COMMERCIAL CONSTRUCTION CONTRACT
THIS COMMERCIAL CONSTRUCTION CONTRACT (“Contract”), effective as of the date of the
last party to sign below, is between , having an address at
("Contractor") and , having an address
at ("Owner").
For valuable consideration the parties hereby agree as follows:
1. SCOPE OF WORK: Contractor, who is licensed by the Oregon Construction Contractors Board,
shall provide all labor and materials, and perform all work necessary for the completion of the
residence, structure, or improvements as described in the drawings and specifications signed by both
Owner and Contractor (“Project”) and more particularly described as
Such drawings and specifications are hereby made a part of this Contract. Drawings and specifications
shall contain a scale drawing showing the shape, size, and dimensions of the construction and
equipment together with a description of the work to be done, materials to be used, and the equipment
to be used or installed.
2. WORK SITE: The Project shall be constructed on the property of Owner located at
and more
particularly described as (hereafter "the
Work Site"). Owner hereby authorizes Contractor to commence and complete the usual and customary
excavation and grading on the Work Site as may be required in the judgment of the Contractor to complete
the Project. Unless called for in the drawings or specifications, no landscaping, finish grading, filling or
excavation is to be performed at the Work Site by the Contractor.
3. TIME OF COMPLETION: Contractor shall commence the work to be performed under this Contract
on or before and shall substantially complete the work on or before . Contractor
shall not be liable for any delay due to circumstances beyond its control including strikes, casualty, acts of
God, illness, injury, or general unavailability of materials.
4. PERMITS: Contractor shall apply for and obtain such permits and regulatory approvals as may be
required by the local municipal/county government, the cost thereof shall be included as part of the Project
price.
5. SOIL CONDITIONS: Contractor shall have no responsibility for the condition of the soils at the Work
Site. Any excavation, filling or other work required by the Owner other than the usual and customary
excavation and grading shall be agreed to in a Change Order for an amount in addition to the Contract
Price. Contractor shall not be responsible for any damages suffered by Owner as a result of the soil
conditions at the Work Site.
6. SURVEY AND TITLE: If the Project is near the Owner’s property boundary, Owner will point out
property lines to the Contractor. If the Owner or Contractor has any doubt about the location of the
property lines, Owner shall provide Contractor with boundary stakes through a licensed surveyor. In
addition, Owner shall provide Contractor documentation that Owner has title to the Work Site and shall
provide Contractor copies of any covenants, conditions, or restrictions that affect the Work Site.
7. CHANGES TO SCOPE OF WORK: Owner may make changes to the scope of the work, including
changes to the drawings and specifications, from time to time during the construction of the Project.
However, any such change or modification shall only be made by written "Change Order" signed by both
parties. Such Change Orders shall become part of this Contract. Owner agrees to pay any increase in the
cost of the Project as a result of a Change Order.
8. CONTRACT PRICE:
{COST PLUS}
Owner agrees to pay Contractor the actual cost to Contractor of materials plus the sum of
$ for performing the services set forth in the scope of the work. Contractor shall be
paid as follows:
.
OR
{FIXED FEE}
Owner agrees to pay Contractor the sum of $ for performing the services set forth in the
scope of the work. Contractor shall be paid as follows:
.
Contractor shall furnish Owner appropriate releases or waivers of lien for all work performed or materials
provided at the time the next periodic payment shall be due.
9. PROGRESS PAYMENTS:
A. Owner shall make progress payments on account of the contract price to Contractor on the basis of
a certified billing or estimate for the work performed and the materials or products supplied during the
preceding 30- day billing cycle. Owner shall make progress payments to Contractor within 14 days after
the date the billing is submitted, except that Owner may make progress payments later than 14 days after
the date the billing or estimate is submitted if Owner is responsible for providing plans and specifications
that expressly allow in a clear and conspicuous manner an extended payment, defined by a specified
number of days after the billing or estimate is submitted, and Owner provides for each page of plans and
specifications a Notice of Extended Payment Provision statement substantially similar to the one set forth
in ORS 701.625(3)(b), stating that the contract will allow Owner to make payment within a designated
number of days after the date a billing or estimate is submitted.
If a subcontractor or material supplier has performed in accordance with the provisions of a construction
contract, Contractor shall pay to the subcontractor or material supplier, and each subcontractor shall pay to
its subcontractors or material suppliers, the full amount received for such subcontractor’s work and for
materials and products supplied based on the subcontract or purchase order terms and conditions within
seven (7) days of receipt by the original contractor or subcontractor of a progress payment or final
payment.
