contracts
How to Review a Change Order: A Clause-by-Clause Checklist
Adira EditorialLegal AI desk5 min read
How do you review a change order? Review a change order by reading it field by field and asking one question of each: does this accurately capture what is changing, what it costs, how much extra time it needs, and who approved it? A change order modifies a live contract, so the fields that matter most are the description of the change, the effect on price, the effect on schedule, and the signatures. This checklist walks through a change order in the order its fields usually appear, with the red flags to catch. It is written for both sides: the client or owner paying for the change, and the contractor or provider doing the work. This is general information, not legal advice. Construction and project rules differ by jurisdiction and by the standard form in use, so have a professional review a large or disputed change. ## 1. Reference and link to the contract - Does the change order carry a sequential number and reference the original contract by title and date?
- Does it show the running total of earlier change orders? Red flag: no number and no link to the original contract, so it is impossible to tell what the current price and schedule actually are. ## 2. Description of the change - Is the change described concretely, by reference to drawings, specifications or the original scope?
- Could a stranger price the change from the description alone? Red flag: a vague description such as "additional works as discussed". Vagueness here is the single biggest cause of change-order disputes. ## 3. Reason for the change - Is the reason stated, and does it point to who should bear the cost? Red flag (client): a change caused by the contractor's own error or rework dressed up as a chargeable client change. Red flag (contractor): a genuine client-driven change recorded as if it were your fault, so you absorb the cost. ## 4. Effect on price - Is the pricing basis clear: lump sum, unit rates, or time and materials?
- Are the original price, the net of earlier changes, this change, and the new total all shown?
- Is tax treatment stated? Red flag (client): time-and-materials pricing with no cap, so the cost is open-ended. Red flag (contractor): a lump sum fixed before the full extent of the change is known. ## 5. Effect on schedule - Is the revised completion date stated, and is an extension of time expressly granted where the change needs it? Red flag (contractor): you are doing more work but no extension of time is granted, leaving you exposed to delay penalties for a delay the change caused. This is the clause contractors most often lose by ignoring. ## 6. Conditions and knock-on effects - Does the change order confirm the rest of the original contract still applies?
- Does the change touch warranty, liability, insurance or performance security, and if so is that addressed? Red flag: a change that alters the work in a way that affects warranties or liability caps without anyone noticing, because the change order only talks about price and time. ## 7. Full and final settlement - Does the change order say it settles all cost and time effects of the described change? Red flag (contractor): signing a "full and final" change order while you still have an open claim related to the same work, which the wording may extinguish. Red flag (client): no finality wording, so the contractor can come back with a further claim for the same change. ## 8. Approvals and authority - Is the change order signed by someone with authority to commit each side to the cost?
- Does it follow the approval threshold in the contract or approval matrix? Red flag: approved by someone without authority, or work already started before sign-off. An unauthorised change order may not bind the party it is meant to commit. ## Common change-order mistakes The most common mistake is the verbal change: work agreed in a site conversation or an email thread and done before any change order exists. When the invoice arrives, the client disputes it, and the contractor has no signed record of what was agreed. Insist that changes are documented before the changed work begins, and where a genuine emergency makes that impossible, confirm the instruction in writing immediately and formalise the change order straight after. A second mistake is the pile-up. On a long project, change orders accumulate and nobody keeps the running total current, so the live contract price and completion date become a guess. Every change order should restate the revised price and date, and someone should hold the single running record. A third mistake is treating cost and time as the only variables while ignoring quality and risk: a change that substitutes a cheaper material or compresses a method can affect the warranty or the safety case, and the change order should flag that, not hide it inside a price line. Read each change order as a small amendment to the whole contract, not just an invoice for extra work. ## A fast triage If you only have ten minutes, read four fields: the description of the change (clause 2), the price (clause 4), the extension of time (clause 5), and the signatures (clause 8). Those decide what you are agreeing to, what it costs, whether you bought enough time, and whether the person signing could actually commit. ## Where a contract workspace helps This checklist is enough to review a single change order by hand. The harder job is doing it for every change on a busy project: keeping the running price and completion date current, catching a change that quietly weakens a warranty or liability term, and confirming each one was approved by someone with real authority. Drafting, reviewing, tracking and governing change orders can live in one AI workspace tuned to how your company builds and buys, instead of being scattered across email threads and spreadsheets. Adira is one tool built to work that way.
Frequently asked questions
- What is the biggest red flag in a change order?
- A vague description of the change. If the change order does not say concretely what is being added, removed or altered, by reference to drawings or specifications, the parties will argue later about what was agreed and what it should cost. The second biggest is doing extra work without an express extension of time, which can leave the contractor exposed to delay penalties for a delay the change itself caused.
- As a contractor, why should I be careful signing a 'full and final' change order?
- Because full-and-final wording can extinguish any further claim connected to that change, including a claim you still have open. If you have an unresolved cost or delay claim related to the same work, signing a change order that settles all effects of the change may wipe it out. Reserve open claims expressly, or resolve them before you sign. This is general information, not legal advice.
- Does a change order affect the warranty and liability terms of the original contract?
- It should not change them unless it says so, and a good change order confirms the rest of the original contract still applies. The risk is a change that alters the work in a way that affects a warranty or a liability cap while the change order talks only about price and time. Check whether the change touches warranty, liability, insurance or security, and address it if it does.
Sources
Was this useful?
See how Adira drafts in your voice and reads contracts from your side.
Explore the showroomWorking through a contract like this? Weave is Adira’s free tool to read, mark up, and connect any contract in your browser — no account needed.
Try Weave — free