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A bid is an offer to do the described work at the stated price; a contract forms only on acceptance. Until then the owner may reject it, it lapses after the time stated or a reasonable time, and it is generally revocable — though on public works a bid bond and Public Contract Code §5100 et seq. sharply limit withdrawal, and a general contractor's reasonable reliance on a subcontractor's bid can make that bid irrevocable under Drennan v. Star Paving (1958) 51 Cal.2d 409. (a) collapses offer into acceptance; opening a bid is not accepting it. (b) confuses a price proposal with a warranty — a fixed price allocates cost risk but warrants nothing about scope. (c) confuses the bid with the bid bond, which is the instrument that actually puts money behind a withdrawal.

Promissory estoppel substitutes detrimental reliance for bargained-for consideration: the promisor should reasonably expect the promise to induce action or forbearance, the promisee does justifiably and substantially rely, and injustice can be avoided only by enforcing the promise. In construction the classic application is a general contractor's reliance on a subcontractor's bid — Drennan v. Star Paving (1958) 51 Cal.2d 409. Each distractor removes one required element: (b) drops foreseeability of reliance, so the promisor had no reason to guard his words; (c) drops reliance itself, leaving a bare gratuitous promise that no theory enforces; (a) drops the objective reasonableness that makes reliance justifiable.

Drennan v. Star Paving Co. (1958) 51 Cal.2d 409 is the California authority: a subcontractor who submits a bid knowing the general will use it in a prime bid should expect reliance, and once the general wins the job on the strength of that number the sub's offer becomes irrevocable for a reasonable time. No consideration was paid to hold the bid open; reliance takes its place. (a) inverts the parol evidence rule, which excludes outside evidence contradicting an integrated writing — it cannot make an offer binding. (c) treats the writing as the source of the obligation; the Statute of Frauds says which agreements need a writing, and a signed bid is still only an offer until accepted. (d) is a clause for events beyond a party's control; changing one's mind about a price is not such an event.

A retention or retainage clause lets the owner withhold part of each progress payment as security that the contractor will finish properly and correct defects, releasing it after satisfactory completion or acceptance (c). The percentage is no longer open-ended: Public Contract Code §7201 caps most public works at 5%, and Civil Code §8811 caps private works at 5% for contracts entered into on or after January 1, 2026, leaving the older 10% practice only for pre-2026 contracts and the statute's narrow exceptions. (a) is wrong because retention is money held back, not a claim on the contractor's property. (b) confuses retention with an administrative charge — retention is the contractor's own earned money, held temporarily, not a fee. (d) is wrong because the withheld money is paid when the conditions are met; a warranty period does not license the owner to keep deferring it.

A progress payment schedule provides for the contractor to be paid in installments as the work reaches defined milestones or percentages of completion, aligning payment with performance and helping fund ongoing costs. It avoids both full prepayment, which would over-expose the owner, and long-deferred payment, which would over-expose the contractor. It is a payment mechanism within the contract, not a substitute for having a written contract.

A contract or clause so grossly unfair and one-sided, formed under a serious imbalance of bargaining power, that it shocks the conscience may be declared unconscionable and refused enforcement, in whole or part. Unconscionability typically has both procedural (unfair bargaining process) and substantive (unfair terms) dimensions. It is unrelated to being 'liquidated,' 'integrated' (a completeness concept), or 'unilateral' (an acceptance-by-performance concept).

The scope of work fixes the boundary of what the contractor promised: inside it, the work is covered by the contract price; outside it, the work is a compensable extra. Every extras and change-order dispute is decided by reading it, which is why B&P §7159(d)(7) makes a description of the project and the significant materials a required term of a home improvement contract. (b) describes the project schedule, a different document — the scope says what, not when. (c) describes the changes clause, which sets the pricing mechanism once work outside the scope is ordered; the scope only tells you the work IS outside. (d) describes a differing-site-conditions clause; a bare scope statement allocates no risk.

When the signed agreement, the general conditions, the specifications and the drawings disagree — and on a real job they do — an order-of-precedence clause says which one wins, typically the agreement over the conditions over the specifications over the drawings, with addenda outranking what they amend. Without such a clause a court falls back on interpretation rules such as Civil Code §1651, under which specially written terms control over printed ones. (c) is the payment-priority misreading; the clause ranks DOCUMENTS, not people, and payment to subcontractors is governed by B&P §7108.5. (b) confuses it with a notice-of-claim or limitations provision. (a) confuses it with the rate schedule in a time-and-materials contract.

