Many folks that hand you their form of contract will tell you that they do not amend their contracts. Some contracts even say that on the face of the document. That said, many contracts are negotiable, but the extent of that negotiation is usually correlated with your price, your relationship, how late they are in buying out your scope, and how unique or specialized your product or trade may be, just to name a few factors.

But when it comes to amending the contract, most folks prefer a separate addendum, or document to that references the changes that are being made in the contract. This addendum is in lieu of redlining or crossing out and handwriting on the contract itself, but know that marking up the contract by hand is perfectly legal and enforceable so long as both parties agree.

Here are a few tips for the addendum.

• First, the addendum should say that it supersedes the contract and all contract documents and exhibits. Doing so will ensure that these changes control over silent or conflicting terms.
   
• Second, this addendum should include all the proposed strikeouts and changes to all the contract documents and exhibits including, but not limited to, legal terms, price, scope, schedule, means and methods, bonding and insurance.
   
• Of particular importance to include are any assumptions, qualifications and exclusions you may have related to the project which may have been in your bid, estimate or quote. If you don’t include them in the addendum to the contract, they may be considered excluded from the final contract.

Something else to consider is that you may have already obligated yourself to the other party’s form of contract, without modification, by agreeing to submit a bid or during the prequalification phase. To know, you need to read and understand all of the terms and conditions you are agreeing to when you submit a bid or your prequalification form. You may have also obligated yourself to the other party’s contract form, without modification, by signing their letter of intent. Again, you need to read all of the terms of the letter of intent. Don’t expect all of your changes to be accepted, but you don’t get what you don’t ask for.

We hope this helps you understand the construction contracting process a little better. If you have questions about your contract, send us an email or give us a call. And make sure to check out our other free tools and our weekly podcast.