From May 5 to 7, Procido LLP delivered a sold-out, three-day seminar series on contracting and procurement law for SHCA. The sessions drew over 70 industry professionals, highlighting the growing demand for legal expertise in construction project delivery.
Led by Chad Eggerman, founding partner at Procido LLP and well-known project lawyer, the training offered a deep dive into the legal frameworks that underpin successful procurement and contracting. Eggerman was joined by Glenn Wright, a professional engineer and lawyer, and Kelsey Sonntag, then an articling student, both of whom contributed practical insights and legal analysis throughout the sessions.
Procurement strategy: Building strong foundations
The training began with a comprehensive overview of procurement methods, including competitive bidding, negotiating processes and directing awards. Attendees learned how to align procurement strategies with project goals while navigating trade agreements, such as the United States-Mexico-Canada Agreement (USMCA), and competitive procurement laws.
Key takeaways included:
- How to structure RFPs to maintain flexibility and legal defensibility
- Drafting clear, strategic RFP documents that reflect fairness and transparency
- Understanding the legal implications of procurement choices and tailoring them to project needs
Participants were equipped with practical drafting tips and a framework for running effective, compliant and efficient procurement processes.
Evaluation practices: Fairness and legal risk
The sessions emphasized best practices for evaluating proposals, including:
- Clear disclosure of evaluation criteria
- Balancing technical qualifications with commercial terms
- Avoiding rigid scoring systems and valuing informed evaluator judgement
Legal risks were also discussed, including the consequences of unfair RFP processes, potential litigation and the importance of aligning final contract terms with any amendments made during negotiations. Cross-border procurement considerations were highlighted, particularly when U.S. parties or goods are involved, reinforcing the need for legal counsel in such cases.
“Contract A” and the legal landscape of fairness
A key portion of the training focused on “Contract A,” a foundational concept in Canadian procurement law. The presenters reviewed the Supreme Court of Canada’s decision in Tercon Contractors Ltd. v. British Columbia, which introduced a three-part test for the enforceability of contracts and clarified the limits of exclusion clauses.
Emerging concerns were also addressed, including the trend of public owners removing “Contract A” provisions, which raises serious questions about fairness, transparency and bidder recourse.
Contract goals: Risk, certainty and dispute management
Attendees explored the three core goals of contracting:
- Minimize risk through clauses such as indemnities, insurance and limitations of liability.
- Promote certainty by using clear language and aligning terms with project scope.
- Manage disputes with effective resolution mechanisms and change order procedures.
These principles were applied across various contract types, helping participants understand how to structure agreements that support project success.
Contract creation: Scope, templates and negotiation
The training emphasized the importance of defining and negotiating the scope of work. Poorly scoped contracts can lead to:
- Budget overruns
- Missed milestones
- Disputes over deliverables
- Unenforceable agreements
Attendees were encouraged to use appropriate contract templates based on risk, complexity and project type. The presenters stressed that while nearly every clause is negotiable, those related to cost and risk deserve special attention.
The role of legal counsel in the contracting process
Procido LLP clarified the role of legal counsel in the contracting process: advisors, not decision-makers. Teams should feel empowered to make routine decisions independently, while knowing when to seek legal input.
Common issues during the contracting process requiring legal review include:
- Indemnities and exclusions of liability clauses
- Intellectual property clauses
- Restrictive covenants
- Use of non-Canadian contract templates
A structured approach involving legal counsel can improve project efficiency and reduce risk.
Important clauses: Essentials for construction contracts
The final sessions provided a detailed overview of critical contractual clauses, including:
- Indemnity provisions and their financial impact
- Insurance requirements and collaboration with brokers
- Representations and warranties for transparency
- Incoterms for international risk allocation
- Termination clauses and their implications
- Alternate dispute resolution as a cost-effective alternative to litigation
- Change order processes for managing scope adjustments
- Payment terms and lien rights
- Force majeure clauses for uncontrollable events
- Intellectual property and confidentiality protections
- Letters of intent and letters of award in procurement
The importance of careful drafting and legal oversight was emphasized to ensure enforceability and project alignment.
Procido LLP’s experience in construction
During the sessions, Procido LLP outlined how its lawyers draw on decades of experience advising contractors, engineers, architects, municipalities and project owners, combining legal knowledge with industry insight to assist clients with:
- Drafting and negotiating contracts that protect their interests
- Resolving disputes efficiently and cost-effectively
- Ensuring compliance with procurement laws and trade agreements
- Training internal teams to manage legal risk proactively
The sessions highlighted how Procido LLP supports clients in areas ranging from new project planning to RFP responses and contract dispute management, offering legal clarity and strategic guidance at each stage.
Looking ahead: More training, more support
Based on strong attendance and positive feedback, Procido LLP plans to offer additional training sessions in 2026, including customized workshops for companies and project teams upon request.
These sessions could cover advanced topics such as:
- Contract negotiation strategies
- Risk allocation in multi-party agreements
- Legal considerations in joint ventures and public-private partnerships
- Regulatory compliance and occupational health and safety obligations
Organizations interested in these advanced topics or in tailored training for their teams are encouraged to reach out to discuss scheduling and content options.
To learn more about Procido LLP’s legal services or to book a custom training session, visit procido.com.
Legal & Advisory