Accurate
Country-specific legal content
Drafted with legal expertise for each jurisdiction, far more thorough than AI-generated drafts that copy generic clauses across borders.
BusinessIN
Free Service Agreement Template for India
Define the scope, payment terms, and obligations for any service engagement in India with a legally sound Service Agreement. Our template addresses GST at 18%, intellectual property ownership, and dispute resolution under Indian law.
Free to useInstant PDFNo account required
PDF (free) + editable Word (.docx) with Expert
SERVICE AGREEMENT
SERVICE PROVIDER
Nexus Technologies Private Limited
Suite 405, Maker Chambers IV, Nariman Point, Mumbai - 400 021, Maharashtra
CIN/PAN: U74999MH2018PTC123456
+91 22 6654 3210
accounts@nexustechnologies.in
CIN/PAN: U74999MH2018PTC123456
+91 22 6654 3210
accounts@nexustechnologies.in
By: Director
CLIENT
BlueSky Solutions Private Limited
Level 8, DLF Cyber City, Sector 24, Gurugram, Haryana - 122 002, Delhi (NCT)
CIN/PAN: U72200DL2020PTC098765
+91 11 4321 9876
procurement@bluesky.in
CIN/PAN: U72200DL2020PTC098765
+91 11 4321 9876
procurement@bluesky.in
By: Managing Director
RE: Service Agreement
Commencement: 1 May 2026
This Service Agreement ("Agreement") is entered into as of 1 May 2026 by and between Nexus Technologies Private Limited ("Service Provider") and BlueSky Solutions Private Limited ("Client"), each a "Party" and together the "Parties". This Agreement is made and enforceable under the Indian Contract Act, 1872 ("ICA 1872").
1.
SCOPE OF SERVICES
The Service Provider agrees to provide the following services to the Client ("Services"):
Design, development and deployment of a cloud-based enterprise resource planning (ERP) module for inventory and logistics management. Deliverables include: functional specification document, backend API development (Node.js), frontend dashboard (React), database schema (PostgreSQL), unit test coverage ≥80%, UAT support and go-live deployment on AWS.
The Service Provider shall commence the Services on 1 May 2026 and the engagement shall continue for 6 months. The Service Provider shall perform the Services in a professional and workmanlike manner in accordance with applicable industry standards. The Client shall provide all necessary information, access, and cooperation required by the Service Provider to deliver the Services (ICA 1872 s. 10 — essentials of a valid contract; s. 51 — reciprocal obligations).
Design, development and deployment of a cloud-based enterprise resource planning (ERP) module for inventory and logistics management. Deliverables include: functional specification document, backend API development (Node.js), frontend dashboard (React), database schema (PostgreSQL), unit test coverage ≥80%, UAT support and go-live deployment on AWS.
The Service Provider shall commence the Services on 1 May 2026 and the engagement shall continue for 6 months. The Service Provider shall perform the Services in a professional and workmanlike manner in accordance with applicable industry standards. The Client shall provide all necessary information, access, and cooperation required by the Service Provider to deliver the Services (ICA 1872 s. 10 — essentials of a valid contract; s. 51 — reciprocal obligations).
2.
FEES AND PAYMENT
In consideration of the Services, the Client shall pay the Service Provider a total fee of INR 5,00,000.00 INR (exclusive of applicable taxes). Payment shall be made milestone-based payments as agreed between the Parties. Goods and Services Tax (GST) at the rate of 18% shall be levied on all invoices raised under this Agreement in accordance with the CGST Act, 2017 and applicable SGST/IGST legislation. The Client shall pay GST in addition to the fees stated above. The Client shall deduct Tax Deducted at Source (TDS) from each payment under Section 194J (Professional/Technical Services) of the Income Tax Act, 1961 ("ITA 1961") at the rate of 10%. The Client shall deposit the deducted TDS with the Income Tax Department and furnish a TDS Certificate (Form 16A) to the Service Provider within the prescribed timelines. All payments shall be made by way of NEFT / RTGS / account payee cheque to the bank account notified by the Service Provider in writing. Time for payment shall be of the essence (ICA 1872 s. 55).
3.
LATE PAYMENT AND INVOICING
All invoices shall be payable within 30 days of the invoice date. In the event of delayed payment, the Client shall pay interest on the overdue amount at the rate of 18% per annum calculated on a daily basis from the due date until the date of actual payment (ICA 1872 s. 74 — reasonable pre-estimate of loss). The Service Provider shall submit invoices within 5 days of milestone completion.
4.
INTELLECTUAL PROPERTY AND CONFIDENTIALITY
With respect to all work product, deliverables, code, documents, designs, or materials ("Deliverables") created by the Service Provider under this Agreement: all intellectual property created, developed, or conceived by the Service Provider in the course of providing the Services shall vest exclusively in and be assigned to the Client upon creation, including all copyrights, patents, designs, and related rights (consistent with Copyright Act, 1957 s. 17 and Patents Act, 1970).
