Subcontractor Agreement Master Terms and Conditions
This agreement made and entered into by and between Wimberly Custom Homes LLC hereinafter called “Contractor” and You/Your Company hereinafter called “Subcontractor”. The Subcontractor hereby agrees that it will abide by these master terms and conditions on each and every individual project and contract that it enters into with Contractor. It is understood that the price shall be determined on an individual project basis and shall be submitted to the Contractor prior to commencement of each individual project. Failure of price submittal prior to commencement shall not relieve the Subcontractor of the obligations contained herein.
In consideration therefore, the Subcontractor agrees as follows:
1. To furnish all supervision, labor, materials, tools, and equipment necessary to complete the Subcontractor’s work in a thoroughly workmanlike manner and according to applicable codes and manufacturer’s instructions.
2. To be responsible for and include in its price to the contractor: a. Sales, payroll, excise, and other taxes applicable. b. Costs, expenses, freight and/or other charges in connection with delivery of material covered hereby. c. Fees, inspection fees, and/or permit charges applicable. d. Any insurance associated with the scope of work.
3. To complete the Subcontractor’s work according to plans and specifications provided by Contractor.
4. All change orders shall be in writing and signed by the Contractor and Subcontractor.
5. Subcontractor agrees to complete the project within the time frame given on each individual project as dictated by the Contractor.
6. Subcontractor will be responsible for any damage done by the Subcontractor, his immediate employees, or other contractors who are doing the work of the Subcontractor.
7. Subcontractor agrees that all labor and material furnished to Contractor shall be warranted to the same extent that the Contractor has warranted the same to the Owner. Subcontractor agrees to satisfy such warranty obligations without cost to the Owner and/or Contractor.
8. All invoices for work performed by the Subcontractor MUST be submitted within 30 days of the work being performed. All invoices submitted after 30 days will NOT be paid.
9. Payments shall be made to the Subcontractor based on the Subcontractor’s percentage of completion and approval by the Contractor.
10. To provide General Liability and Workers’ Compensation insurance. Subcontractor agrees to name the Contractor as an additional insured to all applicable insurance policies and agrees to carry amounts of General Liability Limits of no less than $300,000 per occurrence, $300,000 general aggregate, $300,000 products/completed operations, or a $500,000 combined single limit.
11. To the extent allowed by law, if at all, Subcontractor hereby assumes exclusive responsibility for any and all personal injury, including death, or property damage of whatever nature and however caused which results from or arises out of the Subcontractor’s performance of the work. Subcontractor agrees to the extent allowed by law, if at all, to indemnify and hold harmless, protect and defend Contractor, its officers, directors, agents, or employees, and its subsidiary or affiliated companies and Owner against all claims, suits, losses or damages (Claims) arising out of Subcontractor’s performance of its Work, including Claims caused in whole or in part by the negligence of Subcontractor, except such Claims which are caused by the sole negligence of the parties seeking indemnity hereunder.
12. Any controversy or claim arising out of this contract, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association under its Construction Industry Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The Subcontractor, Contractor, the owner of the property that is the subject of the work performed by Contractor and Subcontractor, and all subcontractors, specialty contractors, material suppliers, engineers, designers, architects, construction lenders, bonding companies and other parties concerned with the construction services are bound, each to each other, by this arbitration clause, provided that they have signed this contract or a contract that incorporates this contract by reference or signed by any other agreement to be bound by this arbitration clause. Each such party agrees that it may be joined as an additional party to an arbitration involving other parties under any such agreement. If more than one arbitration is begun under any such agreement and any party contends that two or more arbitrations are substantially related and that the issues should be heard in one proceeding, the arbitrator selected in the first filed of such proceedings shall determine whether, in the interests of justice and efficiency, the proceedings should be consolidated before that arbitrator. The arbitration shall be heard by one arbitrator. This agreement shall be governed by and interpreted in accordance with the laws of the state of Louisiana, particularly the New Home Warranty Act where applicable. Time is of the essence in dispute resolution. Arbitration hearings shall take place within 180 days of filing and awards issued within 14 days of completion of the arbitration hearings. Arbitrator shall agree to these limits prior to accepting appointment.
13. To the extent allowed by applicable law, Subcontractor is responsible for all compliance requirements related to its employees and those performing work or services for Subcontractor that arise out of (a) OSHA and safety laws; and (b) immigration and citizenship laws. Subcontractor agrees to obtain, complete, submit, disclose, disperse, and retain all applications, forms, notices, reports, and other documents required of the Subcontractor and those performing work or services on behalf of the Subcontractor to comply with (a) OSHA and safety laws; and (b) immigration and citizenship laws. To the extent allowed by applicable law, subcontractor will defend, indemnify, and hold the Contractor harmless from all claims and liabilities related to the Subcontractor’s responsibilities as set forth in this paragraph, which are non-delegable. The Parties agree the terms and provisions of this paragraph are severable.
In accordance with LRS 23:1061, Contractor, as principal employer, and Subcontractor, as direct employer, mutually agree that it is their intention to recognize Contractor as the statutory employer of Subcontractor’s employees, to include direct employees of Subcontractor, while Subcontractor’s direct or statutory employees are providing work and/or services to Contractor. In the event of default, Contractor will be entitled to all costs and attorney’s fees in enforcing this agreement.
This agreement shall be continuing and shall remain binding on the Subcontractor unless and until the Subcontractor notifies Contractor in writing of any portion or obligation contained herein that Subcontractor no longer wishes to be bound. Any notice shall be given to _Wimberly Custom Homes_ at _670 Albemarle Dr. Suite 600 Shreveport, LA 71106_ via certified mail, return receipt requested. Notwithstanding the above, the terms of this agreement shall be irrevocable and binding on all completed projects and any projects in progress at the time Subcontractor notifies the Contractor.