Indiana Subcontractor Agreement Template | Statutory Compliant
Generate a construction subcontract tailored to Indiana law — with statutory prompt payment deadlines, retainage caps, lien waiver rules, and anti-indemnification protections built in.
Contract Parties
Subcontractor
Project & Schedule
Payment Terms
Total subcontract price for your scope of work.
Indiana rules: Indiana does not cap retainage by statute on private construction; retainage is a matter of contract negotiation.
Days after GC receives owner payment.
Unlock Full Document
Download a clean, print-ready PDF with all Indiana statutory clauses included — prompt payment, retainage, lien waiver, and indemnification.
Live Document Preview
Subcontractor Agreement
Construction Subcontract — State of Indiana
This Subcontractor Agreement (the “Agreement”) is made and entered into as of October 5, 2026 by and between [General Contractor Name] (“General Contractor”) and [Subcontractor Name] (“Subcontractor”), governed by Indiana Code Title 32, Article 28, Chapter 2 and the laws of the State of Indiana.
General Contractor
[General Contractor Name]
Subcontractor
[Subcontractor Name]
Project Owner
—
Project Address
—
Contract Price
[Contract Price]
License #
—
1. Scope of Work
Subcontractor shall furnish all labor, tools, equipment, and materials necessary to complete the agreed scope of work in a good and workmanlike manner, in compliance with all applicable building codes.
2. Payment
GC shall pay Subcontractor within 10 days after receiving payment from the Project Owner. Indiana does not have a mandatory prompt-pay statute for private jobs; payment terms are governed by the contract. However, a "pay-when-paid" clause that operates as a pay-if-paid is generally unenforceable under Indiana case law.
3. Retainage
GC may withhold 10% retainage from each progress payment. Indiana does not cap retainage by statute on private construction; retainage is a matter of contract negotiation.
4. Lien Waivers
Indiana does not require statutory lien waiver forms; waivers are enforceable if they clearly identify the project, amount, and date. Conditional waivers are best practice until payment clears to preserve lien rights under Ind. Code Title 32, Article 28.
5. Mechanics Lien Rights Preserved
Indiana requires filing a lien within 90 days after the last work was performed or materials furnished, followed by a foreclosure lawsuit within 1 year of recording. Indiana does not require a statutory preliminary notice for private projects (no Notice to Owner requirement); lien rights attach automatically upon performing work.
6. Indemnification
Indiana under Ind. Code § 32-28-2-18 voids provisions in construction contracts requiring a subcontractor to indemnify or hold harmless another party for that party’s sole negligence or willful misconduct.
7. Governing Law
This Agreement is governed by the laws of the State of Indiana, including Indiana Code Title 32, Article 28, Chapter 2 (Indiana Mechanic’s Lien Law) and Prompt Pay provisions at Ind. Code § 32-28-2-9 et seq..
[General Contractor Name] — General Contractor
Print Name / Title
[Subcontractor Name] — Subcontractor
Print Name / Title
This is an on-page preview only. Unlock to download your clean, print-ready PDF.
Secure checkout via Stripe — your form data is saved automatically.
Indiana Payment & Retainage Rules
Indiana does not have a mandatory prompt-pay statute for private jobs; payment terms are governed by the contract. However, a "pay-when-paid" clause that operates as a pay-if-paid is generally unenforceable under Indiana case law.
Retainage Cap
Indiana does not cap retainage by statute on private construction; retainage is a matter of contract negotiation.
Pay-When-Paid
Your agreement states that owner payment is a timing mechanism, not an absolute condition precedent — preserving your right to payment and statutory remedies under Indiana Code Title 32, Article 28, Chapter 2.
Lien Waivers
Indiana does not require statutory lien waiver forms; waivers are enforceable if they clearly identify the project, amount, and date. Conditional waivers are best practice until payment clears to preserve lien rights under Ind. Code Title 32, Article 28.
Your Mechanics Lien Rights in Indiana
This agreement expressly preserves your right to record a mechanics lien and serve statutory preliminary notices — no pay-if-paid, pay-when-paid, or lien waiver clause in the document can waive your lien rights beyond payment actually received.
Indiana requires filing a lien within 90 days after the last work was performed or materials furnished, followed by a foreclosure lawsuit within 1 year of recording.
Indiana does not require a statutory preliminary notice for private projects (no Notice to Owner requirement); lien rights attach automatically upon performing work.
Deadlines matter: missing a Indiana lien or notice deadline can permanently waive your security interest in the project. Calendar both dates the day you mobilize on site.
Indemnification Limits Under Indiana Law
Indiana under Ind. Code § 32-28-2-18 voids provisions in construction contracts requiring a subcontractor to indemnify or hold harmless another party for that party’s sole negligence or willful misconduct.
Indiana Subcontractor Agreement FAQs
When must a general contractor pay me under Indiana prompt payment law?
Indiana does not have a mandatory prompt-pay statute for private jobs; payment terms are governed by the contract. However, a "pay-when-paid" clause that operates as a pay-if-paid is generally unenforceable under Indiana case law. Your subcontract should mirror these statutory deadlines so that late payments automatically trigger the statutory interest and remedies without negotiation.
How much retainage can a GC legally withhold in Indiana?
Indiana does not cap retainage by statute on private construction; retainage is a matter of contract negotiation. Your agreement should specify the exact retainage percentage, the release schedule (typically at substantial completion and final completion), and payment of statutory interest on withheld retainage.
Are pay-if-paid clauses enforceable in Indiana subcontracts?
Your state restricts pay-if-paid clauses as described above.
What lien waiver rules apply in Indiana?
Indiana does not require statutory lien waiver forms; waivers are enforceable if they clearly identify the project, amount, and date. Conditional waivers are best practice until payment clears to preserve lien rights under Ind. Code Title 32, Article 28. Never sign an unconditional waiver until payment has actually cleared your bank account, and make sure your waiver identifies the specific billing period and amounts to avoid losing lien rights on future work.
Can a Indiana subcontract require me to indemnify the GC for the GC’s own negligence?
Indiana under Ind. Code § 32-28-2-18 voids provisions in construction contracts requiring a subcontractor to indemnify or hold harmless another party for that party’s sole negligence or willful misconduct. Always read the indemnification clause carefully — even in states with anti-indemnity statutes, "broad form" indemnity for joint negligence is typically still enforceable.
How do I preserve my mechanics lien rights in Indiana?
Indiana requires filing a lien within 90 days after the last work was performed or materials furnished, followed by a foreclosure lawsuit within 1 year of recording. Indiana does not require a statutory preliminary notice for private projects (no Notice to Owner requirement); lien rights attach automatically upon performing work. Send statutory notices by certified mail or another trackable method, keep copies of everything, and calendar the deadlines immediately upon each project’s completion.