Can this contract be signed electronically?

Yes. Electronic signatures are generally enforceable under the ESIGN Act (15 U.S.C. ch. 96) and UETA (1999) where adopted, provided intent, consent, attribution, and record retention requirements are met.

When is notarization required?

Most project contracts do not legally require notarization, but parties may request notarization or RON for additional evidentiary value or where state law or lenders require it.

What happens if the wrong person signs?

If a signer lacks authority, the contract may be voidable; remedy options include ratification, corrective signature, or relying on equitable estoppel depending on facts.

How should change orders be handled?

Require written, signed change orders that reference the original contract, state scope and price adjustments, and identify approvers to prevent scope or payment disputes.

How long must I keep executed contracts?

Keep contracts at least 3 years for tax purposes (IRC §6501(a)), 6 years for HIPAA-covered records (45 CFR §164.530(j)), and longer where state law requires it.

How do I prove a contract was signed?

Maintain an unalterable audit trail showing signer identity, timestamp, IP address, and executed PDF certificates; these records support admissibility and enforcement.

Electronic Signature
Templates
Project Management
Project Management Contract

Project Management Contract

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

PROJECT MANAGEMENT CONTRACT

This Project Management Contract ("Contract") is entered into effective as of between Client Name: with Client Address: and Service Provider Name: with Service Provider Address: .

Project Identification

Project Title Project ID Project Manager (Client) Project Manager Contact (Client) Project Manager (Service Provider) Project Manager Contact (Service Provider)

Scope of Work

Service Provider shall perform project management services as described below. Services shall be performed in a professional manner consistent with industry standards and in accordance with the schedule and deliverables set forth in this Contract.

Detailed Scope of Work Out of Scope Items

Deliverables and Acceptance

The following deliverables shall be produced and delivered to Client. Each deliverable must meet the stated acceptance criteria and shall be subject to Client review and written acceptance.

Deliverable 1 — Title Due Date Acceptance Criteria Deliverable 2 — Title Due Date Acceptance Criteria Deliverable 3 — Title Due Date Acceptance Criteria

Timeline & Milestones

Project Commencement Date: Projected Completion Date:

Milestone 1 — Description Milestone 1 — Due Date Milestone 2 — Description Milestone 2 — Due Date

Budget & Payment

Total Contract Price: $

Payment Schedule

Expenses reimbursable by Client in accordance with documented receipts and prior written approval

Late Payment Interest

Change Orders

Any changes to scope, schedule, deliverables, or price shall be effected only by a written change order signed by authorized representatives of both parties. Change orders shall specify adjustments to cost, schedule, and acceptance criteria.

Change Order Procedure

All change orders require written approval of both parties prior to implementation

Confidentiality

Each party acknowledges that in the course of performance it may receive Confidential Information of the other. Confidential Information shall not be disclosed to any third party and shall be used solely for the performance of this Contract. Confidential Information does not include information that is or becomes publicly available other than through breach of this Contract, or that is independently developed by the receiving party without reference to the disclosing party's Confidential Information.

Client and Service Provider acknowledge and agree to the confidentiality obligations set forth above

Intellectual Property

Subject to Client's payment in full, Service Provider hereby assigns to Client all right, title and interest in and to deliverables specifically identified as work product. Any pre-existing tools, methodologies, templates, or intellectual property of Service Provider shall remain the exclusive property of Service Provider, with only a nonexclusive license granted to Client to use such items as incorporated in the deliverables.

Parties acknowledge assignment provisions and license terms as stated above

Warranties, Liability & Indemnity

Service Provider warrants that services will be performed in a competent and professional manner consistent with prevailing industry standards for a period of thirty (30) days following delivery unless otherwise specified. EXCEPT FOR THE EXPRESS WARRANTIES ABOVE, SERVICES ARE PROVIDED "AS IS" AND SERVICE PROVIDER DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED.

Except for a party's willful misconduct or gross negligence, neither party's liability for breach arising out of this Contract shall exceed the total fees paid by Client under this Contract. Each party shall indemnify, defend and hold harmless the other party from third-party claims arising from its negligence or willful misconduct in connection with performance of this Contract.

Termination

This Contract may be terminated by either party upon written notice if the other party materially breaches this Contract and fails to cure such breach within days after receipt of written notice. Upon termination, Client shall pay Service Provider for services performed and reasonable costs incurred through the effective date of termination.