B. A billing or estimate is deemed to be certified ten (10) days after Owner receives the billing or
estimate, unless before that time Owner or Owner’s agent prepares and issues a written statement detailing
those items in the billing or estimate that are not approved. Owner may decline to approve a billing or
estimate or portion of a billing or estimate for:
1. Unsatisfactory work progress;
2. Defective construction work, materials or products not remedied;
3. Disputed work, materials or products, not to exceed 150 percent of the amount in
dispute;
4. Failure to comply with other material provisions of the construction contract;
5. Third party claims filed or reasonable evidence that such a claim will be filed;
6. Failure of Contractor or a subcontractor to make timely payments to subcontractors
and material suppliers for labor, equipment, materials and products;
7. Damage to Owner;
8. Reasonable evidence that the construction contract cannot be completed for the
unpaid balance of the construction contract sum; or
9. Other items as allowed under the contract terms and conditions.
Contractor when submitting a bill or estimate to Owner, or a subcontractor when submitting a bill
or estimate to Contractor may omit from the bill estimate amounts withheld from payment to a
subcontractor or material supplier for
1. Unsatisfactory work progress;
2. Defective construction work, materials or products not remedied;
3. Disputed work, materials or products, not to exceed 150 percent of the amount in
dispute;
4. Failure to comply with other material provisions of the construction contract;
5. Third party claims filed or reasonable evidence that such a claim will be filed;
6. Failure of the subcontractor to make timely payments to subcontractors and material
suppliers for labor, equipment, materials and products;
7. Damage to Contractor, a subcontractor or material supplier;
8. Reasonable evidence that the subcontract cannot be completed for the unpaid
balance of the subcontract sum;
9. A reasonable amount for retainage, as defined in ORS 701.410, that does not exceed
the actual percentage allowed by the subcontract or purchase order; or
10. Other items as allowed under the subcontract or purchase order terms and
conditions.
Owner may extend the period within which the billing or estimate may be certified if Owner is responsible
for providing plans and specifications that expressly allow in a clear and conspicuous manner an extended
period within which a billing or estimate may be certified, and Owner provides for each page of plans and
specifications, including bid plans and construction plans, a Notice of Extended Certification Period
Provision statement substantially similar to the to the one set forth in ORS 701.625(6)(b), stating that the
contract will allow Owner to certify billings and estimates within a designated number of days after the
billings and estimates are received from Contractor.
Owner may withhold from a progress payment an amount that is sufficient to pay the direct
expenses Owner reasonably expects to incur to correct any items set forth above. Owner may also
withhold a reasonable amount as retainage as defined in ORS 701.410.
After a subcontractor or material supplier submits a bid or proposal or other written pricing
information to Contractor, Owner and Contractor may change the specified number of days after
certification during which Owner may make payment to Contractor or within which Owner must
certify a billing or estimate. Any Contractor, subcontractor or material supplier that does not
provide written consent to the change will continue to be paid as indicated in the plans and
specifications.
10. FINAL PAYMENT:
A. When Contractor completes and Owner approves all work under a construction contract, Owner
shall make payment in full of all remaining amounts due on the construction contract within seven (7)
days; however, final payment shall not be made or deemed due until Contractor has delivered to Owner a
complete release of all liens arising out of the contract, or receipts in full covering all labor, materials, and
equipment for which a lien could be filed, or in the alternative a bond satisfactory to Owner indemnifying
him or her against any and all such liens. When Contractor completes and Owner approves all work under
a portion of a construction contract for which the contract states a separate price, Owner shall make
payment in full of all remaining amounts due on that portion of the construction contract, subject to the
satisfaction of any issue described above in Section 9 (B) of this agreement or in ORS 701.630 (4).
B. Owner, by making payment, waives all claims except those arising out of the following
1. Faulty work appearing after substantial completion has been granted;
2. Work that does not comply with the contract documents;
3. Outstanding claims of lien; or
4. Failure of Contractor to comply with any special guarantees required by the contract
documents.
C. Contractor, by accepting final payment, waives all claims except those that Contractor has
previously made in writing, and which remain unsettled at the time of acceptance.
11. LATE PAYMENT/DEFAULT: A failure to make payment for a period in excess of 14 days from the
due date (unless Owner has given notice of an extended payment provision) shall be deemed a material
breach of this Contract. If payment is not made when due, Contractor may suspend performance under a
construction contract until such time as all payments due have been made or terminate a construction
contract if performance is suspended for longer than 30 days without breach of the Contract pending
payment or resolution of any dispute , for failure by Owner to make timely payment of the certified amount.
Contractor shall provide written notice to Owner at least seven (7) days before the Contractor suspends
performance or terminates the contract. Owner agrees to pay a late charge of 1 ½ % a month or fraction of
a month.
A subcontractor may suspend performance under a construction contract, or terminate a construction
contract if performance is suspended for longer than 30 days without breach of the Contract pending
payment or resolution of any dispute , for failure by Owner to make timely payment of certified amounts
under ORS 701.625 or if the subcontractor fails to receive payment for the certified work under ORS
701.630(2) . A subcontractor shall provide written notice to Contractor and Owner at least three (3) days
before the subcontractor suspends performance or terminates the contract.
