Contract Documents

Question 1

What Contract documentation would you expect to see on a JCT Standard Building Project?

Answer 1

1. The Articles of Agreement and Conditions of Contract
2. Contract Particulars
3. Drawings
4. Specifications
5. Schedule of Works (list of works)
6. Pricing Doc - *Bills of Quantities – if it is with Quantities, Contract Sum Analysis or Schedule of Rates
7. *Activity Schedule if CSA or SR used
8. *Employer’s Requirements & Contractor Proposals – if there is a Contractor Design Portion

Question 2

What Contract documentation would you expect to see on a JCT D&B Project?

Answer 2

1. Articles of Agreement & Conditions of Contract
2. Contract Particulars
3. Drawings
4. Specifications
5. Works Schedule
6. Employer’s Requirements
7. Contractor Proposals
8. Pricing Doc - Contract Sum Analysis

Question 3

What is the ranking of Contractual Documents in JCT?

Answer 3

For JCT - Articles of Agreement and Conditions of Contract (override all other documents, including Framework Agreements)

Question 4

What are the articles of agreement?

Answer 4

The ‘articles of agreement’ set out the core obligations of the parties involved. They consist of five sections:
1. Agreement
o Date of the agreement, the employer and contractors name and registered office
2. Recitals
o Factual explanation for the basis of the contract, describes what, how, how much?
3. Articles
o Sets out what is agreed between the parties. Obligation of Contractor and Employer. Identifies CA, QS, PD, PC. Right to adjudication / arbitration
4. Contract Particulars
o A schedule of the variables in the agreement and conditions
5. Attestation
o Confirming that the contract is correct and genuine. Contract executed either under hand or under seal (deed).

Question 5

What is included in the Articles?

Answer 5

1. Article 1 – Contractor’s obligations
2. Article 2 – Contract Sum
3. Article 3 – Architect/ CA
4. Article 4 – QS
5. Article 5 – Principal Designer
6. Article 6 – Principal Contractor
7. Article 7 – Adjudication
8. Article 8 – Arbitration
9. Article 9 – Legal Proceedings

Question 6

What are Contract Particulars?

Answer 6

• The Contract Particulars set out the agreement and conditions of the contract that are specific for the project.
• They are a schedule of variables that detail the options that will be used from within the contract conditions, but without altering the overall intention of the contract clauses.

Question 7

What are the contract conditions?

Answer 7

• Contract conditions set out the principal legal relationship between the parties to a construction project, determining allocation of risk and responsibilities.
• Conditions of contract must be read in conjunction with contract specifications, drawings, bills of quantities, activity schedules and special conditions.
• 9 sections of the conditions of the contract:
1. Definition and Interpretation
2. Carrying out of Works
3. Control of the Works
4. Payment
5. Variations (Changes D&B)
6. Injury, damage and Property Damage
7. Assignment, Performance Bonds and Guarantees, Third Party Rights and Collateral Warranties
8. Termination
9. Settlement of Dispute

Question 8

What are the contract schedules?

Answer 8

They come after the main contract conditions, they provide supplementary information on conditions within the contract such as processes, options or timelines.

Question 9

What schedules are in JCT SBC?

Answer 9

1. Schedule 1 – Design Submission Procedure
2. Schedule 2 – Variation and Acceleration Quotation Procedure (In D&B Sch 2 = Supplemental Provisions)
3. Schedule 3 – Insurance Options
4. Schedule 4 – Code of Practice
5. Schedule 5 – Third Party Rights
6. Schedule 6 – Forms of Bonds
7. Schedule 7 – JCT Fluctuations Option A
8. Schedule 8 – Supplemental Provisions

Question 10

What are drawings and specifications?

Answer 10

• Working drawings include architectural, structural, civil, mechanical, electrical, public health and interior drawings, provide a visual representation of the works to be carried out.
• Usually executed electronically in CAD and are a graphical representation of the design. Can also be in 3D models.
• Specifications describe the products, materials and work required for a project.
• They DO NOT include cost, quantity or drawn information
• MUST be read alongside other information such as quantities, schedules and drawings.
• EXAMPLE: Performance specification describe the materials and workmanship required for a development

Question 11

What is a performance specification and prescriptive specification?

Answer 11

• A performance specification is one where the designer (architect / engineer) sets the criteria for the contractor to deliver a package of work within a set of parameters. This allows the contractor to consider several ways of providing the required package to achieve a cost-effective solution as per the design intent drawings.
• EXAMPLE: Windows- minimum u-value, waterproofing ect.
• Details:
o Standards
o Description of materials to be used
o Execution, lay out, testing, installation.

