Project Contract Template

Fully editable with standard terms and clauses. Send and e-sign it online.

Bonsai has helped create 1,023,928 documents and counting.

Trusted by 500,000+
business owners
Table of contents

When starting a construction project, it's important to have contract templates that cover the rights of all involved.

This blog provides the top eleven tips for writing a project contract that will protect everyone - from contractor to owner, subcontractors to the general contractor, and lots more!

Following these eleven tips will help make sure that your contract is compliant with all legal requirements.

Note: if you need a project contract template that covers, try Bonsai. Our templates are easily customizable and are legally reviewed by attorneys. Not to mention you'll get full access to all of our other contract, invoice, proposal, and project brief templates. Claim your 14-day free trial here.

What is in a project contract?

A project contact is a binding agreement that exists between two parties in the process of executing a particular work. This type of contract also exists in freelancing. Based on its definition, it plays a functional role with legal back up while both parties fulfill their terms and conditions, payment, liability, and obligation. There are two main types of project contracts that a freelancer might find interest in signing with clients.

These project contracts are the fix price contract and a reimbursable contract. The reimbursable contract is also known as the cost plus fee contract. These types of project contracts apply to the freelance business, and it is worthy of note that the fix price contract includes:

The reimbursable contract includes cost plus fixed fee contract, cost-plus incentive fee, cost plus award fee, cost plus a percentage of value. And cost plus with a guaranteed maximum price.

Creating a project contract is essential for a successful project. A contract ensures that two or more parties are on the same page and understand each other's expectations. Make sure to include all the necessary details like timelines, service agreement, rental agreement, payment schedule, costs, and rewards.

It offers legal protections for two parties by including language that prevents project works delays or disputes.

Specify the timeline and milestones

The project management team should finalize the detailed timeline as much as possible before the deadline. Specifying a specific date can help plan and organize work more efficiently while avoiding last-minute surprises. It also guarantees that both parties are on track.

Outline the responsibilities of both parties.

A legally binding document must specify the responsibilities and expectations of both parties. The document includes defining who is responsible for what, when bills are due, and other key details related to project completion.

It is also important to specify who will be in charge during troubling times or emergencies. Contracts can help ensure that both sides understand each other's expectations and avoid misunderstandings.

Include payment terms and conditions

It is always important to list any payment details in the contract. This will ensure that everyone involved (the customer, sub-contractors, and suppliers) are clear about what they're getting themselves into. The agreements also manage late payments, account banks, Etc.

A termination clause.

A termination clause in your project contract is essential, so both parties are happy with the project's outcome.

Having a termination clause in your contract will help avoid any disputes or problems in the future.

Why do you need a project contract?

Projects can be a lot of work, and sometimes things can go wrong. That's why it's crucial to have a project contract template ready in advance. By having clear expectations between the different parties involved, the process will help avoid any surprises.

A project contract is a legal document that outlines what should happen during a project.

If there are any disputes or disagreements, a legal contract can help to resolve them smoothly.

Proper Project Management

Project management is a 3-step process: Planning, Execution, and Monitoring. It ensures that all stakeholders know their responsibilities and expectations, preventing disputes after completing the project.

Allocating Resources Properly

Allocate resources properly to achieve a construction project's desired goals. From the beginning, both parties must be on the same page and understand each other's role. This way, there will be minimal disputes, and everyone can work together harmoniously towards a common goal.

Protecting the Rights of all Parties involved

By carefully crafting a timeline and specifying each party's obligations and rights, you can avoid any misunderstandings or disputes later.

Establishing milestones and deadlines

Milestones and deadlines can be extremely helpful tools for effective project management. They help you track what needs to be done and when it should be done and provide a document showing that the project has been completed per your expectations.

Establishing specific dates for each milestone or task helps avoid any delays or confusion on the part of team members/affected parties.

How to write a contract that covers all the details?

When writing a contract, it's essential to be specific and clear about the expectation or targets of both parties. Use bold print for key points, and include a date at the beginning of each section.

Also, review your contract template to ensure it is correct and accurate. Changes may need to be made before you start to write the contract.

Eleven tips for writing effective project contracts

Always keep a copy of your contract template handy, so you can quickly and easily reference it when working on projects. In addition, include deadlines, cost estimates, and payment terms in your contract template.

1.Define the scope of work

When working on a construction project, clearly defining the scope of work from the beginning is essential. The SoW will help avoid misunderstandings and delays in the project.

