| Bond: default performance bond for a construction project A default performance bond to be given by a contractor's bondsman or other surety. The bond may be adapted for use with any form of building or engineering contract, but uses terminology consistent with a JCT building contract. |
| Memorandum of understanding A memorandum of understanding for use in either: A two party 50:50 UK joint venture where both parties intend to contribute existing businesses to a newly formed joint venture company; or A two party UK joint venture where one party will hold the majority of the shares in the joint venture company and intends to contribute an existing business to the newly formed company, and the other party will be the minority shareholder and intends to grant a licence of intellectual property rights, and provide related technical support, to the joint venture company. |
| Payment notice for construction contract (contract dated before 1 October 2011) A payment notice for a construction contract entered into between 1 May 1998 and 30 September 2011 in England and Wales. The notice: May be used with a construction contract that does not specify the form of payment notice to be used. Is drafted to comply with the requirements of the Scheme for Construction Contracts (England and Wales) Regulations 1998 (SI 1998/649) (Scheme for Construction Contracts 1998) and section 110 of Part II of the Housing Grants, Construction and Regeneration Act 1996 (Construction Act 1996) (as enacted). Is not intended for use with a construction contract that sets out its own payment terms. |
| Schedule of amendments to JCT Design and Build Contract, 2011 edition DB11: an agreement incorporating a schedule of amendments to the JCT Design and Build Contract, 2011 edition (DB11), the JCT's leading design and build contract. |
| Confidentiality letter (pre-contract advice to a contractor) A standard form confidentiality letter from a professional consultant to a contractor, for use prior to and during the tender process. Although written from the professional consultant to the contractor, it is usually generated by the contractor. The agreement is written as a letter requiring the professional consultant to treat information and documents provided by the contractor as confidential. It may be adapted for use on a construction or engineering project. In other legal contexts, the letter might be described as a non-disclosure agreement. |
| Collateral warranty to be provided by a contractor A collateral warranty to be provided by a traditional or design and build contractor in favour of a funder, purchaser or tenant. |
| Novation of professional appointment from employer to contractor A deed of novation novating a professional consultant's appointment from the professional consultant and the employer to the contractor and an employer. This precedent is intended for use where a professional consultant's appointment is novated to a design and build contractor, but may be adapted for other construction documents or for other circumstances. |
| Termination: second notice: clause 8.4.2 of the JCT SBC 11 and JCT DB11 A second notice terminating the building contractor's employment under a JCT contract, in letter form, referring to clause 8.4.2 of the JCT Standard Building Contract, 2011 edition (JCT SBC11) or JCT Design and Build Contract, 2011 edition (JCT DB11). |
| Vesting certificate (construction goods, plant or materials) A vesting certificate for construction goods, plant or materials, in letter form, used to confirm that ownership of the goods, plant or materials will transfer from one party to another on payment. |
| NEC3: Engineering and Construction Contract form of agreement A form of agreement for use with the NEC3 Engineering and Construction Contract (ECC), including a priority of documents clause and provisions catering for the situation where the contractor is an unincorporated joint venture. Note that, due to this document's use of NEC3 style and language, it is not available in PLC Firmstyle. NOTE: This standard document refers to the NEC3 suite of contracts, including its June 2006 and September 2011 amendments. Publication of the new, NEC3 April 2013 editions was announced on 10 April 2013 and we will update this standard document to refer to them as soon as we receive copies. |
| Letter of intent A letter of intent, between an employer and a building contractor, for use on a construction or engineering project. |
| Articles of association: joint ventures: majority and minority shareholder Specimen articles of association for a joint venture between two corporate shareholders where one holds the majority of the shares in the joint venture company and the other is the minority shareholder. The standard document can also be adapted for use where there are more than two shareholders in the joint venture. The document contains suggested changes and links to additional clauses in the drafting notes to assist in adapting the document for a multi-party joint venture. |
