Subcontractor Agreement (Free Download)

This Subcontractor Agreement (the “Agreement”) is entered into ________________ (the “Effective Date”) by and between ______________________ (the “Subcontractor”) located at ________________________________ and _________________________ (the “Contractor”) located at ___________________________, also individually referred to as the “Party”, and collectively the “Parties”.

 

IN CONSIDERATION OF the Subcontractor performing certain services and the Contractor paying the Subcontractor to perform certain Services, the Parties agree to the following:

1. Services. The Subcontractor agrees to provide the following services and/or materials (collectively the “Services”):

   1. Services

      1. ___________________________________________________________

      2. ___________________________________________________________

      3. ___________________________________________________________

   2. Materials Provided

      1. ___________________________________________________________

      2. ___________________________________________________________

      3. ___________________________________________________________

2. Compensation. The Contractor agrees to pay the Subcontractor $ ___________ for the Services.  

Total Cost of the Services: ___________________________

Amount Due at Signing: ___________________________

Amount Due upon Completion: ___________________________

1. Payment. Final payment will be made within ______ days of completion of the Services.  Payments must be made to the Subcontractor by credit card/check/money order (choose one).  Check/money order payments must be mailed as follows:

___________________________________

___________________________________

___________________________________

___________________________________

1. Completion. Services must be completed by ______ AM/PM on __________________ (date).

2. Termination.

   1. This Agreement will automatically terminate when the Services are completed and all payments have been received.

   2. If either Party fails to meet its obligations under the Agreement (i.e. – the Services are not completed or payments are not made) the other Party can terminate the Agreement for breach of contract.  The non-breaching Party must notify the breaching Party of the non-breaching Party’s intent to terminate the Agreement and provide the breaching Party fourteen (14) days to correct the breach.  If the breach is not corrected within fourteen (14) days, the non-breaching Party can seek legal remedy pursuant to Section 12 of the Agreement.

3. Warranty. The Subcontractor warrants the Services for ____ years against all defects in materials and workmanship.

4. Indemnity and Insurance. The Subcontractor agrees to defend and indemnify the Contractor, as well as any of the Contractor’s affiliated entities and/or individuals, from all third party claims that arise out of, or relate to, the Subcontractor’s work. The Subcontractor must hold at least the minimum required coverage for the following types of insurance: Workers’ Compensation, Commercial General Liability, and Automobile Liability.

5. Relationship of the Parties. 

   1. No Exclusivity. The Parties understand that this Agreement is not an exclusive arrangement.  The Parties agree that they are free to enter into other similar agreements with other parties. 

   2. Independent Contractors. The Parties to this Agreement are independent contractors.  Neither Party is an agent, representative, partner, or employee of the other Party. 

6. Waiver. Neither Party can waive any provision of this Agreement, or any rights or obligations under this Agreement, unless agreed to in writing by the Parties.   If any provision, right, or obligation is waived, it is only waived to the extent agreed to in writing.

7. Assignment. The Parties may not assign their rights and/or obligations under this Agreement unless both Parties agree to the assignment in writing.

8. Dispute Resolution.

   1. Choice of Law. The Parties agree that this Agreement shall be governed by the State and/or Country in which the duties of this Agreement are expected to take place. In the event that the duties of this Agreement are to take place in multiple States and/or Countries, this Agreement shall be governed by ______________________ law.

   2. Negotiation. In the event of a dispute, the Parties agree to work towards a resolution through good faith negotiation.

   3. Mediation or Binding Arbitration. In the event that a dispute cannot be resolved through good faith negotiation, the Parties agree to submit to binding mediation or arbitration.

   4. Attorney’s Fees. In the event of Arbitration and/or Mediation, the prevailing party will be entitled to its legal fees, including, but not limited to, its attorneys’ fees.

9. Entire Agreement. The Parties acknowledge and agree that this Agreement represents the entire agreement between the Parties. In the event that the Parties desire to change, add, or otherwise modify any terms, they shall do so in writing to be signed by both parties.

10. Severability. If any section of this Agreement is found to be invalid, illegal, or unenforceable, the rest of the Agreement will still stand.

11. Notices. All notices under this Agreement must be sent by email with read receipt requested or by certified or registered mail with return receipt requested. Notices shall be sent as follows:

Employee

______________________________

______________________________

______________________________

______________________________

Employer

______________________________

______________________________

______________________________

______________________________

The Parties agree to the terms and conditions set forth above as demonstrated by their signatures as follows:

Subcontractor

Signed: _____________________________________

Name: _____________________________________

Date: _____________________________________

Contractor

Signed: _____________________________________

Name: _____________________________________

Date: _____________________________________