Terms and Conditions
Terms and Conditions of Appointment for Architectural Design Services.
These Terms and Conditions apply to all services provided by Initial Designs (“Initial Designs”, “we”, “us” or “the Designer”) unless a separate written appointment has been agreed between Initial Designs and the Client.
The “Client” means the person, persons, company or other legal entity accepting the Fee Proposal and instructing Initial Designs to proceed.
01
Agreement
1.1 These Terms and Conditions, together with the agreed Fee Proposal and any Payment Plan, form the agreement between the Client and Initial Designs (“the Agreement”).
1.2 Acceptance of the Fee Proposal, including by email, confirms the Client’s acceptance of these Terms and authorises Initial Designs to commence the agreed services.
1.3 The Agreement supersedes previous discussions, correspondence or proposals relating to the services unless expressly incorporated into the Fee Proposal.
1.4 Any change to the agreed scope or services must be agreed in writing. Additional work will be charged separately where applicable.
02
Scope of Services
2.1 Initial Designs provides architectural design services principally comprising:
feasibility studies;
concept and design development;
planning advice and guidance;
preparation of planning drawings; and
preparation and submission of planning applications.
2.2 The precise services included in each project are set out in the Fee Proposal.
2.3 Initial Designs will provide its services with reasonable skill, care and diligence consistent with the standards reasonably expected of a competent architectural designer.
2.4 Services not specifically included in the Fee Proposal are excluded and will be treated as Additional Services.
03
Technical Design and Specialist Consultants
3.1 Initial Designs does not provide structural engineering design, structural calculations, detailed Building Regulations drawings, technical specifications or other specialist technical design unless expressly included in the Fee Proposal.
3.2 Where such services are required, they will be provided by suitably qualified and competent third-party professionals, appointed and charged separately.
3.3 Initial Designs may assist the Client in selecting, appointing and coordinating these consultants and may manage the flow and coordination of information as part of the overall project.
3.4 Responsibility for the accuracy, adequacy and professional content of specialist information rests with the consultant who prepares and provides it. Initial Designs does not assume responsibility for the consultant’s professional advice, calculations, specifications or technical design.
3.5 Incorporating or coordinating information provided by a specialist consultant does not constitute certification or independent verification of that information by Initial Designs.
3.6 Where included within the agreed services, Initial Designs will coordinate the architectural design and information provided by the various consultants and oversee the project design process as a whole. This does not transfer the specialist consultant’s professional liability to Initial Designs.
04
CDM 2015 – Health and Safety
4.1 The Construction (Design and Management) Regulations 2015 (“CDM 2015”) place legal duties on Clients, Designers, Principal Designers, Contractors and Principal Contractors.
4.2 Unless expressly agreed in writing, Initial Designs is not appointed as Principal Designer under CDM 2015.
4.3 The Client is responsible for making suitable arrangements for managing the project under CDM 2015 and for appointing the required duty holders, including a Principal Designer and Principal Contractor where applicable.
4.4 Initial Designs will comply with its duties as a Designer under CDM 2015 within the scope of its appointment, including taking reasonable steps to eliminate or reduce foreseeable health and safety risks arising from its designs.
4.5 Where another person is appointed as Principal Designer, Initial Designs will provide relevant information within its possession and control as reasonably required for that person to carry out their duties.
4.6 Initial Designs is not responsible for the Client’s failure to make the required CDM appointments or arrangements and shall not be deemed to have accepted the role of Principal Designer by default.
4.7 Initial Designs is not responsible for the CDM duties, acts or omissions of the Client, Principal Designer, Principal Contractor, contractors or other consultants.
05
Client Responsibilities
The Client shall:
5.1 Provide a clear and accurate brief and give instructions and decisions within a reasonable time.
5.2 Establish and maintain a realistic project budget, including appropriate contingencies.
5.3 Provide accurate information relating to the site, ownership, boundaries, existing buildings, services and other relevant matters.
5.4 Appoint and pay for any required specialist consultants, including structural engineers, Building Regulations specialists, quantity surveyors and CDM duty holders, unless otherwise agreed.
5.5 Pay all statutory and third-party fees, including planning and Building Regulations application fees, unless otherwise agreed.
5.6 Provide access to the property and site where required.
5.7 Notify Initial Designs promptly of any proposed changes to the design or construction.
06
Costs and Budget
6.1 Any construction cost information provided by Initial Designs is indicative only and is not a quotation or guarantee of the final construction cost.
