"Business Contract Template"

What Is a Business Contract?

A Business Contract is a legally binding document signed by two parties to exchange goods or services for a certain consideration, typically money. Whether you want to purchase goods or services, supply them, or enter into a partnering agreement with another entity, you need to prepare a Business Contract to outline the contractual obligations and commitments. This agreement should include four major elements inherent to any type of Business Contract - offer, acceptance, consideration, and intention to enter into the transaction.

If you need to create a Contract for Business, download a ready-made one below or compose a more personalized document with the help of our online form builder.

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How to Write a Business Contract?

There is no particular format a Contract for Business should follow - you are free to add whatever you deem significant to this document. A standard Business Contract Agreement should contain the following details:

  1. Identification of the parties. Do not forget to add the parties' mailing addresses and telephone numbers for quick communication;
  2. Definitions of the terms used in the document - to avoid repetition, you can clarify what "goods" or "services" mean on the first page of the contract;
  3. Duration of the agreement;
  4. Full description of the goods or services to provide and receive. Just like a Service Contract, this agreement allows the parties to define the scope of work as specifically as possible. It is done to avoid the situation where one party expects the consideration to include certain actions and perks not established in writing;
  5. Payment information. Negotiate payment schedule and interest added to late payments;
  6. Insurance and indemnity clause - either an insurance provider or the breaching party will compensate the non-breaching party for any damage or loss arising out of the agreement;
  7. Guarantees and warranties that cover all goods and services or a limited to specified parts of the subject matter;
  8. Termination clause. It is possible to agree on penalties for the party that breaches the agreement or terminates it early;
  9. Special conditions - you may need to add a confidentiality clause, non-compete clause, and other terms applicable to your particular situation;
  10. Signatures of the parties and the actual date of signing. If you want to add an extra layer of protection to your contract, you may notarize the agreement.

What is a Business to Business Contract?

A Business to Business Contract, also known as a B2B Agreement, means a legal document signed by two businesses to render services for a fee or transfer goods from one company to another - usually, it is a transaction between a manufacturer and retailer. Its main characteristic is the identity of the parties - they are always businesses, unlike in a Business to Customer Contract, where one party is a business and another is an individual.

When it comes to a Business to Business Contract, companies take their time to make a decision on which product or service to purchase, and the final decision is always based on the profit potential. Individual clients make small purchases for their personal use, and their decision-making process is quick. Otherwise, a B2B Contract must contain the same terms and conditions as any other type of Contract for Business to make the commercial transaction outlined in the agreement valid.