Each Party shall keep confidential all non-public information disclosed by the other Party in connection with this Agreement and shall not disclose such information to any third party without prior written consent. This obligation shall survive termination or expiry of this Agreement for a period of 24 months. Where personal data is involved, the confidentiality obligation is supplemented by the obligations under DPDPA 2023 described below.
Each Party shall keep confidential all non-public information disclosed by the other Party in connection with this Agreement and shall not disclose such information to any third party without prior written consent. This obligation shall survive termination or expiry of this Agreement for a period of 24 months. Where personal data is involved, the confidentiality obligation is supplemented by the obligations under DPDPA 2023 described below.
5.
LIABILITY, INDEMNITY AND DISPUTE RESOLUTION
Limitation of Liability: The maximum aggregate liability of either Party to the other under or in connection with this Agreement shall not exceed INR 5,00,000.00 INR, whether in contract, tort (including negligence), breach of statutory duty, or otherwise (ICA 1872 s. 73–74). This limitation does not apply to death or personal injury caused by negligence or to liability arising from fraud or wilful misconduct.
Indemnification: Each Party shall indemnify and hold harmless the other against third-party claims arising directly from its own breach, fraud, gross negligence or wilful misconduct.
Dispute Resolution: Any dispute, controversy, or claim arising out of or in connection with this Agreement shall be finally resolved by arbitration in accordance with the Arbitration and Conciliation Act, 1996 ("ACA 1996"). The seat and venue of arbitration shall be Mumbai, Maharashtra. The arbitration shall be conducted in English by a sole arbitrator. The award shall be final, binding, and enforceable under Part I of ACA 1996. Either Party may seek urgent interim relief from a court of competent jurisdiction under ACA 1996 s. 9.
Indemnification: Each Party shall indemnify and hold harmless the other against third-party claims arising directly from its own breach, fraud, gross negligence or wilful misconduct.
Dispute Resolution: Any dispute, controversy, or claim arising out of or in connection with this Agreement shall be finally resolved by arbitration in accordance with the Arbitration and Conciliation Act, 1996 ("ACA 1996"). The seat and venue of arbitration shall be Mumbai, Maharashtra. The arbitration shall be conducted in English by a sole arbitrator. The award shall be final, binding, and enforceable under Part I of ACA 1996. Either Party may seek urgent interim relief from a court of competent jurisdiction under ACA 1996 s. 9.
6.
GENERAL PROVISIONS
Governing Law: This Agreement shall be governed by and construed in accordance with the laws of India. Entire Agreement: This Agreement constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior negotiations, understandings, and agreements. Amendment: No amendment is valid unless made in writing and signed by authorised representatives of both Parties. Severability: If any provision is held invalid by a competent court, the remaining provisions shall continue in full force and effect. Force Majeure: Neither Party shall be liable for delay or failure caused by events beyond its reasonable control. Electronic Execution: This Agreement may be executed electronically; electronic signatures are valid under the Information Technology Act, 2000 (IT Act 2000 s. 5). Notices: All notices shall be in writing and delivered to the addresses stated above or such other address as a Party may notify in writing.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date indicated.
SERVICE PROVIDER
Director
Nexus Technologies Private Limited
Date: ____________________
CLIENT
Managing Director
BlueSky Solutions Private Limited
Date: ____________________
Available as a print-ready PDF or an editable Microsoft Word (.docx) file.
What Is a Service Agreement in India?
A Service Agreement is a legally binding contract between a service provider and a client that governs the terms under which services will be provided. In India, service agreements are used across all industries — from IT services and consulting to marketing, construction, event management, and professional services. The agreement specifies the scope of work, timelines, fees, payment schedules, intellectual property rights, and the consequences of non-performance.
Indian businesses increasingly rely on formal service agreements to manage risk, set clear expectations, and protect both parties in the event of a dispute. A well-drafted service agreement reduces ambiguity about deliverables and payment obligations, which are common sources of commercial disputes in India. It also addresses applicable taxes — including the Goods and Services Tax (GST) under the Central Goods and Services Tax Act 2017, which applies at 18% on most professional and business services in India.
Under Indian law, service agreements are enforceable contracts under the Indian Contract Act 1872. They must satisfy the essential elements of a valid contract — offer, acceptance, consideration, free consent, competent parties, and a lawful object. The IT Act 2000 permits electronic execution of service agreements. Where the service involves personal data, the Digital Personal Data Protection Act 2023 (DPDPA) imposes additional obligations on both data fiduciaries and data processors operating in India. Disputes may be resolved through Indian courts or, more efficiently, through arbitration under the Arbitration and Conciliation Act 1996.
What's Covered in This Service Agreement Template
Our India-specific Service Agreement template includes all essential clauses for a professional engagement under Indian law.
Parties & Engagement Details
Identifies the service provider and client with full legal names, registered addresses, GST Identification Numbers (GSTIN), and PAN where applicable.
Scope of Services
Defines precisely what services are to be provided, including any deliverables, milestones, and performance standards expected by the client.