2.Specify who will be responsible for what tasks

Always specify who will be responsible for what tasks in a project contract is important. This way, there are no misunderstandings or disputes later on.

Furthermore, setting specific dates, milestones, and deadlines is essential, so everything runs smoothly.

It's essential to allocate responsibility for every aspect of the project so that everyone involved knows their respective duties and deadlines. This way, no person or entity can blame anyone else if the project falls short of expectations.

3.Define project objectives

Project objectives are essential for two reasons: First, they help define the project's end goal. Second, they provide a guide for how work should be progressing to achieve this goal.

After everyone knows the objectives, it is easier to determine how much effort needs to make the project completion.

4.Set deadlines for completion of tasks

Setting deadlines for tasks is an essential part of any project that wants to be successful. Doing this ensures that the entire process runs smoothly and that everyone involved knows what to expect.

5.Verify that all requirements

Before starting any project, it is crucial to ensure all the client's requirements are deliverable. This prevents any problems in the future. Include a clause for termination if required, and make sure payments are clear and concise.

6.Include a clause for dispute resolution

All parties involved in a contract must know its terms and what they need to do to comply with them.

Contracts can effectively ensure that everyone involved knows their obligations and follows them.

Including a clause for dispute resolution will help avoid any misunderstandings or disagreements between the two sides, ultimately leading to conflict.

7.All parties understand their rights and obligations.

All parties know and understand who will be responsible for what, when things will happen, and, more importantly - how the project management team will handle everything in case of any complications.

8.Make sure all parties understand the contract.

Property owners, sub-contractors, and suppliers to independent contractor understand and agree to the terms and conditions. To ensure this happens, use standard contract language, clarify who is responsible for what, when the client will make payment, and list objectives and deliverables.

9.Duration of the Contract

Advisable to have a contract that specifies the duration of the agreement. This clarity will help avoid any misunderstandings or disputes in the future.

All parties can include a clause for the termination of a contract if one side is not meeting its obligations.

10.Budget and Timeline

Budgeting and timeline planning are two essential subjects in the construction contract. Without a set budget, it's difficult to know how much the property owner is willing to invest, and without a specific timeline, measuring progress or adjusting accordingly is hard.

Both sides need to be on the same page. Setting dates for all parties involved to complete each task helps ensure everyone knows what needs to happen. And, of course, there will always be required revisions if things don't go as planned!

11.Quality Control

Quality control is an essential element in ensuring that the quality of work meets the required standards. Quality control includes specifying the quality of work and ensuring that all deliverables are accurate and meet agreed-upon specifications.

It is also essential to agree on penalties for late delivery or poor quality work and payment terms.


Knowing how to write an effective project contract templates can make the whole process more organized. In case you have not yet drafted a contract, consider the tips above and create a well-structured document for better chances of a project success.

Frequently Asked Questions
Questions about this template.

Is there a contract template in Word?

Yes, Microsoft Word has contract templates available. Bonsai's software is easier to use and have agreements that are legally reviewed by attorneys to prevent future mishaps. Try our pre-made templates today.

What is an example of a simple contract?

An example could be: A flooring contractor and a family have a written simple contract outlining the precise activities the floorer will offer on a given date. If one party cancels the agreement, the other party may opt to suit for damages.

Of course, you could make your own contracts. But it is not recommended. The reason why is if lawyers do not take a look at the wording/structure, you could be in trouble down the line in court. Try Bonsai's lawyer-reviewed contract documents to kickstart a project contract.

Of course, you could make your own contracts. But it is not recommended. The reason why is if lawyers do not take a look at the wording/structure, you could be in trouble down the line in court. Try Bonsai's lawyer-reviewed contract documents to kickstart a project contract.

Template preview

Project Contract Template

Project Contract

First Name
Last Name
Acme LLC.
First Name
Last Name
Corporation Corp.

This Contract is between Client (the "Client") and Acme LLC, a California limited liability company (the "Contractor").

The Contract is dated [the date both parties sign].


1.1 Project. The Client is hiring the Contractor to do the following: [SERVICE DESCRIPTION]

1.2 Schedule. The Contractor will begin work on [START DATE] and will continue until the work is completed. This Contract can be ended by either Client or Contractor at any time, pursuant to the terms of Section 6, Term and Termination.

1.3 Payment. The Client will pay the Contractor a rate of [PROJECT RATE] per hour. Of this, the Client will pay the Contractor [DEPOSIT AMOUNT] before work begins.

1.4 Expenses. The Client will reimburse the Contractor's expenses. Expenses do not need to be pre-approved by the Client.

