Outsourcing Services Contract

PandaTip: The data entered into the tokens on the right automatically populate data throughout this outsourcing services contract template. Before sending, be sure to read through the contract to ensure that your needs are fully met by the contract’s terms and conditions.

This outsourcing services contract is entered and agreed upon as of [Agreement.Date] (Effective Date) and takes place between [Sender.FirstName][Sender.LastName] residing at [Sender.Address] and [Client.FirstName][Client.LastName] residing at [Client.Address].

Services

Service provider will perform tasks outlined in this Outsourcing Services Contract following the schedule outlined in the following table.

Name Description
[ServiceOne.Name] [ServiceOne. Description]
[ServiceTwo.Name] [ServiceTwo. Description]
[ServiceThree.Name] [ServiceThree. Description]

Deliverables

The following deliverables will be provided to the client.

Payment

PandaTip: You can customize this pricing table with your services and rates by clicking inside the table in the template or using the menu to the right.

All invoices shall be due on a net-30 basis. Invoice totals are reflected in the table below and include all deposits, retainers, and monthly fees.

Name Price QTY Subtotal
$0.00
1
$0.00
$0.00
1
$0.00
$0.00
1
$0.00

Terms and Conditions

PandaTip: Contract law often varies from one jurisdiction to the next. We recommend that you have an attorney review the terms of any contract your business uses before you sign it. You can easily add your attorney as an additional recipient using the menu to the right of this template!

Retained Rights. Each party will retain all right, title, and interest in and to its own Pre‐Existing Intellectual Property irrespective of any disclosure of such Pre‐Existing Intellectual Property to the other party, subject to any licenses granted herein.

EXCEPT AS SET FORTH IN THIS SECTION BELOW, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES NOR FOR LOSS OF DATA, PROFITS OR REVENUE, COST OF CAPITAL OR DOWNTIME COSTS, NOR FOR ANY EXEMPLARY OR PUNITIVE DAMAGES, ARISING FROM ANY CLAIM OR ACTION, INCIDENTIAL OR COLLATERAL TO, OR DIRECTLY OR INDIRECTLY RELATED TO OR IN ANY WAY CONNECTED WITH, THE SUBJECT MATTER OF THE AGREEMENT, WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT, STATUTE, IMPLIED DUTIES OR OBLIGATIONS, OR OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING THE FOREGOING, ANY PURPORTED LIMITATION OR WAIVER OF LIABILITY SHALL NOT APPLY TO CONTRACTOR’S OBLIGATION UNDER THE INDEMNIFICATION OR CONFIDENTIAL INFORMATION SECTIONS OF THIS AGREEMENT OR EITHER PARTY’S LIABILITY TO THE OTHER FOR PERSONAL INJURY, DEATH OR PHYSICAL DAMAGE TO PROPERTY CLAIMS.


INSPECTION AND ACCEPTANCE

  1. Non-Conforming Services and Deliverables. If any of the Services performed or Deliverables delivered do not conform to specified requirements, Customer may require the Service Provider to perform the Services again or replace or repair the non-conforming Deliverables in order to bring them into full conformity with the requirements, at Providers sole cost and expense. When the defects in Services and/or Deliverables cannot be corrected by re-performance, Customer may: (a) require the necessary action to, at Service Providers own cost and expense, to ensure that future performance conforms to the requirements and/or (b) reduce any price payable under the applicable project to reflect the reduced value of the Services performed and/or Deliverables delivered by Provider and accepted by Customer.
  2. If Service Provider fails to promptly conform the Services and/or Deliverables to defined requirements or specifications, or take action deemed by Customer to be sufficient to ensure future performance of the project in full conformity with such requirements, Customer may (a) by contract or otherwise, perform the services or subcontract to another Provider to perform the Services and reduce any price payable by an amount that is equitable under the circumstances and charge the difference in re-procurement costs back to Freelancer and/or (b) terminate the project and/or this Contract for default.

INSURANCE

  1. Service provider shall maintain adequate insurance coverage and minimum coverage limits for its business as required by any applicable law or regulation, including Workers’ Compensation insurance as required by any applicable law or regulation, or otherwise as determined in its reasonable discretion. Service Providers lack of insurance coverage shall limit any liability under this Contract.

MISCELLANEOUS

  1. Assignment.Provider shall not assign any rights of this Contract or any other written instrument related to Services and/or Deliverables provided under this Contract, and no assignment shall be binding without the prior written consent of Customer. Subject to the foregoing, this Contract will be binding upon the Parties’ heirs, executors, successors and assigns.
  2. Governing Law. The Parties shall make a good-faith effort to amicably settle by mutual agreement any dispute that may arise between them under this Contract. The foregoing requirement will not preclude either Party from seeking injunctive relief as it deems necessary to protect its own interests. This Contract will be construed and enforced in accordance with the laws of the State of [Sender.State], excluding its choice of law rules.
  3. Severability. The Parties recognize the uncertainty of the law with respect to certain provisions of this Contract and expressly stipulate that this Contract will be construed in a manner that renders its provisions valid and enforceable to the maximum extent possible under applicable law. To the extent that any provisions of this Contract are determined by a court of competent jurisdiction to be invalid or unenforceable, such provisions will be deleted from this Contract or modified so as to make them enforceable and the validity and enforceability of the remainder of such provisions and of this Contract will be unaffected.
  4. Independent Contractor. Nothing contained in this Contract shall create an employer and employee relationship, a master and servant relationship, or a principal and agent relationship between Service Provider and Customer. Customer and Service Provider agree that the Provider is, and at all times during this Contract shall remain, an in dependent contractor.
  5. Force Majeure. Neither Party shall be liable for any failure to perform under this Contract when such failure is due to causes beyond that Party’s reasonable control, including, but not limited to, acts of state or governmental authorities, acts of terrorism, natural catastrophe, fire, storm, flood, earthquakes, accident, and prolonged shortage of energy. In the event of such delay the date of delivery or time for completion will be extended by a period of time reasonably necessary by both Service Provider and Customer. If the delay remains in effect for a period in excess of thirty days, Customer may terminate this Contract immediately upon written notice to Freelancer.
  6. Entire Contract. This document and all attached or incorporated documents contains the entire agreement between the Parties and supersedes any previous understanding, commitments or agreements, oral or written. Further, this Contract may not be modified, changed, or otherwise altered in any respect except by a written agreement signed by both Parties.

Signature

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By providing signatures below both parties are accepting all terms and conditions listed above as well as confirming all deliverables and services within said contract are true and agreed upon.

Service Provider
Outsourcing Services Contract Template_1
 
 

Customer
Outsourcing Services Contract Template_2

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