| Schedule of amendments to JCT Standard Building Contract, 2011 edition SBC11: an agreement incorporating a schedule of amendments to the JCT Standard Building Contract, 2011 edition (SBC11), the JCT's leading traditional procurement contract. The amendments may be adapted for use with the "With Quantities" (SBC/Q), "Without Quantities" (SBC/XQ) and "With Approximate Quantities" (SBC/AQ) versions of the SBC11. |
| Construction enquiries before contract A set of construction enquiries before contract, primarily intended for use with a commercial property development (including a mixed-use development), whether planned, in progress or recently completed. The document may also be used to assist in other circumstances. For example, determining the construction aspects of a project when preparing development finance documents or carrying out due diligence for a corporate transaction involving a property development or property development company. |
| Escrow account: bank instruction letter: construction project Joint letter from the parties' solicitors instructing the bank to operate an escrow account established under the terms of a building or engineering contract. |
| On demand performance bond An on demand performance bond (also called a performance guarantee) involving an independent payment obligation, to be issued in letter form, typically by a bank. |
| Articles of association: joint venture deadlock company Specimen articles of association for a deadlocked joint venture company with two corporate shareholders and two classes of shares, in which each class of shareholder and the directors appointed by the shareholder have the right to veto decisions. |
| Schedule of amendments to JCT Intermediate Building Contract, 2011 edition IC11 and ICD11: an agreement incorporating a schedule of amendments to the JCT Intermediate Building Contract, 2011 edition. The amendments can be used with the "with contractor's design" (ICD11); or without contractor's design (IC11) versions. (Note: the JCT intermediate contract series used to be referred to as the IFC contracts.) |
| Termination: first notice: clause 8.4.1 of the JCT SBC11 and JCT DB11 A first notice leading to possible termination of a building contractor's employment under a JCT contract, in letter form, referring to clause 8.4.1 of the JCT Standard Building Contract, 2011 edition (JCT SBC11) or JCT Design and Build Contract, 2011 edition (JCT DB11). |
| Advance payment bond An on demand advance payment bond (also called an advance payment guarantee) involving an independent payment obligation, to be issued in letter form, typically by a bank. The bond is primarily intended for use on a construction and engineering project, although it could be used or adapted for other commercial supply contracts, including where a customer pays a supplier in advance for a piece of machinery or equipment. |
| Acceleration agreement for a construction or engineering contract A formal acceleration deed recording an express or directed acceleration on a construction or engineering project, under which the parties agree that the works must be completed earlier than would otherwise be contractually required. The deed allows for sectional completion. |
| Joint venture shareholders' agreement: 50:50 deadlocked joint venture A standard document for a joint venture agreement between two corporate parties pursuant to which a deadlocked joint venture company is established and operated. |
| Pay less notice for construction contract A pay less notice for a construction contract entered into on or after 1 October 2011 in England and Wales. The notice: May be used with a construction contract that does not specify the form of notice to be used, including an oral contract. Is drafted to comply with the requirements of the Scheme for Construction Contracts (England and Wales) Regulations 1998 (SI 1998/649), as amended by the Scheme for Construction Contracts (England and Wales) Regulations 1998 (Amendment) (England) Regulations 2011 (SI 2011/2333) (Scheme for Construction Contracts 1998) and section 111 of Part II of the Housing Grants, Construction and Regeneration Act 1996 (Construction Act 1996), as amended by Part 8 of the Local Democracy, Economic Development and Construction Act 2009 (LDEDC Act 2009). Is not intended for use with a form of construction contract that sets out its own payment terms. |
