20

20

a guide to the use of

CCDC 2 - 2008
stipulated price contract

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The Canadian Construction Documents Committee (CCDC) is a national joint committee
responsible for the development, production and review of standard Canadian construction
contracts, forms and guides. Formed in 1974 the CCDC is made up of volunteer representatives
from:

Public Sector Owners

Private Sector Owners
Canadian Bar Association (Ex-Officio)
*The Association of Canadian Engineering Companies
*The Canadian Construction Association
*Construction Specifications Canada
*The Royal Architectural Institute of Canada

*Committee policy and procedures are directed and approved by the four constituent national
organizations.

Comments and inquiries should be directed to:

The Secretary
Canadian Construction Documents Committee
400 - 75 Albert Street
Ottawa, Ontario K1P 5E7
Tel: (613) 236-9455
Fax: (613) 236-9526
www.ccdc.org

CCDC guides are products of a consensus-building process aimed at balancing the interests of all
parties on the construction project. They reflect recommended industry practices. Readers are
cautioned that CCDC guides do not deal with any specific fact situation or circumstance. CCDC
guides do not constitute legal or other professional advice. The CCDC and its constituent member
organizations do not accept any responsibility or liability for loss or damage which may be
suffered as a result of the use and interpretation of these guides.

CCDC Copyright 2008

Must not be copied in whole or in part without the written permission of the CCDC.
 Standard Construction Document CCDC 20 – 2008

TABLE OF CONTENTS
A GUIDE TO CCDC CONTRACT FORMS:
What is the CCDC
The Use of CCDC Contract Forms
CCDC Contract Forms
Adapting the CCDC Contracts
Administrative Procedures
Relationship to Division 1 – General Requirements of the Specifications

A GUIDE TO THE USE OF CCDC 2 – 2008:

The Agreement Between Owner and Contractor
Provisions in the Agreement Between Owner and Contractor
Article A-1 The Work Article A-5 Payment
Article A-2 Agreements and Amendments Article A-6 Receipt of and Addresses for Notices
Article A-3 Contract Documents in Writing
Article A-4 Contract Price Executing the Contract

The Definitions

The General Conditions

GC 1.1 Contract Documents GC 6.6 Claims for a Change in Contract Price
GC 2.1 Authority of the Consultant GC 7.1 Owner’s Right to Perform the Work,
GC 2.2 Role of the Consultant Terminate the Contractor’s Right to
GC 2.3 Review and Inspection of the Work Continue with the Work or
GC 3.2 Construction by Owner or Other Terminate the Contract
Contractors GC 7.2 Contractor’s Right to Suspend the Work
GC 3.8 Labour and Products or Terminate the
GC 3.9 Documents at the Site Contract
GC 3.10 Shop Drawings GC 8.1 Authority of the Consultant
GC 4.1 Cash Allowances GC 8.3 Retention of Rights
GC 4.2 Contingency Allowance GC 9.1 Protection of Work and Property
GC 5.1 Financing Information Required of the GC 9.2 Toxic and Hazardous Substances and
Owner Materials
GC 5.2 Applications for Progress Payment GC 9.4 Construction Safety
GC 5.3 Progress Payment GC 9.5 Mould
GC 5.4 Substantial Performance of the Work GC 10.1 Taxes and Duties
GC 5.5 Payment of Holdback upon Substantial GC 10.2 Laws, Notices, Permits, and Fees
Performance of the Work GC 11.1 Insurance
GC 6.1 Owner’s Right to Make Changes GC 11.2 Contract Security
GC 6.2 Change Order GC 12.1 Indemnification
GC 6.3 Change Directive GC 12.2 Waiver of Claims
GC 6.4 Concealed or Unknown Conditions GC 12.3 Warranty
GC 6.5 Delays

Notice to Users of CCDC 2 – 2008 Governed By the Civil Code of Quebec

FURTHER REFERENCES
 A GUIDE TO CCDC CONTRACT FORMS
__________

CCDC standard documents are products of a consensus-building process aimed at balancing the
interests of all parties involved in construction projects. They reflect recommended industry
practices.
Readers are cautioned that the guides do not deal with any specific fact, situation or
circumstance. CCDC guides do not constitute legal or other professional advice. The CCDC
and its constituent member organizations do not accept any responsibility or liability for loss or
damage which may be suffered as a result of their use or interpretation.
This guide is intended to assist Owners, Contractors and Consultants. While this guide does not
provide advice on every provision of CCDC 2 – 2008, many of which are self-explanatory, it
explains all key provisions. The guide will avoid restating the wording of general conditions and
listing what is obvious in the contract. Cross-references indicate key interrelationships within
the contracts. The discussion and annotations cannot be comprehensive, as it is simply not
possible to anticipate all circumstances.

WHAT IS THE CCDC?

The CCDC is a national joint committee responsible for the development, production and review
of standard Canadian construction contracts, forms and guides. Formed in 1974, the CCDC is
made up of volunteer representatives from:
• *Association of Canadian Engineering Companies
• *Canadian Construction Association
• *Construction Specifications Canada
• *Royal Architectural Institute of Canada
• Public Sector Owners
• Private Sector Owners
• A member of the legal profession (Ex-Officio)
All CCDC documents carry the endorsement of the *four constituent national organizations and
all CCDC representatives including all owners.

THE USE OF CCDC CONTRACT FORMS

Why Use CCDC Documents?
• They are relied upon as familiar industry standards.
• They provide balance, uniformity and standardization for bidding and contracting
procedures.
• They respect the interests and preserve the rights of all parties involved in a construction
project by equitably allocating risk to the party most able to manage it.
• They are developed in a collaborative environment that allows for the serious consideration
of the rights, interests and obligations of all parties.
• Balanced contracts reduce the risk of claims and disputes, avoiding needless expense and loss
of time to the construction process.
• They recognize legal precedents established by the courts.

CCDC 20 – 2008 1
Copyright
All CCDC documents are protected under copyright law. The use of any CCDC form or content
without the consent of the CCDC infringes on this copyright. A seal must be affixed to all
CCDC contract forms to ensure the integrity of the document. The seal emphasizes that the
CCDC document has not been altered. The absence of the seal constitutes an illegal use of a
CCDC contract form.

Understanding the Contract Forms

Users of CCDC contract forms should understand that:
• they establish a particular set of relationships between the participants to the construction
process; and
• while they are widely applicable, where project specific adaptation is necessary, they may be
supplemented. (refer to CCDC Bulletin 7)
Consultants may assist the Owner and the Owner’s legal counsel in establishing the terms of the
Owner-Contractor documents but should not take responsibility for the legal content and
sufficiency of these documents.
Capitalized terms in the CCDC contract forms
• are titles of numbered articles and referenced paragraphs, subparagraphs, or clauses; or
• are titles of other published CCDC contract forms; or
• are defined terms.
Capitalized terms italicized are defined and carry a specific meaning and application under the
contract.
CCDC contract forms have important legal consequences. Consultation with a lawyer familiar
with the construction industry is recommended, so that users have a full understanding of the
meaning of the document provisions.
CCDC contract forms also have important insurance provisions drafted to accommodate an
evolving insurance market. It is highly recommended that advice on insurance matters be
obtained from insurance professionals properly qualified and licensed to do so. The insurance
provisions in CCDC 2 – 2008 are significantly different from past versions.

CCDC CONTRACT FORMS

The CCDC publishes four standard construction contract forms:
CCDC 2 Stipulated Price Contract
CCDC 3 Cost Plus Contract
CCDC 4 Unit Price Contract
CCDC 18 Civil Works Contract
(Visit the CCDC web site for additional information www.ccdc.org)
All these forms are designed for execution by the Owner and the Contractor. All require that the
Owner has engaged a Consultant (an Architect or Engineer licensed to practise in the province or
territory of the Place of the Work), to prepare the Contract Documents and to administer the
Contract.

2 CCDC 20 – 2008
The CCDC contract forms:
• recognize the need to protect and preserve the interests and rights of both parties in a fair and
equitable manner;
• incorporate current standard practices and procedures used in the industry;
• clearly define the appropriate roles and obligations of the Owner, Contractor and Consultant;
• are intended for use in any jurisdiction within Canada;
• can be used for large or small projects and new construction or renovation work, in both the
private and public sectors; and
• are kept current in an evolving insurance market.
The CCDC contract forms are recognized for clarity and simplicity of language and are drafted
in a style intended to be easily understood by the parties, using terms and expressions familiar to
the industry.
Words such as "reasonable" and "promptly" are often used throughout CCDC 2 – 2008. They
are used to describe the manner in which one of the parties to the Contract must act in relation to
the other party with respect to a task to be performed or a decision to be made.
Determination of what is "reasonable" will depend on the nature, purpose and circumstances of
each case. The word is used when a party is required not to be unreasonable, not to be
unnecessarily adversarial in the decision required to be taken, not to act improperly in the context
of the action being addressed, and where some degree of flexibility is warranted.
The intent behind the word "prompt" and the expression "reasonable time" is to require the
parties not to delay in taking the required action thereby causing a delay in the performance of
the Work, or not to cause further deterioration, or an extension, of an unfortunate event or
situation. These are used in circumstances where imposing a specific time limit would be
impractical in cases where so much would depend on the context and the circumstances.
In the typical construction project, the Consultant is not a party to the Contract. The Consultant
has a separate agreement with the Owner. The CCDC contract forms are consistent with
standard forms for the Owner-Consultant agreements, e.g. RAIC 6 (architects) and ACEC 31
(engineers). A consistent set of terms is used and the responsibilities and obligations of the
various parties are carefully co-ordinated. It is important to confirm that the Consultant’s roles
and responsibilities in the Owner/Consultant agreement are compatible with those in CCDC
contract forms.
The CCDC contract forms are divided into three sections called:
• Agreement Between Owner and Contractor
• Definitions
• General Conditions
The Agreement contains blanks that must be filled-in by the parties in order to complete those
provisions which are unique to the particular Work and Project. The Agreement section of each
of the various CCDC contract forms is distinct to reflect its specific pricing method.
The Definitions establish a specific meaning for terms used repeatedly throughout the CCDC
contract forms. Defined terms are highlighted throughout the forms by capitalizing the first
letter and italicizing them.

