Services and consulting
Subcontractor agreement
The paper used when the person who won the work brings somebody else in to do part of it. Its defining problem is that promises made to the end client — confidentiality, ownership, deadlines, standards, liability — have to reach the subcontractor too, or the middle party is left carrying a gap. It usually also settles whether the subcontractor may talk to the client directly, whether they may be named, and whether they are paid when the client pays or regardless.
- In the catalogue
- Services and consulting
- Where it can live
- Any of the 184 governing laws
Who uses one
- Agencies and studios bringing in specialists for part of a project.
- Freelancers taking overflow work from another freelancer or a studio.
- Anyone delivering under a client contract they did not write.
What you are deciding
- Which part of the work is being passed down
- Which terms from the head contract flow through
- Whether payment depends on the client paying first
- Whether the subcontractor may contact the client
- Whether the subcontractor may be named or credited
- Who owns the work, and how it reaches the end client
- Whether the subcontractor may take the client on directly afterwards
- What happens to the subcontract if the head contract ends
Blanks you leave stay blank and wait in the room. Nothing is filled in from a guess.
The sections a draft usually has
- 1The parties and the head contract
- 2The subcontracted work
- 3Flow-down terms
- 4Fees and payment timing
- 5Client contact
- 6Ownership of the work
- 7Confidentiality
- 8Non-solicitation of the client
- 9Termination
A general outline, not a required one. What turns up in a draft follows what you described. A contract is written in the order a contract is read.
What people call it
The names this kind of paper goes by. They are here because people search for them. They also filter the catalogue. They are not a wordlist the door matches. At the composer you describe the deal in your own words instead.
- subcontractor agreement
- subcontract
- sub contractor contract
- white label agreement
- back to back agreement
- supplier of supplier agreement
Questions people ask
- What does pay-when-paid mean?
- It is a term making the subcontractor's payment depend on the client paying the middle party first. It is common in some industries and restricted in others, so how it lands depends on local law.
- What are flow-down terms?
- Terms copied down from the head contract so the subcontractor is bound by the same promises the middle party made — usually confidentiality, ownership, security standards and deadlines.
- Should the client know a subcontractor is involved?
- Many head contracts require approval before work is passed on. Papers of this kind usually say whether consent has been obtained and what happens if the client refuses.
General answers about the document. Not advice about your situation. Not written about any one country.
Where it lives
A contract names the legal system it is governed by. That is a separate decision from which paper it is. You pick it at the door, from any of the 184 units in Governing law, including England and Wales, Delaware, California and New York.
You do not start from this page. Describe the deal in one sentence at the door. Read the draft back in plain language, in the order a contract is read.
Start it at the door →Related kinds