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Business Services SGS

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BUSINESS SERVICES SGS

This Business Services Agreement (the Agreement) is made effective as of by and between Client Name: and Service Provider Name: .

RECITALS

WHEREAS, Client requires professional business services, including but not limited to strategic advisory, operational support, and project delivery, as set forth in this Agreement; and

WHEREAS, Service Provider represents that it possesses the necessary expertise, personnel, licenses and facilities to perform the services described below and agrees to perform such services in accordance with the terms and conditions of this Agreement; and

WHEREAS, the parties desire to set forth their respective rights and obligations with respect to the provision of such services.

SCOPE OF WORK

Service Provider shall provide the services and deliverables described below. Service Provider will perform services in a professional, timely manner consistent with industry standards and the needs of Client.

PAYMENT TERMS

Compensation to Service Provider for the performance of Services shall be as follows.

All undisputed invoices shall be due and payable in accordance with the Payment Schedule. Client shall notify Service Provider in writing of any disputed amounts within ten (10) days of receipt of the relevant invoice; undisputed portions shall remain payable when due.

TERM AND TERMINATION

This Agreement commences on and will continue until unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure such breach within thirty (30) days after receipt of written notice specifying the breach. In the event of termination, Client shall pay Service Provider for all Services performed and expenses incurred through the effective date of termination.

CONFIDENTIALITY

Each party (the Receiving Party) shall keep confidential and shall not use or disclose to any third party any Confidential Information of the other party (the Disclosing Party) except as necessary to perform under this Agreement or as required by law. "Confidential Information" means non-public business, financial, technical or operational information disclosed in any form.

The Receiving Party shall protect Confidential Information with at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care. Upon request, the Receiving Party shall return or destroy Confidential Information and certify such destruction in writing.

INTELLECTUAL PROPERTY; DELIVERABLES

Unless otherwise agreed in writing, Service Provider retains ownership of pre-existing intellectual property and tools used to perform the Services. Client shall receive a non-exclusive, transferable license to use final deliverables for internal business purposes upon full payment of amounts due. Parties shall agree in writing to any assignment of rights outside this license.

LIMITATION OF LIABILITY

Except for willful misconduct or gross negligence, neither party shall be liable to the other for indirect, special, incidental or consequential damages. Service Provider's aggregate liability for any claim arising under this Agreement shall not exceed the amounts paid by Client to Service Provider under this Agreement during the twelve (12) months preceding the claim.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of without regard to its conflict of laws principles. Exclusive venue for any dispute arising under this Agreement shall be the state or federal courts located in the selected jurisdiction.

ENTIRE AGREEMENT

This Agreement, including any attached schedules or exhibits, constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, representations and communications, whether written or oral. No modification of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except to a successor in interest by merger or acquisition.

Client:

By:

Date:

Service Provider:

By:

Date:

Enter text✕

What the Business Services SGS Is and Where It’s Used

The Business Services SGS is a standardized service agreement template used to define scope, deliverables, pricing, timelines, responsibilities, confidentiality, liability limits, termination rights, and signature blocks between a service provider and a client. In the United States it functions as a written contract enforceable under contract law when properly executed by authorized signatories. The form is commonly delivered and returned electronically; when e-signed it must meet ESIGN and applicable state UETA or ESRA requirements to preserve enforceability and admissibility in court.

Why a Clear Business Services SGS Matters

A well-prepared SGS reduces scope disputes, clarifies payment terms and liability, documents responsibilities, and creates an auditable record. Properly executed electronic signatures and retention practices support enforceability under ESIGN (15 U.S.C. ch. 96) and state UETA frameworks.

Why a Clear Business Services SGS Matters

Typical Users and Roles for the Business Services SGS

The Business Services SGS is used by a range of professionals who manage, authorize, or receive services.

  • Small business owners and independent contractors who need clear deliverables and payment schedules.
  • Corporate procurement, legal, and finance teams that require standardized terms and audit trails.
  • Field service managers, vendors, and agencies that require quick remote approvals and documented acceptance.

Tailor the document language and signature workflow to the organizational role and required approvals before execution.

Primary Signer Profiles

Provider — Operations Manager

An operations manager or authorized officer signs on behalf of the provider; they must ensure the SGS reflects service capabilities, payment terms, and insurance limits and that they have delegated authority to bind the company.

Client — Procurement Director

A procurement director or authorized purchasing agent signs for the client; they should confirm budget approval, acceptance criteria, and any required vendor on-boarding documents before signing.