A subcontractor may suspend performance under a construction contract, or terminate a construction
contract if performance is suspended for longer than 30 days without breach of the Contract pending
payment or resolution of any dispute , if Owner makes timely payment of certified amounts for the
subcontractor's work but Contractor fails to pay the subcontractor for the certified work, or if Owner fails
to approve portions of the contractor's billing or estimate for that subcontractor's work but the reasons for
that failure are not the fault of or directly related to the subcontractor's work. A subcontractor shall provide
written notice to Contractor and Owner at least seven (7) days before the subcontractor suspends
performance or terminates the contract.
If a progress or final payment to a subcontractor or material supplier is delayed by more than seven (7)
days after receipt of a progress or final payment by Contractor or subcontractor, Contractor or
subcontractor shall pay its subcontractor or material supplier interest beginning on the eighth day, except
during periods of time during which payment is withheld pursuant to ORS 701.630 (4), at the rate of 1 ½
percent a month or a fraction of a month on the unpaid balance.
12. CONTRACTS DOCUMENTS:
A. The contract documents on which the agreement between Owner, ________________________
(e.g., architect/engineer), and Contractor is based, that contain the plans and specifications in accordance
with which the work is to be done, and that provide for the method of payment of the contract price are as
follows:
1. This agreement, with supplementary agreements and conditions attached to this agreement;
2. The plans and specifications, with addenda attached to such plans and specifications, issued
before execution of this agreement, and any amendments made after the effective date of this
agreement;
3. Written interpretations of the contract documents and directives to be made from time to
time by the ________________________ (e.g., architect/engineer); and
4. Work change orders issued, or to be issued.
B. The contract documents together form the contract for the work described in this agreement. The
parties intend that the documents include provisions for all labor, materials, equipment, supplies, and other
items necessary for the execution and completion of the work, and all terms and conditions of payment.
The documents also include all work and procedures not expressly indicated in such documents necessary
for proper execution of the above-described project.
C. The contract documents are to be separately executed in triplicate by Owner and Contractor.
Contractor, by executing the documents, represents that Contractor has inspected and is familiar with the
work site and the local conditions under which the work is to be performed. If by inadvertence any of the
contract documents are not signed, ________________________ (e.g., architect/engineer) shall identify
them.
13. DESIGNATION OF ________________________ (eg. Architect/Engineer):
The ________________________ (e.g., architect/engineer) for above-described project is
________________________ (name), having an office at ________________________ (street address,
city, county, state, zip code).
14. DUTIES AND AUTHORITY OF ________________________ (eg. Architect/Engineer):
The duties and authority of the ________________________ (e.g., architect/engineer) are as follows:
A. General Administration of Contract.
The primary function of the ________________________ (e.g., architect/engineer) is to provide the
general administration of the contract. In performing these duties the ________________________ (e.g.,
architect/engineer) is Owner's representative during the entire period of construction.
B. Inspections, Opinions, and Progress Reports.
He/she shall keep familiar with the progress and quality of the work by making periodic visits to the work
site. He/she will make general determinations as to whether the work is proceeding in accordance with the
contract. He/she will keep the Owner informed of such progress, and will use his/her best efforts to protect
the Owner from defects and deficiencies in the work. He/she will not be responsible for the means of
construction, or for the sequences, methods, and procedures used in such construction, or for Contractor's
failure to perform the work in accordance with the contract documents.
C. Access to Work Site for Inspections.
He/she shall be given free access to the work at all times during its preparation and progress. However,
he/she is not required to make exhaustive or continuous on-site inspections to perform his/her duties of
checking and reporting on work progress.
D. Interpretation of Contract Documents -- Decisions on Disputes.
He/she will be the initial interpreter of the contract document requirements, and make primary decisions on
claims and disputes between Contractor and Owner. All of his/her decisions are subject to arbitration as
provided in this agreement.
E. Rejection and Stoppage of Work.
He/she shall have authority to reject work that in his /her opinion does not conform to the contract
documents, and in this connection to stop the work or a portion of such work, when necessary.
F. Payment Certificates.
He/she will determine the amounts owing to Contractor as the work progresses, based on Contractor's
applications and his/her inspections and observations, and will issue certificates for progress payments and
final payment in accordance with the terms of the contract documents.
15. RESPONSIBILITIES OF OWNER:
A. Owner shall:
· give all instructions to Contractor through ________________________ (e.g., architect/engineer);
· shall furnish all necessary surveys for the work, and
· shall secure and pay for easements for permanent structures or permanent changes in existing
structures or facilities on the work site, or which are necessary for its proper completion.
