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Master Subcontract Agreement Template for Austria

A comprehensive framework agreement governed by Austrian law that establishes the terms and conditions under which a main contractor may engage a subcontractor to perform specific works or services through individual work orders. The agreement incorporates Austrian civil and commercial law requirements while addressing key aspects such as ordering processes, performance standards, liability allocation, and regulatory compliance. It serves as an umbrella agreement that streamlines the procurement process for recurring services while ensuring compliance with Austrian legal requirements, including labor law, data protection, and social security obligations.

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What is a Master Subcontract Agreement?

The Master Subcontract Agreement serves as a foundational document for businesses operating in Austria that regularly require subcontractor services. This agreement type is particularly crucial when a company needs to establish a long-term framework for engaging subcontractors across multiple projects or services, avoiding the need to negotiate separate agreements for each engagement. The Master Subcontract Agreement, governed by Austrian law, includes comprehensive provisions for work order processes, performance standards, regulatory compliance, and risk allocation, while ensuring alignment with Austrian commercial code (UGB) and civil code (ABGB) requirements. It's designed to streamline procurement processes while providing adequate protection for both parties through clearly defined terms, conditions, and compliance requirements.

What sections should be included in a Master Subcontract Agreement?

1. Parties: Identification and details of the main contractor and subcontractor, including registration numbers and authorized representatives

2. Background: Context of the agreement, relationship between parties, and general purpose of the master agreement

3. Definitions: Definitions of key terms used throughout the agreement, including technical terms and contract-specific terminology

4. Scope of Agreement: General framework of services/works that may be subcontracted, including the process for individual work orders

5. Ordering Process: Procedures for issuing, accepting, and managing individual work orders under the master agreement

6. Subcontractor Obligations: Core responsibilities, quality standards, compliance requirements, and performance obligations

7. Main Contractor Obligations: Responsibilities of the main contractor, including provision of information and materials

8. Pricing and Payment Terms: Framework for pricing, invoicing procedures, payment terms, and handling of expenses

9. Intellectual Property Rights: Ownership and usage rights of pre-existing and newly created IP

10. Confidentiality: Protection of confidential information and trade secrets

11. Data Protection: GDPR compliance and data handling requirements

12. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations

13. Insurance: Required insurance coverage and minimum limits

14. Term and Termination: Duration of the agreement, renewal provisions, and termination rights

15. Force Majeure: Handling of events beyond reasonable control

16. Governing Law and Jurisdiction: Confirmation of Austrian law application and jurisdiction for disputes

17. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

What sections are optional to include in a Master Subcontract Agreement?

1. Compliance with Anti-Corruption Laws: Required when working with public sector or international contracts

2. Export Control: Needed when goods or services may be subject to export regulations

3. Environmental Requirements: Important for construction or manufacturing subcontracts

4. Health and Safety: Critical for on-site work or hazardous operations

5. Security Requirements: Necessary for projects involving sensitive information or secure facilities

6. Personnel Requirements: Important when specific qualifications or security clearances are needed

7. Quality Management: Required when specific quality standards or certifications must be maintained

8. Warranty: Detailed warranty terms for goods or construction works

9. Step-in Rights: Required for critical services where main contractor may need to take over

10. Parent Company Guarantee: Needed when financial security is required from subcontractor's parent company

What schedules should be included in a Master Subcontract Agreement?

1. Schedule 1 - Pricing Schedule: Detailed rate cards, pricing mechanisms, and cost calculations

2. Schedule 2 - Service Levels: Performance metrics, KPIs, and related penalties/bonuses

3. Schedule 3 - Technical Requirements: Detailed technical specifications and standards

4. Schedule 4 - Form of Work Order: Template for individual work orders under the master agreement

5. Schedule 5 - Insurance Requirements: Detailed insurance requirements and minimum coverage levels

6. Schedule 6 - Data Processing Agreement: GDPR-compliant data processing terms and requirements

7. Schedule 7 - Approved Subcontractors: List of pre-approved lower-tier subcontractors if applicable

8. Schedule 8 - Quality Management Requirements: Detailed quality assurance and control procedures

9. Appendix A - Contact Details: Key contacts and escalation procedures

10. Appendix B - Required Certifications: List of mandatory certifications and qualifications

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Austria

Document Type

Master Agreement

Cost

Free to use

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