(issue (17) – 05-02-2024)
DEFINITIONS
We or Us means S J Johnson Associates Ltd, You means the Client – with whom the Agreement is made. Our Agreement being You the Clients Acceptance of our Offer or Counter Offer this forming Legal Contract.
FEES AND OFFERS – (Please see our pricing & page for the services we offer, prices and offer types)
PRICING METHODS / OFFER OPTIONS – Depending on your / the projects overall requirements we will price the proposed work in either one of two ways.
(1) PARTIAL SERVICE – You the client(*) or your contractor request only specific items, and we, at our discretion then provided a price only for those items, which may be a lump sum or broken down / listed. This pricing option when felt applicable, is used on the premise that you / your Principle (Contractor / Designer) == (Builder / Architect) remain involved in appointing other competent persons for structural matters not directed to us, this in accordance with your client responsibilities – see FAQ page if unclear..
(2) FULL SERVICE – At our discretion we will either (2.1) Undertake a brief study of your plans and offer offer a lump sum for the design of all of the anticipated structural components required. Or (2.2) We will study your plans in detail to identify all structural items we believe will require substantiation for Building Control purposes. Providing a fee offer scheduling the items with a lump sum price. Items may be marked up on plans if available.
In all cases – our stated fee(s) are specific and limited to the structural items requested and/or listed / in our fee Offer. Where the items differ from those requested by the Client / Architect they are to be seen as a Counter Offer.
Should errors or inconstancies be found at any stage in any drawings or documents provided to us, or illegal building work be found to be present then these would be classed as changes to Contract, requiring Counter Offer- next section.
CHANGES
YOUR CHANGES / VARIATIONS
Should your requirements change , then prior to commencement of our work we may suggest a new fee/counter Offer. Any work we have undertaken post instruction affected by any changes you advise to your requirements will be evidenced and invoiced based on a proportion of the deliverable. Following which a new fee Offer may be proposed.
REQUIRED CHANGES – INFORMATION DEFICIENCIES / ILLEGAL BUILDING WORK.
Should at any stage during our works deficiencies be found in the documents that you have supplied, and / or existing illegal building work is identified at the site / property. Then should either or both of these scenarios arise the implication of which not allowing us to proceed with the work as agreed. Then this will be explained to you, at this time were possible a new fee offer will be proposed. However should matters as a consequence stall for ten working days, then this will end any agreement between us, our time spent & all work done up until that point will be scheduled and invoiced.
Ref Required Changes, a matter that sometimes occurs is when projects involving the removal of walls, bear large beam loads on to small remaining areas of masonry such as occur at or between windows and doors. It can be found at calculation stage that there is not enough masonry to carry the beams bearing load. If this case arises, reducing the amount of wall your architect has requested to be removed may be suggested, or at additional design cost to you a steel post/column and foundation may be offered rather than the original simple beam bearing proposed. Current costs for beams verses picture frames or goal posts can be found at the pricing page of our website.
FOUNDATIONS
Our fees will generally be based around the drawings and documents you provide, and assume standard trench / strip foundations (not piled) unless:
- You specifically advise the requirement for more specialist foundations.
- You provide a Site Investigation Report to us that directs this.
- Trial pits you will have dug, and soil samples obtained direct this.
EXCLUSIONS
- Unless stated to the contrary, our fee(s) do not include the following;
- Local Authority fees or any other 3rd party fees
- Costing of building works or the production of tender packages
- The physical supply of any of the designed items
- The appointment or supervision of your builders, or anything other than limited assistance in explaining the requirements when they are on site
- Design or supply of temporary works
- Supervision of the works, or any visits unless specifically mentioned
- Opening up / removal of finishes to view structural components for intrusive surveys or trial holes for foundation assessments – unless specifically agreed.
- Hire of equipment
- Variations, Additions, Changes or any other matters not contained within our written agreement (Contract).
SUPERVISION OF THE BUILDING WORKS
We do not offer this service as the quality of the building work as a whole cannot be assured without a constant presence on site. We therefore offer visits as required to deal with specific matters / items of the build.
