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Service Offering Addendum

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SERVICE OFFERING ADDENDUM

This Service Offering Addendum (the "Addendum") is entered into by and between Service Provider Name: and Client Name: , effective as of Effective Date: .

WHEREAS

WHEREAS, Service Provider is in the business of providing professional services and has technical expertise and resources to deliver the services described in this Addendum; and

WHEREAS, Client desires to engage Service Provider to provide additional or modified services identified in the Scope of Work below, and the parties desire to amend the existing agreement between them to reflect such services and associated commercial terms;

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:

1. SCOPE OF WORK

Service Provider shall perform the services and deliverables set forth below in accordance with the standards of care customary in the industry. The description below supplements and modifies the original agreement's scope as specified:

2. PAYMENT TERMS

Client shall pay Service Provider for the services described herein according to the schedule and amounts set forth in this section. All fees are payable in United States dollars unless otherwise agreed in writing.

Service Provider shall submit invoices in accordance with the payment schedule. Invoices are due and payable within days of invoice receipt unless otherwise agreed in writing.

Apply late fee

If a late fee is applicable, interest shall accrue on any past due amount at the lesser of: (a) % per month compound, or (b) the maximum rate permitted by law. Late fees and interest are cumulative and in addition to any other rights or remedies.

3. TERM AND TERMINATION

This Addendum commences on Start Date: and shall continue until End Date: , unless earlier terminated in accordance with this section.

Either party may terminate this Addendum for convenience upon days' prior written notice to the other party. Either party may terminate for material breach if the breaching party fails to cure such breach within days after written notice specifying the breach.

4. CONFIDENTIALITY

Each party (a "Receiving Party") may receive Confidential Information from the other party (a "Disclosing Party"). "Confidential Information" means non-public information, whether written, oral or electronic, that is designated as confidential or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure.

The Receiving Party shall: (a) maintain the confidentiality of the Disclosing Party's Confidential Information using the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care; (b) use Confidential Information solely to perform obligations under this Addendum; and (c) not disclose Confidential Information to any third party except to its employees, contractors or advisors who have a need to know and are bound by confidentiality obligations at least as protective as those herein.

5. GOVERNING LAW

This Addendum shall be governed by and construed in accordance with the laws of the State of without regard to its conflict-of-law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located within that state for any dispute arising under this Addendum.

6. ENTIRE AGREEMENT

This Addendum, together with the underlying agreement to which it amends and any exhibits or attachments expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter of this Addendum and supersedes all prior and contemporaneous understandings and agreements, whether written or oral, relating to such subject matter. No amendment to this Addendum is effective unless in a writing signed by both parties.

7. NOTICES

All notices required or permitted under this Addendum shall be in writing and shall be delivered to the addresses set forth below by personal delivery, reputable overnight courier, or certified mail (return receipt requested). Notices shall be deemed given upon receipt.

8. MISCELLANEOUS

Assignment: Neither party may assign its rights or delegate its obligations under this Addendum without the prior written consent of the other party, except that Service Provider may assign to an affiliate or in connection with a merger or sale of substantially all its assets.

Severability: If any provision of this Addendum is held to be invalid, illegal or unenforceable, the remaining provisions shall continue in full force and effect and the invalid provision shall be replaced with a valid provision that most closely reflects the parties’ original intent.

Waiver: Failure to enforce any right or remedy under this Addendum does not constitute a waiver of that right or remedy.

ACKNOWLEDGMENT

The persons signing below represent and warrant that they are duly authorized to execute this Addendum on behalf of the party for which they sign.

Service Provider:

By:

Date:

Client:

By:

Date:

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What a Service Offering Addendum Is and when it applies

A Service Offering Addendum is a concise amendment or supplement that modifies the scope, pricing, schedule, or other operational details of an existing services agreement. It sits alongside a Master Services Agreement or Statement of Work to record specific deliverables, billing terms, service levels, or project milestones without redrafting the primary contract. Organizations use an addendum to add services, change rates, capture one-off project terms, or clarify responsibilities for a defined period. Properly executed, the addendum becomes legally binding between the parties and integrates with the controlling agreement.

Why including a Service Offering Addendum matters

A clear addendum reduces scope disputes, protects pricing expectations, and documents changes without renegotiating the full agreement. It preserves contracting history and makes enforcement and audits simpler.

Why including a Service Offering Addendum matters

Who typically prepares and signs an addendum

Signatories usually include authorized representatives with delegated contracting authority from both parties to ensure enforceability.

  • Vendor and account teams who need to record additional services, changed deliverables, or amended pricing for a client.
  • Procurement, legal, or contract managers who review terms, confirm compliance, and control contractual versions.
  • Project managers and finance teams who require explicit milestones, billing schedules, and acceptance criteria to trigger invoices.

Core sections to include in a professional addendum

A well-structured Service Offering Addendum has discrete sections that map to the original contract and make the change easy to interpret and enforce.

Parties & Recitals

Identify the contracting entities, reference the base agreement by date, and state the purpose of the addendum to tie it to the existing contract.

Scope of Services

Describe the additional or revised services in measurable terms, including deliverables, milestones, and any exclusions to avoid ambiguity.

Pricing & Payment

List fees, billing frequency, invoicing instructions, and payment terms including net days, late fees, and tax responsibilities.