B. Owner reserves the right to let other contracts in connection with the project. Contractor shall
cooperate with all other contractors to the effect that their work shall not be impeded by his/her
construction, and shall give such other contractors access to the work site necessary to perform their
contracts.
16. RESPONSIBILITIES OF CONTRACTOR:
Contractor's duties and rights in connection with the above-described project are as follows:
A. Responsibility for and Supervision of Construction.
Contractor shall be solely responsible for all construction under this contract, including the techniques,
sequences, procedures, and means, and for coordination of all work. Contractor shall supervise and direct
the work to the best of his/her ability, and give it all attention necessary for such proper supervision and
direction.
B. Discipline and Employment.
Contractor shall maintain at all times strict discipline among his/her employees, and Contractor agrees not
to employ for work on the project any person unfit or without sufficient skill to perform the job for which
he or she was employed.
C. Furnishing of Labor, Materials, etc.
Contractor shall provide and pay for all labor, materials, and equipment, including tools, construction
equipment, and machinery, utilities, including water, transportation, and all other facilities and services
necessary for the proper completion of work on the project in accordance with the contract documents.
D. Payment of Taxes and Procurement of Licenses and Permits.
Contractor shall pay all taxes required by law in connection with work on the project in accordance with
this agreement including sales, use, and similar taxes, and shall secure all licenses and permits necessary
for proper completion of the work, paying the fees for such licenses and permits.
E. Compliance with Construction Laws and Regulations.
Contractor shall comply with all laws and ordinances, and the rules, regulations, or orders of all public
authorities relating to the performance of the work under and pursuant to this agreement. If any of the
contract documents are at variance with any such laws, ordinances, rules, regulations, or orders, he or she
shall notify ________________________ (e.g., architect/engineer) promptly on discovery of such
variance.
F. Responsibility for Negligence of Employees and Subcontractors.
Contractor assumes full responsibility for acts, negligence, or omissions of all his/her employees on the
project, for those of his/her subcontractors and their employees, and for those of all other persons doing
work under a contract with him or her.
G. Warranty of Fitness of Equipment and Materials.
Contractor represents and warrants to Owner and to ________________________ (e.g., architect/engineer)
that all equipment and materials used in the work, and made a part of the structures on such work, or
placed permanently in connection with such work, will be new unless otherwise specified in the contract
documents, of good quality, free of defects, and in conformity with the contract documents. It is agreed
between the parties to this agreement that all equipment and materials not so in conformity will be
considered defective.
H. Furnishing of Samples and Shop Drawings.
Contractor agrees to furnish at ________________________ (e.g., architect/engineer)’s direction all
samples and shop drawings for his or her consideration and approval as to conformance with the
specifications of the contract documents and his or her concepts of design called for in such specifications.
I. Clean-up.
Contractor agrees to keep the work premises and adjoining ways free of waste material and rubbish caused
by his/her work or that of his/her subcontractors. Contractor further agrees to remove all such waste
material and rubbish on termination of the project, together with all his/her tools, equipment, machinery,
and surplus materials. Contractor agrees, on terminating his/her work at the site, to conduct general clean-
up operations, including the cleaning of all glass surfaces, paved streets and walks, steps, and interior
floors and walls.
17. RIGHT TO CURE : Contractor shall have the right to cure a defect before Owner may file any action in
court against Contractor.
18. DESTRUCTION AND DAMAGE : If the Project is destroyed or damaged for any reason, except where
such destruction or damage was caused by the sole negligence of the Contractor or its subcontractors,
Owner shall pay Contractor for any additional work done by Contractor in rebuilding or restoring the
Project to its condition prior to such destruction or damage. If the estimated cost of replacing work already
accomplished by Contractor exceeds 20 percent of the Contract price, either the Contractor or Owner may
terminate this Contract. Upon termination by either party, Contractor shall be excused from further
performance under this Contract and Owner shall pay Contractor a percentage of the Contract price in
proportion to the amount of work accomplished prior to the destruction or damage.
19. ASSIGNMENT : Neither party may assign this Contract, or payments due under the Contract, without the
other party’s written consent. Any such assignment shall be void and of no effect.
20. INTERPRETATION:
A. Interpretation of Documents. The Contract, drawings, and specifications are intended to
supplement one another. In the event of a conflict, the specifications shall control the drawings, and the
Contract shall control both. If work is displayed on the drawings but not called for in the specifications, or
if the work is called for in the specifications but not displayed on the drawings, Contractor shall be required
to perform the work as though it were called for and displayed in both documents.
B. Entire Agreement. This Contract constitutes the entire agreement of the parties. No other
agreements, oral or written, pertaining to the work to be performed under this Contract exists between the
parties. This Contract may only be modified by a written agreement signed by both parties.
C. Governing Law. This Contract shall be interpreted and governed in accordance with the laws of
the State of Oregon.