Specifically in respect of matters relating to (CDM Regulations 2015) when applicable any offer we might make will be to undertake the defined duties of “Designer” only, we do not offer to undertake the role and extended services defined for “Principle designer”, which will be assumed to be with others if/when required.
OPENING UP & TRIAL HOLES ETC
Where opening up of finishes or trial holes are required in order to validate design / inspection assumptions, it is understood that unless Offered / quoted for by us, that this will be carried out by Your builder or others at their expense in a timely fashion to facilitate the times of any visits agreed between us. It is expected that to keep visit time and therefore costs down the You the Client will have undertaken / completed any opening up and preparatory work advised by us as required prior to our visit.
As above, foundation assessments of any kind are not included unless specifically stated in our Offer, and only then, once fees have been agreed for any such assessment. As part of reaching any agreement, and as above You agree, having scanned for services, to have trial holes dug at your expense, in locations We will advise. These trial holes are to be dug to foundation formation level and kept dry ready for Us to inspect / report and prescribe. When We are not provided with a site specific soil investigation, reasonable existing foundation depths are considered agreed between ourselves i.e. You and Us.
Where We Offer and You Accept the opening up of your structure by Us, to allow Us to progress intrusive surveys or any other matters to progress the works. Please note that professional scanning tools will be used to look for and identify services (pipes/electrics/etc) to avoid damage to them and other items that may be behind such finishes as floor boards/plaster boards etc. Whereas precautions will be taken as above, there always remains a small risk to such items not being detected and damaged by drilling etc. and We do not indemnify You for this and the risk / costs remain with You.
VISITS
The minimum area rate visit charge will be invoiced if for no fault of our own We are unable to start work upon arrival and the visit is aborted.
The cost of visits of any type is dependent on site/property location, a map with area rates can be found at the pricing page. Visit charges allow for reasonable preparation for the visit, review of plans etc. travel to and from and up to one hour on site or within the property. Additional time on site is chargeable currently at £25/quarter hour.
ACCEPTANCE OF OUR FEE OFFERS
In accepting our fee Offer(s), You agree that what We have offered meets with your requirements. Where professional Architects are involved, or those purporting to provide architectural services, We advise clients to have them confirm this before Accepting our Offer, and when appropriate request further items that may not have been made clear or identified on their architectural drawings.
Advertising – Our fee Offer(s) have already been discounted by 10% to facilitate gratuity in relation to You the clients anticipated acceptance that should We request it that our site board be displayed from commencement and during the works. If this is not the case the fee will be uplifted accordingly.
All Offers are confidential & valid for 30 days unless specifically stated to the contrary. As a small company fee Offers (at this time) are not subject to VAT and therefore represent the gross invoice amount.
ADDITIONAL ITEMS / WORK
Any visits or work additional to that stated within the accepted fee Offer, would be additional and chargeable at the rate specified at the pricing page or if different as stated in the fee letter which will take precedent.
Post tender unforeseen remedial / strengthening works found to be required during any project for unforeseen dilapidation, or earlier illegal or sub-standard work carried out by others or any other similar matters that may come to light stopping the agreed work are not included, and are classed as additional items. If remedial proposals and fees to remedy cannot be agreed, then the already agreed work will stop and be invoiced up to that point – (As previously stated within the Changes section).
CONTRACTUAL ARRANGEMENTS – OFFER & ACCEPTANCE
For Business to Business, Contract Consultancy etc this can be undertaken to suit your compliance requirements with mutual agreement.
For Domestic projects this is generally done by Our fee Offer and Your written Acceptance.
For larger non domestic / commercial projects this would preferably be carried out under the ACE conditions of contract – (Association of Consulting Engineers). A copy of the conditions of contract can be made available if required.
For Domestic & Commercial one off projects the agreed scope of our work is limited to that stated above in production of our fee Offer(s). Prior to commencing any work, We will require written instruction from You, accepting our fee Offer(s), confirming the name address and full contact details of You the bill payer. Post acceptance changes being dealt with as above. Unless written to the contrary all of our fee Offer(s) allow for only one pre-start exchange of written questions from your appointed builder, which is to be forwarded by You and only prior to commencement of the building work. Any further unsolicited correspondence unless instigated by Us would be classed as instruction of additional work and be chargeable.
