Can this agreement be signed electronically?

Yes. Electronic signatures generally satisfy the ESIGN Act and UETA requirements when intent, consent, attribution, and record retention are present; obtain consumer-facing disclosures where required and preserve an audit trail with timestamps and signer attribution.

Is notarization required for enforceability?

Not usually. Most commercial contracts do not require notarization. Consider notarization only when state law or specific third parties (e.g., real property filings) demand it or when additional evidentiary weight is desired.

Who must sign the agreement to bind a company?

An authorized signer—typically an officer or delegated representative—must sign. Verify signing authority internally or via a corporate resolution for large transactions to avoid enforceability challenges.

How do I handle later amendments?

Record amendments in writing and reference the original agreement, include an amendment effective date, and obtain signatures from the same authorized representatives; avoid informal oral modifications.

What if a party disputes a signed change order?

Follow the change-control process in the contract: document notices, require written approvals, preserve emails and audit logs, and use the agreed dispute resolution mechanism if reconciliation fails.

How long should I retain executed agreements?

Retain the executed agreement for the full term plus a conservative post-termination period—commonly 3 to 7 years—and longer for tax, HIPAA, or industry-specific requirements as noted earlier.

Electronic Signature
Templates
Project Management
Project Management Professional Services Agreement

Project Management Professional 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 PROFESSIONAL SERVICES AGREEMENT

Project Identification

Project Title:

Project ID:

Client Name:

Client Address

Service Provider:

Service Provider Address Project Manager (Service Provider)

Recitals

This Agreement is entered into between the Client and the Service Provider identified above. The Service Provider will provide professional project management services for the Project identified herein in accordance with the terms and conditions set forth in this Agreement.

Scope of Work

Scope of Services Out of Scope

Deliverables and Acceptance

Deliverable 1 - Description:

Acceptance Criteria Due Date

Deliverable 2 - Description:

Acceptance Criteria Due Date

Project Timeline & Milestones

Anticipated Start Date: Anticipated End Date:

Milestone 1 Milestone 2

Budget & Payment

Total Contract Value Payment Schedule

Billing Method: Milestone-based Monthly retainer Upon deliverable acceptance

Change Order Process

Change Order Procedure Change Order Rate (if applicable)

Confidentiality

The Service Provider shall treat all non-public information received from the Client as Confidential Information. Confidential Information shall not be disclosed to any third party without the Client’s prior written consent, except as required by law. The Service Provider shall use at least the same degree of care to protect Confidential Information as it uses to protect its own confidential information, but in no event less than reasonable care. Confidentiality obligations shall survive termination of this Agreement for a period of three (3) years.

Intellectual Property & Deliverables

Subject to the Client’s payment of all fees due, the Service Provider assigns to the Client all right, title and interest in Work Product produced specifically for the Client under this Agreement. Pre-existing materials, proprietary tools, methodologies, templates, or software of the Service Provider remain the Service Provider’s sole property, with only a non-exclusive, non-transferable license granted to the Client to use such materials as incorporated into the Work Product.

Acceptance Testing

Acceptance of each deliverable shall occur upon the Client’s written approval or, if no written response is provided within ten (10) business days following delivery, the deliverable will be deemed accepted. The Client may reject a deliverable only for material nonconformance to the agreed acceptance criteria, and the Service Provider shall promptly correct deficiencies at no additional cost unless deficiencies are caused by Client-provided information or scope changes.

Insurance; Indemnity; Limitation of Liability

The Service Provider shall maintain commercially reasonable insurance coverage appropriate to the services provided. The Service Provider shall indemnify and hold the Client harmless from third-party claims arising from the Service Provider’s gross negligence or willful misconduct in performing the services. Except for liability arising from gross negligence, willful misconduct, or breaches of confidentiality and indemnity obligations, each party’s aggregate liability to the other for any claim arising under this Agreement will not exceed the total fees paid by the Client to the Service Provider under this Agreement.

Termination

Either party may terminate this Agreement for material breach by the other party upon fifteen (15) days’ written notice if the breach remains uncured. The Client may terminate for convenience upon thirty (30) days’ written notice and will pay the Service Provider for all services performed and reasonable direct costs incurred through the effective date of termination.

Force Majeure; Dispute Resolution; Governing Law

Neither party will be liable for delays or failures in performance resulting from causes beyond its reasonable control. The parties shall attempt in good faith to resolve disputes by negotiation. If unresolved, disputes shall be submitted to binding arbitration under the rules agreed by the parties. This Agreement will be governed by the laws of without regard to conflict of law principles.

Notices

All notices required under this Agreement shall be in writing and delivered to the addresses below or to such other address as either party may designate in writing.

Client Notice Address Service Provider Notice Address

Miscellaneous

This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof 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 remain in full force and effect.

