Establishing secure connection…Loading editor…Preparing document…

Long Term Service Contract

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

LONG TERM SERVICE CONTRACT

This Long Term Service Contract ("Contract") is entered into as of by and between Service Provider: , with principal place of business at , and Client: , with principal place of business at .

RECITALS

WHEREAS, Service Provider is engaged in the business of providing long term services consisting of maintenance, support, and other related services as further defined below; and

WHEREAS, Client desires to retain Service Provider to provide the services described herein for an extended term and Service Provider is willing to provide such services under the terms and conditions set forth in this Contract; and

WHEREAS, the parties intend that the obligations set forth in this Contract will govern the parties' relationship for the duration of the Term specified below.

NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. DEFINITIONS

1.1 "Services" means the tasks, maintenance, support, and deliverables to be provided by Service Provider as described in Section 2 and any applicable Statement of Work.

1.2 "Term" means the initial period set forth in Section 3 and any renewals authorized pursuant to this Contract.

2. SCOPE OF SERVICES

Service Provider shall provide the Services described in the following summary and any detailed Statements of Work executed by the parties. Service Provider shall perform the Services in a professional and workmanlike manner in accordance with industry standards.

3. TERM AND RENEWAL

3.1 Initial Term: The initial Term of this Contract shall commence on and shall continue for a period of months unless earlier terminated in accordance with this Contract.

3.2 Renewal: This Contract shall automatically renew for successive periods of months each unless either party provides written notice of non-renewal at least days prior to the end of the then-current Term.

4. FEES, INVOICING, AND PAYMENT

4.1 Fees: Client shall pay Service Provider the fees set forth in this Section and any attached Statement of Work. The parties agree that initial setup fees and recurring fees shall be as follows:

4.2 Late Payment: Any amount not paid within days after the due date shall accrue interest at a rate of or the maximum rate permitted by law, whichever is lower.

5. CHANGE ORDERS

All requests for changes to the Services shall be submitted in writing as a Change Order describing the requested modification, the impact on fees, and any schedule adjustments. No change shall be binding until a duly authorized representative of each party executes a written Change Order.

6. PERFORMANCE STANDARDS; WARRANTY

Service Provider warrants that Services will be performed in a professional and workmanlike manner in accordance with generally accepted industry standards for similar services. For any breach of this warranty, Service Provider shall, at its option, re-perform the deficient Services or refund fees paid for the deficient portion. This warranty is the sole and exclusive remedy for breach of warranty.

7. CONFIDENTIALITY

Each party shall keep confidential and not disclose to any third party any Confidential Information of the other party. "Confidential Information" means non-public business, technical, or financial information disclosed by one party to the other. Confidential Information does not include information that is publicly known through no breach of this Contract or rightfully received from a third party without restriction.

The receiving party shall use at least the same degree of care to protect Confidential Information as it uses to protect its own confidential information, but in no event less than reasonable care.

8. INSURANCE

Service Provider shall maintain insurance with limits sufficient to cover its obligations under this Contract, including commercial general liability and professional liability coverage with limits not less than per occurrence, and shall provide certificates of insurance upon Client's reasonable request.

9. INDEMNIFICATION

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

10. LIMITATION OF LIABILITY

EXCEPT FOR LIABILITY ARISING FROM A PARTY'S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR INDEMNIFICATION OBLIGATIONS, IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY UNDER THIS CONTRACT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CLIENT TO SERVICE PROVIDER UNDER THIS CONTRACT DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

11. TERMINATION

11.1 Termination for Convenience: Either party may terminate this Contract for convenience upon days' prior written notice to the other party.

11.2 Termination for Cause: Either party may terminate this Contract for material breach if the breaching party fails to cure such breach within days after receipt of written notice specifying the breach.

11.3 Effect of Termination: Upon termination, Client shall pay Service Provider for Services performed up to the effective date of termination and any non-cancellable obligations incurred by Service Provider. Sections concerning confidentiality, indemnification, limitation of liability, and payment shall survive termination.

12. NOTICES

All notices required or permitted under this Contract shall be in writing and shall be deemed given when delivered personally, sent by certified mail (return receipt requested), or sent by nationally recognized overnight courier to the addresses set forth below or to such other address as a party may designate by notice in accordance with this Section.

