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Subcontract Order Form

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SUBCONTRACT ORDER FORM

This Subcontract Order Form (Order No.: ) is made effective as of the day of , year , by and between Contractor Name: , with principal place of business at ("Contractor"), and Subcontractor Name: , with principal place of business at ("Subcontractor").

RECITALS

WHEREAS, Contractor has entered into a prime contract, purchase order, or other controlling agreement for the provision of goods and/or services identified as: (the "Prime Contract"); and

WHEREAS, Contractor desires to engage Subcontractor to perform certain portions of the work under the Prime Contract as specified in this Subcontract Order Form, and Subcontractor represents that it has the requisite experience, personnel and resources to perform such work.

NOW, THEREFORE, in consideration of the mutual promises set forth herein, the parties agree as follows:

1. SCOPE OF WORK

1.1 Subcontractor shall perform the work described in the Work Order Items and any referenced exhibits (the "Work") in accordance with good industry practice, the schedule set forth below, and all applicable laws, codes and the requirements of the Prime Contract. If an exhibit is attached, identify here: Exhibit:

2. TERM AND SCHEDULE

2.1 Subcontractor shall commence the Work on or about and achieve Substantial Completion by , subject to allowable extensions for excusable delays as defined in this Subcontract Order Form.

3. PRICE, INVOICING AND PAYMENT

3.1 Contract Price: Contractor shall pay Subcontractor for the satisfactory performance of the Work a total sum not to exceed $ (the "Contract Price"), subject to adjustments for approved changes.

3.2 Payment Terms: Subcontractor shall submit invoices in accordance with the schedule below. Contractor shall pay undisputed amounts within days after receipt of a proper invoice and verification of performance. Invoices shall be sent to the Notices address specified below.

3.3 Retainage / Holdback (if any): . Any release of retainage shall be subject to acceptance and final accounting.

4. CHANGES AND CHANGE ORDERS

4.1 No change to the Work, Contract Price or schedule shall be binding unless in a written Change Order signed by authorized representatives of both parties. Change Order pricing shall be based on fixed amounts or labor rates and material costs supported by documentation.

5. COMPLIANCE WITH PRIME CONTRACT; FLOW-DOWN

5.1 Subcontractor shall perform the Work in a manner consistent with Contractor's obligations under the Prime Contract. All applicable flow-down provisions of the Prime Contract that reasonably relate to the Work are incorporated herein by reference and shall be observed by Subcontractor.

6. INSURANCE AND INDEMNITY

6.1 Insurance: Subcontractor shall maintain at its expense the following coverages with insurers acceptable to Contractor and provide certificates evidencing such coverage prior to commencing Work:

Workers' Compensation (statutory)

Commercial General Liability (minimum per occurrence $)

Automobile Liability (minimum per occurrence $)

Professional Liability / E&O (if applicable) Limit:

6.2 Indemnity: To the fullest extent permitted by law, Subcontractor shall indemnify, defend and hold harmless Contractor, its officers, directors and agents from and against all claims, losses, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of or resulting from Subcontractor's performance of the Work, except to the extent caused by Contractor's sole negligence or willful misconduct.

7. WARRANTIES

7.1 Subcontractor warrants that all Work furnished under this Subcontract Order Form shall be free from defects in workmanship and materials for a period of from substantial completion, and shall conform to the specifications and applicable industry standards. Subcontractor's warranty obligations shall survive final payment and termination.

8. TERMINATION

8.1 For Convenience: Contractor may terminate this Subcontract Order Form, in whole or in part, for Contractor's convenience upon written notice. In such event Subcontractor shall be paid for Work performed to the date of termination and reasonable demobilization costs, but not for anticipated profit on unperformed Work.

8.2 For Default: If Subcontractor fails to cure a material breach within a reasonable cure period after written notice, Contractor may terminate the Subcontract Order Form for default. Contractor's termination for default remedies shall be cumulative and not exclusive.

