The Fundamentals Of Construction Law
I confirm that this work is mine, I have not plagiarized and there is no hidden collusion. I have read and agree with the Declaration on Conduct of Assessed Work Form on the student intranet, URL: http://intranet.sobe.salford.ac.uk/studentintranet_share/bb_Declaration_Conduct_Assessed_Work.pdf
When we were advised of the assignment I was apprehensive in relation to two aspects. Firstly the group dynamic and how this would work because of geographical location and secondly the range of questions proposed; when my group were given The Latham question I was relieved. This was the question that I had picked in my mind before we were allocated it and therefore felt more at ease.
I would describe myself as having a very practical approach to any task I encounter. I quickly identify the problems and the processes that need to be put into place, implement the solutions and carry them out. Therefore I felt that this would be an effective approach to the task.
The other members of the group are professionals in their own right and therefore had their own ideas about how we approached this task. Through various forms of communication and the exploration of ideas I saw that a commonality existed. I felt it was important to reinforce these commonalities and use them to produce our assignment. The most effective approach agreed on was, for each person to produce a section from the assignment, I suggested that I would write the introduction as I felt I had a good overview of the topic due to my work experiences. I emailed my summary to the group to initiate creative discussion and thinking, as this established the topics we would present. As a contribution to the overall preparation of the task by the group I felt it would be helpful if I shared some of the research material that I had gathered. I also emailed this material to the group in the hope of harnessing teamwork. It has reinforced for me my approach to team work and I have learned that this can be a successful approach even though we have never met face to face.
I also noticed however that there was a particular personality within our group that had a tendency to be overly controlling and this had the capacity to cause problems in the long run with person to person interaction. Utilising my practical approach and work life experience I felt that by suggesting to the group that this person should be given the task of co-ordinating the overall presentation. I sensed that this would create a more positive end result. This proved to be decisive as he was eager to take on this task and delivered it competently.
When I received the co-ordinated report I felt satisfied that the task had been completed successfully. It reinforced for me the value of team work and I was delighted that a varied group of people could work together so effectively when they were located in different geographical areas. When I reviewed the other group's submissions it was apparent to me that a similar approach had been taken.
I have found this exercise a challenge and it has given me the awareness to consider the reflective approach as another avenue of knowledge.
1. Additional Footings And Support Structures
Hudson has submitted a claim for payment for what he claims is additional to the contract scope .i.e. the additional footings and support structures; the question we need to ask is whether the work was included in the contract scope or if it is additional. The issue for Hudson is defining the works under this lump sum contract and there is a risk that he may be liable for the costs associated with the additional works as detailed in the cases Williams Fitzmaurice and San Paulo Railway. It was decided in these cases that it was the contractor's obligation to complete all of the works as it was conditional to the scope. I would be of the opinion that in this instance it is unlikely, as the footings and support structures were not included in the plans. In saying that the onus is still on the contractor to prove the works are additional and Hudson needs to verify the following as detailed by Adriaanse. J (2007)
The work was extra over the work actually agreed by the parties.
There was either an express or implied promise by the employer to pay for the work done.
The agent had authority to issue instructions for the work to be done.
In a building contract generally the employer / designers are accountable for the design while the contractor builds what has been designed; the contractor does not assume responsibility for design. In Cable Ltd v Hutcherson Bros Pty Ltd the court held that the responsibility of the contractor was to carry out the works in the agreed drawings. In John Mowlem v British Insulated Callenders Pension Ltd the courts had to look at whether the contractor was responsible for any aspects of the design; it was held that the contractor wasn't liable as the engineers had failed to exercise reasonable care and skill which resulted in the inadequate design. Hudson can demonstrate that the design was inadequate for the proposed works; it couldn't have been anticipated as it wasn't included in the original scope. The additional work bears a relationship with the agreed scope as it is imperative to the construction. As its Hudson's obligation to build the works and at no stage did CPL tell him to stop, there is an implied promise by CPL to pay for the extra work; as detailed in Liebe v Molly. The uncertainty was whether the contractor could be compensated for variations to the work without an order in writing from the employer. The court held that the works were not included in the original contract scope because; the employer was aware of the extra works being done, knew that they were outside the original scope and knew that the builder also viewed them as extras so expected to be compensated. This case shows that if the work is outside the defined scope then a builder may recover on the basis of quantum meruit.
