calendar provided 5 days before the start of each month.
  • Approval process for blog post topics and drafts.
• Social Media Management:
  • Social media content calendar provided 5 days before the start of each month.
  • Response time for social media inquiries (e.g., within 24 business hours).
  • Reporting on social media engagement metrics.

2. Term and Renewal.

This Agreement shall commence on [START DATE] and shall continue for an initial term of six (6) months (the "Initial Term"), expiring on [END DATE OF INITIAL TERM]. Thereafter, this Agreement shall automatically renew for successive six (6) month renewal terms (each a "Renewal Term"), unless either party provides written notice of termination to the other party at least thirty (30) calendar days prior to the end of the Initial Term or any subsequent Renewal Term.

3. Payment.

Client shall pay Service Provider a fixed monthly fee of One Thousand Five Hundred US Dollars ($1,500.00) (the "Fee") for the Services. The Fee is due in advance on the first day of each calendar month. Payments shall be made via [SPECIFY PAYMENT METHOD, e.g., bank transfer, PayPal]. Invoices will be issued by Service Provider on or before the 25th day of the preceding month. Any payment not received within ten (10) calendar days of the due date shall be considered late and may be subject to a late fee equal to five percent (5%) of the outstanding balance. In the event of late payment, Service Provider reserves the right to suspend Services until payment is received, without liability for any delay or impact on results.

I recommend adding a clause regarding Expenses. If there are any anticipated expenses beyond the monthly fee (e.g., advertising spend, stock photos), it's important to clarify who is responsible for these.

4. Expenses.

Any expenses incurred by Service Provider in connection with the performance of the Services, such as the cost of stock photography, software subscriptions specifically required for Client's project, or advertising spend, shall be the responsibility of Client and shall be reimbursed by Client upon presentation of reasonable documentation by Service Provider. Service Provider shall obtain Client's prior written approval for any expense exceeding $50.00.

5. Confidentiality.

"Confidential Information" means any and all information disclosed by one party to the other, either directly or indirectly, in writing, orally, or by inspection of tangible objects, which is designated as confidential or which reasonably appears to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information of Client includes, but is not limited to, business strategies, marketing plans, financial data, customer lists, proprietary technology, and any other non-public information related to Client's business operations. Confidential Information of Service Provider includes, but is not limited to, Service Provider's methodologies, processes, and internal business information. Both parties agree to hold the other's Confidential Information in strict confidence and shall not disclose it to any third party without the prior written consent of the disclosing party, nor use it for any purpose other than the performance of the Services under this Agreement. The obligations of confidentiality shall survive the termination of this Agreement for a period of [SPECIFY DURATION, e.g., two (2) years]. Exclusions from Confidential Information include information that is: (a) publicly available or becomes publicly available through no fault of the receiving party; (b) rightfully known to the receiving party prior to disclosure by the disclosing party; (c) rightfully obtained by the receiving party from a third party without restriction on disclosure; or (d) independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information.

6. Intellectual Property.

All intellectual property created by Service Provider as a result of the Services, including but not limited to blog posts, social media updates, reports, SEO strategies, and any other deliverables produced specifically for Client under this Agreement (collectively, the "Deliverables"), shall be considered "works made for hire" to the extent permitted by law, and the entire right, title, and interest in and to all such intellectual property shall be solely and exclusively owned by Client upon full payment of all applicable fees. Service Provider hereby assigns to Client all right, title, and interest in and to the Deliverables, including all intellectual property rights therein. Service Provider represents and warrants that the Deliverables will not infringe upon the intellectual property rights of any third party.

I recommend adding a clause regarding Client Cooperation. The success of digital marketing often depends on the client providing necessary information and feedback.

7. Client Cooperation.

Client agrees to cooperate fully with Service Provider in the performance of the Services. This includes, but is not limited to, providing Service Provider with timely access to necessary information, documents, accounts (e.g., website access, social media logins - handled securely), and personnel. Client agrees to provide feedback and approvals in a timely manner as requested by Service Provider. Delays caused by Client's failure to cooperate may impact the project timeline and results, and Service Provider shall not be liable for such delays.

