Terms & Conditions.

Architecture Design Limited (ADL) Responsibilities

1. Exercise reasonable skill, care and attention.

2. Act as the client’s representative and act fairly when giving instructions, dealing with any other party or issuing certificates under the building contract.

3. Co-operate with any other consultants appointed by the client.

4. Advise on the compliance with statutory requirements, and keep to all legal duties and responsibilities.

5. Make no material alteration to the services or the approved design without the consent of the client, except in an emergency.

6. Advise on progress in the performance of the services and of any issue that may affect the programme, cost, or quality of the project.

7. ADL do not warrant that approvals from third parties will be granted and do not warrant the performance, work or the products of others.

Client Responsibilities

1. Provide relevant information and pre-construction information as soon as is practicable to ensure the proper and timely performance of the services.

2. Consider the advice given by ADL.

3. Advise ADL of any changes to the services or provided information.

4. Pay any third party consultants, contractors, Council or statutory fees.

Fees

1. All fees will be charged on a lump sum basis. A 50% deposit is requested for new clients, to be deducted from the final fee.

2. Our fees for any additional services not forming part of this agreement will be charged on a time basis at the rate of £80 per hour.

3. Our fees do not include for local authority or approved inspector charges. The cost of other consultants required to produce the services is not included.

4. Fees are to be calculated and charged as set out in the letter or email of appointment.

5. Additional fees shall be payable if for reasons beyond our control, we are involved in extra work or incur extra expense.

6. The client shall reimburse expenses and disbursements as stated in the appointment.

7. ADL shall be entitled to payment of any part of the fee for services satisfactorily performed together with any other amounts due at the date of any notice suspending or ending performance of any or all of the Services.

8. Any quoted fees in the letter of appointment, time charges and expenses shall be reviewed every 12 months.

Payment

1. Fees and expenses are chargeable either monthly, or upon completion of the services, whichever is sooner.

2. The client shall pay our account, including any additional fees, expenses or disbursements within 28 days from the date of issue.

3. Instalments of fees shall be calculated on the basis of ADL’s estimate of the percentage of completion of the services. VAT, where applicable, is chargeable on the net value of our fees and expenses.

Changing the Services

1. Only the client can change the services.

2. If the changes increase ADL’s services, additional fees will be charged on either a time basis, or a separately agreed lump sum basis.

3. If the changes decrease ADL’s services, the fees will be reduced accordingly.

Records

1. We shall keep and make available on request records of any expenses and disbursements to be reimbursed at net cost and time spent as per the agreed fees.

CDM Regulations

Note that Client duties under the CDM Regulations also apply to domestic clients.

1. All parties shall comply with their respective obligations under the CDM Regulations. Take note of the suitable arrangements for planning, managing and monitoring the project as detailed in our engagement form.

2. It is assumed that our drawings will form the as built documents for the H&S file unless we are informed of changes on site by either client or contractor.

Principal Designer (PD) Services

1. If a PD is not appointed for commercial works, the client takes on the roles and associated legal duties associated with this role.

2. If a PD is not appointed for domestic works then the contractor or principal contractor will take on the legal duties of the client. ADL or an other can take on these duties if separately appointed.

3. Where ADL are appointed as PD and our services end prior to works commencing on site, we will hand the information gathered to date for the health and safety file to the principal contractor who will continue to develop it and then hand to the client at the end of the project.

Insurance

1. We confirm that we will maintain professional indemnity insurance cover of £1,000,000 in respect of any one claim or series of claims arising out of one event. A full copy of terms, conditions and exclusions is available on request.

2. Such insurance shall be subject only to such other limitations, exceptions and exclusions as are commonly included in such polices, including: Any loss based upon, arising out of or relating directly from, in consequence of or in any way involving Asbestos and/or Mould. Fire Safety (see below).

3. Our net contribution liability will be limited to the extent of our responsibility for any loss and/ or damage.

Fire Safety Exclusion

ADL shall not be liable for any matters concerning any claim(s), losses, liability, costs, expenses or defence costs directly or indirectly arising out of or connected to:

• Combustibility, fire protection performance, fire resistance / fire retardant characteristics of any external cladding or roofing systems.

• Any internal fire protection systems.

• Any aspect of the fire safety or fire performance of a building or structure.

Continuing responsibility

ADL will remain responsible for any consequences of failing to keep to this agreement for 6 years after providing the Services. No action or proceedings arising out of or in connection with this agreement whether in contract, or tort, for negligence or breach of statutory duty or otherwise shall be commenced after the expiry of this period.

Suspending or ending the Agreement

1. The client or ADL can suspend or end performance of any or all of the services by giving at least 14 days written notice.

2. Where the services are suspended by the client and not resumed within 3 months, ADL shall have the right to treat the performance of the services affected as ended on giving written notice to the client.

3. If the client does not pay fees when they are due and does not correct the matter within 14 days of receiving a warning, ADL can end this agreement by giving written notice.

4. If this agreement comes to an end, our fees will be payable as a percentage of the works completed to that date.

5. If ADL or the client becomes insolvent (unable to pay their debts) this agreement will end unless the insolvency practitioner involved makes a suitable arrangement to allow the agreement to continue.

Disputes

1. Either ADL or the client can start court proceedings to settle any disputes between them. Either party can also have disputes decided by an adjudicator appointed under an adjudication scheme for this agreement.

2. If adjudication is used, the cost, rules and procedures involved will become part of this agreement.

Copyright and license

1. ADL will own all intellectual property rights including the copyright in any documents and electronic media (Material) produced in performing the Services and generally. The client shall have a license to copy and use the Material only for the purpose of the building work and any future repair or maintenance of it.

2. The Material may not be used for reproduction of the design for any part of any extension of the project, and/or for any other project except on payment of a licence fee to be subsequently agreed.

3. Copying or use of the Material by an other person providing services to the project shall be deemed to be permitted under a sub-licence granted by the client. ADL shall not however be liable if the Material is modified by the other person.

4. If at any time the client is in default of payment of any fees or other amounts properly due, ADL may suspend further use of the licence and any sub-licences on giving notice of the intention of doing so. Use of the licence may be resumed on receipt of such outstanding amounts.

5. The client must ensure that any third party obtains any necessary licence and pays fees arising for access to any software used to produce any of the Material.

6. Notwithstanding the expiry or termination of the agreement, the licence shall continue.

Law

1. Only ADL and the client can take action to enforce the terms of this agreement.

2. ADL and the client can claim from each other the costs and expenses which result from either of them failing to keep to this agreement.

3. This agreement does not rule out or limit any other legal remedies which may be available.

4. The laws of England and Wales shall apply.