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How Mississippi service contract Differ from Other States

Mississippi law does not require service contracts to be registered with or approved by state agencies, unlike some other states.
Mississippi permits greater flexibility in limitation of liability clauses in service contracts, subject to basic fairness standards.
There is no statutory requirement in Mississippi for specific disclosure language in most standard service contracts.

Frequently Asked Questions (FAQ)

Q: Is notarization required for Mississippi service contracts?

A: Notarization is not required for a Mississippi service contract to be legally binding unless specifically requested by the parties.
Q: Can a Mississippi service contract be cancelled after signing?

A: A service contract can be canceled per its own terms or by mutual agreement, but Mississippi law has no statutory 'cooling-off' period.
Q: Are oral service contracts enforceable in Mississippi?

A: Most oral service contracts are enforceable in Mississippi, but having a written agreement helps prevent misunderstandings and disputes.

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Mississippi Service Contract

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

[Service Provider Legal Name], a [Business Entity Type] with its principal place of business at [Service Provider Address], hereinafter referred to as “Service Provider,” and
[Client Legal Name], a [Business Entity Type] with its principal place of business at [Client Address], hereinafter referred to as “Client.”

1. Scope of Services

The Service Provider agrees to provide the following services to the Client:

[Description of Services]

Service Standards:

Option A: Services shall be performed in a professional and workmanlike manner, consistent with industry standards in Mississippi.
Option B: Specific performance metrics are detailed in Exhibit A.

Project Milestones/Deliverables:

[List of Milestones and Deliverables]

Completion Deadline:

[Completion Date]

Acceptance/Modification of Services:

Option A: Client shall have [Number] days to review and accept the completed services.
Option B: Modification requests must be submitted in writing within [Number] days of delivery.

2. Term and Termination

Term:

Option A: This Agreement shall commence on [Start Date] and continue for a term of [Number] [Months/Years] (Fixed-Term).
Option B: This Agreement shall commence on [Start Date] and continue until terminated as provided herein (Open-Ended).

Renewal:

Option A: This Agreement shall automatically renew for successive [Number] [Months/Years] terms unless either party provides written notice of termination at least [Number] days prior to the renewal date.
Option B: This Agreement shall not automatically renew.

Termination:

Option A: Either party may terminate this Agreement with [Number] days written notice (At-Will), subject to Mississippi law.
Option B: Either party may terminate this Agreement for cause, as defined in Section 10.
Option C: Termination by mutual written agreement.

Extension:

This Agreement may be extended by mutual written agreement of both parties.

3. Compensation

Fee Structure:

Option A: Fixed Fee: The Client shall pay the Service Provider a fixed fee of [Dollar Amount] for the Services.
Option B: Hourly Rate: The Client shall pay the Service Provider at an hourly rate of [Dollar Amount].
Option C: Retainer: The Client shall pay the Service Provider a retainer of [Dollar Amount] per [Month/Quarter/Year].
Option D: Milestone Payments: Payments will be made upon completion of the milestones outlined in Section 1.

Payment Method:

[Acceptable Payment Methods]

Due Dates:

Invoices are due within [Number] days of receipt.

Late Payment Penalty:

A late payment penalty of [Percentage]% per month will be applied to overdue invoices.

Reimbursable Expenses:

Option A: Client shall reimburse Service Provider for reasonable pre-approved expenses incurred in connection with the Services.
Option B: No reimbursement for expenses.

Taxes:

The Client is responsible for all applicable taxes.

4. Responsibilities and Obligations

Service Provider Responsibilities:

Provide services in accordance with this agreement.
Maintain all necessary licenses and permits in Mississippi.

Client Responsibilities:

Provide necessary information and access to resources.
Cooperate with the Service Provider.

Compliance:

Both parties shall comply with all applicable Federal, State (Mississippi), and local laws and regulations.

5. Intellectual Property

Ownership:

Option A: Service Provider retains ownership of all intellectual property created in connection with the Services.
Option B: Client shall own all intellectual property created in connection with the Services (Work-for-Hire).

