Mississippi Subcontractor Agreement Template | Statutory Compliant
Generate a construction subcontract tailored to Mississippi 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.
Mississippi rules: Mississippi does not cap retainage by statute on private construction; retainage is negotiable.
Days after GC receives owner payment.
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Download a clean, print-ready PDF with all Mississippi statutory clauses included — prompt payment, retainage, lien waiver, and indemnification.
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Subcontractor Agreement
Construction Subcontract — State of Mississippi
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 Mississippi Code Title 87, Chapter 3 and the laws of the State of Mississippi.
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. Under Miss. Code § 87-3-233, the general contractor must pay subcontractors within 15 days after receiving payment from the owner, and if the owner doesn’t pay within 30 days of the invoice, interest at 1.5% per month and attorney fees are available.
3. Retainage
GC may withhold 10% retainage from each progress payment. Mississippi does not cap retainage by statute on private construction; retainage is negotiable. On public works, the Prompt Pay Act requires release of withheld amounts within 30 days of project completion.
4. Lien Waivers
Mississippi 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 Title 87 and Title 44.
5. Mechanics Lien Rights Preserved
Mississippi requires filing a lien within 235 days after the last work or materials were furnished, followed by foreclosure within 12 months of filing. Mississippi does not require a statutory preliminary notice for private projects; best practice is a voluntary Notice of Intent to lien.
6. Indemnification
Mississippi does not have a specific anti-indemnification statute for construction contracts; broad indemnity is generally enforceable if clearly worded. Subcontractors should negotiate express limits.
7. Governing Law
This Agreement is governed by the laws of the State of Mississippi, including Mississippi Code Title 87, Chapter 3 (Mississippi Prompt Pay) and Title 87, Chapter 3-11 & Title 44-21 (Mississippi Lien Law).
[General Contractor Name] — General Contractor
Print Name / Title
[Subcontractor Name] — Subcontractor
Print Name / Title
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Mississippi Payment & Retainage Rules
Under Miss. Code § 87-3-233, the general contractor must pay subcontractors within 15 days after receiving payment from the owner, and if the owner doesn’t pay within 30 days of the invoice, interest at 1.5% per month and attorney fees are available.
Retainage Cap
Mississippi does not cap retainage by statute on private construction; retainage is negotiable. On public works, the Prompt Pay Act requires release of withheld amounts within 30 days of project completion.
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 Mississippi Code Title 87, Chapter 3.
Lien Waivers
Mississippi 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 Title 87 and Title 44.
Your Mechanics Lien Rights in Mississippi
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.
Mississippi requires filing a lien within 235 days after the last work or materials were furnished, followed by foreclosure within 12 months of filing.
Mississippi does not require a statutory preliminary notice for private projects; best practice is a voluntary Notice of Intent to lien.
Deadlines matter: missing a Mississippi 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 Mississippi Law
Mississippi does not have a specific anti-indemnification statute for construction contracts; broad indemnity is generally enforceable if clearly worded. Subcontractors should negotiate express limits.
Mississippi Subcontractor Agreement FAQs
When must a general contractor pay me under Mississippi prompt payment law?
Under Miss. Code § 87-3-233, the general contractor must pay subcontractors within 15 days after receiving payment from the owner, and if the owner doesn’t pay within 30 days of the invoice, interest at 1.5% per month and attorney fees are available. 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 Mississippi?
Mississippi does not cap retainage by statute on private construction; retainage is negotiable. On public works, the Prompt Pay Act requires release of withheld amounts within 30 days of project completion. 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 Mississippi subcontracts?
While Mississippi has not enacted a blanket statutory ban on pay-if-paid clauses, courts and statutes in most states treat "pay-when-paid" as a reasonable timing provision rather than an absolute condition. Check Mississippi Code Title 87, Chapter 3 (Mississippi Prompt Pay) and Title 87, Chapter 3-11 & Title 44-21 (Mississippi Lien Law) for specific restrictions, and make sure your subcontract states that payment from the owner is not an absolute condition precedent to your right to be paid.
What lien waiver rules apply in Mississippi?
Mississippi 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 Title 87 and Title 44. 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 Mississippi subcontract require me to indemnify the GC for the GC’s own negligence?
Mississippi does not have a specific anti-indemnification statute for construction contracts; broad indemnity is generally enforceable if clearly worded. Subcontractors should negotiate express limits. 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 Mississippi?
Mississippi requires filing a lien within 235 days after the last work or materials were furnished, followed by foreclosure within 12 months of filing. Mississippi does not require a statutory preliminary notice for private projects; best practice is a voluntary Notice of Intent to lien. Send statutory notices by certified mail or another trackable method, keep copies of everything, and calendar the deadlines immediately upon each project’s completion.