Instructions: A221™-2018, Work Order for use with Master Agreement Between Owner and Contractor

A221–2018 Work Order for use with Master Agreement Between Owner and Contractor

Synopsis.

AIA Document A221–2018 is a Work Order that provides the Contractor’s scope of Work, Contract Time, Contract Sum, and other terms pertinent to the specific Work Order. It is intended for use when the Owner and Contractor have entered into a Master Agreement setting forth the common terms and conditions applicable to all Work Orders. 

A221–2018 is not a stand-alone agreement and must be used in conjunction with a Master Agreement. A221-2018 is coordinated for use with AIA Document A121™–2018, Master Agreement between Owner and Contractor. The Master Agreement plus Work Order contracting method allows multiple scopes of Work to be issued quickly without the necessity to renegotiate the terms and conditions of the Contract. It may be used on projects with a stipulated sum; cost of the work plus a fee, with or without a guaranteed maximum price; or other payment method determined by the parties. If using a cost-plus payment method, the parties will also use A121 Exhibit A, Determination of the Cost of the Work. For all document details and a record of changes, see the summary »

 

 Using A221-2018.

Cover Page

Work Order Number. In order to better identify each Work Order, the cover page has a fill point that allows the parties to include a Work Order number. In general, the parties should assign a sequential number to each subsequent Work Order to aid in identification of each Work Order.

Date. The date represents the date the Work Order becomes effective. It may be the date an original oral agreement on the Work Order was reached, the date the Work Order was originally submitted to the Owner, the date authorizing action was taken or the date of actual execution.

Parties. Parties to the Work Order should be identified using the full address and legal name under which the Work Order is to be executed, including a designation of the legal status of both parties (sole proprietorship, partnership, joint venture, unincorporated association, limited partnership or corporation [general, limited liability, closed or professional], etc.). Where appropriate, a copy of the resolution authorizing the individual to act on behalf of the firm or entity should be attached. Other information may be added, such as telephone numbers and electronic addresses.

Project. The proposed Project should be described in sufficient detail to identify (1) the official name or title of the facility; (2) the location of the site; and (3) a brief description of the Project, including the proposed building usage, size, and capacity or scope.

Architect. The Architect’s full legal or corporate title should be used.

The Contract. The date indicated on the cover page of the Master Agreement under which the Work Order is executed should be included. This will identify the appropriate Master Agreement to which this Work Order applies. In the event the parties entered into more than one Master Agreement on a given date, other identifying information should be included.

Article 2 –  Date of Commencement and Substantial Completion

The following items should be included as appropriate:

§ 2.1 The date of commencement of the Work should be inserted if it is different from the date of the Work Order. It should not be earlier than the date of execution (signing) of the Work Order. After the first sentence, enter either the specific date of commencement of the Work, or if a notice to proceed is to be used, enter the sentence, “The date of commencement shall be stipulated by the notice to proceed.” When time of performance is to be strictly enforced, the statement of starting time should be carefully weighed.

§ 2.3.1 The Subcontract Time may be expressed as a number of calendar days or as a specified date. Select the appropriate box and insert the date or number of days, as appropriate. If a specified date is used, and the date of commencement is to be given in a notice to proceed, these dates must be carefully coordinated to allow sufficient time for completion of the Work.

§ 2.3.2 Where portions of the Subcontractor’s Work may be occupied and used prior to substantial completion of the Subcontractor’s Work, each portion of the Subcontractor’s Work should be described in this section and the substantial completion date for each portion of the Subcontractor’s Work should be provided.

Article 3 –  Contract Sum

§ 3.1 Check the box next to the method used for determining the Contract Sum (lump sum, percentage of Cost of the Work with a Guaranteed Maximum Price, percentage of Cost of the Work without a Guaranteed Maximum Price) or another method as agreed by the parties. Based upon the selection, complete Section 3.2, 3.3, 3.4, or 3.5.

§ 3.2.1 Enter the Contract Sum payable to the Contractor if using a Stipulated Sum

§ 3.2.2 If using a Stipulated Sum, identify any alternates described in the Contract Documents and accepted by the Owner. If decisions on alternates are to be made subsequent to execution of A221–2018, attach a schedule showing the amount of each alternate and the date it expires.

§ 3.2.3 Identify unit prices and any applicable quantity limitations.

§ 3.2.4 Identify and state the amounts of any allowances.

§ 3.3.1.1 Identify any costs that are subject to the Owner’s prior approval.

