Contract Law in the Construction Industry Context

Description

This book chronicles how contract cases from the construction industry have influenced, solidified, refined and particularized U.S. contract law. The book’s central claim is that the construction industry experience has helped to contextualize U.S. contract law and, therefore, has encouraged the common law to be more receptive to flexible legal standards and practices and less constrained by the relatively rigid rules that often characterize contract law. Other scholarly books analyze the themes, values, standards, and principles of contemporary contract law, but none captures how construction industry relationships and practices have influenced the common law of contracts. After providing an overview of construction law as a specialty of the practicing bar and as a field for scholarly inquiry, this book examines the construction industry cases that have most directly influenced contract law. It reviews how industry dispute patterns have caused courts to refine contract law principles or to adapt and modify other principles. Separate chapters explain the special roles that cases in the U.S. Supreme Court and in the lower federal courts have played in defining and distinguishing contract law in the construction industry. The final chapters assess implications the construction industry cases hold for contract theory writ large, and for the future of contract law. This book is essential reading for legal scholars, construction law and contract law specialists, and those interested in how the construction industry has helped shape the U.S. legal system. Cover Half Title Series Page Title Page Copyright Page Dedication Table of Contents Preface Acknowledgments PART 1: Contract law and the construction industry 1. The practice and study of construction law Construction law as a practice specialty A scholarly perspective on construction law Looking for meaning in the construction industry contract cases PART 2: The role and significance of the industry cases 2. The construction industry and core principles of contract law Substantial performance Economic waste Unilateral mistake Offer as enforceable option contract Changed circumstances and the pre-existing duty rule Assessing the industry’s impact on core principles 3. Adaptations, refinements, and constraints in the industry cases Implied warranties and other implied obligations Third-party dispute resolution Damages Measure and proof of damages Betterment Express contractual limits Liquidated damages No-damage-for-delay clauses Conditional payment clauses Termination for convenience Unilateral changes Third-party beneficiaries Contextual interpretation The duty to disclose Impossibility, impracticality, and force majeure Other contract interpretation principles Subcontracts And much more PART 3: The federal cases 4. The U.S. Supreme Court cases Owner’s implied obligations Dispute resolution Construction liens The Court’s construction contract jurisprudence Constitutional issues Taking stock of the Court’s industry cases 5. Federal construction contract law today The special place of the federal construction contract cases Implied obligations Changes to the contractor’s obligations The changes clause in the federal decisions Differing site conditions Termination Contractor’s measure and proof of damages The Severin doctrine Lessons from the federal cases PART 4: Assessing contract law in the construction industry context 6. Contract theory and the construction industry cases Competing conceptions of contract The dubious reign of classical contract Contract theory and the U.S. Supreme Court cases The industry rejects two classical rules Evolving trends, the U.C.C., the second Restatement, and the influence of industry cases Distinctive trends in the industry cases The special story of contract interpretation Text and context The interpretive process Contract interpretation principles in industry cases Text and context revisited An aside: The economic loss rule of tort law Detecting contract theory in the industry context 7. A backward glance and a forward glimpse The industry cases in retrospect The future of contract law in the industry and beyond The future of construction law scholarship Index