Hudson could also argue that the additional work falls outside the agreed contract. With an unattractive contract price Hudson could find it advantageous, to argue that the change introduced was not a variation to the works within the confines of the contract but a separate contract in its own right as detailed in the case of Blue Circle industries v Holland Dredging Company (UK) Ltd. The court held, making reference to Thorn v Mayor and Commonalty of London, that the extra construction work instructed was outside the scope of the original contract and therefore it constituted a separated contract.
DRW were hired to carry out the detailed design and CPL expected a good standard of service. Unfortunately they have failed to perform their contractual obligations and CPL can take legal action to recover costs. DRW owes a duty of care to CPL, the duty is mainly governed by the contract terms, or in tort this duty of care is through the common law system. Irrespective of a claim made in contract or tort, the measure of loss is to put CPL so far as money can, in the same position they would have occupied if the DRW had properly discharged their duty.
2. The Weather
The rights of the parties depend upon the allocation of responsibility for the delay and the express terms of the contract. If the delay in completion is the responsibility of the contractor, then the employer is entitled to damages for breach of the obligation to complete on time and vice-versa. However, if the event was not caused by breach of contract, the remedy will only be as stated in the contract.
The contractor is obliged to complete the works in an agreed period and must compensate the employer if it fails to do so through its own fault. Time for completion can be extended (but not reduced) if the employer or architect instructs extra work, or is in default. If the contractor is delayed by a neutral event such as bad weather, losses lie where they fall so that the time for completion will be extended but additional costs are borne by the contractor. Hill .C (1999)
The poor weather during the summer could not have been anticipated by either party; however the consequence of the three week delay due to the building of additional footings and structures followed by the four week delay due to the adverse weather (neutral event) has created a knock on effect called a ‘concurrent delay'. Both the order of the variations and CPL's breach of contract are acts of prevention that have delayed Hudson. If Hudson is not granted an extension of the time then he will no longer be under an obligation to complete within the specified period. His obligation is instead only to complete within a reasonable period. Time is said to be “at large”, Holme v Guppy. What is a reasonable time is a question of fact and all the factual circumstances must be taken into account. As the contract provides for the deduction of liquidated damages the provision will no longer be enforceable when time is at large as there is no certain date from which the liquidated damages can run. If however Hudson is granted an extension of time this merely entitles him to relief from paying liquidated damages and as already stated by ‘Christopher Hill' all additional costs will be borne by Hudson.
The challenge now is allocating responsibilities for the overall delay. In the case of Walter Lawrence v Commercial Union Properties Ltd the architect argued the contractor allowed the effect of the inclement weather to delay the job. The court held that this argument was flawed and the contractor was entitled to an extension of time. The view was that, where it is impossible to separate the delays the contractor gets the benefit. In Henry Boot Construction (UK) Limited v Malmaison Hotel (Manchester) Ltd the Judge decided that the contractor was only entitled to an extension of time when the cause for delay was the employer's responsibility and where it delayed the project as a whole.
To summarise, as the initial delay was the fault of CPL (i.e. the additional footings and support structure) and the adverse weather delay is a neutral event, Hudson will be entitled to the extension of time to be agreed but any additional costs associated with the weather delay will have to be borne by him.
3. The Photovoltaic Floor Tiles
When a nominated sub-contractor/supplier repudiates a sub-contract, this default can cause untold problems. In this occasion Solped have repudiated the sub-contract (by going bust) which has left a trail of additional costs and disruption. The question is whether responsibility for these losses lies with Hudson or whether CPL must now bear the costs of nominating the substitute and then purse Solped under their separate contract. In the case of North West Regional Hospital Board v TA Bickerton & Son Ltd the nominated sub-contract went in liquidation. The main contractor agreed to do the work on a ‘without prejudice' basis and then claimed it had cost more than the original price. The court had to look at whether the employer was liable for the increase. The House of Lords held that the employer was liable on the basis it was their responsibility as the nominated subcontractor had dropped out and it wasn't the main contractor's obligation to carry out the work that was allocated to the sub-contractor. However the House of Lords went on to say that the sub-contractors rejection was not a breach of contract by the employer. There was therefore no reason to presume that the losses suffered by the main contractor could be recouped from the employer. In view of this case it is likely that CPL are liable for the costs associated with supplying and fitting the replacement tiles but are not in breach of the contract due to the disruption caused by Solped going into liquidation, therefore Hudson will have to absorb all additional costs. Also Hudson will be entitled to an extension of time for any unreasonable delay i.e. re-nominating. However any other delays arising inevitably are at Hudson's risk and CPL has the right to claim liquidated damages as decided in the case of Percy Bilton Ltd v GLC.
