AIA Document A101–2017 is a standard form of agreement between owner and contractor for use where the basis of payment is a stipulated sum (fixed price). A101 adopts by reference, and is designed for use with, A201®–2017, General Conditions of the Contract for Construction. In addition, A101 is drafted to be used in conjunction with the A101–2017, Exhibit A, Insurance and Bonds. This insurance and bonds exhibit is a critical part of the owner/contractor agreement and should be discussed with legal and insurance counsel. A101 is suitable for large or complex projects.
For projects of a more limited scope, use of AIA Document A104™–2017, Agreement Between Owner and Contractor for a Project of Limited Scope, should be considered. For even smaller projects, consider AIA Document A105™–2017, Agreement Between Owner and Contractor for a Residential or Small Commercial Project.
AIA Document A101–2017 is intended for use on construction projects where the basis of payment is a stipulated sum (fixed price). It is suitable for any arrangement between the Owner and Contractor where the cost has been set in advance, either by bidding or by negotiation.
This document has been prepared for use in conjunction with AIA Document A201–2017, General Conditions of the Contract for Construction, which is adopted into A101–2017 by a specific reference. This integrated set of documents is suitable for most projects; however, for projects of limited scope, use of A104–2017 may be considered.
AIA Document A101–2017 is used as one part of the Contract Documents that memorialize the Contract for Construction between the Owner and the Contractor. The other Contract Documents are:
General Conditions (i.e., A201–2017)
Insurance and Bonds Exhibit (i.e., A101–2017, Exhibit A, Insurance and Bonds)
Although the AIA does not produce standard documents for Supplementary Conditions, Drawings or Specifications, a variety of model and guide documents are available, including AIA’s MASTERSPEC and AIA Document A503™, Guide for Supplementary Conditions.
AIA Document A101–2017 is published in conjunction with the following related documents:
A201–2017, General Conditions of the Contract for Construction
A701™–1997, Instructions to Bidders
B101™–2017, Agreement Between Owner and Architect
C401™–2017, Agreement Between Architect and Consultant
E203™–2013, Building Information Modeling and Digital Data Exhibit
E204™–2017, Sustainable Projects Exhibit
A503, Guide for Supplementary Conditions
D503™, Guide for Sustainable Projects, including Commentary on AIA Sustainable Projects Documents
Insurance and Bonds. Unlike previous editions of AIA Document A101, which included a fill point to list the types and limits of insurance, and AIA Document A201, which listed general contractual terms regarding insurance, insurance terms relating to the type and amount of coverage have been removed from AIA Document A101–2017 and A201–2017 and have been included in AIA Document A101–2017, Standard Form of Agreement Between Owner and Contractor where the basis of payment is a Stipulated Sum, Exhibit A, Insurance and Bonds. This insurance and bonds exhibit forms an integral part of AIA Document A101–2017 and allows the parties to establish key insurance terms related to the Project. Failure to use AIA Document A101–2017 Exhibit A could result in the parties having little or no insurance coverage to respond to a loss or third party claim related to the Project. The AIA encourages you to discuss AIA Document A101–2017 Exhibit A, along with Article 11 of AIA Document A201–2017, with your insurance broker and legal counsel so that insurance appropriate to your company and Project can be put in place before the start of construction.
Changes from the previous edition.
AIA Document A101–2017 revises the 2007 edition to reflect changes made in AIA Document A201–2017. It incorporates alterations proposed by architects, contractors, owners, and professional consultants. The following are some of the significant changes made:
Throughout. References in AIA Document A101–2017 to the General Conditions refer specifically to A201–2017.
Article 3 – Date of Commencement and Substantial Completion
§ 3.1 The format for the date of commencement of the work has been changed to a checkbox allowing the parties to select either (1) the date of the Agreement, (2) the issuance of a notice to proceed (NTP) by the Owner, or (3) a different date as agreed by the parties. To the extent that the Owner needs additional time to file mortgages or security interests or delay the Project start for reasons other than the issuance of a NTP, the parties would select (and complete) option 3.
§ 3.3.1 A checkbox has been added so that the parties can select whether Substantial Completion of the entire Work will be achieved no later than a specified calendar date or within a certain number of days from the date of commencement.
§ 3.3.2 This section has been added to allow for Substantial Completion of certain phases of the Project to be completed prior to the Substantial Completion date for the entire Work set forth in Section 3.3.1 (tiered Substantial Completion dates). This can be used when portions of the Work will be completed and occupied by the Owner prior to Substantial Completion of the entire Work.