6.2 Initial Designs does not warrant or guarantee contractor prices, construction costs or project budgets.
6.3 The Client should obtain independent cost advice from a contractor, quantity surveyor or other suitably qualified cost professional where required.
6.4 Redesign required because of changes to the Client’s budget or requirements is an Additional Service unless otherwise stated in the Fee Proposal.
07
Fees and Payment
7.1 Fees are as stated in the Fee Proposal.
7.2 Invoices may be issued at agreed stages, monthly, or on a time-charge basis, as stated in the Fee Proposal.
7.3 Unless otherwise agreed, invoices are payable within 7 days of the invoice date.
Late Payment
7.4 If payment is not received by the due date, Initial Designs may:
charge statutory interest under the Late Payment of Commercial Debts (Interest) Act 1998, where applicable, at 8% above the Bank of England base rate;
charge any fixed compensation for recovery permitted by that legislation; and
recover reasonable costs incurred in recovering overdue sums.
Interest will accrue daily from the due date until payment is received in full.
Suspension for Non-Payment
7.5 If an invoice remains unpaid after the due date, Initial Designs may suspend its services by written notice.
7.6 Initial Designs will not be responsible for delays, additional costs or other consequences arising from suspension due to non-payment.
08
Additional Services
8.1 Work outside the agreed Fee Proposal will be treated as an Additional Service and agreed and charged separately wherever reasonably practicable.
8.2 Additional Services may include:
Building Regulations drawings and technical information;
detailed specifications;
additional planning submissions, appeals or negotiations;
interior design;
Party Wall services;
tendering or contract administration;
dispute assistance;
redesign following changes to the brief or budget;
additional site visits;
work following project suspension, delay or contractor insolvency; and
any other services not expressly included in the Fee Proposal.
8.3 Additional Services may be charged at an agreed fixed fee or the applicable hourly rate.
09
Hourly Rates and Expenses
9.1 Unless otherwise stated in the Fee Proposal, the standard rate is:
Design / Visualisation – £75 per hour
Rates may be reviewed annually.
9.2 Reasonable expenses may be charged in addition to fees, including printing, reproduction, postage, delivery, travel and third-party services.
9.3 Mileage is charged at £0.45 per mile unless otherwise agreed.
9.4 Expenses will normally be charged at cost plus 2.5% administration.
9.5 Statutory application fees and third-party consultant fees are payable separately by the Client.
10
Measurements, Surveys and Existing Information
10.1 Initial Designs will rely on measurements, surveys and other information provided by the Client, third parties or obtained during site visits.
10.2 Unless a measured building survey or specific measurement service is expressly included in the Fee Proposal, Initial Designs does not warrant that existing dimensions, levels, boundaries, construction or other site information are complete or accurate.
10.3 The Client remains responsible for the accuracy of information supplied to Initial Designs.
10.4 Initial Designs will not be liable for discrepancies, costs, delays or other consequences arising from inaccurate, incomplete or subsequently changed measurements or site information, except where caused by Initial Designs’ failure to exercise reasonable skill and care in carrying out a measurement service expressly included within its appointment.
11
Site Visits and Construction
11.1 Unless expressly included in the Fee Proposal, Initial Designs is not appointed to provide site supervision, continuous inspection, contract administration or construction monitoring.
11.2 Where site visits are included, their purpose and frequency will be limited to those stated in the Fee Proposal. A site visit does not constitute continuous supervision of the works.
11.3 The Contractor remains responsible for setting out, dimensions, workmanship, construction methods, sequencing, site safety and construction in accordance with the relevant drawings, specifications and statutory requirements.
11.4 Initial Designs is not responsible for confirming that measurements or dimensions have been correctly set out or followed on site unless an appropriate inspection service has been specifically agreed.
Changes During Construction
11.5 The Client must notify Initial Designs before any proposed alteration, substitution, omission or dimensional change is made to the agreed design.
11.6 Initial Designs is not liable for any consequence arising from changes made by the Client, Contractor or others without Initial Designs’ prior written agreement.
11.7 Any review, redesign, amended drawings or additional consultant input required as a result of such changes will be treated as an Additional Service.
12
Copyright and Intellectual Property
12.1 All copyright and intellectual property rights in drawings, designs, documents and other work produced by Initial Designs remain the property of Initial Designs under the Copyright, Designs and Patents Act 1988, unless otherwise agreed in writing.
