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Project Management T&M Proposal

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PROJECT MANAGEMENT TIME & MATERIALS (T&M) PROPOSAL

Proposal Date:   Proposal Number:

Project Identification

Scope of Work

This Time & Materials Proposal sets forth the scope, estimated schedule, billing rates, acceptance criteria, and terms under which the Service Provider will perform project management and related professional services for the Client.

Deliverables and Acceptance Criteria

The Service Provider will deliver the following items. Each deliverable is subject to the specified acceptance criteria. Acceptance is the Client's written confirmation that the deliverable materially conforms to the criteria below.

Timeline & Milestones

Anticipated schedule and milestone dates. Dates are estimates and may be adjusted under the Change Order process described below.

Milestone 1 Date:

Milestone 2 Date:

Budget, Rates & Payment

This engagement is on a time-and-materials basis. Client will pay for time expended and direct, pre-approved expenses in accordance with the rates and payment schedule below.

Invoices will state hours by resource, rates, expenses, and a brief description of work performed. Payment is due within the stated net period following invoice. Late payments accrue interest at the lesser of 1.5% per month or the maximum permitted by law.

Change Order Process

All changes to scope, schedule or budget will be documented in a written Change Order. Service Provider will not commence work subject to a Change Order until Client approves the Change Order in writing (email acceptable). Change Orders will specify adjustments to scope, estimated hours, rates (if applicable), and schedule.

Expenses & Subcontracting

Client will reimburse reasonable, pre-approved, and documented out-of-pocket expenses (travel, lodging, third-party services) at cost. Subcontracting of specialized work is permitted with prior notice to Client; subcontractor charges will be billed at cost plus any agreed markup stated in the Change Order or this Proposal.

Confidentiality

Each party shall treat the other party's confidential information as proprietary and shall not disclose such information except to employees, consultants or subcontractors who need access to perform the services, and who are bound by confidentiality obligations at least as protective as those herein. Confidential information does not include information that is or becomes publicly available without breach, is rightfully received from a third party, or is independently developed.

Intellectual Property

Unless otherwise agreed in writing, Service Provider retains ownership of pre-existing intellectual property and tools. Upon full payment, Service Provider grants the Client a non-exclusive, non-transferable license to use deliverables for the Client’s internal business purposes. Any transfer of source code, proprietary tools, or third-party licensed materials must be expressly documented and approved.

Limitation of Liability

EXCEPT FOR WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, EACH PARTY'S AGGREGATE LIABILITY TO THE OTHER FOR ANY CLAIM ARISING OUT OF OR RELATING TO THIS PROPOSAL SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY THE CLIENT TO THE SERVICE PROVIDER UNDER THIS PROPOSAL DURING THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, OR INDIRECT DAMAGES.

Termination

Either party may terminate this engagement for convenience upon providing at least thirty (30) days' written notice. Upon termination, Client will pay for time expended, work in progress, and unrecoverable expenses through the effective date of termination. Termination shall not affect sections intended to survive termination, including Confidentiality, Intellectual Property, Limitation of Liability, and Governing Law.

Governing Law & Dispute Resolution

This Proposal shall be governed by the substantive laws of the state or jurisdiction specified below, without regard to its conflict-of-law rules. The parties shall first attempt to resolve disputes through good faith negotiation. If unresolved, disputes shall be resolved through binding arbitration conducted by a single arbitrator in the agreed jurisdiction, unless otherwise mutually agreed.

Insurance

Service Provider will maintain commercially reasonable insurance coverages appropriate to the services provided, including general liability and professional liability. Certificates of insurance will be provided upon request and subject to any confidentiality obligations.

Taxes

Client is responsible for all taxes, duties, and levies assessed in connection with payments made under this Proposal, other than taxes on Service Provider's net income. If Service Provider is required to collect or pay taxes on Client's behalf, Client will reimburse such amounts.