Governing Law & Dispute Resolution

This Contract shall be governed by the laws of the state of without regard to conflict of law principles. The parties agree to attempt in good faith to negotiate any dispute arising under this Contract for a period of thirty (30) days prior to commencing litigation or binding arbitration.

Miscellaneous

This Contract, including all documents incorporated by reference, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior or contemporaneous agreements. Any amendment must be in writing and signed by authorized representatives of both parties. Neither party may assign this Contract without the prior written consent of the other, except to a successor by merger or sale of substantially all assets.

Additional Provisions

Execution

The individuals signing below represent and warrant that they are duly authorized to execute this Contract on behalf of their respective parties and that this Contract constitutes a valid and binding obligation of their respective parties.

Client Printed Name:

By:

Date:

Title:

Service Provider Printed Name:

By:

Date:

Title:

What a Project Management Contract Covers

A Project Management Contract is a written agreement that defines parties' responsibilities, project scope, deliverables, schedule, milestones, acceptance criteria, change-order procedures, and payment terms. It allocates risks (indemnities, insurance, warranties), sets governance (reporting, meetings), and describes dispute resolution and termination rights. For electronic execution, these contracts are enforceable when they meet federal and state e-signature requirements, and may be supplemented by notarization or witness language if parties require added authentication for specific jurisdictions or transaction types.

Why a Clear Contract Matters for Project Delivery

A precise Project Management Contract reduces scope disputes, accelerates approvals, and clarifies payment triggers and liabilities. Properly executed contracts provide evidence for remedies and insurance claims, and electronic signatures can speed execution while remaining legally binding under the ESIGN Act (15 U.S.C. ch. 96) and state UETA rules.

Who Typically Prepares and Signs These Contracts

The contract is used by owners, contractors, consultants, and internal program teams; each party has distinct responsibilities and signature authority.

Project owners and clients who define scope, budget, and acceptance criteria for deliverables.
Project management firms and independent PMs who assume operational responsibilities and deliverables oversight.
Legal, procurement, and finance teams that review terms, manage risk, and authorize payments.

A clear assignment of roles up front reduces later disputes and speeds approvals across governance, finance, and delivery teams.

Primary Signing Authorities

Project Owner

Authorized representative (C-suite or delegated officer) who approves scope and budget, signs for client commitments, and is responsible for client-side acceptance and payments.

Project Manager

Designated PM or PMO lead who signs for operational acceptance, change orders within delegated authority, and confirms milestone completions on behalf of the performing party.

Core Clauses to Include in a Professional Contract

These six clauses form the backbone of a Project Management Contract; drafting them clearly reduces ambiguity and protects both parties during execution.

Scope of Work

Define tasks, deliverables, and acceptance criteria in measurable terms; attach schedules, work breakdown structures, or exhibits that map responsibilities and deliverable formats to avoid scope creep.

Schedule & Milestones

Specify milestone dates, dependencies, and acceptance testing procedures, including consequences for missed milestones and any liquidated damages or cure periods.

Payment Terms

Include pricing structure (fixed, time-and-materials, milestone-based), invoicing cadence, payment net days, and conditions for withholding or retainage.

Change Orders

Describe the process for scope changes, approval authority, cost/time adjustments, and how change orders are documented and incorporated into the contract.

Liability & Insurance

Allocate indemnities, liability caps, required insurance types/limits, and any performance bonds or warranty periods to manage risk exposure.

Termination & Remedies

Set termination rights for convenience or default, notice and cure periods, post-termination obligations, and dispute resolution (mediation, arbitration, or court forum).

Step-by-Step: Complete and Execute the Contract

Follow these sequential steps to prepare, review, and sign the Project Management Contract efficiently and with auditability.

01

Drafting: Populate scope, milestones, and payment fields.
02

Internal Review: Route to legal, procurement, and finance for approval.
03

Signatory Setup: Assign authorized signers and authentication level.
04

Execute: Collect signatures and distribute final copies.

Configure an Online Signing Workflow

Set up routing, authentication, and templates to standardize execution and reduce errors for repeat project contracts.

Signer order and routing	Set sequential or parallel signing order and designate approvers.
Authentication level	Choose email only, SMS code, or KBA where required.
Automatic reminders	Enable reminders and expiration dates for outstanding signatures.
Template fields	Use reusable templates for scope, payment, and signature blocks.
Audit trail retention	Enable audit logs and PDF certificates for compliance.