• A prescriptive specification (full) identifies each and every item, right down to the spacing and number of screws required to fix plasterboard for example, as well as the size, type and material of the screw.
• Gives the client more certainty when the work is tendered and priced by the contractor.

Question 12

What is National Building Specification (NBS) and what are the benefits of its use?

Answer 12

NBS is a master specification system. It describes the material, standards and workmanship of products for construction projects. NBS helped inform one of my projects on NatWest as to how many toilets needed to be installed within the building in line with the capacity of people using it
• Improves efficiency, reduces errors
• Aids in decision making, minimises repetitive works
• Avoids delay, helps develop drawings and designs
• Widely recognised, consistent terminology and understanding in the industry

Question 13

What is a schedule of works?

Answer 13

• Schedule of works provide a list of the works required on a project.
• An alternative to bill of quantities and usually used on SBC without quants
• The Schedule references the requirements included in the specifications and contract drawings plus any additional ‘builders work’ or ‘fixing schedule’ type items, this is commonly referred to as a specified schedule of work.
• Typically they are used for small building projects or alterations work

Question 14

What is a Bills of Quantities?

Answer 14

• A bill of quantities is prepared by the employers cost consultant (QS) and provides project specific measured quantities of the items of work identified in the specifications and drawings in the tender docs.
• Quantities are measures in number, length, area, volume, weight or time
• Issued to tenderers for them to provide a price for carrying out the works. Ensures all tendering contractors will be pricing the same quantities (rather than taking off quantities from the drawings and specifications themselves), it also provides a fair and accurate system for tendering.

Question 15

What are the benefits of a BOQ?

Answer 15

• Competitive tender- tenderers price the same quantities
• Fair and accurate system for tendering
• Makes it easier to quantify the work as a basis for the valuation of variations, the preparation of interim payments, and the final account.
• Informs the project budget
• Ensures the correct amount of materials are procured

Question 16

What is the difference between Contractor’s Design Portion and Performance Specified Works?

Answer 16

1. Contractor’s Design Portion: An agreement for the contractor to design specific part of the works
2. Performance Specified Works: Aspects of the building that are identified in the contract documentation to be designed by contractors and suppliers

Question 17

What are Employers requirements?

Answer 17

• Employers requirements are typically used on Design and Build contract or on traditional contracts were the Employer is responsible for an elements of design (CDP)
• They provide a description of the client’s requirements, for the works to be designed and constructed by the Contractor. They include details on:
o fitness for purpose criteria for the project
o Contractor’s scope of work and design and how it is to fulfil those obligations
o Technical criteria to be satisfied
o Other project-specific obligations (allocation of risk ect.)
• Contractor’s proposals are then prepared in response to the employer’s requirements. These present the contractor’s suggested approach for designing and constructing the building, along with their price.
• Employers Requirements are an important contract document. They define the success of the project.

Question 18

How to prepare the Employers Requirements?

Answer 18

1. Establish the Employers project goals and objective and document the purpose of the project
2. Document a detail project plan setting out the Employers time, budget, resource and quality related requirements
3. Select method of project delivery (D&B or Trad with CDP)
4. Prepare a design brief for the design consultants which describes the purpose of the project and services to be performed
5. Consolidate all information and prepare the Employer’s Requirements, including a project brief that describes the purpose of project and final design and construction works to be performed by the Contractor
6. Conduct a global review of the General Conditions and the Employer’s Requirements

Question 19

What is a Contractors Proposal?

Answer 19

A Contractors Proposal is provided in response to the Employers Requirements. It presents the contractor’s suggested approach for designing and constructing the building, along with their price.

Question 20

Why is it important that the employer requirements are properly prepared?

Answer 20

They define the success of the project. the better the ERs, they firmer the price from the contractor and less disputes.
If ERs are not properly developed, the client can incur significant additional costs, as any requirements which are not properly specified, or are changed, will require the issue of relevant matter for which the Contractor will be entitled to EoT and Loss/Expenses.

Question 21

Precedence of Contractors Proposal over Employers Requirements?

Answer 21

Contractors Proposal

Question 22

How are Employers requirements and Contractors proposals agreed?

Answer 22

Once the contractor’s proposals is received, the employer and contractor will of negotiate during which any inconsistencies between the contractor’s proposals and the employer’s requirements are discussed and either the contractor’s proposals or the employer’s requirements are amended to ensure agreement between them.

Question 23

Which documents prevail in dispute Employers Requirements or Contractors Proposal?