9. CONFIDENTIALITY

9.1 Each party shall keep confidential all non-public proprietary information disclosed by the other party in connection with the Work and shall not use such information except to perform obligations under this Subcontract Order Form. Confidential obligations survive termination for a period of unless otherwise required by law.

10. DISPUTE RESOLUTION; GOVERNING LAW

10.1 The parties shall first attempt to resolve disputes through good faith negotiations between senior representatives. If unsuccessful within days, disputes shall be resolved by in the jurisdiction specified below.

10.2 Governing Law: This Subcontract Order Form shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles.

11. NOTICES

11.1 All notices required or permitted under this Subcontract Order Form shall be in writing and delivered to the addresses below by hand, overnight courier, or certified mail, return receipt requested, and shall be effective upon receipt.

12. MISCELLANEOUS PROVISIONS

12.1 Independent Contractor: Subcontractor is an independent contractor. Nothing in this Subcontract Order Form shall be construed to create an employer-employee relationship or a joint venture.

12.2 Amendments; Waiver: No amendment or waiver shall be effective unless in writing and signed by authorized representatives of both parties. A waiver of any breach shall not constitute a waiver of any other breach.

12.3 Entire Agreement: This Subcontract Order Form, together with any attached exhibits and any written Change Orders, constitutes the entire agreement between the parties with respect to the Work and supersedes all prior discussions and agreements.

12.4 Severability: If any provision of this Subcontract Order Form is held invalid or unenforceable, the remainder of the Subcontract Order Form shall remain in full force and effect and the invalid or unenforceable provision shall be reformed only to the extent necessary to make it enforceable.

12.5 Counterparts: This Subcontract Order Form may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one instrument. Signatures delivered by electronic means shall be binding.

Contractor Printed Name:

By:

Date:

Subcontractor Printed Name:

By:

Date:

Enter text✕

What a Subcontract Order Form Is and Why It Matters

A Subcontract Order Form is a standardized contract document used by a primary contractor or project owner to authorize work, materials, or services from a subcontractor for a defined scope, schedule, and price. It typically binds the subcontractor to project-specific terms such as scope of work, deliverables, payment schedule, change-order process, insurance requirements, and safety or compliance obligations. The form functions as both an order and a contract amendment, often attached to a master subcontract or prime contract. Accurate completion helps prevent disputes, supports lien waiver tracking, and documents regulatory compliance.

Why Use a Subcontract Order Form on Your Project

A Subcontract Order Form clarifies responsibilities, ties payments to deliverables, and creates an auditable record for insurance, lien management, and accounting, reducing disputes and administrative friction on multi‑party projects.

Why Use a Subcontract Order Form on Your Project

Who Prepares and Signs Subcontract Order Forms

Primary contractors, project managers, procurement officers, and subcontractors commonly prepare or complete Subcontract Order Forms for discrete work packages.

  • General contractor procurement teams — issue orders tied to prime contract requirements and schedules.
  • Subcontractors — accept scope, confirm price, and provide insurance and safety attestations.
  • Project owners / construction managers — review changes, authorize extra work, and verify compliance.

Records are typically retained by both contractor and subcontractor for project controls, accounting, and claim support.

Typical Roles and Responsibilities

Procurement Manager

Oversees issuance of orders, verifies prime contract alignment, tracks approvals, and coordinates insurance and bonding requirements. They rely on clear line-item descriptions, milestone payments, and change-order fields to manage supplier performance and reduce invoice disputes throughout the project lifecycle.

Subcontractor Supervisor

Confirms scope, staffing, and schedule; records acceptance and start dates; submits required certificates and lien waivers. Properly completed forms ensure timely mobilization, accurate invoicing, and a documented basis for change orders or claims if site conditions vary.

Key Fields Every Subcontract Order Form Should Include

Parties: Legal names of contractor and subcontractor.
Work Description: Detailed deliverables and excluded tasks.
Price / Consideration: Total amount, unit rates, and payment terms.
Delivery Schedule: Start, milestones, and completion dates.
Insurance Certificates: Policy types, limits, and expiration dates.
Change Orders: Procedure, authorization, and pricing adjustments.

