Project Management Final Revised Document

PROJECT MANAGEMENT FINAL REVISED DOCUMENT

Project Identification

Project Title:

Project ID:   Client Name:

Service Provider:   Project Manager:

Effective Date:

Scope of Work

The Service Provider will perform the following services. The description below sets out the agreed scope, deliverables, acceptance criteria and any dependencies. All changes must follow the Change Order Process set forth below.

Deliverables and Acceptance Criteria

Each deliverable must include measurable acceptance criteria. The Client will accept or reject deliverables according to the acceptance process stated below.

Timeline & Milestones

Project Start Date:   Projected End Date:

Description:   Target Date:

Description:   Target Date:

Budget, Payment & Invoicing

Change Order Process

All modifications to scope, schedule, or price must be documented by a written Change Order. Change Orders require mutual written approval by authorized representatives of both parties and will include an itemized statement of cost, schedule impact, and any revisions to acceptance criteria.

Confidentiality

Each party will treat the other party’s Confidential Information as proprietary and confidential, and will not disclose or use such information except as expressly permitted in connection with performance of this Agreement. Confidential Information excludes information that is or becomes publicly available through no breach of this Agreement, is rightfully received from a third party without restriction, or is independently developed.

By checking this box, the signatories acknowledge they have read and agree to the confidentiality obligations set forth in this document.

Representations, Warranties & Liability

Each party represents that it has the full right, power and authority to enter into and perform under this Agreement. The Service Provider warrants that services will be performed in a professional manner consistent with industry standards. Except for willful misconduct or gross negligence, neither party will be liable for indirect, consequential or punitive damages. The aggregate liability of the Service Provider for direct damages arising out of or related to this Agreement will not exceed the total fees paid under this Agreement for the applicable scope.

Intellectual Property & Deliverable Ownership

Unless otherwise agreed in writing, the Service Provider assigns to the Client all right, title and interest in Deliverables created specifically for the Client upon full payment. Service Provider retains ownership of pre-existing tools, methodologies and know-how, and grants the Client a nonexclusive license to use such materials as incorporated in the Deliverables.

Acceptance & Final Deliverable Sign-off

The Client will evaluate each Deliverable against the stated acceptance criteria within the review period specified in the applicable acceptance criteria. Deliverables will be deemed accepted if the Client fails to provide a documented list of deficiencies within the agreed review period. Final acceptance will be evidenced by the Client’s authorized signature below.

Governing Law & Dispute Resolution

This Agreement will be governed by and construed in accordance with the laws of the state identified below without regard to its conflict of laws principles. The parties will attempt in good faith to resolve disputes through negotiation. If unresolved, disputes will be submitted to binding arbitration in the selected jurisdiction unless the parties mutually agree otherwise in writing.

Miscellaneous

This document, together with executed Change Orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior proposals, negotiations and agreements. No amendment or waiver is effective unless in writing and signed by authorized representatives of both parties.

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