Can Exhibit B be signed electronically?

Yes. Electronic signatures are generally enforceable under the ESIGN Act and UETA when intent, consent, attribution, and record retention are met; confirm exceptions such as certain notarizations or court filings that may require special handling.

Do I need a notary or witness?

Not usually for most commercial exhibits, but state-specific rules can require notarization or witnesses for deeds or powers attached to an exhibit; check local notary statutes and deed requirements before execution.

Who must sign Exhibit B?

Only individuals with authority to bind their organization should sign. Confirm signatory titles and corporate authorization to avoid later challenges to enforceability.

What if we need to amend Exhibit B later?

Use a written amendment signed by authorized parties or follow the change control procedure defined in the exhibit; avoid informal email approvals unless the master contract permits them.

How should executed copies be stored?

Retain signed originals in your contract repository with an audit trail and backups; include version history and link the exhibit to the master agreement for discovery and audit readiness.

What happens if information is incorrect?

Material errors in scope, dates, or pricing can cause payment disputes or performance issues; correct errors via a signed amendment or mutually agreed change order to preserve enforceability.

Electronic Signature
Templates
Project Management
Project Management Exhibit B Draft

Project Management Exhibit B Draft

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

PROJECT MANAGEMENT EXHIBIT B DRAFT

Project Identification

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

Effective Date:

Scope of Work

The Service Provider shall perform the work described below in accordance with the terms of the Master Services Agreement. The Provider will provide resources, management oversight, documentation, and deliverables as specified. All deliverables will conform to the acceptance criteria set out in this Exhibit.

Detailed Scope of Work Out of Scope

Deliverables and Acceptance

Each deliverable shall be accompanied by written deliverable documentation and acceptance testing consistent with the acceptance criteria below. Acceptance will be deemed final upon Client's written sign-off or upon expiration of the stated review period without timely rejection.

Deliverable 1 — Description Deliverable 1 — Acceptance Criteria

Due Date:

Deliverable 2 — Description Deliverable 2 — Acceptance Criteria

Due Date:

Deliverable 3 — Description Deliverable 3 — Acceptance Criteria

Due Date:

Timeline & Milestones

Project Start Date:

Project End Date:

Key Milestone 1

Milestone 1 Due:

Key Milestone 2

Milestone 2 Due:

Budget & Payment

Total Project Cost Payment Schedule Payment Milestones (example) Invoicing Instructions

Change Order Process

Any change to scope, schedule, or price shall require a written Change Order executed by authorized representatives of both parties. Change Orders shall include a description of the change, impact on schedule, change in compensation, and any revisions to acceptance criteria.

Change Order Procedure

Confidentiality

The parties acknowledge that in the course of performance each may receive Confidential Information of the other. Confidential Information shall be used solely for performance under this Exhibit and shall not be disclosed except as permitted in the Master Agreement. Reasonable protective measures shall be employed to safeguard Confidential Information.

The parties agree that the confidentiality obligations described above apply to this Exhibit.

Intellectual Property & Ownership

Unless otherwise set forth in the Master Agreement, all pre-existing intellectual property remains the sole property of the originating party. Deliverables created specifically for Client under this Exhibit shall be assigned to Client upon full payment, except for Provider background tools, methods, and templates, which remain Provider property. Parties shall grant each other only the licenses necessary to perform obligations hereunder.

Termination & Remedies

Either party may terminate this Exhibit in accordance with the termination provisions of the Master Agreement. Upon termination, Provider shall deliver any completed deliverables and invoice for work performed to the effective date of termination. Client's remedies for defective deliverables shall be limited to re-performance or refund as set forth in the Master Agreement, except as otherwise required by law.

Governing Law

This Exhibit shall be governed by and construed in accordance with the laws of:

Acceptance & Signatures

By signing below, the authorized representatives of Client and Service Provider acknowledge and agree that this Exhibit B Draft sets forth the scope, schedule, deliverables, payment terms, and other obligations for the referenced project and is incorporated into the underlying agreement between the parties.

