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Project Management Preliminary Contract

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Project Management Preliminary Contract

Project Identification

Client Name:    Service Provider Name:

Effective Date:

Recitals and Definitions

This Preliminary Contract sets forth the principal terms under which the Service Provider agrees to perform project management services for the Client on the project identified above. Capitalized terms used but not defined in this document shall have the meanings assigned in the final master services agreement to be executed by the parties.

Scope of Work

Deliverables and Acceptance

The Service Provider shall deliver the following items. Each deliverable must be accepted in writing by the Client in accordance with the acceptance criteria stated below.

Timeline and Milestones

Target Project Start:    Target Project End:

Due Date:

Due Date:

Budget and Payment

Due Date:

Change Order Process

All changes to the Scope of Work, schedule, or compensation shall be implemented only by written change order signed by authorized representatives of both parties. The change order shall describe the change, the impact on schedule, the additional or reduced compensation, and any other modifications to this Preliminary Contract.

Confidentiality

Each party shall retain in confidence all Confidential Information disclosed by the other party and shall not disclose such information to any third party except as required by law or as necessary to perform the services set forth herein. Confidential Information excludes information that is or becomes public through no fault of the receiving party, is rightfully known prior to disclosure, or is independently developed without using the disclosing party’s Confidential Information.

Liability; Indemnification

The Service Provider shall perform services with reasonable care and skill. Except as expressly provided in a subsequently executed master agreement, neither party shall be liable for indirect, incidental, special or consequential damages. Each party agrees to indemnify and defend the other from third-party claims arising out of that party’s gross negligence or willful misconduct in connection with the performance of this Preliminary Contract.

Termination

Either party may terminate this Preliminary Contract for convenience upon written notice to the other party. Termination shall become effective at the expiration of the notice period below. Upon termination, the Client shall pay the Service Provider for all services performed and reasonable, documented costs incurred through the effective date of termination.

Notices

Governing Law and Dispute Resolution

This Preliminary Contract shall be governed by and construed in accordance with the laws of the state identified by the Client below, without regard to conflict of laws principles. The parties will attempt to resolve disputes by negotiation between senior representatives before pursuing litigation or arbitration.

General Provisions

This document constitutes the preliminary agreement of the parties. It is intended to record the principal commercial terms and shall be superseded by a definitive agreement executed by both parties. No party may assign its rights under this Preliminary Contract without the prior written consent of the other party, except to a successor in interest to substantially all of its business and assets to which this Preliminary Contract relates.

Acknowledgment

The undersigned individuals represent and warrant that they are authorized to enter into this Preliminary Contract on behalf of the respective parties and that the information provided herein is true and correct to the best of their knowledge.

Client — Printed Name:

By:

Date:

Service Provider — Printed Name:

By:

Date:

Enter text✕

What the Project Management Preliminary Contract Is

The Project Management Preliminary Contract is a short-form agreement used at a project's start to capture parties, preliminary scope, roles, estimated budget, timeline, and key milestones. It records mutual intent to proceed while deferring detailed commercial terms to a later definitive contract. Typical uses include vendor selection, limited mobilization, feasibility work, or authorizing initial procurement. The document sets expectations for deliverables, acceptance criteria, and change-control procedures and provides a written reference for approvals, budgeting, and later contract negotiation.

Why use a Preliminary Contract early in a project

A Project Management Preliminary Contract clarifies responsibilities, accelerates decisions, and reduces disputes by recording scope, budgets, and milestones. It supports procurement and budgeting approvals, helps identify risks early, and provides a written record useful for audits and later contract transitions.

Why use a Preliminary Contract early in a project

Who prepares and signs this document

Typical users include project managers, procurement officers, contractors, and client representatives who require a written basis to begin scoped work.

  • Project managers who need documented scope, milestones, deliverables, and change-order procedures for approvals.
  • Contractors and vendors bidding work who require authorization to mobilize resources or begin procurement.
  • Clients, owners, and stakeholders seeking early cost estimates, timelines, and risk allocations in writing.

Use this contract when parties need formalized intent before executing a comprehensive project agreement or authorized work.

Essential sections to include in a professional Preliminary Contract

A professional Project Management Preliminary Contract should include clear scope, roles, schedule, budget estimates, acceptance criteria, and change-control terms to guide initial project activities.