21. ATTORNEYS’ FEES AND COSTS: If any party to this Contract brings a cause of action against the
other party arising from or relating to this Contract, the prevailing party in such proceeding shall be entitled
to recover reasonable attorney fees and court costs.
22. PERFORMANCE:
A. Contractor may, at its discretion, engage licensed subcontractors to perform work pursuant to this
Contract provided Contractor shall remain fully responsible for the proper completion of the Project.
B. All work shall be completed in a workman-like manner and in compliance with all building codes
and applicable laws. To the extent required by law, all work shall be performed by individuals duly
licensed and authorized by law to perform said work.
C. Contractor agrees to remove all debris and leave the premises in broom clean condition.
23. TIME OF ESSENCE; EXTENSION OF TIME
A. All times stated in this agreement or in the contract documents are of the essence.
B. The times stated in this agreement or in the contract documents may be extended by a change order
from ________________________ (e.g., architect/engineer) for such reasonable time as he/she may
determine, when in his/her opinion Contractor is delayed in work progress by changes ordered, labor
disputes, fire, prolonged transportation delays, injuries, or other causes beyond Contractor's control or
which justify the delay.
24. SUBCONTRACTORS
A. Contractor agrees to furnish ________________________ (e.g., architect/engineer), prior to the
execution of this agreement, with a list of names of subcontractors to whom he/she proposes to award the
principal portions of the work to be subcontracted by him /her.
B. A subcontractor, for the purposes of this agreement, shall be a person with whom Contractor has a
direct contract for work at the project site.
C. Contractor agrees not to employ a subcontractor to whose employment
________________________ (e.g., architect/engineer) or Owner reasonably objects, nor shall Contractor
be required to hire a subcontractor to whose employment he/she reasonably objects.
D. All contracts between Contractor and subcontractors shall conform to the provisions of the contract
documents, and shall incorporate in them the relevant provisions of this agreement.
25. MANDATORY ARBITRATION
Any dispute under this Agreement shall be required to be resolved by binding arbitration of the parties
hereto. If the parties cannot agree on an arbitrator, each party shall select one arbitrator and both
arbitrators shall then select a third. The third arbitrator so selected shall arbitrate said dispute. The
arbitration shall be governed by the rules of the American Arbitration Association then in force and effect.
Any dispute under this Agreement shall be required to be resolved by binding arbitration of the parties
hereto. If the parties cannot agree on an arbitrator, each party shall select one arbitrator and both
arbitrators shall then select a third. The third arbitrator so selected shall arbitrate said dispute. The
arbitration shall be governed by the rules of the American Arbitration Association then in force and effect.
Any Claim arising out of or related to the Contract, except Claims of an aesthetic nature and except those
waived, shall, after decision by the Architect or 30 days after submission of the Claim to the Architect, be
subject to arbitration.
Prior to arbitration, the parties shall try to resolve disputes by mediation. Claims not resolved by
mediation shall be decided by arbitration which, unless the parties mutually agree otherwise, shall be in
accordance with the Construction Industry Arbitration Rules of the American Arbitration Association
currently in effect. The demand for arbitration shall be filed in writing with the other party to the Contract
and with the American Arbitration Association, and a copy shall be filed with the Architect.
A demand for arbitration shall be made within the following time limits: __________________________
as applicable, and in other cases within a reasonable time after the Claim has arisen, and in no event shall it
be made after the date when institution of legal or equitable proceedings based on such Claim would be
barred by the applicable statute of limitations
Limitation on Consolidation or Joinder . No arbitration arising out of or relating to the Contract shall
include, by consolidation or joinder or in any other manner, the Architect, the Architect's employees or
consultants, except by written consent containing specific reference to the Agreement and signed by the
Architect, Owner, Contractor, and any other person or entity sought to be joined. No arbitration shall
include, by consolidation or joinder or in any other manner, parties other than the Owner, Contractor, a
separate contractor, and other persons substantially involved in a common question of fact or law whose
presence is required if complete relief is to be accorded in arbitration. No person or entity other than the
Owner, Contractor or a separate contractor shall be included as an original third party or additional third
party to an arbitration if their interest or responsibility is insubstantial. Consent to arbitration involving an
additional person or entity shall not constitute consent to arbitration of a Claim not described therein or
with a person or entity not named or described therein. The foregoing agreement to arbitrate and other
agreements to arbitrate with an additional person or entity duly consented to by parties to the Agreement
shall be specifically enforceable under applicable law in any court having jurisdiction thereof.
Claims and Timely Assertion of Claims. The party filing a notice of demand for arbitration must assert in
the demand all Claims then known to that party on which arbitration is permitted to be demanded.
Judgment on Final Award . The award rendered by the arbitrator or arbitrators shall be final, and judgment
may be entered upon it in accordance with applicable law in any court having jurisdiction thereof.