An indemnity shifts the financial consequence of a claim from one party to another — the subcontractor agrees that if a third party sues the general over the sub's work, the sub carries it. California regulates construction indemnity heavily: Civil Code §2782 makes void any clause purporting to indemnify the promisee against liability arising from the promisee's OWN sole negligence or wilful misconduct, or for defects in design it furnished, and §2782.05 further limits Type I indemnity in most private construction subcontracts. (b) confuses indemnity with a time extension; indemnity moves money, not schedule. (c) and (d) describe giving away the work or the payment, which no indemnity does — the clause allocates the risk of THIRD-PARTY claims, not the parties' own exchange.

A severability clause states that if a court finds one provision invalid or unenforceable, that provision is severed and the remaining valid provisions continue in full effect, preserving as much of the parties' bargain as possible. It prevents a single defective clause from destroying the whole agreement. It does not void the entire contract, resurrect the invalid provision, or automatically cut the price; it isolates the unenforceable term.

California follows the American rule: Code of Civil Procedure §1021 leaves each side to bear its own attorney's fees unless a contract or a statute says otherwise, so (a) describes the DEFAULT the clause exists to displace. Civil Code §1717 then does something drafters often do not expect — it makes any contractual fee clause reciprocal, so a clause written to protect one side alone still entitles whichever party prevails to recover, which is why (b) is wrong even when the contract says exactly that. (d) invents a cap; 'reasonable' is fixed by the court on the work actually done. Some fee entitlements come from statute rather than contract: B&P §7108.5(c) gives fees to the prevailing party in an action for wrongfully withheld subcontractor payments.

A later writing signed by both parties that moves the completion date and adds $6,000 of scope is a modification of the existing contract, supported by fresh consideration on both sides — new work for new money (Civil Code §1698(a)). (d) is the usual error on this item: the parol evidence rule (Code Civ. Proc. §1856) excludes PRIOR or contemporaneous agreements that would contradict an integrated writing; it says nothing about an agreement made afterwards. (c) reaches for novation, which under Civil Code §1530 requires the parties to intend to extinguish the old obligation and substitute a new one; adding scope leaves the original contract standing. (b) calls a signed writing oral.

A time-and-materials contract prices the work by inputs, so an invoice is worth exactly what the record behind it is worth: dated daily logs of who worked and for how many hours at which agreed rate, what material arrived, and the supplier invoices proving it. B&P §7159.10(e)(7) shows the same logic in statute for a service-and-repair job estimated on time and materials — the contract must disclose the set rate, the estimated cost of materials, and how time is computed, in quarter hours, half hours or hours. (a) is irrelevant to proving work done; liquidated damages fix the consequence of a breach in advance. (d) proves a precondition to suing at all under B&P §7031, not the amount owed. (b) documents attendance, not hours, rates, or materials.

A clear, integrated scope of work sets the boundary of the fixed price; a task outside it is an extra, and it becomes compensable when the owner orders it. On home improvement work that order must be a change order in writing, signed before the changed work begins (B&P §7159(d)), and §7159(e)(3) requires the contract to warn the buyer that extras without such an order are unenforceable against him. (a) is the owner's version of the argument, and it proves too much: if a fixed price covered anything anyone later wanted, the scope clause would mean nothing. (b) misapplies the Statute of Frauds, which decides which agreements need a writing at all (Civil Code §1624), not whether an integrated contract can be added to. (d) blames the contractor for not pricing work nobody asked him to price.

Signing the wrong person costs the contractor twice. The contract binds only the party who signed, so a tenant, a property manager or one co-owner acting alone can leave the contractor with no claim against the person who owns the property — and the mechanics lien is no rescue, because Civil Code §8444 lets an owner who did not contract for the work record a signed and verified notice of nonresponsibility and take the fee interest out of reach. For a home improvement contract, B&P §7159(d) requires the writing to be signed by the parties to the contract, so who signs is a compliance question as well as a collection one. (b) is backwards: less certainty about who is bound makes a written scope more necessary, not less. (c) and (d) are invented — public works status turns on public funds and a public awarding body, and no signature sets a price.

Every dispute about extras is really a dispute about what the scope said and whether the change was authorised, and the contractor is the party who loses when neither was written down. On home improvement work this is not merely best practice but the law: B&P §7159(d) requires the contract and any change to it to be in writing and signed before the covered work begins, and §7159(e)(3) makes the contract warn the buyer that an extra without such an order is unenforceable against him. (d) is the argument that vagueness leaves room to negotiate; in practice it leaves room for the owner to say the work was always included. (c) removes the one term §7159(d)(5) makes mandatory. (b) works right up until the money is disputed, which is the only moment the question is asked.

