01283 763392

1.   The law applicable to this Agreement shall be the law of England and Wales whose Courts shall have exclusive jurisdiction in any dispute arising thereunder. These terms supersede all previous agreements, commitments or undertakings (whether oral or in writing) relating to the subject matter of the Agreement. No delay by either party in enforcing any of the respective rights under these terms will affect or restrict the relevant party’s rights and powers under these terms.

Architect's Services

2.   The Architect shall, in providing the Services and discharging all the obligations set out hereunder, exercise reasonable skill and care in conformity with the normal standards of the Architect's profession.

3.   The Architect shall act on behalf of the Client in the matters set out or necessarily implied in the Appointment.

4.   The Client shall advise the Architect of the relative priorities of the Client's requirements, and shall inform the Architect of any changes or variations to the Client's requirements, budget or timetable.

5.   The Architect shall co-operate with any other designers and the Planning Supervisor if appointed, and as appropriate pass relevant information to them.

6.   The Architect shall make no material alteration, addition to or omission from the Services, or from the approved design, without the knowledge and consent of the Client and shall confirm such consent in writing. In an emergency, the Architect may make such an alteration, addition or omission without the knowledge of the Client, but shall inform the Client without delay and subsequently confirm such action in writing.

7.   The Architect shall in providing the Services make such visits to the Works as the Architect at the date of appointment reasonably expected to be necessary.

8.   The Client shall, free of charge, supply the Architect with accurate information necessary for the proper and timely performance of the Services, and the Architect will rely on such information.

9.   The Client shall give decisions and approvals necessary for the proper and timely performance of the Services.

10.   The Client shall give have authority to issue instructions to the Architect, subject to the Architect's right of reasonable objection. Such instructions and all instructions to any consultants or contractors shall be issued through the Architect.

11.   Neither the Architect nor the Client shall assign the whole or any part of the benefit or in any way transfer the obligation under the Agreement without the consent of the other in writing.

12.   Subject to the provisions of clause 2, the Architect does not warrant results or outcomes beyond his control, specifically:

• that the Services will be completed in accordance with any programme or timetable of the Project
• the planning permission will be granted
• the performance, work or products of others
• the solvency of any other body appointed by the Client whether or not such appointment was made on the advice of the Architect.

Statutory Requirements

13.   The Client shall instruct the making of applications for planning permission and approval under building acts, regulations and other statutory requirements, and applications for consent by freeholders and all others having an interest in the Project. The Client shall pay any statutory charges and fees, and any expenses and disbursements made in respect of such applications.

14.   Where applicable, the Client shall comply with his obligations under the CDM Regulations, including the appointment of a competent Planning Supervisor as soon as practicable.

Other Appointments

15.   The Client shall appoint and pay any consultants and other persons as may be required under separate agreements.

16.   The Client, in respect of any work or services in connection with the Project performed or to be performed by any person other than the Architect, shall:

• hold such person responsible for the competence and performance of his services and for visits to the site in connection with work undertaken by him
• hold the Principal Contractor where applicable, and/or other contractors, responsible for the proper carrying out and completion of the Works, and for health and safety provision on the Site.

Fees and Payments

17,   The Architect's fees shall be calculated and charged as set out in the Letter of Appointment. Time based fees shall be ascertained in accordance with the rates set out in the Letter of Appointment.

18. Additional fees shall be payable if the Architect, for reasons beyond his control, is involved in extra work or incurs extra expense, such as where:

• the scope of the Services is varied by the Client
• it is necessary to vary any item of work commenced or completed due to the nature of the project or changes in interpretation, or enactment or of revisions to laws
• services by others are not provided or are delayed
• the Architect is to provide additional services relating to the settlement of disputes in connection with the Project..

19.   The Client shall pay expenses specified in the Letter of Appointment. Expenses other than those specified shall only be charged with the prior authorisation of the Client. The Client shall reimburse the Architect for any disbursements made on the Client's behalf.

20.   Payments under the Agreement shall become due to the Architect on issue of the Architect's accounts. The final date for such payment shall be 14 days from the date of the issue of the account. The Architect's accounts shall include any additional fees, expenses or disbursements and state the basis of calculation of the amounts due.