Where to Send or File the Executed Contract

After execution, distribute the final contract to key stakeholders and file copies in centralized systems for governance and auditability.

Client Records: Send final PDF to client contract repository and PMO.
Internal PMO: Store in project management or document-control system.
Legal Department: Forward for legal file and dispute tracking.
Finance/AR: Send invoice triggers and payment schedules to finance.

Digital Signing and Format Requirements

Choose a platform that supports PDF and DOCX formats, audit trails, and the authentication level your contract requires.

File formats: PDF and DOCX are standard for signed records.
Integrations: Look for Salesforce, NetSuite, Google Workspace integrations.
Authentication methods: Support for email, SMS, KBA, and SSO is useful.

Ensure the chosen platform supports ESIGN/UETA compliance, audit-trail export, and retention in your records system; integration with ERP or document management reduces manual reconciliation.

Typical Deadlines and Timeframes to Track

Identify and calendar key contractual deadlines to avoid defaults, payment delays, and missed milestones during execution.

Effective Date:

Start date for obligations and warranty periods.

Milestone Delivery Dates:

Set fixed dates or ranges with acceptance windows.

Payment Due Dates:

Net terms (e.g., Net 30) tied to approved invoice dates.

Notice and Cure Periods:

Typical cure windows: 10–30 days depending on clause.

Renewal or Extension Deadlines:

Specify notice period for renewal or termination.

Common Preparation Mistakes to Avoid

Vague scope language that leaves deliverables undefined, which commonly triggers disputes and scope creep during execution.
Missing signatory authority where individuals sign without corporate power, risking unenforceability or repudiation by the counterparty.
Unclear payment triggers and acceptance criteria that delay invoicing and create cash-flow disputes between parties.
Failing to capture change-order workflow and approval thresholds, which leads to unapproved work and contested additional costs.

Risks and Potential Consequences of Contract Errors

Breach Damages: Monetary liability for unperformed obligations.

Delay Costs: Liquidated damages or lost revenue exposure.

Payment Withholding: Clients may lawfully withhold payments pending defects.

Arbitration Fees: High dispute-resolution costs when arbitration is invoked.

Invalid Signature: Improper execution may render the contract unenforceable.

Tax Exposure: Misstated party names or TINs can trigger withholding.

eSignature Vendor Pricing Snapshot

Common pricing and capability differences can affect total cost and compliance; signNow is listed first for direct comparison with leading alternatives.

	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 free trial	Varies by plan	Varies by plan	Varies by plan	Varies by plan
Bulk Send	Yes	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No

Practical Tips for Faster, Lower-Risk Completion

Apply standardized language and digital workflows to reduce negotiation cycles and manual errors.

Use standardized templates

Create preapproved templates for common project types to speed drafting, reduce attorney review hours, and ensure consistent risk allocation across contracts.

Define measurable acceptance

Use objective acceptance tests and sign-off checklists tied to deliverable exhibits to prevent subjective disputes over completion and payment.

Limit signer authority

Document delegated signing authority in corporate resolutions or procurement policies to prevent signature challenges and ensure enforceability.

Preserve audit trails

Keep time-stamped, tamper-evident records of signing events, including IP and authentication logs, to support later enforcement or audit requests.

Frequently Asked Questions About Project Management Contracts

Answers to common execution, validity, and recordkeeping questions about project management agreements and electronic signing.

Need help? Contact support

Can this contract be signed electronically?
Yes. Electronic signatures are generally enforceable under the ESIGN Act (15 U.S.C. ch. 96) and UETA (1999) where adopted, provided intent, consent, attribution, and record retention requirements are met.
When is notarization required?
Most project contracts do not legally require notarization, but parties may request notarization or RON for additional evidentiary value or where state law or lenders require it.
What happens if the wrong person signs?
If a signer lacks authority, the contract may be voidable; remedy options include ratification, corrective signature, or relying on equitable estoppel depending on facts.
How should change orders be handled?
Require written, signed change orders that reference the original contract, state scope and price adjustments, and identify approvers to prevent scope or payment disputes.
How long must I keep executed contracts?
Keep contracts at least 3 years for tax purposes (IRC §6501(a)), 6 years for HIPAA-covered records (45 CFR §164.530(j)), and longer where state law requires it.
How do I prove a contract was signed?
Maintain an unalterable audit trail showing signer identity, timestamp, IP address, and executed PDF certificates; these records support admissibility and enforcement.

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