Florida service contract template

Florida Service Contract

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

[Service Provider Name], located at [Service Provider Address], phone [Service Provider Phone], email [Service Provider Email] (the "Service Provider"), and

[Client Name], located at [Client Address], phone [Client Phone], email [Client Email] (the "Client").

1. Scope of Services

The Service Provider agrees to provide the following services to the Client: [Detailed description of services]

Deliverables:

• Option A: [List of specific deliverables]
• Option B: There are no specified deliverables.

Deadlines and Milestones:

• Option A: Project milestones and deadlines are as follows: [List of milestones and dates]
• Option B: Services will be performed on an ongoing basis, as needed.

Performance Standards: Services will be performed in a professional and workmanlike manner, consistent with industry standards in Florida.

2. Term and Termination

Option A: Fixed Term. This Agreement shall commence on [Start Date] and shall continue until [End Date], unless earlier terminated as provided herein.

Option B: Open-Ended/Renewable. This Agreement shall commence on [Start Date] and shall continue until terminated as provided herein.

Renewal:

• Option A: This agreement will automatically renew for successive terms of [Duration] unless either party provides written notice of termination at least [Number] days prior to the end of the then-current term.
• Option B: This agreement will not automatically renew.

Termination:

• Option A: Either party may terminate this Agreement with [Number] days written notice to the other party.
• Option B: This Agreement may be terminated by either party for cause upon written notice to the other party. Cause shall include, but not be limited to, a material breach of this Agreement.

3. Compensation

Option A: Flat Fee. The Client shall pay the Service Provider a flat fee of [Dollar Amount] for the services provided hereunder.

Option B: Hourly Rate. The Client shall pay the Service Provider an hourly rate of [Dollar Amount] per hour for the services provided hereunder.

Option C: Milestone Payments. The Client shall pay the Service Provider according to the following milestone schedule: [List of milestones and corresponding payments]

Payment Schedule: Payments shall be made within [Number] days of receipt of invoice.

Late Payment Penalty: A late payment penalty of [Percentage]% per month will be assessed on any payments not received within [Number] days of the due date.

Reimbursement of Expenses: The Client shall reimburse the Service Provider for reasonable and necessary expenses incurred in connection with the performance of the services, upon submission of receipts.

4. Taxes

Option A: The Service Provider is responsible for all applicable taxes, including self-employment tax and sales tax (if applicable per Florida law), related to payments received under this Agreement.

Option B: Client will handle sales tax.

5. Service Provider Status

The Service Provider is an independent contractor and not an employee of the Client. The Client shall not be responsible for withholding taxes, providing benefits, or any other employment-related obligations.

Indemnification: The Service Provider shall indemnify and hold harmless the Client from and against any and all claims, losses, liabilities, damages, and expenses (including attorneys' fees) arising out of or relating to the Service Provider's performance of the services under this Agreement.

Insurance:

• Option A: The Service Provider shall maintain general liability insurance with a minimum coverage of [Dollar Amount].
• Option B: Insurance is not required.

6. Changes to Scope of Services

Any changes to the scope of services must be agreed upon in writing by both parties. A change order shall be executed outlining the revised scope of services and any adjustments to the compensation.

7. Confidentiality

Option A: The Service Provider agrees to hold all confidential information of the Client in strict confidence and not to disclose such information to any third party without the Client's prior written consent.

Option B: Limited Confidentiality: Only the following specific information is deemed confidential: [Specify types of confidential information]

Duration: This confidentiality obligation shall survive the termination of this Agreement for a period of [Number] years.

8. Intellectual Property

Option A: Work-for-Hire. All intellectual property created by the Service Provider in connection with the services provided hereunder shall be owned by the Client.

Option B: Provider Retention. The Service Provider shall retain ownership of all intellectual property created in connection with the services provided hereunder, but grants the Client a perpetual, non-exclusive license to use such intellectual property.

9. Non-Compete/Non-Solicitation

Option A: Non-Compete. The Service Provider agrees not to compete with the Client within [Geographic Area] for a period of [Number] years following the termination of this Agreement.

Option B: Non-Solicitation. The Service Provider agrees not to solicit the Client's employees or customers for a period of [Number] years following the termination of this Agreement.

Option C: None. No non-compete or non-solicitation clause applies.

10. Representations and Warranties

Each party represents and warrants that it has the authority to enter into this Agreement and to perform its obligations hereunder.

Standard of Care: The Service Provider warrants that the services will be performed in a professional and workmanlike manner, consistent with industry standards in Florida.

11. Indemnification

Option A: The Service Provider shall indemnify and hold harmless the Client from and against any and all claims, losses, liabilities, damages, and expenses (including attorneys' fees) arising out of or relating to the Service Provider's negligence or breach of this Agreement.

Option B: Mutual Indemnification. Each party shall indemnify and hold harmless the other party from and against any and all claims, losses, liabilities, damages, and expenses (including attorneys' fees) arising out of or relating to its own negligence or breach of this Agreement.

12. Limitation of Liability

The Client's liability under this Agreement shall be limited to the amount of fees paid to the Service Provider under this Agreement.

Exclusion of Consequential Damages: Neither party shall be liable for any consequential, indirect, or incidental damages.

13. Insurance

Option A: The Service Provider shall maintain general liability insurance with a minimum coverage of [Dollar Amount].

Option B: Insurance is not required.

14. Assignment and Subcontracting

Option A: Neither party may assign this Agreement without the prior written consent of the other party.

Option B: The Service Provider may not subcontract any of its obligations under this Agreement without the prior written consent of the Client.

15. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. The exclusive jurisdiction for any disputes arising out of or relating to this Agreement shall be the courts located in [County] County, Florida.

16. Dispute Resolution

Option A: Any dispute arising out of or relating to this Agreement shall be resolved through mediation in [City], Florida. If mediation is unsuccessful, the dispute shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association.

Option B: Any dispute arising out of or relating to this Agreement shall be resolved through litigation in the courts located in [County] County, Florida.

17. Termination Provisions

Termination for Cause: Either party may terminate this Agreement for cause upon written notice to the other party.

Termination for Convenience:

• Option A: The Client may terminate this Agreement for convenience with [Number] days written notice to the Service Provider.
• Option B: The client may not terminate this agreement for convenience.

Required Written Notice: All notices of termination must be in writing and delivered to the other party as specified in the Notice section.

18. Surviving Obligations

The following obligations shall survive the termination of this Agreement: confidentiality, payment for completed services, and dispute resolution.

19. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, or natural disasters.

20. Compliance with Laws

The Service Provider shall comply with all applicable federal, state, and local laws and regulations in performing the services under this Agreement, including Florida-specific registration or licensing requirements.

Florida Homeowners’ Construction Recovery Fund Notice:

• Option A: The Service Provider is a licensed contractor and this project falls under the protection of the Florida Homeowners’ Construction Recovery Fund.
• Option B: The Service Provider is not a licensed contractor and this project is not covered by the Florida Homeowners’ Construction Recovery Fund.

21. Notice

All notices under this Agreement shall be in writing and shall be deemed to have been duly given when delivered personally, sent by certified mail, return receipt requested, or sent by email with confirmation of receipt, to the addresses set forth in the preamble to this Agreement.

22. Miscellaneous

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

Entire Agreement/Merger: 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.

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

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.

Option A: 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.

Option B: Electronic Signatures. This Agreement may be executed by electronic signature, which shall be deemed to be an original signature for all purposes.

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

____________________________

[Service Provider Name]

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[Client Name]