California Construction Contract Writer Book with CD ROM

If You're a California Contractor, You Need to Be Good at Writing Contracts

If you're a California contractor, you need to be good at writing contracts.

That seems elementary. But few construction contractors would consider themselves adept at preparing construction contracts.

That's too bad because there are good reasons and plenty of opportunities to get control of the contract drafting process on your jobs.

Reasons: The party who controls the contract also controls the bottom line. That's accepted wisdom among vendors in nearly all industries. Buy a car or a kitchen appliance or take your car to the mechanic for service and you'll be handed a document (contract) to sign. Vendors aren't dumb. They know from experience that contracts offer protection. What's true for an auto dealer, an appliance retailer or an auto repair shop is just as true for construction contractors. You need the same protection. And the best way to get that protection is with a contract you draft yourself.

Opportunities: Every contractor who enters into a construction agreement has a chance to either draft the document or negotiate terms of that agreement. Relatively few private jobs are done on a take-it-or-leave-it basis on a printed contract form. Most residential, commercial and industrial jobs are done on contracts negotiated between the property owner and the contractor. Many contractors offer to prepare the contract simply because the property owner wouldn't know where to start. On most jobs, the construction contractor starts contract negotiations simply by submitting a written bid. Attaching a proposed contract to that bid makes it easy for your client to say "Yes." Even if not accepted immediately, a contract tendered with the written proposal is likely to become the basis for further negotiation - especially if the contract has a professional appearance and is obviously custom-designed for the job.

Most experienced construction contractors (and every lawyer) will agree: When you work under a contract you drafted, you've got control of the job.

Of course, not every client will be eager to do business based on your contract. Some will offer their own contracts. Others will object to specific terms in the agreement you offer. What then? No problem. That's the way it's supposed to be ¸negotiation. The better you and your client understand the agreement, the less likely there'll be surprises and disputes.

But no matter what objection a client may have to the contract you offer, doing business on your own agreement is the best choice.

Obviously, you've got a major advantage in contract negotiations if you're good at drafting contracts:

You can make quick and easy contract revisions,

Your printed contract looks highly professional,

You're confident the contract complies with state law,

You can deliver a contract almost instantly by email, and

You deliver the finished contract in a format that can't be easily changed.

And that brings us to the Construction Contract Writer program, which does all of that, and considerably more. California Construction Contract Writer (CCW) is on the disc bound inside the back cover of this book.

CCW is a Little Different

For many years, construction contract forms were sold on paper, usually at a hefty price per page. If a change was needed in the printed form, you had to write between the lines or make notes in the margin or attach a separate sheet. That made for messy contracts and more than a few disputes.

Now that nearly everyone in business has a computer and a word processor (like MS Word or WordPad), it makes more sense to buy construction contracts in digital form, either on disc or by download off the Web. That's Generation II in the development of modem construction contracting practice. It's clearly a step in the right direction. Making changes, additions and deletions in a digital file is easy. But there's still a problem: flexibility. You're going to be stuck with contract clauses that don't really apply. And no stock contract covers even a fraction of the thousands of possibilities that make every construction project unique. Worse, stock contracts seldom explain what each clause means or when it should be used. That's left up to you.

CCW is Generation III

CCW isn't a digital form you change with a word processor - though it includes a word processor. CCW isn't a stock contract in portable document format (PDF) - though CCW output can be either RTF or PDF. CCW is best described as an interview. To write a contract that fits your job precisely, just answer the questions. When you click to answer, CCW adds to your contract (lower center window in Figure 1). An Explainer window (lower right in Figure 1) describes what you need to know before selecting an option. Bias icons and the Contract Bias window (upper right in Figure 1) identify who is favored by each contract clause and by the developed contract as a whole. The Interview Navigator window (left side in Figure 1) makes it easy to move from topic to topic. When the interview is completed, you'll see a string of check marks next to the subjects listed in the Navigator.

The interview can be as short or as long as you want.

You decide what's covered in the contract and what's omitted.

Enter names just once. CCW fills in all the names from then on.

When completed, print two copies of the contract - one for you and one for your client. Deliver the contract with your bid. That makes it easy for your client to say "Yes" and to sign on the dot-

ted line. If changes are needed, simply jump back into CCW to make revisions. You can change your answer to any interview question or even type text directly into the contract. Then print it again.

Whether you're bidding a big commercial project or a simple home repair job, CCW can draft the contract you need. Once you've created the prime contract, use it to clone subcontracts for the same job.

Maybe best of all, you know the contract is legal and enforceable in your state because CCW is written for your state.