Arbitration clauses are lawful in California. What §7191 polices is the presentation: on residential property of four or fewer units the provision must be clearly titled ARBITRATION OF DISPUTES, set in at least 10-point roman boldface in a printed contract, and separately initialed after the statutory notice. A provision that fails those requirements is not simply thrown out — subdivision (c) leaves it unenforceable against any person OTHER than the licensee, so the contractor is still bound by the clause it drafted.

Section 2782(a) declares against public policy, and void and unenforceable, any provision in a construction contract that purports to indemnify the promisee against liability arising from the promisee's SOLE negligence or willful misconduct. Agreement does not save it, and insurance does not save it: the section voids the clause whatever the parties wrote and whatever cover stands behind it. Nor is it limited to bodily injury; the section names death, bodily injury, injury to property and other loss alike.

A guaranteed maximum price reimburses cost up to a ceiling and stops there: everything above the ceiling is the contractor's, so the $36,000 overrun is the contractor's and the owner pays $400,000. That is what distinguishes a GMP from ordinary cost-plus, where the owner reimburses whatever the job actually consumes. It also distinguishes a GMP from a lump sum, because below the ceiling the owner is still paying real costs rather than a single agreed price.

California prevailing wage law applies to public works contracts of more than $1,000; Section 1771 itself excepts public works projects of $1,000 or less. Above that line the only further relief is conditional: under §1771.5(a) an awarding body that the Director of Industrial Relations has approved to enforce a labor compliance program may choose not to require prevailing wage on a project of $25,000 or less for construction, or $15,000 or less for alteration, demolition, repair or maintenance. The same two figures separately govern DIR registration under §1771.1(n).

Labor Code §1770 and §1773 make the Director of the Department of Industrial Relations determine the general prevailing rate for each craft and locality, and the rate in effect when the work is performed is the one owed. A contractor cannot set the rate even with the agency's blessing. The awarding body must state in its call for bids that the rates apply, but it copies the Director's determination rather than writing its own. A city council sets its own budget, not the wage determination.

Labor Code §1725.5 requires annual registration with the DIR, and the registration must be current before the contractor bids, is listed on a bid, is awarded work, or performs covered public work. The CSLB issues the licence but runs no public works registry, so the first option invents a programme. The building department issues permits and inspects; it has no role in wage compliance. The U.S. Department of Labor administers Davis-Bacon on federally funded jobs, not California registration.

Labor Code §1776 requires certified payroll to go to the Labor Commissioner, and on a DIR-monitored job §1771.4(a)(3) makes that submission electronic and at least monthly. The CSLB collects renewal fees and never sees payroll. The IRS receives employment tax returns, which report totals to the government rather than certified per-worker records for a project. On public work the owner is the public agency, and it receives records under §1776(b) as the awarding body, not as an owner approving progress payments.

The prevailing wage is made up of a basic hourly rate plus employer payments for fringe benefits such as health care, pension, and training. The total package must meet the DIR determination.

Civil Code §9550 requires the direct contractor on a public works contract over $25,000 to give a payment bond before work begins, and §9554(a) requires an admitted surety insurer to execute it; it exists because subcontractors and suppliers cannot lien public property. A mechanics lien is the private-works remedy and cannot attach here at all. The CSLB licence bond is a $25,000 bond that answers to injured parties generally and is not doubled for public work. The disciplinary bond under B&P §7071.8 is imposed as a condition of licence reinstatement, not by the public works contract.

Since public property cannot be liened, an unpaid claimant on a public works project serves a stop payment notice on the public agency, which must then withhold enough project funds to cover the claim.

Labor Code §1777.5 requires the contractor to give the approved apprenticeship committee notice of the award on a DAS-140 under 8 CCR §230, request dispatch, and employ apprentices at the required ratio. Union membership is irrelevant; the programme, not the union, dispatches. Apprentices are paid the apprentice rate in the determination for their period of training, never double the journeyman rate. No residency rule exists: the rate is set by county, but the workers need not live there.