VARIATION
Our Offer(s) for Design assistance allow for one pre-agreed design item / type, per component and does not allow for materiality changes, re-scheming, variation or optioneering of any kind, either/all of which would only be by further Agreement / cost.
COMPLETION / PROGRAM
Completion dates are by agreement only, however we usually aim to complete our works ten working days from the later of the following;
- Receipt of your written instruction accepting our fee letter Offer
- Receipt of your last Architects or third party drawing or related information
- Survey or opening up work when information is required to proceed, and following receipt of that information thus derived
Upon Completion of any calculations, design advice / instructions will be relayed to You / your builder in simple sketch form or a full Builders Information Pack if offered. At that time it is essential, expected and part of your Contract with Us in accepting any Offer(s), that your tendering builders be given full colour copies of such, to allow for their final pricing & any relevant pre-start questions that they may have (Change requests at this stage being chargeable). Note at our discretion calculations for Building Control may follow the instructional documents upon receipt of full payment. Documents are delivered by email or cloud depending on file size. Should You or your builder not be able to receive electronic documents printing / postage and admin time will be deemed to be agreed for producing and sending out hard copies.
STATUTORY PERMISSION / APPLICATIONS / NOTICES ETC –
The responsibility to establish if a planning permission is required or obtaining any other consents remains with You/ your other advisors.
NON PERFORMANCE
Contract is conditional on any/all documents / drawings supplied to us by You or your intermediaries being accurate, current and correct and therefore able to be successfully coordinated into a Building Control Submission covering all statutory instruments. Should detailed post tender study of your supplied information, or the property itself be found not to meet the requirements of the Building Regulations or be remiss or erroneous in any way. Then should this situation arise, the non-compliance matters will be relayed / explained to you, and any/all of our completed work & visits etc will be invoiced.
Where other / 3rd parties provide Us with any information required for Us to undertake / complete our duties to You as scheduled in our fee Offer(s). The sender of that information will indemnify such information, and that it meets the projects and needs*. The projects needs* are the information assembled by us from your drawings which we have coordinated/assembled on your behalf for the 3rd party.
Where any 3rd party deliberately or otherwise departs from the advice offered / provided by us. Then any attempts requested of us to subsequently substantiate or justifying any non prescribed work will be classed as chargeable additional items of work as described above. Depending on the nature / severity of the departure from our fee Offer / associated details, We may at our discretion conclude that this ends our Contract with the You and invoice for work done to date.
Non return of, or failure to reply to correspondence exceeding twenty working days (without prior agreement) is considered conclusion of contract and all incurred costs / outstanding fees will be invoiced at that time.
INVOICING
Invoices are raised upon our delivery to You of the Builders Sketch Instructions or when offered The Information Pack. this for the completed work items, payment terms being seven days net from that invoice date. As above Building Control Calculations may follow later / after payment is received, this at our discretion. However interim invoices may also be raised at the end of each stage of the works, or for work undertaken to date after one calendar month of either You or your agent placing the Contract on hold, or twenty working days from ceasing communications as described in non performance. All invoices are issued under the same seven-day payment terms. Interest on late payments is at the %pa currently allowed by the Courts. Note in instances where pre-agreed items occur on our fee offer, such as a site visit identified as required before or during the build. Then such items may be invoiced when completed, however if any further work is identified as required following such visit etc. then if then this would be classed as additional work, requiring further offer / acceptance – as described above.
As a small company fee Offers (at this time) are not subject to VAT and therefore represent the gross invoice amount.
THIRD PARTY WARRANTIES
Nothing in the Agreement between Us and You, confers or purports to confer on any third party any benefit or any right to enforce any term of the Agreement made with You.
No warranties for the benefit of third parties will be entered into without the agreement of our insurer and only then if agreed at the time of our appointment.
INDEMNITY
- Generally.