If You're Not Good at Writing Contracts

If there are both good reasons and plenty of opportunities to control the writing of construction contracts, why aren't most contractors expert at doing exactly that?

Good question. And here are three common responses.

First: Contract drafting is about contract law, not construction. Who has time to understand all those statutes and court decisions? That's what lawyers do. I'm a builder.

Second: It's not really that important. Who reads all that boilerplate, anyhow? I use a printed contract I found on the Web. No matter what the contract says, my customers are always right. I'll make it good if there s a dispute - even if the contract says I don't have to.

Third: I'm too busy. I don't have time to write a custom contract for every job. Having an attorney do that for me is out of the question. I have other priorities and better ways to spend my money.

Let's look at these three excuses to see if CCW could change your perspective.

Excuse 1: It's About
Contract Law, Not Construction

Part true and part false. Drafting construction contracts is about both law and construction. But it's probably easier for you to master a few basic principles of contract law than it is to teach an attorney the essentials of construction. Sure, it's possible to make a mistake. But there are ways to avoid the most common errors.

Construction contract-drafting mistakes fall into the following three categories:

The first category is business risk. Is it a good deal or a bad deal? Will you make money on this job? Lawyers usually don't give advice on that topic. Business risk is your decision. If you've been a construction contractor for a while, you're probably an expert at business risk. Nothing a lawyer can do and nothing in CCW will eliminate business risk.

The second category is compliance with state and federal law. Many states won't let a contractor sue to collect the contract price if the contract doesn't comply with state law. Both an attorney of your choice and CCW can address that issue.

The third category is omissions. Does the contract cover what happens when something goes wrong? CCW is very comprehensive, offering a universe of options far broader than needed for nearly any job. But you still have to answer the interview questions. If you don't have time to consider and understand the options available, maybe you need an attorney more than you need CCW.

Of course, there's a middle ground. Attorneys are accustomed to reviewing contracts. Produce a contract with CCW and get an opinion from legal counsel before offering the document for your client's signature. If your attorney suggests changes, and if CCW can't accommodate those recommendations, maybe CCW is not the best choice for your work. If a CCW contract is approved by your legal counsel, use that contract as a model for all similar jobs. CCW makes it easy to clone any contract on file.

On a difficulty scale, writing good construction contracts with CCW is probably easier than preparing your own tax return with one of the popular income tax programs. If you've used and are satisfied with a program such as Tax Cut or TurboTax, expect CCW to become another of your favorites.

Excuse 2: It's Not Really That Important

Clearly false. What a contract says is important. Courts in every state take contracts very seriously. And for good reason. The U.S. Constitution (Article I, Section 10) makes it clear: No State shall pass any law impairing the obligation of contracts. Courts actually read construction contracts and try to make conscientious decisions about what the contract requires. Even if you didn't read a contract you signed and even if you don't understand what it says, a court (or arbitrator or the attorney representing your opponent) will read the contract word-by-word to discern what you must have intended. When deciding construction contract cases, courts assume the parties meant what they said and said what they meant. Consider that before signing any contract.

If you're prepared to concede every contract issue and do whatever it takes to satisfy customers, you have my admiration. There aren't many of you around like that any more. And I suspect I know why. It's nearly impossible to stay in business if even the most outrageous complaint has to be satisfied by sacrificing your profit margin. Vendors selling cars, appliances, and auto repair services would never consider doing business that way. You shouldn't either.

Contracts help draw the line. Any attorney will tell you that the essence of contract law is to reward reasonable expectations. There's no harm in setting the record straight when a client asks for more than the contract provides. Anything else invites abuse.

Many states have enacted consumer-protection laws which stack the deck in favor of consumers - such as when a construction contractor is negotiating for home improvement work. For example, contractors have to be licensed in many states. Licenses can be suspended or revoked for failure to comply with increasingly-complex rules. Construction contracts for many types of work have to include lengthy disclosures and specific words in a particular type (font) size. Failure to comply may render the contract unenforceable. That's an expensive way to do business.

California is a leader in protecting homeowners. Starting in 2006, California Business and Professions Code section 7159 requires very specific language and lengthy written disclosures in every home improvement job valued at over $500. Doing business on a handshake or based on notes scribbled on the back of an envelope is a violation of B&P 7159 and is likely to earn an invitation to appear before the California Contractors State License Board. B&P 7159 covers just about every home improvement task valued at over $500 - repairing, remodeling, altering, converting, modernizing, or adding to a residence. Jobs such as landscaping, reroofing, replacing windows or doors clearly fall under section 7159. Only fire alarm installation is excluded.

