A service agreement is an agreement between two parties– customer and supplier– for services to be performed.  The agreement outlines terms for the provision of services.  The purpose is to ensure that both parties understand expectations and obligations of their arrangement.  Terms often include:

• period of performance
• nature of the services to be provided in a detailed, concise scope of work
• payment terms (e.g., amount, invoicing schedule, milestone dates, etc.)
• limitation of liability
• provisions for amendments and termination
• legal authority and governing law

Bat Caves

Dr. Bruce Wayne is a faculty member in the Colorado State University (CSU) Department of Computer Science.  There he operates a center that specializes in 3D modeling and digital printing.  Dr. Wayne is approached by a local outfitter to recreate parts of a rock climbing region in the Batu Caves of Kuala Lumpur, Malaysia.  The company said it would supply Dr. Wayne with images from inside the caves and of popular climbs, highlighting the main rock features used by climbers to scale the limestone walls.  Their intent is to recreate the Batu Cave routes on an indoor climbing wall in Fort Collins.

Dr. Wayne readily agrees and sketches out a work plan and cost estimate.  After shaking hands on the deal, Dr. Wayne begins working on the 3D model in good faith and discovers the project will take longer than anticipated.  He sends the outfitters his model and says he will need more time to complete the 3D printing portion of the project.  He hears nothing back from the outfitters and learns that they approached Dr. Bane at UC-Boulder to complete the fabrication of the rock face and climbing holds based on his models.

In the above case study, how might Dr. Wayne have benefited from having a service agreement in place prior to beginning work?

In the spirit of collaboration and in an effort to expedite processes, researchers might be tempted to begin work prior to putting an appropriate agreement in place.  If Dr. Wayne had worked with his department administrator and the Office of Sponsored Programs (OSP) on a cost estimate and scope of work, the need for having a service agreement in place prior would have arisen.  Had Dr. Wayne had a service agreement in place, he may have gotten paid for his work on the 3D model and may have been able to extend the agreement to include the printing.

Lesson Learned:  If approached by an outside entity to perform a service, be sure to contact the CSU Office of Sponsored Programs and your departmental administrator.  OSP can help write a service agreement that details the nature of the work to be performed, time frame, deliverables, costs, and amendment and termination clauses.  When in doubt over what type of agreement you need (see posts on material transfer agreements, non-disclosure agreements, and other agreement types), contact the Office of Sponsored Program at [email protected].