Statement of work (SOW) template

Define one project so clearly that nobody has to argue about it later: objectives, deliverables, timeline, acceptance, fees and how changes are handled.

Free to copyChange control includedProjects and retainers

A statement of work is where projects are won or lost after the proposal is signed. Use it to turn the agreed scope into something both sides can check, and to agree in advance how changes will be priced.

This template is a starting point, not legal advice. Laws differ between countries and states. Have a qualified lawyer review it before you rely on it, especially for large projects.

Statement of Work [number]

This statement of work (“SOW”) is made under the [Master Services Agreement / Service Agreement] dated [date] between [Your company] (“Provider”) and [Client company] (“Client”). If this SOW and the agreement conflict, [the agreement / this SOW] takes precedence.

1. Project overview

Project name: [name]. Purpose: [one or two sentences on the business goal, e.g. “replace the current website with a faster site the marketing team can update”].

2. Scope of work

Provider will:

  • [Activity 1, e.g. run one discovery workshop and produce a sitemap]
  • [Activity 2, e.g. design up to 8 page templates]
  • [Activity 3, e.g. build the site in [CMS] and migrate up to 40 existing pages]

Out of scope: [e.g. copywriting, photography, paid media, third-party licence fees, ongoing support after launch]. Out-of-scope work is quoted separately under section 9.

3. Deliverables

DeliverableDescriptionDue
[D1][e.g. sitemap and wireframes][date]
[D2][e.g. visual designs for 8 templates][date]
[D3][e.g. working site on staging][date]
[D4][e.g. launch on the live domain][date]

4. Timeline and milestones

Start date: [date]. Target completion: [date]. Dates assume Client feedback within [5] working days of each review. Delays in feedback or materials move later dates by the same amount.

5. Acceptance

Each deliverable includes [two] rounds of revisions. Client will approve or send consolidated feedback within [5] working days of delivery. A deliverable is accepted when Client approves it in writing, or if no feedback is received within [10] working days.

6. Client responsibilities

  • Provide [content, brand assets, access to systems] by [date].
  • Name one decision-maker who consolidates feedback: [name].
  • [Any other dependency, e.g. arrange hosting account access].

7. Assumptions

  • [e.g. Client supplies final copy for all pages before the build starts.]
  • [e.g. The site is built in English only.]

8. Fees and payment

Total fee: [amount and currency], excluding [VAT / GST / sales tax] where it applies.

  • [40%] on signing this SOW
  • [40%] on acceptance of [D2]
  • [20%] on acceptance of [D4]

Invoices are due within [14] days. Expenses over [amount] need Client’s approval in advance and are billed at cost.

9. Changes

Either party can request a change in writing. Provider will reply within [3] working days with the effect on scope, fees and timeline. No change takes effect until both parties approve it in writing. Approved changes are billed at [rate or method].

10. Project contacts

Provider: [name, email]. Client: [name, email].

Signatures

For Provider: ____________________ Name: __________ Title: __________ Date: __________

For Client: ____________________ Name: __________ Title: __________ Date: __________

Replace everything in [square brackets] with your own details.

Filling in each section

Scope and out of scope

Write scope as activities you will perform and out of scope as things a reasonable client might assume are included. The out-of-scope list is the single most useful sentence in an SOW.

Deliverables

Each deliverable should be something you can hand over and the client can approve. If you cannot imagine the approval email, the deliverable is too vague.

Acceptance

Limit revision rounds, ask for consolidated feedback from one person, and include a deemed-acceptance period, so a project cannot stall because nobody replies.

Changes

Agree the process now, while everyone is happy. A change request form turns “can you just…” into a priced decision.

SOW, proposal or agreement: which do you need?

DocumentPurposeWhen
ProposalWin the work: problem, approach, options, priceBefore the client says yes
Service agreementLegal terms for the relationshipOnce per client
Statement of workExact scope, deliverables and acceptance for one projectOnce per project

Frequently asked questions

What is a statement of work?

A statement of work (SOW) is the document that defines one specific project: objectives, scope, deliverables, timeline, acceptance criteria, fees and how changes are handled. It usually sits under a master services agreement or service agreement that holds the general legal terms.

What is the difference between an SOW and a contract?

The contract, often a master services agreement, sets the legal relationship: liability, confidentiality, intellectual property, termination. The SOW describes the work itself. One contract can have many SOWs, one per project.

What is the difference between an SOW and a proposal?

A proposal is written to win the work and explains why your approach fits. The SOW is written once the client has said yes, and records exactly what will be delivered and how it will be accepted.

How detailed should acceptance criteria be?

Detailed enough that both sides can tell whether a deliverable is finished. “Homepage design approved by the client in writing, after up to two rounds of revisions” is checkable. “Client is happy with the design” is not.

Who should sign the SOW?

Someone on each side with the authority to commit budget and resources, usually the project sponsor on the client side and an owner or director on yours.

Can I use one SOW for a retainer?

Yes. For retainers, describe the recurring deliverables and monthly hours, what happens to unused hours, how extra work is requested, the minimum term and the notice period.

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Updated September 2026. General information, not financial, tax or legal advice. Check the rules where you work.