It is a common practice in certain sectors where parties enter into a short form agreement, typically a letter of offer or letter of award which requires the parties to enter into an agreement within a specified period of time. The second agreement sets out the detailed terms and conditions. Such practice is commonly seen in banking facility agreements, project tenders and construction related agreements.

The terms and conditions of the letter of offer or letter of award are usually legally binding and incorporated into the detailed agreement.

Parties should check the terms and conditions of the letter of offer or letter of award carefully and sign only if you agree to the terms and conditions.

You should not sign the letter of offer or letter of award thinking that you could change the terms and conditions later when you enter into the detailed agreement.

Once accepted, any amendment to the terms and conditions of the letter of offer or letter of award is subject to the other parties’ consent, which may not necessarily be forthcoming.

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This post was originally posted on Linkedin on 21 February 2022. Follow me on Linkedin.