Acceptance

By signing below, the Client and Service Provider agree to the scope, rates, estimates, and terms set forth in this Project Management Time & Materials Proposal. This Proposal becomes effective when signed by authorized representatives of both parties.

Client:

By:

Date:

Service Provider:

By:

Date:

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What a Project Management T&M Proposal Includes

A Project Management Time-and-Materials (T&M) Proposal documents the scope, hourly labor rates, materials pricing, estimated hours, and billing terms for work billed by time and actual costs. It establishes responsibilities, defines labor categories, sets travel and expense rules, and explains change-order handling and approvals. The proposal is used to obtain client authorization for open-ended or evolving work where fixed-price contracting is impractical, and it serves as the basis for invoicing, progress reporting, and project controls throughout execution.

Why use a T&M Proposal for project-based work

T&M proposals provide transparent pricing for variable-scope work, simplify billing when requirements evolve, and reduce disputes by documenting hourly rates, reimbursable costs, and change-order procedures upfront.

Why use a T&M Proposal for project-based work

Who typically prepares and approves T&M proposals

Key roles include the party proposing the work, the client reviewer, and the project authorization signer; each has defined responsibilities during proposal review and acceptance.

  • Project managers and PMOs preparing scope, rates, and labor categories for approval and control.
  • Independent contractors or firms documenting billable hours, material markups, and expense reimbursement rules.
  • Client procurement, project owner, or contract administrator reviewing estimates, change-order terms, and billing cadence.

Clear role assignment reduces approval delays and supports auditability for invoicing, progress reporting, and contract compliance.

Who signs and executes these proposals

Project Manager

A Project Manager or authorized program lead typically prepares the technical scope, submits time estimates, and attests to hourly rates; they coordinate approvals and ensure timekeeping matches the proposal.

Client Representative

An authorized client signatory (procurement, contract manager, or owner) must accept terms, confirm authorization limits, and approve change orders to create a binding agreement under ESIGN and applicable state law.

Essential elements to include in a professional T&M Proposal

A complete proposal groups scope, rates, billing mechanics, approvals, and attachments so reviewers can quickly validate estimates and payment terms before work starts.

Scope of Work

Concise description of tasks, deliverables, milestones, and exclusions so parties share a common understanding and minimize scope disputes during execution.

Rate Schedule

List labor categories and hourly rates, including overtime rules and weekend rates; specify currency and whether rates include fringe or overhead.

Materials & Expenses

Define billable materials, markup rules, per-diem, travel expenses, and documentation required for reimbursement such as receipts or vendor invoices.

Timekeeping and Reporting

Describe time-entry method, submission frequency, required supporting detail for hours, and how progress reports and timesheets are reviewed and approved.

Change Orders

Establish a written change-order process with authorization thresholds, scope adjustment methods, and impact assessment for cost and schedule.

Payment Terms

State billing cycle, net payment terms, late fees or interest, retainage if any, and invoicing instructions including required supporting documents.

Step-by-step: preparing and sending a T&M proposal

Follow these sequential actions to create, review, and execute a T&M proposal with clear approvals and auditable records.

  • 01
    Draft the proposal: Document scope, rates, schedule, and change-order workflow.
  • 02
    Internal review: Obtain approvals from finance, legal, and project leadership.
  • 03
    Send to client: Deliver the proposal with required attachments and signature fields.
  • 04
    Execute and archive: Capture signatures, save signed copy, and record for invoicing.

Typical digital workflow settings for online completion

Configure fields and authentication to match your compliance needs before sending the proposal for signature.

Field Configuration
Signature Field Require signature and date for each authorized party
Authentication Email link, SMS code, or stronger KBA as needed
Reminders Automatic reminders at customizable intervals
Integrations Connect to CRM or accounting systems for tracking

How electronic completion and eSigning typically flow

A short digital signing sequence clarifies responsibilities and preserves an audit trail for every action on the proposal.

