Ontario Electrical Contractor 21 request” as a step of prior approval before invoice submittal – should be of no contractual force and effect given the above section. Your monthly progress draw should start and finish with your invoice. If there is a claw back on that invoice, then you will receive a notice within 14 days (or 14 days plus seven days depending where you are on the contractual chain) described further below. Please note that section 6.3(2) does not apply to Alternative Financing and Procurement (AFP)/P3 Projects, nor does it apply to a contractual provision that mandates commissioning and testing of services or materials as a condition for payment. So what can I expect once I submit myproper invoice? Unless the parties agree otherwise, proper invoices are to be submitted monthly. You will need to review the payment terms of whatever work you may be bidding on to determine whether or not you need to protect yourself qualifying your bid to ensure that you are being paid on a monthly basis. Each “payer” on a proper invoice continues to have right to set off out- standing debts, claims or damages in relation to the contract at issue. Please remember that the flow of funds does not always continue down a contractual chain on a construction project and that sometimes a set off, or back charge or withholding can be initiated by any party along the contractual chain. As between an owner and a contractor, if the owner disputes a proper invoice, the owner may refuse to pay some or all of the amount payable under the proper invoice if owner gives the contractor notice of non- payment no later than 14 days after receiving the proper invoice from the contractor. The notice must: 1.  Specify the amount of proper invoice that they are not paying; and 2. Detail the reason for non-payment. As we know from the General Rule, if a contractor receives full pay- ment of a proper invoice within 28 days, contractor shall pay each subcontractor who supplied services/materials under a subcontract no later than seven days after receiving payment. However, if a contractor does not receive full payment of a proper invoice within 28 days, the contractor shall pay each subcontractor no later than 35 days after giving proper invoice to the owner unless the contractor has delivered a notice of non-payment within the requisite time. That notice must: 1.  State that some, or all, of the amount payable to the subcontractor will not be paid within the specified time due to non-payment of the owner. 2. Specify the amount that will not be paid. 3.  Provide an undertaking to refer the matter to adjudication no later than 21 days after giving notice to the subcontractor. 4.  Provide a copy of any notice received from the owner regarding non-payment. If a contractor disputes some or all of the amounts the subcontractor is claiming, the contractor may refuse to pay if the contractor gives a notice of non-payment within: 1. Seven days of receiving a notice of non-payment from the owner. 2.  35 days of delivery of a proper invoice to the owner if no notice is given by the owner. That notice must include: 1. The amount that is not being paid. 2. The reason for non-payment. If a contractor receives partial payment from the owner, the contractor must pay each subcontractor whose amounts were included in the proper invoice, no later than seven days after receiving payment. If the amount not paid by the owner is specific to a subcontractor or subcontract doors, other subcontractors, the remaining subcontractors are to be paid with any amounts paid by the owner. The subcontractor(s) who are not implicated in the payment dispute shall be paid on a rateable basis. In any other situation, the subcontractors should be paid on a prorata basis. Dan Leduc is a partner at Norton Rose Fulbright LLP practising exclusively in the domain of construction law and may be reached at dan.leduc@ nortonrosefulbright.com. Wherever you are, you’re never that far from our experienced team of construction, engineering and infrastructure law professionals. Law around the world nortonrosefulbright.com Dan J. Leduc 613.780.1536 dan.leduc@nortonrosefulbright.com