Parties

Identify each contracting party with full legal name, role (owner, contractor), contact details, and authorized signatory; mismatched names can affect enforceability and payment processing.

Scope

Describe preliminary deliverables, excluded items, assumptions, constraints, and acceptance thresholds. Include measurable descriptions and illustrative attachments to reduce ambiguity and prevent later scope disputes where possible.

Schedule

Provide milestone dates, estimated durations, critical-path items, and key dependencies. State whether dates are firm or preliminary and include review cycles and approval windows for each milestone.

Budget

Present estimated total cost, line-item allowances, contingency, payment schedule, invoicing cadence, and who is responsible for reimbursable expenses. Note that figures are preliminary and subject to change.

Acceptance

Define acceptance criteria, testing or review procedures, deliverable sign-off process, and remedies for rejected work. Specify timeframes for review and escalation paths for unresolved disputes.

Change Control

Establish how change requests are submitted, evaluated, approved, and priced. Require written approvals for scope or budget changes and list thresholds that trigger formal contract amendments.

Step-by-step: how to complete and exchange the contract

Follow these steps to complete and exchange a Project Management Preliminary Contract, whether on paper or via eSignature, to avoid execution delays.

  • 01
    Prepare: Gather scope, contacts, budget, and schedule.
  • 02
    Draft: Populate template fields and attach supporting exhibits.
  • 03
    Review: Circulate to stakeholders for comments and approvals.
  • 04
    Execute: Collect signatures, date the document, and distribute copies.

Where to send and file the executed contract

Typical routing includes internal approvals, client countersignature, contract repository, and project controls team; choose destinations based on governance and audit requirements.

  • Internal: Route to PMO or legal for sign-off and retention.
  • Client: Send to client signatories for review and countersignature.
  • Repository: Store executed copy in contract management system.
  • Controls: Notify finance and project controls for baseline setup.

Configuring an online workflow for the contract

Configure the online workflow to map fields, assign signers, and automate routing for approvals and archival.

Field Configuration
Signer Order Sequential or parallel assignment per project needs
Authentication Email link, SMS code, or KBA depending on risk
Conditional Fields Show or hide sections based on role or answers
Auto-Archive Save signed PDF to repository with metadata

Technical and compliance considerations for eSigning

Digital execution and eSubmission require compatible formats, signer authentication, and retention policies aligned with your governance.

  • File Formats: PDF, DOCX, or HTML supported
  • Integrations: Connect to Salesforce, NetSuite, Google Workspace
  • Auth Options: Email link, SMS, SSO, or KBA

Quick vendor pricing and feature comparison for eSigning

Compare common eSignature plan features and costs for executing the Project Management Preliminary Contract across leading providers; signNow appears first in the table.

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 Varies Varies Varies
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 No cap No cap No cap

Practical tips for accurate, efficient completion

Follow these best practices to reduce disputes, accelerate execution, and maintain clear records when using a Project Management Preliminary Contract.

Use clear, measurable scope language
Draft scope using measurable deliverables, acceptance criteria, and explicit exclusions. Attach one-line exhibits or sample deliverables, and require sign-off on each milestone to prevent differing expectations and minimize later change-order disputes and cost overruns.
Define acceptance and review cycles
Specify review periods, test procedures, sign-off forms, and time-bound approval windows. Include escalation steps if a party fails to respond to allow automatic acceptance or an agreed mitigation path to keep the project on schedule.
Document change authorization and pricing
Require written change requests with cost and schedule impacts, designated approvers, and thresholds that mandate formal amendments. State whether verbal approvals are invalid and how to handle emergency changes to avoid billing disputes.
Preserve an auditable execution trail
Use electronic signatures with timestamped audit trails or notarization for high-risk agreements. Retain signed PDFs, metadata, and version history in a centralized repository to support dispute resolution, audits, and regulatory compliance.

Key risks and penalties from incorrect preparation

Ambiguity: Leads to disputes and cost overruns.
Unauthorized Signatures: Contracts may be unenforceable.
Missing Approvals: Payment delays and work stoppage.
Incorrect Name/TIN: Triggers backup withholding and tax issues.
Improper Notarization: Invalid acknowledgment or recording problems.
HIPAA Noncompliance: Penalties if PHI disclosed without BAA.

Frequently asked questions about execution, signatures, and storage

Common questions about completing, signing, and storing the Project Management Preliminary Contract, including eSignature legality, notarization, and record retention guidance.


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