Excuse 3: I'm Too Busy

Perfectly valid. Every contractor has higher priorities than writing a contract. But what if you could draft a professional, comprehensive contract that fits your job to a tee - and do it in less than an hour. Would that change your perspective? If your answer is anything stronger than "maybe," I suggest that you keep reading.

I'm going to give you a few more advantages of using CCW. Then I'm going to explain how to use CCW. If you're eager to begin exploring CCW right away, dive right in. Getting comfortable with CCW will be pretty easy for most. When you need a little help, come back to review these pages.

Where Risk and Contract Bias Collide

You've probably read construction contracts that seem biased - favoring one party over the other. Here's something you may not have considered: Every construction contract has a built-in bias. There's no such thing as a standard construction contract that's fair to everyone and fits every job in all states. For many reasons, a contract like that doesn't exist. It can't. The law in every state is different. The disclosures required vary with the type of work - residential, commercial, industrial, public or private. What's fair in one context may be completely unfair under a different set of circumstances.

Just as bias varies in contracts, risk varies from job to job. The danger zone for every construction contractor is where bias and risk intersect. To understand this point, consider a job with any of the following:

An undercapitalized owner, ~ An inexperienced designer,

An aggressive building inspector,

Demanding specifications,

Short deadlines.

A job with any of these characteristics includes obvious risk. By the time you've walked the job site, studied the plans and bid the work, you've probably recognized other risks that should be considered. It's a shame if what you know about risk in the job (the owner, the plans, the work) isn't written into the contract.

You need a construction contract with bias neatly tailored to avoid known risks.

No stock contract, no side agreement, no oral understanding, no unspoken assumption can substitute for explicit contract language covering what could go wrong.

You have a golden opportunity to head off trouble when preparing a contract for any job. Don't fumble that chance by recycling a contract you've used on some other job, or a form found on the Web. Very few contractors draft an agreement that both fits the job and navigates around known problems. A few minutes invested in contract preparation can prevent most of the common disputes that plague construction projects.

Specifics on Contract Bias

You won't see many construction contract forms that admit bias. But be aware that bias is there. Forms promoted by architectural associations tend to protect the architect. Forms promoted by property owner associations favor property owners. That shouldn't be a surprise. Several other trade associations offer stock contracts. None that I've seen come with dozens of options that can shift contract bias to meet job conditions. But tailoring bias to the job is exactly what you need. And that's what CCW does.

In CCW, check the bias icon before responding to any interview question. Figure 2 shows the bias icon legend.

As you respond to interview questions, contract bias accumulates in the Contract Bias window. To see the bias accumulated in your contract, click View on the menu bar. Then click Contract Bias. See Figures 3 and 4.

Key Options in CCW That Bias the Agreement in Favor of the Contractor

Navigator Topic	Question	Selection
Plans and Contract Documents	Does the bid define the job?	Yes.
Scope of Work - General	Which form of the scope of work clause?	Limited form.
Qualifications on Site Conditions	What's in the contract on site conditions?	Contractor can rely on what the owner says.
Omissions in the Plans	What's in the contract on omissions in the plans?	Design defects are corrected at owner's cost.
Retainage Basics	Will retainage be deducted from payments?	No.
Rejected Work - Contractor Rights	What can contractor do when work is rejected?	Disagreement is handled as a contract dispute.
Changes in the Work	Can the owner make changes without consent?	Changes require mutual agreement.
Required Changes	What should the contract say about changes?	Extra work includes changes required by law.
Required Changes	What should the contract say about changes?	Changes due to a plan defect are extra work.
Required Changes	What should the contract say about changes?	An error by owner may result in extra charges.
Pricing of Changes	How will the price of changes be determined?	The normal selling price of contractor.
Options When Pricing Changes	What's the charge for extra work?	Owner pays if labor or material costs change.
Call-backs	What's the call-back period?	The call-back period ends at final completion.
Warranty	What warranty does contractor provide?	No warranty.
Contractor Claims	What should the contract say about claims?	Contractor has a claim for any change.
Dispute Resolution	Will disputes be resolved by arbitration?	Arbitration is required.
Liability for Acts of Subcontractor	Is contractor liable for acts of subcontractors?	No, contractor will not be liable.
Contractor Claims for Delay	Will contractor be compensated for delay?	Contractor will be compensated.
Right to Stop Work for Nonpayment	What right does contractor have to stop work?	Contractor can suspend work for slow payment.
Damages from Suspension of Work	Is suspension for nonpayment compensable?	Suspension for nonpayment is compensable.
Grounds for Termination	On what grounds can contractor terminate?	Excessive delay.
Grounds for Termination	On what grounds can contractor terminate?	Financial uncertainty of owner.
Grounds for Termination	On what grounds can contractor terminate?	Owner's repeated failure to meet obligations.
Compensation After Termination	What costs will contractor recover?	The full price less the cost of completion.
Obligations After Termination	When is final payment due after termination?	Within 30 days after termination.
Completion	Is the punch list a final list of defects?	Anything not on the punch list is accepted.

