Subcontractor agreement template
A subcontractor agreement sets the terms on which an agency or consultancy brings in another business or individual to deliver part of work it has promised to a client. It passes down the relevant terms of the main contract, sets the fee and payment, and deals with ownership of the work, confidentiality and the subcontractor's status. It is not for construction work.
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What changes each time
17 values. Everything else is your wording, kept exactly.
The parties
- Contractor's company name
- Contractor's company number
- Contractor's registered office
- Subcontractor's full name or company name
- Subcontractor's address
The main contract
- End client's company name
- Name and date of the head contract
- Head contract extract
The services
- Start date
- End date or completion
- Subcontracted services
Fees and payment
- Fee basis
- Day rate and maximum days
- VAT
- Invoicing
Liability and signing
- Liability cap
- Signatory name and position
The rules it usually needs
Written in plain English when the template is set up.
- One of several wordings
“Present the subcontractor to the client as part of the contractor's team, or as the contractor's subcontractor.”
The clause on dealing with the client reads as the chosen option.
- Only when…
“Include payment for work done if the head contract ends only when the head contract pays the contractor in a particular way”
The sentence on paying for work properly done up to that point is extended accordingly.
- Only when…
“Include a moral rights waiver only when it is wanted”
The subcontractor waives moral rights in the deliverables and obtains waivers from its staff.
- One of several wordings
“Limit liability to a fixed sum, a multiple of the fees, or the contractor's liability to the client for the same event.”
The liability clause reads as the chosen option.
- Only when…
“Include the status clause only when the subcontractor is an individual or works through their own small company”
The clause appears covering working arrangements and any off-payroll status determination.
- One of several wordings
“Let only the parties enforce the agreement, or let the client also enforce the confidentiality, intellectual property and data clauses.”
The third-party rights clause reads as the chosen option.
- One of several wordings
“Pay a fixed fee, by milestone if wished, or a day rate up to a number of days.”
The fees schedule reads as the chosen option.
- One of several wordings
“Sign for the subcontractor personally, or for their company by a named person.”
The signature block reads as the chosen option.
Questions people ask
What is a subcontractor agreement?
A contract between a business and another party that will carry out part of the work the business has promised to a client.
Why include terms from the head contract?
So the subcontractor is bound by the same obligations the contractor owes the client, which avoids the contractor being left with a gap.
Can the subcontractor deal with the client directly?
Only if the contractor agrees. The agreement says the subcontractor deals with the client through the contractor.
Who owns the work produced?
The agreement deals with ownership of the deliverables, so the contractor can pass the right to use them on to the client.
Is this for building work?
No. It is written for agencies, consultancies and similar businesses. Construction work has its own rules.
Use this template
It opens in DocuWeave as a template you can check, change and publish. Nothing is used until you do.