The following example serves as a template for creating a Contract for Work and Materials. It covers a wide range of possible situations involving contracts for work and services and can be adapted to suit the specific circumstances of each individual case. All clauses are intended as suggestions—the final wording will depend on the individual requirements and applicable law.
Contract for Work and Services – Sample Template
Contract for Work and Services entered into between
……………………………………………………………
Name and address of the company or individual
represented by ………… (if the client is a business or if an individual has appointed a representative)
hereinafter referred to as „Client" refers to
and
……………………………………………………………
Name and address of the company or individual
represented by ………… (if the contractor is a business or if an individual has appointed a representative)
hereinafter referred to as „Contractor" refers to
1. Compensation
- For the services specified in Section 2 of this contract, the Contractor shall receive compensation in the amount of …… euros.
- Payment is due upon successful acceptance of the work and receipt of an invoice.
- The client has 14 days from the due date to pay the fee.
- The client is entitled to a discount if payment is made within two days of the due date.
2. Subject Matter of the Contract and Contractual Services
- The Contractor agrees to produce the following work: …………………………… (Title of the work and, if applicable, a description, which may be attached as an appendix due to its length or because it contains sketches, plans, and drawings. In this case, a reference to the appendix must be included.)
- In return, the Contractor shall perform its services as follows: …………… (A list of services and a description of each service. Optionally, the list can be included here, and each item on the list can link to an attachment for further explanations.)
- This contract is therefore a contract for work and services. The provisions of §§ 631 et seq. of the German Civil Code (BGB) apply in addition to this contract.
3. Completion Date
- The completion date for the work specified in Section 2 of this contract is …… (Planned completion date)
- The work must be sent to the company's headquarters (or the client's place of residence, depending on the situation. If necessary, the address must be entered here if it differs from the address above) to be delivered for acceptance.
- If delivery of the work is delayed, the contractor must notify the client immediately. The contractor must also specify the reasons for the delay. (For time-sensitive projects, rules may be included here that provide for a reduction in the contract price. Alternatively, in the event of a delay that automatically renders performance impossible, it may be stipulated that the contractor waives its right to compensation.)
4. The Client’s Obligations to Cooperate
- The client is obligated to cooperate.
- To do so, he must provide the following materials: ……
- He also provides an expanded scope of work as follows: ……
5. Acceptance of the Work
- Acceptance takes place on the day the work is completed and delivered.
- The client and the contractor shall prepare a report for the acceptance. This report must be signed by both parties. If there are any defects, acceptance may be subject to a reservation.
- The defects identified are listed in detail in the report. If there are significant defects, the client may refuse acceptance, if appropriate. Alternatively, the client may demand corrective action.
- In the event of subsequent performance, the Contractor is obligated to remedy the identified defects without delay. The contractor must inform the client of the expected duration of the defect rectification. Upon completion of the defect rectification, the work must be resubmitted for acceptance. A new acceptance report will be prepared upon this re-acceptance.
- If defects are found again, acceptance of the work shall be deemed to have been refused and the contract shall be deemed to have failed.
6. Changes to Services
- The Client has the right to modify the services agreed upon in Section 2.
- The Contractor is entitled to additional compensation for the change in services, the amount of which shall be determined on a case-by-case basis. Before commencing the services, the Contractor must submit a written proposal to the Client regarding the modified services. The proposal must include the new amount of compensation and the earliest possible new completion date.
- If no agreement is reached regarding the changes, the amount of the associated compensation, or the extended deadline for delivery of the work, the contractor may refuse to make the changes to the services.
7. The Warranty
- The contractor must deliver the work free of material and legal defects in accordance with the applicable provisions of the Civil Code.
- The client has the right to demand corrective action in the event of defects.
- If the remedy fails, the client is entitled to further rights, such as performing the work themselves, a reduction in price, rescission, and damages.
8. Transfer of Ownership
- The work remains the property of the contractor until the client has paid the contractor the full amount of the contract price—including all additional charges for any changes to the services.
9. Liability
- The contractor is liable for gross negligence and willful misconduct.