Client:

By:

Date:

Service Provider:

By:

Date:

What the Project Management Professional Services Agreement Is

A Project Management Professional Services Agreement is a written contract between a client and a project management service provider that defines the scope, deliverables, schedule, responsibilities, fees, change control, insurance, and dispute resolution for a defined engagement. It sets performance standards, reporting expectations, acceptance criteria, and payment terms so both parties understand responsibilities, risk allocation, and remedies if milestones or quality requirements are not met. These agreements are commonly used for construction oversight, IT implementations, program management, and large-scale vendor-managed projects where ongoing coordination and phased deliverables determine compensation.

Why a Clear Professional Services Agreement Matters

A well-drafted Project Management Professional Services Agreement reduces scope disputes, clarifies payment triggers, preserves remedies for missed milestones, and establishes governance for changes and subcontracting. It creates an enforceable baseline for accountability, protects intellectual property and confidential information, and improves project predictability for both client and provider.

Who Typically Signs and Manages These Agreements

Organizations and individuals involved in project delivery commonly prepare or sign this agreement; roles vary by company size and industry.

Clients and Owners — Procurement, program managers, or business unit leaders who define scope, budget, and accept deliverables and who control payments and change approvals.
Project Management Firms — PMOs, consulting firms, or independent consultants responsible for scheduling, staffing, reporting, and performance to the agreed standard.
Contract and Legal Teams — In-house counsel or outside counsel who review liability, indemnity, insurance, and IP clauses to align with corporate policy.

Use the agreement to document responsibilities, with authorized signatories identified and contact points for day-to-day project governance.

Core Clauses to Include in the Agreement

A complete Project Management Professional Services Agreement combines operational, financial, legal, and technical clauses so each party knows obligations and remedies.

Scope of Work

Define deliverables, acceptance criteria, milestones, and excluded services. Use measurable deliverables and reference any attached schedules, exhibits, or acceptance tests to avoid ambiguity and disputes during performance.

Fees & Payment

Specify fixed fees, time-and-materials rates, milestone payments, invoicing cadence, late payment interest, and any retainers. Tie payments to deliverable acceptance or milestone completion where practical to limit payment disputes.

Change Control

Describe a formal change-order process that requires written approval, cost estimates, schedule impact assessment, and signatures from authorized representatives before work proceeds on scope changes.

Insurance & Liability

State required insurance coverages (general liability, professional liability, workers’ compensation), limits of liability, and any caps or carve-outs for consequential damages and indemnities.

Confidentiality & IP

Protect client data and deliverables with confidentiality clauses, specify ownership or license of work product, and address pre-existing IP, third-party components, and assignment of copyrights where applicable.

Termination & Remedies

Include termination for convenience and cause, notice periods, cure rights, transition assistance, and mechanisms for calculating final payments, refunds, or liquidated damages.

Step-by-Step: Completing the Agreement

Follow this sequence to prepare, review, and execute a Project Management Professional Services Agreement efficiently.

01

Draft SOW: Assemble a detailed statement of work with deliverables and acceptance criteria.
02

Set Payment Milestones: Map payments to accepted deliverables or achieved milestones to align incentives.
03

Review Legal Terms: Have counsel confirm liability caps, indemnities, and IP ownership before finalizing.
04

Execute and Distribute: Obtain signatures, distribute final copies to stakeholders, and store the executed agreement securely.

How to Configure an Online Signing Workflow

Common workflow settings reduce signer friction and preserve an audit trail during eSignature execution.

Field	Configuration
Signing Order	Sequential or parallel; use sequential for role-based approvals.
Signer Authentication	Email link plus SMS code or KBA for higher-assurance transactions.
Role-Based Fields	Assign signature, initials, and date fields by role to prevent misplaced signatures.
Reminder Schedule	Set automated reminders and expiration to maintain momentum on execution.

Where to Send and How to Route the Signed Agreement

Routing the executed agreement correctly ensures payment, performance, and archival requirements are satisfied.

Primary Recipient: Send the final signed copy to the client contract owner and the provider’s project lead.
Legal Archive: Store a certified PDF with audit trail in the legal or contract repository.
Accounting: Notify accounts payable/receivable to trigger invoices and payment scheduling.
Project Team: Distribute SOW and milestone schedule to the project manager and delivery team.

Digital Signing and Technical Considerations

Technology choices affect signer experience, evidence of authenticity, and integration with existing systems.

File Formats: PDF and DOCX are standard; ensure final signed PDF preserves embedded fields and audit metadata.
Integrations: Use integrations with CRM, ERP, or document stores to automate storage and trigger billing workflows.
Authentication: Select email verification, SMS codes, or higher-assurance methods for critical agreements.

Choose a platform that supports audit trails, preserves signed PDFs, and integrates with your document repository to maintain a single source of record.

Comparing eSignature Vendors for This Agreement

Basic vendor features that affect execution include starting price, trial availability, bulk send, audit trail, HIPAA compliance, and envelope or invite limits.

