Construction Law/Tender Validity
A client has contract with a main contractor and the contract includes provisional sum for some works.
The client asked us to quote for these works and we did with an offer validity of 120 days.
The client issued a letter to the main contractor nominating us as subcontractor for the works and in his letter instructed the main contractor to enter into an agreement with us within 10 days of the letter date.
Now we received the nomination and draft agreement from main contractor and even attended kick off meeting all of that within our offer validity period of 120 days.
But now the 120 days have passed and till now contract not signed due to some disagreement regarding the terms.
Can we withdraw since our offer validity is over and we did not sign the contract?
Client can argue that nomination letter has been issued to us along with a draft agreement and we are the ones who didn`t sign it.
Can this negotiation over terms continue for an unlimited duration and we still can`t withdraw?
Thank you for this question.
Although the period for tender validity has expired I note that you have engaged in discussions and that you are the party not signing the contract. You indicate your position as being a consequence of inability to agree terms and conditions; you have not said how those proposed terms and conditions came about.
Notwithstanding this, provided that you have done nothing to affirm the existence of a contract by virtue of your performance you may still have the option of withdrawing now. There are other factors to consider. Did you receive a letter of acceptance or an instruction to proceed? Both of those may create binding obligations even though the formal document has not been signed.
I hope that this assists you in some way. The limited information makes it difficult to give certain advice. If you wish to send further details I will receive same gladly.
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