Labor Code §1775(a) makes the contractor pay the wage difference and adds a civil penalty of up to $200 per worker per calendar day, which the Labor Commissioner assesses and the awarding body withholds under §1726. The statute provides no warning-only disposition. A worker cannot bargain away the prevailing rate, so consent is no defence. Licence revocation is a separate CSLB proceeding that may follow a referral, and it is never automatic.

Labor Code §1773.2 makes the awarding body specify the rates in the call for bids and the CONTRACTOR post the applicable determination at each job site, in a place the crew can see, so a worker can check the rate for their own craft. That split of duties is what option (b) gets wrong: the awarding body's own copy satisfies the awarding body's duty and puts nothing in front of the workers. The principal office fails for the same reason - the workers are not there. And posting is mandatory, so the last option states the opposite of the rule.

Labor Code §1720(a)(1) defines public works by the source of the money: construction, alteration, demolition, installation or repair done under contract and paid for in whole or in part out of public funds. A homeowner's own remodel involves no public money. Cost alone decides nothing, so the $25,000 commercial building is outside the definition unless public funds pay for it. Public land is not the test either: a privately funded complex on a city parcel is not a public work, while a privately owned building financed with a public subsidy can be.

The performance bond runs to the public agency and guarantees that the work will be completed according to the contract, with the surety arranging completion or paying damages on a default. The payment bond required by Civil Code §9550 before work starts protects subcontractors and suppliers instead, since they cannot lien public property. The CSLB licence bond is a condition of licensure and answers to injured parties generally, not to this contract. The bid bond guarantees only that the successful bidder will sign and post the other bonds.

Labor Code §1725.5 makes DIR public works registration an annual registration carrying an annual fee, and it must be current whenever the contractor bids, is listed, is awarded work, or performs. A one-time registration would defeat the annual fee. The CSLB licence runs on its own two-year cycle and the two renewals are unrelated. Registration attaches to the contractor rather than to the job, so it is not obtained again for each project.

Labor Code §1772 treats every worker employed on a public work as employed on it, and §1774 binds the contractor and every subcontractor to pay not less than the prevailing rate. Union membership decides nothing, because the rate is set by craft and county. The minimum wage is a floor for all employment and has no bearing on who is owed the prevailing rate. Confining the duty to the prime's own payroll is the error §1774 exists to close, since most public works labour is subcontracted.

Labor Code §1777.5(g) and 8 CCR §230.1 require at least one hour of apprentice work for every five hours of journeyman work in the craft, measured over the duration of the project rather than shift by shift, unless the approved standard for that craft sets another ratio. One-for-one doubles the duty. One in ten halves it. A single apprentice for the whole project is not a ratio at all: the requirement scales with the journeyman hours actually worked.

Labor Code §1811 sets eight hours as a day's work on public works and §1815 requires at least one and one-half times the basic hourly prevailing rate for hours worked beyond eight in a day or 40 in a week. Straight time for all hours is exactly the violation §1815 forbids, and it also triggers the §1813 forfeiture of $25 per worker per day. Waiting for the 40-hour week misses the daily trigger: the ninth hour on Monday is overtime even in a short week. Double time is not the §1815 rate.

Labor Code §1813 sets a forfeiture of $25 for each worker for each calendar day during which that worker is required or permitted to work more than the legal maximum hours without the required overtime pay. This penalty is in addition to paying the overtime owed.

A mechanics lien works only because the property can be sold at foreclosure to satisfy the debt; land held for public use cannot be sold that way, so the lien has nothing to attach to, and the legislature substituted the payment bond of Civil Code §9550 and the stop payment notice. Mechanics liens are alive and well on private work, so the first option is simply false. Subcontractors and suppliers, not just the direct contractor, hold lien rights on private jobs. And no dollar threshold bars liens: the $25,000 figure is the point at which a public works payment bond becomes compulsory.

A bid bond protects the public agency against a bidder that wins and then walks away: it guarantees the bidder will execute the contract and furnish the payment and performance bonds, and the surety covers the extra cost of going to the next bidder. Paying workers and suppliers is the payment bond's job under Civil Code §9550. Code compliance is enforced by inspection and by the performance bond's completion promise, not by the bid bond. The CSLB licence bond is a condition of licensure and is never displaced by a project bond.

Labor Code §1777.1 makes a debarred contractor, and any firm in which it holds an interest, ineligible to bid on, be awarded, or work as a subcontractor on public works for a stated term of one to three years; the term ends and eligibility returns. The CSLB licence is a separate matter and is not revoked by debarment, permanently or otherwise. Treble damages are not the prevailing wage remedy; §1775 adds a per-worker, per-day penalty plus the wage difference. California debarment reaches state and local public works, while federal exclusion is a separate federal process.

