Nevada service contract template

Nevada Service Contract

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

• [Service Provider Legal Name], a [Service Provider Business Entity Type] organized and existing under the laws of the State of Nevada, with its principal place of business at [Service Provider Address], and if a corporation or LLC, represented by [Authorized Signatory Name], its [Authorized Signatory Title] ("Service Provider"),
  • [Service Provider Contact Information (Phone, Email)]

And

• [Client Legal Name], a [Client Business Entity Type] organized and existing under the laws of the State of Nevada, with its principal place of business at [Client Address], and if a corporation or LLC, represented by [Authorized Signatory Name], its [Authorized Signatory Title] ("Client").
  • [Client Contact Information (Phone, Email)]

1. Scope of Services

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

• Option A: [Detailed Description of Services, including specific deliverables, milestones, and timelines]
• Option B: Provide services as described in Exhibit A, attached hereto and incorporated by reference.
• Option C: Phase 1: [Description of Services for Phase 1]. Phase 2: [Description of Services for Phase 2]. Phase 3: [Description of Services for Phase 3].
• Location of Services: [Location(s) where services will be performed]
• Standards of Performance: Service Provider shall perform the Services in a professional and workmanlike manner, consistent with industry standards and practices.

2. Term and Duration

This Agreement shall commence on [Start Date] and continue as follows:

• Option A: For a fixed period of [Number] months/years, expiring on [End Date].
  • Renewal Conditions: This Agreement shall automatically renew for successive [Number] month/year terms unless either party provides written notice of non-renewal at least [Number] days prior to the end of the then-current term.
• Option B: Until the completion of the Services as described in Section 1.
• Option C: For an indefinite term, terminable as provided in Section 9.

3. Compensation

Client shall compensate Service Provider as follows:

• Option A: Hourly Rate: [Dollar Amount] per hour.
• Option B: Flat Rate: [Dollar Amount] for the entire Services.
• Option C: Milestone Payment: [Dollar Amount] upon completion of [Milestone Description].
• Option D: Retainer: [Dollar Amount] per month/year.
• Payment Schedule: Payments shall be made [Payment Schedule, e.g., within 30 days of invoice].
• Payment Methods: [List Acceptable Payment Methods, e.g., Check, Wire Transfer, Credit Card]
• Reimbursement for Expenses: Client shall reimburse Service Provider for reasonable and necessary expenses incurred in connection with the Services, subject to prior written approval.
  • Option A: No expenses will be reimbursed.
  • Option B: Expenses up to [Dollar Amount] will be reimbursed.
• Late Payment Penalty: Late payments shall accrue interest at a rate of [Percentage] per month, or the maximum rate permitted by Nevada law, whichever is lower.
• Tax Responsibilities: Service Provider is solely responsible for all applicable taxes arising from compensation paid under this Agreement.

4. Independent Contractor Status

Service Provider is an independent contractor and not an employee, agent, or partner of Client.

• Service Provider is solely responsible for all applicable taxes and benefits.
• Nothing in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise between the parties.
• Both parties acknowledge and agree that this is an independent contractor relationship.

5. Confidentiality and Non-Disclosure

Service Provider agrees to hold Client's Confidential Information in confidence.

• Definition: "Confidential Information" means any non-public information relating to Client's business, technology, finances, or other proprietary information.
• Duration of Confidentiality: This obligation of confidentiality shall survive the termination of this Agreement for a period of [Number] years.
• Permitted Disclosure: Disclosure of Confidential Information is permitted if required by law or court order, provided that Service Provider provides Client with prompt notice of such required disclosure.
• Return of Confidential Information: Upon termination of this Agreement, Service Provider shall promptly return or destroy all Confidential Information of Client.
• Option A: This clause applies to both Service Provider and Client.
• Option B: This clause applies to Service Provider only.

6. Intellectual Property Rights

Ownership of intellectual property created as a result of the Services shall be as follows:

• Option A: All work product created by Service Provider shall be owned by Client.
  • Service Provider hereby assigns to Client all right, title, and interest in and to such work product.
• Option B: Service Provider shall retain ownership of the work product, but grants Client a [Type of License, e.g., perpetual, non-exclusive] license to use the work product.
• Pre-existing Materials: Any pre-existing materials owned by either party shall remain the property of that party.
• Moral Rights Waiver: To the extent permitted by law, Service Provider waives any moral rights in the work product.

