Please review the Majestic Subcontractor Agreement below.
SUBCONTRACTOR AGREEMENT & RULES AND REGULATIONS
This Subcontractor Agreement (the “Agreement”) is entered into by and between Majestic Painting Company, Inc., a Colorado corporation (“Company” or “Majestic”), and the undersigned trade partner (“Subcontractor”). This Agreement is intended to be legally binding, enforceable, and strictly construed to protect Majestic Painting Company, Inc. from liability to the fullest extent permitted by Colorado and federal law.
1. STATUS OF THE PARTIES – INDEPENDENT BUSINESS RELATIONSHIP
1.1 Independent Contractor / Separate Business Entity. Subcontractor is and shall at all times remain an independent contractor and separate business entity, and not an employee, agent, partner, joint venturer, or representative of Majestic. Nothing in this Agreement shall be interpreted to create any employer–employee relationship, partnership, joint venture, or agency relationship.
1.2 No Employment Rights. Subcontractor expressly acknowledges that it is not entitled to, and hereby waives any claim to, workers’ compensation coverage (except as expressly required below), unemployment insurance, minimum wage protections, overtime, benefits, retirement plans, sick leave, vacation pay, or any other rights afforded to employees of Majestic.
1.3 Control of Work. Subcontractor retains sole control over the means, methods, sequences, personnel, tools, scheduling, supervision, and execution of the work, subject only to the final scope, specifications, quality standards, safety requirements, and deadlines established by Majestic for the protection of the client and the project.
1.4 Right to Perform Work for Others. Subcontractor represents that it customarily performs similar services for multiple clients and is free to contract with others, provided such work does not interfere with obligations owed to Majestic.
2. SCOPE OF WORK
2.1 Subcontractor shall perform only those services expressly authorized in writing by Majestic through a work order, scope, estimate, or job assignment (“Work”). Unauthorized work shall not be paid.
2.2 Subcontractor shall inspect the jobsite prior to commencing work and accepts full responsibility for site conditions upon commencement.
3. TOOLS, EQUIPMENT, AND MATERIALS
Subcontractor shall, at its sole cost and expense, provide all labor, tools, ladders, vehicles, equipment, safety gear, and consumables necessary to perform the Work in a good and workmanlike manner.
4. INSURANCE REQUIREMENTS (STRICT CONDITION PRECEDENT)
INSURANCE IS A MATERIAL CONDITION OF THIS AGREEMENT. FAILURE TO MAINTAIN REQUIRED INSURANCE SHALL RESULT IN IMMEDIATE TERMINATION AND FULL INDEMNITY OBLIGATIONS.
4.1 General Liability Insurance (MANDATORY)
Subcontractor must maintain Commercial General Liability insurance at all times, with limits of not less than:
* $1,000,000 per occurrence
* $2,000,000 aggregate
Coverage shall include, at minimum: bodily injury, property damage, contractual liability, completed operations, and independent contractors.
Majestic Painting Company, Inc. must be named as an Additional Insured on a primary and non‑contributory basis. A current Certificate of Insurance is required before any work begins and upon renewal.
4.2 Workers’ Compensation Insurance (CONDITIONAL REQUIREMENT)
(a) No Employees: If Subcontractor has no employees, Subcontractor is not required to carry workers’ compensation insurance under Colorado law. In such case, Subcontractor must execute a notarized Declaration of Independent Contractor Status, acknowledging sole responsibility for injuries to itself.
(b) With Employees (STRICT REQUIREMENT): If Subcontractor employs or later employs one or more individuals, Subcontractor must maintain Workers’ Compensation insurance in full compliance with Colorado law covering all such employees.
Failure to maintain workers’ compensation insurance while employing workers shall constitute a material breach, and Subcontractor shall fully indemnify Majestic for any claims, penalties, audits, or assessments arising therefrom.
4.3 No Coverage Through Majestic
Under no circumstances shall Subcontractor or its workers be covered under Majestic’s insurance policies.
5. TAXES, PAYROLL, AND COMPLIANCE
5.1 Subcontractor is solely responsible for all federal, state, and local taxes, including income tax, self‑employment tax, payroll tax, unemployment insurance, and any employer obligations related to its workers.