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Business Contract
This ​ B usiness Contract ​ ( hereinafter referred to as the “Contract”) is entered into as of
_________________ by and between ______________________, with a mailing address
of _____________________________________________________________________
(hereinafter referred to as the “Client”) and ______________________, with a mailing
address of ______________________________________________________________
(hereinafter referred to as the “Provider”) for the performance of services as set forth in
the statement of work (hereinafter referred to as the “Statement(s) of Work”) attached to
and made part of this Contract from time to time as Exhibits.
1. Scope of Work. The work to be performed by Provider under this Business Contract
(hereinafter referred to as the “Services”) shall be as set forth in the Provider’s
Statements of Work.
The Provider will exercise their best efforts to complete the Services in a diligent and
professional manner, at the price and on the schedule, and stated in each Statement of
Work. The Provider shall supply, at the Provider’s sole expense, all necessary off-site
equipment, materials, tools, and supplies to perform the necessary Services.
If the Client provides any tools, equipment and materials, they will be used exclusively
for the Client’s related projects and it will be returned at the conclusion of the work
described in this Contract. No subcontractors or consultants shall be engaged to carry out
any part of the Services without prior written permission of the Client. The Client shall
have the right at any time to request the immediate replacement of the Provider’s
personnel.
2. Term. The term of this Contract is for ______________________ from the date of its
execution by the Provider or until the completion of the work described in any Statement
of Work, whichever is later.
3. Payment. ​ T he Provider will invoice the Client for the Services performed within
______________________ days of performance of any duties. The Client will pay the
Provider as set forth in each Statement of Work within ______________________ days
of receipt and acceptance of such invoice.
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Business Contract
This ​ B usiness Contract ​ ( hereinafter referred to as the “Contract”) is entered into as of
_________________ by and between ______________________, with a mailing address
of _____________________________________________________________________
(hereinafter referred to as the “Client”) and ______________________, with a mailing
address of ______________________________________________________________
(hereinafter referred to as the “Provider”) for the performance of services as set forth in
the statement of work (hereinafter referred to as the “Statement(s) of Work”) attached to
and made part of this Contract from time to time as Exhibits.
1. Scope of Work. The work to be performed by Provider under this Business Contract
(hereinafter referred to as the “Services”) shall be as set forth in the Provider’s
Statements of Work.
The Provider will exercise their best efforts to complete the Services in a diligent and
professional manner, at the price and on the schedule, and stated in each Statement of
Work. The Provider shall supply, at the Provider’s sole expense, all necessary off-site
equipment, materials, tools, and supplies to perform the necessary Services.
If the Client provides any tools, equipment and materials, they will be used exclusively
for the Client’s related projects and it will be returned at the conclusion of the work
described in this Contract. No subcontractors or consultants shall be engaged to carry out
any part of the Services without prior written permission of the Client. The Client shall
have the right at any time to request the immediate replacement of the Provider’s
personnel.
2. Term. The term of this Contract is for ______________________ from the date of its
execution by the Provider or until the completion of the work described in any Statement
of Work, whichever is later.
3. Payment. ​ T he Provider will invoice the Client for the Services performed within
______________________ days of performance of any duties. The Client will pay the
Provider as set forth in each Statement of Work within ______________________ days
of receipt and acceptance of such invoice.
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It is understood that payments to the Provider for the Services shall be made in full as
agreed, without any deductions for taxes of any kind whatsoever, in conformity with the
Provider’s status as an independent contractor.
4. Acceptance. ​ T he Deliverables, as defined in each Statement of Work, shall be deemed
accepted by the Client upon completion of the following acceptance test:
● Immediately upon receipt of said Deliverables, the Client shall promptly, but in
not more than ___________________ days (hereinafter referred to as the
“Acceptance Period”), perform testing of the Deliverables to confirm that the
Deliverables perform in accordance with the documentation or other standards
applicable thereto as set forth in the applicable Statement of Work.
● Within ___________________ business days following the end of the Acceptance
Period, the Client shall either provide the Provider with written acceptance of the
Deliverables or deliver to the Provider a detailed written statement of
nonconformities to be corrected prior to the Client’s acceptance of the
Deliverables.
Any such written statement of nonconformities shall provide sufficient detail to enable
the Provider to remedy the failure to conform to the completion criteria contained in the
applicable Statement of Work.
Unless otherwise agreed to in writing by the Parties, the Provider will redeliver corrected
Deliverables to the Client within a reasonable amount of time after receipt of such
statement of nonconformities.
Following redelivery of corrected Deliverables, a new acceptance test shall be
immediately commenced by the Client. If the Client fails to provide written acceptance or
a written statement of nonconformities within ___________________ days following the
last Acceptance Period, or such other mutually acceptable period, of initial receipt of said
Deliverables, the Deliverables shall be deemed immediately accepted by the Client.
5. Intellectual Property. The Client will retain ownership of any data, information, or