1.5 Invoices. The Contractor will invoice the Client at [INVOICE FREQUENCY]. The Client agrees to pay the amount owed within [X DAYS TO PAY] days of receiving the invoice. Payment after that date will incur a late fee of [LATE FEE PERCENTAGE]% per month on the outstanding amount.

1.6 Support. The Contractor will not provide support for any deliverable once the Client accepts it, unless otherwise agreed in writing.


2.1 Client Owns All Work Product. As part of this job, the Contractor is creating “work product” for the Client. To avoid confusion, work product is the finished product, as well as drafts, notes, materials, mockups, hardware, designs, inventions, patents, code, and anything else that the Contractor works on—that is, conceives, creates, designs, develops, invents, works on, or reduces to practice—as part of this project, whether before the date of this Contract or after. The Contractor hereby gives the Client this work product once the Client pays for it in full. This means the Contractor is giving the Client all of its rights, titles, and interests in and to the work product (including intellectual property rights), and the Client will be the sole owner of it. The Client can use the work product however it wants or it can decide not to use the work product at all. The Client, for example, can modify, destroy, or sell it, as it sees fit.

2.2 Contractor's Use Of Work Product. Once the Contractor gives the work product to the Client, the Contractor does not have any rights to it, except those that the Client explicitly gives the Contractor here. The Client gives permission to use the work product as part of portfolios and websites, in galleries, and in other media, so long as it is to showcase the work and not for any other purpose. The Client does not give permission to sell or otherwise use the work product to make money or for any other commercial use. The Client is not allowed to take back this license, even after the Contract ends.

2.3 Contractor's Help Securing Ownership. In the future, the Client may need the Contractor's help to show that the Client owns the work product or to complete the transfer. The Contractor agrees to help with that. For example, the Contractor may have to sign a patent application. The Client will pay any required expenses for this. If the Client can’t find the Contractor, the Contractor agrees that the Client can act on the Contractor's behalf to accomplish the same thing. The following language gives the Client that right: if the Client can’t find the Contractor after spending reasonable effort trying to do so, the Contractor hereby irrevocably designates and appoints the Client as the Contractor's agent and attorney-in-fact, which appointment is coupled with an interest, to act for the Contractor and on the Contractor's behalf to execute, verify, and file the required documents and to take any other legal action to accomplish the purposes of paragraph 2.1 (Client Owns All Work Product).

2.4 Contractor's IP That Is Not Work Product. During the course of this project, the Contractor might use intellectual property that the Contractor owns or has licensed from a third party, but that does not qualify as “work product.” This is called “background IP.” Possible examples of background IP are pre-existing code, type fonts, properly-licensed stock photos, and web application tools. The Contractor is not giving the Client this background IP. But, as part of the Contract, the Contractor is giving the Client a right to use and license (with the right to sublicense) the background IP to develop, market, sell, and support the Client’s products and services. The Client may use this background IP worldwide and free of charge, but it cannot transfer its rights to the background IP (except as allowed in Section 11.1 (Assignment)). The Client cannot sell or license the background IP separately from its products or services. The Contractor cannot take back this grant, and this grant does not end when the Contract is over.

2.5 Contractor's Right To Use Client IP. The Contractor may need to use the Client’s intellectual property to do its job. For example, if the Client is hiring the Contractor to build a website, the Contractor may have to use the Client’s logo. The Client agrees to let the Contractor use the Client’s intellectual property and other intellectual property that the Client controls to the extent reasonably necessary to do the Contractor's job. Beyond that, the Client is not giving the Contractor any intellectual property rights, unless specifically stated otherwise in this Contract.


The Contractor won’t work for a competitor of the Client until this Contract ends. To avoid confusion, a competitor is any third party that develops, manufactures, promotes, sells, licenses, distributes, or provides products or services that are substantially similar to the Client’s products or services. A competitor is also a third party that plans to do any of those things. The one exception to this restriction is if the Contractor asks for permission beforehand and the Client agrees to it in writing. If the Contractor uses employees or subcontractors, the Contractor must make sure they follow the obligations in this paragraph, as well.


Until this Contract ends, the Contractor won’t: (a) encourage Client employees or service providers to stop working for the Client; (b) encourage Client customers or clients to stop doing business with the Client; or (c) hire anyone who worked for the Client over the 12-month period before the Contract ended. The one exception is if the Contractor puts out a general ad and someone who happened to work for the Client responds. In that case, the Contractor may hire that candidate. The Contractor promises that it won’t do anything in this paragraph on behalf of itself or a third party.


