Free Checklist
Service Agreement Checklist: 14 Clauses That Protect Your Business
Use this checklist to verify your service agreement covers scope, payment, IP, termination, and liability. A complete agreement prevents disputes before they start.
Service agreements govern the most common B2B relationship - one business providing services to another. Yet they are frequently incomplete, with vague scope definitions, missing liability caps, and no termination provisions.
This checklist covers the 14 clauses that protect both service providers and clients. Whether you are a consultant, agency, or SaaS company, use it to ensure your agreement is comprehensive before signing.
The complete checklist
Go through each clause below. If your contract is missing any high-risk items, address them before signing.
Scope of Services
Defines exactly what services will be provided. Overly broad or vague scope leads to disputes about what's included vs. out-of-scope.
Fees & Payment Schedule
States the total fee, billing cycle, and payment deadlines. The foundation of any enforceable service relationship.
Expense Reimbursement
Clarifies which expenses (travel, materials, software) the client reimburses and the process for approval and submission.
Contract Term & Renewal
States the service period, automatic renewal conditions, and required notice to cancel. Prevents unwanted auto-renewals.
Termination for Convenience
Either party should be able to exit with proper notice. Without this clause, you could be locked into a relationship that isn't working.
Termination for Cause
Allows immediate termination if either party materially breaches the agreement. Protects you from non-paying clients without waiting out a notice period.
Intellectual Property Rights
Defines who owns work product, tools, and background IP. One of the most contested clauses in service agreements - ambiguity costs money.
Confidentiality Obligations
Protects both parties' proprietary information. Standard in professional services - many enterprise clients require it.
Limitation of Liability
Caps your total liability to the fees paid under the contract. Without this, a single claim could expose you to unlimited damages.
Indemnification Clause
Allocates responsibility for third-party claims. Protects each party from being dragged into the other's legal disputes.
Representations & Warranties
Each party warrants they have authority to enter the agreement and that services will meet professional standards.
Dispute Resolution
Specifies whether disputes go to arbitration, mediation, or court, and in which jurisdiction. Prevents expensive litigation over minor disagreements.
Governing Law
States which jurisdiction's laws govern the contract. Without it, a court determines the law - often inconveniently for both parties.
Signature Blocks
Requires dated signatures from authorized representatives of both parties. A service agreement without proper signatures is unenforceable.
Why missing clauses matter
Service agreement disputes are expensive. Without a limitation of liability clause, a single claim can exceed the total value of the contract. Without clear IP ownership, work product rights become contested. Without termination provisions, either party can be locked into a failing relationship. Each missing clause is a business risk.
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Create a Complete Service AgreementFrequently asked questions
This checklist is for informational purposes only and does not constitute legal advice. Contract requirements vary by jurisdiction. For contracts with significant financial or legal stakes, review by a licensed attorney is recommended.