Project Stage Gate Template

PROJECT STAGE GATE TEMPLATE

WHEREAS, Client Name: has engaged Contractor Name: to perform the services described below for Project Title: ;

WHEREAS, the parties desire to manage project delivery through a stage-gate review process establishing defined deliverables, acceptance criteria, payment milestones, and formal gate decisions to control progression of the work; and

WHEREAS, this Project Stage Gate Template sets forth the scope, deliverables, gate criteria, payment terms, and administrative provisions governing the parties' relationship with respect to the Project.

Scope of Work

Stage Definitions and Gate Criteria

Stage 1 — Initiation

Stage Name:    Objective:

Responsible Party:    Estimated Completion Date:

Gate Decision: Approve Reject    Gate Decision Date:

Stage 2 — Design & Development

Stage Name:    Objective:

Responsible Party:    Estimated Completion Date:

Gate Decision: Approve Reject    Gate Decision Date:

Stage 3 — Pilot & Handover

Stage Name:    Objective:

Responsible Party:    Estimated Completion Date:

Gate Decision: Approve Reject    Gate Decision Date:

Acceptance Checklist & Risk Assessment

Payment Terms

Total Contract Amount: $

Stage 1 Payment Amount: $    Stage 2 Payment Amount: $    Stage 3 Payment Amount: $

Invoicing:

Late Payment Fee: . Any disputed amounts must be notified in writing within 15 days of invoice receipt.

Term and Termination

Term Start Date:    Term End Date:

Either party may terminate this Agreement for material breach if such breach remains uncured for days after written notice. Termination for convenience requires days' prior written notice to the other party. Upon termination, the Contractor shall be entitled to payment for services performed and non-cancellable costs incurred through the effective date of termination, subject to Client's right of set-off for unaccepted or defective deliverables.

Confidentiality

Each party shall treat as confidential all non-public information disclosed by the other party that is designated confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). Confidential Information shall not include information that is (i) known to the receiving party prior to disclosure through no obligation of confidentiality; (ii) becomes publicly available without breach of this Agreement; or (iii) is rightfully obtained from a third party without restriction.

The receiving party shall use Confidential Information solely to perform obligations under this Agreement, shall restrict disclosure to employees, consultants, or subcontractors who have a need to know and who are bound by confidentiality obligations at least as protective as those herein, and shall exercise 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 a reasonable degree of care. Confidentiality obligations shall survive termination or expiration of this Agreement for a period of years.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict-of-law principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located within that state for any action arising out of or relating to this Agreement, subject to any mandatory arbitration provisions agreed to in writing.

Entire Agreement

This Agreement, including all schedules and documents expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, and understandings, whether written or oral. Any amendment or modification of this Agreement must be in writing and signed by authorized representatives of both parties.

Approvals and Acknowledgements

By signing below, each party represents and warrants that the signatory has the authority to bind the party to the terms of this Agreement and that the party accepts the stage gate process, acceptance criteria, milestone payment structure, and administrative requirements set forth herein.

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