Can a sub agreement be executed electronically?

Yes. Electronic signatures are valid under the ESIGN Act (15 U.S.C. ch. 96, 2000) and UETA in most U.S. jurisdictions, provided the signature demonstrates intent, consent, attribution, and record retention.

When is notarization required?

Notarization is not usually required for plain service agreements but may be necessary for ancillary documents (deeds, POAs, certain affidavits) or to create a self-proving record in specific states.

Who must sign the agreement?

An authorized officer or agent with authority to bind the legal entity should sign. Document evidence of authority if an agent signs on behalf of a company.

What if a party used the wrong legal name?

A name mismatch can create enforceability or tax reporting problems; correct by amendment or ratification and obtain signatures again if material.

How should executed copies be stored?

Store signed originals in a secure contract repository with audit logs, encrypted at rest, and retained per retention policy aligned to IRS, HIPAA, and company requirements.

Which eSignature plan supports bulk or high-volume signing?

High-volume options typically appear on enterprise or site-license plans; check vendor tiers—signNow offers Business Premium and Site License options for bulk send and high-volume use.

Electronic Signature
Templates
Miscellaneous
Business Services Sub Agreement

Business Services Sub Agreement

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

BUSINESS SERVICES SUB AGREEMENT

Parties

This Sub Agreement is entered into effective as of (the Effective Date), by and between Primary Contractor: , and Subcontractor: .

Primary Contractor Address Primary Contractor Contact Subcontractor Address Subcontractor Contact

WHEREAS

WHEREAS, Primary Contractor is engaged in the business of providing certain professional services described in primary agreements between Primary Contractor and its clients; and

WHEREAS, Primary Contractor desires to retain Subcontractor to perform a portion of such services on the terms set forth in this Agreement, and Subcontractor is willing and capable of performing such services in accordance with the terms herein.

WHEREAS, the parties intend that Subcontractor perform the services as an independent contractor and not as an employee of Primary Contractor.

Scope of Work

Subcontractor shall perform the services described below for Primary Contractor in a professional and workmanlike manner in accordance with industry standards. Subcontractor shall supply all labor, equipment and materials necessary to complete the services unless otherwise agreed in writing.

Describe Scope of Work

Payment Terms

Primary Contractor shall pay Subcontractor compensation as set forth below in full consideration for the services rendered under this Agreement.

Total Compensation Payment Schedule or Milestones Invoice Submission / Payment Terms Late Payment Fee

Term and Termination

This Agreement shall commence on and shall continue until , unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience by providing the other party with written notice at least days prior to the effective date of termination. Either party may terminate immediately for material breach that is not cured within thirty (30) days after written notice of such breach.

Confidentiality

The parties acknowledge that each may be provided with or obtain access to Confidential Information of the other. "Confidential Information" means non-public information disclosed in any form that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

Each party agrees to: (a) use Confidential Information only for performance of obligations under this Agreement; (b) restrict disclosure of Confidential Information to employees and agents who have a need to know and who are bound by confidentiality obligations no less protective than those in this Agreement; and (c) take reasonable precautions to protect the Confidential Information from unauthorized disclosure. Confidential Information does not include information that is or becomes publicly available other than by breach of this Agreement, is rightfully received from a third party without restriction, or is independently developed without use of the disclosing party's Confidential Information.

Insurance and Indemnification

Subcontractor shall maintain at its expense commercial general liability insurance and any other insurance reasonably required by Primary Contractor, and shall provide certificates of insurance upon request. Subcontractor shall be solely responsible for all employment-related obligations for its personnel.

Subcontractor agrees to indemnify, defend and hold harmless Primary Contractor and its affiliates, officers, directors and employees from and against any and all claims, liabilities, losses, damages, costs and expenses (including reasonable attorneys' fees) arising out of or resulting from Subcontractor's performance under this Agreement, except to the extent caused by Primary Contractor's gross negligence or willful misconduct.

Insurance Requirements (if any)

Assignment and Subcontracting

Subcontractor shall not assign or delegate any of its rights or obligations under this Agreement without the prior written consent of Primary Contractor. Subcontractor shall not further subcontract any portion of the services without Primary Contractor's prior written consent; any permitted subcontracting shall not relieve Subcontractor of its obligations hereunder.

