Drafting Subcontractor Agreements

Benefit from the expertise and flexibility of subcontracting while ensuring adequate protection for your business.

Have peace of mind that your business relationships and commercial interests are protected thanks to robustly drafted and expertly negotiated subcontractor agreements.

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Enforceable delegation of contractual obligations and risk protection

We can assist you in determining the type of subcontracting agreement that would best benefit you, making sure that your business is adequately protected under the terms of both the principal contract and the subcontractor agreement. We’ll also support you in maintaining an amicable and beneficial relationship with both your customer and the subcontractor.

Our team of experienced commercial contract solicitors work quickly to understand your situation and requirements, supporting you with:

  • Advice regarding the nature of the subcontractor agreement and its terms
  • Amending or varying the principal contract if required
  • Collateral warranties or express third party rights in the event that your customer requires direct rights against the subcontractor
  • Consent requirements under the principal contract
  • Data processing and sub-processing issues, where relevant
  • Dispute resolution under either the principal contract or the subcontractor agreement
  • Drafting the subcontractor agreement
  • Limitation of liability in the event of default by the subcontractor
  • Market practice ensuring that your arrangements remain competitive and reasonable
  • Negotiating the key terms of the subcontractor agreement and any amendments to the principal contract
  • Protections under the subcontractor agreement, such as indemnities
  • Reflecting the key terms of the principal contract in the subcontractor agreement as relevant
  • Restrictions on subcontracting whether under statute, common law or for regulatory reasons
  • Review of the principal contract to ensure that subcontracting is permissible under its terms
  • Termination of the subcontractor arrangement where the relationship has broken down

Guiding you through the essentials of subcontractor agreements

Essentially, subcontracting delegates certain responsibilities under the principal contract to a third party, the subcontractor, but without replacing the main contractor. Subcontracting can be undertaken for various reasons and its arrangements can take various forms depending on the nature of the work and obligations being subcontracted, the reasons for subcontracting and the terms of the principal contract.

Issues which we can help you to address include:

  • Is subcontracting permissible under the principal contract and are any consents required?
  • Are there any applicable statutory, regulatory or common law restrictions?
  • What obligations are being subcontracted? What are the terms of subcontracting?
  • Who is actually providing the subcontracted obligations?
  • Is the subcontracting arrangement for an indefinite period or a specified term or project?
  • Should the subcontractor agreement be a back-to-back agreement or a stand-alone agreement?
  • Which clauses of the subcontractor agreement should mirror those in the principal contract?
  • Do any clauses need to complement each other or flow from the principal contract to the subcontractor agreement?
  • Does your customer require collateral warranties or step-in rights of any kind?
  • What protections are afforded to you under the subcontractor agreement in the event of breach or a claim against you by your customer?
  • Under what circumstances can you terminate the subcontractor agreement? What obligations arise on termination?

What our clients say

We pride ourselves on delivering an excellent service for clients, but don’t just take our word for it.

The team provide great support throughout the funding process, providing straightforward and clear guidance on the issues to be addressed at each stage. The team was always at hand to make sure that that we understood what needed to be done to reach a successful outcome.

Chris Evans, CEO
Kobus Services

We rely on Harper James to provide us with support across a full range of service areas, from commercial contracts and employment issues to fundraisings and investments. The team at Harper James are always available to provide us with cost effective, pragmatic and commercially focused advice.

Nick Holzherr, CEO
Whisk.com

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Who we help: Businesses needing to hire a subcontractor

Some projects or workflows require specialist knowledge, skills or equipment. Engaging a subcontractor who has these will mean that the work gets done properly and efficiently, ensuring that your customer is pleased with the end-result.

Our commercial team have hands-on experience across a wide range of sectors from IT to construction, and are ready to provide you with pragmatic, business-focused advice and support you with your subcontractor arrangements. We can clearly and succinctly set out your options and assist you in choosing the right way forward for you and your business, ensuring that you fully understand your position and any potential risks.