7. Non-Solicitation, Non-Compete, and Non-Circumvention

Service Provider agrees to the following:

• Non-Solicitation: During the term of this Agreement and for a period of [Number] months after termination, Service Provider shall not solicit Client's employees or customers.
• Non-Compete: During the term of this Agreement and for a period of [Number] months after termination, within a geographical area of [Geographical Area], Service Provider shall not engage in a business that competes with Client's business. Note: This non-compete clause must be reasonable in scope, duration, and geographical area to be enforceable under Nevada law (NRS 613.195).
  • This non-compete clause shall not apply if Service Provider is terminated without cause.
  • This non-compete clause may not be applicable to contractors depending on the circumstances and Nevada law.
• Non-Circumvention: Service Provider shall not circumvent Client's relationships with its suppliers or other business partners.

8. Amendments and Modifications

Any amendment or modification to this Agreement must be in writing and signed by both parties.

9. Termination

This Agreement may be terminated as follows:

• For Cause: Either party may terminate this Agreement for cause if the other party breaches this Agreement and fails to cure such breach within [Number] days of written notice.
  • Examples of cause include: [List examples of cause, e.g., material breach, insolvency]
• Without Cause:
  • Option A: Client may terminate this Agreement without cause upon [Number] days written notice to Service Provider.
  • Option B: This Agreement cannot be terminated without cause.
• Obligations on Termination: Upon termination, Service Provider shall:
  • Return all Confidential Information to Client.
  • Cease providing the Services.
  • Provide Client with a final invoice for services rendered.
  • [Specify other obligations, e.g., provide transition support]

10. Dispute Resolution

Any dispute arising out of or relating to this Agreement shall be resolved as follows:

• Option A: Mediation: The parties shall attempt to resolve the dispute through mediation in [City, State].
• Option B: Arbitration: The dispute shall be resolved by binding arbitration in accordance with the rules of the American Arbitration Association.
• Option C: Litigation: The dispute shall be resolved in the courts of the State of Nevada, [Specify County].
• Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Nevada, without regard to its conflict of laws principles. Relevant statutory references may include NRS chapters pertaining to business regulations.
• Waiver of Jury Trial: To the extent permitted by law, both parties waive their right to a jury trial.

11. Force Majeure

Neither party shall be liable for any failure to perform its obligations under this Agreement due to a force majeure event.

• Definition: "Force Majeure Event" means any event beyond a party's reasonable control, including but not limited to acts of God, war, epidemics, government shutdowns.
• Notification: The affected party shall promptly notify the other party of the force majeure event.
• Rights During Force Majeure: During a force majeure event, the affected party's obligations shall be suspended.

12. Governing Law and Jurisdiction

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

13. Assignment and Delegation

• Option A: This Agreement may not be assigned or delegated by either party without the prior written consent of the other party.
• Option B: Client may assign this Agreement to a successor entity in connection with a merger, acquisition, or sale of all or substantially all of its assets.

14. Notices

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.
• Sent by email with confirmation of receipt.
• Notices shall be sent to the addresses listed in the introductory paragraph of this Agreement.
• Either party may update its contact details by providing written notice to the other party.

15. Severability, Waiver, and Entire Agreement

• 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 waiving party.
• 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.

16. Privacy and Data Protection

• If the Services involve the processing of personal data, Service Provider shall comply with all applicable privacy laws, including [List applicable privacy laws, e.g., Nevada privacy statutes, GDPR].
• [Specify data protection obligations, e.g., data security measures, data breach notification procedures].

17. Nevada Specific Consumer Protections (If Applicable)

• [If this is a consumer contract in Nevada, include all applicable consumer protection disclosures required under Nevada law, such as Chapter 598 re: deceptive trade practices, NRS 604A for specific service types, Nevada right of rescission for consumer contracts, and adherence to Nevada’s requirements for written contracts for services over specific amounts.]
• [If the contract involves home services or repairs, include special disclosures required by NRS 624.]

Acknowledgment and Acceptance

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

[Service Provider Legal Name]

By: [Authorized Signatory Name] Title: [Authorized Signatory Title] Date: [Date]

[Client Legal Name]

By: [Authorized Signatory Name] Title: [Authorized Signatory Title] Date: [Date]

[Optional: Witness Signature Line]

Witness Signature: ____________________________

[Optional: Notary Signature Line]