Step-by-Step: Complete and Issue a Subcontract Order Form

This step-by-step checklist ensures complete, consistent Subcontract Order Forms for execution, routing, and recordkeeping across project teams.

  • 01
    Prepare: Draft scope, quantities, price, and schedule.
  • 02
    Confirm: Verify insurance, bonds, and prime contract references.
  • 03
    Authorize: Obtain approved signatures from authorized signatories.
  • 04
    Distribute: Send executed copies to accounting, field, and subcontractor.

Configure an Online Workflow for the Form

Configure the online workflow to match approval routing, signer authentication, field validation, and secure storage requirements for the Subcontract Order Form.

Field Configuration
Signer Authentication Email link; enable SMS code for higher assurance
Field Validation Require numeric formats, date masks, and required fields
Routing Order Set signer sequence and parallel approvals
Storage Location Save PDF/A in secure cloud storage with audit log

Where to Send the Form After Execution

After execution, route signed Subcontract Order Forms to the correct operational and financial owners to ensure timely mobilization and payment.

  • To Subcontractor: Provide signed copy and mobilization instructions.
  • To Accounting: Send invoice, purchase order reference, and payment terms.
  • To Project File: Archive executed form with related permits and change orders.
  • To Prime Contractor: Record as amendment to prime contract and update schedules.

Technical Checklist for eSubmission and Distribution

For eSubmission and distribution, verify platform compatibility, document formats, and authentication methods before you publish a digital Subcontract Order Form.

  • Supported Formats: PDF, DOCX, and editable Excel — preserve field data and audit logs.
  • Integrations: Connectors with Procore, NetSuite, Salesforce, Microsoft 365, Google Workspace, Box.
  • Authentication Methods: Email links, SMS codes, SSO, and multi-factor authentication options.

Key Dates, Deadlines, and Processing Expectations

Document and track critical dates on the form and in project systems to meet payment, lien waiver, and mobilization obligations without delay.

Order Issuance Date:

Date when subcontractor receives authorization to start work.

Start Date:

Subcontractor's mobilization or first day on site.

Milestone and Completion Dates:

Dates tied to payment milestones and retainage release.

Invoice Submission Deadline:

Standard invoice terms (e.g., Net 30) and required documentation.

Final Lien Waiver Date:

Date required for final payment and lien release submission.

Penalties and Risks of Incorrect or Incomplete Forms

Payment Delays: Incomplete terms cause delayed or withheld payments.
Liens and Claims: Missing waivers permit mechanic's liens.
Insurance Gaps: Incorrect coverage exposes owner/contractor to liability.
Change-Order Disputes: Ambiguous scope leads to contested extra work costs.
Tax Withholding: Mismatched names or TINs trigger backup withholding.
Termination Risk: Unclear termination clauses complicate contract closeout.

Common Preparation Mistakes to Avoid

  • Vague scope descriptions that omit exclusions or unit quantities, creating ambiguity for change orders and progress measurement during construction.
  • Failing to verify subcontractor insurance certificates and additional insured endorsements before work starts increases exposure to claims.
  • Using non-authorized signatories or circulating unsigned forms results in invalid orders and delayed payment approvals from accounting and project management.
  • Inconsistent payment terms across purchase orders, invoices, and the subcontract order cause reconciliation errors and disputed payments.

eSignature Pricing and Feature Comparison for Subcontract Order Workflows

Feature and starting-price comparison for eSignature vendors commonly used to execute Subcontract Order Forms.

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 by plan Varies by plan Varies by plan Varies by plan
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 envelopes/user/year Varies by plan Varies by plan Varies by plan

FAQs: Common Questions About Subcontract Order Forms

Answers to common questions project teams ask about completing, signing, notarizing, and storing Subcontract Order Forms in U.S. construction and service projects.


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