subcontractor agreement sample philippines

Independent Contractor Subcontracting Agreement

Instructions for Use

• Fill in all bracketed information with the specific legal names, dates, and project details relevant to your engagement.
• Ensure that the Scope of Work (Annex A) is detailed enough to prevent scope creep and ambiguity regarding deliverables.
• Both parties must sign two original copies, with each party retaining one signed original for their respective corporate records.

1. Parties

This Agreement is made and entered into on this [] day of [], 20[__], by and between:

[Principal Contractor Name], a company organized and existing under the laws of the Philippines, with principal office address at [__________] (hereinafter referred to as the "Principal"),

AND

[Subcontractor Name], a [sole proprietorship / partnership / corporation] organized and existing under the laws of the Philippines, with principal office address at [__________] (hereinafter referred to as the "Subcontractor").

2. Scope of Services

The Subcontractor agrees to perform the services described in Annex A (the "Services") for the Principal’s client, [Client Name]. The Subcontractor shall perform the Services in a professional, timely, and workmanlike manner, in accordance with industry standards.

3. Consideration and Payment

The Principal shall pay the Subcontractor the amount of [] (PHP []) as full compensation for the Services. Payment shall be made within [__________] days upon submission of the Subcontractor’s invoice and proof of completion/acceptance of the deliverables. All payments are subject to applicable withholding taxes as required by the Bureau of Internal Revenue (BIR).

4. Independent Contractor Relationship

The parties agree that the Subcontractor is an independent contractor. Nothing in this Agreement shall be construed to create an employer-employee, partnership, or joint venture relationship between the Principal and the Subcontractor. The Subcontractor is solely responsible for its own SSS, PhilHealth, and Pag-IBIG contributions.

5. Confidentiality

The Subcontractor acknowledges that during the course of this engagement, it may have access to proprietary or confidential information of the Principal or the Client. The Subcontractor agrees to hold all such information in strict confidence and shall not disclose or use it for any purpose other than the performance of the Services.

6. Intellectual Property

All work products, deliverables, and materials created by the Subcontractor pursuant to this Agreement shall be considered "work made for hire" and shall be the exclusive property of the Principal or the Client, as applicable. The Subcontractor hereby assigns all rights, title, and interest in such deliverables to the Principal.

7. Termination

Either party may terminate this Agreement upon [__________] days' written notice to the other party. In the event of a material breach by the Subcontractor, the Principal may terminate this Agreement immediately upon written notice.

8. Governing Law and Venue

This Agreement shall be governed by and construed in accordance with the laws of the Republic of the Philippines. Any dispute arising out of this Agreement shall be submitted to the exclusive jurisdiction of the courts of [City/Municipality], Philippines.

Signature Block

Principal Signature: __________ Printed Name: [] Title: [] Date: [__________]

Subcontractor Signature: __________ Printed Name: [] Title: [] Date: [__________]

Legal Disclaimer

This document is a general framework provided for informational purposes only and does not constitute legal advice. Laws regarding labor and commercial contracting in the Philippines are subject to change. You should consult with qualified legal counsel to ensure this document complies with your specific business needs and current Philippine regulations.