§ 3.3.2 Enter the method used for determining the Contractor’s Fee (lump sum, percentage of Cost of the Work or other method) and explain how the Contractor’s Fee will be adjusted for changes in the Work.

§ 3.4.1.1 Identify any costs that are subject to the Owner’s prior approval.

§ 3.4.2 Enter the method used for determining the Contractor’s Fee (lump sum, percentage of Cost of the Work or other method) and explain how the Contractor’s Fee will be adjusted for changes in the Work.

§ 3.4.3.1 Insert a Guaranteed Maximum Price for the Cost of the Work and the Contractor’s Fee. Insert specific provisions if the Contractor is to participate in any savings when the final Contract Sum is below the Guaranteed Maximum Price.

§ 3.4.3.2 Identify any alternates described in the Contract Documents and accepted by the Owner. If decisions on alternates are to be made subsequent to execution of A221–2018, attach a schedule showing the amount of each alternate and the date it expires.

§ 3.4.3.3 Identify unit prices and state quantity limitations, if any, to which the unit price will be applicable.

§ 3.4.3.4 Identify and state the amounts of any allowances.

§ 3.5 Where the Contract Sum will be determined by a method other than lump sum, percentage of Cost of the Work with a Guaranteed Maximum Price, percentage of Cost of the Work without a Guaranteed Maximum Price, identify the method for determination.

§ 3.6 Insert the amount and any conditions for liquidated damages relating to failure to achieve Substantial Completion of the Work, or designated portion of the Work, on time. Liquidated damages are not a penalty to be inflicted on the Contractor, but must bear an actual and reasonably estimable relationship to the Owner’s loss if construction is not completed on time. If a provision for liquidated damages is included, it should be carefully drafted by the Owner’s attorney and acceptable to the Contractor’s attorney. For further information on liquidated damages, see AIA Document A503™, Guide for Supplementary Conditions.

Article 4 –  Payments

§ 4.1 When there are multiple Owners, the period and dates of the Application for Payment may vary. Insert the time period covered by each application for payment if it differs from Article 10 of the Master Agreement.

§ 4.2 Insert the percentage or amount of retainage, if any, to be withheld if it differs from Article 10 of the Master Agreement.

Article 5 –  Insurance and Bonds

§ 5.1 Where the Contractor is required to provide insurance other than what is required in the Master Agreement, insert the type and limits of insurance.

§ 5.2 Where the Contractor is required to provide insurance in addition to that required in the Master Agreement, insert the type and limits of insurance.

§ 5.3 Indicate the applicable coverage limits for the Contractor’s professional liability coverage, if applicable.

§ 5.4 Indicate the applicable coverage limits for the Contractor’s pollution liability coverage, if applicable.

§ 5.5 Where the Contractor will provide professional liability and pollution liability coverage under a combined policy, indicate the applicable coverage limits.

§ 5.6 Where the Contractor is required to provide payment and performance bonds, indicate the penal sum of each bond in the space provided.

Article 6 –  Party Representatives

§ 6.1 Identify the name, title and other identifying information of the individual authorized to act on the Owner’s behalf with respect to the Work Order. This may be the same or a different individual than the representative authorized to act on the Owner’s behalf with respect to, and identified in the Master Agreement.

§ 6.2 Identify the name, title and other identifying information of the individual authorized to act on the Contractor’s behalf with respect to the Work Order. This may be the same or a different individual than the representative authorized to act on the Contractor’s behalf with respect to, and identified in the Master Agreement.

Article 7 –  Enumeration of Contract Documents

A detailed enumeration of all Contract Documents must be made in this article. List additional documents in Section 7.1.7 that will form part of the Contract Documents.

 

Executing the agreement.

The persons executing AIA Document A221–2018 should indicate the capacity in which they are acting (i.e., president, secretary, partner, etc.) and the authority under which they are executing the Work Order. Where appropriate, a copy of the resolution authorizing the individual to act on behalf of the firm or entity should be attached.

 

Important.

Modifications. Particularly with respect to professional or contractor licensing laws, building codes, taxes, monetary and interest charges, arbitration, indemnification, format and font size, AIA Contract Documents may require modification to comply with state or local laws. Users are encouraged to consult an attorney before completing or modifying a document.

Reproductions. This document is a copyrighted work and may not be reproduced or excerpted from without the express written permission of the AIA. There is no implied permission to reproduce this document, nor does membership in The American Institute of Architects confer any further rights to reproduce this document. For more information, see the document footer and the AIA Contract Documents® Terms of Service.

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