Key Options in CCW That Bias the Agreement in Favor of the Property Owner

Navigator Topic	Question	Selection
Scope of Work - General	Which form of the scope of work clause?	Broad form.
Representations by Contractor	What representations are made by contractor?	The contract price covers all job conditions.
Disclaimer by Owner	What are the conditions at the job site?	Owner disclaims conclusion of contractor.
Employee Relations	What's in the contract on employee relations?	Owner can discharge employees for cause.
Responsibility for Safety	Who's responsible for safety on the job?	Owner is not responsible for job site safety.
Rights After Discovery of HazMat	Is contractor responsible for HazMat on the job?	There will be no adjustment to the contract.
Authority of Representative	What tasks can the representative handle?	Representative can reject any work completed.
Authority of Representative	What tasks can the representative handle?	Representative interprets the plans and specs.
Subcontracted Work	What's in the contract on approval of subs?	Owner may reject any subcontractor.
Differing Site Conditions	What's in the contract on differing conditions?	No change order for differing site conditions.
Qualifications - Site Conditions	What's in the contract on differing conditions?	No pay for work abandoned due to conditions.
Omissions in the Plans	What's in the contract on omissions in the plans?	Ambiguities get resolved in favor of the owner.
Release of Claims by Contractor	What's in the contract on release of claims?	Final payment releases all contractor claims.
Retainage Basics	Will retainage be deducted from payments?	Yes.
Grounds for Withholding Payment	Which are valid reasons to withhold payment?	Persistent deviations from contract documents.
Grounds for Withholding Payment	Which are valid reasons to withhold payment?	Failure to keep the work on schedule.
Changes in the Work	Do changes require mutual agreement?	Owner can require changes.
Options When Pricing Changes	What's in the contract about pricing changes?	Owner can pay the estimated cost of changes.
Right to Payment for Extra Work	Does the right to a change order expire?	Contractor must assert the right to extra pay.
Defective Work	What standard is used to evaluate the work?	Any unsatisfactory work can be rejected.
Rejected Work	What can owner do about unsatisfactory work?	Work can be removed at contractor's expense.
Warranty	What's the warranty on labor and materials?	Broad form warranty.
Notice of Claim	What's in the contract about notices of claim?	Notice is required within 5 days of discovery.
Liability for Damage - Owner Bias	What's in the contract about liability for loss?	Contractor is liable for all damages.
Indemnity	Will contractor reimburse owner for losses?	Yes.
Payment for Inspections	Who's responsible for passing inspections?	Contractor bears the cost of corrections.

Every time you answer an interview question that has a bias icon, CCW recalculates the bias and displays the result as a pie chart in the bias pane. Wedges of the bias pie will swing back and forth like a pendulum when you first start answering interview questions. When you've responded to dozens of questions, most movement in the pie chart will be barely perceptible.

In prime contracts, bias will favor either the property owner (orange) or the general contractor (blue). In subcontracts, bias will favor either the general contractor (blue) or the subcontractor (green). The more blue, the more bias favors the general contractor, whether in a prime contract or a subcontract. A pie chart evenly divided means contract bias doesn't favor either party.

Some questions have no bias. For example, questions under the Navigator topic Cover Page don't affect contract bias.

You have better control, more options and extra security when contract bias is in your favor. CCW makes it easy to draft contracts heavily weighted either way. But bending everything your way isn't necessary. A more balanced contract will be accepted sooner and with fewer revisions. Remember the discussion about the collision of bias and risk. If the owner is financially solid and considered easy to work with, bias of clauses on payment terms and liens may be irrelevant. There's no need to weight those clauses heavily toward the contractor. But if the same owner is in a hurry to take up occupancy, pay close attention to bias when dealing with the construction schedule. Another example: Suppose you feel the plans are incomplete and expect many revisions after work starts. Consider bias very carefully when selecting clauses that cover charges for extra work.

How is Bias Assigned?

