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General Contractor Agreement

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GENERAL CONTRACTOR AGREEMENT

This General Contractor Agreement ("Agreement") is made and entered into as of Effective Date: by and between Owner Name: whose address is , and Contractor Name: whose address is and Contractor License No.: .

RECITALS

WHEREAS, Owner desires to engage Contractor to furnish labor, materials, equipment and supervision for the construction, alteration, and completion of the Work described herein; and

WHEREAS, Contractor represents that it is duly licensed, qualified and experienced to perform the Work and will perform the Work in a professional and workmanlike manner in accordance with industry standards and applicable law; and

WHEREAS, the parties desire to set forth the terms and conditions of their agreement in writing.

NOW THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:

1. DEFINITIONS

"Contract Documents" means this Agreement, drawings, specifications, addenda, change orders and other documents expressly incorporated herein. "Work" means the construction, installation and services to be performed by Contractor under this Agreement as more particularly described in Section 2.

2. SCOPE OF WORK

Contractor shall furnish all labor, materials, equipment, services and supervision necessary to complete the Work at the project located at:

3. CONTRACT PRICE AND PAYMENT

Owner shall pay Contractor for the performance of the Work the Contract Price in the total amount of $ .

Contractor shall submit invoices in accordance with the Payment Schedule. Owner shall pay undisputed invoices within days of receipt. Payment does not constitute acceptance of defective or incomplete work.

4. CHANGE ORDERS

Any change in the Work, Contract Price or Contract Time shall be made only by a written change order signed by Owner and Contractor. Contractor shall not be entitled to additional compensation for extra work performed without an approved written change order, except where prevented from obtaining such order by Owner's wrongful act.

Contractor must obtain Owner's written approval for all change orders exceeding $

5. PERMITS, LAWS AND REGULATIONS

Contractor shall obtain and pay for all permits, inspections and approvals required for the performance of the Work unless otherwise agreed in writing. Contractor shall comply with all applicable statutes, ordinances, codes and lawful orders of public authorities.

Contractor responsible for permits: Yes Owner

6. TIME FOR PERFORMANCE

Contractor shall commence the Work on or before and achieve Substantial Completion by , subject to authorized adjustments for excusable delays.

Liquidated damages for failure to achieve Substantial Completion by the Completion Date shall be $ per calendar day, which the parties agree is a reasonable estimate of the probable loss.

7. SUBCONTRACTORS

Contractor may engage subcontractors to perform portions of the Work provided Contractor remains responsible for the acts, omissions and performance of such subcontractors. Contractor shall provide Owner, upon request, the identities and scope of work of all subcontractors.

8. WARRANTIES AND CORRECTION OF WORK

Contractor warrants that materials and equipment furnished under this Agreement will be of good quality and that the Work will be free from defects for a period of months from the date of final completion, except for defects caused by abuse, negligence or improper maintenance by others. Contractor shall promptly correct, at its expense, any nonconforming Work discovered within the warranty period.

9. INSURANCE

Contractor shall maintain insurance coverage sufficient to protect Owner from claims arising out of Contractor's operations, including general liability with limits not less than $ per occurrence, and workers' compensation as required by law. Contractor shall provide certificates of insurance upon request.

Workers' compensation maintained: Yes No

10. INDEMNIFICATION

Contractor shall indemnify, defend and hold harmless Owner and its agents, employees and consultants from and against all claims, liabilities, losses, damages and expenses (including reasonable attorneys' fees) to the extent caused by Contractor's negligent acts, errors or omissions or those of its subcontractors in the performance of the Work.

11. LIENS AND WAIVERS

Contractor shall pay when due all amounts payable for labor, materials and equipment and shall keep the Project free of mechanics' and materialmen's liens. Upon payment Contractor shall provide unconditional lien waivers from Contractor and its subcontractors for the work covered by the payment.

12. TERMINATION

Either party may terminate this Agreement for cause upon written notice if the other party fails to cure a material breach within days after receipt of written notice. Owner may terminate for convenience upon written notice; Contractor shall be paid for Work performed and reasonable demobilization costs.

13. DISPUTE RESOLUTION

The parties agree to negotiate in good faith to resolve disputes. If the parties cannot resolve a dispute within 30 days, the dispute shall be submitted to binding arbitration before a single arbitrator in accordance with the arbitration rules selected by the parties. Judgment upon the award may be entered in any court of competent jurisdiction.

14. NOTICES

All notices required or permitted under this Agreement shall be in writing and shall be delivered personally, by certified mail (return receipt requested), or by nationally recognized overnight courier to the addresses set forth below.

15. AMENDMENTS; WAIVER

This Agreement may be amended only by a written instrument signed by both parties. No waiver of any right or remedy under this Agreement shall be effective unless in writing and signed by the party waiving such right.

16. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles. This Agreement, together with the Contract Documents, constitutes the entire agreement between the parties and supersedes all prior negotiations and agreements. If any provision of this Agreement is held invalid, the remaining provisions shall remain in full force and effect.

17. COUNTERPARTS

This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Facsimile or electronic signatures shall be binding for all purposes.

Owner

Party Label:

By:

Date:

Contractor

Party Label:

By:

Date:

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What a General Contractor Agreement Is and when it’s used

A General Contractor Agreement is a written contract that sets out the scope, price, schedule, responsibilities, and legal terms between a property owner (or client) and a general contractor who will manage construction or renovation work. It defines the work to be performed, payment milestones, change order procedures, insurance and bonding requirements, warranty obligations, and dispute resolution. The agreement allocates risk, identifies subcontracting rules, and typically references applicable permits, building codes, and contractor licensing. A clear, complete agreement reduces disputes and supports permit approval, lien enforcement, and payment claims.