8. Termination.

Either party may terminate this Agreement for convenience upon providing written notice to the other party at least thirty (30) calendar days prior to the desired termination date. In addition to termination for convenience, either party may terminate this Agreement immediately upon written notice if the other party breaches any material provision of this Agreement and fails to cure such breach within fifteen (15) calendar days after receiving written notice of the breach. Upon termination for any reason, Client shall pay Service Provider for all Services performed up to the effective date of termination, including any work in progress, and any approved expenses incurred prior to termination. Service Provider shall provide Client with all completed Deliverables and return any of Client's Confidential Information or property in Service Provider's possession.

9. Limitation of Liability.

In no event shall Service Provider be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to lost profits, lost data, or business interruption, arising out of or relating to this Agreement or the Services, even if Service Provider has been advised of the possibility of such damages. Service Provider's total liability under this Agreement for any and all claims arising out of or relating to this Agreement or the Services, regardless of the form of action, shall be limited to the total fees paid by Client to Service Provider under this Agreement up to the date the claim arises. This limitation of liability shall apply to the fullest extent permitted by law.

I recommend adding a clause regarding Independent Contractor Status. This is crucial to clarify the relationship between you and the client.

10. Independent Contractor Status.

Service Provider is performing the Services hereunder as an independent contractor and is not an employee, agent, partner, or joint venture of Client. Service Provider shall be solely responsible for all taxes, including income tax, self-employment tax, and any other taxes applicable to the compensation received under this Agreement. Service Provider shall not be entitled to any benefits provided by Client to its employees, including but not limited to health insurance, retirement plans, or paid time off. Service Provider has the sole discretion to determine the means and methods by which the Services are performed.

11. Indemnification.

Client agrees to indemnify, defend, and hold harmless Service Provider from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising out of or in connection with: (a) Client's use of the Services or Deliverables; (b) any content, materials, or information provided by Client to Service Provider for use in the Services; (c) any third-party claim that Client's business or activities infringe upon the intellectual property rights or other rights of a third party; or (d) Client's breach of any term of this Agreement.

Service Provider agrees to indemnify, defend, and hold harmless Client from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising out of or in connection with any claim that the Deliverables, as created by Service Provider and used by Client in accordance with this Agreement, infringe upon the intellectual property rights of a third party, provided that Client promptly notifies Service Provider of such claim and provides reasonable assistance to Service Provider in the defense thereof. Service Provider's indemnification obligation shall not apply to the extent that the infringement claim arises from Client's modifications to the Deliverables or use of the Deliverables in combination with other materials not provided by Service Provider.

12. Force Majeure.

Neither party shall be liable for any failure or delay in performance under this Agreement due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fires, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor, or materials. If a force majeure event occurs, the affected party shall promptly notify the other party and shall use commercially reasonable efforts to mitigate the impact of the event.

13. Governing Law.

This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of laws principles.

14. Dispute Resolution.

Any dispute arising out of or relating to this Agreement shall be resolved through mediation in [CITY, CA], conducted by a mutually agreeable mediator. If mediation is unsuccessful in resolving the dispute within [SPECIFY NUMBER, e.g., thirty (30)] days, the parties may then pursue other available legal remedies in the courts of the State of California located in [SPECIFIC COUNTY IN CA].

15. Notices.

Any notices or communications required or permitted under this Agreement shall be in writing and shall be deemed given when delivered personally, sent by certified or registered mail, postage prepaid, return receipt requested, or by nationally recognized overnight courier, to the addresses set forth in the preamble of this Agreement, or to such other address as either party may designate in writing.

16. Entire Agreement.

This Agreement, including Exhibit A, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to such subject matter. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties.

17. Severability.

If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, such provision shall be struck from this Agreement and the remaining provisions shall remain in full force and effect.

18. Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Facsimile or electronic signatures shall be considered original signatures for all purposes.

I recommend adding a clause regarding Waiver.

19. Waiver.

The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver of that provision or the right to enforce it at a later time.

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

[YOUR FULL LEGAL NAME]

Service Provider

[CLIENT'S FULL LEGAL NAME OR BUSINESS NAME]

Client

Drafted by 8contract.com.

SERVICE AGREEMENT

(Drafted by 8contract.com)

This Service Agreement (the "Agreement") is entered into as of [DATE] by and between [YOUR NAME], an individual contractor, located at [YOUR ADDRESS] (“Service Provider”), and [CLIENT NAME], an individual business owner, located at [CLIENT ADDRESS] (“Client”) (collectively, the "Parties").