Accumulated contract bias is a measure of protection provided by the contract. It's a capsule summary of whose interest is protected and to what degree. Some CCW options have a contract bias that's obvious. Indemnification is a perfect example. A contractor who guarantees to reimburse a property owner for any loss on the job is accepting more than usual risk. That's heavy bias. But bias for many CCW options depends on the circumstances. For example, a warranty against structural defects probably has minimal bias when the risk of collapse is very low, such as a well engineered concrete foundation set on stable ground. But if job conditions suggest higher risk of structural failure, the same warranty could bias the contract heavily in favor of the property owner. Be aware that circumstances can affect the bias in any contract clause.

If you agree that contract bias is a function of job conditions, it's possible to make some generalizations.

Heavy bias shifts a significant burden, risk or expense from one party to the other. Heavy bias goes well beyond what the law requires and beyond good professional practice.

Moderate bias is likely to add to the effort, risk or expense carried by one party. But moderate bias also (1) benefits others or (2) is considered good professional practice.

Light bias imposes a minor burden, such as extra paperwork, but adds benefits likely to (1) reduce the risk ofloss, (2) be considered reasonable, or (3) constitute first class work.

Even (neutral) bias imposes benefits and burdens likely to be reciprocal, insignificant or fully compensated.

How Bias is Calculated

The pie chart in the Contract Bias window is based on a mathematical calculation. Every time you answer an interview question with a bias icon, CCW recalculates and displays the accumulated contract bias. Checking a box with heavy bias adds three points to the bias total. Checking moderate bias adds two points. Checking light bias adds one point. Neutral (even) bias adds nothing. All new contracts begin with neutral bias.

Accumulated bias in the Contract Bias window is the mathematical average (mean) of all bias selections plus a score based on the ratio of bias selections favoring each party. That's because a contract with the majority of clauses favoring one party, even lightly, is more than lightly biased in favor of that party. Think of the bias ratio this way. If you keep bearing slightly left and almost never turn right, after a while you're going sharply left, even if you never made a true left turn.

The ratio score is 1.00 if 100% of biased responses favor the same party. If 75% of interview responses favor one party, the ratio score is .50 (.75 minus .25). Accumulated contract bias less than .49 is reported as even. Between .5 and 1.49, contract bias is considered light. Between 1.5 and 2.49, contract bias is considered moderate. At 2.5 or higher, contract bias is heavy. To reduce initial volatility, the ratio score is not considered until you've made at least four biased selections.

Getting Started

Insert the Construction Contract Writer disc into your CD drive and follow instructions on the screen. Installation takes only a minute or two. When installation is done, your computer needs to connect with Craftsman's server to receive the latest updates and activate all program features:

Start your Web browser

Go to the website www.craftsmannbook. com/register

Follow instructions at that site

You'll need a copy of this book handy when registering

Success is guaranteed. If you need help, call 760-438-7828 ext. 2 from 8 AM to 5 PM, M-F (Pacific).

When CCW is installed, you'll see a new icon on your desktop. See Figure 5.

Click that icon and you'll see a Welcome screen (Figure 6) that offers several options:

Create a new contract,

Open an existing contract, or

Check for software and data updates.

It's a good idea to check for updates periodically. Once you're up-to-date, click Create a new contract to get started.

Next, select the type of contract you're creating. See Figure 7. If the job is in California, you need the California Edition of CCW.

You can choose to create a contract between a contractor and a property owner (a prime contract) or a contract between a contractor and a subcontractor (a subcontract).

Finally, you can choose to create a contract from scratch or a contract based on an existing contract. Since this is your first contract, you'll want to choose from scratch. When you click Create Contract, CCW will generate your interview and start the question process.

Interview questions appear at the top center of your screen. Answer the question. Then click Continue > > to proceed to the next question. The first questions cover the basics: names and addresses, the contract price, project description, start and finish dates. These questions fall under the topic, Cover Page. If you don't have all the information needed to answer a question (such as your client's email address), no problem. Leave the question unanswered.

When you're ready for the next interview question, click Continue >>. Your response is recorded and the clause is written to your contract. Clicking either << Previous or Answer Later leaves the question unanswered and nothing is written to your contract.

To see what's been added to the contract, press F10 on your keyboard. That splits the screen, Interview window above and Contract window below. Look back at Figure 1. What's just been added to the contract will be in green type. Press F8 to return to the full Interview Window.

Interview Navigator

The Interview Navigator at the left of your screen is like a road map. Use the Navigator to keep track of progress. Topics you have completed will be preceded by a blue check mark. Topics without a check mark (or with a gray check mark) still need your attention. When every topic in the Navigator has a blue check mark, your contract is done.