intellectual property furnished to the Provider in connection with this Contract
(hereinafter referred to as the “Provider’s Intellectual Property”).
The Client will own any intellectual property that results from the Services, including
without limitation software (in both machine-readable form and in source code form),
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data, and other information, excluding any intellectual property generated by the Provider
in performing the Services that relates solely to the Provider’s business, which shall be
the property of the Provider; provided that the Client shall have the right to use such
intellectual property in accordance with the following license terms:
● The Client may use the Provider’s Intellectual Property solely in connection with
the Services, for the purpose for which those products were originally purchased;
● The Client may not transfer, sell, or otherwise dispose of any of the Provider’s
Intellectual Property without the prior written consent of the Provider;
● This license gives no title or ownership rights to the Provider’s Intellectual
Property or related intellectual property to the Client;
● If software source code is delivered to the Client under this license, the Client
agrees to keep the source code strictly confidential. If software object code is
delivered, the Client will not copy or modify the software or subject the software
to any process intended to create computer source code from the Provider’s
Intellectual Property;
● The Client agrees to reproduce or retain all copies of any of the Provider’s
Intellectual Property, all copyright notices and other proprietary legends, and all
trademarks or service marks of the Provider;
● The Client will have no right to assign or sell the license granted herein to others;
● Separate licensing agreements will be negotiated for any of the Provider’s
commercial off-the-shelf type products if such items are ordered by the Client.
6. Confidentiality. For the purposes of this Contract, the term “Information” shall mean
any information that the Provider may receive from the Client pursuant to this Contract
where such information if the Provider receives it in written form is marked
“Confidential” and if the Provider does not receive it in written form is declared by the
Client in writing to be confidential within ___________________ after disclosure.
The Provider shall maintain the Information in confidence with the same degree of care
they hold their own confidential information. The Provider shall not use the Information
except to perform the Services.
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The Provider will disclose the Information only to their officers and employees directly
concerned with the Statements of Work but will neither disclose the Information to any
third party nor use the Information for any other purpose. The Provider’s obligation of
nondisclosure and the limitations upon the right to use the Information shall not apply to
the extent that the Provider can demonstrate that the Information:
● Was in the possession of the Provider prior to the time of the disclosure;
● Becomes public knowledge through no fault or omission of the Provider;
● Is obtained by the Provider from a third party under no obligation of
confidentiality to the Client.
All Information will be returned or, in the case of the Statements of Work, delivered to
the Client upon the termination of this Business Contract for any reason, except for one
copy, which the Provider may use for the sole purpose of determining their continuing
confidentiality obligation to the Client under this Contract.
All obligations of the Provider under this Section shall survive the termination of this
Contract for a period of ___________________.
7. Indemnification. The Provider understands that, since they are an independent
contractor, any property damage or personal injury suffered by the Provider in the course
of carrying out any duties under this Contract will be the sole responsibility of the
Provider. No worker’s compensation insurance shall be obtained by the Client concerning
the Provider or any employees of the Provider’s. The Provider will comply with worker’s
compensation laws and will provide a certificate of worker’s compensation insurance,
where applicable.
The Client agrees to indemnify and hold the Provider harmless against all claims, suits,
demands, losses, liabilities, damages or injuries (hereinafter referred to as the
“Liabilities”) that arise out of the Client’s use of the Services, except to the extent such
Liabilities result from the negligence or wrongdoing of the Provider.
The Provider agrees to indemnify and hold the Client harmless against all demands,
claims, suits, liabilities, damages, losses, or injuries that arise out of the Provider’s
performance of this Contract, except to the extent such Liabilities result from the
negligence or wrongdoing of the Client.
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8. Limitation of Liability. ​ I n no event will either Party be liable for any special, indirect,
consequential, or incidental damages.
9. Termination for Convenience. The Client may terminate this Contract or any
Statement of Work without cause by giving ___________________ notice to the
Provider in writing.
10. Termination for Breach. If either Party breaches this Contract, the other may
terminate this Contract if the breaching Party does not cure the breach within
___________________ of written notice of the same. The termination shall be without
prejudice to any rights which may have been accrued to either Party before termination.
11. Force Majeure. ​ N either the Client nor the Provider shall be liable for failure of or
delay in performing obligations set forth in this Contract, and neither shall be deemed in
breach of their obligations, if such failure or delay is due to natural disasters or any
causes reasonably beyond the control of the Client or the Provider.
12. Governing Law. The Parties agree that this Contract shall be governed by the laws of
______________________.
S tate
The Parties agree to the terms and conditions set forth above as demonstrated by their
signatures as follows:
CLIENT
PROVIDER
Name: _____________________
Name: _____________________
Signed: ____________________
Signed: ____________________
Date: ______________________
Date: ______________________
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