Change-order controls

What a change order actually is

A change order is a written, signed amendment to a contract's price, schedule, or scope, agreed before the added work begins. Standard industry contract forms recognize only a few ways a contract can actually be changed: a written amendment both parties sign, a formal change order, or a written directive, according to a law firm's summary of the American Institute of Architects' standard construction contract revisions.

None of those is a verbal "go ahead" from whichever board member happens to answer the phone, and none of them is an email that just says "sounds fine." If your vendor contract does not spell out how changes get authorized, close that gap before you sign, not after a contractor hands you a surprise invoice.

Why silence can cost you leverage

Some standard contract forms go a step further: they require the contractor to object, in writing, before proceeding with work it believes will change the price or schedule. Under a 2017 revision to the AIA's standard general conditions, a contractor who proceeds without raising that objection waives any later claim for an adjustment, according to a law firm's summary of the change.

That "object or waive" structure is not automatic in every contract. It is a specific drafting choice, borrowed from an AIA-style form, and it does not apply to your association's vendor contract unless the parties wrote equivalent language into it. Nothing requires that language, but nothing stops your board from asking for it either, so a contractor cannot do the extra work first and negotiate the price after.

A change order amends the scope, it does not replace it

If your board went through bid leveling before selecting a vendor, you already have a written scope of work that defines exactly what was included in the price. When leveling turns up a gap between bidders, the fix belongs in that scope exhibit, attached to the signed contract, because that is what controls if the parties later disagree about what was covered.

A change order works the same way after the fact. It is a written update to that same scope exhibit, not a side conversation the board hopes everyone remembers the same way six months later. Require every change order to reference the section of the scope it modifies, describe the added or removed work at the same level of detail, and show the resulting price and schedule change before anyone signs.

Whether an unsigned change order can still be enforced, and what a contractor must show to get paid for work it performed without one, varies by state and by what your own contract says about unauthorized changes. Ask your association's attorney how your contract's change order clause would actually hold up.