Concise
RIBA Professional Services Contract.
MA1. General Interpretation.
MA1.1. Where under the Contract an action is required to be taken within a specified period, in calculating a period, a day shall be a business calendar day and a date shall be a calendar date. When a period is calculated it shall include Saturdays, Sundays, and exclude public holidays.
MA1.2. The provisions of the Contract continue to bind the Client and the Architect/Consultant as long as is necessary to give effect to the Parties’ respective rights and obligations.
MA1.3. The Digital Contract, accessible via this website: https://www.architecturenorth.co.uk/digital-contracts/concise, shall supersede any previous hard copy agreement or arrangements between the Client and the Architect/Consultant in relation to the Services (written) and represents the entire agreement between the Client and the Architect/Consultant in relation to the Services.
MA1.3.1. All additions, amendments, and variations to the Contract shall be binding only if in writing and signed by the duly authorised representatives of both the Client and the Architect/Consultant.
MA.3.2. No addendum or amendments requested by the client will form part of this contract.
MA1.3.3. The Client and the Architect/Consultant shall not claim to have relied upon any statements or representations made by the other Party other than those set out in the Contract.
MA1.4. If any clause or part of any clause of the Contract is ruled by the courts or declared to be invalid or unenforceable in any way, it shall be severed from the Contract and this shall not affect any other clause of the Contract, nor the validity of the remaining clauses of the Contract, which shall remain in full force.
MA1.5. Any modifications or changes to the terms of this contract must be agreed upon by both parties in writing and signed by authorised representatives.
MA1.6. The Contract is subject to the law of England and Wales and the Parties submit to the exclusive jurisdiction of the courts of England and Wales.
MA1.7. Subject to clause 3.2 of the Contract Conditions, to the extent that either Party processes personal data, as part of the Contract, the Party undertakes to do so in compliance with the General Data Protection Regulation (GDPR) and to keep such personal data in a secure technological environment.
MA2. When Our Services Starts and Ends.
MA2.1. A service starts on the date this contract is signed and ends as set out in this agreement.
MA2.2. RIBA Work Stages have a minimum time period this means:
MA2.2.1. You will be charged a fee to compensate us for our losses if your project services end.
MA2.2.2. If you have asked us to provide a service before the end of the applicable cancellation period stated in clause 25.1, you must pay the agreed value and any service you received up to the disconnection of the service.
MA2.2.3. In the event that you choose not to move forward with your project, a fee will be charged to cover the cost of the project services rendered.
MA2.2.4. In the event that you choose not to proceed with your contractual undertaking, a fee will be charged to cover the costs of the project services rendered.
MA2.3. Once the scope of work has begun work on a project, any agreed-upon scope of services is considered fulfilled and cannot be refunded.
MA3. Contacting Each Other.
MA3.1. If you require assistance and cannot find what you need, please visit our website at www.architecturenorth.co.uk, where you can find our most up-to-date contact details.
MA3.2. Please note that we will need to verify your identity before discussing any matters related to your account. If the person contacting us is not the account holder, we can only provide limited information.
MA3.3. For written correspondence or in instances where this agreement requires written notice, you can submit your message through our website at www.architecturenorth.co.uk/contact-us.
MA3.4. If we need to contact you, we’ll use your correspondence address, email address, mobile or fixed telephone number, or any other method requested by you.
MA3.5. If we have to give you written notice, we’ll do so by email, SMS, WhatsApp, hand, or pre-paid post to the address or telephone number you’ve provided us.
MA3.6. After an initial request for information from the client, Architecture North Ltd will:
MA3.6.1. Contact the client by their preferred communication method.
MA3.6.2. Send an email to the client, confirming our attempted contact and requesting their response.
MA3.6.3. Allow a 7-working day period for the client to respond.
MA3.6.4. If there is no response from the client after 7 working days, Architecture North Ltd will send the relevant follow-up call to the client.
MA3.6.5. Architecture North Ltd will email you outlining we’ve attempted to contact you, and that you should contact us.
MA3.7. Follow-Up Contact
If there is no response from the client after 7 working days, Architecture North Ltd will:
MA3.7.1. Make a follow-up contact using the client's preferred communication method.
MA3.7.2. Send a follow-up email, reiterating our attempted contact and requesting a response.
MA3.7.3. Allow an additional 7-working day period for the client to respond.
MA3.8 If there is still no response after the follow-up, Architecture North Ltd will initiate the process of sending a formal letter:
MA3.8.1. The letter will be sent to the client's correspondence address, as indicated in our records.
MA3.8.2. The letter serves as a formal communication attempt to gather the requested information.
MA3.9. Data protection rules prevent us from discussing your project with anyone other than yourself, unless they are named as a ‘named nominee' on your project agreement.
MA3.10. You can add a new contact or nominee to your agreement at any time by completing this form: https://www.architecturenorth.co.uk/clients-area/client-requests/nominated-person
MA3.11. Adding a nominee allows them to speak and make changes to your project on your behalf.
MA3.12. Nominees have no legal rights and your agreement remains in your name as the lead client.
MA3.13. Without a nominee named on your agreement, we are unable to discuss your project with anyone other than yourself, even in unforeseen circumstances.
MA3.14. The Client or Appointed Nominee shall create a project password to secure their account.
MA3.15. The password must be in the following format;
MA3.15.1. The first initial of the client's first name and the first initial of the client's surname (both in uppercase).