Double-click on a contract topic (such as Cover Page in Figure 8) to expand or collapse the list of indented subjects below that topic.

Double-click on any Indented subject (such as Contractor s Name in Figure 8) to jump to that interview question.

Build My Interview

When done answering Cover Page questions, you arrive at Build My Interview. See Figure 9. Here's where you identify topics to be covered in the contract.

The first option (Let me customize my interview) is flexible. You decide which of24 topic groups should be included in the interview. If you change your mind later, double-click Build My Interview in the Interview Navigator to return to this page.

The second option (Take me through the entire interview) is very comprehensive - a complete checklist. All 24 topic groups (about 200 questions) will be included in your interview. You can skip answering nearly any interview question. But you'll see every topic likely to be covered in a construction contract.

When you first launch CCW, the list of topics in the Navigator will be short - just the essentials required in nearly every contract. Use Build My Interview to add more topics to your interview.

Click the first option, Let me customize my interview. Then click Continue >> and you're on the interview page Select my Topics ... See Figure 10.

Look down the list of 24 topic groups (scroll down to see the full list). Click to check topics that should be covered in your contract. The Explainer window (at screen right) describes the content of each topic group. When done selecting interview topics, click Continue ». At that point, you're launched into the interview. Answer each question and click Continue >>. When done, print your contract or convert it to the RTF, PDF or TXT document of your choice.

Which Topics Belong in Your Contract?

Several topics are checked by default because they're essential in nearly every contract. The remaining topics are your choice. If you expect that, for example, hazardous materials, permits, or job survey will be issues on the current job, check those topics. Remember the earlier discussion about risk colliding with bias. Where you see risk or the possibility of a dispute, bend bias in your favor and away from risk. With CCW, that's easy.

Checking a topic just adds questions to your interview. It doesn't add anything to your contract. For example, suppose you click to include Hazardous Materials in the interview. Nothing on HazMat is added to the contract until you begin answering interview questions on hazardous materials.

When in doubt, it's best to include a topic in your interview. Use the CCW interview as a checklist of issues to consider. After a few passes through the CCW interview, you'll develop a feel for topics that can be excluded.

A Few Other Points to Consider

The remainder of this introduction is intended primarily for reference. A complete guide to CCW can be found in the Help file. Click Help on the menu bar and Contract Writer Help. Then click the Contents tab and on any of the topic icons. See Figure 11.

Searching in Construction Contract Writer

There are three search functions in CCW. You can search for a term:

In the current Interview Navigator

In the current contract

In the CCW 1000-page contract clause library

To search in the current Interview Navigator, type a term (like insurance) in the search box at the top of the Navigator. Then click the Search for questions button. See Figure 12. Your Navigator will narrow to show only topics where that keyword appears (in either the navigator, contract clause or explainer). Jump to any of these questions by double-clicking on the desired subtopic. When finished, click the Clear the current search button to the right of the Search for questions button. The full list of Navigator topics will then reappear.

To search for anything in the current contract, press F9 so your contract fills the screen. Click in the contract. Then hold the Control Ctrl key down and tap the F key. The Find and Replace window will open. See Figure 13. Type your search term and click Find Next.

To search the full library of CCW contract clauses, click Help on the menu bar. Then click Find a Topic in the Interview. Click the Search tab and type a keyword. Click List Topics to see all places where that term appears. See Figure 14.

Click the term of your choice and Display to see the Navigator Location: where that topic is covered. Follow the Step-by-Step: instructions to include that topic in your interview. See Figure 15.

Construction Contract Writer is a tool that creates contracts. Like any tool, it has limitations and can be misused. Don't expect CCW to do in minutes what a lawyer experienced in contract drafting might take hours, or even days, to complete. As with every computer program, mistakes (bugs) are possible. When we say CCW drafts "letter perfect" contracts, we mean that your CCW contracts will be free of obvious errors - about what you'd expect from a printed book. We don't mean that you'll make money or get perfect results with every CCW contract. No contract can guarantee that. But we do guarantee that CCW can be installed and will run successfully on your Windows XP or higher computer. If that doesn't happen and if our tech support staff (760-438-7828 ext. 2, M-F 8 AM to 5 PM Pacific) can't fix the problem, Craftsman will refund your money.

The contracts you create with CCW are your contracts. Craftsman has no control over how you use these contracts and is not liable for indirect, special, incidental or consequential damages, such as loss of business or loss of profits. Craftsman's liability is limited to the amount you paid for CCW. Some states don't allow a limitation on consequential damages, so your options may depend on where you live.