CCDC 20 – 2008 3
The General Conditions of the Contract are the part of the Contract Documents that set forth the
rights and responsibilities of the parties and define their relationships. The General Conditions
include those provisions which, to the greatest extent possible, have a consistent application to
all CCDC contract forms as well as to any project on which they are used. With the introduction
of CCDC 41 – CCDC Insurance Requirements, the insurance provisions of the general
conditions (GC11) are easily updated to reflect current insurance market coverages. The same
follows for the mediation provisions of the general conditions (GC8.2) with the introduction of
CCDC 40 – RULES FOR MEDIATION AND ARBITRATION OF CONSTRUCTION
DISPUTES.

ADAPTING THE CCDC CONTRACTS

A key value of CCDC contract forms is that many of their users (architects, engineers,
contractors, subcontractors, and owners) have become thoroughly familiar with their provisions,
have confidence in their fairness, and recognize their format at a glance. Even if CCDC contract
forms were to be transcribed verbatim (instead of using the printed document) this very
important value would be lost.
A copyright seal must be used on all CCDC contract forms to be executed from printed
electronic versions. The use of a copyright seal is intended to demonstrate that the CCDC
contract form is authentic, accurate and unaltered with the exception only of additions or
modifications as may be set forth in supplementary conditions.
CCDC contract forms are an accumulation of the experience, thought, and talent of architects,
engineers, owners, contractors, and subcontractors. They, and others, have been ably assisted by
legal counsel and insurance and surety advisors and there is a long history of judicial precedents
based on the language used in the documents. Persons intending to substitute their own
provisions for those in the original CCDC documents should obtain expert advice. Modifications
may cause the Owner, Consultant, Contractor, or Subcontractor to unintentionally assume
unnecessary or inappropriate responsibilities or risks. Furthermore, modifications may weaken
the relationships among the documents’ provisions or between the documents and the other
project agreements with which they should be co-ordinated.
Unnecessary and improper modifications to CCDC standard contract forms can create serious
problems. These may take the following forms:
1. Introduction of subject matter already addressed in the text of the standard form which
may cause conflict or uncertainty.
2. Introduction of subject matter more appropriately dealt with elsewhere (e.g. in the
Instructions to Bidders or in the technical specifications).
3. New or replacement wording that is clearly designed to undermine the fundamental
nature of the CCDC Standard Contract Forms or the equitable balance of rights and
obligations of each party.
4. Variations which do no more than re-state or paraphrase the standard text in the author’s
own words.

4 CCDC 20 – 2008
The CCDC appreciates that certain Owners or market sectors, as a matter of public policy, local
conditions or project-specific particulars, may with legitimacy seek to amend or customize a
CCDC contract form. The CCDC issues these precautions to the four concerns noted above:
1. The CCDC standard contract forms’ General Conditions, Definitions and Agreements are
interrelated. Before introducing any new or amended subject matter, it would be prudent
to review the forms thoroughly to ensure that the subject is not already addressed.
2. Experienced industry participants anticipate and conduct their business operations based
upon familiar document structures with clearly separated (but integrated) components.
Changing that order may introduce confusion and increase the costs of document
preparation, bidding and contracting.
3. A biased and inherently one-sided form of construction contract would likely deter most
contracting parties; reduce (if not eliminate) competition, especially from those who are
more experienced and qualified; change the balance of risk; increase costs; and be
difficult for any Consultant to administer fairly and professionally. Furthermore, such a
contract may not be upheld if tested in court.
4. In addition to those already noted above, altering the standard wording presents a variety
of risks chiefly because the CCDC contract forms have:
(a) compatibility with the standard wording, notes and responsibilities of such critically
interrelated industry documents as agreements between Clients (Owners) and
Architects or Engineers, construction subcontracts, and construction administration
forms;
(b) compatibility with standard wording, terms and forms of industry acknowledged
insurance policies and surety bonds; and, especially
(c) an accumulated history of use and interpretation by the courts.
In order to indicate how to complete some of the blanks provided in the Agreement section or if,
due to particular circumstances, it becomes necessary to adapt the text of a CCDC contract form
for a specific instance, the preferred method of effecting such adaptations is through the use of
Supplementary Conditions. The CCDC Bulletin 7 provides additional information on the use of
supplementary conditions with CCDC standard contract forms.

ADMINISTRATIVE PROCEDURES
Detailed administrative procedures established by the Owner or Consultant for the
administration of the Contract need not be included in Supplementary Conditions. Such
procedures are appropriately the subject of the administrative procedures sections of Master
Format1 Division 1 General Requirements of the Specifications.

1
Master Format (Master List of Section Title and Numbers) is a copyright publication prepared jointly by
Construction Specifications Canada (CSC) and the Construction Specifications Institute (CSI) U.S.A.

CCDC 20 – 2008 5
RELATIONSHIP TO DIVISION 1 - GENERAL REQUIREMENTS OF THE
SPECIFICATIONS
Some of the General Conditions in CCDC 2 – 2008 deal with subject matter normally identified
in Division 1, General Requirements of the Specifications (e.g. GC 3.13 – CLEANUP). In order
to establish a standard procedure, they have been included in the General Conditions. They also
inter-relate with other provisions in CCDC 2. If you decide to delete such work-related
provisions from the General Conditions, you must delete the clause in its entirety and refer to the
appropriate specification section.
The provisions of paragraph 1.1.7 in GC 1.1 – CONTRACT DOCUMENTS outline the priority
of documents to resolve conflicts within the Contract Documents. Placing work-related items
into the Specifications that were previously contained in the General Conditions may lead to a
different result than intended under GC 1.1.7.
General requirements for such items as barricades, progress photographs, field offices, temporary
utilities, supervisory requirements and similar matters should be identified and dealt with in
Division 1 of the Specifications.

6 CCDC 20 – 2008
 GUIDE TO THE USE OF CCDC 2 – 2008

THE AGREEMENT BETWEEN OWNER AND CONTRACTOR

CCDC 2 – 2008
__________

The Agreement Between Owner and Contractor (Agreement) contains provisions that relate
specifically to the Work and which shall be completed or filled-in by the contracting parties to:
• identify the date of the Agreement;
• identify the name of the Work;
• identify the parties to the Contract, i.e., the Owner and Contractor;
• identify the Consultant;
• describe the Work to be performed by the Contractor;
• identify the location of the Place of the Work;
• state the Contract Time;
• list the Contract Documents and any negotiations agreed to in writing between the parties;
• state the Contract Price, Value Added Taxes, and total amount payable;
• state the method of payment, holdback, and name of the chartered lending institution whose
prime rate will be used to determine the interest rates applicable to the Agreement;
• record the addresses of the Owner, Contractor, and the Consultant for the purposes of the
delivery and receipt of Notices in Writing;
• identify the language of Contract, if applicable;
• attach copies of the latest revision at the time of bid closing of CCDC 40 – Rules for
Mediation and Arbitration of Construction Disputes and CCDC 41 – Insurance
Requirements; and
• provide for the formal execution of the Agreement by the parties.

ADAPTATION OF THE AGREEMENT

Bidders should be advised of any amendments to the articles of the Agreement in the Instruction
to Bidders. These amendments shall be incorporated into the Agreement of CCDC 2 by either
revising the face of the Agreement form prior to signing the Agreement or by adding a
supplementary condition for each amendment.

PROVISIONS IN THE AGREEMENT BETWEEN OWNER AND CONTRACTOR

DATE – The date of the Agreement is the date on which both parties execute the Agreement or a
date agreed by both parties if they are unable to sign at the same time.
PARTIES – Use the correct legal names of the Owner and Contractor and include a designation
of the legal status of both parties when identifying the parties to the Contract.

ARTICLE A-1 THE WORK

Identify the name of the Work and, where applicable, the Project. Where a contract reference
number is to be used by the Owner, it should be stated as well.

CCDC 20 – 2008 7
Identify the Consultant. If the Contract is to be administered by someone other than the person
who prepared the Contract Documents, identify the Consultant who will administer the Contract.
Identify the commencement date and the date for Substantial Performance of the Work. This
constitutes the Contract Time referred to throughout the Contract Documents.

ARTICLE A-2 AGREEMENTS AND AMENDMENTS

Explicitly identify in writing all negotiations, representations or agreements, if any, which the
parties wish to be binding as part of the Contract by listing them in ARTICLE A-3 –
CONTRACT DOCUMENTS.

