craft_digital
Playbook 04Version 1 — June 2026

SOW Standard Terms

Build & Managed Infrastructure + Delay Clause

Ready-to-edit draft language. Keep capitalized defined terms consistent throughout the SOW.

Scope
Reusable contract copy. Paste the relevant sections into every Statement of Work and replace each {{PLACEHOLDER}}.
Owners
Clinton

How to use this

About these terms

Paste the relevant sections into every Statement of Work. Replace each {{PLACEHOLDER}} with the deal-specific value. Keep the defined terms (capitalized words) consistent throughout the SOW.

Not legal advice

This is ready-to-edit draft language. Have your attorney review it once before using it in binding SOWs.

Reference

Placeholder legend

{{CLIENT_NAME}}
The client's legal entity name
{{EFFECTIVE_DATE}}
Date the SOW is signed by both parties
{{BUILD_LENGTH_DAYS}}
Quoted build length in calendar days (e.g. 30 or 45)
{{KICKOFF_DATE}}
Date the Build Period starts
{{MANAGED_START_DATE}}
Calendar day after the Build Period ends
{{BUILD_FEE}}
Total one-time build fee (e.g. $30,000)
{{DEPOSIT_PCT}}
Deposit % (default 50%)
{{BALANCE_PCT}}
Balance % (default 50%)
{{BALANCE_TRIGGER}}
What the balance is due on (e.g. delivery / launch / final-milestone acceptance)
{{MONTHLY_FEE}}
Managed-infrastructure monthly fee
{{RESPONSE_WINDOW}}
Client response time (e.g. two business days)
{{APPROVAL_WINDOW}}
Client approval time per milestone (e.g. three business days)
{{MIN_TERM}}
Managed-infrastructure minimum term (e.g. 12 months)
{{NOTICE_PERIOD}}
Cancellation notice (e.g. 30 days)

Plain-language summary

Optional — include for clarity

This engagement has two parts. First, a one-time Build delivered over {{BUILD_LENGTH_DAYS}} days. Second, ongoing Managed Infrastructure billed monthly. Monthly billing starts on a fixed date — {{BUILD_LENGTH_DAYS}} days after kickoff — set today and shown below. That date is based on the quoted build length, not on when the build finishes. If we cause a delay, the date moves. If the delay is on the client's side, the date does not move. The defined terms below control in case of any conflict with this summary.

Section 1

Definitions

1.1 Effective Date
{{EFFECTIVE_DATE}}, the date this Statement of Work ("SOW") is signed by both parties.
1.2 Build (or Build Services)
The fixed-scope development work described in the Scope of Work, comprising the deliverables and milestones set out in Schedule A.
1.3 Build Period
The period of {{BUILD_LENGTH_DAYS}} calendar days beginning on the Kickoff Date — the quoted timeframe for delivery of the Build.
1.4 Kickoff Date
{{KICKOFF_DATE}}, the date on which the Build Period commences. Craft will schedule the Kickoff Date promptly after receipt of the deposit under Section 2.2.
1.5 Managed Infrastructure (or Managed Services)
Ongoing services to host, run, monitor, maintain, optimize, and support the System following the Build, as described in Schedule B, provided on a recurring monthly subscription.
1.6 Managed Infrastructure Start Date
{{MANAGED_START_DATE}}, being the calendar day immediately following the end of the Build Period (i.e. {{BUILD_LENGTH_DAYS}} calendar days after the Kickoff Date). This date is fixed as of the Effective Date.
1.7 System
The software, automations, integrations, and systems delivered under the Build.
1.8 Client-Caused Delay
Has the meaning given in Section 5.2.

