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Passing Liability onto a Sub-Contractor

Palo Alto, CA |

I would like to structure a deal with a client for a construction job whereby the client pays me and I, in turn, seek out sub-contractors to do the work.

With the consent of my client in my agreement, would it stand in court that all liability rests with the sub-contractor(s) we select to carry out the project?

Basically, I would like to be a silent project manager and assume no liability.

Attorney Answers 7


  1. Are you a licensed contractor?

    You must be to do this job.

    No you cannot pass all liability onto your subcontractors, as you are still liable for your own negligence.

    If you are worried about liability, get an insurance policy.

    George Wolff
    www.wolfflaw.com
    (415)788-1881

    This is NOT legal advice, just a general discussion of the law, as we are not familiar with the specific documents and facts of your case, etc. Please consult with a competent attorney in this area of the law for specific legal advice regarding your particular case, as the advice may vary depending on the facts.


  2. I agree with Mr. Wolff that you must be licensed to do this work.

    But let's take it one step further: assuming that you are licensed or you obtain a license for this business purpose, CSLB rules and regs and California contractor statutes (primarily set forth in the Business and Professions Code) will then apply in very technical detail to the way you organize and do this work. In most circumstances, you cannot contract your way out of or around statutory mandates and CSLB rules.

    These are important considerations because, in many circumstances, messing up with respect to business procedures and legal requirements can be the road to financial ruin. But in the realm of contracting in California, there can also be criminal charges and the genuine risk of imprisonment and other criminal penalties.

    My responses to questions on Avvo are never intended as legal advice and must not be relied upon as legal advice. I give legal advice only in the course of an attorney-client relationship. Exchange of information through Avvo's Questions forum does not establish an attorney-client relationship with me. That relationship is established only by individual consultation and execution of a written agreement for legal services.


  3. Assuming you are licensed, and acting as a general contractor, turn Civil Code section 2782 prevents you from contracting out of your own potential liability.


  4. I agree with all the previous answers and can understand your desire to avoid personal liability. However, attempting to contractually pass liability onto other is not the answer. Instead, you should consider consulting with a construction attorney that is also knowledgeable in business formation/organization. Forming the proper business entity, such as a corporation or limited liability company, and properly organizing the business, along with obtaining the proper insurance policies can shield you personally from liability.


  5. If you want to be a construction manager then enter into a project manager agreement with the owner and have the trades enter into prime contracts with the owner. I think you are trying to have the best of both worlds- an override on the subs yet no responsibility for them- nice try but it will not fly


  6. Mr. Wolf is on point. As a side if you do not have a license, don't even think about taking on this job.

    The above statement does not create an attorney-client relationship and the submitting party should not consider the responding their attorney.


  7. You either can be an employee of the owner, or a general contractor. There is no other way around. If you become the owner's employee, the owner will carry the liability as the general contractor. I don't believe that any owner will agree to hire you as an employee and carry the liability as a general contractor. Edward www.lawyer4property.com

    No attorney / client relationship established. The answr is for discussion and general information only. The lawyer had not reviewed any documents or contract prior to the above comments.

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