The price of works: who fixes it and who supplies the materials

They are Articles 1370 to 1373 of the Civil Code of 2020, the price section of the works chapter: how it is determined, what systems exist, what is presumed if nobody agreed, and what the piece-or-measure system requires.

Principals and contractors of a material or intellectual work under the Puerto Rico Civil Code.

• A price: agreed by the parties or, failing that, determinable by law or usage.Verified against the official source
• To use a system other than a lump sum, to agree it: the lump sum is what is presumed.Verified against the official source
• For the principal to supply the materials, to agree it: the contractor is presumed to supply them.Verified against the official source
• In a price by piece or measure: also to agree a minimum limit, because Article 1373 requires it.Verified against the official source

• The contract or record of the agreed price system: without it the lump-sum presumption runs.
• If contracted by cost, the breakdown of the value of materials, labour and the other direct or indirect expenses.
• If contracted by piece or measure, the record of the agreed minimum limit.

1. 1

   Step 1: Where the price comes from

   Article 1370: the price of the work is determined by the parties’ agreement or, failing that, by law or usage. That is the order the article writes.

2. 2

   Step 2: If there is no agreement, law or usage

   The same article closes: the court determines it. It does not say on what criterion, and this guide does not invent one.

3. 3

   Step 3: And for changes to the work, the same

   Last line of Article 1370: the same determinants serve for the modifications the work undergoes. The price of a change is not left hanging.

4. 4

   Step 4: The systems the Code names

   Article 1371: at a lump-sum price, by unit of measure, by cost, or by any other system agreed by the parties. The list stays open to whatever the parties agree.

5. 5

   Step 5: What is presumed if nobody discussed it

   The second sentence of Article 1371 is the section’s most practical: save agreement to the contrary, it is presumed that the work is contracted at a lump sum and that it is the contractor who supplies the materials. Two presumptions in one line.

6. 6

   Step 6: Why that presumption matters more than it looks

   Because it connects to how risk is allocated: if the necessary goods perish by fortuitous event or force majeure, the loss is borne by the party obliged to supply them. If the contractor is presumed to supply the materials, that loss is theirs save agreement to the contrary.

7. 7

   Step 7: What contracting "by cost" means

   Article 1372: payment is determined by the value of the materials, of the labour and of the other direct or indirect expenses. The article does not enumerate those indirect expenses, and this guide does not list them.

8. 8

   Step 8: The minimum limit for a price by piece or measure

   Article 1373: where the price is agreed by piece or measure, the parties must also agree a minimum limit. It is a duty, not an option; and that minimum limit reappears in another article of the chapter as a ground for unilateral rescission.

9. 9

   Step 9: What you will not find here

   No rates, no price per metre, no profit percentage and no written-estimate requirement. The Code fixes how the price is determined, not what a work is worth; and the estimate requirements of consumer or construction statutes lie outside this chapter.

The price is agreed between the parties; the Code names no agency. Only where there is no agreement, law or applicable usage does the court step in, under Article 1370 itself. Disputes over the price or its modifications are decided by the Court of First Instance.

• Starting a work without discussing the price and assuming there is then no contract: Article 1370 determines it anyway.
• Assuming that absent agreement the contractor sets the price: law or usage governs first, and failing those the court determines it.
• Assuming the work is by cost where nothing was agreed: a lump sum is presumed.
• Assuming the principal supplies the materials: the contractor is presumed to supply them.
• Contracting by piece or measure without agreeing the minimum limit Article 1373 requires.
• Contracting by cost without agreeing how direct and indirect expenses will be evidenced.
• Believing the price of changes is negotiated from scratch: it is determined by the same criteria as the original price.
• Looking in the Code for a rate per metre or a profit margin.

These are the government pages this guide is based on.

• Poder Judicial de Puerto Rico

  Poder Judicial

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