26. INSURANCE
A. Contractor's Liability Insurance.
Contractor agrees to keep in force at his/her own expense during the entire period of construction on the
project such liability insurance as will protect him/her from claims, under workers' compensation and other
employee benefit laws, for bodily injury and death, and for property damage, that may arise out of work
under this agreement, whether directly or indirectly by Contractor, or directly or indirectly by a
subcontractor. The minimum liability limits of such insurance shall not be less than the limits specified in
the contract documents or by law for that type of damage claim. Such insurance shall include contractual
liability insurance applicable to Contractor's obligations under this agreement. Proof of such insurance
shall be filed by Contractor with Owner within a reasonable time after execution of this agreement.
B. Owner's Liability Insurance.
Owner agrees to maintain in force his/her own liability insurance during the construction on this project,
and reserves the right to purchase such additional insurance as in his /her opinion is necessary to protect
him/her against claims arising out of the Contractor's operation, without diminishing Contractor's
obligation to carry the insurance specified in this agreement on Contractor's part to be carried.
C. Property Damage Insurance on Work Site.
Owner agrees to maintain at his/her expense during construction of the project property damage insurance
on the work at the site to its full insurable value, including interests of Owner, Contractor, and
subcontractors, against fire, vandalism, and other perils ordinarily included in extended coverage. Losses
under such insurance will be adjusted with and made payable to Owner as trustee for the parties insured as
their interests appear. Owner shall file a copy of all such policies with Contractor within a reasonable time
after construction begins under and pursuant to this agreement.
D. Waiver of Work Site Property Damage Claims to Extent of Insurance Coverage.
Owner and Contractor waive all claims against each other for fire damage or damages from other perils
covered by insurance provided in Subparagraph C. of this Section. Contractor agrees to obtain waivers of
such claims by all subcontractors.
27. CORRECTING WORK
When it appears to Contractor during the course of construction that any work does not conform to the
provisions of the contract documents, Contractor shall make necessary corrections so that such work will
so conform, and in addition will correct any defects caused by faulty materials, equipment, or quality of
performance in work supervised by him or her or by a subcontractor, appearing within
________________________ (period of time) from the date of issuance of a certificate of substantial
completion, or within such longer period as may be prescribed by law or as may be provided for by
applicable special guaranties in the contract documents.
28. WORK CHANGES
A. Owner reserves the right to order work changes in the nature of additions, deletions, or
modifications, without invalidating this agreement, and agrees to make corresponding adjustments in the
contract price and time for completion.
B. All changes will be authorized by a written change order signed by Owner or by
________________________ (e.g., architect/engineer) as Owner's agent. The change order will include
conforming changes in the agreement contract and completion time.
C. Work shall be changed, and the contract price and completion time shall be modified only as set out
in the written change order.
D. Any adjustment in the contract price resulting in a credit or a charge to Owner shall be determined
by mutual agreement of the parties, or by arbitration, before starting the work involved in the change.
29. TERMINATION
A. Contractor's Termination.
Contractor may, on (number) days written notice to Owner and ________________________ (e.g.,
architect/engineer), terminate this agreement before the completion date specified in this agreement when
for a period of (number) days after a progress payment is due, through no fault of Contractor,
________________________ (e.g., architect/engineer) fails to issue a certificate of payment for the same,
or Owner fails to make the payment. On such termination, Contractor may recover from Owner payment
for all work completed and for any loss sustained by Contractor for materials, equipment, tools, or
machinery to the extent of actual loss plus loss of a reasonable profit, provided he or she can prove such
loss and damages.
B. Owner's Termination.
Owner may, on (number) days notice to Contractor, terminate this agreement before the completion
date specified in this agreement, and without prejudice to any other remedy he or she may have, when
Contractor defaults in performance of any provision in this agreement, or fails to carry out the construction
in accordance with the provisions of the contract documents. On such termination, Owner may take
possession of the work site and all materials, equipment, tools and machinery on the work site, and finish
the work in whatever way he or she deems expedient. If the unpaid balance on the contract price at the time
of such termination exceeds the expense of finishing the work, Owner will pay such excess to Contractor.
If the expense of finishing the work exceeds the unpaid balance at the time of termination, Contractor
agrees to pay the difference to Owner.
C . On any such default by Contractor, Owner may elect not to terminate this agreement, and in such
event he or she may make good the deficiency of which the default consists, and deduct the costs from the
progress payment then or to become due to Contractor.
30. NO WAIVER
The failure of either party to this Agreement to insist upon the performance of any of the terms and
conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this
Agreement, shall not be construed as subsequently waiving any such terms and conditions, but the same
shall continue and remain in full force and effect as if no such forbearance or waiver had occurred.
