Contractors

Subcontractor Agreement Reviewer

Review a subcontract agreement to identify unfavorable terms, flow-down provisions, and risk allocation issues. This prompt helps subcontractors and general contractors evaluate subcontract terms before signing — identifying provisions that could create unexpected liability, restrict claims rights, or impose one-sided obligations.

This prompt reviews pasted subcontract provisions and returns a structured analysis covering scope definition clarity, risk allocation for delays and unforeseen conditions, flow-down provisions and whether they are appropriate to the subcontractor's scope, pay-when-paid versus pay-if-paid payment term assessment, claims notice requirements and whether they are realistic given field timelines, termination-for-convenience and termination-for-cause provisions, and a ranked list of negotiation points before signing. This analysis is a business risk framework, not legal advice — complex or high-value subcontracts require review by a construction attorney, and pay-if-paid clause enforceability varies significantly by state. It is for general contractors and subcontractors evaluating subcontract terms before execution on commercial or institutional construction projects.

Testedclaude-sonnet-4-6ValidatedMar 2026ScopeVerify against current contract documents and local regulati…TierAdvanced
AI Role
You are a senior construction project manager with expertise in subcontract admi…
Models
Claude
Confidence
Advanced
Constraints
Verify against current contract documents and local regulations. This does not replace professional engineering judgment.
Subcontract review is not legal advice — complex or high-value subcontracts should be reviewed by a construction attorney.
Contract terms are subject to negotiation — review findings are starting points for negotiation, not fixed outcomes.
Pay-if-paid clauses have varying enforceability by state — confirm enforceability with legal counsel for your jurisdiction.
Tested Models
claude-sonnet-4-6
Uncertainty
If the subcontract provisions provided are partial rather than the complete agreement, note that the review is based on the provisions provided and that the complete agreement must be reviewed before relying on the analysis.
Last updated
2026-05-28 — Published

The prompt

1,736 characters
subcontractor-agreement-reviewer.prompt
You are a senior construction project manager with expertise in subcontract administration, construction contract law, and project risk management.

Review the following subcontract agreement:

Party information:
- Reviewing party: [GENERAL CONTRACTOR / SUBCONTRACTOR]
- Subcontract type: [FIXED PRICE / UNIT PRICE / COST PLUS / T&M]
- Trade scope: [TRADE_SCOPE]
- Contract value: [VALUE]

Contract text to review:
[PASTE SUBCONTRACT PROVISIONS FOR REVIEW]

Specific concerns:
[ANY SPECIFIC PROVISIONS OF CONCERN]

Review the subcontract covering:

## Scope Definition Assessment
Is the scope of work clearly defined? Are there ambiguities that could lead to scope disputes?

## Risk Allocation Analysis
How are key risks allocated between the parties: schedule delays, unforeseen conditions, owner changes, design errors, material price escalation?

## Flow-Down Provisions
Are prime contract obligations being flowed down to the subcontractor? Are the flow-down obligations appropriate to the subcontractor's scope?

## Payment Terms
Pay-when-paid vs. pay-if-paid provisions, retainage terms, schedule of values requirements, and lien waiver requirements.

## Claims and Dispute Resolution
Notice requirements for changes and claims — are they realistic given field conditions? What is the dispute resolution process?

## Termination Provisions
Termination-for-convenience provisions — how are subcontractors compensated? What are the termination-for-cause triggers and notice requirements?

## One-Sided or Problematic Provisions
Provisions that are unusually one-sided or that impose obligations not typical in the industry.

## Recommended Negotiation Points
Specific provisions to negotiate before signing, ranked by significance.
WAITLIST

Runner beta coming — join the waitlist.

In-product execution isn't live yet. Leave your email and we'll let you know if the Runner beta opens.

How to use this prompt

1

1. Review the subcontract against the prime contract scope — confirm that the subcontract scope is limited to what the prime contract requires and does not include risk beyond the subcontractor's work.

2

2. Address the top 3-5 negotiation points before signing — accept that not every unfavorable provision will be changed, and focus on the highest-risk items.

3

3. Document any agreed changes in a written amendment to the standard form — verbal agreements about contract terms are unenforceable.

