Project Management Delayed Go-Live

PROJECT MANAGEMENT DELAYED GO-LIVE AGREEMENT

THIS AGREEMENT is entered into by and between the parties identified below and is effective as of the Effective Date specified herein.

Parties and Project Identification

Client Name:   Client Contact:

Service Provider / Project Manager Name:   Provider Contact:

Project Name:

WHEREAS Recitals

WHEREAS, Client and Service Provider entered into an agreement governing the implementation of the Project and originally set a go-live date of ; and

WHEREAS, due to circumstances described below, the parties have agreed to postpone the go-live to a new date of ; and

WHEREAS, the parties wish to document the scope and financial effects of the delay and confirm the revised schedule, responsibilities and remedies.

Scope of Work

Delay Details and Impact Assessment

Payment Terms

The parties agree the delay gives rise to the following fee adjustments and invoicing terms.

Term and Termination

Effective Date:   Revised Project End Date:

Either party may terminate this Agreement for material breach that remains uncured after the notice period set forth above. Termination shall not relieve either party of obligations accrued prior to termination, including payment for work performed, costs incurred, and non‑waivable confidentiality obligations.

Confidentiality

Each party shall retain in confidence all non-public business, technical and financial information disclosed by the other party in connection with this Agreement ("Confidential Information"). Confidential Information shall not include information that is or becomes publicly available through no fault of the receiving party, was known to the receiving party prior to disclosure, or is rightfully obtained from a third party without restriction. The receiving party shall use 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. This confidentiality obligation survives termination of this Agreement for a period of three (3) years, unless a longer period applies under controlling law.

Governing Law; Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the state specified below without regard to conflict of law principles. The parties shall attempt in good faith to resolve disputes informally prior to commencing any formal proceeding.

Entire Agreement; Amendments

This Agreement, together with any referenced exhibits or written change orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. Any amendment or modification to this Agreement must be in writing and signed by authorized representatives of both parties.

Acknowledgement and Additional Provisions

By signing below, each party represents and warrants that it has the authority to enter into this Agreement and that the individual signing on its behalf is authorized to bind such party. The parties further acknowledge that they have read and understand the terms of this Agreement.

I acknowledge and accept the revised schedule and financial adjustments.

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