ARTICLE A-3 CONTRACT DOCUMENTS

This provision requires the parties to list all documents which are to comprise the Contract. The
purpose of listing the Contract Documents is to describe, in totality, the scope of the Work,
schedule, negotiated items, and all other agreements between the Owner and Contractor that
form the basis of the Contract. In addition to the Agreement, the Definitions, and the General
Conditions, the listing should always include the following:
• Supplementary Conditions (if applicable);
• Specifications, including a listing of contents with section numbers and titles, number of
pages, and date;
• Material finishing schedules;
• Drawings, giving drawing number, title, date, revision date or mark;
• Addenda, giving title, number, date; and
• Other pertinent information documents, as appropriate.
It may be appropriate to identify pertinent information documents, such as geotechnical reports,
site surveys of existing structures, photographs, and investigative reports, as Contract
Documents. The primary reason for including these information documents would be to allow
the Contractor to rely on the data contained therein; thereby avoiding the Contractor’s cost of
duplicating the Owner’s investigations. This would allocate to the Owner the risk associated
with actual conditions that may differ from what was represented to the Contractor in such
information documents at the time of bidding. However, the decision of whether or not to
include any such information documents as Contract Documents remains with the Consultant
and Owner.
The mediation/arbitration and insurance provisions of the contract are outlined in CCDC40 –
RULES FOR MEDIATION AND ARBITRATION OF CONSTRUCTION DISPUTES and
CCDC 41 – CCDC INSURANCE REQUIREMENTS respectively. A copy of the latest revision
of both documents at time of bid closing should be downloaded from the CCDC web site
(www.ccdc.org) and attached to the contract for ease of reference.
The documents listed below are not normally included as a part of the Contract Documents:
• Invitation and Instructions to Bidders which state the conditions relative to the bid invitation
and submission, respectively;
• Bid submitted by the successful bidder; and
• Labour agreements.

8 CCDC 20 – 2008
Normally, the Invitation and Instructions to Bidders have served their purpose once the bids have
been received; therefore, the Contract Documents in CCDC 2 – 2008 do not include such
bidding requirements. When information contained in these documents is to be included as part
of the Contract Documents, they should be listed under ARTICLE A-3 – CONTRACT
DOCUMENTS. This may include such supplementary bid information as a list of
subcontractors, alternative prices, or itemized prices. However, it is recommended that special
conditions, progress schedules, and labour agreements be set out in the appropriate sections of
the Specifications, not in the Supplementary Conditions.
If, after submission of bids, the parties to the Contract agree to changes, this information, or
reference to documents containing this information, should be included under Article A-3.

ARTICLE A-4 CONTRACT PRICE

As in all CCDC contract forms, in CCDC 2 – 2008, the Contract Price does not include Value
Added Taxes.

ARTICLE A-5 PAYMENT

In paragraph 5.1, where lien legislation does not apply to the Place of the Work or where the lien
legislation governing the Place of the Work does not require a prescribed rate of holdback, fill in
the applicable rate.
Paragraph 5.3.1 standardizes the interest due on overdue accounts. The interest of two percent
above the prime rate is proposed as the standard for the first 60 calendar days. If the amount is
still unpaid after 60 calendar days, the interest will be increased to four percent above the prime
rate to compensate the Contractor for extra costs due to delayed payment. To avoid showing a
bias toward or against any particular bank, the name of the lending institution is left blank, to be
determined and filled in by the parties.
The rate of interest to apply on overdue accounts is stated as an annual rate to avoid the
application of Section 4 of the Federal Interest Act. Section 4 of that Act provides that, where
interest is payable on a written or printed contract at a percentage for a period less than a year,
5% per annum is the maximum interest recoverable unless the contract contains an express
statement of the annual rate.
The intent of paragraph 5.3.2 is to apply the interest at the rate and in the manner prescribed by
paragraph 5.3.1 in the event that either party fails to make payments as they become due under
the terms of settlement of any dispute. When interest is included in the final settlement of any
dispute, it is recommended that the terms of settlement clearly indicate that the settlement
amount includes all interest so that paragraph 5.3.2 is satisfied.

ARTICLE A-6 RECEIPT OF AND ADDRESSES FOR NOTICES IN WRITING

CCDC recognizes the delivery of Notice in Writing by regular post in a manner akin to the
Ontario’s Rules of Civil Procedure which provide that a document is deemed to have been
received by the party to whom the notice is addressed 5 calendar days after the date of mailing.

CCDC 20 – 2008 9
In the case where one of the parties disappears, or absolutely refuses to take delivery of a
registered letter or of a letter delivered by courier or hand, the Ontario Rules also provide that a
document is deemed to have been received by the party to whom it is addressed on the fifth day
after its transmission by ordinary mail to the address supplied by this party. Recognizing the
need to cope with such circumstances, CCDC also provides this method for sending Notices in
Writing, which it believes the parties would use only as a last resort.
A Notice in Writing may also be transmitted by facsimile or e-mail provided that during
transmission no indication of failure of receipt is communicated to the sender.

EXECUTING THE CONTRACT

Proper Contract execution or signing is essential to formalize the agreement reached between the
parties. To avoid signing procedures which cause problems and to standardize procedures, the
following procedure is recommended:
• the authorized representatives of both parties must sign and seal the Agreement portion of the
Contract Documents (seal not required in the Province of Quebec);
• in the absence of any special requirement by the Owner, individually securely bind the
professionally sealed Specifications and Drawings; and
• the authorized signing representative for each party then should sign on each copy of the
Specifications and Drawings though it is not necessary that every sheet be initialled.
Sign three sets of Contract Documents in the manner suggested above; one set to be retained by
the Owner, one to be retained by the Contractor, and one for the Consultant.
Each party should ensure that all Contract Documents are signed by the person authorized to
sign on their behalf.
Execute the Contract as soon as possible after the award.
CCDC recommends that all contracts be executed in the presence of the Owner and the
Contractor. Where this is not practical, the parties must ensure that the Contract Documents are
fully executed and that each of the parties is provided with an executed set of the Contract
Documents.

10 CCDC 20 – 2008
 THE DEFINITIONS
CCDC 2 – 2008
__________

DEFINITIONS
The Definitions section of the CCDC 2 – 2008 contains those terms and phrases which carry a
specific meaning when used in the Contract Documents. Defined words throughout the CCDC
Agreement, Definitions and General Conditions are capitalized and shown in italics.
Bid and Contract Documents should consistently use these terms since they have a definite
meaning and application under the contract. Other terms may have a different connotation.
The Definitions section in CCDC 2 – 2008 may be expanded by supplementary conditions to
provide additional definitions to suit the particular needs of the Work, e.g. tenant, special
consultant, and government agency. Do not modify, nor delete, any of the specific CCDC
definitions, as they are used throughout the contract and any modification thereof will cause
confusion, conflicts or misunderstandings.
Abbreviations, technical terms, and references should be identified in the Specifications or the
Drawings and not added as Definitions.

CCDC 20 – 2008 11
 THE GENERAL CONDITIONS
CCDC 2 – 2008
__________

The General Conditions in CCDC 2 – 2008 set forth the specific responsibilities, obligations and
rights of the parties, as well as the respective roles of the Owner, Contractor and Consultant.
The General Conditions contemplate a single construction contract for a specific Project.
However, they may be used in multiple contracts for the same Project. If a Project is to be
constructed under multiple contracts, separate contracts should be awarded using the applicable
CCDC contract forms, all of which should have co-ordinated General Conditions. In these
circumstances, the Contract Documents must clearly define the limits of responsibility for each
Contractor performing Work on the Project.

CONTENT OF THE GENERAL CONDITIONS

The General Conditions of the Contract are standardized contractual provisions describing the
rights, responsibilities, and relationships of the Owner and Contractor under the construction
Contract. General Conditions bring a level of consistency to construction contracts. Contractors
bidding a project will concentrate on the adaptations to the standard General Conditions without
having to examine the entire document each time they bid.
Administrative, procedural and temporary facility requirements are properly excluded from the
General Conditions and are more appropriately located in Division 1 - General Requirements of
the Specifications. Administrative processing of Shop Drawings, details concerning time
scheduling, clean-up, testing, temporary facilities, and similar work are also typically handled in
Division 1.

ADAPTATION OF THE GENERAL CONDITIONS

General Conditions may not be all-inclusive and, therefore, the use of Supplementary Conditions
may be necessary to complete Owner-Contractor contracts.
Changes to the General Conditions must be set out in a separate section of the General
Conditions called the ‘Supplementary Conditions’. Changes to the actual printed text of the
General Conditions should not be made by crossing out and inserting text. Please note that
reproducing the text with the incorporated modifications included is a copyright infringement.
Adaptations must be brought clearly and emphatically to the attention of the bidders so that they
can readily appreciate what is being changed. This will avoid misunderstandings and subsequent
disputes.
Supplementary Conditions must identify the particular CCDC contract form being modified. A
statement to this effect at the beginning of the Supplementary Condition section will serve this
purpose.
Supplementary Conditions may also be necessary to modify the relationships among the parties
when multiple prime construction contracts are awarded, when projects are fast-tracked, or when
the basis for Contractor’s compensation is not simply a stipulated price. Supplementary
Conditions often include provisions relating to payments, retainage, insurance, and other matters
of a contractual nature applicable to the specific Project.

