West Virginia Subcontractor Agreement Template | Statutory Compliant
Generate a construction subcontract tailored to West Virginia 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.
West Virginia rules: West Virginia 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 West Virginia statutory clauses included — prompt payment, retainage, lien waiver, and indemnification.
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Subcontractor Agreement
Construction Subcontract — State of West Virginia
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 West Virginia Code Chapter 38, Article 1 and the laws of the State of West Virginia.
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 W. Va. Code § 38-1-22, the general contractor must pay subcontractors within 10 days after receiving payment from the owner, and if the owner fails to pay within 30 days of a proper invoice, penalty interest and attorney fees are available.
3. Retainage
GC may withhold 10% retainage from each progress payment. West Virginia does not cap retainage by statute on private construction; retainage is a matter of contract negotiation.
4. Lien Waivers
West Virginia 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 38, Article 1.
5. Mechanics Lien Rights Preserved
West Virginia requires recording a lien within 100 days after the last work or materials were furnished, followed by foreclosure within 5 months of recording. West Virginia does not require a statutory preliminary notice for private projects; best practice is a voluntary Notice of Intent to lien.
6. Indemnification
West Virginia under W. Va. Code § 38-1-25 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 West Virginia, including West Virginia Code Chapter 38, Article 1 (West Virginia Lien Law) and Prompt Pay at W. Va. Code § 38-1-22 et seq..
[General Contractor Name] — General Contractor
Print Name / Title
[Subcontractor Name] — Subcontractor
Print Name / Title
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West Virginia Payment & Retainage Rules
Under W. Va. Code § 38-1-22, the general contractor must pay subcontractors within 10 days after receiving payment from the owner, and if the owner fails to pay within 30 days of a proper invoice, penalty interest and attorney fees are available.
Retainage Cap
West Virginia 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 West Virginia Code Chapter 38, Article 1.
Lien Waivers
West Virginia 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 38, Article 1.
Your Mechanics Lien Rights in West Virginia
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.
West Virginia requires recording a lien within 100 days after the last work or materials were furnished, followed by foreclosure within 5 months of recording.
West Virginia does not require a statutory preliminary notice for private projects; best practice is a voluntary Notice of Intent to lien.
Deadlines matter: missing a West Virginia 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 West Virginia Law
West Virginia under W. Va. Code § 38-1-25 voids provisions in construction contracts requiring a subcontractor to indemnify another party for that party’s sole negligence or willful misconduct.
West Virginia Subcontractor Agreement FAQs
When must a general contractor pay me under West Virginia prompt payment law?
Under W. Va. Code § 38-1-22, the general contractor must pay subcontractors within 10 days after receiving payment from the owner, and if the owner fails to pay within 30 days of a proper invoice, penalty interest 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 West Virginia?
West Virginia 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 West Virginia subcontracts?
While West Virginia 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 West Virginia Code Chapter 38, Article 1 (West Virginia Lien Law) and Prompt Pay at W. Va. Code § 38-1-22 et seq. 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 West Virginia?
West Virginia 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 38, Article 1. 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 West Virginia subcontract require me to indemnify the GC for the GC’s own negligence?
West Virginia under W. Va. Code § 38-1-25 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 West Virginia?
West Virginia requires recording a lien within 100 days after the last work or materials were furnished, followed by foreclosure within 5 months of recording. West Virginia 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.