In October 1997, the American Institute of Architects (AIA) released revisions to two of the most used construction forms, the General Conditions of the Contract for Construction (A201) and the Standard Form of Agreement between Contractor and Subcontractor (A401). The A201 is incorporated into the Standard Form of Agreement between Owner and Contractor and the A401, as well as other contract forms issued by AIA. The A201 is the common link between the Architect, Owner, General Contractor and Subcontractor.
These contract forms first appeared in the early 1900s and have been periodically revised. The new A201 is the 15th edition and the new A401 is the 13th edition. These periodic revisions result from negotiations between the AIA and many construction industry organizations, including American Subcontractors Association, Associated Specialty Contractors and Associated General Contractors.
At the time AIA released the 1997 Editions of A201 and A401, numerous articles appeared in construction industry journals and newsletters discussing the "improvements" and "significant changes" in the documents. The 1997 revisions deal with matters such as mediation, hazardous materials, indirect damages, the trust nature of progress payments received by the General Contractor for a Subcontractor and other important provisions. In subsequent issues of Construction Law Comments, we will discuss specific revisions to the AIA General Conditions by reviewing a particular section and highlighting the 1997 revisions to that section.
Journal and newsletter articles explaining "new" changes to AIA contract forms can be misleading for two important reasons. First, few users of AIA forms read them carefully enough to be familiar with the original provisions. As a result, an explanation of significant revisions that does not also discuss unchanged provisions and how changed and unchanged text interrelate, can create confusion about the legal effect of the change. We will attempt to avoid this pitfall in future Construction Law Comments articles.
Second, the pure form of AIA contract documents are almost never used. The AIA General Contract (A101) and Subcontract (A401) are seldom seen without numerous amendments. The General Conditions (A201), for example, almost always contains cross outs or is amended by Supplementary General Conditions. Therefore, even if you are aware of the changes and effect of the 1997 revisions to the A201, you must review the entire document, including Supplementary Conditions, to determine the specific terms that are included in your contract document.
Also, at times, you may receive an AIA contract or general conditions that is computer generated. Unless the document is highlighted to show changes, the only way to determine if the computer generated form is the same as the printed AIA form is to compare them word for word.
Don't get fooled by assuming that if you are presented with the 1997 edition of the A201 or A401, that the changes you may have read about are actually included without modifications. The words in the contract documents as modified, and not the edition number, control your rights and obligations.
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