Maine service contract template

Maine Service Contract

Agreement Date: [Date]

Effective Date: [Date]

Parties:

Service Provider:

Name: [Service Provider Name]

Business Address: [Service Provider Business Address]

Phone: [Service Provider Phone]

Email: [Service Provider Email]

Option A: Business Registration Number: [Service Provider Registration Number]

Option B: Tax ID Number: [Service Provider Tax ID]

Client/Customer:

Name: [Client Name]

Address: [Client Address]

Phone: [Client Phone]

Email: [Client Email]

Scope of Services:

Type of Service: [Type of Service]

Description: [Detailed Description of Services]

Specifications: [Specific Requirements/Specifications]

Deliverables: [List of Deliverables]

Timeline/Milestones: [Key Dates and Milestones]

Service Schedule: [Schedule of Service Provision]

Location of Service: [Location Where Services Will Be Performed]

Option A: Modification/Extension: Services may be modified or extended by written agreement of both parties.

Option B: Recurring Services: This is a recurring service to be provided [daily/weekly/monthly/quarterly].

Option C: One-Time Service: This is a one-time service.

Option D: Project-Based Services: This service is project-based and will be considered complete upon [completion criteria].

Term and Duration:

Start Date: [Start Date]

Option A: End Date: [End Date]

Option B: Renewal: This agreement shall automatically renew for successive terms of [Number] [months/years] unless either party provides written notice of termination at least [Number] days prior to the end of the then-current term.

Option C: Indefinite Term: This agreement shall continue until terminated as provided herein.

Termination Notice: Written notice of termination must be sent to the address listed above.

Compensation:

Payment Amount: [Total Payment Amount]

Option A: Hourly Rate: [Hourly Rate]

Option B: Flat Fee: [Flat Fee Amount]

Option C: Retainer: [Retainer Amount and Terms]

Option D: Milestone Payments: Payments will be made according to the following milestones: [Milestone Details and Amounts]

Payment Schedule: [Payment Due Dates and Frequency]

Invoicing Process: [Invoice Submission Details]

Accepted Payment Methods: [List of Accepted Payment Methods]

Late Payment Penalty: A late payment penalty of [Percentage]% per month will be assessed on any overdue balance.

Reimbursement of Expenses: Reimbursable expenses include: [List of Reimbursable Expenses and Limits]. Receipts must be provided.

Withholding of Payment: Client may withhold payment for disputed services, pending resolution of the dispute.

Option A: Advance Payment: An advance payment of [Amount] is required prior to commencement of services.

Option B: Holdback: A holdback of [Percentage]% of the total payment will be retained until [Condition] is met.

Option C: Performance-Linked Payments: Payment will be linked to the achievement of specific performance metrics as outlined in the scope of services.

Performance and Quality Standards:

Measurable Criteria: [Define Measurable Performance Criteria]

Reporting: [Reporting Frequency and Content]

Communication Requirements: [Communication Method and Frequency]

Review Process: [Description of Review Process]

Client Approval: Client approval is required for [Specific Deliverables or Milestones].

Option A: Periodic Reviews: Performance will be reviewed on a [monthly/quarterly] basis.

Option B: Acceptance/Rejection: Client has [number] days to accept or reject deliverables after submission.

Intellectual Property:

Ownership: [Specify Who Owns Work Product/Deliverables]

Rights to Use: [Specify Rights to Use, Reproduce, Modify, Distribute]

Option A: Work-for-Hire: All work product shall be considered a "work made for hire" as defined by U.S. Copyright Law and shall be owned exclusively by the Client.

Option B: Limited License: Service Provider grants Client a limited license to use the work product for [Specific Purpose].

Option C: Exclusive Transfer: Service Provider hereby assigns all right, title, and interest in and to the work product to the Client.

Return of Materials: All materials provided by Client shall be returned to Client upon termination of this agreement.

Confidentiality:

Definition of Confidential Information: [Define What Information is Confidential]

Obligations: Both parties agree to hold Confidential Information in strict confidence.

Exceptions: This obligation does not apply to information that is publicly available or received from a third party without restriction.

Duration: The confidentiality obligations shall survive termination of this agreement for a period of [Number] [years].

Remedies for Breach: Breach of this confidentiality provision may result in injunctive relief and monetary damages.

Option A: Opt-in: The parties agree to maintain the confidentiality of information shared under this agreement.

Option B: Opt-out: Confidentiality is NOT required for the information shared in relation to this agreement.

Non-Competition/Non-Solicitation/Non-Circumvention (Review Carefully - May Be Unenforceable in Maine):

Option A: Non-Competition: Service Provider agrees not to compete with Client within [Geographic Area] for a period of [Number] [years] after termination of this agreement.

Limitation: *Note: Non-competition agreements are narrowly construed and may be difficult to enforce under Maine law.*

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

Option C: Non-Circumvention: Service Provider agrees not to circumvent Client's business relationships for a period of [Number] [years] after termination of this agreement.

Option D: Remove These Clauses: Non-competition, non-solicitation, and non-circumvention clauses are NOT included in this agreement.

Insurance and Indemnity:

Required Insurance: Service Provider shall maintain the following insurance coverage:

General Liability Insurance: [Minimum Coverage Amount]

Professional Liability Insurance: [Minimum Coverage Amount]

Workers' Compensation Insurance: As required by Maine law.

Proof of Coverage: Service Provider shall provide Client with proof of insurance coverage upon request.

Indemnification: Service Provider agrees to indemnify and hold Client harmless from any claims, losses, or damages arising out of Service Provider's performance of this agreement.

Limitation of Liability: Client's liability under this agreement shall be limited to the amount of fees paid to Service Provider.

