This Sub-Contractor Engagement Agreement (“Agreement”) is entered into by and between XXX, LLC® (“Contractor”) and [Sub-Contractor’s Legal Name], having its principal place of business at [Sub-Contractor’s Address] (“Sub-Contractor”), collectively referred to as the “Parties,” effective as of [Agreement Date].


  1. XXX, LLC® (“Contractor”) is engaged in the provision of residential wood painting, staining, sealing, and related services, specializing in fence restoration and new staining, primarily serving the Palm Beach County and surrounding areas.
  2. Sub-Contractor, [Sub-Contractor’s Legal Name], is a skilled and qualified entity specializing in wood staining, sealing, and related services, possessing the expertise and experience necessary to execute such services with professionalism and craftsmanship.
  3. Contractor seeks to engage Sub-Contractor to provide specialized wood staining and related services to fulfil project requirements in accordance with industry best practices and standards.
  4. Sub-Contractor acknowledges its capabilities and willingness to provide the specified services, and both Parties are desirous of entering into this Sub-Contractor Agreement to define the terms and conditions under which the Services shall be rendered.
  5. This Agreement sets forth the rights, obligations, and responsibilities of both Contractor and Sub-Contractor in connection with the performance of the Services and the project as described in the Scope of Work, attached as Exhibit A.
  6. Both Parties recognize the importance of adhering to high standards of workmanship, quality, safety, and professionalism in the execution of the Services, ensuring the successful completion of the project to the satisfaction of all stakeholders.
  7. Contractor and Sub-Contractor intend to create a mutually beneficial working relationship characterized by open communication, collaboration, and a commitment to achieving the project’s objectives within the agreed-upon timeline and budget.
  8. The Parties acknowledge that effective collaboration and adherence to the terms and conditions of this Agreement will contribute to the successful outcome of the project and the satisfaction of the project’s customers and stakeholders.

NOW, THEREFORE, in consideration of the mutual covenants, agreements, and promises contained herein, and intending to be legally bound hereby, the Parties hereby agree as follows:

  1. Services to Be Provided:
    • Scope of Services: Sub-Contractor agrees to provide specialized wood staining, sealing, and related services (“Services”) to Contractor as outlined in the detailed Scope of Work attached hereto as Exhibit A.
    • Sub-Contractor’s Expertise and Qualifications: Sub-Contractor represents and warrants that it possesses the requisite skills, knowledge, expertise, and experience to perform the Services in accordance with industry best practices and standards. Sub-Contractor shall employ trained and competent personnel to execute the Services.
    • Materials and Equipment: Sub-Contractor shall utilize appropriate, high-quality materials and equipment consistent with industry standards to ensure the successful execution of the Services. Any deviations from standard materials or techniques must be approved by Contractor in advance.
    • Compliance and Licenses: Sub-Contractor shall comply with all applicable federal, state, and local laws, regulations, and ordinances governing the provision of Services, including obtaining and maintaining any necessary licenses, permits, and certifications required to perform the Services.
  2. Compensation:
    • Payment Terms: Contractor shall compensate Sub-Contractor based on the compensation structure as outlined in Exhibit B. Payment terms, including rates, payment schedule, and any incentives, are detailed in Exhibit B.
  3. Performance Standards:
    • Quality of Workmanship: Sub-Contractor shall perform the Services with the highest degree of professionalism, workmanship, and attention to detail, consistent with the quality standards upheld by Contractor. Sub-Contractor shall ensure that all work is completed in accordance with the Scope of Work and industry best practices.
    • Project Timeline and Milestones: Sub-Contractor shall adhere to the timeline specified in Exhibit A for the completion of the Services. In the event of any anticipated delays or challenges, Sub-Contractor shall promptly communicate with Contractor to discuss potential solutions and adjustments to the timeline.
  4. Right of Access:
    • Access to Project Site: Sub-Contractor shall be granted the right to access the project site (“Site”) to perform the Services as specified in the Scope of Work. Sub-Contractor shall coordinate with Contractor to ensure that access is granted in a manner that minimizes disruption to ongoing activities.
    • Site Preparation and Cleanup: Sub-Contractor shall be responsible for preparing the Site for the Services, including necessary protections for surrounding areas and proper disposal of debris generated during the Services. The Site shall be left clean, orderly, and free from any construction-related residue upon completion.
  5. Change Orders:
    • Request for Changes: Sub-Contractor shall promptly notify Contractor in writing of any proposed changes to the Scope of Work. Any proposed changes shall be evaluated by Contractor, and if approved, shall be documented and incorporated into the Scope of Work as an amendment to this Agreement.
  6. Insurance and Liability:
    • Insurance Coverage: Sub-Contractor shall maintain comprehensive general liability insurance coverage with limits sufficient to cover any potential claims arising from the Services. Sub-Contractor shall provide proof of insurance to Contractor upon request.
    • Indemnification: Sub-Contractor shall indemnify and hold Contractor harmless from any claims, liabilities, losses, or damages arising out of or in connection with Sub-Contractor’s performance of the Services under this Agreement.
  7. Confidentiality:
    • Confidential Information: Sub-Contractor shall treat all information provided by Contractor, including project details, customer information, pricing, and business processes, as confidential. Sub-Contractor shall not disclose such information to third parties without Contractor’s prior written consent.
  8. Termination:
    • Termination for Cause: Either Party may terminate this Agreement for cause upon providing written notice to the other Party in the event of a material breach of any provision of this Agreement.
    • Completion of Work in Progress: In the event of termination, Sub-Contractor shall complete any work in progress and shall be compensated for completed and accepted Services up to the termination date.
  9. Governing Law and Dispute Resolution:
    • Governing Law: This Agreement shall be governed by and construed in accordance with the laws of Florida, without regard to conflict of laws principles.
    • Dispute Resolution: In the event of disputes arising from this Agreement, the Parties shall first attempt to resolve such disputes amicably through good-faith negotiations. If resolution cannot be achieved, the Parties agree to pursue mediation prior to pursuing any legal action.
  10. Entire Agreement:
    • This Agreement, along with Exhibit A and Exhibit B, constitutes the entire agreement between the Parties regarding the Services and supersedes any prior agreements or understandings, whether written or oral.

IN WITNESS WHEREOF, the Parties have executed this Contract as of the date first above written.


By: XXX, LLC®                                [Contractor’s Name]

Date: ___________________________        Title: __________________________________

Seller: ___________________________      Address: ______________________________

City: ___________________ ZIP: ___________

Email: _________________________________

Phone: ________________________________

Date: _________________________________

Buyer: ________________________________











Exhibit A: Scope of Work [Attach detailed description of the scope of the Services, including specifications, measurements, materials, and any additional terms agreed upon by the Parties.]


























Exhibit B: Compensation Structure [Specify the compensation structure agreed upon, including rates, payment schedule, and any other relevant details.]


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