Warwicks batted first and made steady progress after Ant Botha was out after facing only six deliveries.
Jon Trott made 21 before like Botha, he was caught behind by Chris Read and then captain Ian Westwood went for 17.
Warwicks moved on from 54-3 with Troughton making 25 and Darren Maddy 21 as the total moved to 98-5.
Andre Adams took the wickets of Clarke and Woakes before Read caught Tim Ambrose who had made 39 to see Warwicks on 200-8.
Carter and Imran Tahir put on 63 for the ninth wicket and the third batting point game came with a final stand of fifty between Carter and Boyd Rankin.
With Carter looking for his century, Rankin got himself run out and Carter was left on 99 and Warwicks all out for 313.
Notts ended the day on 18-0.