1. Services.

Service Provider agrees to provide the following digital marketing services to Client (the "Services"):

• SEO Optimization: Service Provider will target 10 main keywords for search engine optimization, performing thorough on-page optimization which includes, but is not limited to, meta tag optimization, keyword density checks, internal linking strategy, and image alt-text optimization. Off-page optimization will include link building through guest posts, outreach campaigns, and content partnerships, plus on-going performance analysis and reporting on keyword rankings.
• Content Creation: Service Provider will create 4 blog posts per month, each with a word count of 800-1,000 words. The content will be SEO-optimized, original, and tailored to Client's target audience, including internal linking to previous blog posts. Service Provider will allow up to 2 rounds of revisions per blog post, with additional revisions billed at $[Specify Rate].
• Social Media Management: Service Provider will manage Client's social media presence on Instagram and Facebook by scheduling and posting 12 updates each month, including content tailored to engage Client's audience. Services will also comprise community engagement including responding to comments and private messages within [Specify Time Frame], and delivering monthly analytics reports that provide insights into social media performance.

2. Term and Renewal.

This Agreement shall commence on [START DATE] and shall continue for a term of six (6) months (the "Initial Term"). The Agreement shall automatically renew for successive six (6) month terms (each a "Renewal Term") unless either party provides written notice of termination at least thirty (30) calendar days prior to the end of the Initial Term or any Renewal Term. Upon renewal, terms, including fees, may be reviewed and revised based on mutual agreement of both parties.

3. Payment.

Client shall pay Service Provider a fixed monthly fee of $1,500.00 (the "Fee") for the duration of this Agreement. The Fee is due at the beginning of each month. Late payments may incur a fee of 5% of the outstanding balance for each month of delay. Additionally, for non-payment beyond thirty (30) days, Service Provider reserves the right to suspend the Services until payment is received.

4. Confidentiality.

"Confidential Information" means all proprietary information disclosed by one party to the other, whether in written, oral, or any tangible form, including but not limited to business strategies, detailed marketing plans, financial data, customer lists, product designs, and any documents designated as confidential. Both parties agree to maintain the confidentiality of such information and not to disclose it to any third party, except as required by law, unless prior written consent is obtained from the disclosing party.

5. Intellectual Property.

All intellectual property created by Service Provider in the execution of the Services, including but not limited to blog posts, social media content, and SEO strategies, shall be owned by Client. Service Provider agrees to grant Client full rights and permissions to use, modify, and distribute such intellectual property as desired. Any pre-existing intellectual property of Service Provider, utilized in the creation of new content, shall remain the property of Service Provider, with Client receiving a non-exclusive, perpetual license to use said property.

6. Termination.

Either party may terminate this Agreement upon thirty (30) calendar days written notice to the other party. In the event of termination, Client shall pay Service Provider for all Services performed up to the termination date. Additionally, if either party believes the other party is in breach of any of the terms of this Agreement and fails to remedy such breach within fifteen (15) calendar days of receiving written notice of such breach, the non-breaching party may terminate the Agreement immediately.

7. Limitation of Liability.

Service Provider's liability under this Agreement shall be limited to the total fees paid by Client under this Agreement, provided that such limitation shall not apply to claims resulting from gross negligence or willful misconduct.

8. Governing Law.

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

9. Dispute Resolution.

Any dispute arising out of or related to this Agreement shall first be submitted to mediation in [CITY, CA]. If mediation does not successfully resolve the dispute within thirty (30) days, either party may pursue binding arbitration in accordance with California state law.

10. Indemnification.

I recommend including a clause on indemnification stating that each party agrees to indemnify and hold harmless the other party from any claims, damages, liabilities, and expenses arising out of a breach of this Agreement, or the negligence or willful misconduct of the indemnifying party.

11. Force Majeure.

I recommend including a Force Majeure clause stating that neither party shall be held liable for failure to perform its obligations under this Agreement due to any cause beyond its reasonable control, including but not limited to acts of God, fire, flood, epidemic, earthquake, labor disputes, material shortages, or governmental action.

12. Entire Agreement.

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to such subject matter.

13. Severability.

If any provision of this Agreement is held to be invalid or unenforceable under applicable law, such provision shall be severed from the Agreement and the remaining provisions shall remain in full force and effect, and the invalid or unenforceable provision shall be deemed modified to the extent necessary to make it valid or enforceable.

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

[YOUR NAME]

Service Provider

[CLIENT NAME]

Client

Drafted by 8contract.com.