Construction Law/Minutes of Meetings
Shall the minutes of meeting (MoM) signed by both parties of the Contract (Employer & Contractor) ,either by each party's representative or each party's person who signed the original contract agreement (or his delegated person), if this MoM would be signed during the post contract stage; shall it be a part of the Contract even though there is some contradiction with it?
in another way, if the contractor signed that MoM which states that a certain third party shall judge a dispute between the two parties whereas in the contract; the disputes should go to a certain arbitration agent. Now, do the decisions of this third party shall be binding to the Contractor ? Or he can easily retreat his signature on the MoM tell that it is not matching with the Contract?
Thank you for this question.
If the MoM were signed before the contract was executed then the content may have a bearing on the contract; however where the MoM were signed after the contract the effect will depend upon the standing of those MoM under the contract.
Under a standard FIDIC contract, MoM are not binding when issued during the currency of the contract; sub-clause 1.3 requires that all instructions, etc. be in writing. This can change if the contract is not standard, for example the provision for minutes to be binding is made within the Particular Conditions or the Parties have reached separate agreement to that effect.
Is the signing of the minutes an administrative process only, to confirm their accuracy?
Otherwise the Parties can agree between themselves to vary the terms of the contract. It may be that your MoM reflect agreement to change the terms of the dispute resolution process. What was the purpose of the discussion at that time?
I am sorry that I cannot be more precise but I would need more information to be able to advise further.
I hope that this assists you.
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