【Haichuan EPC】Signed an EPC contract, but is actually doing work related to general construction contracting? The inevitable dilemma of \"name and reality\" for engineers

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Signed an EPC contract, but ended up doing general construction work? The inevitable dilemma of \"name vs. reality\" for engineers: When working on engineering projects, we often encounter such problems: the contract clearly states \"EPC turnkey contract\", but in practice, design and construction are not coordinated at all, with each party working on its own thing ； There is also a situation where the contract does not specify “EPC”, but the contractor actually takes charge of both design and construction, putting integration into practice. In such a situation where the name does not reflect the actual reality, should one rely on the name in the contract or on its actual content? The answer is actually quite clear: it’s the content that matters, not the title! Moreover, even though people often say “real EPC” or “fake EPC,” as long as the contract itself is not illegal, it remains valid and will not be invalidated arbitrarily. I. First, understand this: The law only recognizes the actual provisions stated in the contract, regardless of its title. Whether the contract is titled an “EPC General Contract,” a “Construction Contract,” or any other name, what matters most for legal determination is what is written in the contract terms. Specifically, there are three points to consider: (1) Is “design + construction” included in the contractor’s responsibilities? Do you only handle construction, or do you also take care of design? (2) How is the cost of the project calculated, and how is it settled? Should it be calculated based on the logic of general contracting, or in a pure construction approach? (3) If something goes wrong, how is responsibility divided? Is responsibility determined according to the rules of \"integrated design and construction\"? Let me give you two real examples to make it clear at a glance: Example 1: The name is \"construction contracting\", but in reality it’s a general contracting arrangement. For a certain factory building project, the contract is titled a \"general construction contract\", but the terms specify that the contractor is responsible for optimizing the construction drawings and must also work with the design institute to carry out further design work ； If design adjustments result in construction changes, the contractor must take overall responsibility for resolving them.” Later, a real problem arose in the design of the project, and the contractor resolved it as agreed. Upon arriving at the court, the judge immediately determined that this was a \"general contracting relationship involving design coordination responsibilities.\" Why? Because both the contract terms and the logic behind the actual work follow the general contracting approach; it has nothing to do with what the name is. Case 2: The name is “EPC”, but in reality it’s just construction work. Another project is even more typical: the contract clearly states “EPC turnkey contract”, yet the terms specify that “the design will be carried out by a third party appointed by the client, and the contractor is only responsible for carrying out the construction according to the designs; any issues related to the design are not the contractor’s responsibility”. Later, design errors led to rework, and the client wanted the contractor to take responsibility, but the court refused to support this—because it was essentially a pure construction contract; even though it carried an “EPC” label, it could not be treated as a general contract in terms of liability. In short: the substance of a contract (its content) is 10 times more important than its form (its name); the law only recognizes actual agreements, not mere nominal titles.