12 CCDC 20 – 2008
COMMENTS ON SPECIFIC GENERAL CONDITIONS OF CCDC 2 – 2008

PART 1 GENERAL PROVISIONS

GC 1.1 CONTRACT DOCUMENTS

This General Condition sets out the intent of the Contract Documents and the hierarchy of each
type of document in the event of conflicts between them.
Paragraph 1.1.7. Consultants should carefully check that the Contract Documents agree with the
hierarchy of documents and the definitions of Specifications and Drawings. Any document
included in the Contract Documents that is not specifically mentioned in paragraph 1.1.7 should
have its order of priority established by a Supplementary Condition. CCDC40 – RULES FOR
MEDIATION AND ARBITRATION OF CONSTRUCTION DISPUTES and CCDC 41 –
INSURANCE REQUIREMENTS are considered part of the General Conditions within the
hierarchy of Contract Documents.
The following is an example of amending GC 1.1 to give an order of priority to an additional
document:
In the GENERAL CONDITIONS section of CCDC 2 – 2008

In GC 1.1 – CONTRACT DOCUMENTS, paragraph 1.1.7.1

Add the following sentence:
Document xxx, dated September 3, 2008, has priority over “material and finishing schedule”
(Note: The content of the above example is not a recommendation of CCDC)

Paragraph 1.1.8. Where a limited number of sets of Contract Documents will be issued to the
Contractor without cost, the number of sets to be provided should be stated as a Supplementary
Condition along with the terms for obtaining additional sets. It is good practice that the
information on the addenda be incorporated into the set of construction drawings.
The following is an example of amending the number of copies of documents the Contractor
will receive free of charge and the cost for additional copies.

In the GENERAL CONDITIONS section of CCDC 2 – 2008

In GC 1.1 – CONTRACT DOCUMENTS, paragraph 1.1.8

Replace this paragraph by:
1.1.8 The Contractor will be supplied with 20 sets of the Contract Documents without charge.
Additional sets shall be provided at a cost of $ 50 per set of Specifications and of $ 60 per
set of Drawings.
(Note: The content of the above example is not a recommendation of CCDC)

PART 2 ADMINISTRATION OF THE CONTRACT

These General Conditions define the role, authority and responsibility of the Consultant as
established in the Consultant’s separate agreement with the Owner.

CCDC 20 – 2008 13
GC 2.1 AUTHORITY OF THE CONSULTANT
The Consultant is not a party to the Contract between the Owner and Contractor; as such, there
is no contractual relationship between the Contractor and the Consultant.

GC 2.2 ROLE OF THE CONSULTANT

This General Condition describes the role of the Consultant. When the Consultant’s services or
responsibilities defined in the Owner-Consultant Agreement differ from those listed in CCDC 2
– 2008 such differences in responsibilities or services, as stated in the Owner-Consultant
Agreement, must be identified in a Supplementary Condition; compatibility is essential.
The following is an example of amending GC 2.2 to let the Contractor know what additional
responsibilities or services the Owner has assigned to the Consultant:

In the GENERAL CONDITIONS section of CCDC 2 – 2008

GC 2.2 – ROLE OF THE CONSULTANT, paragraph 2.2.3

Replace this paragraph by:
2.2.3 The Consultant will provide at the Place of the Work a Project representative to assist in
carrying out the Consultant’s responsibilities. The Project representative will be
stationed at the site, in an office provided by the Contractor, and will be responsible for
assisting the Consultant in the administration of the Contract. The Project representative
will perform... (complete with additional tasks or responsibilities assigned to the Project
representative and specify any limitations of authority)
(Note: The content of the above example is not a recommendation of CCDC)

Paragraph 2.2.4. In accordance with GC5.3 – PROGRESS PAYMENT, the consultant is

required to promptly inform the Owner of the date that the Consultant received the Contractor’s
payment application. This ensures that the Owner is aware of the responsibility to make a
payment within the next 20 calendar days.
Paragraph 2.2.10. It is good practice for the Consultant to inform both the Owner and the
Contractor of the anticipated time that will be necessary to make an interpretation or finding.
Paragraph 2.2.13. The Consultant and the Contractor should establish dates when the
Consultant is to supply the Contractor with certain Supplemental Instructions, such as the colour
finishing schedule and the keying schedule.

GC 2.3 REVIEW AND INSPECTION OF THE WORK

Paragraphs 2.3.6 and 2.3.7. These clauses provide a default position related to testing,
inspections, and the provision of material and samples for testing. The intent of this default
position is to require that the Contract Documents explicitly identify those tests, inspections and
sampling requirements that are to be paid by the Contractor.
Some examples include requiring the Contractor to sample and test concrete for compliance with
various performance and strength criteria and to provide samples of Products for compliance
testing by other testing authorities. In each of these situations, the Contract Documents would
have to state that the Contractor should pay the costs of the sampling and testing.

14 CCDC 20 – 2008
The intent of the statement related to tests or inspections designated by the laws or ordinances of
the Place of the Work is to cover requirements of various authorities having jurisdiction. Some
examples include: regulatory inspections by building authorities; electrical inspections of
installed facilities; Construction Equipment compliance inspections; and environmental
compliance of construction methodologies.

PART 3 EXECUTION OF THE WORK

GC 3.2 CONSTRUCTION BY OWNER OR OTHER CONTRACTORS

When the Owner awards more than one contract for the construction of the Project or performs
part of the Work required for the Project using the Owner’s own forces, the obligations of the
Owner and Contractor are identified in the provisions of GC 3.2.
Should the Owner elect to perform work using the Owner’s own labour forces on the Project, the
Contract Documents should contemplate such circumstances to avoid jurisdictional disputes and
establish responsibility for health and construction safety at the Place of the Work, temporary
facilities, workers’ compensation, property damage, insurance, and other related costs and
responsibilities including access, storage of equipment and materials, and use of construction
equipment.
Paragraph 3.2.3. Without identifying the requirements in the Contract Documents, the
Contractor is only obligated to cooperate in the review of schedules and identify deficiencies
that affect the Work.
Paragraph 3.2.4. The Contractor’s obligation to co-ordinate and schedule the Work with the
work of other contractors or of the Owner, applies only if they are identified and the specifics are
clearly outlined in the Contract Documents.

GC 3.8 LABOUR AND PRODUCTS

If the Owner decides to provide some items this should be clearly noted in the Contract
Documents, so that the Owner may obtain full advantage of any reduction in overall cost. In
such cases, care should be taken to clearly establish who will be responsible for matters such as
transportation, taxes, handling, on-site storage, and protection.

GC 3.9 DOCUMENTS AT THE SITE

If there is a need for other documents or reference material to be available at the site, these
should be indicated in Division 1 of the Specifications.
Should the Owner or Consultant require that the Contractor keep a record of deviations from the
Contract Documents in the actual construction of the Work, these should also be outlined in
Division 1 of the Specifications.

GC 3.10 SHOP DRAWINGS

Should the Consultant’s or Owner’s requirements call for a significant deviation from the
manner of processing Shop Drawings outlined in this General Condition, the process should be
outlined in Division 1 of the Specifications.

CCDC 20 – 2008 15
PART 4 ALLOWANCES

GC 4.1 CASH ALLOWANCES

Paragraph 4.1.1. Where precise details of certain portions of the Work are unknown at the time
of calling bids, the bidders may be required to include a cash allowance in the bid price.
Paragraph 4.1.4. When the actual cost exceeds the specified cash allowance, the excess amount
has to be adjusted to cover increased overhead and profit for the Contractor. This adjustment is
to include amounts for overhead and profit as set out in the Contract Documents. No adjustment
is made for decreased overhead and profit where the actual cost is less than the specified cash
allowance. The Contract Price, not the cash allowance, includes the overhead and profit for all
the allowances specified.
The Contract Documents shall carefully define the scope of work and the method of determining
costs associated with each of the specified cash allowances. This is to ensure that no overlap
occurs between the specified work and the cash allowance work. Cash allowances do not
include any Value Added Taxes payable by the Owner to the Contractor.
Cash allowances may cover for example:
• installation by Contractor of Owner supplied Products;
• Contractor’s cost to supply Products, with the cost of the installation being included in the
bid price;
• the Contractor’s cost to provide (supply and install) a Product; and
• inspection and testing by third parties.
During the course of the Work, when the actual cost of each specified cash allowance becomes
known, the Contract Price must be adjusted by a separate Change Order for each cash allowance
to record the difference between the cash allowance and the actual amount payable to the
Contractor.
As soon as possible after award of the Contract, the parties should review the nature and scope
of each cash allowance so that the Contractor can incorporate the work of the cash allowance in
a timely and orderly manner.

GC 4.2 CONTINGENCY ALLOWANCE

The Contingency Allowance, when specified, is the fixed amount specified in the Contract
Documents which the Contractor carries to cover increases in cost for changes in the Work. As
these changes are not defined, the Contractor cannot be expected to know, in advance, the
overhead cost requirements. Therefore, work performed under a contingency allowance is
evaluated as set out in GC 6.2 – CHANGE ORDER or GC 6.3 – CHANGE DIRECTIVE (see
discussion under GC 6.2 and GC 6.3).

16 CCDC 20 – 2008
PART 5 PAYMENT

GC 5.1 FINANCING INFORMATION REQUIRED OF THE OWNER

The Contractor is entitled to ask the Owner to furnish reasonable evidence that financial
arrangements have been made to fulfill the Owner’s obligations under the Contract. Acceptable
evidence might include a construction loan commitment, a lender’s ‘set aside’ letter, a credit
report, a corporate resolution or governmental appropriation, or other similarly positive
documentation that the Owner has financing in place to complete the construction. CCDC 12 –
PROJECT FINANCIAL INFORMATION provides a standard format for this information. The
Owner is obliged, upon request, to reconfirm such evidence from time to time as the Project
proceeds. Since the Contractor’s decision to accept the Owner’s information is a business
decision, the Consultant is not called upon to make findings (see GC 2.2.7) under this specific
General Condition.