Hudson could also argue they have carried out their obligation to the contract, fitting the tiles as per the manufacturers instruction as there has been no complaint with regard workmanship. Solped was contracted with the supply of photovoltaic tiles to CPL and not Hudson. As Solped have now gone bust and Hudson had to source the tiles elsewhere (adding to the project duration) this would be deemed an act of hindrance or prevention by CPL as in the case of McAlpine Humberoak v McDermott International the Court of Appeal confirmed that the ratio decidendi of Peak Construction Ltd v McKinney Foundations (Ltd) was that an employer could not invoke the liquidated damages clause when late completion was an act of hindrance or prevention by the employer. Therefore CPL cannot insist on the implementation of a contractual obligation by Hudson as it is itself the cause of the non-performance. (i.e. the prevention principle). This can also be is demonstrated in Holme V Guppy where a builder was employed to carry out carpentry works. The job was delayed in part by the employer giving late possession and in part by others employed directly by him. It was held that the employer's act of prevention excused the contractor from performing in accordance with the programme in the contract and therefore the contractor was not liable to pay liquidated damages. This decision was applied in Trollope & Colls v North West Metropolitan Regional Hospital Board where their Lordships approved Lord Denning's judgement in the Court of Appeal where he said:
“…It is well settled that in building contracts - and in other contracts too - when there is a stipulation for work to be done in a limited time, if one party by his conduct - it may be quite legitimate conduct, such as ordering extra work - renders it impossible or impracticable for the other party to do his work within the stipulated time, then the one whose conduct caused the trouble can no longer insist upon strict adherence to the time stated. He cannot claim any penalties or liquidated damages for non-completion in that time”.
4. The Solar Water Heater
With lump sum contracts the employer is required to pay the contractor after substantial completion, if there are no express terms then it is implied by statute i.e. New Housing Grants Construction and Regeneration Act 1996. CPL must pay Hudson even if there are defects and omissions, subject to the employer's rights of abatement of price, as in Hoenig v Isaacs and Holland Hannen & Cubitts v WHTSO. In Hoenig the Court of Appeal held that there had been substantial compliance of the contract and that the defendant was legally responsible for the contract sum less the costs of remedying the defects. In Barrett Steel Building v Amec Construction the court considered the types of defence a main contractor might have against a sub-contractor claiming payment for defective work. The case held that the main contractor may successfully have three lines of defence; firstly, reduce the sub-contractor's claim by subtracting a sum of money equivalent to the value of the defective works, secondly, be entitled to set-off the cost of remedial works or thirdly, only pay for the works carried out properly in accordance with the contract.
As Hudson has fitted a solar water heater marginally less than specified we can say that this part of the works are defective. That said there is still substantial performance of the contract and CPL has moved into the premises. CPL's recourse is to deduct the £5,000 from the contract sum or only pay for the works properly carried out in accordance with the contract.
5. Liquidated Damages
A clause that is found to be a penalty is generally invalid, and courts will tend to strike them down. In the case of Dunlop Pneumatic Tyre Co. Ltd. v New Garage & Motor Co. Ltd, it was stated by the court that a clause is a penalty if ‘a payment of money stipulated as in terrorem of the offending party'.
Only in exceptional cases are courts likely to find a liquidated damages clause to be a penalty clause so are inclined where possible to maintain the contractual conditions as they have been agreed between the parties, as in the case of Philips v The Attorney General of Hong Kong. Thus it would be imprudent to believe a liquidated damages clause could be overturned on the basis that it was a penalty clause, after the contract has been entered into. This was considered by Mr Justice Jackson in the case of Alfred McAlpine Capital Projects Limited v Tilebox Limited where is was held that the liquidated damages clause was not a penalty and as a result could be implemented because of the following observations.
1. ‘............a pre-estimate of damages does not have to be right in order to be reasonable. There must be a substantial discrepancy between the level of damages stipulated in the contract and the level of damages which is likely to be suffered before it can be said that the agreed pre-estimate is unreasonable'.
