SERVICE AGREEMENT
This Agreement is made on [Effective Date] between [Service Provider Name] ("Service Provider") and [Client Name] ("Client").
1. Parties. This Service Agreement is entered into between [Service Provider Name], having its office at [Provider Address] (the "Service Provider"), and [Client Name], having its office at [Client Address] (the "Client"), collectively the "Parties".
2. Scope and Deliverables. The Service Provider shall render [Description of Services] and deliver [Deliverables] in accordance with the specifications, timelines and milestones set out in Schedule A.
3. Term. This Agreement commences on [Effective Date] and continues until [End Date] or completion of the Services, unless terminated earlier in accordance with the terms hereof.
4. Consideration, Payment and GST. The Client shall pay the Service Provider Rs. [Fee Amount] as per the payment schedule in Schedule A. All amounts are exclusive of Goods and Services Tax (GST), which shall be charged at the applicable rate and paid by the Client against a valid tax invoice. Payment shall be made within [Number] days of the invoice date. Tax shall be deducted at source (TDS) where applicable.
5. Obligations. The Service Provider shall perform the Services diligently, using suitably skilled personnel and in compliance with applicable laws. The Client shall provide timely information, access and approvals required for performance.
6. Intellectual Property. All deliverables created specifically for the Client under this Agreement shall, upon full payment, vest in the Client. Each Party retains ownership of its pre-existing intellectual property and background tools.
7. Confidentiality. Each Party shall keep confidential all non-public information of the other Party and use it solely to perform this Agreement. This obligation survives termination for [Number] years.
8. Indemnity. Each Party shall indemnify the other against losses, claims and damages arising from breach of this Agreement, negligence or infringement of third-party rights by the indemnifying Party.
9. Termination. Either Party may terminate this Agreement by giving [Number] days written notice, or immediately upon a material breach not cured within [Number] days of notice.
10. Governing Law and Jurisdiction. This Agreement shall be governed by the laws of India, and the courts at [City] shall have exclusive jurisdiction.
11. Arbitration. Any dispute shall be referred to arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996. The seat of arbitration shall be [City] and the proceedings shall be conducted in English.
For [Service Provider Name]
Authorised Signatory
For [Client Name]
Authorised Signatory