The scope is normal for the trade. The payment, change-order, and back-charge clauses are not. We inspect every clause, label what is structural, and flag what is going to crack under load.
Pay-when-paid clauses tie your cash flow to the owner's cheque-writing pace. Pay-if-paid clauses go further and try to make owner payment a precondition. Both are common. Both shift risk from a multi-million-dollar prime to a sub doing $1–2M.
The contract says changes need written approval before work proceeds. The job site says do it now or you're holding up the schedule. The accounting reconciliation happens months later, often against you. The gap between those two is where unfunded work lives.
Cleanup. Delay. Damage. The prime asserts a back-charge, deducts it from your next draw, and you carry the cost while you fight the merits. Combined with the payment chain risk, this is how a profitable subcontract turns into a working-capital problem.
Indemnity language often covers any claim 'arising out of' the subcontract, including the prime's own negligence to the extent permitted. If your CGL has a coverage gap, that gap becomes your personal exposure, not the prime's.
Master agreement, exhibits, schedules. PDF only. No account, no login, no sales call.
Payment terms, change orders, back-charges, indemnity, default, lien rights — cross-referenced, ranked by severity, tied to section numbers.
Plain-English report. Take it to your construction lawyer or your bonding company. Walk into the negotiation with leverage.
Payment is conditional on the prime receiving payment from the owner. Wording suggests condition precedent, not just timing. Likely unenforceable as written, but enforcement still costs time and lien fees.
Indemnity covers claims arising out of or in connection with the subcontract — broader than your scope, not capped at your insurance limits.
The prime may deduct from progress draws for cleanup, delay, deficient work, or other claims it asserts in good faith — no notice period, no dispute mechanism.
We are running the first batch of subcontract inspections at no cost while we calibrate the standard. You give us an email; we give you the report. A construction lawyer review still runs $2K to $4K and is worth every dollar — inspection makes that conversation 30× cheaper to start.
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