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Additional Service Agreement

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ADDITIONAL SERVICE AGREEMENT

This Additional Service Agreement ("Agreement") is entered into as of Effective Date: by and between Client Name: with principal address , and Service Provider Name: with principal address .

RECITALS

WHEREAS, the Client and the Service Provider previously entered into a Master Services Agreement or Statement of Work dated (the "Original Agreement");

WHEREAS, the Client requires certain additional services that were not contemplated in the Original Agreement; and

WHEREAS, the Service Provider has the qualifications, experience and ability to perform such additional services and agrees to provide them under the terms set forth below.

SCOPE OF WORK

PAYMENT TERMS

Payment shall be due pursuant to the schedule above. Unless otherwise stated, all amounts are payable in U.S. dollars. Invoices submitted by the Service Provider shall be payable within days of receipt.

A late fee of per month (or the maximum permitted by law, if lower) will be assessed on overdue amounts, calculated daily from the date due until paid in full. In addition, the Client will be responsible for reasonable collection costs and attorney's fees incurred by the Service Provider in collecting overdue amounts.

Bank transfer    Check    Credit card

TERM AND TERMINATION

This Additional Service Agreement shall commence on Start Date: and shall terminate on End Date: unless earlier terminated in accordance with this Agreement.

Either party may terminate this Agreement for convenience upon days' prior written notice to the other party. Either party may terminate immediately upon written notice if the other party materially breaches this Agreement and fails to cure such breach within days after receipt of written notice describing the breach.

Upon termination for any reason, the Service Provider shall be entitled to payment for services performed through the effective date of termination and to reimbursement of any reasonable, non‑recoverable costs incurred in connection with the services, subject to the Client's right to withhold amounts for unresolved breaches.

CONFIDENTIALITY

"Confidential Information" means all non‑public information disclosed by one party to the other, whether oral, written or electronic, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information. The receiving party shall: (a) hold Confidential Information in strict confidence; (b) not disclose Confidential Information to any third party except as necessary to perform the services and subject to written confidentiality obligations no less protective than those herein; and (c) use Confidential Information solely for the purposes of performing under this Agreement.

The obligations above do not apply to information that (i) is or becomes publicly available through no fault of the receiving party; (ii) was rightfully in the receiving party's possession prior to disclosure; (iii) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (iv) is required to be disclosed by law, provided the receiving party gives prompt written notice and cooperates with any effort to limit disclosure.

INDEPENDENT CONTRACTOR; INSURANCE

The Service Provider is an independent contractor and nothing in this Agreement creates an employment, partnership or agency relationship. The Service Provider shall be responsible for payment of all taxes and benefits related to compensation paid hereunder. The Service Provider shall maintain insurance customary for the services provided and shall provide certificates upon reasonable request.

INDEMNIFICATION

Each party (the "Indemnifying Party") shall indemnify, defend and hold harmless the other party (the "Indemnified Party") from and against any claims, liabilities, damages, losses and expenses (including reasonable attorneys' fees) arising out of or resulting from the Indemnifying Party's breach of this Agreement, negligence or willful misconduct.

LIMITATION OF LIABILITY

EXCEPT FOR LIABILITY ARISING FROM A PARTY'S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR BREACH OF CONFIDENTIALITY OR INDEMNIFICATION OBLIGATIONS, NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, AND EACH PARTY'S AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE AMOUNTS PAID OR PAYABLE TO THE SERVICE PROVIDER UNDER THIS AGREEMENT DURING THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles. The parties shall attempt in good faith to resolve any dispute arising under this Agreement through negotiation. If negotiation fails, disputes shall be resolved in the state or federal courts located in the county where the Client's principal place of business is located.

ENTIRE AGREEMENT; AMENDMENT

This Agreement, together with any referenced exhibits and the Original Agreement (to the extent applicable), constitutes the entire agreement between the parties with respect to the additional services described herein and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral, relating to those services. No amendment or modification of this Agreement will be effective unless in writing and signed by both parties.

NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth above (or to such other address as a party may designate by written notice). Notices may be delivered in person, by certified mail, or by nationally recognized overnight courier.

Client Printed Name:

Client Signature:

Date:

Service Provider Printed Name:

Service Provider Signature:

Date:

Enter text✕

What an Additional Service Agreement Is and when it applies

An Additional Service Agreement (ASA) is a written amendment or standalone contract that documents extra services, deliverables, pricing, or schedule changes added to an existing engagement. It identifies the parties, describes the additional scope, sets compensation and timing, and records acceptance of the change. ASAs are legally enforceable contracts when executed with intent and consent; they are commonly executed alongside a master services agreement and can be delivered electronically consistent with the ESIGN Act (15 U.S.C. ch. 96) and state UETA rules.

