Avoid Problems With A Well Written Contract

Most projects for small contractors are not large enough to warrant the use of American Institute of Architects (AIA) Form A201, General Conditions of the Contract for Construction or Engineers Joint Contract Documents Committee (EJCDC) Form C700, Standard General Conditions Of The Construction Contract. Besides, the large documents would scare off most customers who have not contracted their design to an architect. On the other hand, the one and two page standard contract forms available at the office supply store are lacking even basic necessities and leave both contractor and client open to liabilities.

So, what is a small contractor to do? Attorneys are expensive but there is little alternative, in that, there is a lack of standard forms that give a contractor the ability to seriously address a project. This Proposal and Contract form is time-tested and court-tested. It has evolved over thirty-five years of contracting. Much research went into this document and many clauses were inserted into the contract after reading Supreme Court cases. You will find this form to be useful and a great asset to your business.

Your project will progress with fewer problems if the roles and responsibilities are well defined in the contract document. And, a well written contract is integral to a professional presentation. Using a contract that states the scope of the work and the obligations of all parties clearly will give your clients confidence in your ability to bring their project to a successful completion.

There is no charge for your use of this form. However, your use constitutes an agreement that I am not rendering legal advice and that you accept this form “as is.” Furthermore, you agree to hold Dean Isaacson, Cougar Gulch Group, LLC, Idaho Contractor and any agents in relation to these persons and entities, harmless from any claims by you or other parties occurring from the use of this form.

Filling out this form is pretty straight forward. You will need to remove our company information and replace it with yours. In the opening section, be as summarily descriptive as possible regarding the project. However, you don’t need to go overboard because the next section, where the scope of the project is defined, will describe the project in greater detail.

You will notice, in the bottom, right corner, there is a place for the customer to initial. This is important, for it advises the client they are responsible to the content of the contract on every page. And, if your contract ever goes to litigation, the detail demonstrates your diligence to appraise your client on every point of the contract – no small print; and, it implies the client read every page.

The Construction Specifications Institute (CSI) recently updated the MasterFormat specification and many of the division numbers have changed. The Scope of Work and Specifications section is classified to the latest MasterFormat specification, except for the numbering of the subdivisions. All subdivision classes are suggestive and you are free to edit, add, replace and/or change the numbering of the subdivisions to suit the needs of the project and your management system.

The General Conditions and Terms of Contract section is important because it establishes the rights and responsibilities of all parties to the contract. It is important to the integrity of every project to have a fair and equitable contract; one which is not one-sided nor leaves any question regarding client and contractor responsibilities. Do not throw your responsibilities off onto your client. I have known many contractors who try to pass off one-sided contracts. One thing I have learned from them: if you have a low regard for your clients, you will not stay in business long. Besides, courts have a habit of striking down one-sided contracts.

Another thing to remember, whenever a court has difficulty arriving at the meaning of a clause, it will always look to the intent. So make sure your intent is clear.

The General Conditions and Terms of Contract section is complete – don’t change a thing. It is time tested and court tested. Even though we both agree I am not providing a legal service or rendering legal advice, I would still highly recommend you change nothing in this section without the advice of a competent, construction attorney.

Use this form well and may it be a useful tool to help you prosper in your construction enterprise. Let me know if we can help you with safety administration and project management – or if you want to get your business up on the web. Call Dean at 208-699-6877.

About the author: Dean Isaacson

General contractor since 1975 (currently with Idaho Contractor). Previously held Certified Safety Administrator status from the National Association of Safety Professionals. Expert witness and forensics in construction related cases. Will help you with project management and marketing. We do cold calls and trade shows.

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