Step-by-Step: Completing and Executing the SGS

Follow a sequential routine to reduce errors: prepare, validate, route, sign, and archive the executed SGS.

  • 01
    Prepare: Populate all required fields and attach exhibits.
  • 02
    Validate: Confirm signatory authority and correct legal names.
  • 03
    Route: Send in the required signer order with authentication.
  • 04
    Archive: Store the signed file with its audit trail and attachments.

Where to Send and Store the Signed SGS

Define a routing plan before sending: who receives final copies, which departments retain originals, and how the execution is recorded.

  • Client Records: Legal and procurement retain the executed agreement.
  • Provider Files: Operations and finance keep copies for service delivery and billing.
  • Accounting: Attach invoice and payment schedule to the finance system.
  • Archive: Store signed PDF with audit trail in secure records system.

Suggested Digital Workflow Settings

Configure a signing workflow that enforces signer order, authentication level, reminders, and storage location.

Field Configuration
Routing Order Sequential signer order with escalation
Authentication Email link, SMS code, or stronger KBA
Reminders Automated reminder cadence, e.g., 3 days
Storage Save signed PDF to secure cloud repository

Technical Considerations for eSigning and Integration

Choose a platform that supports required authentication, export formats, and integrations with your systems.

  • Integrations: Salesforce, NetSuite, Microsoft 365, Google Workspace
  • File Formats: PDF, DOCX, HTML, Excel
  • Auth Options: Email, SMS, KBA, SSO

Core Sections to Include in a Professional SGS

A complete SGS groups terms into clear sections: scope, schedule, fees, obligations, risk allocation, and execution instructions to reduce ambiguity and improve enforceability.

Scope

Define services, deliverables, milestones, and measurable acceptance criteria to limit disputes over performance expectations.

Term

State the agreement period, renewal mechanics, and termination rights including notice periods and cure opportunities.

Fees

List fixed fees, payment schedule, invoicing requirements, taxes, and late payment remedies for clear billing expectations.

Confidentiality

Include non-disclosure clauses, duration of secrecy obligations, and permitted disclosures for regulatory or legal reasons.

Liability

Specify indemnities, liability caps, and insurance obligations appropriate to the risk profile of the services.

Dispute Resolution

Identify governing law, venue, and whether arbitration or court proceedings apply to reduce litigation uncertainty.

Data Security and Compliance Elements to Note

Encryption: TLS 1.2/1.3 in transit; AES-256 at rest
Audit Trail: Timestamps, IPs, and action log retention
HIPAA: BAA required for PHI handling
Certifications: SOC 2 Type II and ISO 27001
21 CFR Part 11: Compliant options for FDA-regulated records
Access Controls: Role-based permissions and SSO

Key Penalties and Legal Risks to Avoid

1099 Penalties: $60–$330 per form for late filings
Intentional Disregard: $660+ per form, no maximum
I-9 Violations: $281–$2,789 per violation
Unenforceable Signature: Missing signer authority risks voiding contract
Data Breach Fines: State and federal penalties may apply
Contract Damages: Liability for breach and consequential losses

Common Mistakes When Preparing a Business Services SGS

  • Using informal or inconsistent party names that prevent matching to tax or corporate records and create payment or enforcement problems.
  • Omitting clear deliverable definitions or acceptance criteria, leaving performance open to subjective interpretation and disputes.
  • Failing to verify signer authority which can lead to claims of unauthorized execution and potential invalidation.
  • Not attaching required exhibits or schedules (pricing, SOW, SLAs), which can produce ambiguity and billing disagreements.

eSignature Vendor Pricing and Capability Snapshot

Compare starting prices and common capability distinctions; signNow appears first as a licensed eSignature option with known plan structures and compliance features.

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 (no CC) Varies by plan Varies by plan Varies by plan Varies by plan
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 envelopes/user/year Varies by plan Varies by plan Varies by plan

Key Timing Considerations When Preparing the SGS

Track execution milestones, tax form triggers, and notice periods to ensure compliance and avoid late-filing penalties or service interruptions.

Effective Date:

Date entered as MM/DD/YYYY triggers obligations and billing cycles

Execution Deadline:

Set a firm signing deadline to prevent delays to project start

W-9 Provision:

Provide a W-9 on request to avoid backup withholding issues

Renewal Notice:

Require written notice within the period specified for renewals

Invoice Due:

Payor deadlines should match payment terms in the SGS

Frequently Asked Questions About Completing and eSigning the SGS

Answers to common execution, legal, and technical questions to help avoid delays and preserve enforceability.


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