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Subcontractor Framework Agreement

Subcontractor Framework Agreement Template for England and Wales

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Key Requirements PROMPT example:

Subcontractor Framework Agreement

"I need a Subcontractor Framework Agreement to engage multiple IT service providers for our cloud migration project starting January 2025, with specific provisions for data protection and service level agreements suitable for a financial services environment."

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Document background
The Subcontractor Framework Agreement is designed for businesses requiring regular access to subcontracted services while maintaining consistent commercial and legal terms. It provides a master agreement structure under English and Welsh law, allowing efficient engagement of subcontractors through simplified call-off procedures. This framework approach is particularly valuable for organizations managing multiple subcontractors or requiring recurring services, as it reduces administrative burden while ensuring standardized terms, risk allocation, and compliance requirements.
Suggested Sections

1. Parties: Identification and details of contracting parties

2. Background: Context and purpose of the framework agreement

3. Definitions: Key terms used throughout the agreement

4. Scope of Services: Details of services to be provided under the framework

5. Term and Termination: Duration and termination provisions

6. Payment Terms: Pricing, invoicing and payment mechanisms

7. Obligations of the Parties: Key responsibilities of both parties

8. Warranties and Representations: Statements of fact and promises made by each party

9. Liability and Indemnification: Allocation of risks and limitations of liability

10. Insurance: Required insurance coverage and limits

11. Confidentiality: Protection of confidential information

12. Intellectual Property: Ownership and usage rights of IP

13. Force Majeure: Provisions for unforeseen circumstances

14. Governing Law and Jurisdiction: Applicable law and dispute resolution

Optional Sections

1. Change Control: Process for managing changes to services - used for complex or long-term arrangements

2. KPIs and Service Levels: Performance metrics and measurement - used when specific performance standards are required

3. TUPE Provisions: Employee transfer protections - used when service provision may involve transfer of employees

4. Data Protection: Specific GDPR and data protection obligations - used when personal data processing is involved

5. Anti-Bribery and Corruption: Compliance with anti-corruption laws - used in high-risk industries or international contracts

Suggested Schedules

1. Schedule 1 - Services Description: Detailed specification of services and scope of work

2. Schedule 2 - Pricing Schedule: Detailed pricing structure, rates and payment terms

3. Schedule 3 - Service Levels: Detailed performance requirements, KPIs and measurement criteria

4. Schedule 4 - Form of Call-Off Contract: Template for individual work orders under the framework

5. Schedule 5 - Data Protection Requirements: Specific data protection obligations and procedures

6. Schedule 6 - Required Insurance: Detailed insurance requirements and minimum coverage levels

7. Schedule 7 - Key Personnel: List of key staff and their roles in delivering the services

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions































Clauses




































Relevant Industries
Relevant Teams
Relevant Roles
Industries

Supply of Goods and Services Act 1982: Core legislation governing the supply of goods and services in commercial relationships, setting out implied terms and conditions

Contracts (Rights of Third Parties) Act 1999: Legislation governing how third parties may enforce terms of a contract to which they are not a direct party

Late Payment of Commercial Debts (Interest) Act 1998: Legislation providing for statutory interest on late payments in commercial transactions

Companies Act 2006: Primary legislation governing company operations and corporate entities in the UK

Employment Rights Act 1996: Key employment legislation protecting workers' rights and defining employment relationships

IR35 Regulations: Off-payroll working rules determining tax status of contractors and preventing disguised employment

Agency Workers Regulations 2010: Regulations ensuring equal treatment for temporary and agency workers

Working Time Regulations 1998: Legislation governing maximum working hours, rest breaks, and holiday entitlements

National Minimum Wage Act 1998: Legislation establishing minimum payment requirements for workers

Health and Safety at Work Act 1974: Primary legislation ensuring workplace safety and health requirements

Construction Act 1996: Housing Grants, Construction and Regeneration Act governing construction contracts and payment terms

Construction (Design and Management) Regulations 2015: Regulations specifying health and safety requirements for construction projects

Scheme for Construction Contracts: Statutory scheme providing default payment and adjudication provisions for construction contracts

UK GDPR: Data protection regulation governing the processing of personal data in the UK post-Brexit

Data Protection Act 2018: UK's implementation of data protection standards and requirements

Competition Act 1998: Legislation prohibiting anti-competitive behavior and agreements

Enterprise Act 2002: Legislation governing market regulation and corporate insolvency

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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