Primary Contractor authorizes Subcontractor to engage permitted subcontractors in accordance with this Agreement

Governing Law; Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of laws principles. The parties agree to attempt in good faith to resolve disputes promptly through negotiation between executive-level representatives. If the dispute is not resolved within thirty (30) days, the parties may pursue any remedy available at law or in equity.

Entire Agreement; Amendments

This Agreement, including any exhibits and attachments expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral. No amendment or modification of this Agreement shall be effective unless it is in writing and signed by authorized representatives of both parties.

Miscellaneous

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The parties are independent contractors, and nothing in this Agreement shall be construed to create an employment, partnership, joint venture or agency relationship. Notices under this Agreement shall be delivered to the addresses set forth above.

Primary Contractor:

By:

Date:

Subcontractor:

By:

Date:

What a Business Services Sub Agreement Is and when it applies

A Business Services Sub Agreement is a written contract in which a primary contractor (the prime party) engages a subcontractor or service provider to perform defined business services under the prime contract or a master services agreement. Typical content includes scope of work, deliverables, service levels, payment terms, confidentiality and IP assignments, warranties, indemnities, termination rights, and exhibits such as rate schedules and schedules of approved personnel. These agreements allocate responsibility between parties, align performance expectations, and document the relationship for regulators, auditors, and tax purposes. E-signatures governed by ESIGN and UETA are commonly used to execute these agreements, subject to industry-specific exceptions.

Why a clear sub agreement matters for risk and operations

A properly drafted Business Services Sub Agreement clarifies obligations, limits liability, assigns IP and data responsibilities, and ensures consistent billing and performance metrics. Clear terms reduce disputes, support compliance with client contracts, and provide evidence required by auditors and regulators.

Who typically prepares and signs this sub agreement

Organizations that use Business Services Sub Agreements include companies that subcontract portions of client work, managed service providers, staffing firms, and enterprises managing third-party vendors.

Prime contractor legal or procurement teams managing downstream liability and contract flow-downs.
Vendor management and operations teams overseeing deliverables, SLAs, and invoicing.
Subcontractor executives and project managers accepting scope, rates, and confidentiality obligations.

Multiple stakeholders often review the agreement—legal, finance, security, and the operational lead—so include version control and a clear signing order to speed execution.

Core components to include in a professional sub agreement

Ensure the agreement contains essential sections to govern scope, performance, risk, and administration so obligations are enforceable and auditable.

Scope of Work

Define services, deliverables, timelines, and acceptance criteria with measurable milestones and deliverable formats.

Payment Terms

Specify rates, invoicing cadence, payment deadline, expense reimbursement, and late-payment remedies.

Confidentiality

State handling, permitted disclosures, return/destruction of data, and duration of confidentiality obligations.

Intellectual Property

Allocate ownership or license of work product and include assignment language where necessary.

Indemnity & Insurance

Detail indemnification scope, limits, and required insurance coverages and certificates.

Termination & Remedies

Describe termination for convenience/default, cure periods, transition assistance, and post-termination obligations.

Step-by-step: completing and executing the sub agreement

Follow this sequence to prepare, approve, and execute a compliant Business Services Sub Agreement with clear recordkeeping.

01

Draft: Populate sections and attach exhibits.
02

Internal Review: Legal, finance, and security review redlines.
03

Signatory Approval: Confirm authorized signers and signing order.
04

Execute: Use a compliant e-signature or wet signature and archive the executed copy.

Configuring an online signing workflow for sub agreements

Map the workflow settings to match your approval path, authentication needs, and downstream systems for storage or accounting.

Field	Configuration
Signing Order	Sequential or parallel as required by approval policy
Authentication	Email, SMS code, or two-factor for higher assurance
Conditional Fields	Show fields based on party role or selected options
Integration	Push signed PDF and metadata to CRM/ERP

Technical considerations for digital execution and distribution

Choose a platform that supports required authentication, audit trails, and the document formats your organization uses.

Supported Formats: PDF, DOCX, and fillable forms
Authentication: Email, SMS, KBA, or SSO
Integrations: CRM, ERP, cloud storage

Ensure the platform enables reliable audit logs, secure storage (AES-256), and export options to integrate executed agreements into contract repositories and accounting systems.

Where to send, file, and archive the executed agreement

Establish a consistent routing plan so signed agreements are accessible to stakeholders and retained for compliance.

