Professional Services Agreement Format in Word

PROFESSIONAL SERVICES AGREEMENT

Document ID: TR-8829401
Effective Date: [____/____/2026]

INSTRUCTIONS FOR USE

• Completion: Authorized representatives from both the Service Provider and the Client must complete all bracketed fields. Ensure the "Scope of Services" appendix is as granular as possible to prevent scope creep.
• Filing & Retention: Upon execution, provide one original to each party. Retain a digital and physical copy for a minimum of seven (7) years to satisfy standard corporate audit and liability requirements.
• Attachments: Mandatory attachments include Exhibit A (Statement of Work/Fee Schedule) and Exhibit B (Data Processing/Confidentiality Addendum).

1. PARTIES

This Agreement is entered into between [________________] ("Client") and [________________] ("Service Provider").

2. SCOPE OF SERVICES

The Service Provider shall perform the services described in the attached Exhibit A.

• Primary Point of Contact (Client): [____________]
• Primary Point of Contact (Provider): [____________]

3. TERM AND TERMINATION

• Initial Term: Begins on the Effective Date and continues for [__________] months.
• Termination for Convenience: Either party may terminate with [______] days written notice.
• Termination for Cause: Either party may terminate immediately upon written notice if the other party breaches a material term of this Agreement.

4. FEES AND PAYMENT TERMS

• Service Fee: [__________] USD per [Hour/Project/Month].
• Invoicing: Invoices shall be submitted on the [____] day of each month.
• Payment Terms: Net [____] days from the date of receipt of an undisputed invoice.

5. CONFIDENTIALITY & INTELLECTUAL PROPERTY

• Confidentiality: All proprietary information shared during this engagement shall be held in strict confidence for a period of [____] years post-termination.
• Work Product: Upon full payment, all deliverables created specifically for the Client shall be deemed "work made for hire" and owned by the Client.

6. INDEMNIFICATION & LIABILITY

• Limitation of Liability: Total aggregate liability for either party, excluding gross negligence or willful misconduct, shall not exceed the total fees paid under this Agreement in the previous [____] months.

7. GOVERNING LAW

This Agreement shall be governed by the laws of the State of [____________].

8. EXECUTION

By signing below, the parties represent that they have the authority to bind their respective organizations to the terms of this Agreement.

CLIENT Signature: ________________________________
Printed Name: [____________________]
Title: [____________________]
Date: [____/____/2026]

SERVICE PROVIDER Signature: ________________________________
Printed Name: [____________________]
Title: [____________________]
Date: [____/____/2026]

Disclaimer: This document is provided as a standardized framework. Consult qualified legal counsel for jurisdiction-specific statutory compliance.