Kansas service contract template

Kansas Service Contract

Date: [Date of Signing]

This Service Contract (the "Agreement") is made and entered into as of the date first written above, by and between:

• [Service Provider Full Legal Name], a [Service Provider Entity Type, e.g., Sole Proprietorship, LLC] with its principal place of business at [Service Provider Business Address] ("Service Provider"), and
  • Contact Email: [Service Provider Email]
  • Contact Phone: [Service Provider Phone]
  • Optional: Organization ID/Tax ID: [Service Provider Tax ID]
• [Client Full Legal Name], a [Client Entity Type, e.g., Individual, Corporation] with its principal place of business at [Client Business Address] ("Client").
  • Contact Email: [Client Email]
  • Contact Phone: [Client Phone]
  • Optional: Organization ID/Tax ID: [Client Tax ID]

1. Description of Services

• Option A: General Description: Service Provider shall provide the following services to Client: [Detailed description of services].
• Option B: Scope and Deliverables: The scope of services includes, but is not limited to: [List of services]. Deliverables shall include: [List of deliverables].
• Option C: Service Standards: All services shall be performed in a professional and workmanlike manner, consistent with industry standards. Quality requirements include: [Specify quality requirements].
• Option D: Exclusions: The following services are specifically excluded from this Agreement: [List of excluded services].
• Option E: Client Responsibilities: Client is responsible for providing: [List of Client Responsibilities, e.g., access, materials, approvals].

2. Contract Term

• Option A: Fixed Term: This Agreement shall commence on [Service Commencement Date] and shall continue until [Service Completion Date].
• Option B: Open-Ended Term: This Agreement shall commence on [Service Commencement Date] and shall continue until terminated as provided herein.
• Option C: Renewal: This Agreement shall automatically renew for successive [Renewal Period, e.g., one-year] terms unless either party provides written notice of termination at least [Notice Period, e.g., 30 days] prior to the end of the then-current term.

3. Compensation

• Option A: Flat Fee: Client shall pay Service Provider a flat fee of [Total Compensation] for the services provided under this Agreement.
• Option B: Hourly Rate: Client shall pay Service Provider an hourly rate of [Hourly Rate] for the services provided under this Agreement.
• Option C: Milestone Payments: Client shall pay Service Provider according to the following milestone schedule: [List of milestones and corresponding payments].
• Option D: Retainer: Client shall pay Service Provider a retainer of [Retainer Amount] per [Retainer Period, e.g., month].
• Option E: Invoicing: Service Provider shall submit invoices to Client [Invoicing Frequency, e.g., monthly].
• Option F: Payment Deadline: Client shall pay all invoices within [Payment Deadline, e.g., 30 days] of receipt.
• Option G: Allowable Expenses: Client shall reimburse Service Provider for reasonable and necessary expenses incurred in connection with the services, subject to prior written approval. [Specify expense reimbursement process].
• Option H: Late Payment Penalty: Late payments shall be subject to a penalty of [Late Payment Penalty, e.g., 1.5%] per month.
• Option I: Advance Payment: An advance payment of [Advance Payment Amount] shall be made before the commencement of services.

4. Obligations of the Parties

• Option A: Service Provider Obligations: Service Provider shall: [List of Service Provider Obligations].
• Option B: Client Obligations: Client shall: [List of Client Obligations, e.g., cooperation, provision of data, facilities].
• Option C: Compliance with Laws: Each party shall comply with all applicable laws and regulations in performing its obligations under this Agreement.
• Option D: Reporting: Service Provider shall provide Client with [Reporting Frequency, e.g., monthly] reports on the progress of the services.

5. Changes and Amendments

• Option A: Written Amendment: This Agreement may be amended only by a written instrument signed by both parties.
• Option B: Notice Period: Any proposed amendment shall be provided to the other party at least [Notice Period, e.g., 30 days] prior to its effective date.
• Option C: Change Orders: Changes to the scope of services shall be documented in a written change order signed by both parties.
• Option D: Approval Required: No change order shall be effective without the prior written approval of [Specify Approver, e.g., Client's Project Manager].

6. Intellectual Property Rights

• Option A: Ownership of Pre-Existing IP: Each party retains ownership of its pre-existing intellectual property.
• Option B: Ownership of Newly Created IP: Ownership of intellectual property created during the performance of this Agreement shall be owned by: [Specify ownership, e.g., Client, Service Provider, jointly].
• Option C: License Granted: Service Provider grants Client a [Specify License, e.g., non-exclusive, transferable] license to use the intellectual property created under this Agreement.
• Option D: Use of Materials: Client may use the materials provided by Service Provider only for [Specify Permitted Use].

7. Confidentiality

• Option A: Definition: "Confidential Information" means any non-public information disclosed by one party to the other.
• Option B: Duration: The confidentiality obligations shall survive termination of this Agreement for a period of [Confidentiality Duration, e.g., 3 years].
• Option C: Exceptions: The confidentiality obligations shall not apply to information that: [List of exceptions, e.g., is publicly available, is independently developed].
• Option D: Non-Disclosure: Each party shall hold the other party's Confidential Information in strict confidence.

