Explore the controversies, issues, and legal rights and remedies surrounding pay when paid and pay if paid clauses.
The enforceability of a pay if paid clause in a subcontract can be the difference between whether a contractor or its subcontractor remains in business in the event of an owner's failure to pay for a construction project. Pay if paid clauses are two of the most misunderstood, controversial, and contentious terms commonly included and negotiated in subcontracts. Contractors, subcontractors, and even some legislatures and courts have split as to whether pay if paid clauses are a fair allocation of the risk of an owner's nonpayment. This topic will explore the controversies and issues surrounding conditional payment provisions. This information will help persons responsible for drafting and negotiating construction subcontracts, including contract administrators, project executives, project managers, superintendents, and attorneys to recognize pay when paid and pay if paid clauses, to understand the requirements for enforcing such clauses, and to negotiate for the inclusion, exclusion, or modification of such clauses to better address the risk of an owner's nonpayment. It will help persons who administer and enforce construction subcontracts to better understand their rights and options in the event of a dispute involving a conditional payment provision and is critical to those who need to know and understand their rights and obligations under construction subcontracts.
Runtime: 92 minutes
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Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
Agenda
Introduction
- Conditional Payment Provisions (CPP)
Payment Absent a CPP
- Common Law
- Prompt Payment Acts
Conditional Payment Provisions
- Payment Conditions
- Conditions Precedent
- Timing Condition
Enforceability
- Freedom of Contract
- Public Policy
- Pay If Paid
- Pay When Paid
- Avoidance Clauses in General
Different Perspectives on the Risk of NonPayment
- Contractor Perspective
- Subcontractor Perspective
- Owner Perspective
Defeating or Avoiding Pay If Paid
- Ambiguity
- Public Policy
- Settlement
- Implied Duty of Good Faith and Fair Dealing
- Payment Bonds
- Prevention Doctrine
- Unjust Enrichment
Drafting and Modifying CPPs
Credit
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Why Lorman?
Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
Credits
OnDemand Course
Applications have not yet been submitted for Delaware, Idaho, Kentucky, Ohio, Oklahoma, South Carolina, and Wyoming CLE for this course. However, if you are interested in obtaining CLE for any of the listed states or have any additional credit questions please email us at [email protected] or call us at 866-352-9540.
This course was last revised on November 6, 2019.
Call 1-866-352-9540 for further credit information.
- AIA 1.5
- Lorman Education Services is a registered provider of AIA-approved continuing education under Provider Number J2016. This course is approved for 1.5 Learning Unit hour(s). Prerequisite: None, Program Level: Intermediate: Advanced Preparation: None
All registered AIA CES Providers must comply with the AIA Standards for Continuing Education Programs. Any questions or concerns about this provider or this learning program may be sent to AIA CES ([email protected] or (800) AIA 3837, Option 3). This learning program is registered with AIA CES for continuing professional education. As such, it does not include content that may be deemed or construed to be an approval or endorsement by the AIA of any material of construction or any method or manner of handling, using, distributing, or dealing in any material or product. AIA continuing education credit has been reviewed and approved by AIA CES. Learners must complete the entire learning program to receive continuing education credit. AIA continuing education Learning Units earned upon completion of this course will be reported to AIA CES for AIA members. Certificates of Completion for both AIA members and non-AIA members are available upon request.
- AK CLE 1.5
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- AL CLE 1.5
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- Arizona CLE 1.5
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- CA MCLE 1.5
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- CT CLE 1.5
- Neither the Connecticut Judicial Branch nor the Commission on Minimum Continuing Legal Education approve or accredit CLE providers or activities. This course has been approved for CLE credit in jurisdictions aside from CT and therefore it automatically meets the content and delivery requirements in Connecticut. Credit is based on a 60 minute credit hour and shall be awarded as follows: 1.5 CLE credit(s).
- HI CLE 1.5
- This program was approved by the Hawaii State Board of Continuing Legal Education for 1.5 CLE credit hours.
- IL CLE 1.5
- This course was approved for a total of 1.5 hours of MCLE Credit by the Illinois MCLE Board.