GC 5.2 APPLICATIONS FOR PROGRESS PAYMENT

For an example of an application for payment form, refer to CCDC 24 – A Guide to Model
Forms and Support Documents.
The Contractor should advise all Subcontractors and Suppliers of any payment application
requirements including the time by which they are to submit their progress billings so that the
Contractor may include them in the Contractor’s application for progress payment.
Subcontractors should be requested to submit their progress billings to the Contractor in the
same form and detail as the Contractor’s application for payment.
CCDC contracts require a Contractor to provide a Statutory Declaration only with the
Contractor’s application for payment of the holdback amount as referenced in GC 5.5.1.2.
Upon payment of the first progress payment, the Owner may require that the Contractor issue a
Statutory Declaration stating that all accounts for labour, subcontracts, Products, Construction
Equipment and other indebtedness which may have been incurred by the Contractor and for
which the Owner might in any way be held responsible have been paid in full, except for
amounts properly retained as a holdback or as an identified amount in dispute. A properly
completed signed and sealed form CCDC 9A – Statutory Declaration (www.ccdc.org) serves this
purpose. The CCDC Bulletin 21 provides additional information on Statutory Declarations.

GC 5.3 PROGRESS PAYMENT

Upon application by the Contractor, the Consultant issues certificates for payment to the Owner.
For an example of a progress payment certificate form, refer to CCDC 24 – A GUIDE TO
MODEL FORMS AND SUPPORT DOCUMENTS.

CCDC 20 – 2008 17
The Consultant must promptly inform the Owner of the date of receipt of the Contractor’s
application for payment and remind the Owner of the Owner’s responsibility for payment to the
Contractor. The consultant should also advise the Owner of the approximate amount of the
progress payment at this time. If the Consultant determines that the amount claimed is not
properly due and cannot approve the application as presented, the Consultant must immediately
advise the Contractor and endeavour to clarify the differences. If there is no agreement, the
Consultant should amend the amount, issue a certificate for the amended amount and notify the
Contractor, in writing, of the amendment. Failure of the Consultant to issue a certificate
indicating amounts due within 10 calendar days after the receipt of the original application or
failure of the Owner to pay within 20 calendar days after the Consultant’s receipt of the
Contractor’s application for payment can result in a work stoppage or termination of the
Contract as outlined in GC 7.2 – CONTRACTOR’S RIGHT TO SUSPEND THE WORK OR
TERMINATE THE CONTRACT.

GC 5.4 SUBSTANTIAL PERFORMANCE OF THE WORK

Specific administration procedures concerning submittals and close-out procedures to achieve
Substantial Performance of the Work need to be specified in the Contract Documents.
When determining if Substantial Performance of the Work has been achieved, the Consultant
must act in accordance with the lien legislation prevailing at the Place of the Work.

GC 5.5 PAYMENT OF HOLDBACK UPON SUBSTANTIAL PERFORMANCE OF THE

WORK
Where the expression ‘holdback amount’ is used in CCDC 2 – 2008, it means the statutory
holdback required by the lien legislation and not, for example, a deficiency holdback. Where
such legislation does not apply, then ‘holdback amount’ means the holdback required in
accordance with such other legislation, industry practice, or such other provisions which are
agreed to between the parties.
The CCDC 9A – Statutory Declaration form must have a copyright seal applied to each and
every completed form.

PART 6 CHANGES IN THE WORK

GC 6.1 OWNER’S RIGHT TO MAKE CHANGES

Changes may be required because of a change in the Owner’s requirements, site conditions,
emergencies, or in government regulations.
Changes in the Work may affect Contract Price, Contract Time, or both.
Any change in the Work should be covered under a Change Order or a Change Directive or, if
such is not achievable, by separate contract or purchase order.
The basic principles stated below govern the change to the Work process in CCDC 2 – 2008:
• The Contractor shall not perform any changes in the Work without written authorization
from the Owner;

18 CCDC 20 – 2008
• Two methods are provided in CCDC 2 – 2008 for the Owner to supply this written
authorization: the Change Order and the Change Directive;
• A Change Directive can only be used to order changes that are within the general scope of
the Contract Documents;
• A Change Order may be used for changes that are within or outside the general scope of the
Contract Documents;
• The Contractor is under no obligation to carry out a change in the Work which is outside the
general scope of the Contract Documents; and
• Only a Change Order can be used to carry out a change which deals solely with the Contract
Time.
Procedures for substitutions are not addressed by CCDC 2 – 2008. Therefore, unless provision is
made for substitutions by Supplementary Condition or in Division 1 of the Specifications, none
are allowed except by Change Order or by Change Directive.
Changes near the end of the Work that would postpone the completion date and create
unreasonable delay in achieving substantial performance and its consequences, including the
release of the holdback amount, should be handled by change orders, separate contracts or
purchase orders, not by change directives. The Owner should consult with legal counsel and
insurance and surety advisors before this is done.

6.2 CHANGE ORDER

The Change Order is used when the Owner and the Contractor agree on a change in:
• the Work;
• Contract Price, or on the method to adjust it; or
• Contract Time.
As the Contractor is under no obligation to carry out a change to the Work which is beyond the
general scope of the Contract Documents, the agreement by the Owner and Contractor on price
and time, as stated above, also serves to confirm the Contractor’s agreement to perform the
change.
When a change is contemplated, the Consultant notifies the Contractor in writing, as early as
possible, providing any revised Specifications and Drawings necessary to fully describe the
change. The proposed change notice may be given using the standard form the ‘Proposed
Change’ that is provided in CCDC 24 – A GUIDE TO MODEL FORMS AND SUPPORT
DOCUMENTS.
The Contractor, through the Consultant, promptly provides a submission to the Owner
describing the effect of the change on Contract Price and Contract Time. The submission from
the Contractor should include a cost breakdown and that breakdown should identify the cost of
delays and the cost of suspending the work, where applicable. The Contractor should state a
reasonable length of time that the submission will remain open for evaluation and acceptance.
If any work affected by the proposed change is in progress or is to start shortly, the Owner must
consider whether the work affected should be stopped. If so, the Owner should stop such work
by issuing a Change Directive, whether the proposed change that causes the stop order is
approved or cancelled at a later date.

CCDC 20 – 2008 19
The Contractor may propose a change in Contract Price by any method, including:
• Lump sum price. The Contractor should prepare an estimate and submit a lump sum
quotation with a breakdown of costs in a form acceptable to the Consultant. Should the
proposed lump sum price be unacceptable to the Owner, then the parties may negotiate to
reach agreement on an acceptable amount.
• Unit prices stated in the Contract or subsequently agreed upon. Where unit prices are
required for adjusting the Contract Price, they should be as specific as possible, include
overhead and profit, and differentiate between units added and units deducted. For example,
concrete in place should specify the location in the building, the type of element and strength.
The Consultant analyzes the information provided in the Contractor’s submission; further
discussion and negotiation may be required to come to a decision to accept the change in the
Work and the change in the Contract Price and Contract Time. When there is agreement
between the Owner and Contractor on these changes, a Change Order, which is an amendment
to the Contract, is prepared by the Consultant and is signed by the Owner and the Contractor.

GC 6.3 CHANGE DIRECTIVE

An Owner may issue a Change Directive in circumstances where an Owner requires a change in
the Work that is within the general scope of the Contract Documents and
• the change is urgently required or it would not be expedient to attempt to reach agreement on
the method of the adjustment to the Contract Price or Contract Time prior to its
commencement, or
• there has been a failure of the parties to agree on the method of adjustment to the Contract
Time.
The Owner and Contractor should agree on the Contractor’s percentage fee for Change
Directives as early as possible. This fee should reflect current industry practice.
The conditions under which a Change Directive would be used anticipate both additional
expenditures and potential savings to the Contractor for proposed changes in the Work. Where
additional expenditures are incurred, the valuation would include a provision for a percentage fee
to cover the Contractor’s overhead and profit. However, where savings are incurred, the credit
would be the actual cost savings to the Contractor, without a deduction for overhead and profit.
This provision is in place to recognize that cost savings by reducing work does not automatically
reduce the Contractor’s overhead for the Work, nor should the Contractor be penalized by
reducing its potential profit on the Work.
Until there is agreement between the Owner and the Contractor on the proposed method of
adjustment to Contract Price, the change in the Work described in the Change Directive is
performed on the cost plus basis as outlined in this General Condition.
After the Change Directive is issued, both parties should continue efforts to achieve agreement
as soon as possible on the adjustment to the Contract Price and Contract Time and then record
this agreement in a Change Order.
When it is expected that changes will have an impact on cost or time, they can only be given by
means of a Change Directive and not by the Consultant issuing Supplemental Instructions or
other documents, e.g. field orders, stop work orders, site instructions, etc.

20 CCDC 20 – 2008
Paragraph 6.3.11 obligates the Owner to pay the Contractor on an interim basis for work
performed under a Change Directive even though the total amount has yet to be finalized.

Refer to CCDC 24 – A GUIDE TO MODEL FORMS AND SUPPORT DOCUMENTS for

standard forms which can be used for a Proposed Change, Change Order or Change Directive.

GC 6.4 CONCEALED OR UNKNOWN CONDITIONS

During the course of the Work, either of the contracting parties may come across certain physical
conditions at the Place of the Work that they believe are not those anticipated at the time of
signing the Agreement. This General Condition establishes the methodology to be used when
this situation occurs. It sets out the time limits, procedures and actions related to the notification
of all parties and the investigation of the situation. It also establishes the steps to be taken after
the Consultant makes a finding related to the investigation.
The dispute resolution process described in Part 8 – DISPUTE RESOLUTION applies if either
party is in disagreement with the findings of the Consultant.
Paragraph 6.4.3 obligates the Contractor to evaluate the Work prior to bid closing in order to
determine the conditions that may affect the Work. What is considered to be “differing
materially from those ordinarily found to exist” may vary depending on Project circumstances.