5.1 Overview. This section contains important promises between the parties.

5.2 Authority To Sign. Each party promises to the other party that it has the authority to enter into this Contract and to perform all of its obligations under this Contract.

5.3 Contractor Has Right To Give Client Work Product. The Contractor promises that it owns the work product, that the Contractor is able to give the work product to the Client, and that no other party will claim that it owns the work product. If the Contractor uses employees or subcontractors, the Contractor also promises that these employees and subcontractors have signed contracts with the Contractor giving the Contractor any rights that the employees or subcontractors have related to the Contractor's background IP and work product.

5.4 Contractor Will Comply With Laws. The Contractor promises that the manner it does this job, its work product, and any background IP it uses comply with applicable U.S. and foreign laws and regulations.

5.5 Work Product Does Not Infringe. The Contractor promises that its work product does not and will not infringe on someone else’s intellectual property rights, that the Contractor has the right to let the Client use the background IP, and that this Contract does not and will not violate any contract that the Contractor has entered into or will enter into with someone else.

5.6 Client Will Review Work. The Client promises to review the work product, to be reasonably available to the Contractor if the Contractor has questions regarding this project, and to provide timely feedback and decisions.

5.7 Client-Supplied Material Does Not Infringe. If the Client provides the Contractor with material to incorporate into the work product, the Client promises that this material does not infringe on someone else’s intellectual property rights.


This Contract is ongoing until the work is completed. Either party may end this Contract for any reason by sending an email or letter to the other party, informing the recipient that the sender is ending the Contract and that the Contract will end in 7 days. The Contract officially ends once that time has passed. The party that is ending the Contract must provide notice by taking the steps explained in Section 11.4. The Contractor must immediately stop working as soon as it receives this notice, unless the notice says otherwise. The Client will pay the Contractor for the work done up until when the Contract ends and will reimburse the Contractor for any agreed-upon, non-cancellable expenses. The following sections don’t end even after the Contract ends: 2 (Ownership and Licenses); 3 (Competitive Engagements); 4 (Non-Solicitation); 5 (Representations); 8 (Confidential Information); 9 (Limitation of Liability); 10 (Indemnity); and 11 (General).


The Client is hiring the Contractor as an independent contractor. The following statements accurately reflect their relationship:

  • The Contractor will use its own equipment, tools, and material to do the work.
  • The Client will not control how the job is performed on a day-to-day basis. Rather, the Contractor is responsible for determining when, where, and how it will carry out the work.
  • The Client will not provide the Contractor with any training.
  • The Client and the Contractor do not have a partnership or employer-employee relationship.
  • The Contractor cannot enter into contracts, make promises, or act on behalf of the Client.
  • The Contractor is not entitled to the Client’s benefits (e.g., group insurance, retirement benefits, retirement plans, vacation days).
  • The Contractor is responsible for its own taxes.
  • The Client will not withhold social security and Medicare taxes or make payments for disability insurance, unemployment insurance, or workers compensation for the Contractor or any of the Contractor's employees or subcontractors.


8.1 Overview. This Contract imposes special restrictions on how the Client and the Contractor must handle confidential information. These obligations are explained in this section.

8.2 The Client’s Confidential Information. While working for the Client, the Contractor may come across, or be given, Client information that is confidential. This is information like customer lists, business strategies, research & development notes, statistics about a website, and other information that is private. The Contractor promises to treat this information as if it is the Contractor's own confidential information. The Contractor may use this information to do its job under this Contract, but not for anything else. For example, if the Client lets the Contractor use a customer list to send out a newsletter, the Contractor cannot use those email addresses for any other purpose. The one exception to this is if the Client gives the Contractor written permission to use the information for another purpose, the Contractor may use the information for that purpose, as well. When this Contract ends, the Contractor must give back or destroy all confidential information, and confirm that it has done so. The Contractor promises that it will not share confidential information with a third party, unless the Client gives the Contractor written permission first. The Contractor must continue to follow these obligations, even after the Contract ends. The Contractor's responsibilities only stop if the Contractor can show any of the following: (i) that the information was already public when the Contractor came across it; (ii) the information became public after the Contractor came across it, but not because of anything the Contractor did or didn’t do; (iii) the Contractor already knew the information when the Contractor came across it and the Contractor didn’t have any obligation to keep it secret; (iv) a third party provided the Contractor with the information without requiring that the Contractor keep it a secret; or (v) the Contractor created the information on its own, without using anything belonging to the Client.

