Establishing secure connection…Loading editor…Preparing document…

Project Management Developer Services Agreement

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

Project Management Developer Services Agreement

Project Identification

Recitals and Term

This Project Management Developer Services Agreement (the Agreement) is entered into by Client Name: and Service Provider: . The effective date of this Agreement is Effective Date: .

Term: The services shall commence on Start Date: and shall continue until End Date: unless earlier terminated in accordance with this Agreement.

Scope of Work

The Service Provider will provide project management, software development coordination, technical oversight, and delivery of development artifacts as described below. The Provider shall perform services in a professional and workmanlike manner consistent with industry standards.

Deliverables and Acceptance

The Service Provider shall produce the deliverables listed below and shall supply documentation and support necessary for Client acceptance. Acceptance shall be based on the criteria set forth for each deliverable.

Timeline and Milestones

The following milestones reflect the anticipated schedule. Dates are estimates and may be adjusted by mutual written agreement or change order.

Budget and Payment

Client shall pay Service Provider the fees set forth below in consideration for the services and deliverables.

Confidentiality and Intellectual Property

Each party acknowledges that it may receive Confidential Information of the other. Confidential Information shall be maintained in confidence and used solely for performance of this Agreement. The receiving party shall not disclose Confidential Information except to employees, contractors, and advisors who have a need to know and are bound by confidentiality obligations at least as protective as those herein.

Representations, Warranties, and Liability

Service Provider represents that services will be provided in a professional manner consistent with industry standards. EXCEPT AS EXPRESSLY PROVIDED, ALL WARRANTIES ARE DISCLAIMED. CLIENT'S REMEDIES FOR BREACH SHALL BE LIMITED TO RE-PERFORMANCE OR REFUND OF FEES PAID FOR THE AFFECTED SERVICES. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR CONSEQUENTIAL, SPECIAL, OR INCIDENTAL DAMAGES, EXCEPT FOR LIABILITY ARISING FROM WILLFUL MISCONDUCT OR GROSS NEGLIGENCE.

Termination

Either party may terminate this Agreement upon thirty (30) days' written notice for convenience. Either party may terminate immediately for material breach which remains uncured after fourteen (14) days' written notice. Upon termination, Client shall pay Provider for services performed and expenses incurred up to the effective date of termination, plus any accepted deliverables.

Force Majeure

Neither party shall be liable for delay or failure to perform due to causes beyond its reasonable control, including acts of God, labor disputes, governmental action, or communication failures. The affected party shall provide prompt written notice and shall use commercially reasonable efforts to resume performance.

Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of Governing State: without regard to conflict of law principles. The parties shall attempt to resolve disputes in good faith. If unresolved, disputes shall be resolved by binding arbitration unless the parties mutually agree otherwise.

Notices

All notices must be in writing and delivered to the addresses set forth above or to an alternative address designated in writing. Notices are effective upon receipt.

General Provisions

Independent Contractor: Service Provider is an independent contractor and not an employee of Client. Neither party may assign this Agreement without the prior written consent of the other except to an affiliate or successor in interest. This Agreement, including all attachments and executed change orders, constitutes the entire agreement between the parties and supersedes prior negotiations.

Signatures

Client:

By:

Date:

Service Provider:

By:

Date:

Enter text✕

What the Project Management Developer Services Agreement Is

The Project Management Developer Services Agreement is a written contract that defines the working relationship between a project owner and a developer or development team responsible for project management, coordination, and delivery of technical work. It establishes scope, deliverables, milestones, acceptance criteria, payment schedules, intellectual property assignment, confidentiality, warranties, and termination rights. The agreement allocates responsibilities for change control, defect remediation, and maintenance, and typically includes dispute resolution and governing law provisions so both parties have a predictable framework for performance and remedies.

Why Use a Formal Project Management Developer Services Agreement

A clear agreement reduces ambiguity about responsibilities, delivery timelines, and payment obligations while protecting intellectual property and confidential data. It makes acceptance criteria objective, gives each party contractual remedies for missed milestones, and provides a record for audits or regulatory review.

Why Use a Formal Project Management Developer Services Agreement

Who Typically Prepares and Signs This Agreement

Typical users include project owners, product teams, software vendors, and procurement professionals responsible for contracting development and management services.

  • Small and mid-size developers formalizing scope, milestones, and payment schedules to reduce disputes.
  • Project managers documenting acceptance criteria, change control, and status reporting obligations.
  • Clients and procurement teams ensuring IP assignment, warranties, and termination rights are explicit.

Tailor clause complexity to project size; high‑risk or enterprise projects usually add detailed exhibits such as SLAs, security addenda, and a Statement of Work (SOW).

Primary Parties and Typical Roles

Project Owner

The contracting organization or product owner that commissions the work and approves scope, releases, and payments. This party typically retains final acceptance authority, provides access to systems, and must ensure the person signing has corporate authority to bind the entity.

Developer / PM

The vendor, contractor, or internal team delivering project management and technical services. Responsible for executing tasks, meeting milestones, reporting progress, and delivering accepted work under the contract terms and security or compliance obligations.