| Withholding notice for a construction contract A withholding notice for a construction contract entered into between 1 May 1998 and 30 September 2011 in England and Wales. The notice: May be used with a construction contract that does not specify the form of notice to be used. Is drafted to comply with the requirements of the Scheme for Construction Contracts (England and Wales) Regulations 1998 (SI 1998/649) (Scheme for Construction Contracts 1998) and section 111 of Part II of the Housing Grants, Construction and Regeneration Act 1996 (Construction Act 1996) (as enacted). Is not intended for use with a form of construction contract that sets out its own payment terms. |
| Parent company guarantee from contractor's parent company A parent company guarantee (PCG) to be provided by a contractor's parent company in connection with the contractor's obligations under a building or engineering contract. |
| On demand bid bond An on demand bid bond (also called a tender bond or tender guarantee) involving an independent payment obligation, to be issued in letter form, typically by a bank. The bond is primarily intended for use on a construction and engineering project, although bid bonds are rare in the UK construction market. |
| Deed of adherence: joint ventures A deed of adherence for use in connection with the Standard document, Joint venture shareholders' agreement: majority and minority shareholder, as adapted for a joint venture involving more than two parties. |
| Schedule of construction documents A table for recording the documents that have been created, or need to be created, on a construction and engineering project, as well as the progress of the negotiation and completion of those documents. Construction and engineering projects are often complex and document-heavy. This standard document takes the form of a schedule that can be used to report to a client (or within a business) on the progress of the documents and the negotiation or completion of those documents as the project progresses. When the legal phase of a project concludes, it can form the basis of an index for a file or bible of construction and engineering documents. |
| Schedule of third party rights to be provided by a sub-contractor A schedule of third party rights to be provided by a sub-contractor (usually a design sub-contractor) in favour of an employer, funder, buyer (purchaser) or tenant, using the Contracts (Rights of Third Parties) Act 1999. |
| Novation of building contract by contractor's administrator A novation agreement transferring the rights and obligations of a building contractor from the first contractor (in administration) to a second (solvent) contractor. For a novation agreement, novating a consultant's appointment from the professional consultant and the client to the professional consultant and the contractor, see Standard document, Novation of professional appointment from employer to contractor. |
| Parent company guarantee from employer's parent company A parent company guarantee (also known as a payment guarantee) to be provided by an employer's parent company in connection with payments under a building or engineering contract. |
| Payment notice for construction contract (contract dated on or after 1 October 2011) A payment notice for a construction contract entered into on or after 1 October 2011 in England and Wales. The notice: May be used with a construction contract that does not specify the form of notice to be used, including an oral contract. Is drafted to comply with the requirements of the Scheme for Construction Contracts (England and Wales) Regulations 1998 (SI 1998/649), as amended by the Scheme for Construction Contracts (England and Wales) Regulations 1998 (Amendment) (England) Regulations 2011 (SI 2011/2333) (Scheme for Construction Contracts 1998) and section 110A or 110B of Part II of the Housing Grants, Construction and Regeneration Act 1996 (Construction Act 1996), as amended by Part 8 of the Local Democracy, Economic Development and Construction Act 2009 (LDEDC Act 2009). Is not intended for use with a construction contract that sets out its own payment terms. |
| ABI model form of guarantee bond Form of guarantee bond published by the Association of British Insurers (ABI), which was adopted by the National Joint Consultative Committee for Building. |
| Joint venture shareholders' agreement: majority and minority shareholder A standard document for a joint venture agreement between two corporate parties where one party holds the majority of the shares in the joint venture company and the other party is the minority shareholder. The document contains the terms for establishing and operating the joint venture company, and can be adapted for use where there are more than two parties to the joint venture. Suggested alternative clauses for a multi-party joint venture are included in the standard document. |
| Collateral warranty to be provided by a sub-contractor to an employer A collateral warranty to be provided by a sub-contractor (usually a design sub-contractor), in favour of an employer. For a form of sub-contractor collateral warranty in favour of a funder, purchaser or tenant, see Standard document, Collateral warranty to be provided by a sub-contractor to a funder, purchaser or tenant. |
