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Subcontractor Agreement Template

What is a subcontractor agreement?

A subcontractor agreement lets a contractor or agency pass part of a client project to another business or freelancer, while keeping quality, confidentiality and IP terms aligned with the main client contract.

When you need one

  • Agencies outsourcing part of a project
  • Contractors bringing in specialists

Key clauses included

  • Subcontracted services
  • Flow-down of client terms
  • Fees and payment on client payment
  • Confidentiality
  • IP assignment
  • Non-solicitation of the client

What the template covers

  1. Subcontracted Services
  2. Flow-Down
  3. Fees and Payment
  4. Independent Contractor
  5. No Direct Dealing with the Client
  6. Intellectual Property
  7. Confidentiality
  8. Insurance
  9. Limitation of Liability
  10. Term and Termination
  11. General
  12. Governing Law and Disputes
  13. Schedule 1: Services, Deadlines and Fees

How to use it

  1. Buy and download the editable Word file.
  2. Fill in the brackets: names, dates, fees, scope and governing law. Delete options that don't apply.
  3. Check it against local law, and have a lawyer review it for high-value deals.
  4. Sign it on paper or with any e-signature tool.

Frequently asked questions

What format is the template in?

You get an editable Microsoft Word (.docx) file that also opens in Google Docs, Pages and LibreOffice.

Can I use this template in my country?

The templates are written for international use with placeholders for governing law and local details. Contract law differs between countries and states, so check the final document against local law, especially for employment and consumer contracts.

Is this legal advice?

No. A template is a starting point, not advice on your situation. For high-value or unusual deals, have a lawyer review the completed document.

How do I receive the file?

Right after payment you are taken to a download page, and PayPal emails you a receipt. Keep the download page link to download the file again.

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