GC 6.5 DELAYS
This General Condition describes those circumstances in which the Contract Time may be
extended, and the Contract Price adjusted, as the result of delays.
Paragraph 6.5.3.3 specifies that abnormally adverse weather is a basis for an extension to the
Contract Time. The intent is to equitably allocate risk. The Contractor is expected to assume
weather-related risk arising from “normal” weather conditions and the Owner assumes weather-
related risk arising from “abnormally adverse” weather conditions.
Abnormally adverse conditions might include extended heavy rainfall, ice or snow storms, high
winds, etc., that fall outside the normally expected weather patterns at the Place of the Work for
the proposed time of construction. If the Owner desires to define specific weather conditions for
a specific Project that will not be considered abnormal, then a Supplementary Condition would
be necessary. Examples might include defining the acceptable parameters of:
• a 24 hour rainfall;
• the depth of snowfall over a specific time period; or
• wind speed and anticipated duration.
Paragraph 6.5.3. There may be instances where the extension in the Contract Time may be
longer than the period of the event causing the delay. For example, additional time may be
required to re-establish the workforce and equipment or to work under more difficult conditions.
Paragraph 6.5.3.4 explicitly excludes circumstances resulting from default or breach of Contract
by the Contractor as a basis for an extension of time. An example of such a circumstance would
be the late delivery of a Product for a cause beyond the Contractor’s control, where the
Contractor could still be held responsible for the late delivery if the Contractor had originally
failed to order the Product in a timely manner.

CCDC 20 – 2008 21
Paragraphs 6.5.4 and 6.5.5. The Consultant may recommend a Contract Time extension where
the Contractor experiences conditions that could not reasonably have been contemplated in
setting the completion date of the Work. The Contractor should submit a detailed report in
support of any claim for extension.
Paragraph 6.5.5. Where no schedule is made under paragraph 2.2.13, claims for delay due to a
failure to produce Supplemental Instructions on a timely basis will not be entertained until 10
Working Days after demand for such instructions has been made. Therefore, the Contractor
should make demands for Supplemental Instructions, such as the colour finishing or keying
schedule, as early as possible in order to avoid delays.
Where a change or extension of the Contract Time is agreed upon, such extension must be
confirmed in writing by a Change Order.
The Owner should be careful that the award of separate contracts does not unexpectedly cause
delays.
The Contractor must give the Consultant a Notice in Writing stating the cause of delays within
10 Working Days after the commencement of the delay. The Consultant then recommends
acceptance or rejection of claims for delay promptly and in writing.
Delays should be properly recorded, supported and promptly analyzed so that responsibility and
compensation, if any, can be established. GC 7.2 – CONTRACTOR’S RIGHT TO SUSPEND
THE WORK OR TERMINATE THE CONTRACT provides that the Contractor has a right to
terminate the Contract in circumstances where delays caused by Order of the Court or other
public authority, which are not the fault of the Contractor, extend beyond 20 working days.

GC 6.6 CLAIMS FOR A CHANGE IN CONTRACT PRICE

This General Condition is intended to address the procedural matters related to the making of a
claim for additional payment of any kind.
It must be recognized that in this contract, a 'claim' and a 'dispute' are not the same. For the
purposes of CCDC 2 – 2008, a claim is a demand for financial consideration by either party.
Examples of a claim include:
• a demand for additional payment by the Contractor as compensation for effort expended, but
not anticipated, when preparing a bid; or
• a demand for a refund of monies by the Owner for non-performance on a particular item of
work.
A claim may be recognized by the party receiving the claim and consequently may not lead to a
dispute. A 'dispute' only occurs when a 'claim' by one party is 'disputed' by the other party. The
claims process precedes and is separate from the dispute resolution process dealt with in Part 8 –
DISPUTE RESOLUTION.

22 CCDC 20 – 2008
An important aspect of this general condition is that all notices related to claims shall be given
and acted upon in a timely manner. This ensures that, as the event or series of events giving rise
to the claim occur, both parties are able to take steps to mitigate the effects of the claim and are
not having to deal with the impact of the event afterwards. It is also important that the
Consultant make a prompt finding to resolve a claim. Should the claim not be resolved to the
satisfaction of all parties involved, it enables the parties to immediately initiate the dispute
resolution process.
In paragraph 6.6.3, the party making a claim has until the fifth calendar day before the expiry of
the lien period provided by the lien legislation applicable at the Place of the Work as stated in
GC12.2 – WAIVER OF CLAIMS to provide Notice in Writing of a claim. The written notice of
claim must be in accordance with GC12.2.6.
All claims related rights and obligations are mutual, i.e., they apply equally to both the
Contractor and Owner in respect of claims initiated by either party.

PART 7 DEFAULT NOTICE

Actions taken under this section may affect insurance coverage, bonding and indemnification
rights. Given the importance of this General Condition, the Owner and the Contractor should
consult their legal, financial, surety and insurance advisors on all matters before action is taken
under this section.

GC 7.1 OWNER’S RIGHT TO PERFORM THE WORK, TERMINATE THE

CONTRACTOR’S RIGHT TO CONTINUE WITH THE WORK, OR
TERMINATE THE CONTRACT
This provision contemplates the possibility that the Contractor may become insolvent, be
declared bankrupt, or may not be executing the Work properly.
Paragraph 7.1.2 requires, as a condition precedent to any default notice being given by the
Owner, that the Consultant has furnished a written statement to the parties stating that sufficient
cause does exist to justify such action by the Owner. The nature of the default should be clearly
identified.
Paragraph 7.1.5.1 clarifies that the Owner will not be able to take possession of equipment that is
owned and leased by third parties.

GC 7.2 CONTRACTOR’S RIGHT TO SUSPEND THE WORK OR TERMINATE THE

CONTRACT
This provision deals with the circumstances where the Contractor may terminate the Contract in
the event that the Owner is declared bankrupt or when the Work is suspended or otherwise
delayed by an Order of the court or other public authority through no fault of the Contractor for
a period of 20 Working Days or more.
In addition, this provision also entitles the Contractor to stop the Work or to terminate the
Contract where the Owner is in default of any of the contractual obligations set out in paragraph
7.2.3. However, the Contractor must give 5 Working Days Notice in Writing to the Owner prior
to taking any action, in order to allow the Owner an opportunity to remedy the default.

CCDC 20 – 2008 23
Note that the failure of the Owner to provide financing information required of the Owner under
GC 5.1 – FINANCING INFORMATION REQUIRED OF THE OWNER is exempted from the
Consultant’s confirmation that sufficient cause exists.

PART 8 DISPUTE RESOLUTION

The rules for mediation of construction disputes in CCDC 2 – 2008 are set out in CCDC 40 –
RULES FOR MEDIATION AND ARBITRATION OF CONSTRUCTION DISPUTES in effect
at time of bid closing. Should the industry introduce changes to these rules, the CCDC will
modify CCDC 40 accordingly without having to reintroduce a revised version of the contract
form. The most current version of CCDC 40 is available on the CCDC web site
(www.ccdc.org).
Dispute Resolution sets out, very specifically, the method for the settlement of disputes under
CCDC 2 – 2008. It recognizes the need to find alternatives to the costly and slow adversarial
litigation process and, therefore, incorporates the Alternate Dispute Resolution (ADR) concepts
of negotiation, mediation, and arbitration in a manner that encourages the speedy, inexpensive
and voluntary resolution of construction disputes.

GC 8.1 AUTHORITY OF THE CONSULTANT

In the first instance, claims, differences or other matters relating to the performance of the Work
or the interpretation of the Contract Documents are referred to the Consultant in writing for the
Consultant’s finding or determination.
Disputes arise when differences between the Owner and the Contractor regarding the
performance of the Contract cannot be resolved in the first instance by a finding of the
Consultant, as provided in paragraph 2.2.7.
Paragraph 8.1.2 clarifies that all disputes under the Contract are to be dealt with in the same
three stages – by unassisted negotiation, by mediated negotiation and by arbitration.
Paragraph 8.1.3 identifies the role of the Consultant and provides a means for the Work to
continue during the dispute resolution process.

GC 8.3 RETENTION OF RIGHTS

Paragraph 8.3.2. Since Owners and Contractors must comply with legislation in each
jurisdiction in order to continue to preserve their lien rights and the right to go to arbitration, they
should be aware of the need to seek the advice of legal counsel in these circumstances.

PART 9 PROTECTION OF PERSONS AND PROPERTY

GC 9.1 PROTECTION OF WORK AND PROPERTY

This General Condition emphasizes the Contractor’s responsibility for taking precautionary
measures to protect the Work, the Owner’s property and adjacent property from all damage and
injury arising out of the performance of the Contract.

24 CCDC 20 – 2008
The obligation to determine the location of buried utilities and structures includes those facilities
that are not shown on the Contract Documents but that are reasonably apparent in an inspection of
the area. Examples of this would include utility access chambers or manholes, overhead light
fixtures without obvious overhead power or control lines, or culverts beneath roadbeds.