Client Name:

By:

Date:

Service Provider:

By:

Date:

What the Project Management Exhibit B Draft Is

The Project Management Exhibit B Draft is a contract exhibit that details project-specific scope, deliverables, milestones, acceptance criteria, responsibilities, and pricing terms attached to a primary agreement. It functions as the operative schedule for work execution and measurement, translating high-level contract obligations into task-level assignments, timing, and reporting expectations. Exhibit B typically becomes binding when both parties execute the primary contract or sign the exhibit explicitly; it is commonly used in construction, IT services, professional services, and government procurements to reduce ambiguity and support payment and change-order decisions.

Why a Clear Exhibit B Matters

A well-drafted Exhibit B reduces disputes by specifying deliverables, timelines, acceptance tests, and change control rules. Precise scope and measurable milestones limit ambiguity in invoicing, approvals, and project closeout.

Who Typically Prepares or Signs Exhibit B

Organizations that prepare Exhibit B vary by role: project managers, contract administrators, procurement teams, and external vendors commonly prepare or review it before execution.

Project managers and PMOs who track milestones and acceptance criteria for delivery and reporting.
Contract administrators or procurement teams who reconcile invoice terms, change orders, and payment schedules.
Vendors or subcontractors responsible for performance, deliverables, and quality acceptance under the primary agreement.

Parties signing Exhibit B should confirm authority to bind each organization and that the exhibit aligns with the master contract's governing terms.

Core Components to Include in Exhibit B

A professional Exhibit B organizes obligations into discrete sections so reviewers can find scope, schedule, acceptance, and payment terms quickly. Use numbered sections, clear definitions, and cross-references to the master agreement to avoid conflicts.

Scope

Describe specific tasks, included work, and any excluded work. Use measurable outputs so acceptance testing can confirm completion without subjective interpretation.

Deliverables

List every deliverable with format, delivery method, responsible party, and expected delivery date. Include versions, documentation, and handover artifacts when relevant.

Schedule

Specify milestone dates, dependencies, and critical-path items. Tie payment triggers to completed milestones and indicate remedies for missed dates.

Acceptance

Define acceptance tests, review windows, criteria for rejection, and cure periods. State the method for documenting acceptance or issuing deficiency notices.

Change Control

Explain how scope changes are requested, approved, priced, and scheduled. Identify who may authorize change orders and any threshold approval limits.

Pricing

Set fixed prices, rates, or not-to-exceed amounts linked to deliverables or time-and-materials categories. Clarify invoicing frequency and required supporting documentation.

Step-by-Step: Filling Out the Exhibit B Draft

Follow a sequential approach: identify context, populate fields, attach supporting schedules, and confirm authorizations before signing.

01

Verify Master Contract: Confirm applicable clauses and governing law referenced in the primary agreement before drafting the exhibit.
02

Populate Scope and Deliverables: List tasks, acceptance criteria, and deliverable formats so reviewers can validate completion.
03

Set Milestones and Payments: Align dates with project plan and specify payment triggers tied to accepted milestones.
04

Review and Sign: Have legal and finance review; obtain authorized signatures and retain executed copies for records.

Customizing and Completing Exhibit B Online

Configure a digital workflow that routes the exhibit for review, approval, and signature using role-based steps and conditional fields.

Upload Document	Import the Exhibit B draft as PDF or DOCX into your eSignature platform to preserve formatting.
Place Fields	Add signature, date, and initial fields plus conditional approval fields where needed.
Set Signer Order	Define sequential or parallel signing and include reviewers as optional recipients.
Add Authentication	Choose email, SMS code, or stronger methods for signer verification based on risk.
Enable Audit Trail	Capture timestamps, IP addresses, and action logs for each signer and event.

Sharing and Digital Submission Options

Exhibit B can be circulated by email, secure link, API, or integrated workflows depending on your platform.

Email Delivery: Send signed PDFs as attachments to designated stakeholders.
Secure Link: Provide access-controlled links for guest signing without account creation.
System Integration: Use API or integrations with systems like NetSuite, Salesforce, or Procore.

Choose methods that preserve the audit trail and meet any contractual authentication requirements for the parties involved.

