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Project Management Build Contract

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Project Management Build Contract

This Project Management Build Contract (the "Contract") is entered into as of Month Day Year by and between:

Project Identification

Scope of Work

The Service Provider shall perform the build, integration, testing, and project management services described below. All work shall conform to the specifications, standards, and acceptance criteria set forth in this Contract.

Deliverables and Acceptance

The Service Provider shall deliver the deliverables described below. Acceptance of each deliverable shall be according to the acceptance criteria specified. Acceptance is deemed complete upon written approval by the Client or expiration of the Client review period in accordance with this Contract.

Due by: Month Day Year

Due by: Month Day Year

Timeline and Milestones

Month Day Year

Month Day Year

Due by: Month Day Year

Budget and Payment

The totals and payment schedule below govern compensation for services and deliverables. All amounts are in lawful currency. Invoices shall reference the Project ID and be accompanied by substantiating time records or deliverable acceptance evidence where applicable.

Pricing Model:

Change Orders

Any change to the scope, schedule, or price shall be effected only by a written change order signed by authorized representatives of both parties. Change orders shall specify the nature of the change, adjustments to schedule, and any price modification.

Confidentiality

Each party shall hold in confidence and shall not use or disclose any Confidential Information disclosed by the other party except as necessary to perform its obligations under this Contract. Confidential Information does not include information that is or becomes generally available to the public other than through a breach of this Contract, or which is rightfully received from a third party without restriction.

Liability, Indemnity, and Insurance

Each party's total liability to the other arising out of or related to this Contract shall not exceed the amount of fees paid under this Contract in the twelve (12) months preceding the claim. The Service Provider shall indemnify and hold harmless the Client from third-party claims arising from the Service Provider's negligent performance. The Service Provider shall maintain insurance customary for projects of this scope and provide evidence of such insurance upon request.

Termination

This Contract may be terminated by either party for material breach if the breaching party fails to cure the breach within days after written notice. Upon termination for convenience by the Client, the Service Provider shall be paid for work performed to the termination date and reasonable demobilization costs.

Governing Law and Dispute Resolution

This Contract shall be governed by the laws of the state of without regard to conflict of law principles. Parties shall attempt in good faith to resolve disputes promptly by negotiation. If negotiation fails, disputes shall be resolved by binding arbitration as set forth in written agreement of the parties.

Acceptance; Remedies

Client shall have a configurable review period to accept or reject deliverables. If a deliverable fails to meet acceptance criteria, the Service Provider shall correct defects at no additional charge. Remedies for uncured defective performance shall include re-performance, price reduction, or termination as permitted by this Contract.

By signing below, the authorized representatives of both parties acknowledge that they have read, understand, and agree to be bound by the terms and conditions of this Contract.

Client

Party Label:

By:

Date:

Service Provider

Party Label:

By:

Date:

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What the Project Management Build Contract Covers

A Project Management Build Contract is a written agreement that allocates responsibilities, deliverables, schedule, cost, and risk between a project owner and the party managing or performing construction work. It frames scope of work, payment terms, change order procedures, inspection and acceptance criteria, insurance and bonding requirements, dispute resolution, and termination rights. This contract underpins project governance, sets expectations for subcontractors and suppliers via attachments or exhibits, and forms the legal basis for enforcing remedies such as liquidated damages, liens, or performance bonds when obligations are unmet.

Why a Clear Build Contract Matters

A precise Project Management Build Contract reduces disputes, clarifies budget and schedule accountability, and preserves remedies like liens or liquidated damages. It also documents acceptance criteria and insurance obligations, which protect both parties and support claims or defenses if performance issues arise.

Why a Clear Build Contract Matters

Typical Participants and Their Roles

Clear role definitions reduce overlap and establish who signs, who approves change orders, and who receives notices throughout the project lifecycle.

  • Owners and developers — define project requirements, authorize changes, and fund payments; often control acceptance and termination decisions.
  • General contractors / CM firms — manage subcontractors, schedule trades, and deliver construction per scope and technical specs.
  • Subcontractors and specialty consultants — perform specific work packages and must align to schedule, insurance, and warranty terms.

Who Can Sign and Represent Each Party

Owner / Authorized Officer

An owner signatory is typically a corporate officer, LLC member, or individual owner with authority to bind the entity. Confirm authority via corporate resolution or signature block and match the legal name to formation documents to avoid enforceability disputes.

Contractor / Project Manager

The contractor signer should be an officer or designated agent with written proof of signing authority. For subcontractors, use an authorized rep listed on the subcontractor qualification form to ensure payment and lien rights are preserved.

Core Clauses Every Professional Build Contract Should Include

A robust contract combines operational detail with legal protections. The following clauses are essential to minimize ambiguity and align expectations across teams, vendors, and stakeholders.

Scope of Work

Define precise tasks, deliverables, specifications, and excluded work; attach drawings, technical specs, and a list of allowances to avoid later disagreements over responsibilities or materials.

Payment Terms

Specify contract price, invoicing cadence, retainage percentage, progress payment triggers, and remedies for late payment, including interest and suspension rights for nonpayment.

Schedule and Milestones

Include baseline schedule, milestone dates, critical path items, notice requirements for delays, and liquidated damages for missed substantial completion when agreed.