Section 2

Build Services & Fees

2.1 Scope
Craft will perform the Build Services described in Schedule A and use commercially reasonable efforts to deliver them within the Build Period.
2.2 Build Fee
The one-time Build Fee is {{BUILD_FEE}}, payable as follows: (a) {{DEPOSIT_PCT}} (the "Deposit") is due on signing and is non-refundable. Work begins after the Deposit is received. (b) the remaining {{BALANCE_PCT}} is due upon {{BALANCE_TRIGGER}}.
2.3 Commencement
Craft will schedule the Kickoff Date promptly upon receipt of the Deposit. The Build Period, all milestone dates, and the Managed Infrastructure Start Date are calculated from the Kickoff Date.

Section 3

Managed Infrastructure Services & Fees

3.1 Scope
Following the Build, Craft will provide the Managed Infrastructure described in Schedule B.
3.2 Subscription Fee
The Managed Infrastructure fee is {{MONTHLY_FEE}} per month, billed monthly in advance.
3.3 Commencement of Billing
Managed Infrastructure billing begins on the Managed Infrastructure Start Date and recurs monthly thereafter. The Managed Infrastructure Start Date is fixed as of the Effective Date and is based on the quoted Build Period. It is not contingent on completion of the Build and, except as expressly provided in Section 5.1 (Craft-Caused Delays), does not change.
3.4 Decoupling of Billing from Build Completion
The Client acknowledges and agrees that the Managed Infrastructure Start Date is determined solely by the quoted Build Period and not by the actual completion or go-live date of the Build. A delay in completing the Build does not postpone the Managed Infrastructure Start Date except where the delay is a Craft-Caused Delay under Section 5.1.
3.5 Term & Renewal
The Managed Infrastructure has a minimum term of {{MIN_TERM}} from the Managed Infrastructure Start Date, after which it continues month-to-month until either party gives {{NOTICE_PERIOD}} written notice of cancellation.

Section 4

Client Responsibilities

4.1 To enable Craft to deliver within the Build Period, the Client will provide, by the dates set out in the project schedule:

  • (a) access credentials and permissions for all relevant systems;
  • (b) a named point of contact and an authorized decision-maker, reachable within {{RESPONSE_WINDOW}};
  • (c) review, feedback, and approvals at each milestone within {{APPROVAL_WINDOW}} of Craft's request;
  • (d) all content, data, assets, and information reasonably required for the Build.

4.2 The Client acknowledges that timely performance of these responsibilities is essential to delivery within the Build Period, and that any failure to perform them is a Client-Caused Delay under Section 5.2.

Section 5

Delays

5.1 Craft-Caused Delays

If Craft fails to perform its obligations within the agreed timeframes, the Build Period, the affected milestone dates, and the Managed Infrastructure Start Date will each be extended by the duration of the delay attributable to Craft. Craft will document the cause and duration of any such delay in writing at the time.

5.2 Client-Caused Delays

A "Client-Caused Delay" means any delay arising from the Client's failure to meet its responsibilities under Section 4, the unavailability of Client stakeholders, or Client-requested changes (handled under the change-order process). Client-Caused Delays: (a) do not extend or postpone the Managed Infrastructure Start Date; and (b) do not relieve the Client of the obligation to pay the Managed Infrastructure Fee from the Managed Infrastructure Start Date, whether or not the Build has been completed by that date.

5.3 Effect

For the avoidance of doubt: if the Build is delayed by one or more Client-Caused Delays, the Client's go-live may occur on or after the Managed Infrastructure Start Date, and the Managed Infrastructure Fee remains payable from the Managed Infrastructure Start Date regardless.

Worked example

Non-binding — for internal reference

Quoted build: 30 days. SOW signed (Effective Date) on the 1st; Deposit paid; Kickoff Date set for the 3rd. The Build Period runs 30 days from the 3rd, so the Managed Infrastructure Start Date is fixed at the day after — roughly the 2nd of the following month — and written into Section 1.6 at signing. If the client is two weeks late supplying required data (a Client-Caused Delay), go-live slips, but monthly billing still begins on the Managed Infrastructure Start Date. If Craft is the cause of a delay, Section 5.1 moves the Build Period and the Managed Infrastructure Start Date by the documented delay.