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Client Management Agreement

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CLIENT MANAGEMENT AGREEMENT

This Client Management Agreement (the Agreement) is entered into as of Effective Date: by and between Client Name: with principal address at and Manager Name: with principal address at .

RECITALS

WHEREAS, the Client desires to engage the Manager to provide management, oversight and coordination services as set forth in this Agreement; and

WHEREAS, the Manager has the experience, personnel and capability to perform such services and is willing to perform those services on the terms and conditions contained herein.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:

SCOPE OF WORK

The Manager shall perform the services described above (Services) in a professional and timely manner, using personnel reasonably qualified for the tasks assigned. The Manager will report regularly to the Client and will comply with all reasonable policies and procedures provided in writing by the Client.

PAYMENT TERMS

All fees are exclusive of applicable taxes. The Manager shall submit invoices in accordance with the Payment Schedule. Unless otherwise agreed in writing, Client shall pay undisputed invoices within thirty (30) days of receipt. Disputed portions shall be resolved promptly but Client shall pay any undisputed portion.

TERM AND TERMINATION

Either party may terminate this Agreement without cause upon written notice to the other party in accordance with the notice period above. This Agreement may be terminated immediately by either party for material breach that remains uncured after fifteen (15) days' written notice, or for insolvency, appointment of a receiver, or assignment for the benefit of creditors.

CONFIDENTIALITY

For the purposes of this Agreement, Confidential Information means any non-public information disclosed by one party to the other, whether oral, written or electronic, that is designated confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information does not include information that is (a) already known to the receiving party without obligation of confidentiality, (b) publicly available other than by breach of this Agreement, (c) rightfully received from a third party without restriction, or (d) independently developed by the receiving party without use of the disclosing party's Confidential Information.

The receiving party shall: (i) use Confidential Information solely to perform obligations or exercise rights under this Agreement; (ii) restrict disclosure of Confidential Information to its employees, contractors and advisors who have a need to know and who are bound by confidentiality obligations at least as protective as those in this Agreement; and (iii) exercise at least the same degree of care to protect Confidential Information as it uses to protect its own confidential information, but in no event less than reasonable care. The obligations of confidentiality shall survive termination of this Agreement for a period of .

NOTICES

INDEMNIFICATION AND LIMITATION OF LIABILITY

Each party shall indemnify, defend and hold harmless the other party from and against any claims, liabilities, losses, damages and expenses (including reasonable attorneys' fees) arising out of the indemnifying party's breach of this Agreement, negligence or willful misconduct. Except for a party's indemnification obligations or breaches of confidentiality, neither party shall be liable to the other for indirect, incidental, consequential or punitive damages, and each party's aggregate liability shall be limited to direct damages up to the amount of fees paid by Client to Manager under this Agreement during the twelve (12) months immediately preceding the event giving rise to the claim.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that State for any disputes arising out of or relating to this Agreement.

ENTIRE AGREEMENT; AMENDMENT

This Agreement contains the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, negotiations and understandings, whether written or oral. No amendment or modification of this Agreement will be effective unless it is in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except that Manager may assign to an affiliate or in connection with a sale of substantially all of its business related to this Agreement. The parties acknowledge that they have had the opportunity to receive independent legal advice prior to executing this Agreement.

Client Name:

By:

Date:

Manager Name:

By:

Date:

Enter text✕

What a Client Management Agreement Covers

A Client Management Agreement is a written contract that establishes the scope of services, roles, responsibilities, fees, and performance expectations between a service provider and a client. It documents deliverables, timelines, payment terms, confidentiality, data handling, termination rights, and dispute resolution. For many professional services, this agreement governs client onboarding, change requests, and project governance and forms the primary record for billing, liability limits, and intellectual property allocation.

Why using a clear Client Management Agreement matters

A well-drafted agreement reduces ambiguity about scope, fees, and responsibilities, lowers project disputes, and provides a contract foundation for enforcement and insurance claims.

Why using a clear Client Management Agreement matters

Who typically prepares and signs a Client Management Agreement

The document is used across service-oriented organizations and by clients who require formalized project controls.

  • Professional services firms and consultants that manage multiple clients, projects, and billing cycles.
  • In-house legal or contracts teams at mid-market and enterprise companies coordinating vendor relationships.
  • Individual contractors and small businesses needing written terms for scope, payment, and IP assignment.

Use appropriate authorized signatories and keep a signed copy accessible to project managers and finance to avoid disputes down the line.