2. Although many authorities use or echo the phrase “genuine pre-estimate”, the test does not turn upon the genuineness or honesty of the party or parties who made the pre-estimate. The test is primarily an objective one, even though the court has some regard to the thought processes of the parties at the time of contracting
3. ‘Because the rule about penalties is an anomaly within the law of contract, the courts are predisposed, where possible, to uphold contractual terms which fix the level of damages for breach. The predisposition is even stronger in the case of commercial contracts freely entered into between parties of comparable bargaining power'.
4. Looking at the bundle of authorities provided in this case, I note only four cases where the relevant clause has been struck down as a penalty.............................. In each of these four cases there was, in fact, a very wide gulf between (a) the level of damages likely to be suffered, and (b) the level of damages stipulated in the contract.'
In the case being considered, Hudson would find it difficult to prove that the liquidated damages clause is a penalty as there isn't a substantial discrepancy between the liquidated damages stipulated in the contract and the actual loss. Secondly the pre-estimate at £500 would be viewed as a reasonable and objective sum. Thirdly, the courts are not intent on mending unfair bargains and this case would fall within these parameters and fourthly the percentage of liquidated damages provisions being discarded by the courts is slim. Also the extension of time clause can be exercised properly in line with the contract conditions and Hudson can be afforded the extension of time where the client is liable.
It has been suggested that ‘Letters of Intent are not worth the paper they are written on'. An interpretation of this proposition may suggest that letters of intent are useless, worthless, or of no value. In order to examine this proposition it will be necessary to consider, the function of LOIs and the available evidence for and against their use within the construction industry.
If we cast our minds back to the proverbs that we all learned at our grandmother's knee, we all know that 'the road to hell is paved with good intentions', that 'more haste means less speed' and inevitably that 'a stitch in time saves nine'. Yet, despite those truisms, the letter of intent remains an extraordinarily popular method for parties to enter into commercial arrangements, especially so in the context of construction and engineering projects. Dymond.T & Walker. M (2009)
Function And Evidence:
LOIs are used within the construction industry to ‘kick start' a construction project, expressing an intention to enter into a contract at a future date. It follows that LOIs are documents issued before a formal contract has been agreed and awarded. Even though the intention is there for an agreement to follow, sometimes this doesn't happen and parties are forced into a situation where they have to weigh up their rights and obligations without the formal contract. HHJ Coulson QC (as he then was) in Cunningham v Collett & Farmer summaries a LOI: “A letter of intent, properly so called, is a document which expresses an intention on the part of party A to enter into a contract in the future with party B, but creates no liability in regard to that future contract. It is expressly designed to have no binding effect whatsoever... Of course, the reality is that, in the construction industry today, most letters of intent are not in this form, but are instead expressly designed to give rise to some, albeit limited, reciprocal rights and liabilities”
The popularity of the LOI within the construction industry is still constant. Pressures of getting construction projects started for commercial and/or practical reasons may result in employers issuing contractors/consultants with LOIs. This is intended to give some comfort or assurance that a contract will be entered into at a later date. However such letters can give more than comfort or assurances as they can present the parties with contractual obligations. Generally LOIs are arranged before essential information (often detailed design) is agreed and can disguise the parties differing views on risk and cost liabilities. With a difference of opinion on the details of the proposed formal contract the parties generally interpret the LOI in their favour. The consequences of failing to agree the details of a formal contract before work commences can be disastrous.
"Letters of intent" are there to get the works started while the contract gets sorted out. But if things go wrong before that happens, all sorts of wonderful things can happen. Wonderful for lawyers, that is. - Bingham. T (1999)
LOIs can have varied legal consequences and will present problems, unless drafted and worded properly. A contractual relationship could be created and frequently the effects are not anticipated by the parties. Courts have tended to resolve these problems on a case by case basis with decisions being made on whether there is a binding contract or not:
“.....there is a danger of confusion when talking generally about letters of intent. It seems to me that there are two distinct types of letters of intent: those that create no rights and liabilities, and those that do” HHJ Coulson QC (as he then was), Cunningham v Collett & Farmer.
No Binding Contract:
Parties' intention to enter into a contract at a future date may not sufficiently give preference to any liability in contract. When significant and vital issues concerning the performance of a contract remain in dispute or when an essential clause cannot be agreed the courts generally will determine the contract invalid. This was the case with British Steel Corporation v Cleveland Bridge & Engineering Co Ltd. The parties failed to reach agreement on the defendant's proposed form of contract (ICE) but also on price and delivery dates of the steel nodes. The Judge Robert Goff J held that no binding contract existed as vital information to the arrangement was never agreed and British Steel was awarded costs on a quantum merit basis (now called a claim in restitution for unjust enrichment). Where it is decided that no binding contract exists, the courts will usually award costs based on quantum merit provided there is confirmation that a request for work was made and that payment was anticipated, Hescorp Italia SpA v Morrison and Impreglio. Also there is usually no duty on the contractor to the quality or fitness for purpose of the works.