13. ASSIGNMENT

Neither party may assign or transfer its rights or obligations under this Contract without the prior written consent of the other party, except that Service Provider may assign this Contract in connection with a merger, sale of substantially all of its assets, or corporate reorganization provided that the assignee assumes Service Provider's obligations hereunder.

14. AMENDMENTS; WAIVER

No amendment to this Contract shall be effective unless in writing and signed by authorized representatives of both parties. Failure by either party to enforce any provision of this Contract shall not constitute a waiver of future enforcement of that or any other provision.

15. GOVERNING LAW

This Contract shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles.

16. ENTIRE AGREEMENT

This Contract, together with any incorporated Statements of Work and Change Orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, discussions, and understandings, whether written or oral.

17. SEVERABILITY

If any provision of this Contract is held to be invalid, illegal or unenforceable, the remaining provisions shall remain in full force and effect and such invalid provision shall be reformed to the extent necessary to make it enforceable while preserving its intent.

18. COUNTERPARTS

This Contract may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Signatures provided by electronic means shall be binding and enforceable.

19. DISPUTE RESOLUTION

The parties shall attempt in good faith to resolve any dispute arising out of or relating to this Contract through negotiation. If the dispute cannot be resolved through negotiation within days, the parties agree to submit the dispute to non-binding mediation before pursuing litigation.

Service Provider:

By:

Date:

Client:

By:

Date:

Enter text✕

What a Long Term Service Contract Covers

A Long Term Service Contract is a written agreement between a service provider and a client that sets ongoing maintenance, support, or professional services over a multi-year period. It defines the scope of services, service levels or performance metrics, pricing and payment schedules, term and renewal mechanics, termination rights, liability limits, and obligations for both parties. These contracts commonly include change control, escalation paths for disputes, and requirements for insurance, confidentiality, and regulatory compliance that persist for the agreement's duration.

Why organizations use Long Term Service Contracts

A Long Term Service Contract provides predictability in costs and service delivery, clarifies performance expectations and remedies, and reduces administrative repetition by consolidating recurring services under one negotiated framework. It also supports budgeting and long-range resource planning.

Why organizations use Long Term Service Contracts

Typical users and internal stakeholders

Typical users include procurement teams, facilities managers, and outsourced service providers who manage ongoing vendor relationships.

  • Corporate procurement and legal teams managing vendor portfolios and standardizing long-term arrangements.
  • Facilities managers or operations leaders overseeing maintenance, repairs, and scheduled inspections across assets.
  • Managed service providers and subcontractors formalizing SLAs, pricing, and renewal terms with clients.

Choose signatories and internal approvers aligned with the organization's contracting authority and recordkeeping practices and retention policies.

Core sections to include in a professional contract

Core sections of a professional Long Term Service Contract organize obligations, risk allocation, and performance measures into clear, enforceable clauses for long-duration engagements.

Scope of Services

Describe specific tasks, deliverables, frequency, response times, and boundaries. Use measurable criteria and attach exhibits or schedules to avoid ambiguity during long-term performance and acceptance criteria.

Service Levels

Define SLAs with metrics, measurement methods, reporting cadence, remedies for missed targets, and dispute mechanisms, including credits or liquidated damages, so expectations are enforceable and verifiable.

Term & Renewal

State initial term, renewal triggers or automatic renewal provisions, notice periods for non-renewal, and any early termination fees or cure periods to protect both parties.

Pricing & Payment

Specify pricing structure, invoicing schedule, escalation clauses, pass-through costs, taxes, payment terms, late fees, and conditions for price adjustments during the contract term including CPI or index-based adjustments.

Termination & Remedies

Outline termination for convenience and for cause, cure periods, financial remedies, reputational protections, and procedures for transition assistance or wind-down at contract end, including data return obligations.

Compliance & IP

Address confidentiality, data protection obligations, HIPAA or industry-specific addenda when applicable, intellectual property ownership, license grants, and audit or reporting rights and specify breach notification timelines and indemnities.

Step-by-step: preparing and executing the contract

Follow these steps to prepare, review, and execute a Long Term Service Contract to ensure clarity and compliance throughout the contract lifecycle.