8.3 Third-Party Confidential Information. It’s possible the Client and the Contractor each have access to confidential information that belongs to third parties. The Client and the Contractor each promise that it will not share with the other party confidential information that belongs to third parties, unless it is allowed to do so. If the Client or the Contractor is allowed to share confidential information with the other party and does so, the sharing party promises to tell the other party in writing of any special restrictions regarding that information.


Neither party is liable for breach-of-contract damages that the breaching party could not reasonably have foreseen when it entered this Contract.


10.1 Overview. This section transfers certain risks between the parties if a third party sues or goes after the Client or the Contractor or both. For example, if the Client gets sued for something that the Contractor did, then the Contractor may promise to come to the Client’s defense or to reimburse the Client for any losses.

10.2 Client Indemnity. In this Contract, the Contractor agrees to indemnify the Client (and its affiliates and their directors, officers, employees, and agents) from and against all liabilities, losses, damages, and expenses (including reasonable attorneys’ fees) related to a third-party claim or proceeding arising out of: (i) the work the Contractor has done under this Contract; (ii) a breach by the Contractor of its obligations under this Contract; or (iii) a breach by the Contractor of the promises it is making in Section 5 (Representations).

10.3 Contractor Indemnity. In this Contract, the Client agrees to indemnify the Contractor (and its affiliates and their directors, officers, employees, and agents) from and against liabilities, losses, damages, and expenses (including reasonable attorneys’ fees) related to a third-party claim or proceeding arising out of a breach by the Client of its obligations under this Contract.


11.1 Assignment. This Contract applies only to the Client and the Contractor. The Contractor cannot assign its rights or delegate its obligations under this Contract to a third-party (other than by will or intestate), without first receiving the Client’s written permission. In contrast, the Client may assign its rights and delegate its obligations under this Contract without the Contractor's permission. This is necessary in case, for example, another Client buys out the Client or if the Client decides to sell the work product that results from this Contract.

11.2 Arbitration. As the exclusive means of initiating adversarial proceedings to resolve any dispute arising under this Contract, a party may demand that the dispute be resolved by arbitration administered by the American Arbitration Association in accordance with its commercial arbitration rules.

11.3 Modification; Waiver. To change anything in this Contract, the Client and the Contractor must agree to that change in writing and sign a document showing their contract. Neither party can waive its rights under this Contract or release the other party from its obligations under this Contract, unless the waiving party acknowledges it is doing so in writing and signs a document that says so.

11.4 Notices.

(a) Over the course of this Contract, one party may need to send a notice to the other party. For the notice to be valid, it must be in writing and delivered in one of the following ways: personal delivery, email, or certified or registered mail (postage prepaid, return receipt requested). The notice must be delivered to the party’s address listed at the end of this Contract or to another address that the party has provided in writing as an appropriate address to receive notice.

(b) The timing of when a notice is received can be very important. To avoid confusion, a valid notice is considered received as follows: (i) if delivered personally, it is considered received immediately; (ii) if delivered by email, it is considered received upon acknowledgement of receipt; (iii) if delivered by registered or certified mail (postage prepaid, return receipt requested), it is considered received upon receipt as indicated by the date on the signed receipt. If a party refuses to accept notice or if notice cannot be delivered because of a change in address for which no notice was given, then it is considered received when the notice is rejected or unable to be delivered. If the notice is received after 5:00pm on a business day at the location specified in the address for that party, or on a day that is not a business day, then the notice is considered received at 9:00am on the next business day.

11.5 Severability. This section deals with what happens if a portion of the Contract is found to be unenforceable. If that’s the case, the unenforceable portion will be changed to the minimum extent necessary to make it enforceable, unless that change is not permitted by law, in which case the portion will be disregarded. If any portion of the Contract is changed or disregarded because it is unenforceable, the rest of the Contract is still enforceable.

11.6 Signatures. The Client and the Contractor must sign this document using Bonsai’s e-signing system. These electronic signatures count as originals for all purposes.

11.7 Governing Law. The laws of the state of California govern the rights and obligations of the Client and the Contractor under this Contract, without regard to conflict of law principles of that state.

11.8 Entire Contract. This Contract represents the parties’ final and complete understanding of this job and the subject matter discussed in this Contract. This Contract supersedes all other contracts (both written and oral) between the parties.


First Name
Last Name
Acme LLC.
First Name
Last Name
Corporation Corp.