- ME CLE 1.5
- This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course shall receive 1.5 hours of CLE credit under M. Bar R. 12.
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- This program has been approved by the Montana Commission of Continuing Legal Education for a total of 1.5 CLE credits.
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- North Dakota CLE policy does not allow for pre-approval of any self-study courses. This course may qualify for up to 1.5 hours of CLE credit.
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- RI CLE 1.5
- This program has been approved by the Rhode Island Mandatory Continuing Legal Education Commission for 1.5 hours of CLE credit.
- VT CLE 1.5
- This self-study program has been approved by the Mandatory Continuing Legal Education Board of Vermont for 1.5 hour(s) of CLE credit. Please note: Attorneys may only claim 6 credits per compliance period in this format. This course is considered "Non-Moderated Programming without Interactivity".
- WA CLE 1.5
- This program has been approved by the Washington State Board of Continuing Legal Education for 1.5 hours of A/V credit under the Law & Legal Procedure category.
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- LA ENG
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- MD ENG 1.5
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- ME ENG 1.5
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- MT ENG 1.5
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- NC ENG 1.5
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- ND ENG 1.5
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- NH ENG 1.5
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This course is applicable for 1.0 CPC credits for engineers. *
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- NM ENG 1.5
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- OR ENG
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- PA ENG 1.8
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- SC ENG 1.5
- This course is applicable for 1.5 hours toward the PDH requirement for engineers through the South Carolina Board of Registration for Professional Engineers.*
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- SD ENG
- This course is applicable for professional development hours for engineers in South Dakota.*
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- TN ENG
- This course is applicable for professional development hours for engineers.*
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- TX ENG
- This Ondemand course is applicable for professional development hours for engineers.*
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- UT ENG
- This course is applicable for professional development hours for engineers.*
*Please check the rules and requirements in your state for compliance.
- VA ENG 1.5
- This program is applicable for 1.5 hours of continuing education through the Board for Architects, Professional Engineers, Land Surveyors, Certified Interior Designers and Landscape Architects (APELSCIDLA BOARD).*
*Please check the rules and requirements in your state for compliance.
- VT ENG
- This course is applicable for professional development hours for engineers.*
*Please check the rules and requirements in your state for compliance.
- WI ENG 1.5
- This course is applicable for a maximum of 1.5 hours toward the PDH requirement for engineers.*
*The Wisconsin Engineer Section has final authority on the acceptance of individual courses and providers.
- WV ENG 1.5
- This course is applicable for 1.5 professional development hours for engineers.*
*Please check the rules and requirements in your state for compliance.
- WY ENG 1.8
- This course is applicable for 1.8 professional development hours for Wyoming engineers.*
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To earn each credit Lorman offers through the OnDemand learning platform, you need to watch 100% of the program. Also, for certain credits you will need to fulfill additional requirements which will be displayed on the "credits" tab when viewing the course.
- Those applying for AIA and HRCI must view 100% of the program and answer the questions following the program.
This program does NOT qualify, nor meet the National Standard for NASBA accreditation.
Credit
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Why Lorman?
Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
Faculty
Scott D. Cahalan
Smith, Gambrell & Russell, LLP
- Partner in the construction law section of Smith, Gambrell and Russell, LLP, an AmLaw 200 firm
- Adjunct professor of design and construction law at Georgia Institute of Technology
- General counsel to the Georgia Utility Contractor’s Association
- Special assistant attorney general for State of Georgia
- Practice includes all aspects of design and construction law from drafting and negotiating prime contracts, subcontracts, and purchase orders to mediating, arbitrating, and litigating construction disputes
- Drafted form construction contracts for the Associated Owners and Developers, a national organization
- Recognized by Chambers USA, Best Lawyers in America, and Georgia Super Lawyers
- Frequent author and lecturer on construction law
- Member of the State Bar of Georgia, Northern District of Georgia, and 11th Circuit Court of Appeals
- J.D. degree, with honors, University of Georgia; B.S. degree in construction engineering, Iowa State University
- Can be contacted at 404-815-3711, [email protected] or [email protected]
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Why Lorman?
Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
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