Regardless of your businesses size or lifecycle stage, we aim to make legal services more accessible. In reality this means you receive partner-level legal expertise at the fraction of the cost of a traditional law firm – with our subscription plans you could be paying as little as £125 per hour. With transparent pricing, a tailored approach to each client’s requirements, and a commercially minded team that swiftly gets to know your long-term objectives, you can rely on our partnership to help move your business forward.

Why choose Harper James Solicitors?

As the law firm for entrepreneurs, we understand the common and complex issues you face as owners and operators. We look to form genuine partnerships with our clients. Our team of remote-based and always accessible senior lawyers are the people to call when you need a second opinion, or specialist advice fast. 

Mainly recruited from top 100 UK law firms or from large international businesses, and all have more than 10 years’ post-qualified experience.  Find our more about the team here:

Sarah Gunton

Commercial Partner

As a previous partner at DLA Piper, Sarah comes with a rich pedigree in providing expert commercial services for her clients.

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Rob Cobley

IP & Commercial Technology Partner

Before joining us Rob worked for Santander bank as an IP/brand management lawyer and also at Shakespeare Martineau.

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Robert Court

IT & Commercial Solicitor

With over 15 years of in-house experience in the IT sector, Rob specialises in drafting and negotiating all manner of commercial agreements.

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Edward Kilner

IP, Commercial & Technology Associate Solicitor

Ed joins our commercial team and specialises in IT, IP and general technology related contracts, but can also advise on a range of commercial matters.

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David Sant

Commercial Technology & Data Protection Solicitor

David is a commercial solicitor, specialising in technology and data protection. He joins us having worked as in-house counsel for the BBC and OUP.

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Karen Mason

Commercial Partner

Karen Mason has over 30 years’ experience practising business law. She has been a senior lawyer and partner in private practice as well as in-house counsel to some of the UK’s most highly regarded broadcast, media and internet companies.

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Stephen Pearne

Commercial Partner

Stephen has over 20 years’ experience advising on commercial matters. He brings a wealth of technology expertise having previously worked in-house as senior counsel to BT before joining private practice.

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Pricing plans

Our three transparent pricing packages are designed to give you the widest possible access to high-quality legal advice, whatever the size and nature of your business:

City

Straightforward access to senior solicitors at a competitive rate.

An affordable solution for businesses needing one-off legal support. Receive ‘City’ partner-level expertise at a fraction of ‘City’ prices.

Enterprise

Have legal peace of mind for £189 per month with additional support from £125 per hour.

A monthly subscription legal support package specifically designed for start-ups and smaller businesses.

On-Demand

Providing you with priority access to a dedicated panel of highly experienced solicitors.

Fully account managed quarterly subscription service for businesses with more complex legal needs.

Learn more about our pricing plans

What next?

Please leave us your details and we’ll contact you to discuss your situation and legal requirements. There’s no charge for your initial consultation, and no obligation to instruct us. We aim to respond to all messages received within 24 hours.

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A national law firm

We mainly work remotely, so we can work with you wherever you are. But we can arrange face-to-face meeting at our offices or a location of your choosing.

Our commercial lawyers are based in or close to major cities across the UK, providing expert legal advice to clients both locally and nationally.

Birmingham
Floor 2, Cavendish House, 39-41 Waterloo Street, Birmingham, B2 5PP
Cambridge
Stirling House, Cambridge Innovation Park, Denny End Road, Waterbeach, Cambridge, CB25 9QE
London
10 Fitzroy Square, London, W1T 5HP
Manchester
13th Floor, Piccadilly Plaza, Manchester, M1 4BT
Oxford
Harwell Innovation Centre, 173 Curie Avenue, Harwell, Oxfordshire, OX11 0QG
Sheffield
2-5 Velocity Tower, 1 St Mary’s Square, Sheffield, S1 4LP