Another example is Jarvis Interiors Ltd v Galliard Homes Ltd. Galliard started negotiations with Jarvis to subcontract on the fitting out of a number of flats. Galliard issued their LOI, the contract was anticipated to be JCT 80 and the companies shook hands on the price. Over the following months Jarvis carried out a considerable amount of work but then the relationship broke down as the parties couldn't agree on terms. Jarvis sued Galliard. Galliard argued that arbitration was the route to resolve the dispute but Jarvis disagreed as the LOI stipulated ‘subject to contract'. The other reason no contract was formed was the fact negotiation and handshakes still lacked the certainty required. The judge's decision was based on the fact a price had been agreed but it was unclear what kind? (i.e. lump sum price, gross maximum price etc). Jarvis were awarded remuneration on a quantum merit basis.
“...........................Galliard v Jarvis story giving us a “no contract” position means that the Construction Act's adjudication provisions don't apply. For a referee to have jurisdiction there has to be a construction contract. And there's more. None of the payment provisions of the act apply, either. Further still, there is no duty to send notices showing what's going to be paid, nor any duty to send notices prior to withholding money when the other bloke has been acting up.
In fact, the whole thing is so loose, so uncertain, that the hand-to-mouth working, quantum meruit payment is a dog's dinner, and it's not surprising when the contractor simply says: “Blow all this, I'm off.” Bingham. T (1999)
An ‘If' Contract:
In British Steel Corporation v Cleveland Bridge & Engineering Co Ltd, Robert Goff J said that “.......the contract (if any) which may come into existence following a letter of intent may take one of two forms: either there may be an ordinary executory contract, under which each party assumes reciprocal obligations to the other; or there may be what is sometimes called an "if" contract, i.e. a contract under which A requests B to carry out a certain performance and promises B that, if he does so, he will receive a certain performance in return, usual remuneration for his performance”. With this type of contract, if works have started, employers could find themselves in a risky position as contractors would be under no obligation to finish the works, stopping at any time without breach of contract. This would also put the contractor in a strong position as they could demand inflated prices to complete the works knowing that the client would be hard pushed to find a replacement contractor. A good example of this is Emcor Drake & Scull Ltd v Sir Robert McAlpine where the subcontractor (Emcor Drake & Scull Ltd) was under no obligation to finish the works as the formal sub-contract had not been agreed but the main contractor (Sir Robert McAlpine) had to pay them on a quantum merit basis. Furthermore when the subcontractor ceased its work on site the main contractor struggled to recover costs for replacement.
In other circumstances a contractor will agree to undertake certain works with a promise that it will be paid to a maximum limit. This can be very risky as in the case of ERDC Group Ltd (2006) and Mowlem plc v Stena Line Ports Ltd. Mowlem sought confirmation from the court that it was entitled to be paid a reasonable sum for the works done for Stena Line Ports. Stena's counterclaim was that the letter of intent restricted Mowlem to a limit of GBP 10 million for works done up to 18 July 2003. Mowlem argued that they were entitled to be paid on a quantum merit basis for work done after the date as they had exceed the limit but only under Stena's instruction. The court held that the letter of intent had formed an ‘if' contract and Mowlem's payment was restricted to the GBP 10 million cap.
So, the letter of intent is a contract. Its promises, or terms, are figured out from the express provisions as objectively ascertained from the wording of the letter, as well as what is implied to resolve uncertainties. If that letter of intent expires but the parties are still edging their way towards some deal and meanwhile do work, call that the “pea soup contract”. But contract it certainly is. - Bingham. T (2008)
A Binding Contract:
When ‘subject to contract ‘is written into a LOI this does not necessarily mean that a binding contract cannot be created. In some cases when a formal contract does not come to fruition, courts have been prepared to find that a binding contract has come into existence; where the LOI is interpreted as acceptance of an offer or an offer capable of being accepted. This will normally happen if both parties have agreed the vital terms of the contract (i.e. liabilities, scope, programme and value) and have mutually worked together as a formal contract is anticipated. A good illustration of this is in the case of Cunningham v Collett & Farmer where HHJ Coulson QC (as he then was) gave some useful guidance on when it would be appropriate under certain circumstances to use a letter of intent:
Hamish Lal and Emily Busby set these out in ‘Understanding Letters of Intent' in ‘Construction & Engineering' 2008.
the contract workscope and the price are either agreed or there is a clear mechanism in place for such workscope and price to be agreed;
the contract terms are (or very likely to be) agreed;
the start and finish dates and the contract programme are broadly agreed;
there are good reasons to start work in advance of the finalisation of the contract documents.