8. Non-Solicitation/Non-Compete

• Option A: Non-Solicitation: Client agrees not to solicit or hire Service Provider’s employees for a period of [Non-Solicitation Period, e.g., 1 year] following termination of this Agreement.
• Option B: Non-Compete: Client agrees not to compete with Service Provider within a radius of [Radius, e.g., 50 miles] from [Location, e.g., Wichita, Kansas] for a period of [Non-Compete Period, e.g., 1 year] following termination of this Agreement with respect to the following services: [List of Competing Services]. Note: Non-competes in Kansas must be reasonable in scope and duration to be enforceable.
• Option C: Exclusion: The non-solicitation and non-compete clauses are specifically excluded from this Agreement.

9. Termination

• Option A: For Cause: Either party may terminate this Agreement for cause upon written notice if the other party breaches a material provision of this Agreement. [Specify what constitutes a material breach].
• Option B: Without Cause: Client may terminate this Agreement without cause upon [Notice Period, e.g., 30 days] written notice to Service Provider.
• Option C: Mutual Agreement: This Agreement may be terminated by mutual written agreement of the parties.
• Option D: Completion of Services: This Agreement shall automatically terminate upon completion of the services.
• Option E: Method of Notice Delivery: Notice shall be delivered by: [Specify method, e.g., certified mail, email].
• Option F: Post-Termination Obligations: Upon termination, Service Provider shall: [List of post-termination obligations, e.g., return of materials, handover of work product].
• Option G: Final Payment: Upon termination, Client shall pay Service Provider for all services rendered up to the date of termination.

10. Dispute Resolution

• Option A: Negotiation: The parties shall attempt to resolve any disputes through good faith negotiation.
• Option B: Mediation: If negotiation fails, the parties shall attempt to resolve any disputes through mediation administered by [Mediation Organization, e.g., Kansas Bar Association].
• Option C: Arbitration: Any disputes arising out of or relating to this Agreement shall be resolved by binding arbitration in accordance with the rules of the [Arbitration Organization, e.g., American Arbitration Association].
• Option D: Litigation: Any disputes arising out of or relating to this Agreement shall be resolved in the state or federal courts located in [County Name, Kansas].
• Option E: Venue and Jurisdiction: The venue for any legal action shall be [County Name], Kansas. The governing law shall be the laws of the State of Kansas.

11. Indemnification and Insurance

• Option A: Indemnification by Service Provider: Service Provider shall indemnify and hold harmless Client from and against any and all claims, damages, liabilities, costs, and expenses arising out of or relating to Service Provider's performance of this Agreement.
• Option B: Insurance: Service Provider shall maintain the following insurance coverage: [List of insurance requirements, e.g., liability insurance, workers' compensation].
• Option C: Limitation of Liability: In no event shall either party be liable for any indirect, incidental, special, or consequential damages.
• Option D: Waiver of Damages: Client waives any right to claim punitive damages from Service Provider.

12. Representations and Warranties

• Option A: Authority to Sign: Each party represents and warrants that it has the authority to enter into this Agreement.
• Option B: No Conflicts: Each party represents and warrants that its execution and performance of this Agreement will not violate any other agreement to which it is a party.
• Option C: Legal Compliance: Service Provider represents and warrants that it will comply with all applicable laws and regulations in performing the services.
• Option D: Service Quality: Service Provider warrants that the services will be performed in a professional and workmanlike manner.

13. Independent Contractor Status

• Option A: Independent Contractor: Service Provider is an independent contractor and not an employee of Client.
• Option B: Tax Responsibilities: Service Provider is responsible for paying all applicable taxes.
• Option C: No Benefits: Service Provider is not entitled to any employee benefits.
• Option D: Disclaimer: Nothing in this Agreement shall be construed as creating an employment relationship. Note: Kansas uses a multi-factor test to determine independent contractor status. This clause is only one factor.

14. Safety, Health, and Workplace Compliance

• Option A: Safety: Service provider will ensure that all activities adhere to safety requirements that are consistent with local, state, and federal laws.
• Option B: Workplace Compliance: Service provider agrees to comply with applicable anti-discrimination, accessibility, anti-harassment, and equal opportunity laws.

15. Miscellaneous

• 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.
• Assignment: This Agreement may not be assigned by either party without the prior written consent of the other party.
• Subcontracting: Service Provider may not subcontract any of the services without the prior written consent of Client.
• Notices: All notices shall be in writing and shall be deemed to be given when delivered personally or sent by certified mail to the addresses set forth above. [Specify email notice process].
• Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
• Waiver: No waiver of any provision of this Agreement shall be effective unless in writing and signed by the party waiving the provision.
• Integration/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.

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

_______________________________
[Service Provider Full Legal Name]

By: _______________________________
[Service Provider Printed Name]
[Service Provider Title]

_______________________________
[Client Full Legal Name]

By: _______________________________
[Client Printed Name]
[Client Title]