  • 01
    Gather Requirements: List services, KPIs, pricing, and parties before drafting.
  • 02
    Draft Agreement: Include SLAs, term, payment, termination, and compliance clauses.
  • 03
    Review & Negotiate: Circulate to legal and operations, track edits, document agreed changes.
  • 04
    Execute & Archive: Obtain signatures, record execution date, distribute copies to stakeholders.

Configure your digital approval and signing workflow

Configure digital workflow settings to mirror contract approval steps, signer order, and authentication methods for secure execution and auditability.

Field Configuration
Signer Order Sequential: Provider then Client
Authentication Email link or SMS code; KBA optional
Reminder Schedule Auto reminders at 3, 7, and 14 days
Storage Location Secure cloud with audit logs (PDF/DOCX supported)

How electronic execution typically works

Typical e-signature flow simplifies execution and preserves a tamper-evident audit trail for Long Term Service Contracts across signers and renewal cycles.

  • Upload Document: Add final contract and supporting schedules.
  • Prepare Fields: Place signature, initials, date, and conditional fields.
  • Send to Signers: Choose order and authentication method; send link.
  • Complete & Store: Collect signatures, generate certificate, and archive securely.

Platform features to confirm for secure execution

Ensure platform supports common file formats, audit trails, authentication, and integrations with your existing systems for automated routing and recordkeeping.

  • File Formats: PDF, DOCX, and editable templates
  • Integrations: Salesforce, NetSuite, Microsoft 365, Google Workspace
  • Security: AES-256 at rest, TLS 1.2/1.3 in transit

Key risks and contractual penalties to watch

Ambiguous Scope: Leads to disputes and unpaid work.
Undefined SLAs: Triggers service failures without remedies.
Improper Signatory: Non-authorized signer can void obligations.
Missing Effective Date: Creates uncertainty about start and deadlines.
HIPAA Noncompliance: Exposes entity to civil penalties.
Tax Reporting Risk: Incorrect contract characterization affects withholding.

Common preparation mistakes to avoid

  • Failing to attach detailed service schedules or acceptance criteria often results in disagreement over deliverables, leading to disputes and service interruptions that could have been avoided.
  • Using vague payment language without specifying invoicing frequency, due dates, and late fees increases collection risk and complicates financial forecasting for both parties.
  • Neglecting renewal notice periods or automatic renewal mechanics can lock a party into unintended extensions without sufficient time to negotiate new terms.
  • Overlooking data handling requirements or failing to add a HIPAA addendum when handling PHI creates compliance exposure and potential regulatory penalties.

Practical clauses and safeguards for reliability

Adopt these safeguards to reduce disputes, clarify obligations, and streamline Long Term Service Contract administration across renewals and audits.

Define measurable service level metrics
Specify exact KPI names, measurement intervals, calculation methods, acceptable thresholds, reporting cadence, and financial or service credits tied to failures. Include examples and sample calculations in an exhibit to avoid interpretation disputes over long-term performance.
Include clear termination and cure processes
Set short cure periods for material breaches, define termination for convenience terms, and specify obligations during wind-down including final deliverables, data return, and transition assistance to minimize disruption at contract end.
Use audit and reporting requirements for accountability
Require periodic performance reports, allow audit rights with reasonable notice, and require corrective action plans for recurring failures. Maintain logs of incidents, root cause analyses, and remediation steps as part of contractual governance.
Leverage e-signatures plus secure storage and version control
Use a compliant e-signature platform that provides tamper-evident signed PDFs, certificate of completion, and role-based access. Retain executed originals with version history to support audits and defend contractual positions over the term.

Comparing e-signature vendor pricing and core features

Cost and feature comparisons illustrate vendor differences for executing Long Term Service Contracts; signNow is listed first per comparative pricing data.

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 trial Varies by vendor Varies by vendor Varies by vendor Varies by vendor
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No

Frequently asked questions about Long Term Service Contracts

Answers to common questions about drafting, signing, amending, and enforcing Long Term Service Contracts, including e-signature and compliance considerations.


Need help? Contact support

be ready to get more
Join over 28 million airSlate SignNow users