One of the most important aspects of any agreement is the scope of work to be performed. All too often disputes arise between general contractors and their subcontractors concerning the scope of the subcontractor’s responsibilities after work has begun.
It is not difficult to imagine a scenario where the project work has begun and the superintendent begins directing the performance of work that was never contemplated by the subcontractor. Even worse, is when the subcontractor specifically excluded from its bid the work now been ordered. How does this all too common dispute arise?
The question of who wins this battle is answered by looking the subcontract’s scope of work provision.
It is the subcontract, not the bid, that usually controls.
For this reason it is imperative for subcontractors, prior to signing an agreement or performing any substantive work, to carefully compare their bid to the subcontract’s scope of work. The subcontract’s scope should match the subcontractor’s bid as closely as possible. Further, the subcontractor’s work should be specifically defined by reference to dated or versioned specification sections, drawings and plans. Bid qualifications and exclusions often become meaningless and unenforceable once the subcontract is accepted. Vague catchall provisions should be avoided. Likewise, general contractors should also carefully review each subcontractor’s scope of work to make sure no gaps exist in its own obligations to the owner. Here are some tips to avoid disputes concerning scope, extras and changed work:
- Carefully compare the bid the subcontract’s scope of work provision.
- Do not sign the subcontract or begin work until the scope is clear and accurate.
- Understand that the bid documents typically become meaningless once the subcontract is accepted.
- Avoid vague and broad scope descriptions by incorporating specific references to particular plans, drawings and specifications.
- Avoid scope terms and phrases like “all work incidental thereto” – “all related items” – and “all items fairly inferable from the contract documents.”
Both general contractors and subcontractors are better served when everyone shares a common understanding of the performance expected. By following these simple steps when negotiating an agreement, costly and time consuming disputes can be avoided.