Term & Termination

Specify effective date, duration, renewal terms (if any), and termination rights that apply specifically to the addendum.

Service Levels

Define measurable SLAs, acceptance criteria, remedies for nonperformance, and escalation or reporting requirements.

Amendment & Notices

Explain how further changes are made, the governing law if different, and the contacts or addresses for official notices.

Required information commonly captured on the form

Legal Entity: Full registered name
Effective Date: MM/DD/YYYY
Service Description: Concise scope
Pricing Schedule: Rates and billing
Primary Contacts: Name, email
Signer Authority: Title and capacity

Step-by-step: complete a Service Offering Addendum

Follow these steps in order to prepare, review, and execute an enforceable addendum.

  • 01
    Prepare: Gather base agreement and existing SOW references.
  • 02
    Draft: Enter changes to scope, dates, and pricing clearly.
  • 03
    Review: Obtain legal and finance approvals for compliance.
  • 04
    Execute: Have authorized signers sign and retain copies.

Configure an online workflow for the addendum

Set up a consistent digital workflow so each addendum follows the same routing, authentication, and retention rules.

Field Recommended Setting
Signature Order Sequential routing recommended
Authentication Email + SMS OTP or SSO
Reminders Auto-send 3 reminders
Template Name Include client name and version

Where to send the addendum and how it is processed

Understand routing and final delivery so stakeholders receive executed copies and systems update billing or project plans.

  • Prepare Document: Attach base agreement reference and exhibits.
  • Send to Signers: Route per signature order with auth steps.
  • Signer Action: Sign, initial, and date required fields.
  • Finalize: Deliver executed copies and update records.

Delivery channels, formats, and integration needs

Ensure the chosen platform can produce an audit trail, export a tamper-evident signed file, and integrate signed data with CRM or ERP systems to automate billing and project records.

  • Supported Formats: PDF, DOCX, HTML, Excel
  • Integrations: Salesforce, NetSuite, Google Workspace, Microsoft 365
  • Authentication: Email, SMS code, SSO, KBA options

Key timelines and notice periods to include

Specify any time-based obligations and the deadlines that trigger payments, renewals, or termination to avoid ambiguity.

Effective Date and Start:

Sets when services and obligations commence.

Payment Due Date:

Specify net terms, e.g., Net 30 from invoice date.

Renewal Notice:

Provide required notice period, commonly 30 days.

Acceptance Period:

Define days for testing and formal acceptance.

Dispute Notice Window:

State time to notify of nonconformity, often 15 days.

Common preparation mistakes to avoid

  • Using informal language for scope that later leads to differing interpretations and scope creep disputes between teams or clients.
  • Mismatched legal names between contracts and tax forms that trigger payment holds or backup withholding obligations.
  • Failing to document termination or renewal mechanics so an addendum automatically renews or lapses unexpectedly.
  • Omitting signatory capacity or title, which can produce enforceability challenges if the signer lacks delegated authority.

Risks and consequences of an incorrect addendum

Contract Disputes: Litigation or arbitration risk
Payment Delays: Invoices contested or withheld
Tax Exposure: Backup withholding triggers
HIPAA Liability: For health data, fines possible
Invalid Notarization: Improper notarization can void filings
Statute Issues: Limitations affect enforcement

Real-world examples of addenda in action

Two customer examples show how an addendum clarifies scope without changing the primary contract.

Optica Ventures — COO

Optica standardized recurring project terms to reduce revisions and approvals.

  • Simplified approval for recurring projects.
  • They reported faster approvals and fewer version conflicts. Brian Fitzgibbons said: "The interface is simple and easy-to-use for our team; more importantly, it is just as easy for our customers."

Fertility Centers — Founder

A healthcare provider used addenda to add services while documenting privacy controls.

  • Captured HIPAA obligations in the addendum.
  • John Butler said: "The airSlate SignNow team has been exceptional, responsive, the API has been great, and we're extremely happy that we chose airSlate SignNow as a company."

How a Service Offering Addendum differs from related contract documents

Compare the addendum to common contract types so you choose the right document to express changes.

Document Type Service Offering Addendum Statement of Work Master Services Agreement
Primary Use amend existing services define deliverables set overall governance
Formality less formal formal project doc highly formal
When Used for specific changes at project start for entire relationship
Typical Signer authorized reps project managers senior execs or counsel

Practical tips to keep addenda clear and enforceable

Applying a few consistent practices reduces errors, speeds approvals, and minimizes legal risk.

Use clear, measurable language
Define deliverables, acceptance criteria, timelines, and payment triggers in measurable terms. Avoid vague descriptions such as 'reasonable efforts' unless you also provide objective benchmarks or examples to reduce interpretive disputes later.
Reference the base agreement precisely
Always cite the controlling agreement by title and execution date. State that the addendum amends and integrates with that agreement to prevent claims the addendum stands alone or contradicts the base contract.
Confirm signatory authority
Record the signer's title and capacity and, where necessary, attach a board resolution or delegated authority certificate. Lack of authority is a common ground to contest enforcement.
Attach exhibits and SOWs
Include any technical specifications, schedules, or pricing tables as exhibits. A well-ordered exhibit set prevents disputes about inclusion and ensures procurement and billing teams have a single source of truth.

Frequently asked questions about Service Offering Addenda

Answers to common questions about e-signing, notarization, authority, and amending executed addenda.


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