Labor Code §1776 requires certified payroll to be available for inspection, but copies provided to the public must have personal identifying information — such as each worker's name, address, and social security number — redacted to protect worker privacy.

Under Labor Code §1773.1 the prevailing wage is one package: the basic hourly rate plus employer payments for benefits. An employer that makes no qualifying contributions must pay the dollar value of those benefits to the worker as additional cash wages, so the total meets the determination. Ignoring the fringe portion underpays every hour and is a §1775 violation. Deferring it to the end of the job fails because the obligation attaches to each pay period, not to project closeout. And there is no exemption to report: coverage follows the classification and the work performed.

Workers' compensation is the answer, and it follows the employees, not the kind of project: Labor Code §3700 requires every employer to secure it, and B&P §7125(a) makes a current Certificate of Workers' Compensation Insurance, or a Certification of Self-Insurance from the Director of Industrial Relations, a condition precedent to the issuance, reinstatement, reactivation, renewal or continued maintenance of a licence. Until January 1, 2028, §7125(b) lets a licensee with no employees file an exemption statement instead — unless it holds a C-8, C-20, C-22, C-39 or D-49 classification, which must carry coverage regardless; from January 1, 2028 the SB 216 version, postponed by SB 1455 (Stats. 2024, ch. 485), requires coverage of every licensee except a §7029 joint venture with no employees. A public agency therefore cannot award to a contractor whose required coverage has lapsed, because §7125.2 suspends the licence itself. The three wrong answers are real policies that answer other risks: title insurance covers defects in ownership of land, builder's risk covers physical loss to the work under construction, and key-person life insurance pays the business on the death of an owner or manager. None of them pays an injured worker.

Labor Code §1777.7(a) sets a civil penalty of up to $100 for each full calendar day of noncompliance, up to $300 a day for a knowing second violation within three years, and §1777.1(d)(1) lets the Labor Commissioner deny the right to bid or perform for up to one year, or up to three on a repeat. The contract price is not forfeited; the awarding body withholds only assessed amounts. This is a civil scheme, not a criminal one. And the ratio is mandatory: §1777.5 requires the dispatch request and the ratio, with relief only through the approved-programme procedures.

Civil Code §9356 sets two windows and only two: 30 days after a notice of completion, acceptance or cessation is recorded, or, if none is recorded, 90 days after completion or cessation. Recording such a notice shortens the period; it never leaves the 90-day branch in place, which is why the second option is the trap. Waiting for formal acceptance can push the claimant past the deadline, and acceptance is itself one of the events that starts the 30-day clock. There is no open-ended right: once the window closes the public entity has no duty to withhold, and §9558 separately cuts off suit on the payment bond six months after the stop-notice period ends.

Civil Code §9554(a) requires the payment bond to be executed by an admitted surety insurer, meaning a company the Insurance Commissioner has licensed to transact surety business in this state, so the agency can verify the guarantor's solvency. A bank may issue a letter of credit, but that is not a bond and does not satisfy §9554. An insurance agent sells the bond and does not stand behind it; personal liability of the agent is not security the statute recognises. And the awarding body is the party the bond protects, so it cannot also be the guarantor.

Labor Code §1773 has the Director determine rates by craft and locality, and the worker must be paid the determination in effect when the work is actually performed, which is why a determination with a later expiration date can raise the rate mid-project. The bid date matters for pricing the job but does not freeze the wage owed. Rates are local by design, so a rate published for another county is irrelevant. And an agency's budget figure binds nobody: the determination, not the estimate, sets the obligation.

Labor Code §1773.3 requires the awarding body to file a separate notice (commonly the PWC-100) with the DIR within 5 days of awarding any public works contract, providing the project identification number used for certified payroll reporting.

Labor Code §1813 imposes a $25 penalty per worker for each calendar day during which the worker was required or permitted to work more than the legal hours without paying the required overtime rate on public works.

Labor Code §1777.7 authorizes debarment from bidding on or being awarded public works contracts for up to 3 years for a knowing second violation of apprenticeship standards within a 3-year period, in addition to civil penalties.

Under Civil Code §9356 and §9558, a claimant other than the direct contractor must serve a stop payment notice within 30 days after recording of a notice of completion, acceptance, or cessation on a public work; if no such notice is recorded, the deadline extends to 90 days after actual completion or cessation.