Project Management Narrative Services Agreement

PROJECT MANAGEMENT NARRATIVE SERVICES AGREEMENT

This Project Management Narrative Services Agreement ("Agreement") is entered into as of between Client Name: and Service Provider Name: . The parties agree as follows.

Project Identification

Scope of Work

The Service Provider shall perform project management narrative services described below. Services shall include preparation of narrative reports, status summaries, schedule maintenance, risk logs, stakeholder communication plans, and other tasks expressly set forth in the Scope of Work section. The Provider shall deliver services in a professional manner consistent with industry standards.

Deliverables and Acceptance

Deliverables will be submitted in the format and at the milestones specified below. Each deliverable shall include narrative content, supporting schedule updates, and an acceptance statement from Client. Acceptance shall be deemed given when Client signs the acceptance form or, in the absence of a signed acceptance within the acceptance_period_days input below, when Client fails to provide written rejection with substantiated reasons within the stipulated period.

Timeline and Milestones

Project Start Date:    Project End Date:

Milestone 1 Date:

Milestone 2 Date:

Milestone 3 Date:

Budget, Fees and Payment

The Client shall pay the Service Provider the total fee set forth below in accordance with the Payment Schedule. All fees are exclusive of applicable taxes unless otherwise stated. Provider shall submit invoices in accordance with the schedule below and Client shall remit payment within the stated payment_terms_days input following receipt of a properly submitted invoice.

Amount:    Due Date:

Amount:    Due Date:

Change Order Process

Any change to the Scope of Work, schedule, or fees shall be documented in a Change Order. No Change Order is effective until signed by both parties. Change Orders shall specify the change, impact on deliverables, revised schedule, and any adjustment to fees.

Confidentiality

Each party acknowledges that in the performance of this Agreement it may receive Confidential Information of the other party. "Confidential Information" means non-public information identified as confidential or that reasonably should be understood to be confidential. Recipient shall (i) hold Confidential Information in confidence, (ii) use it only to perform obligations under this Agreement, and (iii) not disclose it except to employees, contractors or advisors who have a need to know and are bound by obligations of confidentiality no less protective than those herein. Confidential Information does not include information that is (a) publicly known at the time of disclosure, (b) rightfully received without obligation of confidentiality, (c) independently developed without use of Confidential Information, or (d) required to be disclosed by law, provided Recipient gives prompt notice to disclosing party and limits disclosure to the extent required.

Intellectual Property and Work Product

Subject to Client's payment of fees, Service Provider grants Client a non-exclusive license to use the final narrative deliverables for Client's internal business purposes. Provider retains ownership of drafts, methodologies, templates, and pre-existing materials. To the extent any deliverable incorporates Provider pre-existing intellectual property, Provider grants Client a limited license and shall identify such materials in writing.

Warranties; Limitation of Liability

Provider warrants that services will be performed in a professional manner consistent with prevailing industry standards. EXCEPT AS EXPRESSLY STATED, NEITHER PARTY MAKES ANY OTHER WARRANTIES, EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY'S AGGREGATE LIABILITY ARISING FROM OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID TO PROVIDER UNDER THIS AGREEMENT DURING THE SIX MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY. NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES.

Termination

Either party may terminate this Agreement for convenience upon prior written notice to the other party. Termination for convenience requires days' notice. Either party may terminate for material breach if the breach remains uncured for thirty (30) days after written notice specifying the breach. Upon termination Client shall pay Provider for all services performed and reimbursable expenses incurred through the effective date of termination.

Governing Law and Dispute Resolution

This Agreement shall be governed by the laws of the jurisdiction specified below without regard to conflict of law principles. The parties shall attempt to resolve disputes in good faith through negotiation. If unresolved, disputes shall be resolved by binding arbitration in the agreed jurisdiction unless otherwise mutually agreed in writing.

Notices

All notices under this Agreement shall be in writing and delivered to the addresses below by certified mail or overnight courier, or by email when receipt is acknowledged by the receiving party.

Miscellaneous

This Agreement, including any attachments and executed Change Orders, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior agreements and understandings. Any amendment must be in writing and signed by authorized representatives of both parties. If any provision is held unenforceable, the remaining provisions shall remain in full force and effect.

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