Answer 23

Contractors Proposal. The CPs are the Contractors offering of the ERs. By accepting the CPs the Employer agrees on those terms interpreted an presented by the contractor.
iQ PG contract amendments deleted the Third Recital and amended to say:
• “the Contractor has checked the Employer’s Requirements and:
• is satisfied as to their feasibility and practicality and that any cost limits and timescales stated in them are achievable; and
• has agreed to accept full responsibility (subject to the Conditions) for any design contained in them; and
• confirms that (subject to the Conditions) the Contractor’s Proposals will meet the Employer’s Requirements;”.

Question 24

How are Employers requirements and Contractors proposals agreed?

Answer 24

Once the contractor’s proposals is received, the employer and contractor will of negotiate during which any inconsistencies between the contractor’s proposals and the employer’s requirements are discussed and either the contractor’s proposals or the employer’s requirements are amended to ensure agreement between them.

Question 25

What happens if you discover an error in the Employers Requirements?

Answer 25

• Clause 2.13 discrepancies and divergence
• Where the discrepancy is within the Employer’s Requirements (including any Change to them) the Contractor’s Proposals shall prevail (subject to compliance with Statutory Requirements), without any adjustment of the Contract Sum.
• Where the Contractor’s Proposals do not deal with the discrepancy, the Contractor shall notify the Employer of his proposed amendment to deal with it and the Employer shall either agree the proposed amendment or decide how the discrepancy is to be dealt with; that agreement or decision shall be notified to the Contractor and treated as a Change.

Question 26

What is Contract Sum Analysis?

Answer 26

• Prepared by the contractor as part of their tender return on design and build project.
• Alternative to schedule of works or bill of quantities
• Prepared in a standard format by the Employers Agent, all Contractors must return CSA in same format
• Standard CSA pricing document allows the client to analyse it and to compare it to other tenders. Can eb used as a basis for calculating payments due to the contractor as the works progress.
• The more precisely the employer’s requirements prescribe the format and break down that the contract sum analysis should take, the easier it will be for the client to directly compare the detail of offers by different tenderers.

Question 27

What contract documentation would you expect to see in an ECC Project?

Answer 27

1. The Form of Agreement.
2. Conditions of Contract - Core Clauses & Secondary Option Clauses
3. Contract Data 1 & 2
4. Pricing Doc - Activities schedules or bill of quantities
5. Programme
6. Works information (drawings, specifications ect.)
7. Site information

Question 28

What are the Core Clauses?

Answer 28

1. General
2. The contractors Main Responsibilities
3. Time
4. Testing and Defects
5. Payment
6. Compensation Events
7. Title
8. Risks and Insurance
9. Termination

Question 29

What are the Main Option Clauses?

Answer 29

Option A: Priced with Activity Schedule
Option B: Priced contract with bill of quantities
Option C: Target contract with activity schedule
Option D: Target contract with bill of quantities
Option E: Cost reimbursable contract
Option F: Management contract

Question 30

What are the dispute resolution options?

Answer 30

• Option Y1: Dispute resolution procedure (used unless the United Kingdom Housing Grants, Construction and Regeneration Act 1996 applies).
• Option Y2: Dispute resolution procedure (used in the United Kingdom when the Housing Grants, Construction and Regeneration Act 1996 applies).

Question 31

What is the Contract Data?

Answer 31

The Contract Data set out the conditions of the contract that are specific for the project.
Part 1 – Provided by Employer
Part 2 – Provided by Contractor

Question 32

What is the Works Information?

Answer 32

• Works information specifies and describes the works the contractor is to carry out and sets out any constraints to how the contractor provides the works.
• Works information may be prepared both by the employer and the contractor. Employer’s works information sets out the works and constraints for the contractor. Contractor’s works information is prepared in relation to those parts of the works the contractor is required to design. The employer’s works information is identified in the contract data part one, whilst the contractor’s works information is identified in the contract data part two.
• Works information might include:
o Technical information, specifications and drawings.
o Constraints for how the contractor provides the works, such as safety requirements.
o Work to be designed by the contractor.
o Quality assurances
o Health and Safety

Question 33

What is the Site Information?

Answer 33

Site information refers to information about a proposed site for a development that might be relevant to the consultant team, contractor or operators of the completed development.
• Existing Drawings
• Site Boundary – adjacent buildings services ect.
• Insurances
• Hazards (Flooding, contamination)
• Traffic management
• Access

Question 34

Why is the programme important for NEC?

Answer 34

• The programme is a contractual document
• Measure compensation events against
• Accepted programme updated weekly intervals prescribed in the contract