We only indemnify the Part A Structural items required from your plans, or when a limited brief is required, your instructed / our Offers listed design items* that can be directly seen as related / required for the delivery of your requested design.* Any such items* may be listed in our Offer, as stated in previous sections. It should be appreciated ,and understood that in making any limited Offer, that there may be other structural items that You have not instructed, and in accepting our Offer it is agreed between You and Us in the Agreement that You have these items under the advice of other appropriate 3rd party professionals.
Third party specialist design items, indemnity & therefore liability for any specialist designed / specified items provided by such manufacturers / specialists based on information that We have derived from your plans, remains with those manufacturing specialists – as stated earlier in non-performance.
- Opening Up.
We do not indemnify any damage caused by any opening that We may Offer and that You may accept / instruct.
- Activation.
Note indemnity is only activated upon receipt of full payment for the fees due from You. Any pro-bono / verbal advice offered or requested is not indemnified.
- Limits of Liability.
Unless explicitly stated to the contrary in any offer we have made, our liability for any claim or claims shall be limited to such sum as We or our insurers consider reasonable and proportionate to any loss or damage suffered by You. Consideration of proportionality of any sum will be based on the assumption that all other Consultants and all Contractors and Sub-contactors in carrying out there obligation in agreement with You the mutual Client, have provided similar contractual agreements on terms no less onerous than those set out here and in our offer, and that they have paid or will pay to You the client sums that would be proportionate, & just for them to pay having regard for their level of involvement and statutory responsibilities.
With further reference to limits of liability (previous paragraph), and specifically the matter of definition between Structural Inspections and Structural Surveys used to progress any matter. The 2022 IStructE Code of Conduct states a “Structural Inspection is a survey concerned with the structure, or specific elements….” Whereas a “Structural Survey will normally include an investigation and assessment of the construction and condition of a building” as well. Note with reference to any/all of our offers, the definition used to describe the technical content of any Survey / Inspection report, for liability purposes, it should be understood that they are offered by us and accepted by you as Inspections, and will therefore not indemnify you in respect of any claim, for loss, costs & expenses etc arising, directly or indirectly, from, in consequence of or in any way involving the valuation of or the surveying of the physical and/or structural condition of the building.
For all matters except those in respect of death or personal injury, You the Client shall only look to S J Johnson Associates Ltd, and not to any individual for redress, this should You the Client consider there has been any breach of our Agreement. Furthermore, You the Client agrees not to pursue any claim in contract, tort or statute (including negligence) against any individual in carrying out his/her duties under or in connection with our Agreement . This at any time whether named expressly in our Agreement or not.
Notwithstanding anything to the contrary in our Agreement, our liability under or in connection with our Agreement whether in Contract, tort or negligence, for breech of statutory duty or otherwise (other than in respect of personal injury or death) shall not exceed [£……]. If no amount is inserted, our liability shall not exceed a multiple of ten times the fees due / payable to Us by You.
S J Johnson Associates will not be liable for any loss or damage of any kind as a result of electronic transmissions / communications from us.
S J Johnson Associates will not be liable for any loss or damage, either directly or indirectly in connection with, Pollution, Fungus, Spores, invasive weeds and plants, any deleterious materials, asbestos and / or asbestos containing materials.
No action or proceedings under or in respect of any Agreement between You & Us, whether in Contract, in tort, in negligence, for breach of statutory duty or otherwise shall be commenced against Us after the expiry of six years from the date of completion of Services or the termination of Services if earlier.
COPYRIGHT
Subject to UK Copyright Law, specifically the Copyright, Designs and Patents Act 1988 any original work produced by Us is automatically covered and protected by the Act with Copyright vested in Us. You the Client only upon further payment of specific fees due, agreed at such time, shall have licence to use and copy any design documents including calculations and drawings that We supply for the project / purpose intended under our Agreement.
Permission is not given for any other purpose, such as but not limited to extensions of the agreed project, any unrelated project, or persons’ use or any other matters. Further / wider permissions may only be made subject reaching agreement with Us on additional fees and usage of the copyrighted data.
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