INDEPENDENT CONTRACTOR & SUBCONTRACTOR AGREEMENT
Governed by the statutory commercial laws of the State of Texas
This Subcontractor Agreement ("Agreement") is executed and entered into effective as of October 26, 2026, by and between:
PRIME CONTRACTOR: Titan Commercial Infrastructure LLC, with its principal address at 800 West Cesar Chavez St, Austin, TX 78701 ("Contractor"), and
SUBCONTRACTOR: Apex Mechanical & Electrical Services Inc., with its principal address at 1450 Industrial Blvd, Suite 200, Round Rock, TX 78681 ("Subcontractor").
1. Scope of Work
Subcontractor agrees to furnish all necessary labor, supervision, specialized tools, and equipment to perform the following services in a professional, workmanlike manner: Complete installation of commercial HVAC ductwork, high-efficiency rooftop package units, and digital programmable climate controls.
2. Independent Contractor Status
The Subcontractor is an independent contractor and not an employee, agent, or partner of Contractor. Subcontractor retains complete control over the manner and means of performing the work and shall be solely responsible for all federal, state, and local self-employment taxes, FICA, and unemployment insurance obligations.
3. Compensation & Payment Terms
Contractor agrees to pay Subcontractor a total contract consideration of $48,500.00 under a Progress Milestone Billing model. Payments shall be disbursed within Net 30 Days of receipt of an approved invoice. Contractor shall withhold a 10% Retainage from each progress disbursement, to be released within thirty (30) days of final project completion and owner acceptance.
4. Insurance & Indemnification
Subcontractor agrees to maintain at its sole cost Commercial General Liability insurance with limits of not less than $1,000,000 per occurrence / $2,000,000 aggregate, and statutory Workers' Compensation insurance, naming Contractor as an Additional Insured on an ongoing and completed operations basis.
5. Intellectual Property & Work for Hire
To the maximum extent permitted by applicable law, all deliverables, drawings, designs, software source code, and inventions created by Subcontractor shall constitute a "work made for hire" exclusively owned by Contractor.
6. Governing Law
This Agreement shall be governed, construed, and enforced in accordance with the substantive laws of the State of Texas without regard to conflicts of law principles.
PRIME CONTRACTOR:
Authorized Signature
Name: Titan Commercial Infrastructure LLC
Date: October 26, 2026
SUBCONTRACTOR:
Authorized Signature
Name: Apex Mechanical & Electrical Services Inc.
Date: October 26, 2026