- In addition, the Contractor shall also be liable for negligence in the event of a breach of material obligations under the contract, in the event of injury to health, bodily injury, or death, and for claims arising under the Product Liability Act.
- Material contractual obligations are all obligations whose fulfillment is necessary to achieve the purpose of this contract.
10. Place of Performance and Jurisdiction
- The place of performance for all obligations under this contract is the Contractor's registered office. (or the customer’s place of residence, if that was specified as the shipping address. Unless otherwise specified, the contractor’s workshop is the place of performance. The place of performance for subsequent performance is generally the location of the work, unless otherwise agreed.)
- The place of jurisdiction for all disputes arising from this contract shall be …… . (Any agreements regarding the forum are effective only between merchants or between legal entities under public law. Agreements with a consumer are not taken into account.)
11. Final Provisions
- All provisions and agreements set forth in this contract must be in writing. Oral side agreements are invalid.
- Any amendments or additions to this contract must also be made in writing.
- Should any individual provisions or agreements in this contract be invalid, the remainder of the contract shall remain unaffected. Both parties agree to agree on provisions and agreements that are permissible under the law and, at the same time, most closely reflect the intended terms of the contract.
Place, Date:
……………………………………………………………
(Signature of the client or representative)
(First Name and Last Name)
Place, Date:
……………………………………………………………
(Signature of the Contractor or Representative)
(First Name and Last Name)
All attachments: (if available)
Legal Notices Regarding the Sample Contract for Work and Services
This contract-for-services template was chosen to cover a wide range of possible contracts for services. Accordingly, it is necessary to replace the wording provided here with your own wording that applies to the specific circumstances. Thus, this sample contract serves as a guide, a checklist, and, to a limited extent, a drafting aid. It is intended to provide suggestions and help strike a balance between the interests of both parties.
This sample contract does not replace your own review of the facts or the drafting of the desired contract on your own responsibility. If in doubt, it is recommended that you seek legal advice from an attorney.
Furthermore, the sample contract is merely a suggestion regarding the possible terms. It is possible to establish and agree upon many other provisions on your own. This depends on the specific circumstances of each case and the intent behind the contract. Therefore, before adopting the contract, its contents should be carefully reviewed to determine whether they are suitable for the specific case and whether they represent the best possible wording in that instance.
Furthermore, it should be noted that the law is constantly evolving. Therefore, it is necessary to adapt the text to the currently applicable legislation. Here, too, it is recommended that a lawyer draft the exact terms of a contract in accordance with the currently applicable legislation.
Additional information: Contract for Work and Services – Legal Aspects
FAQ: Frequently Asked Questions About Contracts for Work and Services
A contract for work and services is a contract under which the contractor undertakes to produce a specific work and the client undertakes to pay an agreed-upon fee. Unlike a service contract, the contractor is obligated not only to perform work but also to achieve a specific result. The legal basis for this is provided by Sections 631 et seq. of the German Civil Code (BGB).
In principle, a contract for work and services can also be concluded verbally and is legally binding in that case. However, for evidentiary purposes, it is always advisable to use the written form. For complex projects, higher fees, or long terms, a written contract is strongly recommended. The final provisions of this template expressly require that all agreements be in writing.
Payment is generally due upon acceptance of the work. This template also specifies that receipt of an invoice is a prerequisite. The payment term is 14 days from the due date. A discount is available if the client pays within two days of the due date.
In the event of defects, the client may initially demand rectification. If this fails, the client is entitled to further remedies: performing the work themselves, reducing the compensation, rescinding the contract, or claiming damages. Material defects may lead to a refusal to accept the work. The acceptance process is documented in a report signed by both parties.
Yes, the client has the right to modify the scope of services. However, the contractor must submit a written proposal specifying the adjusted compensation and a new completion date. If no agreement is reached, the contractor may refuse the changes. Changes always entitle the contractor to additional compensation.
Under this model contract, the work remains the property of the contractor until the contract price has been paid in full—including all payments for any changes to the scope of work. This is a retention of title intended to protect the contractor against non-payment.