31. WARRANTY: Contractor's warranty shall be limited to defects in workmanship within the scope of work
performed by Contractor and which arise and become known within one (1) year from the date hereof. All
said defects arising after one (1) year and defects in material are not warranted by Contractor. Contractor
hereby assigns to Owner all warranties on materials as provided by the manufacturer of such materials.
As of July 1, 2008, if Contractor is a Level 1 or 2 Commercial General Contractor who constructs a new
large commercial structure (not a residential or small commercial structure, but a stand alone building with
a ground area of more than 10,000 square feet; a unit in a larger building with a ground area of more than
12,000 square feet; or a building or unit that is more than 20 feet tall), Contractor’s warranty shall be
limited to defects in materials and workmanship of the building envelope and penetration components
which arise and become known within two (2) years from the date hereof, not including conditions
resulting from improper maintenance by Owner. Contractor agrees to inspect the building envelope and
penetration components once a year during the period of the warranty. (This does not apply to contractors
licensed before July 1, 2008 who have not yet renewed in an endorsement, even if they build large
commercial structures).
AGREED:
CONTRACTOR:
Signature
Print Name & Title
Date OWNER:
Signature
Address
Print Name
CCB License Number
Name of License Holder
Address of License Holder
Phone Number of License Holder
Date
NOTICE OF RIGHT TO A LIEN.
WARNING : READ THIS NOTICE. PROTECT YOURSELF FROM PAYING ANY CONTRACTOR OR
SUPPLIER TWICE FOR THE SAME SERVICE.
To: ______________________ Date of mailing: ______________________
Owner
______________________
Owner's address
______________________
This is to inform you that ______________________ has begun to provide ______________________
(description of materials, equipment, labor or services) ordered by ______________________ for
improvements to property you own. The property is located at ______________________ .
A lien may be claimed for all materials, equipment, labor and services furnished after a date that is eight
days, not including Saturdays, Sundays and other holidays, as defined in ORS 187.010, before this notice
was mailed to you.
Even if you or your mortgage lender have made full payment to the contractor who ordered these
materials or services, your property may still be subject to a lien unless the supplier providing this notice is
paid.
THIS IS NOT A LIEN. It is a notice sent to you for your protection in compliance with the construction
lien laws of the State of Oregon.
This notice has been sent to you by:
NAME: ______________________
ADDRESS: ______________________
TELEPHONE: ______________________
IF YOU HAVE ANY QUESTIONS ABOUT THIS NOTICE, FEEL FREE TO CALL US.
IMPORTANT INFORMATION FOR YOUR PROTECTION
Under Oregon's laws, those who work on your property or provide labor, equipment, services or materials and are
not paid have a right to enforce their claim for payment against your property. This claim is known as a
construction lien. If your contractor fails to pay subcontractors, material suppliers, rental equipment suppliers,
service providers or laborers or neglects to make other legally required payments, the people who are owed money
can look to your property for payment, even if you have paid your contractor in full .
The law states that all people hired by a contractor to provide you with materials, equipment, labor or services
must give you a notice of right to a lien to let you know what they have provided.
WAYS TO PROTECT YOURSELF ARE:
— RECOGNIZE that this notice of right to a lien may result in a lien against your property unless all those
supplying a notice of right to a
lien have been paid.
— LEARN more about the lien laws and the meaning of this notice by contacting the Construction Contractors
Board, an attorney or the firm
sending this notice.
— ASK for a statement of the labor, equipment, services or materials provided to your property from each party
that sends you a notice of
right to a lien.
— WHEN PAYING your contractor for materials, equipment, labor or services, you may make checks payable
jointly to the contractor and the firm furnishing materials, equipment, labor or services for which you have
received a notice of right to a lien.
— OR use one of the methods suggested by the "Information Notice to Owners." If you have not received such a
notice, contact the Construction Contractors Board.
— GET EVIDENCE that all firms from whom you have received a notice of right to a lien have been paid or
have waived the right to claim a lien against your property.
— CONSULT an attorney, a professional escrow company or your mortgage lender.
Informatio n Notic e T o Owne r About
Construction Liens
This is not a lien. Y our contractor is required by law to provide this notice to inform you about construction lien
laws. This notice explains the construction lien la w , and gives ste p s you can t ake to protect your property from a
valid lien. As an owne r , you should read this information notice carefull y . This information notice is required to
be given if you contract for residential construction or remodeling, if you are buying a new home, or at any time
the contract price exceeds $2,000.
• Under Oregon la w , your contractor and others who provide labo r , materials, equipment, or services to your project
may be able to claim p ayment from your property if they have not been p aid. That claim is called a Construction
Lien.
• If your contractor does not p ay subcontractors, employees, ren t al equipment dealers , materials suppliers, or does
not make other legally required p aymen t s, those who are owed money may place a lien against your property for
p ayment. It is in your best interest to verify that all bills related to your contract are p aid, even if you have
p aid your contractor in full.