Key Security and Compliance Considerations

Encryption: TLS 1.2/1.3 in transit; AES-256 at rest
Certifications: SOC 2 Type II; ISO 27001; PCI DSS
Privacy: GDPR and CCPA compliance supported
Healthcare: HIPAA-compliant when BAA is in place
FDA Records: 21 CFR Part 11 compatible features
Legal Frameworks: ESIGN and UETA legal compliance

Common Legal Risks to Avoid

Unenforceable Terms: Ambiguous scope can void remedies
Missing Signatures: Unsigned pages may invalidate agreement
Incorrect Signatory: Non-authorized signer risks nonbinding contract
IP Misassignment: Weak language fails to transfer rights
Late Payments: Triggers interest and breach claims
Data Breach Liability: Exposes to HIPAA or state penalties

Frequent Preparation Mistakes

  • Using vague scope language that omits deliverables, acceptance tests, or measurable success criteria, which causes disputes over completion and increases change orders and costs.
  • Failing to include a formal change control process so schedule and price adjustments are handled informally, creating disagreements about approvals and billing for extra work.
  • Omitting acceptance procedures and cure periods so owners can refuse deliverables without defined remediation steps, destabilizing milestone payments and project timelines.
  • Not addressing confidentiality, security, or PHI handling where applicable, which can create regulatory exposure and mandatory breach-notification obligations.

Real-World Examples of Contract Use

Practical examples show how teams standardize developer services agreements to speed execution and reduce administrative overhead.

Optica Ventures — COO

Optica Ventures implemented e-signing for developer contracts to streamline execution and reduce turnaround time.

  • Reduced administrative handoffs and removed paper routing bottlenecks.
  • By standardizing templates and capturing an audit trail, they shortened time-to-start and freed project managers to focus on delivery rather than signature logistics.

Tech Data — CEO

Tech Data centralized contract workflows across sales and operations using digital execution and templates.

  • Improved internal and external customer service while accelerating revenue recognition.
  • Consistent clause libraries and automatic routing decreased review cycles and improved visibility into outstanding approvals across distributed teams.

Step-by-Step: Complete and Execute the Agreement

Follow these steps to prepare, finalize, and execute a Project Management Developer Services Agreement accurately and securely for all parties involved.

  • 01
    Prepare Document: Assemble SOW, exhibits, and pricing schedule.
  • 02
    Define Scope: List deliverables, milestones, and acceptance criteria.
  • 03
    Assign IP: Specify ownership and licenses for work product.
  • 04
    Sign & Retain: Obtain signatures, countersignatures, and save audit trail.

Typical Digital Signing Workflow

A standard digital workflow shortens signing cycles and preserves an audit trail for the executed agreement across internal and external signers.

  • Upload Document: Upload final agreement PDF or DOCX to the eSignature platform.
  • Place Fields: Add signature, initial, date, and conditional fields.
  • Invite Signers: Send email or link; optional SMS or KBA for authentication.
  • Completion Record: System records audit trail, timestamps, and delivers final copy.

Essential Clauses to Include

Include these core clauses and optional provisions to manage performance, liability, and ownership across the contract lifecycle.

Scope of Work

Describe tasks, deliverables, milestones, acceptance criteria, and dependencies in detail. Attach a Statement of Work (SOW) as an exhibit to avoid ambiguity and to enable objective acceptance testing.

Payment Terms

State fees, invoicing schedule, payment methods, late fees, and retainers. Tie milestone payments to objective acceptance events and define tax and expense reimbursement responsibilities.

Intellectual Property

Clarify ownership of preexisting materials and newly created code. Use assignment or license language, address open-source components, and describe post-termination transfer of deliverables.

Confidentiality

Define confidential information, permitted disclosures, duration of obligations, and return or destruction requirements. Include data security measures for sensitive or regulated data and breach notification timelines.

Warranties & Liabilities

Specify performance warranties, defect-remediation periods, limitations of liability, and indemnities for IP infringement or third-party claims. Consider liability caps and carve-outs for consequential damages.

Termination & Remedies

Set termination for convenience and for cause, required notices, cure rights, and transition assistance. Address final payments, data return, and survival of confidentiality and IP clauses.

Configuring an Electronic Workflow for Execution

Set up a digital workflow that enforces signer order, field logic, and secure delivery so executed agreements are complete and auditable.

Field Configuration
Signer Order Sequential or parallel routing
Authentication Email, SMS code, or KBA
Conditional Fields Show/hide based on role or value
Final Delivery PDF with audit trail to all parties

Platform Requirements and Integrations

Use an eSignature solution that supports common file formats, an auditable certificate of completion, and role-based authentication for signers.

  • File Formats: PDF, DOCX, and templates supported
  • Integrations: Connects to NetSuite, Salesforce, Google Workspace
  • Authentication: Email, SMS, SSO, or advanced methods

Key Contract Dates and Timing Expectations

Document and track the principal dates that affect performance, payments, and termination to avoid disputes and missed obligations.

Effective Date:

Date agreement begins; use MM/DD/YYYY format

Milestone Deadlines:

Specific delivery dates tied to payments and acceptance tests

Acceptance Period:

Owner review period (e.g., 15–30 days) for deliverable approval

Payment Terms:

Net 30/45 terms from invoice date or milestone completion

Termination Notice:

Minimum notice period for termination for convenience or breach

How This Agreement Differs from Related Contract Types

Compare the Project Management Developer Services Agreement to other common contracts to decide which best matches your engagement.

Document Type Project Mgmt Dev Services Software Dev Agreement
Scope management & oversight software deliverables
Primary Focus coordination & schedule code creation
Payment milestones/retainer fixed price/milestones
IP assignment typical varies; check clause

eSignature Vendor Pricing and Feature Snapshot

Comparative pricing and key feature flags for commonly used eSignature vendors to support digital execution of this agreement.

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 trial Yes, trial available Yes, trial available Yes, trial available Yes, trial available
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 envelopes/user/year Depends on plan Depends on plan Depends on plan

Frequently Asked Questions

Answers to common questions about enforceability, notarization, amendments, storage, and HIPAA or regulatory concerns for this agreement.


Need help? Contact support

be ready to get more
Join over 28 million airSlate SignNow users