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Updated 19.07.2024

Independent subcontractor agreement for Switzerland

A subcontractor performs principal or auxiliary services for the principal in return for regular remuneration.

Use this contract:

  • To delegate all or part of a service or task to an individual or company.
  • Whether the services relate to a particular project or are to be provided on a repetitive or constant basis.
  • If the tasks are to be carried out flexibly and independently, subject to the general instructions and requests of the principal.
  • Where the sub-contractor is to be remunerated on a regular basis, hourly, monthly, annually or otherwise.
  • Whether the expenses or costs of the materials are borne by the principal, the subcontractor or re-invoiced.
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Jurisdiction: Switzerland
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Protect yourself legally as a principal with the following options: 

  • Commitment to minimum hours per week, availability and frequency of reports. 
  • Firm prohibition on subcontracting, non-disclosure, non-solicitation and non-competition, even after the end of the contract. 
  • Capping of costs that may be invoiced in addition to fees, and clear indication of the VAT to be invoiced. 
  • Unambiguous treatment of the transfer and use of intellectual property created and protection of confidential information. 
  • Declaration and undertaking to notify any change of status when the subcontractor is reclassified as an employee. 

Safeguard your interests as a subcontractor by using the following clauses: 

  • Minimum monthly remuneration notwithstanding hours actually worked. 
  • Indication of costs to be invoiced in addition, on an actual basis, at a flat rate or as a percentage of fees. 
  • Limitation of liability to the amount of fees paid and imposition of a short claim period by the principal. 
  • Authorisation to delegate, represent, and sign on behalf of the principal. 
  • Reservation of the intellectual property created and the right to use it, even by assigning it to the principal. 

Contract for subcontractor

A subcontractor agreement template allows to draft a legal document signed between a principal and a subcontractor to outline the rights, duration, and scope of outsourced work. With this document, it’s possible to delegate main or ancillary tasks to an independent service provider for a specific task or a certain period.

A company uses a contract for subcontractor: 

  • To delegate all or part of services or works to an independent service provider (for example: construction, sales, or consulting).
  • Engage a subcontractor for a specific project, for a fixed term, or on an ongoing basis.
  • To establish a secured cooperation, on an exclusive full-time basis or part-time non-exclusive grounds.

Key aspects of a contract for subcontractor 

  • This template is primarily used to delegate ancillary services or works to an independent service supplier, whether a company or registered business. 
  • The document should clearly outline the scope of work, start and termination, as well as additional responsibilities of the subcontractor. 
  • Our subcontractor agreement sample includes provisions for a regular fee, rebilling of costs and taxes, material prices, and a down payment retainer. 
  • In contrast to an employee, a subcontractor operates independently, managing their schedule and bearing both the costs and economic risks associated with the work. 

Seven tips on a contract for subcontractor 

To legally protect yourself as a principal, we encourage you to opt for the following points: 

  • Clear definition of taxes, costs, and prices for materials that can be rebilled by a subcontractor. 
  • Restrictions on any act of competition, solicitation, and non-disclosure duties with lump-sum penalties for breach. 
  • Prohibition to delegate work to unauthorised parties. 

The agreement should offer protection and benefits to the subcontractor as well. These might be: 

  • Right of representation by signature, to act on behalf of the principal, and authorisation to delegate work to third parties. 
  • Flexible remuneration policy and calculation of fees, with a down payment retainer amount. 
  • Termination effect for the end of a period to ensure minimum remuneration until the term. 
  • Limitation of liability, acquisition, or transfer of intellectual property and a shortened review period. 

Create a contract for a subcontractor with AdminTech 

Using AdminTech online document builder and a subcontractor agreement form, the only required thing is to fill in the fields with the appropriate information, tailoring the document to your specific needs.  

A professional subcontractor contract template covers the following information:  

  • Parties’ name and identification. 
  • Scope of work, responsibilities, and reporting regularity. 
  • Terms of cooperation and termination notices. 
  • Taxes, materials, and ancillary expenses. 
  • Retainer, guarantees, and limitations of liability. 
  • Restrictions and non-disclosure provisions. 
  • Intellectual property rights. 

FAQ on a contract for subcontractor 

What’s an independent subcontractor agreement?  

An example of subcontractor agreement from AdminTech provides parties with an opportunity to create a professional document that can be used during the cooperation with subcontractors with more flexibility as opposed to hiring employees. This simple subcontractor agreement template is made by a lawyer and is governed by Swiss law. 

How many hours can a subcontractor work per week? 

In Swiss law, there are no legal limitations on the number of hours of work for an independent subcontractor. Although a weekly time commitment may be provided in the subcontractor agreement template, the subcontractor is generally free to organise the schedule. 

What is the maximum duration for a subcontractor?  

There are no legal restrictions on the duration of a contract for subcontractor. The parties may convene a fixed-term or a permanent relationship subject to a termination notice. Immediate termination for cause is reserved as per the clauses of our subcontractor agreement sample. 

Should a subcontractor agreement be made in written form? 

Subcontracting may be performed and is legally enforceable even on a verbal agreement basis, but it is advised to draft a professional subcontractor agreement form for the following reasons: 

  • Proof of parties’ intentions, purpose, and terms. 
  • Legal title of due fees, costs, and expenses for reporting purposes. 
  • Enhanced comprehensibility and clarity of parties’ rights and duties. 

What is the difference between a subcontractor and an employee? 

An independent subcontractor could also operate as a registered business or company. In cases where they are individuals, the primary distinction from an employment arrangement lies in the lack of economic risk and subordination. An independent subcontractor generally: 

  • Has several clients. 
  • Assumes costs and expenses personally. 
  • Defines working schedule freely. 
  • Is allowed to delegate and outsource work. 

Is the subcontractor liable for employees and third-party suppliers? 

Breach of prohibition to delegate is sufficient grounds for damage claims. In the subcontractor agreement template, the principal may prohibit or allow this. In this second case, the subcontractor is liable for any fault of employees or delegates as if they were that of the subcontractor. 

How can a subcontractor agreement be terminated? 

Fixed-term agreements come to expiration upon their term without any notice. 

Permanent contracts may be terminated with notice. In our example of subcontractor agreement, you may specify shorter or longer notice periods, provided they are equal for both parties. 

Termination for just cause is reserved, in particular for delay in payment, force majeure, or substantial breach of the contract by either of the parties. 

What compensation is the principal entitled to in case of breach? 

A subcontractor is liable for the diligent performance of services, although there is no guarantee of any objective result. Where the principal suffers damage or lost profits due to fault or negligence of the subcontractor, the former is entitled to monetary compensation, as well as coverage of legal fees, if any. 

The principal reserves the right to withhold the payment of the fees as a guarantee. 

How can subcontractors ensure a successful cooperation experience? 

To ensure a successful subcontracting experience, it is generally advisable to: 

  • Verify that the subcontractor does not have an employee status. 
  • Clarify responsibilities, rights of delegation, representation, and competition. 
  • Determine the regularity and amount of fees, taxes, costs, and material prices to be billed on top. 
  • Create a professional subcontractor agreement based on our sample. 
  • Stipulate limitations on liability, defect inspection notice, and penalties for breach. 
  • Outline the start and duration of subcontracting cooperation. 
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