• If you occupy or will occupy your home, persons who supply materials, labo r , equipment,
or services ordered by your contractor are permitted by law to file a lien against your property
only if they have sent you a timely Notice of Right to Lien (which is di f ferent from this Information Notice),
before or during construction. If you enter into a contract to buy a newly- built, p artially-built, or newly-
remodeled home, a lien may be claimed even though you have not received a Notice of Right to a Lien. If you
do not occupy the building, a Notice of Right
to Lien is not required prior to filing a lien.
This notice is not intended to be a complete analysis of the la w . Y ou should consult an attorney for more information.
Commo n Question s an d Answer s Abou t Constructio n Liens
Can someone record a construction lien even if I p ay my contractor? Y es. Anyone who has not been p aid for labo r ,
material, equipment, or services on your project and has provided you with a valid Notice of Right to Lien has the right to
record a construction lien.
What is a Notice of Right to Lien? A Notice of a Right to Lien is sent to you by persons who have provided labo r ,
materials, or equipment to your construction project. It protec t s their construction lien righ t s against your propert y .
What should I do when I receive a Notice of Right to Lien? Don’t ignore it. Find out what arrangemen t s
your contractor has made to p ay the sender of the Notice of Right to Lien.
When do construction liens need to be recorded? In Oregon, construction liens generally need
to be recorded within 75 days from the date the project was subs t antially completed, or 75 days from the date that the lien
claimant stopped providing labo r , material, equipment, or services, whichever happened first. T o enforce a lien, the lien
holder must file a lawsuit in a proper court within 120 days of the date the lien was filed.
Not e t o Contractor : Thi s notic e mus t b e delivere d personall y , o r maile d b y registere d mail , certifie d mail , o r b y first-class mai l wit h
a certificat e o f mailing . As k th e signin g p artie s t o provid e yo u wit h a n origina l o r cop y t o re t ai n i n you r files . Y o u shoul d re t ai n proo f
o f deliver y o f thi s notic e fo r a t leas t tw o years.
(over)
S te p s Tha t Consumer s Ca n T ak e t o Protec t
Themselv e s
• Contact the Construction Contractors Board (CCB) and confirm that your
contractor is licensed. The law requires all construction contractors to be licensed with
the CCB. Check a contracto r ’ s license online at the CCB consumer website:
ww w .oregon.gov/cc b , or you can call
503-378-4621.
• Review the Consumer Protection Notice (ORS 701.330(1)) , which your contractor must
provide to you at the time of contract on a residential structure.
• Consider using the services of an escrow agent to protect your interes t s. Consult your
attorney to find out whether your escrow agent will protect you against liens when making
p aymen t s.
• Con t act a title com p any about ob t aining a title policy that will protect you from
construction lien claims.
• Find out what precautions, if an y , will be t aken by your contracto r , lending
institution, and architect to protect your project from construction liens.
• Ask the contractor to get lien waivers or lien releases from every subcontracto r ,
materials provide r , equipment provide r , and anyone else the contractor is responsible for
p aying. Do this
before you give your contractor a progress p ayment.
• Have a written contract with your contracto r . A written contract is required for projec t s
greater than $2,000. An original contractor that fails to provide a written contract as required
by la w , may
not place a construction lien against the owne r ’ s propert y .
• If you receive a Notice of Right to Lien, ask for a s t atement of the reasonable value of
the materials, labo r , equipment, or services provided to your project from everyone who
sends you
a Notice of Right to Lien. If the information is not provided in a timely manne r , the sender of
the Notice of Right to Lien may still be able to file a construction lien, but will not be entitled
to attorney fees.
• When you p ay your contracto r , write checks made jointly p ayable to the
contracto r , subcontractors, materials, equipment, or services providers. The
checks name both the
contractor and the subcontracto r , materials or equipment provide r . The checks can only be
cashed if both the contractor and the subcontracto r , materials or equipment provider endorses
it. This ensures that the subcontractor and other providers will be p aid by your contracto r , and
can eliminate the risk of a lien on your propert y .
• Should you have a dispute with your contracto r , you may be able to file a complaint with the
CCB and be reimbursed in whole or in p art from the contracto r ’ s bond. For more de t ails about help
available through the agenc y , write to the CCB at PO Box 14140, Salem, OR 97309-5052 or call
503-378-4621.
• Consult an attorne y . If you do not have an attorne y , consider con t acting the Oregon S t ate Bar
Referral Service at 503-684-3763 or 1-800-452-7636.
Signing this Information Notice verifies only that you have received it. Y our signature does
not give your contractor or those who provide material, labo r , equipment, or services, any
additional righ t s to place a lien on your propert y .
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Job Site Address:
CONTRAC T OR: CCB# : PROPE R T Y OWNER:
Print Name (as it appears on contract) Print Name (as it
appears on contract)
Signature Date Signature
Date
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