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Subcontract agreement template (Word & PDF)
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For a main contractor and a subcontractor performing part of a muqawala in the GCC. It covers scope, price, delivery and warranty, and records that the main contractor stays liable to the employer in Saudi Arabia.
Sources: 2 official sourcesNot legal advice
What this template includes
The main contractor stays liable to the employer
A subcontract in Arabic and English between a main contractor and a subcontractor in Saudi Arabia, the UAE, Qatar, Bahrain, Oman and Kuwait. It covers part of the work under the main construction contract, not a goods supply framework, which is the supply agreement, and not a consulting or technology services contract, which is the service agreement. For muqawala (construction contract), hardship, assignment of rights and penalty clause. A bank letter of guarantee is a separate instrument. This is a starting point. Have it reviewed by a lawyer licensed in the relevant jurisdiction before you use it.
What the subcontract records
The main contract and the subcontractor’s scope, price and payment, time and delivery, warranty, flow-down of the employer’s terms where needed, confidentiality, indemnity, force majeure and hardship, and governing law. In Saudi Arabia the contractor may subcontract all or part of the work unless the law, the contract, the nature of the work or the contractor’s personal skill rules it out, and the contractor remains liable to the employer.[1] The subcontractor has no direct claim against the employer unless the main contractor assigned the right.[1] Exceptional general circumstances may open a request to rebalance the obligation.[1]
- Between two companies, or owner and contractor: name the parties as in the main contract and delete the form that does not apply.
- Do not paste the employer’s confidential contract in full. Refer to it and state what must be performed.
- Bahrain and Oman: muqawala was verified in an earlier round; subcontracting articles for this round are under review.
- UAE: the equivalent in the Civil Transactions Law in force is under review. No article number is stated.[2]
The template
Subcontract agreement
Between a main contractor and a subcontractor in the GCC. Replace every [bracketed phrase] and delete what does not apply. This is a starting point. Have it reviewed by a lawyer licensed in the relevant jurisdiction before you use it.
Made on [date] between [main contractor], CR [●] (the “Main Contractor”), and [subcontractor], CR [●] (the “Subcontractor”). The main contract between the Main Contractor and [employer / owner] dated [●] for [works description] (the “Main Contract”).
The Subcontractor performs [subcontracted part] to specification [●] and programme [●]. It complies with the Main Contract terms expressly flowed down in Schedule (1), only to the extent they may be disclosed.
The Subcontractor’s fee is [●] [inclusive / exclusive] of VAT. Payment: [●] on [milestone / monthly invoice]. No tax rate is hard-coded in this file.
Work starts on [date] and ends on [date], or on [substantial completion / sectional handover]. Subcontractor delay is dealt with in clause (8).
The Subcontractor warrants the works for [●] from acceptance. It remedies a defect within [●] days of notice.
The Subcontractor does not subcontract any part without the Main Contractor’s written consent. The Subcontractor remains liable for anyone it appoints.
The Subcontractor acknowledges that it has no direct claim against the employer unless the Main Contractor expressly assigned the right.[1] The Subcontractor indemnifies the Main Contractor for loss caused by the Subcontractor’s breach towards the employer, capped at [●].
On delay the Subcontractor pays [●] per [day / week], unless the delay is caused by the Main Contractor or force majeure. See penalty clause before fixing a sum.
Force majeure follows force majeure. If exceptional general circumstances arise, either party may request rebalancing under the law in force.[1] See hardship.
Ends on [●] days’ written notice, or immediately on a material breach not cured within [●] days, or if the Main Contract ends or is cancelled.
Governed by the laws of [●] and the courts of [●], or arbitration in [●].
Signed: Main Contractor [●], Subcontractor [●].
Saudi Arabia notes
Civil Transactions Law.[1]
| Topic | Text |
|---|---|
| Subcontracting | The contractor may subcontract all or part of the work unless the law, the contract, the nature of the work or the contractor’s personal skill rules it out, and the contractor stays liable to the employer (Article 473).[1] |
| Subcontractor’s claim | The subcontractor has no direct claim against the employer unless the main contractor assigned the right (Article 474).[1] |
| Exceptional circumstances | Exceptional general circumstances may open a request to rebalance (Article 471).[1] |
United Arab Emirates notes
Federal Decree-Law No. 25 of 2025, in force 1 June 2026.[2]
| Topic | Text |
|---|---|
| Subcontracting | Under review. No article number in this file.[2] |
Bahrain, Qatar, Kuwait and Oman
- Bahrain: under review. No article number for subcontracting on this page.
- Qatar: under review. No article number.
- Kuwait: under review. No article number.
- Oman: under review. No article number for subcontracting in this round.