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Construction Contract Agreement Not Signed but Subcontractor's Work is Now Complete

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  • 03-14-2018, 08:30 PM
    lookingforanswer!
    Construction Contract Agreement Not Signed but Subcontractor's Work is Now Complete
    My question involves business law in the state of: Hawaii

    Hello, thank you in advance for your help.

    General contractors have been gravitating toward using "Master Subcontract Agreements" (MSA) and "Job Specific Work Authorization Agreements." (WAA)

    The general contractor asks his subcontractor to sign the MSA once and says this MSA will cover all future projects. And, for each project, a WAA will be created and signed by both parties.

    The MSA is a very lengthy boilerplate agreement and covers everything under the sun (to the general contractors benefit). The WAA is somewhat shorter and includes negotiated items such as "who does what" and "how much money" and "what's included and not included." For the parts of the WAA that conflict with the MSA, the WAA is intended to supersede the MSA.

    Initially, the subcontractors provided general contractor a quotation and it contained "General Conditions and To Be Furnished By Others."

    Then, general contractor asked subcontractor to sign the MSA, which subcontractor did.

    Then, the general contractor asked subcontractor to sign the WAA.

    The WAA was not signed, and the job was started and was completed.

    What agreement or what set of terms would govern disputes such as payment terms and liability for damages? The subcontractors quotation and its accompanying "General Conditions and To Be Furnished By Others" (OR) the General Contractors MSA document?

    1.) The subcontractor claims that he performed the work under the assumption that the general contractor accepted his proposal and General Conditions and To Be Furnished By Others Document and feels this is the governing document that replaced the WAA since the WAA was never agreed to and signed.

    2.) The general contractor claims that the subcontractor signed the MSA and since this is the only document signed, this document governs any disputes and claims.
  • 03-15-2018, 08:20 AM
    Mr. Knowitall
    Re: Construction Contract Agreement Not Signed but Subcontractor's Work is Now Comple
    Quote:

    Quoting lookingforanswer!
    View Post
    Initially, the subcontractors provided general contractor a quotation and it contained "General Conditions and To Be Furnished By Others."

    Then, general contractor asked subcontractor to sign the MSA, which subcontractor did.

    Then, the general contractor asked subcontractor to sign the WAA.

    To the extent that the quote is contradicted by anything in the MSA, the MSA (being signed later) governs.

    To the extent that the terms of the WAA differ from the terms of the subcontractor's bid, depending upon the full facts, the contractor's request for the WAA may be interpreted as a rejection of those proposals. What would happen next would depend upon the facts and nature of any dispute, including how those issues would be addressed under the quote, under the proposed WAA, and under standard industry practices.
    Quote:

    Quoting lookingforanswer!
    The WAA was not signed, and the job was started and was completed.

    So what's the issue? You have not indicated that there is a dispute over the amount of money the subcontractor quoted for the job. So is the issue that the general contractor disagrees that the work is complete? Is it that the general contractor is not happy with the quality of the work and believes that some of it needs to be done over? Something else?

    If the issue is that the contractor does not believe that the work is complete, or that it was not performed to the terms of the quote or to industry standards, it is unlikely that anything in the quote will insulate the subcontractor from being responsible for the quality of work by his own subs. For any meaningful discussion, you will need to explain the nature of the dispute along with some basic facts.
  • 03-15-2018, 03:25 PM
    lookingforanswer!
    Re: Construction Contract Agreement Not Signed but Subcontractor's Work is Now Comple
    The issue is, the general contractor was responsible for layout and marking of underground utilities per verbal agreement with subcontractor. The MSA says that sub is to provide layout and locate underground utilities. The sub's quotation and General Conditions excludes this work and requests that the general contractor perform this work. The general contractor did provide layout and marking of underground utilities. The subcontractor hit an underground utility that was more than 2ft away from a marked underground utility line. General contractor wants to split the cost with the sub, but the sub does not feel liable for any of the cost.
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