We recommend that you have a local attorney check the finished product before offering a contract for signature. Only counsel in your community can appreciate the legal environment under which the contract is drafted, negotiated and executed. Getting professional review by an attorney will almost certainly be less expensive than asking the same attorney to prepare a contract from scratch.

CCW can draft a contract for nearly any construction project. But the team that created CCW has never met the people likely to be involved in the work, has never seen the job site or the plans and has no appreciation for possible risks in your project. In short, CCW isn't a substitute for judgment, analysis and careful consideration by someone who understands the project. That's always your job.

Help From an Attorney at Craftsman

The best antidote against a defective contract is complete understanding. Offering a contract you don't understand is like signing a contract you haven't read. As a licensed CCW user, you're entitled to answers on CCW contract-drafting questions from an experienced contract attorney. Click Help on the menu bar to see the selection Get help from an attorney. You'll have a response within 24 hours - usually sooner. No charge. No limit.

Be specific. For the most precise answer, ask a precise contract question. For example, refer to a particular interview topic or code section.

Include background information. Every legal question arises in a factual context. Our answer probably depends on the context you present.

Fair game:

Any CCW contract drafting question

Where to find something in CCW

Bias issues in CCW

The meaning of any clause or term in CCW

How the law in your state affects CCW contracts

The attorney who answers your question will have access to all reported court decisions, all law and all regulations in your state and can quote specific language that may affect your contracts.

Settlement of disputes

Mechanics' lien questions

Building code compliance

Negotiation with clients

Licensing and permit problems

We can't draft the contract for you. But if you need advice on assembling a construction contract that meets requirements for your job, an attorney on staff at Craftsman can help.

For support issues (how to install or use the program), call 760-438-7828 ext. 2 from 8 AM to 5 PM, M-F (Pacific).

Customer Feedback

Let Craftsman know what you like or dislike about CCW. Click Help on the menu bar and select Send Feedback. You'll have the option to include or omit an image of the screen you have open in CCW. Including a screen shot may be helpful if you have a question on a specific contract clause.

About the 16 Sample Contracts

The California Construction Contract Writer disc in the back of this book will draft an (almost) infinite number of contracts designed to fit (almost) any job. Only 16 of those contracts appear in this book. If you're in a hurry and simply want to copy contract pages out of the book, that works fine. Contracts printed in this book have blank lines where information has to be filled in. To help you decide which contract fits your job, review the one page introduction before each of the 16 contracts.

The same 16 contracts are available on the disc in the back of this book in portable document format (PDF), rich text format (RTF) and Construction Contract Writer format (CCF). To use the PDF contract forms, you'll need Adobe Acrobat, which is free at http://adobe.com. To use the RTF forms, you'll need Microsoft Word or Wordpad, which are included in most versions of Windows. To use the CCF forms, you'll need Construction Contract Writer, which installs from the disc in the back of this book. Once Construction Contract Writer is installed, copy any CCF forms you need from the folder CA Contracts in CCF on the CD to the subbfolder Craftsman/Contracts under Documents on your hard drive.

The 16 contracts on the disc in PDF and RTF formats look like the contracts in this book. They have dotted lines where blanks have to be filled in. The 16 contracts on the disc in CCF format have a zero or null where something has to be filled in, such as the contract price. To find all places where information has to be filled in, just click Continue >> from Cover Page to Done. Along the way, change anything you want. But be sure to save the contract to your computer hard drive when finished making changes.

On the following page, you'll see a list of the 16 contracts printed in this book. To save space, contracts printed in this book don't include a glossary of terms. But every contract you print from the CCW program will include a glossary.

California Construction Contracts

Form Title	Bias	Type of Contract	Length
CA Home Repair I	Heavy - Contractor	Prime Contract	17 pages
CA Home Repair II	Heavy - Owner	Prime Contract	22 pages
CA Home Improvement I	Moderate - Contractor	Prime Contract	25 pages
CA Home Improvement II	Moderate - Owner	Prime Contract	32 pages
CA Pool	Neutral	Prime Contract	25 pages
CA Custom Home I	Light - Contractor	Prime Contract	13 pages
CA Custom Home II	Light - Owner	Prime Contract	19 pages
CA Commercial Repair	Neutral	Prime Contract	16 pages
CA Commercial Construction I	Li ht - Contractor	Prime Contract	32 pages
CA Commercial Construction II	Light- Owner	Prime Contract	11 pages
CA Tenant Improvements	Neutral	Prime Contract	12 pages
CA Residential Subcontract I	Light - Subcontractor	Subcontract	10 pages
CA Residential Subcontract II	Light - Contractor	Subcontract	17 pages
CA Commercial Subcontract I	Light - Subcontractor	Subcontract	28 pages
CA Commercial Subcontract II	Light - Contractor	Subcontract	13 pages
CA Public Works Subcontract	Moderate - Contractor	Subcontract	30 pages