Why documenting added work matters

A clear ASA reduces disputes by defining scope, price, timelines, and approval processes. It protects both parties by recording mutual consent to changes and makes remedies and payment obligations explicit under the governing contract and applicable law.

Why documenting added work matters

Who typically prepares and signs an Additional Service Agreement

Use the ASA process to create a concise, signed record that can be enforced or relied on for billing and performance tracking.

  • Project managers or account managers who authorize scope changes and need written confirmation.
  • Clients or procurement representatives who must approve additional costs and delivery dates.
  • Subcontractors or vendors who supply extra services and require documented payment terms.

Typical signatory roles and responsibilities

Service Provider

A company officer or authorized representative who has the authority to bind the vendor to new fees, schedules, or deliverables. Include title and contact details to show signing authority and attribution.

Client Representative

Someone with delegated signing authority from the payer or contracting entity — typically a purchasing manager, project sponsor, or legal designee — who accepts scope, price, and schedule changes.

Core elements to include in a professional Additional Service Agreement

A well-drafted ASA is concise but explicit: it ties the change to the original contract, defines new work, sets price and schedule, and clarifies approvals and termination rights.

Reference to Base Contract

Cite the master agreement by title and date so the ASA is clearly an amendment and the controlling contract terms remain connected.

Description of Additional Services

Describe tasks, deliverables, and acceptance criteria in specific, measurable terms to reduce scope ambiguity and disputes.

Compensation and Payment Terms

State fixed price or rates, invoicing schedule, payment due dates, and any retainers, expenses, or change-order pricing rules.

Schedule and Milestones

Add start and completion dates, key milestones, and dependencies; include remedies for missed milestones or delay.

Change Control and Approvals

Specify who may authorize additional changes and the process for small vs. large change orders to avoid scope creep.

Signatures and Governing Law

Include printed name, title, date, and chosen governing state law; indicate whether electronic signatures are acceptable.

Step-by-step: preparing and executing an Additional Service Agreement

Follow a simple sequence to draft, approve, sign, and archive the ASA so changes are binding and auditable.

  • 01
    Review Contract: Confirm amendment rights and notice requirements in the base agreement.
  • 02
    Draft Amendment: Describe new services, pricing, and dates clearly and concisely.
  • 03
    Obtain Approvals: Send to authorized signers for approval and countersignature.
  • 04
    Execute and Archive: Ensure signatures and retention in the contract repository with an audit trail.

Setting up an online ASA workflow

Configure a repeatable eSignature workflow to enforce approval order, authentication, and record retention.

Field Configuration
Recipient roles Assign signer order and role-based permissions
Conditional fields Show or hide pricing fields based on selected options
Authentication Choose email, SMS code, or stronger ID proofing
Audit trail Enable timestamps, IP capture, and download of certificate

Where to send and how to finalize the executed ASA

A clear routing plan ensures the signed ASA reaches contracting, billing, and project teams without delay.

  • Send to Signers: Email or secure link to authorized representatives
  • Countersign: Receive counter-signature from the other party
  • Distribute Copies: Provide final PDF to legal, accounts payable, and project manager
  • Archive: Store executed copy in contract repository with audit record

Technology and format considerations for electronic execution

Ensure the platform you use stores tamper-evident documents, preserves metadata, and meets any industry compliance requirements.

  • Formats Supported: PDF, DOCX, and HTML
  • Integrations: Salesforce, NetSuite, Microsoft 365, Google Workspace
  • Authentication Options: Email link, SMS code, or advanced verifier

Common mistakes to avoid when preparing an ASA

  • Using vague language for new services, which invites disputes about deliverables and acceptance criteria.
  • Failing to tie the ASA to the original contract by date or title, creating ambiguity about governing terms.
  • Not listing exact payment terms or invoicing schedule, which can delay payments or cause accounting errors.
  • Skipping signer authority checks; unsigned or unauthorized signatures can render the ASA unenforceable.

Key risks and potential consequences of an incorrect ASA

Payment Disputes: Late or missing payment claims
Breach Liability: Damages for unmet obligations
Invalid Signature: Agreement may be voidable
Scope Creep: Uncompensated extra work
Regulatory Exposure: HIPAA or financial rules may apply
Retention Failure: Loss of evidentiary record

eSignature vendor comparison for executing Additional Service Agreements

Compare core pricing and capabilities for common eSignature vendors when selecting a platform for ASA execution; signNow appears first for reference.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial Varies by vendor Varies by vendor Varies by vendor Varies by vendor
Bulk Send Yes (plan-dependent) Yes (account limits possible) Yes Yes Yes
Audit Trail Yes Yes Yes Yes Yes
Envelope Cap No envelope cap Limits (100 envelopes/user/year) Varies Varies Varies

Frequently asked questions about Additional Service Agreements

Answers to common questions about e-signing, amendments, signatures, witness needs, and records retention for ASAs.


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