Project Management Content Contract

PROJECT MANAGEMENT CONTENT CONTRACT

Project ID:     Effective Date:

Project Identification

Scope of Work

The Service Provider shall perform content project management services as described below. Services include project planning, content scheduling, resource allocation, quality assurance, stakeholder communications, and delivery oversight. Deliverables and acceptance criteria are defined in the Deliverables section. Any services not expressly described as included are out of scope unless accepted via the Change Order Process.

Deliverables and Acceptance Criteria

Each deliverable must include acceptance tests and sign-off by the Client or its authorized representative. Acceptance occurs when the deliverable satisfies the stated criteria within a reasonable tolerance and any agreed remediation period.

Due Date:

Due Date:

Timeline and Milestones

The Service Provider will perform the work in accordance with the schedule below. Time is of the essence for scheduled milestones. Delays caused by Client or approved Change Orders will adjust timelines in writing.

Due Date:

Due Date:

Budget and Payment

Fees are set forth below. All amounts are exclusive of applicable taxes unless otherwise stated. Client will pay invoices in accordance with the Payment Schedule. Disputed amounts must be identified in writing within seven (7) days of invoice receipt; undisputed amounts remain payable.

Change Order Process

Modifications to scope, schedule, price, or deliverables will be made only by written Change Order executed by Client and Service Provider. Change Orders will specify the change, the impact on cost and schedule, and required approvals. Emergency work required to prevent material harm may commence with subsequent ratification in writing.

Confidentiality and Intellectual Property

Each party shall maintain as confidential all non-public information disclosed under this Contract and use such information only for performance of obligations. Service Provider grants Client a perpetual, worldwide, non-exclusive license to use deliverables for Client’s internal and external business purposes, subject to full payment. Pre-existing materials and third-party components remain the property of their owners; licenses necessary for use of deliverables shall be provided as part of delivery unless otherwise stated.

Warranties, Liability, and Indemnification

Service Provider warrants that services will be performed with commercially reasonable skill and care. Except for willful misconduct or gross negligence, each party’s aggregate liability for direct damages arising under this Contract shall not exceed the total fees paid to Service Provider under this Contract. Each party will indemnify the other from claims arising from its breach of representations, willful misconduct, or infringement of third-party rights.

Termination

Either party may terminate for material breach if the breach remains uncured thirty (30) days after written notice. Upon termination, Client will pay for all work performed and reasonable wind-down costs through the termination date. Provisions that by their nature survive termination shall survive.

Governing Law and Dispute Resolution

This Contract will be governed by and construed in accordance with the laws of the chosen jurisdiction below, without regard to its conflicts of laws principles. Parties will first attempt to resolve disputes through good-faith negotiation; unresolved disputes will be resolved in the courts of the chosen jurisdiction.

Notices

All notices required under this Contract must be in writing and delivered to the addresses for each party below or to another address designated in writing.

Acceptance

By signing below, the parties acknowledge and agree that they have read, understood, and will perform under the terms of this Contract. The person signing on behalf of each party represents that they are authorized to bind that party.

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