GC 9.2 TOXIC AND HAZARDOUS SUBSTANCES

For the purposes of this Contract, toxic and hazardous substances are those materials defined by
applicable legislation at the Place of the Work.
Paragraph 9.2.4. The Owner has a right to properly store the toxic or hazardous substances at the
Place of the Work in accordance with applicable legislation.
Paragraphs 9.2.5 to 9.2.8. These clauses outline the responsibilities of the parties and the
procedures in the event that the presence of any toxic and hazardous material is observed or is
reasonably suspected at the Place of the Work. Should the Contractor or anyone for whom the
Contractor is responsible bring toxic or hazardous substances onto the Place of the Work, it is
the Contractor’s responsibility to safely remove and dispose of the toxic or hazardous substance.
Moulds including toxic moulds are to be dealt with under GC 9.5 – MOULD.

GC 9.4 CONSTRUCTION SAFETY

This General Condition establishes that the Contractor is solely responsible for construction safety
at the Place of the Work and for initiating, maintaining and supervising all safety precautions and
programs. However, that responsibility may differ where the Owner engages other contractors
under separate contracts or employs its own forces to perform work pursuant to GC 3.2 –
CONSTRUCTION BY OWNER OR OTHER CONTRACTORS. The Owner and Consultant also
must abide by safety regulations at the site. The Owner must be aware of, and follow, any
legislation pertaining to the Owner’s responsibility for safety.

GC 9.5 MOULD
There is little applicable legislation similar to those for Toxic and Hazardous Substances to
articulate the roles and responsibilities of the Owner, Consultant and the Contractor at the Place
of the Work regarding the presence of mould. Regulators have issued alerts and bulletins
regarding health and safety standards making it the employer's responsibility to protect their
workers. Due to insufficient knowledge about the short and long term affects of mould, it is
presently impossible to determine safe mould exposure thresholds; as such, the scientific and
health communities agree that mould should be removed.
This General Condition outlines the responsibilities of the parties and the procedures to apply in
the event that the presence of mould is observed or is reasonably suspected at the Place of the
Work, whether the mould is found to be toxic or not.
The expertise required to determine the nature and cause of the mould is not the responsibility of
the Consultant. An independent expert is required when called for under the contract. This
General Condition clearly defines when and how the independent expert will be engaged.

CCDC 20 – 2008 25
When mould is observed at the Place of the Work, it is incumbent upon the Contractor to take all
reasonable steps to prevent injury, sickness, death and damage to the property; this may include
stopping the Work, if necessary.
If the Owner and Contractor mutually or through the results of the independent expert's
investigation agree on the nature and cause of the mould, then the party responsible, at their own
expense, shall:
• remediate or dispose of the mould,
• make good any damage to the Work,
• reimburse the other party for the costs of the independent expert, and
• indemnify and hold harmless the other party.
Paragraph 9.5.2.3. If the Contractor agrees that the presence of mould was caused by the
Contractor’s operations under the Contract, a Change Order should be issued to reimburse the
Owner for reasonable costs for the independent expert.
Paragraph 9.5.3. If the Owner agrees that the presence of mould was not caused by the
Contractor’s operations under the Contract, a Change Order should be issued to reimburse the
Contractor for reasonable costs and to extend the Contract Time. The Consultant’s
recommendation under paragraph 9.5.3.3 should also be made in consultation with the expert
referred to in GC 9.5.1.3.
Paragraph 9.5.4. Should the Owner disagree with the findings of the independent expert, the
Owner must proceed with the work stated in paragraph 9.5.3.1. Similarly, should the Contractor
disagree with the findings of the independent expert, the Contractor must proceed with the work
stated in paragraph 9.5.2.1. The rights of both the Owner and the Contractor are not prejudiced
should they proceed with this work. The parties can then attempt to resolve their dispute by
following Part 8 – DISPUTE RESOLUTION.
It is good practice that the Owner take all reasonable steps prior to the commencement of the
Work to determine whether or not mould is present at the Place of the Work and to provide both
the Consultant and the Contractor with a written list specifying the presence of mould. There is
an expectation that the remediation of the mould be completed either before the Work begins or
as part of the Work.
For more information on mould, refer to CCA 82 – MOULD GUIDELINES FOR THE
CANADIAN CONSTRUCTION INDUSTRY at www.cca-acc.com.

PART 10 GOVERNING REGULATIONS

GC 10.1 TAXES AND DUTIES

When the Project qualifies for sales tax and/or customs duty refunds or exemptions, a
Supplementary Condition should be issued amending this General Condition to establish the
procedure. This should be established prior to bid call and should be included with the Bid
Documents. The text of the Supplementary Condition should clearly identify who pays the tax
and duty, who applies for the refund, what formula or method is to be used, and who provides
the information and data required for the refund application or exemption certificate.

26 CCDC 20 – 2008
Since government procedures governing the refund or exemption of taxes and duties may vary, it
is recommended that the appropriate procedures be predetermined in order to provide both
parties to the Contract with clear and precise information for making such applications.
When certain Products are exempt from sales tax, state in a Supplementary Condition who the
purchasing authority will be and identify the forms to be used.
A question often arises when an announced tax change is not to take effect until after bid closing,
but will take effect during the course of the Contract. It is incumbent on the Owner and the
Consultant to clarify for the prospective bidders how this situation is to be handled in the
preparation of bids.

GC 10.2 LAWS, NOTICES, PERMITS, AND FEES

Laws relating to the ownership of land and the approval of designs are normally the Owner’s
responsibility. The Contractor should not be required to apply or pay for permits relating to the
planning, zoning, deed covenant, development charges, or other related regulations that are not
germane to the actual requirements for construction.
Paragraph 10.2.2 and 10.2.3. To avoid misunderstandings about the payment of certain fees, the
Contract Documents should state which fees are to be paid by the Contractor and are, therefore,
included in the bid price. This is especially important with regards to building permit and utility
service fees.

PART 11 INSURANCE AND CONTRACT SECURITY

GC 11.1 INSURANCE
Prior to signing the Contract , preferably before the bidding phase, it is important for the parties
to conduct a detailed review of the insurance requirements for the Project with insurance
professionals that are qualified to provide construction insurance. The purpose of the review
should be to identify the types of coverage that may be required to satisfactorily protect the
various parties’ interests in the work. Specialized coverages may be necessary to adequately
insure additional risks presented by some projects.
Users of CCDC 2 – 2008 should also review with insurance professionals risks that are excluded
from standard construction insurance policies, paying particular attention to how these risks may
impact the Project in question. For example, asbestos may be of little or no concern in the case
of stand-alone new construction that will contain none of this material. However, the location of
an otherwise ‘low risk’ project in proximity to what insurers perceive to be a ‘terrorism target’
may render terrorism coverage unavailable or very costly. A risk management strategy that
addresses insurable and non-insurable risks prior to bidding is an important part of the process
that can assure the achievement of the financial goals of the Project.

CCDC 20 – 2008 27
The insurances specified in this General Condition are considered to be recommended minimum
requirements for most projects. The insurance limits and coverages are set out in document
CCDC 41 – CCDC INSURANCE REQUIREMENTS in effect at time of bid closing. Should the
insurance market introduce changes to the insurance limits and coverages, the CCDC will
modify CCDC 41 accordingly without having to reintroduce a revised version of the contract
form. The most current version of CCDC 41 is available on the CCDC web site (www.ccdc.org).
A copy of the latest revision at time of bid closing should be downloaded from the CCDC web
site and attached to the contract for ease of reference.
Paragraph 11.1.1.4. ‘Broad form’ property insurance is another term for ‘all risk property
insurance’. For most projects, insurance coverages are to be maintained until 10 days after the
date of Substantial Performance of the Work. Owners must have their insurance policies in place
at the time of Substantial Performance of the Work, or such other time stipulated under
paragraph 11.1.1.4.2 or 11.1.1.4.3.
Paragraph 11.1.3. The party responsible for the loss is responsible for the deductible amount.
Should there be proportional responsibility between the parties, the responsibility for the
deductible amount is calculated accordingly.
Paragraphs 11.1.6 and 11.1.7 cover the remote possibility that the insurance provisions in CCDC
41 change some time between the bid closing period and the signing of the Contract or the
renewal period of the Contractor’s insurance policy. These changes must be addressed promptly
by Change Order to avoid the risk of not being adequately insured.
If the characteristics of the Project call for revisions to the insurance limits and coverages
specified in CCDC 41 or to any of the insurance requirements in CCDC 2 – 2008, a
supplementary condition must be prepared accordingly.
For additional information on insurance matters see CCDC 21 – A GUIDE TO
CONSTRUCTION INSURANCE and related CCDC Bulletins (www.ccdc.org).

GC 11.2 CONTRACT SECURITY

Contract security can be in the form of a cash security, letter of credit, certified cheque or surety
bond.
For a detailed explanation of surety and the approved CCDC bond forms see CCDC 22 – A
GUIDE TO CONSTRUCTION SURETY BONDS and related CCDC Bulletins (www.ccdc.org).

PART 12 INDEMNIFICATION, WAIVER OF CLAIMS AND WARRANTY

GC 12.1 INDEMNIFICATION
Indemnification is a provision in a contract in which a party undertakes to be financially
responsible for specified types of damages, claims, or losses for which the other party may be
liable or may suffer. Through this provision the contracting parties agree who will assume
liability for losses that arise from the performance of the contract and the limits of that liability.

