Change Plan Template

CHANGE PLAN TEMPLATE

Parties and Effective Date

This Change Plan Template (the Agreement) is entered into as of between Client Name: and Provider Name: .

Recitals

WHEREAS, Client maintains systems, processes, or projects that may require changes to scope, configuration, schedule, or resources (the Project); and

WHEREAS, Provider has been engaged to plan, coordinate, and implement approved changes to the Project in accordance with the terms of this Change Plan; and

WHEREAS, the parties desire to document the objectives, scope, deliverables, schedule, responsibilities, and payment terms applicable to the changes described below.

Change Plan Reference

Scope of Work

Provider shall perform the services described below in accordance with the schedules and acceptance criteria set forth in this Change Plan. All services shall be performed in a professional and workmanlike manner and in conformance with applicable industry standards.

Milestones and Schedule

The following milestones constitute the primary schedule for implementation. Dates are estimated and subject to change only by written amendment signed by authorized representatives of both parties.

Responsibilities

Each party shall perform the responsibilities allocated to it below. Provider shall coordinate change execution, testing, documentation, and handover. Client shall provide access, timely approvals, and necessary resources.

Payment Terms

Payment shall be made in accordance with the schedule below. All fees are exclusive of taxes unless otherwise stated. Provider shall submit invoices in accordance with the invoicing schedule.

Term and Termination

This Change Plan commences on the Start Date and continues until the Completion Date unless earlier terminated as provided below.

Either party may terminate this Change Plan for material breach if the breach remains uncured for the notice period specified above following written notice. Termination shall not relieve Client of payment obligations for services performed prior to termination nor Provider of obligations to deliver completed work and return Client property.

Confidentiality

Each party shall keep confidential and shall not disclose to any third party any Confidential Information of the other party obtained in connection with this Change Plan. Confidential Information includes non-public business information, technical data, trade secrets, and any other information marked or reasonably understood to be confidential. The receiving party shall use Confidential Information solely to perform its obligations hereunder and shall take reasonable measures to protect such information.

The obligations in this section do not apply to information that: (a) is or becomes public other than by breach of this Agreement; (b) is known to the receiving party prior to disclosure; or (c) is required to be disclosed by law or valid legal process, provided the disclosing party is given prompt notice where permitted and reasonable assistance in seeking protective measures.

Parties acknowledge and agree to the confidentiality obligations set forth above.

Change Control and Amendments

Changes to scope, schedule, or fees shall be requested in writing and documented as Change Orders. No Change Order shall be effective without written approval signed by authorized representatives of both parties. Provider shall not commence work on a proposed change pending Client authorization except as expressly agreed in writing.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of law principles.

Entire Agreement

This Change Plan, including any executed Change Orders, constitutes the entire agreement between the parties with respect to the subject matter herein and supersedes all prior and contemporaneous understandings, proposals, or agreements, whether written or oral. No amendment or waiver shall be effective unless in writing and signed by authorized representatives of both parties.

Notices

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