In those circumstances I consider that, if the employer wants the work to start on site promptly and the contractor is also keen to commence work, then a careful letter of intent can be appropriate.'
Another situation where a LOI would create a binding contract is when the courts apply the terms and conditions of the formal contract in retrospect to work done under a LOI. This happened in the case of Trollope & Colls v Atomic Power Construction where the contractors had completed part of the construction project before a formal contract was concluded. The court implied a term that the finalised contract should apply retrospectively to all the work done under the earlier LOI. There had been every intention to create a contract, an agreement on all the vital terms and an acceptance of the offer was sufficiently clear.
Megaw J stated that "so far as he was aware, there was no principle of English law which provided that a contract cannot in any circumstances have retrospective effect… often the contract expressly so provides. I can see no reason why, if the parties so intend and agreed, such a stipulation should be denied legal effect."
Using A Letter Of Intent:
I am of the opinion that the reasons for using a LOI can be very constructive when ‘kick starting' a construction project before the formal contract is agreed. It is known that they work efficiently in the oil and gas industry with very little disputes, so as a provisional measure LOIs should work provided the work is not allowed to carry on indefinitely without the formal contract as it will expose the parties to a great deal of risk and very little protection. As HHJ Lloyd said in ERDC Group v Brunel University “once work starts, the parties get caught up in task in hand and leave the completion of the contract to one side”.
The following four issues should be considered when weighing up the use of an LOI:
(i) Scope and duration (ii) Payment (iii) Limitation of liability (iv) Termination. (Pinsent Masons - Project Asia 2009)
A synopsis of these points, set out below, indicates the importance of the content and structure of any LOI.
Scope And Duration
When the scope and duration are not defined there is little incentive on the contractor to agree the formal contract
An activity schedule should be included within the LOI to identify costs and programme
Start and finish dates should be agreed
Parties should look to renew all dates before they expire as this exposes them to risk
If a finish date expires the original letter can be varied by the parties' behaviour.
If the contract price cannot be determined then the agreed activities should have a price limit.
Contractors should not continue with work if they have exceeded the authorised expenditure.
Employers should stop the works until an expenditure extension is agreed.
Limitation Of Liability
Employers and contractors should cap their legal and financial liabilities.
Express termination and suspension provisions should be agreed
Contractors should ensure provisions are made to recover costs for cancellation, mobilisation and demobilisation of the works.
As demonstrated before an LOI is agreed between parties they should give careful consideration to its content, structure and the legal implications (it may or may not create legally binding relations). It is therefore crucial that contract negotiations take place in conjunction with the LOI so that the transfer to any formal contract happens in an organised and constructive fashion.
LOIs may or may not be worth the paper they are written on but if the employer wants the work to start on site promptly and the contractor is also keen to commence work, then a careful letter of intent (as set out above) can be appropriate.
Adriaanse. J. Construction Contract Law, 2nd Edition, (Hampshire: Palgrave Macmillan, 2007)
Bingham. Tony. Lawyers' love letters, (Building Magazine, Issue 48, 1999) http://www.tonybingham.co.uk/column/1999/19991203.htm
Bingham. Tony. Yoghurt in a Pea Soup, (Building Magazine, 1 July, 2008) http://www.building.co.uk/story.asp?sectioncode=57&storycode=3116015#ixzz0W0N0c7PP
Dymond. Tony & Walker Matthew. The Road to Hell.....Letters of Intent. (Herbert Smith 2009)
Hill. Christopher. Lump Sums: the essentials, (Building Magazine, Issue 23, 1999) http://www.building.co.uk/story.asp?storycode=5843#ixzz0ZxtJudGq
Lal. Hamish & Busby. Emily, Understanding Letters of Intent. (Construction & Engineering, 2008).
Pinsent Masons, An update - Project Asia (Letters of Intent - Am I Bound)