| Memorandum to board of directors on the Bribery Act 2010 A memorandum to the board of directors on the Bribery Act 2010, explaining why action is required and what actions should be taken. |
| Pre-construction services agreement (PCSA) A pre-construction services agreement (PCSA) is used to appoint a design and build contractor to carry out services before entering into a formal building contract. A PCSA is sometimes referred to as a pre-construction agreement (PCA) and is used in two-stage tendering to obtain further design input, buildability advice, technical advice and detailed costs information from a prospective contractor. A PCSA is a formal agreement to provide specified services (and sometimes to carry out specific works) and is not a letter of intent. This PCSA is drafted on the basis that the parties intend to use an amended form of the JCT Design and Build Contract, 2005 edition, Revision 2 2009 (DB05) or the 2011 edition (DB11). However, the parties may adapt it for use with other building contracts. |
| Escrow account: escrow letter: construction project Joint letter from the parties to their solicitors, setting out the terms on which the solicitors have agreed to act as escrow agents in relation to the operation of an escrow account established under the terms of a building contract or engineering contract. |
| Schedule of third party rights to be provided by a contractor A schedule of third party rights to be provided by a traditional or design and build contractor in favour of a funder, purchaser or tenant, using the Contracts (Rights of Third Parties) Act 1999. |
| Collateral warranty to be provided by a sub-contractor to a funder, purchaser or tenant A collateral warranty to be provided by a sub-contractor (usually a design sub-contractor), in favour of a funder, purchaser or tenant. For a form of sub-contractor collateral warranty in favour of an employer, see Standard document, Collateral warranty to be provided by a sub-contractor to an employer. |
| Waiver of moral rights A specimen form of waiver by which the author of a copyright literary, dramatic, musical or artistic work, or the director of a copyright film, waives his rights to be identified as the author or director of the work in question and/or his right to object to derogatory treatment of the work. |
| Confidentiality agreement: joint ventures A long form confidentiality agreement (also known as a non-disclosure agreement) for use in either: A joint venture where both parties are disclosing information about businesses to be contributed to the joint venture; or A joint venture where one party is disclosing information about a business to be contributed to the joint venture and the other party is disclosing information about intellectual property rights to be licensed to the joint venture. In the form of an agreement rather than a letter. It has been drafted for use in a UK context. |
| Schedule of amendments to JCT Intermediate Building Contract, 2005 edition, Revision 2 2009 Revision 2 2009: an agreement incorporating a schedule of amendments to the JCT Intermediate Building Contract, 2005 edition, Revsion 2 2009 (IC05). The amendments can be used with the "with contractor's design" or without contractor's design versions of the IC05, known as ICD05 and IC05. (Note: the IC05 and ICD05 are the successors to the IFC98 contracts.) The IC05 and ICD05 have been replaced by the JCT Intermediate Building Contract, 2011 edition (IC11 or ICD11): see Standard document, Schedule of amendments to JCT Intermediate Building Contract, 2011 edition. We no longer maintain this resource. |
| Schedule of amendments to JCT Standard Building Contract, 2005 edition, Revision 2 2009 Revision 2 2009: an agreement incorporating a schedule of amendments to the JCT Standard Building Contract, 2005 edition, Revision 2 2009 (SBC05), the JCT's leading "traditional" contract. The amendments may be adapted for use with the "With Quantities", "Without Quantities" and "With Approximate Quantities" versions of the SBC05. The SBC11 has been replaced by the JCT Standard Building Contract, 2011 edition (SBC11): see Standard document, Schedule of amendments to JCT Standard Building Contract, 2011 edition. We no longer maintain this resource. |
| Schedule of amendments to JCT Design and Build Contract, 2005 edition, Revision 2 2009 Revision 2 2009: an agreement incorporating a schedule of amendments to the JCT Design and Build Contract, 2005 edition, Revision 2 2009 (DB05), the JCT's leading "design and build" contract. The DB05 has been replaced by the JCT Design and Build Contract, 2011 edition (DB11): see Standard document, Schedule of amendments to JCT Design and Build Contract, 2011 edition. We no longer maintain this resource. |