Rights to Use:

[Define usage rights, transfer, modify, sublicense]

Residual Rights:

[Specify residual rights if any]

6. Confidentiality, Data Security, and Privacy

Obligation Duration:

The obligations of confidentiality shall continue for [Number] years after termination of this Agreement.

Scope of Confidential Information:

[Define what constitutes confidential information]

Permitted Disclosure:

[Specify permitted disclosures]

Applicable Statutes:

Compliance with all applicable Federal and Mississippi privacy statutes, including [List relevant Statutes, e.g., HIPAA].

7. Non-Solicitation/Non-Compete

Non-Solicitation:

Option A: During the term of this Agreement and for [Number] years thereafter, neither party shall solicit employees or customers of the other party.
Option B: No non-solicitation agreement.

Non-Compete:

Option A: Service Provider shall not engage in any business that competes with the Client within [Geographic Area] for a period of [Number] years after termination of this Agreement, provided it is reasonable under Mississippi law.
Option B: No non-compete agreement.

8. Subcontracting and Assignment

Subcontracting:

Option A: Service Provider may subcontract portions of the Services with prior written consent from Client.
Option B: Service Provider may not subcontract any portion of the Services.

Assignment:

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

9. Performance Standards and Remedies

Performance Standards:

[Detailed description of performance standards]

Service Level Agreements (SLAs):

[Detailed service level agreements]

Remedies for Breach:

[List remedies for breach of contract]

Cure Period:

The breaching party shall have [Number] days to cure the breach.

Liquidated Damages:

[Define liquidated damages, if any]

10. Representations, Warranties, and Indemnification

Representations and Warranties:

Each party represents and warrants that it has the authority to enter into this Agreement.
Service Provider warrants that the Services will be performed in a professional and workmanlike manner.

Indemnification:

Option A: Each party shall indemnify and hold harmless the other party from and against any and all claims, losses, damages, liabilities, costs, and expenses arising out of or in connection with its performance under this Agreement, except to the extent caused by the other party’s gross negligence or intentional misconduct, consistent with Mississippi law.
Option B: No indemnification.

11. Insurance

Required Coverage:

Option A: Service Provider shall maintain the following insurance coverage: Commercial General Liability, Professional Liability (Errors & Omissions), and Workers’ Compensation (if applicable).
Option B: No insurance requirements.

Coverage Limits:

[Specify Coverage Limits]

12. Dispute Resolution

Governing Law:

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

Venue and Jurisdiction:

The venue for any legal action arising out of this Agreement shall be in [County Name] County, Mississippi.

Dispute Resolution Methods:

Option A: Mediation
Option B: Arbitration
Option C: Court Proceedings

13. Notice

Acceptable Methods:

Mail, Email, Courier

Addresses for Notice:

Service Provider: [Service Provider Address] and [Service Provider Email]
Client: [Client Address] and [Client Email]

Required Advance Notice Time:

[Number] days

14. Amendments

Any amendments to this Agreement must be in writing and executed by both parties.

15. Force Majeure

Neither party shall be liable for any failure to perform its obligations under this Agreement if such failure is caused by events beyond its reasonable control, including but not limited to:

[List of Covered Events, e.g., acts of God, war, terrorism, natural disasters]

16. Termination

Termination for Cause:

[List causes for termination]

Termination Without Cause:

See Section 2.

Notice Period:

See Section 2.

Final Compensation:

Upon termination, Client shall pay Service Provider for all Services performed up to the date of termination.

Post-Termination Obligations:

[Specify post-termination obligations, e.g., return of confidential information]

17. Waiver

No waiver of any provision of this Agreement shall be effective unless in writing and signed by the waiving party.

18. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, whether written or oral.

19. Counterparty Execution

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.

20. Signature

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

[Service Provider Legal Name]

By: [Service Provider Name]

Title: [Service Provider Title]

Date: [Date]

[Client Legal Name]

By: [Client Name]

Title: [Client Title]

Date: [Date]