28 CCDC 20 – 2008
The indemnification clauses in CCDC 2 – 2008 are designed to allocate risk to the contracting
party who is in the best position to control and manage that risk. CCDC 2 – 2008 establishes the
concept of mutual indemnification between the parties. The indemnification provisions render
each party responsible for its own negligence or breach of the terms and conditions.
CCDC 2 – 2008 has introduced limits of liability for claims for indemnity between the parties as
well as claims for indemnity by third parties other than those related to bodily injury and
property damage.
CCDC 2 – 2008 recognizes that the Owner determines the extent of the Owner’s own exposure
to risk and specifies the type and amount of insurance coverage required to be provided by the
Contractor based upon this assessment. In order to limit the risk undertaken by the parties under
the agreement and their efforts to indemnify against insurable direct claims in this General
Condition, that obligation has been limited to the dollar value of the insurance specified by the
Owner. The Owner can always provide further protection by specifying that the Contractor
purchase additional insurance limits.
The risks imposed upon a Contractor by the indemnification clause are typically passed on to the
insurance companies through the purchase of insurance policies specified in the insurance
provisions. However, insurance policies include exclusions such as mould and pollution in their
standard commercial general liability policies. Consequently, the net result is not an absolute
transfer of the risk to the insurance companies. Owners and Contractors need to be aware that
this may result in uninsurable payouts that have the potential to cause insolvency of the
Contractor, resulting in serious financial losses for both parties.
Owners and Contractors must be made aware that modifying the indemnification clause may
pose uninsured risks. Refer to CCDC Bulletin 25 (www.ccdc.org) for a detailed explanation.
A table summarising the various indemnification limits of CCDC 2 – 2008 follows. The parties
will indemnify and hold each other harmless against the stated claims, provided that such claims
arise out of negligent acts or omissions or a failure of either party to fulfill its obligations under
the terms and conditions of the Contract.

CCDC 20 – 2008 29
Summary of the indemnification limits for CCDC 2 – 2008:
GENERAL – With the exception of mould, patent fees and an actual or alleged lack of, or
defect in, title to the Place of the Work, all claims must be caused by negligent acts, negligent
omissions, or a failure to fulfil the Contract.

Owner/Contractor
indemnify and hold Nature of
Monetary limitation Time limitation
each other the claims
harmless
General liability insurance limit
Direct claims Insured for one occurrence as referred to in
between the parties claims CCDC 41 in effect at the time of
bid closing
and
Shorter of 6 yrs from
Third-party claims The greater of the Contract Price the date of
Uninsured
other than those or $2,000,000, but in no event Substantial
claims
relating to bodily greater than $20,000,000 Performance of the
injury or property Work and any
damage limitation Statute of
the province or
Insured territory of the Place
Third-party claims claims No Limit of the Work
relating to bodily
injury or property
damage Uninsured
claims No Limit

Toxic/Hazardous Insured or
Substances Uninsured No limit No time limitation
claims

30 CCDC 20 – 2008
EXCEPTIONS
Owner indemnifies
Nature of
the Contractor Monetary limitation Time limitation
the claims
Model,
Infringement or plan or
alleged design
infringement of a supplied
patent of invention to the
No limit No time limitation
in executing Contractor
anything for the as part of
purpose fo the the
Contract Contract
Documents
Lack of, or defect
in, title to the Place
No limit No time limitation
of the Work

Since the Consultant is not a party to the Contract, indemnification of the Consultant should be
reviewed under the Consultant’s agreement with the Owner.

GC 12.2 WAIVER OF CLAIMS

This General Condition establishes the concept of mutual waivers of claim. The waiver period
limit for both the Owner and the Contractor occurs at the same time.
The timing of the waiver is related to the expiry of the lien period. Under paragraphs 12.2.1 and
12.2.3 the parties have until 5 days prior to the expiry of the lien period to signify their intention
to claim. This brings a timely closure to both parties’ intention to claim for issues occurring
prior to the date of Substantial Performance of the Work, with the exception of those
circumstances stated in paragraphs 12.2.1, 12.2.2, 12.2.3, 12.2.4 and 12.2.5. This focuses both
the Owner’s and the Contractor’s early attention to claims for matters of significance; thus,
reducing the potential for either party to ‘ambush’ the other party with late claims.
In paragraphs 12.2.1 and 12.2.3, it is important to understand when, under the lien legislation
applicable to the Place of the Work, the Contractor’s lien expires, as this date fixes the date of a
party’s waiver.
Paragraph 12.2.2. The Contractor waives and releases the Owner from all claims resulting from
acts or omissions occurring after the date of Substantial Performance of the Work except for
indemnification for claims advanced against the Contractor by third parties; claims related to
toxic and hazardous substances; infringement of a patent, or an allegation thereof; lack of, or
defect in, title; and claims for which a Notice in Writing of claim has been received by the Owner
from the Contractor within 395 calendar days following the date of Substantial Performance of
the Work. Claims that have been given in writing and that satisfy paragraph 12.2.6 are not
waived.

CCDC 20 – 2008 31
In paragraph 12.2.4, the Owner waives and releases the Contractor for claims for substantial
defects and deficiencies arising out of the Contractor’s actions where there is no written notice
of claim by the Owner within 6 years from the date of Substantial Performance of the Work, or
such shorter period as may be prescribed in any limitation statute applicable to the Place of the
Work. Claims that have been given in writing and that satisfy paragraph 12.2.6 are not waived.
Paragraph 12.2.5. The Owner waives and releases the Contractor from all claims resulting from
acts or omissions which occur after the date of Substantial Performance of the Work except for
indemnification for claims advanced against the Owner by third parties, claims related to toxic
and hazardous substances and those arising under GC 12.3 – WARRANTY and claims for which
Notice in Writing has been received by the Contractor from the Owner within 395 calendar days
following the date of Substantial Performance of the Work. Claims that have been given in
writing and that satisfy paragraph 12.2.6 are not waived.
Paragraph 12.2.7. The requirement for a detailed account of the amount claimed is intended to
discourage frivolous claims by either party.

GC 12.3 WARRANTY
The warranty period specified in CCDC 2 – 2008 is one year from the date of Substantial
Performance of the Work or such other periods specified in the Contract Documents for certain
Products or Work.
Warranties for portions of the Work and Products that specify longer periods are of two types:
• warranties covering the entire installation as well as the Products (e.g. roofing or glazing
systems), and
• warranties covering replacement of the Product.
The Contract Documents will describe the type of warranty.
Warranties for replacement of Products offered by the Product manufacturer usually only cover
the replacement of the Product and not transportation, removal of the failed Product,
reinstallation of its replacement, nor any associated labour costs. These Product warranties will
be obtained by the Contractor and are issued to the benefit of Owner.
Owners and Consultants should be aware when specifying warranties for periods longer than the
one-year period defined in paragraph 12.3.1, that, in most cases, standard Performance Bonds do
not cover guarantees which extend beyond two years and supplementary bonding is generally not
available.
The CCDC Bulletins 17 and 18 (www.ccdc.org) provide additional information on construction
warranties.

32 CCDC 20 – 2008
 NOTICE TO USERS OF CCDC 2 – 2008
GOVERNED BY THE CIVIL CODE OF QUEBEC
__________

1. Article 21 of the Definitions included in CCDC 2 – 2008 state that the definition of
Substantial Performance of the Work is as defined in the lien legislation applicable to the
Place of the Work. However, in Quebec, as no definition of Substantial Performance of the
Work exists in the Civil Code, substantial performance will occur, by virtue of the alternative
definition provided in Article 21, when the Work is ready for use or is being used for the
purpose intended and is so certified by the Consultant.
With respect to the issue of legal hypothecs ("liens" in other provinces) in Quebec, one must
refer to the completion of the Work, as defined in Article 2110 of the Civil Code as: by
virtue of Article 2727 of the Civil Code, it is from this event that the time limits concerning
legal hypothecs begin.
2. CCDC 2 – 2008 invites the individuals signing the Agreement (on page 5) to affix a
corporate seal if required. In Quebec, the seal is not mandatory.
3. Paragraph 2.2.6 of GC 2.2 may be considered to be releasing the Consultant from his or her
responsibility; however, one cannot restrict the public order responsibility the Consultant
assumes by virtue of Article 2118 of the Civil Code of Quebec.
4. In Quebec, notwithstanding the provisions of paragraph 2.3.1 of GC 2.3, the Consultant is
governed by Article 2117 of the Civil Code of Quebec, which holds that the client (and
consequently his Consultant) must not interfere with the work.
5. In GC 12.2.1 and GC 12.2.3 expiry of the period within which a Contractor must register a
legal hypothec should be considered synonymous with expiry of the lien period.

CCDC 20 – 2008 33
 FURTHER REFERENCES
__________

Reference to the following additional CCDC guides and related documents is highly
recommended:
CCDC 9A/9B – Statutory Declarations
CCDC 21 – A Guide to Construction Insurance
CCDC 22 – A Guide to Construction Surety Bonds
CCDC 23 – A Guide to Calling Bids and Awarding Contracts
CCDC 24 – A Guide to Model Forms and Support Documents
CCDC 40 – Rules for Mediation and Arbitration of Construction Disputes
CCDC 41 – CCDC Insurance Requirements
The latest editions of the following documents are available on the CCDC Web Site
www.ccdc.org
CCDC Bulletin 7 – Use of Supplementary Conditions with CCDC Standard Contract Forms
CCDC Bulletin 17 – Construction Warranties
CCDC Bulletin 18 – Warranty vs. Guaranty
CCDC Bulletin 21 – Statutory Declarations: Purpose and Practical Application
CCDC Bulletin 24 – Do Modern Insurance Specifications and Policies Sufficiently Address
Today’s Construction Contracts.
CCDC Bulletin 25 – Standard Indemnification Clause

34 CCDC 20 – 2008