12.2 Once all fees and sums due have been paid, the Client receives a non-exclusive licence to use the documents solely for the project for which they were prepared.
12.3 Planning drawings and documents issued for planning purposes must not be used as construction drawings.
12.4 The Client may not reproduce, modify, reuse or adapt the design for another project without Initial Designs’ written permission.
12.5 Unauthorised reuse or modification is at the Client’s risk, and the Client shall indemnify Initial Designs against resulting claims, losses or costs to the extent permitted by law.
12.6 Initial Designs reserves its moral rights to be identified as the author of its work.
13
Publicity
13.1 Initial Designs may photograph the completed project and use photographs, drawings and general project information for professional portfolios, websites, social media, publications and other promotional purposes.
13.2 Personal information will not be published for marketing purposes without appropriate consent or another lawful basis.
14
Liability and Insurance
14.1 Initial Designs will maintain Professional Indemnity Insurance appropriate to its services, subject to the terms, conditions and exclusions of that policy.
14.2 Subject to applicable law, Initial Designs’ total aggregate liability to the Client arising from the services shall not exceed £500,000.
14.3 Initial Designs’ liability shall not exceed the amount recoverable under its Professional Indemnity Insurance for the relevant claim, subject always to the policy terms and applicable law.
14.4 Initial Designs shall not be liable for indirect or consequential loss, loss arising from contractor performance, construction cost overruns or delays outside Initial Designs’ reasonable control.
14.5 Initial Designs is not responsible for identifying, testing, removing or certifying the removal of hazardous substances or conditions, including asbestos, contaminated land, mould, hazardous waste, lead or similar materials, unless expressly agreed in writing.
14.6 Nothing in these Terms limits or excludes liability which cannot lawfully be limited or excluded, including liability for death or personal injury caused by negligence or fraud.
15
Disputes
15.1 The parties will first attempt to resolve any dispute through reasonable discussion and negotiation.
15.2 Where appropriate, the parties may agree to mediation or adjudication.
15.3 If a dispute cannot be resolved, either party may refer the matter to the courts of England and Wales, subject to any statutory right to use another form of dispute resolution.
16
Suspension and Termination
16.1 Either party may terminate the Agreement by giving at least 7 days’ written notice.
16.2 Initial Designs may suspend or terminate services where the Client fails to pay fees, fails to provide necessary information or instructions, or otherwise materially breaches the Agreement.
16.3 If services are suspended by the Client and are not resumed within three months, Initial Designs may treat the affected services as terminated by giving at least 7 days’ written notice.
16.4 The Client remains responsible for all fees and expenses properly incurred up to the date of suspension or termination.
17
Consumer Cancellation Rights
17.1 Where the Client is a consumer and the Agreement is entered into away from Initial Designs’ business premises or by distance communication, statutory cancellation rights may apply under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.
17.2 Where the Client asks Initial Designs to begin work during any applicable cancellation period, the Client may be required to pay for services properly performed up to the date of cancellation, subject to applicable law.
17.3 Where the service has been fully performed at the Client’s express request before the cancellation period expires, any statutory right to cancel may cease where permitted by law.
18
Data Protection
18.1 Initial Designs will comply with applicable data protection legislation, including the UK GDPR and Data Protection Act 2018.
18.2 Personal information will be collected and used only where reasonably necessary for providing services, administering the project, communicating with the Client, complying with legal obligations and carrying out statutory submissions.
18.3 Information may be shared where reasonably necessary with planning authorities, Building Control, appointed consultants, contractors and other relevant professional or statutory bodies.
18.4 Initial Designs will take reasonable measures to protect personal information against unauthorised access, loss or misuse.
18.5 Project information will be retained for as long as reasonably necessary for legal, professional, insurance and record-keeping purposes.
18.6 Further information about how personal data is handled is set out in Initial Designs’ Privacy Policy.
19
General
19.1 This Agreement is governed by the laws of England and Wales.
19.2 If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue to apply.
19.3 The Client may not transfer the Agreement to another person or entity without Initial Designs’ written consent.
19.4 No failure or delay by Initial Designs in exercising any right under this Agreement shall constitute a waiver of that right.
19.5 Where the Client consists of more than one person, each person shall be jointly and severally responsible for the Client’s obligations under this Agreement.