Terms & Conditions
STANDARD TERMS & CONDITIONS OF ENGAGEMENT
1 JANUARY 2023
Laurence Associates is the trading style of Realising Development Potential Limited registered in England and Wales with company number 06851240. The company’s registered office is at Helford House, May Court, Threemilestone Industrial Estate, Truro, Cornwall, United Kingdom, TR4 9LD (‘the Practice’). Laurence Associates operates in accordance with the Code of Professional Conduct of the Royal Town Planning Institute and Chartered Institute of Architectural Technologists.
These Terms and Conditions of Engagement are to be read and accepted in conjunction with the covering Engagement Letter which details the Scope of Work to be undertaken within a Schedule. Together, these form the basis on which the Practice shall provide professional services to the Client.
1. Scope of Work
An Engagement Letter is provided for all sizes of project setting out the Scope of Work, an Estimate of associated costs, and any other specific terms agreed with the Client.
Unless otherwise stated (and agreed) the Estimate will only be intended to give an indication of costs and is not a fixed quotation.
By signing the Engagement Letter you confirm that the fee proposal, the Scope of Work (and any additional terms detailed within this letter), our Standard Terms and Conditions of Engagement and Schedule of Consultation Fees and Printing Fees are accepted by you. An instruction from the Client will only formally be recognised where it is in writing, be it by mail, e-signature or electronic transmission (email).
2. Responsibility for Work
On receipt of the signed Engagement Letter the Client will be informed in writing of the name and contact details of the Practice personnel dealing with the matter. If a change of personnel is necessary clients will be informed promptly as to who will be handling the project.
On acceptance of written instructions, the Practice agrees to undertake to work in a competent manner in accordance with the proposal agreed with the Client.
3. Information & Data Supplied
The accuracy of material supplied by the Client, or a third party on behalf of the Client, will be assumed to be correct.
The Practice agrees to handle any materials supplied by the Client in a responsible fashion and return them to the Client on request. However, the Practice shall not be responsible for any wear and tear occasioned nor for any loss or theft that may occur.
All such information and data are supplied at the Clients own risk and no liability for any direct or indirect value shall be accepted, or for any consequential loss.
4. Professional Fees and Expenses
4.1 Professional Fees
Practice charges are primarily based on the amount of time spent dealing with the development issue. This includes work undertaken by Consultant Planners, Architects, Designers, Architectural Assistants, Landscape Architects, Technical Assistants and Graphic Designers. The time spent element may include meetings with the Client and others; technical work set out in the Scope of Work; research and survey work; considering, preparing and working on papers and reports; travelling in connection with the project; producing and dealing with correspondence (including e-mails), and making and receiving telephone calls.
A Schedule of Consultation Fees is set out below and such fees are reviewable on 1 January of each year. Wherever stated our fees are shown net of VAT which will be added at the prevailing rate. We may also need to make payment to others on your behalf (disbursements) and these may also be subject to VAT. We keep detailed records of time spent.
Variations to the Scope of Work (i.e. alteration, omission or addition) are to be notified in writing and only proceeded with upon written acceptance by the Client by mail or email. Where circumstances arise that were not foreseen at the time of preparing the original Engagement Letter necessitating a significant amount of work beyond the original Scope of Work (or you request additional work to be undertaken) a formal variation to the original Engagement Letter will be prepared and agreed in writing by mail or email. The Consultants shall exercise all reasonable skill and care and diligence in providing the services and any agreed variations.
If all the work as set out in the Scope of Work is not fully completed, we will only charge for the actual work done and related expenses.
Where there is uncertainty over the amount of time involved and effort that may be required we may suggest proceeding under a quantum meruit basis.
Projects can be charged on the basis of a fixed fee; where we have quoted a fixed fee, this will not be varied without your agreement. This approach is subject to negotiation. In determining an appropriate charge, the following factors will be taken into account: the importance of the work to the Client; the level of expertise, specialist knowledge, responsibility and innovation involved, and any special circumstances such as the need for urgent action or the novelty of the matter. For such jobs we will require staged payments linked to the completion of each major phase of the project as set out in the Scope of Work.
It may be possible to negotiate a reduction in the standard hourly rate or initial fee estimate in return for a success bonus or “uplift” payable if your particular development objective for the project is achieved.
