• Key guidance for general contractors and subcontractors on how to balance the risks of a project and how to resolve contract issues successfully
• Analysis of the contractual arrangements that are the most effective for efficient teamwork and job performance
• Guidance on how to resolve breaches of time, scope and price

Construction contracting involves subcontracting. And subcontracting contains its own specialized set of rules, techniques, problems and - inevitable in construction - claims and disputes. How subcontracting is managed - bids, contract forms and clauses, project administration, and more - depends on whether you are a contractor or a subcontractor, and on the nature of the project. How these activities are managed can, in many instances, make or break a project.

The relationship between the general contractor and subcontractors is one of the keys to any successful construction project. Their roles and their legal obligations to one another are governed by the contract documents between them and by a complex set of rules derived from statute and case law. The purpose of this course is to examine the most difficult issues which can arise between the general contractor and subcontractors on almost any job and to discuss the practical ways in which those problems can be resolved.

As the detailed Course Curriculum illustrates, the program offers key guidance on how to balance the risks of a project; what contractual arrangements are the most effective for efficient teamwork and job performance; how to resolve breaches, of time, scope and price; and more. Further, the program offers special analysis of the rights and obligations of subcontractors, general contractors, and other project participants; payment terms; scheduling and coordination of work; subcontract administration; remedies for failure to perform; changes and claims; subcontractor remedies for owner actions; dispute resolution...all with a special emphasis on risk allocation.

The course will be presented by a team of experienced construction practitioners from the law firm of Rogers, Joseph, O'Donnell and Quinn in San Francisco. Led by Course directors, Neil O'Donnell and Mike Matthews, they will lay out the issues and discuss solutions for these recurrent points of conflict.

We look forward to your participation.

The Course Curriculum

1. The Basic Relationship Among the Parties
   1. Who's in Charge?
   2. Responsibility for Coordination
   3. Dealing with the owner
   
   
2. The Bid Process
   1. Obtaining the Bids
   2. Enforcing the Bids
   3. Prohibitions on Bid Shopping
   
   
3. Payment
   1. The Standard Payment Clauses
   2. Pay When Paid/Pay If Paid
   3. Mechanics Liens/Sub Notices
   4. Miller Act and Payment Bonds
   
   
4. Changes
   1. The Standard Clauses
   2. When is a Change Beyond the Scope of the Clause?
   3. Payment
      1. Before or After the Work?
      2. How is it measured?
   
   
5. Indemnity Obligations/Insurance
   1. What Indemnity Provisions are Appropriate and Enforceable?
   2. Insurance
      1. What does it cover?
      2. Who does it benefit?
   
   
6. Terminations
   1. Termination for Cause
      1. The Grounds
      2. The Consequences
   2. Terminations for Convenience
      1. When are they permitted?
      2. What is their cost?
   
   
7. Delay Damages
   1. Theories of Recovery
   2. Damages Available
   3. The Interplay between General and Subcontractor Delay
   
   
8. Claims
   1. Claims by the General Against the Sub
   2. Claims by the Sub Against the Owner
   3. Claims by the Sub Against the General
   
   
9. Disputes
   1. Arbitration
   2. Mediation
   3. The Court Systems
   4. Effect of Contract Disputes Act on Prime/Sub relationship on Federal Projects
   
   
10. State and Federal False Claims Acts
    1. When do they apply?
    2. What are their consequences?

The Course Faculty

Attorneys O’Donnell and Matthews, along with a team of experienced practitioners from the distinguished San Francisco law firm of Rogers, Joseph, O’Donnell and Quinn, will present the course.

Neil H. O’Donnell In 25 years of practice, Neil O’Donnell has specialized in construction and public contract law at the federal, state and local levels. He has litigated cases in federal and state trial and appellate courts, the boards of contract appeals and the General Accounting Office. He has served as Chairman and Vice Chairman of several committees of the ABA Public Contract law Section as well as on the Executive Committee of the State Bar Public Law Section. He has written and lectured on a wide variety of construction and government contract issues. He also presently serves on the Advisory Committee for The Government Contractor and the Associated General Contractors Legal Advisory Committee and is a member of the ABA Forum Committee on the Construction Industry. He received his law degree from Yale Law School where he was an editor of the Yale Law Journal.

J. Michael Matthews Mike Matthews is co-chair of the Construction Practice Group. Mr. Matthews has tried over 30 jury and court trials involving construction defects, mechanics liens, general-subcontractor disputes, commercial disputes, professional negligence, product liability, real estate fraud, insurance coverage (including bad faith), partnership disputes, and other claims. A Graduate of the Georgetown University Law Center, Mr. Matthews also serves as an arbitrator and mediator, has taught real estate law in the M.B.A. program at Golden Gate University, and has spoken on a variety of subjects including construction issues, litigation skills, and insurance coverage, among others.