Service / Consultancy Agreement
Define scope of work, deliverables, payment terms, IP ownership, and liability limits before any service engagement. A service agreement prevents disputes and ensures you own what you pay for.
What is Service / Consultancy Agreement?
A Service Agreement (or Consultancy Agreement) is a contract between a service provider and a client that governs the terms of a non-employment engagement. Unlike an employment agreement, a service agreement establishes the party as an independent contractor — important for tax treatment, GST applicability, and avoiding labour law liabilities. It covers what will be delivered, when, at what cost, who owns the output, and what happens if things go wrong.
What you get
- Customised service or consultancy agreement
- Detailed scope of work and deliverables
- Payment schedule and milestone structure
- IP and work-product ownership clause
- Confidentiality and non-solicitation provisions
- Limitation of liability and indemnity
- Termination for convenience and for cause
- Word + PDF format
Documents required
- Client and service provider names and entity types
- Scope of services and expected deliverables
- Payment amount, currency, and schedule
- Project timeline or retainer period
- IP ownership preference (client or provider)
- Any exclusivity or non-compete requirements
How it works
Describe the Engagement
Share details about the service, parties, payment terms, and any specific concerns like IP ownership or non-solicitation.
Lawyer Drafts
We draft a service agreement tailored to your engagement type — project-based, retainer, or milestone-driven.
Review & Finalise
Review the draft, negotiate specific clauses if needed, and approve the final version.
Execute
Both parties sign the agreement; for high-value engagements, sign on stamp paper and retain originals.
Pricing on Request
Every situation is different — get a custom quote tailored to your exact needs.
Frequently asked questions
What is the difference between a service agreement and an employment contract?
A service agreement establishes an independent contractor relationship — no EPF, ESI, or statutory gratuity obligations for the client. An employment contract creates an employer-employee relationship with statutory obligations. Misclassifying an employee as a contractor is a legal risk.
Does the service provider need to charge GST?
If the service provider's annual turnover exceeds ₹20 lakhs (₹10 lakhs in special category states), they must register for GST and charge 18% GST on professional services. The client may claim ITC on this. We can advise on the applicable GST treatment.
Who owns the work product — client or service provider?
By default under Indian copyright law, the creator (service provider) owns the IP. To transfer ownership to the client, an explicit IP assignment clause must be included in the agreement. We include this as standard.
What if the service provider misses deadlines or delivers substandard work?
The agreement should include service levels (SLAs), penalty/deduction provisions for delay or non-performance, and termination rights. We include these clauses to protect the client's interests.
Is a purchase order sufficient, or do I need a full agreement?
A purchase order covers basic commercial terms but typically lacks IP ownership, confidentiality, limitation of liability, and termination provisions. For any engagement above ₹50,000 or involving sensitive information, a full service agreement is recommended.
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