Expenses & Disbursements
Expenses likely to be incurred include copying charges (both in-house and from external sources), acquiring maps/plans from authorised Ordnance Survey agent, Land Registry charges and postage. This list is not intended to be exhaustive. Please refer to the Schedule of Printing Fees below.
Where a Planning Application fee is not significant we will make payment to the Council on behalf of clients and any such fee will be invoiced as a disbursement to the Client. We will write to the Client before we incur any substantial costs to obtain approval for expenditure and to request advance payment so that such major expenses can be met.
In addition, should the Council determine the need for reports that require third party professional expertise, any such consultants must be instructed and paid directly by the Client.
All time spent considering requests for the Practice to enter into a collateral warranty agreement and/or separate Consultant’s Appointment following initial formal instruction will be charged for on an hourly rates basis, as well as all reasonable legal expenses. We reserve the right to not enter into any such agreement.
Before instructing Counsel to act as advocate on behalf of the Client at a Public Inquiry or Hearing (which will only be done with the Client’s prior agreement), the Practice requires the Client to pay the anticipated costs of the barrister’s fees and expenses. We will only instruct Counsel direct in circumstances where the Client is unable to do so, having regard to the Bar Council’s Public Access Rules, July 2004.
It is assumed that the person who provides the instruction to proceed with a project is also the Client and that they are the person responsible for payment of the invoice. Even if a third party has agreed or been ordered to be responsible for the payment of your fees and disbursements on a matter, the primary liability for payment remains with you as the Client.
Payment of invoices is due on presentation. If payment is not made within 28 days of the date the invoice is sent to the Client we reserve the right to charge interest on it at 8% above the prevailing Bank of England Base Rate on a daily basis from the date of the invoice.
If any part of an invoice is disputed or queried by the Client the Client shall notify the Consultant of the details of such dispute or query within ten days of receipt of the invoice and of its intention to withhold payment. The payment of any undisputed part of the invoice shall not be delayed.
Should debt recovery proceedings be necessary, any legal costs and/or court fees will be charged to the outstanding account and will be payable by the Client.
These invoicing arrangements are intended to help the Client keep track of their costs and to assist our cash flow. In the event of a payment not being made promptly we may decline to act any further and issue a final invoice for the full amount of the work undertaken up to that point.
6. Service Standards & Client Care
We are confident that we will provide a high-quality service in all respects and aim to meet certain basic standards with regard to client care. These include returning telephone calls from clients within 24 hours, ensuring clients receive copies of all substantive correspondence, responding to client’s e-mails and correspondence within three working days of the day that it is received and arranging appointments with clients without undue delay.
Please contact the Business Manager if you do not feel these standards are being met. In return we ask that you respond to our requests promptly and pay our fees and expenses without delay.
Complaints will be handled courteously and promptly at every stage, and as far as practicable in accordance with the following timescales:
- An acknowledgement within 10 working days from the receipt of a complaint; and
- A response addressing the issues raised in the initial letter of complaint within 30 working days from its receipt.
You have the peace of mind that complaints of professional misconduct or negligence against the Practice can be reported to the Royal Town Planning Institute and Chartered Institute of Chartered Technologists and that the Practice is fully insured to meet the costs of legitimate claims arising from such actions.
7. Intellectual Property
Unless otherwise agreed in writing all intellectual property rights arising out of the provision of the Practice’s consultancy services shall vest with the Practice. Documents, plans and any other material prepared by the Practice will remain the intellectual property of the Practice. Any such documents, plans and other material will be made available to the client in .pdf or .jpg electronic formats and/or in hard copy, where requested. For the avoidance of doubt, no working files, e.g. .dwg, .dxf or .doc electronic files, will be made available, and where video files have been prepared, these will only be released in an un-editable format. Any provision of working documents may be subject to an additional fee.
8. Conflict of Interest
The Practice shall decline any third-party instruction that would create a conflict of interest with the Client’s previously agreed instructions.
The Practice warrants to bring to the attention of the Client any conflict of interest that may arise between the Client’s instructions and terms under which the Practice is acting, or has acted, for another Client at the time that it becomes apparent to the Practice (where such third-party instructions were received prior to the Client’s instructions). The Client shall then be free to vary his instruction with the Practice in the light of this revelation to the extent that it is affected by the potential conflict of interest. Such a declaration by the Practice shall be general in nature, so as not to prejudice the confidentiality with the third party.