Fees & Payment Terms
Sets out the service fee in Indian Rupees (₹), payment schedule, GST at the applicable rate, late payment interest, and invoicing requirements.
Term & Renewal
Specifies the start date, end date, and any provisions for renewal or extension of the service engagement.
Intellectual Property Ownership
Addresses ownership of work product, software, designs, or other IP created during the engagement — distinguishing between pre-existing IP and newly created work.
Confidentiality
Protects confidential information exchanged during the engagement, with obligations aligned with the DPDPA 2023 where personal data is processed.
Representations & Warranties
Includes warranties from both parties — the service provider warrants professional quality of services; the client warrants timely payment and cooperation.
Limitation of Liability
Caps the maximum liability of each party to the fees paid under the agreement, protecting both sides from disproportionate claims.
Termination
Sets out rights to terminate for convenience (with notice) or for cause (e.g., material breach, insolvency), along with consequences of termination including payment for work completed.
Independent Contractor Status
Clarifies that the service provider is an independent contractor, not an employee, avoiding Provident Fund, ESI, and other statutory employment obligations under Indian labour law.
Governing Law & Jurisdiction
Specifies Indian law as the governing law and designates a specific Indian court or arbitral tribunal for dispute resolution.
Dispute Resolution & Arbitration
Includes a structured dispute resolution process — escalation to senior management, followed by arbitration under the Arbitration and Conciliation Act 1996.
How to Create a Service Agreement in India
Follow these steps to prepare a professionally drafted Service Agreement that complies with Indian law.
- 1
Identify the Parties
Include the full legal names, registered office addresses, GSTINs, and PANs of both the service provider and the client. For companies, note the CIN and the authorised signatory.
- 2
Define the Scope of Services
Be as specific as possible about the services to be provided, deliverables, timelines, and quality standards. Ambiguity about scope is the most common cause of service disputes in India.
- 3
Set Fees, GST & Payment Terms
Specify the total fee in ₹, GST at the applicable rate (typically 18% for most services under CGST Act 2017), payment milestones, and the mode of payment. Address TDS deduction obligations under the Income Tax Act 1961 if applicable.
- 4
Address IP and Confidentiality
Clearly state who owns the work product. Include a robust confidentiality clause, and where personal data is processed, ensure the agreement complies with DPDPA 2023.
- 5
Execute on Stamp Paper
Print and execute the agreement on non-judicial stamp paper of the appropriate denomination under the Indian Stamp Act 1899. Both parties should retain a fully signed original.
Why Doxuno documents are different
Four things that make our templates more thorough than AI-generated drafts and more current than static template libraries.
Always current
Always current with the law
Templates carrying statute references are continuously updated as the law changes. Your document always reflects the current legal framework.
Free PDF
Print-ready PDF
Free to download. Vector text, embedded fonts, statute citations baked in. Print, sign, file. Ready for any signing flow including electronic signature.
Word · .docx
Editable Word (.docx)
Continue editing in Word after download. Add custom clauses, reuse the template for similar agreements, or share with a colleague for collaborative review.
Requires Expert one-time unlock or any paid Doxuno subscription.
Legal Considerations for Service Agreements in India
Be aware of these important Indian legal requirements when entering a service agreement.
This template is for informational purposes only and does not constitute legal advice. Consult a qualified Indian advocate or legal practitioner for advice specific to your situation.
Reviewed for Indian law
GST on Services in India
Under the Central Goods and Services Tax Act 2017 and the Integrated Goods and Services Tax Act 2017, most professional and business services attract GST at 18%. Service providers with an annual turnover above the GST registration threshold must register, charge, and remit GST. The service agreement should clearly state whether the quoted fee is inclusive or exclusive of GST and include the GSTIN of both parties.
TDS Deduction Requirements
Under the Income Tax Act 1961, certain payments to service providers (including professional fees, technical services, and managerial services) are subject to Tax Deducted at Source (TDS). The client is typically required to deduct TDS at the applicable rate and deposit it with the government. The service agreement should address TDS obligations and the issuance of Form 16A or Form 26AS credit.
Independent Contractor vs Employee
Misclassification of an independent contractor as an employee can expose a business to significant liability under Indian labour law, including obligations under the Employees' Provident Funds and Miscellaneous Provisions Act 1952 and the Employees' State Insurance Act 1948. The service agreement should expressly state the independent contractor relationship and avoid creating employment-like terms (fixed hours, exclusive service, equipment provision).
DPDPA 2023 Data Processing Obligations
Where the service involves processing personal data of Indian residents, both parties must comply with the Digital Personal Data Protection Act 2023. The service agreement should include a data processing addendum or relevant clauses addressing lawful purpose, data security, retention, and the rights of data principals.
Frequently Asked Questions
Create Your India Service Agreement Today
Use Doxuno's free Service Agreement template to engage clients and service providers in India with clarity and confidence. Customise, download as PDF, and execute in minutes.
Free PDF · Editable Word with Expert · No account required