Core sections to include in a professional Client Management Agreement

These six components form the backbone of a contract and help standardize client intake, billing, change control, and risk allocation across engagements.

Scope of Services

A precise description of deliverables, milestones, and acceptance criteria; avoid vague language that can create scope disputes or billing disagreements during the project lifecycle.

Fees and Payment

Clear pricing, invoicing schedule, late payment penalties, and reimbursement rules for expenses; specify currency and tax treatment to prevent billing misunderstandings.

Term and Termination

Effective date, initial term, renewal mechanics, and termination for convenience or cause; include obligations on termination such as final deliverables and outstanding payments.

Confidentiality and Data

Definitions of confidential information, permitted disclosures, security expectations, and data handling obligations including any privacy addenda required by law or client policy.

Intellectual Property

Ownership of pre-existing materials vs. work product, license terms, assignment clauses, and conditions for use of client or vendor trademarks.

Liability and Indemnity

Limitations of liability, indemnity scope, insurance minimums, and procedures for making claims to reduce unexpected exposure for both parties.

Step-by-step: complete and execute the Client Management Agreement

Follow these four practical steps to prepare, review, sign, and distribute a binding agreement between provider and client.

  • 01
    Prepare Draft: Populate fields and attach exhibits.
  • 02
    Internal Review: Legal and finance approve terms.
  • 03
    Execute Signatures: Obtain signatures from authorized signers.
  • 04
    Distribute & Store: Send final copies to stakeholders and archive securely.

How to configure a digital signing workflow

Set up a consistent signing workflow that enforces signer order, authentication, and field validation for repeatable client onboarding.

Field Configuration
Signing Order Define sequential or parallel signer steps
Authentication Email link, SMS code, or higher assurance
Conditional Fields Show fields only when relevant to choices
Audit Trail Enable IP, timestamp, and action logs

Technical considerations for eSigning and eSubmission

Choose a platform that supports your document formats, authentication needs, and integration points to minimize manual work.

  • File Formats: PDF, DOCX, and fillable forms
  • Integrations: CRM and cloud storage integrations
  • Security: TLS/AES encryption and audit logs

Ensure the solution can export signed PDFs with a certificate of completion and integrate with systems such as CRM, document storage, or accounting software for automated routing and recordkeeping.

Typical online execution flow for a Client Management Agreement

A standard digital workflow reduces turnaround time and preserves an audit trail for each signature event.

  • Upload Document: Add agreement and exhibits
  • Place Fields: Insert signature, date, and initials
  • Send to Signers: Email or share signing link
  • Receive Signed Copy: Signed PDF and audit record

Key legal and financial risks to avoid

Late information returns: $60 / $130 / $330 per form
Intentional disregard: $660+ per form, no cap
I-9 paperwork failures: $281–$2,789 per violation
Missing TIN: Triggers 24% backup withholding
Privacy breach: HIPAA civil penalties possible
Invalid signature: Contract may be unenforceable

Common mistakes when preparing a Client Management Agreement

  • Using vague scope language that leaves deliverables undefined and causes scope creep and billing disputes.
  • Failing to designate an authorized signer and relying on an employee without signature authority for binding terms.
  • Omitting change-order procedures, which leads to disagreements over new work and compensation after project start.
  • Not specifying governing law or dispute mechanisms, increasing the risk and cost of litigation or enforcement.

Typical timelines and deadlines to include or track

Document timelines clarify when obligations begin, when payments are due, and when renewals or notices must be provided.

Effective Date:

Date when obligations and warranties begin

Payment Due Date:

Net terms or milestone-based due dates

Termination Notice:

Number of days required for notice to terminate

Renewal Window:

Automatic renewal notice period, if any

Retention Deadline:

Record retention obligations and legal holds

Who has authority to sign a Client Management Agreement

Authorized Company Signatory

Enter the name and title of an officer or manager with explicit authority to bind the company. Corporate resolutions or delegation letters should be on file when signature authority is questioned.

Client Authorized Officer

The client should designate an individual or position authorized to accept terms on the client’s behalf; include title, printed name, and date to avoid later repudiation.

eSignature vendor comparison for executing Client Management Agreements

Compare core pricing and capabilities for common eSignature platforms. signNow appears first per vendor ordering requirements.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial Yes, 7-day free trial Yes Yes Yes Yes
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No

FAQs and troubleshooting for Client Management Agreements

Answers to common questions about enforceability, signatures, required fields, and storage for Client Management Agreements.


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