§ 3.3.3 Because liquidated damages are a function of the Contractor’s failure to achieve Substantial Completion within the Contract Time, this section has been added to cross-reference the fill point for liquidated damages in Article 4 (relating to adjustments in the Contract Sum).
Article 4 – Contract Sum
§ 4.2 In order to clarify the handling of alternates on a Project, this provision has been modified to clearly identify alternates that are accepted at the time of contract execution and those alternates that may be accepted after a condition precedent has been met. This clarifies information previously included in a parenthetical instruction.
§ 4.5 A fill-point has been included for the parties to specify a liquidated damages provision or amount. The parties are free to define liquidated damages in this section as they may mutually agree; however, consultation with legal counsel is encouraged.
§ 4.6 As discussed at 4.5 above, AIA Document A101–2007 included a fill point to add a liquidated damages provision and a bonus provision. This fill point was referenced in a parenthetical instruction. Because liquidated damages have been given a separate fill point, a fill point titled “other” has been included to allow the parties to list a bonus provision or other provision that will allow for adjustment of the Contract Sum.
Article 5 – Payments
§ 5.1.6 The Provisions for the calculation of progress payments have been clarified and simplified to clearly delineate the basis for each progress payment.
§ 5.1.7 A more prescriptive provision on retainage has been included that will allow the parties to clearly delineate the retainage amount, exclusions from retainage, and how retainage may be reduced at Substantial Completion.
Article 7 – Termination or Suspension
§ 7.1.1 A fill-point has been added for the parties to identify the termination fee that the Owner would pay to the Contractor in the event of a termination for convenience. This provision works in conjunction with Section 14.4.3 of AIA Document A201–2017.
Article 8 – Miscellaneous Provisions
§ 8.5 This new provision states that the parties will provide insurance and bonds as required in the insurance and bonds exhibit, AIA Document A101–2017 Exhibit A. This replaces Article 10 of A101–2007 with AIA Document A101–2017 Exhibit A. Details on completing AIA Document A101–2017 Exhibit A are included below. It is also important to note that additional insurance provisions are included in Article 11 of AIA Document A201–2017. New for 2017 is a requirement that insurance and bonds be issued by companies lawfully licensed to issue insurance and bonds, as the case may be, in the jurisdiction where the Project is located. Information regarding insurers and sureties admitted to write insurance or issue bonds in your jurisdiction can be found by contacting the insurance commissioner in each state. Contact information for each state’s insurance commissioner can be obtained from the National Association of Insurance Commissioners.
§ 8.6 A new provision is included that will allow the parties to describe how notice may be given in electronic format. This provision works in conjunction with the revised notice provisions found in Article 1 of AIA Document A201–2017. The default for providing notice in electronic format will be through the use of AIA Document E203™–2013, Building Information Modeling and Digital Data Exhibit. However, if the parties elect not to use AIA Document E203–2013, notice in electronic format may be given as specified by the parties in the fill point.
Article 9 – Enumeration of the Contract Documents
§ 9.1.8 This section has been included to allow the parties to incorporate certain optional documents as Contract Documents by checking the appropriate box. Note that AIA Documents E204–2017, Sustainable Projects Exhibit, and any applicable Sustainability Plan may be incorporated as a Contract Document. These documents will be used where the Project is required to achieve a Sustainable Objective, as specified by the Owner, and will include key provisions applicable to the Owner-Contractor Agreement. For specifics about the use of E204–2017, please see the instructions accompanying the document.
Dispute Resolution—Mediation and Arbitration.
This document contains provisions for mediation and arbitration of claims and disputes. Mediation is a non-binding process, but is mandatory under the terms of this agreement. Arbitration may be mandatory under the terms of this agreement. Arbitration is binding in most states and under the Federal Arbitration Act. In a minority of states, arbitration provisions relating to future disputes are not enforceable but the parties may agree to arbitrate after the dispute arises. Even in those states, under certain circumstances (for example, in a transaction involving interstate commerce), arbitration provisions may be enforceable under the Federal Arbitration Act.
The AIA does not administer dispute resolution processes. To submit disputes to mediation or arbitration or to obtain copies of the applicable mediation or arbitration rules, contact the American Arbitration Association at (800) 778-7879 or visit the website at adr.org.