Contract clause

Construction variations clause: directing and pricing changed work

A construction variations clause sets how changes to the building work are instructed, priced and added to the contract. It says who can direct a variation, that the direction must be in writing, how the price and any extra time are worked out, and what happens when the contractor does extra work without a direction.

Almost every building job changes between the drawings and handover, and variations are where most construction money disputes begin. A clause that fixes the paperwork and the pricing method before work starts turns each change into a calculation rather than a negotiation held after the concrete has set.

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4 min read · Published

Sample clause

a joinery subcontract between Ironwood Commercial Builders, a fictional head contractor, and Paperbark Joinery, a fictional subcontractor, for a medical centre fit out in Parramatta, New South Wales

12. Variations 12.1 Ironwood may direct Paperbark Joinery to vary the Subcontract Works by increasing, decreasing or changing them, or by omitting any part, but may not omit work in order to have it carried out by others. 12.2 A direction to vary is effective only if it is in writing and signed by Ironwood's Site Manager. 12.3 Paperbark Joinery must not vary the Subcontract Works without a written direction, and must notify Ironwood within 2 Business Days if it believes an instruction given on site is a variation. 12.4 Within 5 Business Days of a direction, Paperbark Joinery must give a written quote stating the price and any effect on the Date for Completion. 12.5 Unless a quote is accepted, a variation is valued first at the rates in Schedule 2, then at reasonable rates, and failing both at cost plus 15 per cent. 12.6 The value of each variation is added to the Subcontract Sum and may be claimed in the next progress claim.

Sample wording, not legal advice.

Variants

Rates based valuation only

Trade packages with a detailed schedule of rates, such as electrical or plumbing, where most changes are more or less of the same items.

Every variation is valued using the rates in the Schedule of Rates, applied to the measured quantity of work added or omitted. Where the Schedule of Rates contains no suitable rate, a rate is agreed in writing before the varied work starts or, failing agreement, is determined by the Contract Administrator as a reasonable rate including a margin of 12 per cent. Omitted work is deducted at the same rates.

Quoted variations agreed before work starts

Residential and small commercial work where the owner wants to know the cost of every change before approving it.

Before carrying out any variation, the Builder must give the Owner a written variation quote stating the work, the price including GST, and the number of days, if any, by which completion will be delayed. The Builder must not start the varied work until the Owner signs the quote, except where the variation is urgently required to comply with the law or make the site safe, in which case the Builder must give the quote within 2 Business Days.

Time and materials for uncertain changes

Changes whose extent cannot be known until the work is opened up, such as repairs to concealed framing.

Where the Principal directs a variation whose extent cannot reasonably be estimated in advance, the Contractor must carry it out on a time and materials basis at the labour rates in Schedule 3, with materials at cost plus 10 per cent. The Contractor must submit daily dockets signed by the Principal's representative by the end of the next Business Day, and work not recorded on a signed docket is not payable.

What to negotiate

The risk of leaving it out

Without a variations clause the contractor has no clear right to be paid for extra work beyond the lump sum, and the principal has no clear right to direct changes at all. Disputes then turn on implied promises and claims for reasonable value, argued long after the change was made and usually with poor records of who asked for what.

How this differs from a general variation clause

An ordinary variation clause deals with changing the terms of a contract after signing, usually by written agreement of both parties. A construction variations clause is different in kind. It gives one party a power to change the scope of the work while the contract stays in place, sets a valuation method in advance, and links the result to progress claims and extensions of time. A software change control procedure is closer, but it rarely lets the customer impose a change without the supplier's agreement.

Residential building work

Home building legislation in several states adds rules a residential variations clause must respect. Victoria's Domestic Building Contracts Act and Queensland's building and construction commission legislation both regulate how variations to domestic building contracts are requested, documented and priced, and a builder that goes ahead without the required written variation risks being unable to recover the extra cost. A residential clause should follow the procedure for the state where the home is rather than borrow a commercial form.

Where it sits in a generated document

A generated subcontract places variations after the scope and price clauses, numbered so the progress claims clause can point to it for how varied work is claimed. The rates, the margin percentage and the quote deadline are written in as content. The document does not cite state building legislation, so a residential draft should be checked against the rules for the state concerned.

Documents that carry this clause

Questions people ask

Does a construction variation have to be in writing?

Only if the contract or the law requires it, but most construction contracts do, and residential building laws in several states require written variations for domestic work. A contractor who proceeds on a verbal instruction can sometimes still recover payment, but the case becomes an argument about what was said, so a written direction or confirming email is the safer course.

How are variations priced in construction contracts?

The contract sets an order of methods. A common ladder is an agreed quote first, then the contract's schedule of rates, then reasonable rates, and finally cost plus a stated margin. The Australian Standard general conditions follow a similar sequence. Stating the margin percentage avoids the most frequent argument, which is what a reasonable rate includes.

Can a principal omit work and give it to another contractor?

Generally not without an express right. Courts have tended to read a power to omit work as a power to remove work the project no longer needs, rather than to reallocate it to a cheaper trade. Contracts that want the broader power need clear words, and contractors usually ask for payment of the lost margin if it is included.

Can a contractor refuse a variation?

Most construction contracts oblige the contractor to carry out directed variations within the general scope of the works. A contractor can usually refuse a change that falls outside that scope, needs a licence it does not hold, or would make the work unsafe or unlawful. Some clauses also let the contractor decline a variation above a stated value.

Do variations give the contractor more time?

Only if the contract provides a mechanism. Most do, either by treating a directed variation as a qualifying cause of delay for an extension of time or by requiring the time effect to be stated in the quote. Without that link, a contractor carrying out extra work may still be held to the original completion date.

Can variations be included in a progress claim?

Yes. Most contracts allow the value of directed variations to be claimed in the next progress claim once the work is done, and security of payment laws generally allow that value to be claimed too, although Victoria limits which variation amounts can go into a statutory claim. Disputed variations are usually claimed and then addressed in the payment schedule.

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Sources

Written and checked by the OneCraft team. Last checked .