Project Management Retainer

PROJECT MANAGEMENT RETAINER

Project Identification

Project Title:

Project ID:     Effective Date:

Client Name:

Service Provider:

Project Manager (Provider):    Contact Phone:

Scope of Work

The Service Provider will perform project management services as described below. Services shall include planning, scheduling, resource coordination, risk management, status reporting, and coordination with third-party vendors as necessary. Specific tasks and limits are described in the scope fields.

Deliverables and Acceptance

The following deliverables will be provided. Each deliverable must meet the stated acceptance criteria. The Client will provide written acceptance or corrective feedback within the acceptance period specified below.

Expected Delivery Date:

Expected Delivery Date:

Timeline & Milestones

The Service Provider will use commercially reasonable efforts to meet the timeline below. Dates are estimates and may be adjusted by mutual written agreement or by execution of a change order as specified herein.

Due Date:

Due Date:

Budget, Fees & Payment

This retainer establishes the payment framework for project management services. Fees and payment schedule are set forth below. All amounts are in U.S. dollars unless otherwise stated.

Change Orders

Any change in scope, schedule, or budget shall be documented in a written change order signed by authorized representatives of both parties. Change orders shall include description of changes, impact on price, schedule, and acceptance criteria. The Service Provider shall not commence changed work until a signed change order is executed, except where immediate work is necessary to prevent material harm, in which case the Provider shall notify the Client and obtain ratification promptly.

Confidentiality

Each party agrees to maintain in confidence all proprietary and confidential information disclosed by the other party in connection with this retainer. Confidential information excludes information that is or becomes public through no breach, is rightfully received from a third party, or is independently developed. Receiving party shall use confidentiality standard of care no less than reasonable care.

Intellectual Property

Unless otherwise agreed in writing, the Client shall retain ownership of existing Client materials and any deliverables paid in full under this retainer. The Service Provider grants to the Client a perpetual, worldwide, non-exclusive license to use deliverables for the Client's intended business purpose. Provider retains the right to use general know-how, methodologies, and templates, provided no confidential Client information is disclosed.

Indemnification & Limitation of Liability

Each party shall indemnify the other from third-party claims arising from its gross negligence or willful misconduct. Except for liability for personal injury or indemnities, each party's aggregate liability arising from or related to this retainer shall not exceed the total fees paid to the Service Provider under this retainer during the preceding twelve months. In no event shall either party be liable for consequential or punitive damages.

Termination

Either party may terminate this retainer upon thirty (30) days' written notice. Upon termination, Client will pay for services performed and expenses incurred through the effective date of termination, and Service Provider will deliver work product subject to Client's payment of outstanding fees. Termination shall not relieve either party of obligations accrued prior to termination.

Notices

All notices required or permitted under this retainer must be in writing and sent to the addresses below by certified mail, courier, or other nationally recognized carrier, or by electronic mail with confirmation of receipt when agreed in writing by both parties.

Governing Law & Dispute Resolution

This retainer shall be governed by and construed in accordance with the laws of the State selected below, without regard to conflict of law principles. The parties shall first attempt to resolve disputes through good-faith negotiation. If unresolved, disputes shall be submitted to binding arbitration in accordance with mutually agreed arbitration rules and seat of arbitration in the selected state.

Representations & Warranties

Each party represents that it has full power and authority to enter into this retainer and that performance will not violate any other agreement. Service Provider warrants that services will be performed in a professional and workmanlike manner consistent with industry standards.

Record Keeping & Audit

Service Provider will maintain complete and accurate records of hours billed, expenses, and deliverables for a period of two (2) years following final payment. Client may, upon reasonable notice and during normal business hours, inspect such records to verify billing and performance, subject to confidentiality obligations herein.

Acknowledgement

By signing below, the parties acknowledge that they have read, understood, and agree to be bound by the terms and conditions of this Project Management Retainer.

Sign Now