5.2 Majestic shall issue IRS Form 1099‑NEC where required and shall withhold no taxes on behalf of Subcontractor.
6. SAFETY AND SITE RULES
Subcontractor shall strictly comply with all safety laws, OSHA regulations, and Majestic’s Rules and Regulations, which are incorporated herein by reference. Subcontractor is solely responsible for jobsite safety and protection of persons and property.
7. PROFESSIONAL CONDUCT AND NON‑SOLICITATION
7.1 Subcontractor shall not solicit, bid, or perform side work for any Majestic client or neighbor arising from a Majestic project.
7.2 Any violation of this section results in immediate termination, forfeiture of unpaid balances, and liquidated damages.
8. WARRANTIES
Subcontractor warrants all labor and materials for a period of two (2) years from completion and agrees to correct defects at no cost to Majestic.
9. INDEMNIFICATION AND HOLD HARMLESS (BROAD FORM)
To the fullest extent permitted by law, Subcontractor shall defend, indemnify, and hold harmless Majestic Painting Company, Inc., its owners, officers, employees, agents, clients, and insurers from any and all claims, demands, damages, losses, liabilities, penalties, fines, costs, and attorney’s fees arising out of or related to:
* Subcontractor’s work
* Acts or omissions of Subcontractor or its workers
* Injury, death, or property damage
* Failure to maintain insurance
* Employment or labor claims involving Subcontractor’s workers
This obligation survives termination of this Agreement.
10. TERMINATION
Majestic may terminate this Agreement immediately and without notice for breach, safety violations, insurance lapse, misrepresentation, or non‑compliance. Subcontractor remains liable for all damages and completion costs.
11. GOVERNING LAW AND VENUE
This Agreement shall be governed by the laws of the State of Colorado. Venue shall lie exclusively in the courts of the State of Colorado.
12. SEVERABILITY
If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
13. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements. No modification shall be valid unless in writing and signed by Majestic.
14. COLORADO INDEPENDENT CONTRACTOR DECLARATION (INCORPORATED)
Subcontractor shall execute and provide a Colorado Independent Contractor Declaration, notarized, substantially in the form attached hereto as Exhibit A, prior to performing any Work. Said declaration is incorporated by reference and is a material inducement to Majestic entering into this Agreement.
15. WORKERS’ COMPENSATION AUDIT POSITION AND ACKNOWLEDGMENTS
15.1 Audit Intent. The parties expressly acknowledge that this Agreement is structured to reflect the true and lawful independent contractor relationship under Colorado law and is intended to be relied upon in the event of any workers’ compensation audit, insurance review, regulatory inquiry, or legal proceeding.
15.2 Sole Proprietors Without Employees. Subcontractors who are sole proprietors with no employees are not required under Colorado law to carry workers’ compensation insurance. Subcontractor affirms that Majestic has no obligation to include such subcontractors in its workers’ compensation payroll calculations.
15.3 Subcontractors With Employees. If Subcontractor employs any individual at any time during the policy or project period, Subcontractor bears sole responsibility for maintaining workers’ compensation coverage and for all payroll, classifications, premiums, penalties, and audits related thereto.
15.4 No Right of Control. Majestic does not direct, supervise, or control Subcontractor’s employees, if any, and does not provide tools, training, safety supervision, or employment benefits to Subcontractor or its workforce.
15.5 Indemnity for Audit Assessments. Subcontractor shall fully defend, indemnify, and hold harmless Majestic from any workers’ compensation audit assessments, reclassification penalties, premium adjustments, fines, or related attorney’s fees arising from Subcontractor’s failure to maintain required coverage or from misrepresentation of employment status.
16. ENTIRE AGREEMENT
This Agreement, including all exhibits and incorporated rules, constitutes the entire agreement between the parties and supersedes all prior agreements. No amendment shall be effective unless in writing and signed by Majestic Painting Company, Inc.
SUBCONTRACTOR ACKNOWLEDGMENT
By signing below, Subcontractor acknowledges that it has read, understands, and agrees to be legally bound by this Agreement.
Subcontractor Legal Business Name: ________________________________
Authorized Signatory Name: ________________________________
Signature:
________________________________ Date: ________________
Majestic Painting Company, Inc. Authorized Representative: ________________________________
Signature: ________________________________ Date: ________________
You must sign to complete your application.