  • Prepare: Upload the proposal, place fields, and save a template.
  • Authorize: Assign signers and choose authentication strength.
  • Sign: Recipients review and apply signatures online.
  • Record: System captures timestamps, IP, and a completion certificate.

Technical considerations for completing proposals online

Ensure your chosen eSignature platform supports required authentication, formats, and integrations before routing proposals for signature.

  • File formats: PDF and DOCX supported
  • Integrations: Salesforce, NetSuite, Microsoft 365 available
  • Authentication: Email, SMS, KBA, or SSO options

Matching platform capabilities to compliance needs (audit trail, HIPAA BAA, API access) reduces manual work and helps integrate signed proposals into billing and project systems.

Common eSignature vendor comparison for T&M proposal workflows

Compare price and capability dimensions that affect high-volume proposal and invoicing workflows. signNow is listed first per vendor comparison conventions.

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, no credit card Varies by plan Varies by plan Varies by plan Varies by plan
Bulk Send Yes (Business Premium) Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
Envelope Cap No envelope cap 100 envelopes/user/year Varies Varies Varies

Common security and compliance features to confirm

Encryption: TLS 1.2/1.3 in transit; AES-256 at rest
Audit Trail: Complete timestamp, IP, and action log
HIPAA: BAA available where required
ESIGN / UETA: Meets ESIGN and UETA requirements
Certifications: SOC 2 Type II and ISO 27001
Accessibility: WCAG 2.0 Level AA compliance

Key legal and financial risks of an incorrect proposal

Misstating Rates: Creates billing disputes and potential claim exposure
Missing TIN: Can trigger backup withholding and IRS reporting issues
Late 1099s: IRC §6721 penalties apply for late information returns
Unauthorized Work: Work performed without approved change order may be unpaid
Inadequate Audit Trail: Difficulty proving authorization in disputes
HIPAA Violations: Potential fines if PHI protections absent

Common mistakes to avoid when preparing a T&M proposal

  • Vague scope or undefined deliverables that leave room for differing interpretations and scope creep during execution.
  • Omitting a clear change-order process, approval thresholds, or how time and materials for change requests will be verified.
  • Failing to require required attachments (rate tables, resumes, subcontractor approvals) that finance or procurement needs to process invoices.
  • Not specifying billing backup (timesheets, receipts) which increases the likelihood of payment delays or disputes.

Real-world examples of electronic proposal use

Organizations use digital signing and templates to speed approvals, preserve audit trails, and integrate signed proposals into billing systems.

Martin Properties

Tim Martin used online execution for property and project documents to eliminate in-person handoffs.

  • He cited compliance and mobile signing as key benefits.
  • By processing proposals and approvals online, his team secured signatures from stakeholders remotely, accelerated project start dates, and maintained auditable records for accounting and lease files.

Xerox (NetSuite)

Kodi-Marie Evans integrated signed proposals into ERP workflows for billing and fulfillment.

  • Integration cut duplicate data entry.
  • The NetSuite integration ensured signed T&M agreements populated billing codes and project accounts automatically, reducing invoice errors and shortening time-to-invoice while retaining the full signature audit trail.

Best practices for accurate and efficient proposals

Adopt consistent templates, require minimal necessary approvals, and automate routing to reduce friction and errors.

Standardized Templates
Use a single approved template with mandatory fields and a locked rate table to reduce versioning errors and speed internal reviews.
Automated Approval Routing
Configure role-based routing so proposals automatically go to finance, legal, and the project sponsor in the correct sequence.
Require Supporting Evidence
Mandate timesheet attachments, receipts, and subcontractor approvals for each invoice to support reimbursements and audits.
Preserve Audit Records
Save signed PDFs, completion certificates, and related correspondence in a secure repository with access controls and retention rules.

FAQs — common questions about Project Management T&M Proposals

Answers to frequent practical and legal questions when preparing, signing, and storing Time-and-Materials proposals.


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