Our “Top Gun” bid team is thrilled to have secured a prime plumbing subcontractor on a new hospital project. One problem, the general contractor trashed our form. We are stuck with a mind boggling 60 page subcontract that references another 80 page AIA prime contract. Should we try to change it or should we “sign and drive” and just get on with it? We hate to lose work on lawyer issues.
Congratulations Top Gun. Back in the news again. Winning starts there. You are right, the GC is usually going to control the document that governs. They are responsible for consistency in all matters related to the project and especially that they AND YOU follow the GC’s contract with the owner. I suppose you want pointers. Well here are 5:
- How about you get a copy of the prime contract before you sign the subcontract? How long before? Well quite a while before, YouDig? You know your time. You are being asked to observe it, you better know it and understand it.
- We know you have zero leverage to negotiate. Negotiate anyway. Maybe a little more time here or better access there. Can you get retainage released for your completed work early in the project? Can you have an efficient dispute resolution process with the GC that is not as onerous as the prime contract?
- Make sure the “flow down” provisions of the general contract give you the same rights against the prime contractor. You shouldn’t shoulder obligations of the prime contract without receiving the benefits. Remember, you are the subcontractor!
- Make sure the scope of work is air tight. Subcontracts get sideways when your people are asking “What are we doing again?” months into the project.
- Make sure you understand the contract. Sign and drive? C’mon now. You know better, Maverick. Know the key obligations so your “goose” doesn’t get cooked.