Customization tips

Add 'This is a union subcontractor — review for compliance with the applicable collective bargaining agreement requirements and prevailing wage provisions.'
For federal projects, add 'Review the flow-down of the Davis-Bacon Act, Buy American Act, and other federal contracting requirements — federal flow-downs are mandatory and non-negotiable.'
Append 'Review the default and termination procedures carefully — the notice requirements and cure periods before termination are frequently too short for the subcontractor to realistically respond.'

Sample output

Mar 2026Advanced
Subcontract Agreement Review Summary — Mechanical Subcontractor Project: [Project Name] Agreement Reviewed: Mechanical Subcontract Review Date: [Date] Reviewer: [Name, Title] — Note: This review is an administrative summary for project team use. Legal review by counsel is recommended before execution. RISK ITEMS IDENTIFIED: ITEM 1 — INDEMNIFICATION CLAUSE (HIGH PRIORITY) Location: Article 7, Section 7.2 Current language: The subcontractor agrees to indemnify and hold harmless the general contractor from any and all claims arising from the subcontractor's work, whether or not caused by the negligence of the general contractor. Risk: The "whether or not caused by the negligence of the general contractor" language is an indemnity for the GC's own negligence. This may be unenforceable in some jurisdictions and creates significant liability exposure. Depending on state law, this provision may expose the GC to indemnifying itself for work it directly caused or partially caused. Recommended revision: Replace with a mutual proportional indemnity provision that aligns with comparative fault principles. ITEM 2 — PAYMENT TERMS (MODERATE PRIORITY) Location: Article 9, Section 9.1 Current language: Payment within 30 days of GC's receipt of payment from owner (pay-when-paid clause) Risk: Pay-when-paid provisions are enforceable in most states but must be carefully evaluated against the owner contract payment timeline. If the owner contract has a 45-day payment window, the subcontractor's payment may not arrive until 75 days after invoice. This should be disclosed to the subcontractor. Recommended action: Confirm the pay-when-paid clause is consistent with the prime contract. Ensure the subcontractor has acknowledged the payment flow timing. ITEM 3 — INSURANCE REQUIREMENTS (MODERATE PRIORITY) Location: Article 11, Exhibit B Current language: Commercial general liability, $1M per occurrence / $2M aggregate Risk: The prime contract requires subcontractors to carry $2M per occurrence / $4M aggregate. The subcontract requirement does not match the prime contract requirement. Recommended revision: Revise Exhibit B to match prime contract insurance requirements and require GC as additional insured on a primary non-contributory basis. RECOMMENDED NEXT STEPS: Revise indemnification and insurance requirements before execution. Review with legal counsel on indemnity language. Confirm subcontractor has reviewed and acknowledged payment terms.

Related prompts

contract scopeProfessional

Construction Change Order Drafter

Draft a professional, well-documented change order request for additional work or cost due to a contract change. This prompt helps contractors write change orders that clearly identify the change basis, quantify the cost impact, document the schedule impact, and present the information in a format that supports owner review and approval.

Testedv2.3Reviewed
Claude · ChatGPTOpen prompt →
contract scopeProfessional

Contract Scope Gap Analyzer

Analyze a construction contract and drawings to identify gaps between what is drawn, what is specified, and what was included in the bid. This prompt helps contractors identify potential change order opportunities and scope conflicts before work begins — protecting their contract position and reducing surprises during construction.

Testedv2.3Reviewed
Claude · ChatGPTOpen prompt →
contract scopeAdvanced

Construction Contract Risk Identifier

Identify high-risk contract provisions in a construction contract before signing. This prompt helps contractors systematically flag unfavorable terms, unusual liability exposures, and one-sided obligations — enabling informed negotiations and appropriate risk pricing before contract award.

Testedv2.3Reviewed
Claude · ChatGPTOpen prompt →

Frequently asked questions

Read the Contractors AI Guide
Professional Disclaimer

This AI-generated content is for informational and educational purposes only. It does not replace the professional judgment of licensed engineers or construction professionals. Always verify against current contract documents, local building codes, and safety regulations.