Common use of Changes in the Work and Claims Clause in Contracts

Changes in the Work and Claims. 1. The Owner and Contractor may make changes in the Work. Upon receipt of such a change issued subsequent to the execution of the Contract, the Contractor shall promptly notify the Subcontractor. Unless otherwise directed by the Contractor, the Subcontractor shall not thereafter order materials or perform Work, which would be inconsistent with the changes ordered. 2. Changes in the Work shall be issued to the Subcontractor in writing. The Subcontractor agrees that no extra work or changes under this Contract will be recognized or paid, and Subcontractor waives and releases all claims for payment due unless the change order work is agreed to in writing before that work is undertaken. In such instances, where a written change order is provided, the Contract Sum will be adjusted accordingly and the Contract Time will be adjusted if the change affects the critical path of the Work. 3. All Subcontractor claims, regardless of whether or not arising from an Owner, Architect, or Contractor directed change, including without limitation, those seeking changes in Contract Sum or Time, must be made within seven (7) calendar days after occurrence of the event giving rise to such claim. Further, to the extent a Time extension is requested due to a Change in Work, the Subcontractor must provide written notice of this claim before beginning that Change in Work. 4. All claims must be made by written notice to the Contractor setting forth the change sought and an itemization of the additional payment and/or time requested. 5. Changes in the Work resulting in change orders shall entitle the Subcontractor to a total overhead (office and general conditions) and profit markup consistent with that provided for in the Contract Documents including applicable law incorporated therein. If not specified in the Contract Documents, the total markup shall be a maximum ten (10) % except that in no event, shall any ▇▇▇▇-up be greater than the percentage the Owner will pay to Contractor and any and all such payments from Contractor to Subcontractor are directly contingent upon the receipt by the Contractor of payment from the Owner and shall only be due to Subcontractor after Contractor receives such payment from Owner, and only in accordance with all other provisions herein. 6. In the event of an agreement on changes to the Contract Sum and Time, the Contractor and Subcontractor shall execute a Change Order in a form the Contractor will provide. In the event the parties agree on either the Changed Sum or Time, but not both, they shall state their agreement in a Change Order and on that Change Order Subcontractor shall also state its position with regard to the item not agreed to (e.g. the additional sum or time claimed due). The Subcontractor’s failure to do so shall constitute an irrevocable, conclusive waiver of the claims for the additional Time or Sum claimed due. In the event the parties do not agree on the proposed Changed Time, Sum, or both, the Subcontractor shall maintain time and material slips that it will provide to Contractor for daily verification of their accuracy. The failure to do so shall constitute an irrevocable conclusive waiver of the Subcontractor’s claim. Contractor’s verification shall not constitute an acceptance of the claim. 7. Contractor’s liability for payment of any claims and any change order work is subject to the same pay when paid limitation set forth in the ‘Payments’ section of this Subcontract; that is, payment for claims and change order work is contingent upon payment by the Owner first being made to the Contractor and shall only be due after such payment is made to Contractor by Owner. Subcontractor shall never recover payment for claims, including change orders, where Contractor itself does not first receive any such amount from Owner. Further, payment on such change order work is subject to all other terms within the ‘Payments’ section of this Contract. Subcontractor’s requests for extensions of Time are also directly contingent upon the Owner granting such additional time to Contractor. 8. Pending final resolution of a claim, the Subcontractor shall proceed diligently with performance of the Contract including all changes the Owner (including Architect) and/or Contractor order. In the event the claim is not resolved to Subcontractor’s satisfaction, it must still timely and properly complete Contract work, including any work related to the claims at issue. 9. In the event that Contractor, in its sole discretion, should seek compensation from the Owner as a result of any delay or other damages, Subcontractor shall be entitled to an equitable portion of any amount recovered by Contractor provided that Subcontractor agrees to an equitable sharing of Contractor’s legal fees and costs in advance of Contractor proceeding with such a claim. This provision shall not be construed to require the Contractor to pursue any delay claim against the Owner or any other party. 10. Should the Owner issue a credit (deduct) for any of Subcontractor’s work, that credit shall be effective and binding on Subcontractor to the fullest extent binding on Contractor and the Contractor shall adjust future payments to account for this credit. 11. The failure to comply with all of the provisions in this Article shall result in the Subcontractor’s irrevocable, conclusive waiver of that claim. This requirement cannot and shall never be deemed altered, amended, or otherwise affected by custom and practice on the Project. Absent the Contractor’s express written modification of this provision, it shall in all instances remain enforceable even if, for instance, Contractor previously accepts other untimely Subcontractor claims during the course of the Project. Contractor shall always maintain discretion to enforce this provision. Subcontractor agrees to review and explain this provision to all of its employees responsible for submitting claims

Changes in the Work and Claims. 1. The 12.1 CHANGE ORDERS ------------- 12.1.1 A Change Order is a written order to the Contractor signed by the Owner and Contractor may make changes in the Work. Upon receipt of such a change Architect, issued subsequent to the after execution of the Contract, authorizing a change in the Work or an adjustment in the Contract Sum or the Contract Time. The Contract Sum and the Contract Time may be changed only by Change Order. A Change Order signed by the Contractor indicates his agreement therewith, including the adjustment in the Contract Sum or the Contract Time; provided, however, that the Contractor shall promptly notify be obligated to proceed with any duly executed Change Order regardless of whether it is signed by him or not. 12.1.2 The Owner, without invalidating the Subcontractor. Unless otherwise directed by Contract, may order changes in the ContractorWork within the general scope of the Contract consisting of additions, deletions or other revisions, the Subcontractor shall not thereafter order materials or perform Work, which would be inconsistent with Contract Sum and the Contract Time being adjusted accordingly. All such changes ordered. 