
Subcontracting, Supplier & Consultant Agreements
The construction supply chain depends on clear, reliable agreements between main contractors, subcontractors, suppliers, and consultants. Poorly drafted or inconsistent contracts can lead to disputes, project delays, or financial exposure.
At The Jonathan Lea Network, we provide expert advice on subcontracting, supplier, and consultant agreements, helping you protect your position, manage risk, and ensure consistency across your project documentation.
We act for contractors, subcontractors, suppliers, consultants, and developers across commercial, residential, and infrastructure projects throughout England and Wales.
Why Subcontract and Supply Agreements Matter
Subcontracting and supplier arrangements form the backbone of project delivery. These contracts define each party’s scope, timing, payment rights, and liability — and are crucial in maintaining both commercial certainty and compliance with the main contract.
We help ensure your agreements properly reflect upstream obligations, allocate risk fairly, and reduce the chance of disputes or cash flow disruption.
Our Expertise
We advise on all forms of subcontract, supplier, and consultancy agreements, including both standard-form and bespoke contracts. Our work typically includes:
- Drafting and reviewing subcontracts for construction, design, and specialist trades.
- Advising suppliers on terms governing material supply, delivery, quality standards, and payment.
- Preparing consultancy agreements for architects, engineers, and other professional services.
- Ensuring alignment with main contracts, including risk allocation, payment terms, and termination provisions.
- Advising on collateral warranties and third-party rights to create a clear chain of responsibility.
Our goal is to create contracts that are workable in practice and legally robust, ensuring everyone in the project supply chain understands their rights and obligations.
Key Issues We Advise On
We provide clear, commercially focused advice on the contractual and operational issues most likely to impact subcontractors and suppliers, including:
- Flow-down obligations: Ensuring that key terms and risk allocations in the main contract are effectively incorporated into subcontracts and supply agreements, maintaining back-to-back liability coverage without unfair duplication of obligations.
- Payment and “pay-when-paid” clauses: Structuring compliant payment provisions that meet statutory notice, payment, and timing requirements under the Housing Grants, Construction and Regeneration Act 1996 (as amended by the Local Democracy, Economic Development and Construction Act 2009), ensuring compliance and enforceability.
- Retention, delay damages, and performance obligations: Managing financial risk and protecting cash flow.
- Termination and suspension rights: Drafting clear contractual mechanisms that protect your position in the event of main-contract suspension, termination, or insolvency.
- Insolvency protection: Securing your rights and minimising losses through collateral warranties, step-in rights, guarantees, or project bank accounts, depending on project structure.
- Design liability: Clarifying responsibility and risk allocation for design portions of subcontracted works.
- Insurance and indemnities: Advising on appropriate coverage, cross-liabilities, and limits of indemnity.
- Performance security: Advising on bonds, guarantees, and insurance-backed security to protect against contractor or supplier non-performance.
We also review consultant appointments to ensure consistency with procurement strategy and professional obligations.
How We Help
Our construction solicitors provide tailored, practical advice across all stages of subcontracting and supply relationships:
- Contract drafting and negotiation: Preparing and negotiating clear, commercially balanced agreements.
- Contract review and amendment: Ensuring consistency with upstream contracts and statutory requirements.
- Strategic advice: Identifying and mitigating risks associated with project structure, insolvency, or payment delays.
- Dispute avoidance and resolution: Advising on early-stage issues, variations, and claims before they escalate.
Whether you are a main contractor seeking reliable downstream contracts, or a subcontractor needing fair and workable terms, we ensure your agreements reflect your interests and protect against avoidable disputes.
Who We Act For
We regularly advise:
- Main contractors managing multiple subcontract packages.
- Specialist subcontractors involved in trades, design, or installation.
- Suppliers providing materials, equipment, or prefabricated components.
- Consultants entering appointments or sub-consultancy agreements.
- Developers and employers seeking oversight of supply chain risk and liability.
Our balanced experience across the construction hierarchy allows us to anticipate risk points and ensure contracts remain commercially fair and enforceable.
Why Choose The Jonathan Lea Network
- Supply chain expertise: We understand how subcontracting and procurement fit into the wider project framework.
- Commercial clarity: Our advice focuses on what works operationally, not just legally.
- Risk awareness: We identify where terms expose you to unnecessary liability, and how to manage it.
- Transparent pricing: We offer fixed-fee and retainer options for predictable costs.
Contact Our Construction Contract Solicitors
If you require legal support with subcontracting, supplier or consultant agreements, our team can help you negotiate clear, protective contracts that reflect your project and commercial needs.
📞 Call us on 01444 708 640
📧 Email: wewillhelp@jonathanlea.net
Frequently Asked Questions (FAQs)
-
What are flow-down obligations in subcontracting?
-
Flow-down obligations ensure that key terms and risk allocations in the main contract are incorporated into subcontracts, maintaining consistent liability coverage and contractual compliance throughout the supply chain.
-
Are “pay-when-paid” clauses enforceable?
-
Generally no. Under the Housing Grants, Construction and Regeneration Act 1996 (as amended by the Local Democracy, Economic Development and Construction Act 2009), such clauses are unenforceable except in limited cases involving upstream insolvency.
-
What happens if the main contractor becomes insolvent?
-
We advise subcontractors and suppliers on steps to secure payment, enforce retention rights, or suspend performance. Where possible, we help negotiate protective drafting such as collateral warranties, step-in rights, or project bank accounts.
-
Do consultants have the same liabilities as contractors?
-
Consultants owe a duty to exercise reasonable skill and care, rather than guaranteeing a result or fitness for purpose, unless their appointment expressly says so. We review and negotiate consultancy terms to ensure those duties are properly defined.
-
Can you help resolve disputes under subcontract or supply agreements?
-
Yes. We act in adjudication, mediation, and other forms of dispute resolution to protect our clients’ rights efficiently and cost-effectively.
Our Construction Law Team
What Our Clients Say
Request a Free
No Obligation
20 Minute Call
If you require legal support with subcontracting, supplier or consultant agreements, our team can help you negotiate clear, protective contracts that reflect your project and commercial needs.
Contact us today to discuss your matter and find out how we can support your business.
Please be aware that the free 20 minute call is at our discretion. If you are looking for advice and guidance on an initial call, we may instead offer a one-hour fixed fee appointment instead.
Our fixed fee appointments are between £200 – £300 + 20% VAT (£240 – £360 inclusive of VAT) depending on the seniority of the solicitor taking the call.