Where to Send or File the Executed Exhibit

After signatures, route executed copies to contracting, project management, finance, and legal teams and store in the contract repository for retrieval and audit.

Contract Repository: Store the final signed exhibit in the central contract management system for version control.
Project Folder: Place a signed copy in the project document library tied to the project code.
Finance Records: Deliver to accounts payable/receivable for invoice and payment processing.
Legal File: Keep an executed record with supporting change orders and approvals.

Timing and Deadlines to Watch

Set internal review and approval targets to avoid schedule slippage; tie payment dates to accepted milestone completion to reduce disputes.

Review Period:

Allow 5–10 business days for legal and finance review before sign-off.

Acceptance Window:

Specify a formal acceptance period, typically 7–30 days after delivery.

Milestone Dates:

List calendar dates for deliverables and final completion.

Invoice Submission:

State when invoices are due after acceptance, e.g., within 30 days.

Dispute Notice:

Require notice of deficiencies within the acceptance window to preserve remedies.

Common Errors to Avoid

Using vague deliverable descriptions that leave acceptance subjective and invite disputes.
Failing to align milestone dates with the master contract or the project schedule, causing payment mismatches.
Omitting signature authority confirmation, which can invalidate performance or payment obligations.
Not defining change control steps, which delays adjudication and creates scope creep risk.

Risks and Consequences of an Incorrect Exhibit B

Payment Delays: Late or missing invoicing due to missing acceptance criteria.

Contract Disputes: Conflicting terms can trigger arbitration or litigation.

Regulatory Exposure: Industry rules may impose retention and disclosure obligations.

Financial Penalties: Breach can lead to damages or withheld payments.

Operational Delays: Unclear responsibilities slow project execution.

Termination Risk: Material noncompliance may justify contract termination.

Real-World Examples of Exhibit B Use

These short examples show how Exhibit B clarifies obligations and supports execution across organizations.

Optica Ventures

A portfolio firm standardized Exhibit B across deals to reduce review time by centralizing milestones and acceptance criteria

Resulted in consistent billing triggers and fewer disputes
The clear exhibit reduced turnaround and improved customer clarity when used with project dashboards and version control.

Martin Properties

A small real-estate operator used Exhibit B to attach scope to property management contracts

Acceptance tied to inspection checklists
The exhibit helped the company process approvals online, enabling efficient landlord-tenant deliverable verification and faster vendor payments.

eSignature Pricing and Feature Snapshot for Exhibit Execution

Compare common vendor starting prices and feature availability to support secure signing and audit trails for Exhibit B. Pricing models and plan features differ by vendor and plan tier.

	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 vendor	Varies by vendor	Varies by vendor	Varies by vendor
Bulk Send	Yes (plan dependent)	Yes (plan dependent)	Yes (plan dependent)	Yes (plan dependent)	Varies
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No

Frequently Asked Questions About Exhibit B

Answers to common questions about execution, e-signing, witnesses, and post-execution handling of Exhibit B.

Need help? Contact support

Can Exhibit B be signed electronically?
Yes. Electronic signatures are generally enforceable under the ESIGN Act and UETA when intent, consent, attribution, and record retention are met; confirm exceptions such as certain notarizations or court filings that may require special handling.
Do I need a notary or witness?
Not usually for most commercial exhibits, but state-specific rules can require notarization or witnesses for deeds or powers attached to an exhibit; check local notary statutes and deed requirements before execution.
Who must sign Exhibit B?
Only individuals with authority to bind their organization should sign. Confirm signatory titles and corporate authorization to avoid later challenges to enforceability.
What if we need to amend Exhibit B later?
Use a written amendment signed by authorized parties or follow the change control procedure defined in the exhibit; avoid informal email approvals unless the master contract permits them.
How should executed copies be stored?
Retain signed originals in your contract repository with an audit trail and backups; include version history and link the exhibit to the master agreement for discovery and audit readiness.
What happens if information is incorrect?
Material errors in scope, dates, or pricing can cause payment disputes or performance issues; correct errors via a signed amendment or mutually agreed change order to preserve enforceability.

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