2. Changes in the Work shall be issued authorized by Change Order, and shall be performed under the applicable conditions of the Contract Documents. 12.1.3 Upon issuance of a Change Order signed by Owner and Architect the Contractor shall proceed promptly with the Changed Work notwithstanding any disagreement regarding the resulting adjustments to the Subcontractor in writing. The Subcontractor agrees that no extra work Contract Sum or changes under this Contract will be recognized or paid, and Subcontractor waives and releases all claims for payment due unless the change order work is agreed to in writing before that work is undertakenTime. In such instances, where a written change order is providedcase, the Contract Sum will and Contract Time shall be adjusted accordingly and unilaterally by the Contract Time will be adjusted if amounts shown in the change affects the critical path Change order, subject to any reservation of the Work. 3. All Subcontractor claims, regardless of whether or not arising from an Owner, Architect, or Contractor directed change, including without limitation, those seeking changes in Contract Sum or Time, must be made within seven (7) calendar days after occurrence of the event giving rise to rights regarding such claim. Further, to the extent a Time extension is requested due to a Change in Work, the Subcontractor must provide dispute preserved by written notice of this claim before beginning that Change by Contractor (pursuant to Paragraph 12.5) to Owner and Architect prior to proceeding with the work in Workquestion. 4. All claims must be made by written notice 12.1.4 The cost or credit to the Contractor setting forth the Owner resulting from a change sought and an itemization of the additional payment and/or time requested. 5. Changes in the Work resulting shall be determined in change orders shall entitle one or more of the Subcontractor following ways: (a) By mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to a total overhead permit evaluation; (office and general conditionsb) and profit markup consistent with that provided for By unit prices stated in the Contract Documents including applicable law incorporated therein. If not specified or subsequently agreed upon; (c) By cost to be determined in a manner agreed upon by the parties and mutually acceptable fixed or percentage fee; or (d) By the method provided in Subparagraph 12.1.4. (e) The cost or credit to the Owner resulting from a change in the Contract DocumentsWork, the total markup or extra work, not covered by unit prices, shall be a maximum based on the following percentages added to material and labor costs: Percentage allowance to the Contractor for overhead (including Bond Premiums), and profit for extra work performed by Contractor with his own forces shall be ten percent (10%). Percentage allowance to the Contractor for overhead (including Bond Premiums) % except that in no event, shall any ▇▇▇▇-up be greater than and profit for extra work performed by the percentage the Owner will pay to Contractor Contractor's Subcontractors and any and all such payments from Contractor to Subcontractor are directly contingent upon the receipt supervised by the Contractor of payment from the Owner and shall only be due to Subcontractor after Contractor receives such payment from Owner, and only in accordance with all other provisions hereinfive percent (5%). 6. In the event of an agreement on changes to the Contract Sum and Time, the Contractor and Subcontractor shall execute a Change Order in a form the Contractor will provide. In the event the parties agree on either the Changed Sum or Time, but not both, they shall state their agreement in a Change Order and on that Change Order Subcontractor shall also state its position with regard to the item not agreed to (e.g. the additional sum or time claimed due). The Subcontractor’s failure to do so shall constitute an irrevocable, conclusive waiver 12.1.5 If none of the claims for the additional Time or Sum claimed due. In the event the parties do not agree on the proposed Changed Time, Sum, or both, the Subcontractor shall maintain time and material slips that it will provide to Contractor for daily verification of their accuracy. The failure to do so shall constitute an irrevocable conclusive waiver of the Subcontractor’s claim. Contractor’s verification shall not constitute an acceptance of the claim. 7. Contractor’s liability for payment of any claims and any change order work is subject to the same pay when paid limitation methods set forth in the ‘Payments’ section of this Subcontract; that isClauses 12.1.4 (1), payment for claims and change order work is contingent upon payment by the Owner first being made to the Contractor and shall only be due after such payment is made to Contractor by Owner. Subcontractor shall never recover payment for claims12.1.4 (2), including change orders, where Contractor itself does not first receive any such amount from Owner. Further, payment on such change order work is subject to all other terms within the ‘Payments’ section of this Contract. Subcontractor’s requests for extensions of Time are also directly contingent upon the Owner granting such additional time to Contractor. 8. Pending final resolution of a claim, the Subcontractor shall proceed diligently with performance of the Contract including all changes the Owner 12.1.4 (including Architect) and/or Contractor order. In the event the claim is not resolved to Subcontractor’s satisfaction, it must still timely and properly complete Contract work, including any work related to the claims at issue. 9. In the event that Contractor, in its sole discretion, should seek compensation from the Owner as a result of any delay or other damages, Subcontractor shall be entitled to an equitable portion of any amount recovered by Contractor provided that Subcontractor agrees to an equitable sharing of Contractor’s legal fees and costs in advance of Contractor proceeding with such a claim. This provision shall not be construed to require the Contractor to pursue any delay claim against the Owner or any other party. 10. Should the Owner issue a credit (deduct) for any of Subcontractor’s work, that credit shall be effective and binding on Subcontractor to the fullest extent binding on Contractor and the Contractor shall adjust future payments to account for this credit. 11. The failure to comply with all of the provisions in this Article shall result in the Subcontractor’s irrevocable, conclusive waiver of that claim. This requirement cannot and shall never be deemed altered, amended3), or otherwise affected by custom and practice on the Project. Absent the Contractor’s express written modification of this provision, it shall in all instances remain enforceable even if, for instance, Contractor previously accepts other untimely Subcontractor claims during the course of the Project. Contractor shall always maintain discretion to enforce this provision. Subcontractor agrees to review and explain this provision to all of its employees responsible for submitting claims12.