Primary File: Contract repository or CLM system
Accounting: Send invoice and payment terms to AP
Security: Deliver redacted copy to InfoSec if sensitive
Client: Provide fully executed copy to client and subcontractor

Common dates and notice periods to track

Record key dates to trigger renewals, termination rights, milestone payments, and audit obligations.

Effective Date:

When obligations begin; use MM/DD/YYYY format

Performance Milestones:

Dates tied to deliverables and acceptance testing

Invoice Due Dates:

Net 30, Net 45, or other agreed payment terms

Termination Notice:

Contractual cure and notice periods

Record Access:

Audit windows and support period for client reviews

Common mistakes to avoid when preparing a sub agreement

Vague scope descriptions that lead to disputes over deliverables and extra charges; specify measurable outputs and acceptance criteria.
Failing to confirm signatory authority for the subcontractor, which can render an agreement unenforceable in disputes.
Omitting data protection or IP assignment clauses where data handling or deliverable ownership is material, creating downstream risk.
Using inconsistent versions or attachments during negotiation; maintain a single source of truth and version history for all exhibits.

Legal and financial risks from incomplete or incorrect sub agreements

Contract Unenforceability: Missing signatures may void obligations

Indemnity Exposure: Undefined liability caps increase financial risk

Tax Consequences: Incorrect TINs trigger backup withholding

Compliance Violations: Data handling gaps may violate HIPAA

Payment Disputes: Unclear invoicing terms delay payment

Audit Failures: Poor retention hinders regulatory reviews

eSignature vendor pricing and capability snapshot for sub agreements

Compare basic pricing and key capabilities relevant to Business Services Sub Agreements. Vendor feature availability and plan details vary; consult vendor pages for full plan comparisons.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	7-day free trial	Varies	Varies	Varies	Varies
Bulk Send	Yes (premium tier)	Yes	Yes	Yes	Yes
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No
Envelope Cap	No cap	100 envelopes/user/year	Varies	Varies	Varies

Required information commonly requested in the agreement

Party Names: Full legal names

Tax ID: EIN or SSN as applicable

Addresses: Street, city, state, ZIP

Bank Details: For payment remittance

Insurance: Policy types and limits

Authorized Signer: Name and title

Real-world examples of sub agreement use and outcomes

Case examples illustrate how organizations standardize subcontracting and speed execution while preserving compliance.

Optica Ventures LLC

Optica Ventures implemented a standardized sub agreement to reduce negotiation cycles and centralize vendor obligations.

The interface is simple and easy-to-use.
COO Brian Fitzgibbons said this improved customer experience and internal coordination, letting the firm execute subcontractor commitments faster while maintaining clear audit trails and version control.

Xerox (NetSuite)

Xerox linked executed sub agreements to NetSuite for billing and vendor management automation.

Flexible signing across formats and systems.
Kodi-Marie Evans, Director of NetSuite Operations, reported more consistent document formatting, fewer manual handoffs, and quicker routing between approving teams and AP.

Frequently asked questions about executing Business Services Sub Agreements

Answers to common legal, technical, and administrative questions related to preparing and signing sub agreements.

Need help? Contact support

Can a sub agreement be executed electronically?
Yes. Electronic signatures are valid under the ESIGN Act (15 U.S.C. ch. 96, 2000) and UETA in most U.S. jurisdictions, provided the signature demonstrates intent, consent, attribution, and record retention.
When is notarization required?
Notarization is not usually required for plain service agreements but may be necessary for ancillary documents (deeds, POAs, certain affidavits) or to create a self-proving record in specific states.
Who must sign the agreement?
An authorized officer or agent with authority to bind the legal entity should sign. Document evidence of authority if an agent signs on behalf of a company.
What if a party used the wrong legal name?
A name mismatch can create enforceability or tax reporting problems; correct by amendment or ratification and obtain signatures again if material.
How should executed copies be stored?
Store signed originals in a secure contract repository with audit logs, encrypted at rest, and retained per retention policy aligned to IRS, HIPAA, and company requirements.
Which eSignature plan supports bulk or high-volume signing?
High-volume options typically appear on enterprise or site-license plans; check vendor tiers—signNow offers Business Premium and Site License options for bulk send and high-volume use.

be ready to get more

Join over 28 million airSlate SignNow users

Sign Now