These contracts comply with the following California law and court decisions:

Business and Professions Code sections 7030 and 7159 (home improvement contracts)
Business and Professions Code section 7108.5 (payment of subcontractors)
Business and Professions Code section 7164 (home construction contracts)
Business and Professions Code section 7191 (arbitration)
Civil Code section 1559 (rights of third parties)
Civil Code section 1671 (liquidated damages)
Civil Code section 1717 (collection of attorney fees)
Civil Code section 1802 (retail installment contracts)
Civil Code section 2782 (indemnity and insurance)
Civil Code section 3260 (payment due dates and retainage)
Civil Code section 3262 (lien rights)
Civil Code section 1797.94 (warranty)
Civil Code Title 7 (warranty)
Code of Civil Procedure section 337.1 (limitation on claims)
Code of Civil Procedure section 410.42 (choice of venue)
Code of Regulations section 872 (checklist and disclosures)
Acoustics, Inc. v. Trepte Construction (change orders)
C. Norman Peterson Co. v. Container Corporation of America (excessive change orders)
Capehart v. Heady (shortening of the statute of limitations)
COAC, Inc. v. Kennedy Engineers (obligations of owner)
Hawley v. Orange County Flood Control District (damages for delay)
E. H. Morrill Co. v. State (disclaimer of site information)
United States v. Spearin (plan defects)
Warner Construction v. Los Angeles (discrepancy between plans and field conditions)
Wm. R. Clarke Corporation v. Safeco (pay when paid)
Zurn Engineers v. State of California (constructive acceleration)
15 United States Code section 1638 (truth in lending)
12 Code of Federal Regulations section 226.15 (right of rescission)

California Construction Contract Writer

If you're a California contractor, you need to be good at drafting California construction contracts. You need contracts that:

Fit your jobs. Boilerplate contracts are an embarrassment and reflect a lack of professionalism on your part.

Comply with California law. Contractors who don't comply are subject to discipline by the C.S.L.B.

Anticipate the most likely disputes. Protect yourself. Anything else is an accident waiting to happen.

Resolve key issues in your favor. Adjust contract bias your way. No "standard" contract can do that.

When you deliver a bid, attach a contract you've:

Drafted in minutes, and

Meets both California and federal requirements, and

Covers all the likely sticking points.

Construction Contract Writer is an interview. Answer the questions to create contracts as detailed or as simple as the project requires - anything from a small home improvement job to a major commercial project.

Creates subcontracts based on the prime contract
When your client signs the contract, re-open the original prime contract. Then click to turn that contract into a subcontract which mirrors precisely the provisions in your agreement with the property owner. No more relying on "flow-down." You get a custom-built subcontract based on provisions in the prime contract.

No legal background needed
Maybe best of all, Construction Contract Writer explains in plain English what you need to know before answering an interview question.

Take your choice
Want a balanced and fair contract? That's easy.
Want to draft a contract that protects the property owner?
No problem.
Need an aggressive contract that pushes the limits?
Construction Contract Writer will do that too.

Take control of the contract drafting process
Don't let others stack the deck against you. Control the contract and you control the bottom line - the profit built into each job. Give every prospective client a perfectly crafted, custom contract ready for signature.

Construction contract law changes
Your contracts have to change to stay in compliance. That's why Construction Contract Writer includes an "Update" button. You'll be invited to click "Update" when a change affects the contracts you're drafting. A connection to the Web is required. The first year of updates is included with the purchase price.

Need legal help drafting a contract?
Click the "Get Help from an Attorney" button on the Construction Contract Writer help menu to get answers from an attorney on staff at Craftsman. No charge. No limit. Expect a response in 24 hours usually sooner.

The disc inside the back cover was used to create all contracts in this book.

Installation takes only a minute or two. Windows XP or higher required.

Then start your Web browser to connect with Craftsman's server.

Go to the Web site http://craftsman-book.com/register

Follow instructions to get the latest updates and activate all program features

You'll need a copy of this book handy when registering

Success is guaranteed. For help: 760-438-7828, 8 AM to 5 PM M-F (Pacific)