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Service Agreement Template — B2B Service Contract

Professional service agreement with SLA, payment terms, and warranties. $9.99 instant PDF.

A Service Agreement is a business-to-business contract that governs the ongoing or recurring provision of services from one company to another. Unlike an independent contractor agreement — which is typically between a business and a single individual on a project — or a consulting agreement, which is built around expert advisory work, a service agreement is the right document when a vendor company delivers operational services on a recurring basis: a cleaning company servicing an office, a SaaS vendor providing a platform, a marketing agency running campaigns, an IT support firm handling a help desk, or a maintenance provider keeping equipment running. This template includes the clauses that real B2B service relationships need — service-level commitments (SLAs), warranties, indemnification, limitation of liability, force majeure, and termination — so both parties know exactly what is owed, what happens when service slips, and how risk is allocated when something goes wrong.

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Why StubFast?

  • Defined service-level agreements (SLAs) with uptime, response, and remedy commitments
  • Express warranties on workmanship and service quality, with disclaimer of implied warranties
  • Mutual indemnification clauses to allocate third-party-claim risk between client and contractor
  • Limitation of liability and damages cap to protect both parties from catastrophic exposure
  • Force majeure clause covering pandemics, natural disasters, and other events beyond either party's control

Common Use Cases

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    Commercial cleaning service contracts for offices, retail, or industrial sites
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    Software / SaaS service agreements with uptime SLAs and support tiers
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    Marketing agency engagements for ongoing campaigns, content, or ads management
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    Equipment maintenance and repair contracts for HVAC, plumbing, or machinery
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    Managed IT support and help-desk service agreements with response-time SLAs
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    Landscaping, security, pest-control, or other recurring B2B facilities services

What is a Service Agreement?

A Service Agreement is a business-to-business contract that governs the ongoing or recurring provision of services from one company to another. Unlike an independent contractor agreement — which is typically between a business and a single individual on a project — or a consulting agreement, which is built around expert advisory work, a service agreement is the right document when a vendor company delivers operational services on a recurring basis: a cleaning company servicing an office, a SaaS vendor providing a platform, a marketing agency running campaigns, an IT support firm handling a help desk, or a maintenance provider keeping equipment running. This template includes the clauses that real B2B service relationships need — service-level commitments (SLAs), warranties, indemnification, limitation of liability, force majeure, and termination — so both parties know exactly what is owed, what happens when service slips, and how risk is allocated when something goes wrong.

When you need this agreement

  • Commercial cleaning service contracts for offices, retail, or industrial sites
  • Software / SaaS service agreements with uptime SLAs and support tiers
  • Marketing agency engagements for ongoing campaigns, content, or ads management
  • Equipment maintenance and repair contracts for HVAC, plumbing, or machinery
  • Managed IT support and help-desk service agreements with response-time SLAs
  • Landscaping, security, pest-control, or other recurring B2B facilities services

What this template includes

  • Defined service-level agreements (SLAs) with uptime, response, and remedy commitments
  • Express warranties on workmanship and service quality, with disclaimer of implied warranties
  • Mutual indemnification clauses to allocate third-party-claim risk between client and contractor
  • Limitation of liability and damages cap to protect both parties from catastrophic exposure
  • Force majeure clause covering pandemics, natural disasters, and other events beyond either party's control

Related Pay Stub Generators

Independent Contractor AgreementConsulting Agreement

Frequently Asked Questions

What is the difference between a service agreement and an independent contractor agreement?▼
A service agreement is a business-to-business contract — one company hiring another company to deliver ongoing or recurring services like cleaning, IT support, SaaS, or marketing. It assumes a vendor relationship with an organization on the other side, employees doing the work, and operational machinery like SLAs, warranties, and liability caps. An independent contractor agreement is narrower: it's typically between a business and a single individual hired for a project, with heavy focus on contractor classification (1099 status, no employee benefits, no withholding). Pick a service agreement when you're contracting with a company; pick an independent contractor agreement when you're contracting with a person.
What is an SLA (service-level agreement) and do I need one?▼
An SLA is a set of measurable performance commitments the provider promises to meet — typical examples are 99.9% uptime for SaaS, 4-hour response times for IT support tickets, or weekly cleaning completion. The SLA usually defines remedies when targets are missed, most commonly service credits applied to the next invoice. You need an SLA whenever service quality is critical to the client's business: software platforms, IT/managed services, security, and any continuously-available service. For lower-stakes recurring services, a simpler service-frequency commitment may be enough.
What does limitation of liability actually do?▼
A limitation of liability clause caps the maximum dollar amount one party can be required to pay the other if something goes wrong. The B2B standard is a cap equal to the fees paid in the prior 12 months — so if a client paid $60,000 over the last year and the provider's service caused a $5 million loss, the provider's exposure is capped at $60,000. The clause also typically excludes indirect, consequential, and punitive damages (lost profits, lost data, lost goodwill). This is one of the most negotiated clauses in B2B contracts because it allocates catastrophic risk.
What is indemnification and why is it mutual?▼
Indemnification means one party agrees to defend and pay the other party's losses for certain kinds of claims brought by third parties. In B2B service agreements it's typically mutual: the provider indemnifies the client for things the provider controls (IP infringement in deliverables, gross negligence, employee injuries on-site), and the client indemnifies the provider for things the client controls (client-supplied data, client misuse of the service, claims arising from the client's own products). Mutual indemnification is fair, predictable, and what most enterprise buyers expect.
What is a force majeure clause?▼
Force majeure (French for 'superior force') excuses a party from performing the contract when something genuinely beyond its control prevents performance — natural disasters, pandemics, war, government shutdowns, large-scale internet outages, or major supply-chain disruptions. The clause typically requires the affected party to give prompt notice, work in good faith to resume performance, and allow the other side to terminate if the disruption goes on too long (often 30–90 days). Post-2020, most B2B contracts explicitly list pandemics and public-health emergencies as covered events.
How is a service agreement terminated and what happens to fees already paid?▼
Most service agreements allow either party to terminate with written notice — commonly 30 to 60 days for ongoing B2B services. The agreement should also allow immediate termination for cause (material breach uncured within a notice period, insolvency, fraud). On termination, the provider typically invoices for services performed through the termination date, the client pays any earned-but-unbilled fees, and either party returns the other's confidential materials. Pre-paid fees for services not yet delivered are usually refunded on a pro-rata basis — but the agreement should say so explicitly.

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