Why a clear General Contractor Agreement matters

A professional agreement creates predictable payment flows, clarifies responsibilities, and preserves legal remedies such as mechanic’s liens and breach claims. Well-drafted terms reduce schedule disputes, help with permit compliance, and document change orders and approvals.

Why a clear General Contractor Agreement matters

Who typically prepares and signs this agreement

This agreement is used by parties involved in building, remodeling, or large repair projects where a single contractor coordinates labor, materials, and subcontractors.

  • Property owners and developers who need a single point of responsibility for a project and documentation for financing or permitting.
  • General contractors or construction managers who require clear scope, payment schedule, and subcontractor flow-down terms.
  • Subcontractors and suppliers who rely on the prime agreement for payment timing, lien waiver expectations, and scope boundaries.

Each signer should confirm licensing, insurance, and authority to bind their organization before execution to avoid enforceability challenges.

Core clauses to include in a professional General Contractor Agreement

A robust contract blends commercial terms with risk allocation and compliance details so both parties understand costs, timing, and remedies.

Scope of Work

Detailed description of tasks, deliverables, materials, plans, and referenced exhibits; avoid vague phrasing that invites disputes.

Price & Payments

Fixed price, unit price, or cost-plus structure; include payment schedule, retainage percentage, and invoicing requirements.

Schedule

Start and completion dates, milestone deadlines, delay notices, liquidated damages or extensions for excusable delays.

Change Orders

Written change order process, pricing adjustments, authority levels for approving scope or cost changes.

Insurance & Bonds

Required general liability, workers’ comp, builder’s risk insurance, and performance/payment bond details and limits.

Dispute Resolution

Governing law, venue, arbitration or mediation clauses, and attorney fee allocations if applicable.

Step-by-step: completing and executing a General Contractor Agreement

Follow this sequence to reduce errors, confirm compliance, and capture signatures in a legally durable way.

  • 01
    Prepare draft: Assemble scope, drawings, and pricing exhibits in a single document.
  • 02
    Review compliance: Confirm contractor license, permits, insurance, and bonding requirements.
  • 03
    Approve terms: Obtain internal approvals and attach change order process and schedules.
  • 04
    Execute: Collect signatures, dates, and any required notarizations or witness attestations.

How execution and distribution typically flow

A clear routing plan speeds completion and ensures each stakeholder retains a copy for project records and lien timelines.

  • Draft and attach exhibits: Upload plans, specs, and schedules as referenced exhibits.
  • Specify signers: List owner, contractor, authorized rep, and any guarantors with contact emails.
  • Collect signatures: Use secure signing with timestamped audit trail and authentication as needed.
  • Distribute final copies: Provide executed copies to owner, contractor, lenders, and key subcontractors.

Typical online workflow settings for contract execution

Configure fields and authentication to match project risk and compliance requirements before sending for signatures.

Field Configuration
Signature Type Electronic signature with audit trail and optional SMS code
Authentication Email link standard; use SMS or knowledge-based verification for higher risk
Recipient Order Sequential routing: owner → contractor → guarantor
Document Retention Enable PDF export and long-term archival after completion

Digital signing essentials and technical compatibility

Choose a signing platform that supports required authentication, audit trails, and the file formats you use for plans and exhibits.

  • File formats: PDF and DOCX supported
  • Integrations: Works with cloud storage and project tools
  • Security: TLS and AES encryption

Ensure the platform can preserve an unalterable certificate of completion, produce compliance exports for audits, and meet any HIPAA or financial regulatory needs if the project triggers those rules.

Common timing elements and deadlines to track

Track contractual dates and statutory periods to protect payment rights, lien enforcement, and permit conditions.

Effective Date:

Date obligations begin; ties to warranty and performance timelines.

Substantial Completion:

Milestone for final payment and start of warranty period.

Payment Due Dates:

Invoice schedules and retainage release dates per contract terms.

Change Order Response:

Timeframe for approving price or schedule changes, typically 7–14 days.

Lien Filing Window:

State-specific deadline for mechanic’s lien filing after last work or payment; track per state.

Common mistakes that delay projects or weaken protections

  • Vague scope descriptions that create differing expectations and lead to costly disputes and change orders.
  • Missing or incorrect contractor license numbers, which can void contract rights or expose parties to penalties.
  • Undefined payment milestones and retainage that trigger late payments or cash-flow disputes among subcontractors.
  • Failing to attach plans, permits, or addenda that are referenced in the agreement, causing enforceability questions.

Key legal and financial risks of an incomplete or incorrect agreement

Lost Lien Rights: Failure to follow state notice or filing rules can bar mechanic’s lien claims.
Payment Disputes: Ambiguous payment terms can lead to withheld funds or litigation.
License Penalties: Contractor licensing violations can result in fines or unenforceability.
Insurance Gaps: Insufficient coverage exposes owners to liability for injuries or property damage.
Delay Claims: Unclear schedule clauses create entitlement disputes over extensions and damages.
Tax Consequences: Poor recordkeeping can complicate tax reporting and deductions.

Comparing eSignature providers for executing General Contractor Agreements

Platform choice affects cost, HIPAA/industry compliance, bulk send capability, and any per-envelope limits when signing many subcontractor waivers or change orders.

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 (Business Premium) Yes Yes Yes Yes
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No envelope cap 100 envelopes/user/year Varies Varies Varies

Frequently asked questions about General Contractor Agreements

Answers to common execution, enforceability, and retention questions to help owners and contractors avoid routine pitfalls.


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