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Subcontractor agreement template

Subcontractor agreement: A subcontractor agreement lets a contractor hand part of its work for a client to another business, passing down the obligations of the main contract.

Last reviewed 6 November 2026 · 6 clauses · General guidance, not legal advice

Upload yours for a review and e-signature, or save it as a team template.

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When to use a subcontractor agreement

  • Agencies outsourcing part of a client project
  • Construction trades working under a main contractor
  • IT providers using specialist partners

Subcontractor agreement template: clause-by-clause outline

Sample starting wording for each clause. Replace the text in [brackets] with your details.

  1. Head contract

    The Subcontractor will perform [work] that forms part of the Contractor’s obligations to [Client] under the Head Contract.

  2. Flow-down

    The Subcontractor will comply with the Head Contract terms listed in Schedule 2 as if it were the Contractor.

  3. Payment

    The Contractor will pay [amount] within [x] days of [approval / receipt of payment from the Client, where lawful].

  4. Standards and insurance

    The Subcontractor will perform the work to the standards in the Head Contract and hold [insurance].

  5. Non-solicitation of client

    The Subcontractor will not solicit the Client for [12] months.

  6. Indemnity

    The Subcontractor will indemnify the Contractor for losses caused by its breach or negligence.

What to check before you sign

  • Are pay-when-paid clauses lawful where you are? Some countries ban them, especially in construction.
  • Which head-contract terms flow down?
  • Does the client need to approve the subcontractor?

How to send a subcontractor agreement for e-signature

  1. Draft or upload it. Use the outline above with your own wording, upload an existing document, or save it as your organisation’s template.
  2. Check it against your playbook. Points outside your positions are flagged, and approval rules route it to Legal when needed.
  3. Send it by email. Signers get a plain-language review and a secure link, sign on any device in the order you set, and can suggest changes as tracked changes.
  4. Keep the signed PDF. Everyone receives it with a certificate of completion, and key dates go to Upcoming with reminders.

Subcontractor agreement template: frequently asked questions

Does the main contractor stay responsible to the client?

Yes, usually. The main contractor remains liable to its client for the subcontracted work.

What is a flow-down clause?

It passes the relevant obligations of the main contract down to the subcontractor so standards match.

Is an electronically signed subcontractor agreement legally binding?

In most countries, yes. E-signatures are recognised for commercial contracts under laws such as the ESIGN Act (US), eIDAS (EU), the Electronic Communications Act (UK) and the Information Technology Act (India). econtracts.ai adds a certificate of completion with each signer’s identity check and a fingerprint of the signed content.

Can I get a subcontractor agreement I received reviewed?

Yes. Upload it to econtracts.ai and you get a plain-language review: key dates, money and points to check, each quoting the clause it comes from.

Related contract templates

Construction contract templateConstruction contractMaster services agreement templateMaster services agreement (MSA)Independent contractor agreement templateIndependent contractor agreement

This outline is a starting point for discussion, not legal advice, and it is not a complete contract. Laws differ by country and sector; have a qualified lawyer review contracts that matter.