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Subcontractor Agreement for the United States

Subcontractor Agreement Template for United States

A Subcontractor Agreement is a legally binding document used in the United States that establishes the terms and conditions between a principal contractor and a subcontractor for the performance of specific work or services. This agreement outlines the scope of work, payment terms, timeline, insurance requirements, and various legal protections for both parties. It ensures compliance with federal and state labor laws, including worker classification requirements, and typically includes provisions for liability, indemnification, and dispute resolution.

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What is a Subcontractor Agreement?

The Subcontractor Agreement serves as a crucial legal framework for business relationships where specialized work needs to be delegated from a primary contractor to another party. This document is essential in the United States business environment, where complex projects often require multiple specialized service providers. The agreement protects both parties by clearly defining roles, responsibilities, and expectations, while ensuring compliance with federal and state regulations regarding independent contractor relationships. A well-drafted Subcontractor Agreement should address key aspects such as scope of work, payment terms, insurance requirements, intellectual property rights, and termination conditions, while maintaining clarity about the independent nature of the relationship to avoid misclassification issues under U.S. labor laws.

What sections should be included in a Subcontractor Agreement?

1. Parties: Identification of the contractor and subcontractor, including legal names and addresses

2. Background: Context of the agreement and relationship between parties

3. Definitions: Key terms used throughout the agreement

4. Scope of Work: Detailed description of services or work to be performed

5. Term and Termination: Duration of agreement and conditions for termination

6. Compensation: Payment terms, rates, and schedule

7. Independent Contractor Status: Clarification of relationship and non-employee status

8. Insurance Requirements: Required insurance coverage and limits

9. Compliance with Laws: Obligation to comply with applicable laws and regulations

What sections are optional to include in a Subcontractor Agreement?

1. Non-Compete: Restrictions on competitive activities during and after the agreement term

2. Equipment and Materials: Provisions regarding tools, equipment, and materials used in performing services

3. Intellectual Property Rights: Ownership and protection of created works, innovations, and proprietary information

4. Background Checks: Requirements for personnel screening and security clearances

5. Force Majeure: Provisions for handling unforeseen circumstances and events beyond parties' control

What schedules should be included in a Subcontractor Agreement?

1. Schedule A - Scope of Work: Detailed description of services, deliverables, and timelines

2. Schedule B - Compensation: Detailed fee structure, payment terms, and rates

3. Schedule C - Insurance Requirements: Specific insurance coverage requirements and limits

4. Schedule D - Key Personnel: List of key personnel assigned to the project

5. Schedule E - Health and Safety Requirements: Specific safety protocols and requirements

6. Appendix 1 - Required Forms: Standard forms required for project documentation

7. Appendix 2 - Certifications: Required licenses and certifications

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

United States

Publisher

Genie AI

Document Type

Agreement Contract

Cost

Free to use
Clauses








































Industries

Federal Labor Laws: Key federal regulations including Fair Labor Standards Act (FLSA), Internal Revenue Code (IRC) for worker classification, Immigration Reform and Control Act (IRCA), and Occupational Safety and Health Act (OSHA)

State-Specific Labor Laws: State-level regulations covering worker classification, wage and hour laws, workplace safety requirements, and workers' compensation laws

Contract Law: Fundamental contract law principles including state contract laws, Uniform Commercial Code applicability, and Statute of Frauds requirements

Insurance Requirements: State insurance regulations, professional liability insurance requirements, and workers' compensation insurance requirements

Licensing and Permits: State-specific licensing requirements, local business permits, and industry-specific certifications needed for legal operation

Intellectual Property Laws: Legal framework protecting intellectual property including Copyright Act, patent laws, and trade secret protections

Privacy and Data Protection: State data privacy laws, industry-specific privacy regulations, and confidentiality requirements for data handling

Anti-Discrimination Laws: Federal anti-discrimination regulations including Civil Rights Act, Americans with Disabilities Act (ADA), and Age Discrimination in Employment Act (ADEA)

Tax Laws: Federal and state tax obligations, including 1099 reporting requirements for independent contractors

Industry-Specific Regulations: Specialized regulations for specific industries such as Construction (Miller Act), Healthcare (HIPAA), and Financial Services (SEC/FINRA regulations)

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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