	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 plan	Varies by plan	Varies by plan	Varies by plan
Bulk Send	Yes	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No

Practical Tips to Reduce Risk and Speed Execution

Adopt these practices to keep negotiations focused and reduce post-signature disputes.

Define Deliverables Precisely

Use measurable acceptance criteria, attach a detailed schedule and deliverable checklist as exhibits, and avoid vague phrases like 'best efforts' that create interpretation disputes. Clear acceptance tests reduce warranty and payment disagreements.

Align Payments with Acceptance

Tie invoicing to objective milestones or deliverable acceptance to align incentives, reduce billing disputes, and limit provider cashflow gaps resulting from ambiguous completion criteria.

Limit Liability Sensibly

Negotiate liability caps and carve-outs for willful misconduct or gross negligence. Clearly define insurer responsibilities and require certificates of insurance to verify coverage limits.

Use Structured Change Orders

Require written change orders with cost and schedule impacts and designate authorized approvers. This prevents informal scope additions and preserves project budget and timeline integrity.

Common Preparation Mistakes to Avoid

Vague scope language — Failing to attach a detailed SOW leads to scope creep, disputes, and unplanned cost increases during execution.
Missing signer authority — Contracts signed by unauthorized personnel risk later challenges to enforceability and may require re-execution with proper corporate approvals.
Unclear payment triggers — Leaving payments tied to subjective milestones creates billing disputes and delays in cash flow for the provider.
Improper recordkeeping — Not preserving the final signed PDF with an audit trail makes it harder to prove execution and sequence of changes in disputes.

Legal and Financial Risks from Errors or Omissions

Contractual Exposure: Damages for unmet obligations

Tax Consequences: Withholding or reporting errors

Regulatory Risk: HIPAA or industry noncompliance

Enforceability Issues: Invalid signatures or missing authority

Delayed Payments: Disputed milestones cause cashflow harm

Litigation Costs: Attorney fees and court expenses

Real-World Examples of Project Management Agreements in Use

These examples show how organizations use professional services agreements to manage risk and streamline delivery.

Optica Ventures (PMO)

Brian Fitzgibbons used a standardized Project Management Professional Services Agreement to centralize vendor obligations and reporting.

The agreement required monthly progress reports and milestone sign-offs to release payments.
This structure reduced disputes, improved schedule visibility, and made audits simpler by keeping a single authoritative SOW and signed change-order log.

Martin Properties (Real Estate)

Tim Martin adopted a PM services form tied to property remediation and construction milestones.

Payments were tied to certificate-of-completion events handled by an independent inspector.
The result was clearer owner expectations, fewer payment disputes with subcontractors, and a documented path to final acceptance for leasing readiness.

Essential Data Elements and Security Considerations

Party Names: Legal entity names

Contact Information: Addresses, emails, phone

Scope Reference: SOW exhibit identifier

Payment Details: Rates and invoicing terms

Signature Evidence: Signed PDF with audit trail

Compliance Flags: HIPAA or industry needs

Key Timing and Deadline Considerations

Time-related clauses affect performance, billing, dispute windows, and retention obligations; define them clearly.

Effective Date:

Date contract obligations begin; affects statute of limitations and warranty periods

Milestone Dates:

Dates for deliverables and acceptance that trigger payments

Payment Terms:

Net terms and due dates that control cashflow and late penalties

Cure Periods:

Defined time to remedy breaches before termination rights apply

Record Retention:

Specify how long project documentation will be kept post-termination

Frequently Asked Questions About Execution and Enforceability

Answers to common legal and practical questions help ensure signatures are valid and documents enforceable.

Need help? Contact support

Can this agreement be signed electronically?
Yes. Electronic signatures generally satisfy the ESIGN Act and UETA requirements when intent, consent, attribution, and record retention are present; obtain consumer-facing disclosures where required and preserve an audit trail with timestamps and signer attribution.
Is notarization required for enforceability?
Not usually. Most commercial contracts do not require notarization. Consider notarization only when state law or specific third parties (e.g., real property filings) demand it or when additional evidentiary weight is desired.
Who must sign the agreement to bind a company?
An authorized signer—typically an officer or delegated representative—must sign. Verify signing authority internally or via a corporate resolution for large transactions to avoid enforceability challenges.
How do I handle later amendments?
Record amendments in writing and reference the original agreement, include an amendment effective date, and obtain signatures from the same authorized representatives; avoid informal oral modifications.
What if a party disputes a signed change order?
Follow the change-control process in the contract: document notices, require written approvals, preserve emails and audit logs, and use the agreed dispute resolution mechanism if reconciliation fails.
How long should I retain executed agreements?
Retain the executed agreement for the full term plus a conservative post-termination period—commonly 3 to 7 years—and longer for tax, HIPAA, or industry-specific requirements as noted earlier.

be ready to get more

Join over 28 million airSlate SignNow users

Sign Now