Rule library
Search the contract risks MillworkShield checks before you sign.
Each rule explains the trigger language, why it matters to a millwork shop, and the practical redline to ask the GC for.
5 rules
Liability and insurance
Undisclosed Liquidated Damages Flow-Down
Open-ended unknown liability; the subcontractor signs up for an unbounded daily clock without seeing the rate.
Read ruleR-06 · Tier 1One-Sided Consequential Damages Waiver
Sub loses impact-damage recovery while GC keeps its remedies.
Read ruleR-20 · Tier 3Flow-Down Without Express Prime Contract Inspection Right
Sub is bound to unknown obligations, including the path to undisclosed LDs.
Read ruleR-21 · Tier 3Indemnity Beyond Comparative Fault
Sub becomes insurer for GC negligence, even where state law later voids part of the clause.
Read ruleR-22 · Tier 3Insurance Limits or AI Endorsement Beyond Commercially Reasonable
Sub may sign for insurance it cannot procure or that fails during a claim.
Read rule3 rules
Payment
Cross-Project Offset
The GC can weaponize earned funds from one job against disputes on another.
Read ruleR-07 · Tier 2Pay-if-Paid as Absolute Condition Precedent (No Outside Date)
The sub can wait indefinitely for Owner payment and must invoke statute to get paid.
Read ruleR-11 · Tier 2No Fixed GC-Side Payment Processing Window
Sub has no contractual payment-timing handle and must rely on Texas prompt-payment law.
Read rule3 rules
Notice and waiver
Sub Cure Window < 72 Hours
Hair-trigger default tool that can manufacture breach, backcharge, or supplementation claims.
Read ruleR-10 · Tier 2Delay Notice < 7 Days from Condition Onset
Minor-looking events that compound later become late-notice waiver fights.
Read ruleR-16 · Tier 2Sub Claim Notice < 14 Days with Auto-Waiver
Undocumented directives and late-understood impacts evaporate by waiver.
Read rule6 rules
Delay damages
"Regardless of Extent or Frequency" Interference Carve-Out
Pre-immunizes unlimited disruption and makes scope chaos contractually invisible.
Read ruleR-13 · Tier 2No-Damages-for-Delay + Sole-Remedy Time Extension
Every money claim for delay converts to time only, forcing the sub to absorb delay costs.
Read ruleR-15 · Tier 2Open-Ended Damages Flow-Down Without Cap
Sub signs up for unbounded consequential and flow-down damages.
Read ruleR-19 · Tier 3Unilateral GC Schedule Revision Without Sub Protections
GC owns the schedule but the sub absorbs material productivity and sequencing impacts.
Read ruleR-24 · Tier 4Overtime / Acceleration at Sub's Cost Absent CO
Sub absorbs acceleration cost unless directives are papered as COs in real time.
Read ruleR-25 · Tier 4Schedule Baseline Based on Outdated Drawings
Schedule may be obsolete before work starts, creating avoidable delay disputes.
Read rule3 rules
Disputes and forum
Arbitration at GC's Sole Election
The GC picks the forum after seeing the dispute, leaving the sub stuck with the more favorable venue.
Read ruleR-09 · Tier 2GC-Only Attorney's Fees
The sub faces fee liability if it loses but cannot recover fees if it wins.
Read ruleR-23 · Tier 3Jury Trial Waiver
Sub loses the equalizing function of a lay jury.
Read rule2 rules
Change orders
2 rules
Termination and suspension
No Sub Stop-Work Right for Non-Payment
Sub must keep working without a contractual suspension lever and invoke statute separately.
Read ruleR-18 · Tier 2No Sub Termination-for-Cause + No Demob Recovery
GC can terminate at will while sub absorbs demobilization and has no escape for GC default.
Read rule4 rules
Trade-specific scope
Risk of Loss on Custom-Fabricated Millwork Pre-Installation
Custom millwork value accumulates before installation and can be uninsured against theft or damage.
Read ruleR-27 · Tier 2Shop Drawing Approval Without Turnaround Timeline
Late approvals delay fabrication, which delays installation and exposes the sub to schedule liability.
Read ruleR-28 · Tier 3Long-Lead Material Escalation Risk
Material costs can move materially between signing and fabrication.
Read ruleR-29 · Tier 3Damage by Other Trades After Installation
Sub can absorb touch-up and repair costs for damage it did not cause.
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