21.   A written notice from the Client to the Architect:

• may be given within 5 days of the date of issue of an account specifying the amount the Client proposes to pay and the basis of calculation of that amount and/or
• shall be given not later than 5 days before the final date for payment of any amount due to the Architect if the Client intends to withhold payment of any part of that amount stating the amount proposed to be withheld and the grounds for doing so or, if there is more than one ground, each ground and the amount attributable to it.

If no such notices are given the amount due shall be the amount stated as due in the account. The Client shall not delay payment of any undisputed part of the account.

22.   Any sums properly due remaining unpaid 14 days after the issue of an Architect's account shall bear interest at 8% over Bank of England Base Rate, pursuant to the Judgment Debt (Rate of Interest) Order 1993, or at such rate as applicable for the time being in accordance with statute, plus reasonable debt recovery costs.

23.   If the Client or Architect suspends or terminates performance of the Services, the Architect shall be entitled to payment of any part of the fee or other amounts due at the date of suspension or termination on issue of the Architect's account in accordance with clause 20.

24.   Where the performance of the Services is suspended or terminated by the Client or suspended or terminated by the Architect because of a breach of the Agreement by the Client, the Architect shall be entitled to payment of all expenses and other costs necessarily incurred as a result of any suspension and any resumption or termination on issue of the Architect's account in accordance with clause 20.

Copyright

25.   The Architect owns the copyright in the work produced by him in performing the Services and generally asserts the right to be identified as the author of the artistic work/work of architecture comprising the Project.

Licence

26.   The Client shall have a licence to copy and use and allow other consultants and contractors providing services to the Project to use and copy drawings and documents produced by the Architect in performing the Services, herein after called 'the Material' for purposes related to the Project on the Site or part of the Site to which the design relates.

Such purposes shall include its operation, maintenance, repair, reinstatement, alteration, extending, promotion, leasing and/or sale but shall exclude the reproduction of the Architect's design for any part of any extension of the Project and/or for any other project unless a licence fee in respect of any identified part of the Architect's design is stated in the Letter of Appointment.

Provided that:

• the Architect shall not be liable if the Material is used for any purpose other than that for which it was prepared
• in the event of the Client being in default of payment of any fees or other amounts properly due, the Architect may suspend use of the licence on giving 7-days notice of the intention of doing so. Use of the licence may be resumed on receipt of outstanding amounts.

Rights of Third Parties

27.   Nothing in this Agreement shall confer or purport to confer on any third party any benefit or right to enforce any term of this Agreement.

Joint Liability

28.   If the Client suffers any loss for which the Architect and any other person are jointly and severally liable, the loss recoverable by the Client from the Architect shall be limited so as to be in the proportion to the relative contribution to the overall fault of the Architect, the Client and any other person in respect of the loss in question.

29. If as a result of any exclusion or limitation of liability agreed by the Client with any other person, the amount which the Architect is able to claim as a contribution from such other person in connection with any claim by the Client against the Architect arising out of or in connection with the engagement is reduced, the Architect's liability to the Client in respect of such claim shall be reduced by the amount of the reduction.

Future Instructions

30. Unless otherwise agreed, these terms shall apply to all future Agreements and instructions given to us on other matters. In particular, the hourly rates applicable will be those applying at the date of such instructions and subject to review, in each case any rights to terminate instructions or an Agreement pursuant to the Consumer Protection (Distance Selling) Regulations will run from the date of such future instruction.

31. The Client's continuing instructions, or payment, in a matter or as part of an Agreement will amount to acceptance of these terms.

Suspension and Termination

32.   Either the Client or the Architect may by giving reasonable notice to the other suspend or terminate performance of the whole or part of the Services. If the performance of any part or all of the Services suspended is not resumed in 6 months, the Architect may by notice in writing to the Client terminate the appointment.

33.   The Architect may suspend performance of the Services and his obligations under the Agreement on giving at least 7-days notice to the Client of his intentions and the grounds for doing so in the event the Client:

• is in default of payment of any fees or other amounts properly due, or
• fails to comply with the requirements of the CDM Regulations.

The Architect shall resume performance of his obligations on receipt of the outstanding amounts.

Dispute Resolution

34.   In the event of any dispute or difference arising out of the Agreement, the Client and the Architect may attempt to settle such difference or dispute by negotiation or in accordance with the RIBA Conciliation Procedure.

35.   Any dispute or difference arising out of this Agreement may be referred to adjudication by the Client or the Architect at any time.