Subcontract Agreement

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

SUBCONTRACT AGREEMENT

This Subcontract Agreement (the “Agreement”) is made and entered into this {{day}} day of {{month}}, {{year}}, by and between:

**{{main_contractor_company_name}}** (hereinafter referred to as the “Contractor”), having its principal place of business at {{main_contractor_address}}.

AND

**{{subcontractor_company_name}}** (hereinafter referred to as the “Subcontractor”), having its principal place of business at {{subcontractor_address}}.

RECITALS

WHEREAS, the Contractor has entered into a primary agreement with {{client_company_name}} (the “Client”) to perform certain services for the project known as {{project_name}} (the “Main Contract”); and

WHEREAS, the Contractor wishes to subcontract a portion of the work under the Main Contract to the Subcontractor, and the Subcontractor is willing and able to perform such work in accordance with the terms and conditions hereinafter set forth.

SCOPE OF WORK

The Subcontractor agrees to perform the following services (the “Work”) as detailed in **Exhibit A** attached hereto and incorporated herein by reference: {{scope_of_work_description}}.

The Work shall be carried out in accordance with all specifications, drawings, plans, and schedules provided by the Contractor and as stipulated in the Main Contract, a copy of which has been made available to the Subcontractor.

FEES AND PAYMENT

For the satisfactory performance of the Work, the Contractor shall pay the Subcontractor a total sum of **{{currency}} {{total_amount}}** ({{total_amount_words}}).

Payment shall be made as follows:

**{{first_payment_percentage}}%** ({{first_payment_percentage_words}} percent) upon commencement of the Work.

**{{second_payment_percentage}}%** ({{second_payment_percentage_words}} percent) upon completion of {{milestone_description_1}}.

The remaining **{{final_payment_percentage}}%** ({{final_payment_percentage_words}} percent) upon certification of final completion of the Work by the Contractor and acceptance by the Client.

All invoices shall be submitted by the Subcontractor to the Contractor on {{invoice_submission_day}} of each month and shall be paid within {{payment_terms_days}} days of receipt.

TERM AND TERMINATION

This Agreement shall commence on {{start_date}} and shall continue until the completion of the Work, unless terminated earlier in accordance with the provisions herein.

Either party may terminate this Agreement upon **{{notice_days}}** days’ written notice to the other party for a material breach of any provision of this Agreement, provided such breach is not cured within the notice period.

The Contractor may terminate this Agreement without cause upon **{{no_cause_notice_days}}** days’ written notice to the Subcontractor. In such an event, the Subcontractor shall be compensated for all Work satisfactorily performed up to the date of termination.

INDEMNIFICATION

The Subcontractor shall indemnify, defend, and hold harmless the Contractor and its officers, directors, employees, and agents from and against any and all claims, damages, losses, and expenses, including reasonable attorneys’ fees, arising out of or resulting from the Subcontractor’s performance of the Work, including any acts or omissions of the Subcontractor, its employees, agents, or subcontractors.

INSURANCE

The Subcontractor shall maintain, at its own expense, adequate insurance coverage, including but not limited to, general liability, workers’ compensation, and professional indemnity insurance, as required by law and as deemed necessary by the Contractor. Certificates of insurance shall be provided to the Contractor upon request.

GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of {{country_name}}.

Any dispute arising out of or in connection with this Agreement shall be resolved through amicable negotiations. If a resolution cannot be reached, the parties agree to submit the dispute to mediation in {{city_name}}, {{country_name}}. If mediation fails, the dispute shall be referred to arbitration in accordance with the rules of {{arbitration_institution_name}}.

ENTIRE AGREEMENT

This Agreement, including all attached exhibits, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether written or oral.

SIGNATURES

IN WITNESS WHEREOF, the parties have executed this Subcontract Agreement as of the date first above written.

**FOR THE CONTRACTOR:**

_____________________________

Name: {{contractor_signatory_name}}

Title: {{contractor_signatory_title}}

Date: {{date}}

**FOR THE SUBCONTRACTOR:**

_____________________________

Name: {{subcontractor_signatory_name}}

Title: {{subcontractor_signatory_title}}

Date: {{date}}