Subconsultant Agreement Template for England and Wales

The Subconsultant Agreement is essential when a primary consultant needs to engage specialized expertise for client projects. This document, governed by English and Welsh law, establishes the professional relationship between the primary consultant and subconsultant, defining crucial elements such as service scope, deliverables, payment terms, and liability provisions. It's particularly important for ensuring clear accountability, protecting intellectual property, maintaining confidentiality, and ensuring compliance with relevant UK regulations, including IR35 requirements. The agreement is designed to protect all parties' interests while facilitating effective project delivery.

1. Parties: Identification and details of the contracting parties, including registered addresses and company numbers

2. Background: Context of the agreement, including the main contract and the reason for subcontracting

3. Definitions: Defined terms used throughout the agreement, including Main Contract, Services, and Client

4. Appointment and Scope: Terms of appointment and detailed scope of subconsultant services

5. Subconsultant Obligations: Key obligations including standard of care, compliance with laws, and delivery requirements

6. Main Consultant Obligations: Obligations of the main consultant including provision of information and payment terms

7. Fees and Payment: Fee structure, payment terms, expenses, and invoicing procedures

8. Intellectual Property Rights: Ownership and licensing of intellectual property created during the services

9. Confidentiality: Obligations regarding confidential information and trade secrets

10. Liability and Insurance: Limitation of liability, indemnities, and required insurance coverage

11. Term and Termination: Duration of agreement and circumstances for termination

12. General Provisions: Standard boilerplate clauses including notices, variation, and governing law