Change Order Process

Set written change order requirements, approval workflow, pricing methodology for time and materials or lump sums, and a cutoff for implied changes through performance.

Warranties and Liability

State warranty periods, remedies for defect correction, limitation of liability clauses, and whether consequential damages are disclaimed or capped.

Termination and Dispute Resolution

Describe termination for cause and convenience, cure periods, notice mechanics, and dispute resolution path such as mediation followed by arbitration or court.

Essential Administrative and Compliance Data

Parties' Legal Names: As on formation records
Project Address: Street, city, state, ZIP
Contract Value: Numeric amount and currency
Effective Date: MM/DD/YYYY format
Insurance Limits: Carrier and policy limits
Performance Bond: Issuer and bond amount

Step-by-Step: Preparing and Executing the Contract

Follow a consistent sequence to create, review, and sign a Project Management Build Contract to reduce rework and preserve legal rights.

  • 01
    Draft: Assemble scope, drawings, schedule, and payment terms into a single document.
  • 02
    Review: Legal and project teams verify risk allocation, insurance, and bonding provisions.
  • 03
    Negotiate: Exchange redlines and finalize change order mechanics and milestone dates.
  • 04
    Execute: Collect authorized signatures and distribute fully executed copies to stakeholders.

How to Configure an Online Signing Workflow

Set up the signing workflow so approvals, authentication, and recordkeeping match the contract's risk profile and regulatory needs.

Field Recommended Setting
Authentication Email link + SMS code for contractors
Conditional Fields Show change order fields when 'Change' selected
Template Save as project template for repeat builds
Audit Trail Enable full IP, timestamp, and action log

Where to Send, File, and Track the Contract

A consistent routing and filing process ensures timely signatures, compliance, and an auditable record for disputes or audits.

  • Upload: Upload final PDF or DOCX to the signing platform
  • Place Fields: Insert signature, initials, and date fields for each signer
  • Add Signers: Assign roles and set signing order for approvals
  • Send & Track: Dispatch invites and monitor completion via the platform dashboard

Distribution and eSubmission Options

Choose channels that preserve chain-of-custody and provide verifiable audit trails for every signature and approval.

  • Email Delivery: Standard signer invites and reminders
  • Cloud Storage: Archive copies in Google Drive or Box
  • Remote Notary: Use RON for notarized acknowledgements when needed

Key Timing Items to Record in the Agreement

Document specific dates and notice windows to avoid disputes over delay, payment, and acceptance timing.

Effective Date:

Date when obligations, warranties, and statutes begin

Notice to Proceed:

Date contractor may mobilize on site

Change Order Window:

Period to submit change requests after discovery

Payment Due Dates:

Net terms, retainage release, and milestone payments

Warranty Expiration:

Start date and duration for defect correction

Project Lifecycle Milestones

Track sequential milestones from contract award through final closeout to align payments and inspections with deliverables.

01

Contract Award

Agreement fully executed and initial payment issued

02

Mobilization

Site readiness, permits obtained, crews mobilized

03

Construction Phase

Major work performed per schedule and inspections

04

Substantial Completion

Occupancy or use allowed subject to punch list

Common Pitfalls to Avoid

  • Unclear scope leads to disputes over who pays for extra work and causes schedule slippage when parties assume different responsibilities.
  • Vague payment language or missing retainage percentages can trigger withholding, lien filings, or contractor stops of work.
  • Failing to attach specifications, drawings, or addenda prevents objective acceptance tests and complicates warranty claims.
  • Using unauthorized signatories or unsigned exhibits can invalidate commitments and delay enforcement of contract remedies.

Contract Risks and Potential Consequences

Delay Damages: Liquidated damages exposure
Payment Disputes: Stop work or mechanic lien risk
Noncompliance: Permit revocation or fines
Warranty Claims: Correction costs and reputational harm
Termination: Early termination costs and penalties
Bond Claims: Performance bond surety involvement

Supporting Documents and Attachments to Include

Attach relevant exhibits to make contract obligations verifiable and enforceable during construction and closeout.

Permits & Approvals

Include copies or references to required permits, licenses, and regulatory approvals so compliance obligations are traceable and enforceable.

Insurance Certificates

Attach current COIs showing policy types, limits, and additional insured endorsements to protect parties and satisfy subcontractor requirements.

Project Schedule

Provide a Gantt or milestone schedule as an exhibit with acceptance criteria for each milestone to tie progress payments to completion.

Subcontractor Agreements

List critical subcontractor contracts or require copies for key trades to ensure upstream flow-down of obligations and insurance.

How to Amend or Revise the Contract

Follow a controlled amendment process to maintain a single source of truth and preserve auditability of changes.

01

Initiate:

Request amendment with description and justification
02

Draft:

Prepare formal change order or amendment document
03

Review:

Legal and project teams confirm scope and cost
04

Approve:

Authorized signatories execute amendment
05

Distribute:

Share executed amendment with all stakeholders
06

Archive:

Version and store prior contract copies securely

Comparing eSignature Vendors for Contract Execution

Vendor pricing and feature availability vary. The table below lists starting prices and common capabilities; signNow is listed first as a baseline for cost and compliance features.

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 7-day trial Varies Varies Varies Varies
Bulk Send Yes Yes Yes Yes Yes
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No

Frequently Asked Questions

Answers to the most common questions about preparing, executing, and managing a Project Management Build Contract.


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