Option A: Mutual Indemnity: Each party agrees to indemnify and hold harmless the other party from claims arising from their own negligence or breach of this agreement.

Representations and Warranties:

Authority: Each party represents that it has the authority to enter into this agreement.

Compliance with Law: Service Provider warrants that all services will be performed in compliance with all applicable laws and regulations.

Quality of Services: Service Provider warrants that the services will be performed in a professional and workmanlike manner.

Absence of Infringement: Service Provider warrants that the services will not infringe upon the intellectual property rights of any third party.

Option A: Specific Representations: [List any specific representations and warranties applicable to this specific service].

Option B: General Representations: The parties represent and warrant that they have not made any misrepresentations that would affect this agreement.

Compliance with Laws and Regulations:

All services will be performed in accordance with all applicable federal, state (including Maine statutes), and local laws and regulations.

Including compliance with Maine's Unfair Trade Practices Act.

Including compliance with Maine's Prompt Payment Act.

Option A: Industry Standards: Services will also comply with industry-specific standards, including [List Standards].

Option B: Professional Standards: Services will also comply with professional standards applicable to [Profession].

Option C: Maine Data Protection Act: Service Provider shall comply with the Maine Data Protection Act in the handling of consumer data.

Termination:

Termination for Cause: Either party may terminate this agreement for cause upon written notice if the other party materially breaches this agreement.

Termination for Convenience: Client may terminate this agreement for convenience upon [Number] days written notice.

Notice Period: Written notice of termination must be sent to the address listed above.

Rights and Duties Upon Termination: Upon termination, Service Provider shall cease providing services and Client shall pay Service Provider for all services rendered up to the date of termination.

Transition of Work: Service Provider shall cooperate with Client to transition the work to another provider.

Post-Termination Obligations: [List any post-termination obligations].

Option A: Termination Fee: Client shall pay a termination fee of [Amount] if terminating for convenience.

Option B: Liquidated Damages: In the event of termination for cause due to the Service Provider's default, the Service Provider shall pay liquidated damages of [Amount].

Dispute Resolution:

Good Faith Negotiation: The parties agree to attempt to resolve any disputes through good faith negotiation.

Option A: Mediation: If negotiation fails, the parties agree to submit the dispute to mediation in [Location].

Option B: Arbitration: If mediation fails, the parties agree to submit the dispute to binding arbitration in [Location].

Option C: Litigation: If negotiation, mediation, or arbitration fails, either party may pursue litigation in a court of competent jurisdiction.

Choice of Law: This agreement shall be governed by and construed in accordance with the laws of the State of Maine.

Venue: The venue for any disputes arising out of this agreement shall be in [County], Maine.

Option A: Waiver of Jury Trial: Both parties waive their right to a jury trial.

Force Majeure:

Definition: Neither party shall be liable for any failure to perform its obligations under this agreement due to causes beyond its reasonable control, including but not limited to acts of God, war, or government regulation.

Notification: The affected party shall notify the other party of the force majeure event as soon as reasonably practicable.

Consequences: The affected party's obligations shall be suspended for the duration of the force majeure event.

Option A: Exclude This Clause: The force majeure clause is NOT included in this agreement.

Assignment, Delegation, and Subcontracting:

Assignment: Neither party may assign this agreement without the written consent of the other party.

Delegation: Neither party may delegate its obligations under this agreement without the written consent of the other party.

Subcontracting: Service Provider may subcontract portions of the services with the written consent of Client.

Option A: Automatic Approval: Client's consent to subcontract is automatically granted to the following subcontractors: [List Subcontractors].

Notice:

All notices must be in writing and delivered to the addresses listed above.

Acceptable Means of Delivery: Notices may be delivered by certified mail, email, or personal delivery.

Effective Date: Notice shall be effective upon receipt.

Option A: Specific Email Address: All notices to Client must be sent to [Specific Email Address].

Option B: Specific Mailing Address: All notices to Service Provider must be sent to [Specific Mailing Address].

Amendments and Waiver:

Amendments: 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 waiving party.

Option A: Required Approval: All amendments require approval by [Name/Title].

Option B: Electronic Signature: Electronic signatures shall be deemed equivalent to original signatures.

Entire Agreement, Severability, and Interpretation:

Entire Agreement: This agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications and proposals, whether oral or written.

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

Governing Language: The governing language of this agreement is English.

Order of Precedence: In the event of a conflict between this agreement and any attachments, the terms of this agreement shall govern.

Option A: Opt-in: This section including Entire Agreement, Severability, and Interpretation, is included in this agreement.

Option B: Opt-out: This section including Entire Agreement, Severability, and Interpretation, is NOT included in this agreement.

Signatures:

Service Provider:

Name: [Service Provider Name]

Signature: ____________________________

Title: [Service Provider Title]

Date: [Date]

Client/Customer:

Name: [Client Name]

Signature: ____________________________

Title: [Client Title]

Date: [Date]

Option A: Witness Signature (Service Provider):

Name: [Witness Name]

Signature: ____________________________

Date: [Date]

Option B: Witness Signature (Client):

Name: [Witness Name]

Signature: ____________________________

Date: [Date]

Option C: Notary Acknowledgment: (To be completed by a Notary Public if required by law)

State of Maine, County of [County Name]

On this [Day] day of [Month], [Year], before me, the undersigned notary public, personally appeared [Service Provider Name] and [Client Name], proved to me through satisfactory evidence of identification, which was [Type of Identification], to be the persons whose names are signed on the preceding or attached document, and acknowledged to me that they signed it voluntarily for its stated purpose.

____________________________

Notary Public

My commission expires: [Date]