Statement of Work (SOW) Template

Use Template
Statement of Work


Description of Work

Service Provider will provide resources in support of the project.  The period of performance is outlined in the Term/Schedule section below.


This Statement of Work ("SOW") is an agreement between party A and party B, and is effective as of the date of the last signature below.


  1. Services. party A will provide the services described in Exhibit A (the "Services") to party B.


  1. Term. The term of this agreement will begin on the date of the last signature below and will continue for a period of one year (the "Term").

May extend the period of performance upon two weeks advance notification in writing.  In the case of an extension request to the period of performance, Service Provider may have to substitute the engagement of assigned personnel with another candidate with similar qualifications if the assigned personnel is unavailable.  In such an event,   will have the ability to interview the candidate prior to placement.


  1. The Designer will be available to perform design services, such as:


  • Develop Design Plans that will direct the overall content and approach for the project
  • Provide design input to the   project manager to help develop efficient work processes and schedules
  • Work with the business owners and subject matter experts to develop content for training programs
  • Develop design prototypes and templates which can be implemented by other designers
  • Review materials developed by other designers to ensure consistent standards and approaches
  • Participate in design planning and review meetings
  • Develop reusable design strategies and templates that can be applied to programs across the organization
  • Provide input for post-training tracking and evaluation


  1. Fees. party A will be paid a fee of $[insert fee amount] for the Services, payable in installments of $[insert installment amount] on the first day of each month during the Term.


. Expenses. party A will be reimbursed for all reasonable expenses incurred in connection with the performance of the Services, provided that party A submits an itemized expense report to party B within 30 days of incurring such expenses.


  1. Confidentiality. party A will not disclose any confidential information of party B to any third party without the prior written consent of party B. For purposes of this agreement, "confidential information" includes any information or material that is proprietary to party B, whether or not such information or material is marked as confidential.


  1. Independent Contractor. party A is an independent contractor and is not an employee of party B. Nothing in this agreement will be construed to create a partnership, joint venture, or agency relationship between party A and party B. 7. Assignment. This agreement may not be assigned by either party without the prior written consent of the other party.


  1. Modification. This agreement may only be modified by a written agreement signed by both parties.


  1. Waiver. The failure of either party to enforce any provision of this agreement will not be construed as a waiver of that provision.


  1. Severability. If any provision of this agreement is held to be invalid or unenforceable, that provision will be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining provisions will remain in full force and effect.


  1. Governing Law. This agreement will be governed by the laws of the State of [insert state], without regard to its conflict of laws provisions.


  1. Dispute Resolution. Any dispute arising out of or relating to this agreement will be resolved by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. The arbitration will be held in [insert city], [insert state], and will be conducted by a single arbitrator. The arbitrator will be selected by the parties from a list of arbitrators provided by the American Arbitration Association. The arbitrator will have the authority to award any remedy or relief that a court of competent jurisdiction could award. The arbitrator's decision will be final and binding on the parties, and may be enforced in any court of competent jurisdiction.


  1. Notices. All notices under this agreement will be in writing and will be deemed given when delivered by email to the following addresses: If to party A: [insert email address] If to party B: [insert email address]


  1. Entire Agreement. This agreement constitutes the entire agreement between the parties with respect to the subject matter of this agreement and supersedes all prior and contemporaneous agreements, proposals, and communications, both written and oral. This agreement may only be modified by a written agreement signed by both parties.
  2. The [Client.FirstName] [Client.LastName] primary contact will work with the Service Provider project manager to identify priorities, assign tasks and develop work estimates to ensure that the hours are applied appropriately.

Service Provider will invoice for actual hours expended per month.

Additional staff will be contracted separately on a project-by-project basis.

All materials developed under this SOW are the property of

[Client.FirstName] [Client.LastName]. Travel cost (if any) will be billed to  [Client.FirstName] [Client.LastName] at cost. Other Direct Costs (ODCs) will be invoiced at cost plus administrative burden. Service Provider will be available to work a minimum of 40 hours per week.


  1. Waiver of Jury Trial. The parties hereby waive their right to a jury trial of any claim or cause of action arising out of or related to this agreement or the services to be performed under this agreement.


  1. Force Majeure. Neither party will be liable for any delay or failure in performance of its obligations under this agreement caused by circumstances beyond its reasonable control, including, but not limited to, acts of God, war, strikes, or government regulations.


  1. Counterparts. This agreement may be executed in counterparts, each of which will be deemed an original and all of which together will be deemed to be one and the same agreement.


IN WITNESS WHEREOF, the parties have caused this agreement to be executed as of the date first written above.


party A ________________________

Signature ________________________

Typed or Printed Name ________________________



party B ________________________

Signature ________________________

Typed or Printed Name ________________________