Missouri Subcontractor Agreement Template | Statutory Compliant
Generate a construction subcontract tailored to Missouri 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.
Missouri rules: Missouri does not cap retainage by statute on private construction; retainage is a matter of contract negotiation.
Days after GC receives owner payment.
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Download a clean, print-ready PDF with all Missouri statutory clauses included — prompt payment, retainage, lien waiver, and indemnification.
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Subcontractor Agreement
Construction Subcontract — State of Missouri
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 Missouri Revised Statutes Chapter 429 and the laws of the State of Missouri.
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 Mo. Rev. Stat. § 429.015 (repealed/modified by case law), payment terms are generally governed by contract. However, Missouri courts enforce “pay-when-paid” clauses (payment within a reasonable time) but not pay-if-paid clauses (absolute conditions), and interest is available under Chapter 408 on overdue accounts.
3. Retainage
GC may withhold 10% retainage from each progress payment. Missouri does not cap retainage by statute on private construction; retainage is a matter of contract negotiation.
4. Lien Waivers
Missouri 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 Chapter 429.
5. Mechanics Lien Rights Preserved
Missouri requires filing a lien within 6 months (for buildings) after the last work or materials were furnished, followed by foreclosure within 2 years of filing. Missouri does not require a statutory preliminary notice for private projects; best practice is a voluntary Notice of Intent to lien.
6. Indemnification
Missouri under Mo. Rev. Stat. § 537.065 voids provisions in construction contracts requiring a subcontractor to indemnify 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 Missouri, including Missouri Revised Statutes Chapter 429 (Missouri Mechanic’s Lien Law) and Prompt Pay provisions within Chapter 429.
[General Contractor Name] — General Contractor
Print Name / Title
[Subcontractor Name] — Subcontractor
Print Name / Title
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Missouri Payment & Retainage Rules
Under Mo. Rev. Stat. § 429.015 (repealed/modified by case law), payment terms are generally governed by contract. However, Missouri courts enforce “pay-when-paid” clauses (payment within a reasonable time) but not pay-if-paid clauses (absolute conditions), and interest is available under Chapter 408 on overdue accounts.
Retainage Cap
Missouri 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 Missouri Revised Statutes Chapter 429.
Lien Waivers
Missouri 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 Chapter 429.
Your Mechanics Lien Rights in Missouri
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.
Missouri requires filing a lien within 6 months (for buildings) after the last work or materials were furnished, followed by foreclosure within 2 years of filing.
Missouri does not require a statutory preliminary notice for private projects; best practice is a voluntary Notice of Intent to lien.
Deadlines matter: missing a Missouri 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 Missouri Law
Missouri under Mo. Rev. Stat. § 537.065 voids provisions in construction contracts requiring a subcontractor to indemnify another party for that party’s sole negligence or willful misconduct.
Missouri Subcontractor Agreement FAQs
When must a general contractor pay me under Missouri prompt payment law?
Under Mo. Rev. Stat. § 429.015 (repealed/modified by case law), payment terms are generally governed by contract. However, Missouri courts enforce “pay-when-paid” clauses (payment within a reasonable time) but not pay-if-paid clauses (absolute conditions), and interest is available under Chapter 408 on overdue accounts. 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 Missouri?
Missouri 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 Missouri subcontracts?
Your state restricts pay-if-paid clauses as described above.
What lien waiver rules apply in Missouri?
Missouri 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 Chapter 429. 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 Missouri subcontract require me to indemnify the GC for the GC’s own negligence?
Missouri under Mo. Rev. Stat. § 537.065 voids provisions in construction contracts requiring a subcontractor to indemnify 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 Missouri?
Missouri requires filing a lien within 6 months (for buildings) after the last work or materials were furnished, followed by foreclosure within 2 years of filing. Missouri 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.