The Practice has the right to terminate any instruction in such circumstances if, in its judgement, it is unable to proceed with the instructions and maintain its fiduciary duty. The Practice shall receive payment in full for hours worked and expenses incurred to the date of disclosure but not including any entitlement to pro-rata payment for any amounts payable on completion.
9. Third Party Rights
No term of this agreement is intended for the benefit of any third party, and the parties do not intend that any term of this instruction shall be enforceable by a third party either under the Contracts (Third Parties) Act 1999 or otherwise.
10. Confidentiality & Privacy Statement
Any information treated as confidential shall cease to be treated as such three years after completion of the project.
The Practice may take photographs of your site or property to be included within reports and used for reference purposes. Furthermore, the Practice has the right to make general references to the project in press releases or promotional material, including, but not exclusively limited to, reference and use of imagery on the Practice’s website and social media.
The Practice will maintain your personal details as a client on its internal filing system, in accordance with the provisions of the data protection laws. During the project this information will only be accessed, retrieved and used for the purpose of liaison with you in provision of our services. Our files and papers are retained following completion of a matter for a minimum period of 6 years. After that, our files will be destroyed without further reference to the Client.
At the end of your instructions we may invite you to take part in a client questionnaire either online or on paper and we hope you will take part to help us improve our quality of service.
You may terminate your instructions in writing at any time. We will only stop acting for you with good reason and on giving you reasonable notice. Charges and expenses will be billed up to the date instructions are terminated.
The Practice has obtained insurance cover in respect of its own legal liability for individual claims not exceeding £5 million per claim. The limits and exclusions in this clause reflect the insurance cover the Practice has been able to arrange, and the client is responsible for making its own arrangements for the insurance of any excess loss.
The Practice’s liability under this agreement shall be limited to such a proportion which it would be just and equitable to require the Practice to pay having regard to the Practice’s responsibility for the same, and on the basis that all other interested parties, including but not limited to the consultants, contractor and other sub-contractors, shall be deemed to have provided contractual undertakings to the Client in respect of the performance of their services in connection with the Development, and shall be deemed to have paid to the Practice such proportion of it which it would be just and equitable for them to pay having regard to the extent of their responsibility.
Nothing in these Terms limits any liability which cannot legally be limited, including, but not limited to, liability for death or personal injury caused by negligence and fraud or fraudulent misrepresentation. The Practice shall not be liable to the Client, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with these Terms for any indirect or consequential loss, including but not limited to loss of profits, sales or business, agreements or contracts, anticipated savings, use or corruption of software, data or information, and damage to goodwill.
The Practice will identify in the Engagement Letter a number of surveys and reports considered to be potentially beneficial for the purposes of undertaking the Client’s instructions; this list may not be exhaustive and, in particular, may not include elements that are critical to the feasibility or viability of the proposed development. It is the Clients responsibility to identify any additional surveys or reports that they may feel are necessary for the purposes of undertaking the Development. No responsibility or liability will be accepted by the Practice for any feasibility or viability issues that arise in respect of undertaking the Development.
The Practice’s total liability to the Client, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with these Terms shall be limited to £5 million.
If any provision or part-provision of this agreement is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this agreement. If any provision or part-provision of this agreement is deemed deleted, the parties shall negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.
14. Force Majeure
Neither party shall have any liability for delay or failure in performance which results from circumstances beyond the reasonable control of that party. The party affected by such circumstance shall notify the other party if such circumstance occurs. If such circumstance continues for a period of more than three months either party may terminate the instruction by written notice.
We aim to provide a high-quality service for our clients, but if a problem does arise, or if you are unhappy with the bill, we want to hear about it. Clients should first discuss the matter with the person dealing with the matter, but if this does not resolve the problem, please contact the Managing Director, Richard Marsden, who has overall responsibility for complaints.
16. Referral Fees
Where a potential client is referred to Laurence Associates by an Estate Agent there may be circumstances where a referral fee is paid to the Estate Agent in return for the potential client referral, following formal instruction by the potential client.