MA3.15.2. Immediately followed by the day, month, and year of the client's birth
MA3.15.3. The client and appointed nominee acknowledges that their project password is for their protection and must be kept confidential.
MA3.15.4. The Architecture North Ltd shall not be liable for any unauthorised access to the Client's account resulting from the Client's failure to keep their password confidential.
MA3.16. All emails from Architecture North Ltd will be deemed to be delivered immediately.
MA3.17. All notice or documents from Architecture North Ltd will be deemed to be delivered immediately if delivered by hand, or 48 hours after posting.
MA3.18. Notices given by SMS will be deemed to be delivered immediately when they’re sent.
MA3.19. Notices given by WhatsApp will be deemed to be delivered immediately when they’re sent.
MA3.20. If the Architecture North Ltd sends an email to the Client using blind carbon copy (BCC) and the Client is included in the BCC field, the Client agrees not to respond to the email or otherwise disclose their inclusion in the BCC field to any other party, as this may compromise the confidentiality of the email.
MA3.21.1. Replying to a BCC email can create confusion and disrupt the communication flow between the original sender and the other recipients.
MA3.21.2. Responding to a BCC email may compromise the original sender's ability to uphold confidentiality and may lead to a loss of trust.
MA3.21.3. When included within a BCC email you are not expected to reply or contribute to the original thread, as is can damage the professional relationship between the parties involved.
MA3.22. We, our representatives, may monitor or record your communications:
MA3.22.1. For business purposes, such as quality control and training.
MA3.22.2. To prevent unauthorised use of our systems.
MA3.22.3. To ensure effective systems operation; and
MA3.22.4. In order to prevent or detect crime.
MA4. Client’s Responsibilities.
MA4.1. The Client shall:
MA4.1.1. Inform the Architect/Consultant of the Project Brief, Construction Cost, the Project Programme, and the Services required and of any subsequent changes required, and agree with steps to mitigate the consequences.
MA4.1.2. Provide to the Architect/Consultant, free of charge, the information in the Client’s possession, or which is reasonably obtainable, and which is necessary for the proper and timely performance of the Services, and the Architect/Consultant shall be entitled to rely on such information.
MA4.1.3. Make decisions and give approvals as necessary for the proper and timely performance of the Services.
MA4.1.4. The Client shall be responsible for reviewing and approving all documents, including but not limited to plans, specifications, and other deliverables, produced by the Architect/Consultant during the course of the project.
MA4.1.5. The Client shall promptly sign all Client Approval Forms presented by the Architecture North Ltd indicating approval of the work performed.
MA4.1.6. Your project will be considered complete once it is marked as delivered to you.
MA4.1.7. If the Client does not accept the project and does not submit a request for modification within 3 working days after the project is marked as delivered, it will be automatically marked as completed by the Client.
MA4.1.8. The Client has the option to extend this acceptance period by up to 5 additional days.
MA4.1.9. The Architecture North Ltd shall not be held liable for any delays or errors resulting from the Client's failure to timely or sign Client Approval Forms.
MA4.1.10 The Client shall engage actively with the Architect and maintain timely and open communication throughout the duration of the project.
MA4.1.10.1 Upon receiving a request from the Architect for input, feedback, or a status update regarding the direction of the project, the Client agrees to provide a reasonable and detailed response within 7 working days.
MA4.1.10.2 Failure to provide such a response may result in project delays, for which the Architect shall not be held liable.
MA4.1.11. The Client understands that the Architecture North Ltd may pause the project if there is no progress or updates from the Client in a one month period.
MA4.1.11.1. The Client will be notified in writing of the pause and will have 14 days to respond
MA4.1.11.2. If the Client fails to respond or does not provide the necessary information or feedback within the given timeframe, the Architecture North Ltd may terminate the contract without liability for any loss or damage suffered by the Client.
MA4.1.12. It is the Client’s responsibility to appoint or otherwise engage any Other Client Appointments required to perform work or services under separate agreements and require them to collaborate with the Architecture North Ltd.
MA4.1.12.1. The Client shall confirm in writing to the Architecture North Ltd the work or services to be performed by any Other Client Appointments.
MA4.1.13. The Client acknowledges that they have the right to appoint third-party consultants of their choice for their Project.
MA4.1.13.1. In such cases, it shall be the sole responsibility of the Client to provide the appointed third-party consultants with any requested information or documentation
MA4.1.13.2. The Architecture North Ltd shall not be liable for any delay, deficiency, or error caused by such third-party consultants.
MA4.1.14. The Client acknowledges they cannot hold the Architecture North Ltd accountable for the Other Client Appointments, and not the Architecture North Ltd, responsible for the proper carrying out and completion of the work or services entrusted to them under any Other Client Appointments.
MA4.1.15. Hold the Contractor(s) appointed to undertake construction works, and not the Architecture North Ltd, responsible for the proper carrying out and completion of construction works in compliance with the Building Contract.
MA4.1.16. Where the Architecture North Ltd is appointed as Contract Administrator for the Building Contract, not deal with the Contractor(s) directly or interfere with the Architecture North Ltd’s duties under the Building Contract.
MA4.1.17. Not hold the Architecture North Ltd responsible for any instructions issued by the Client to the Other Client Appointments or Contractor.
MA4.1.18. Pay any statutory charges and any fees, expenses, and disbursements in respect of any obligations for planning, building control, and other consents.
MA4.2. The Client may issue reasonable instructions to the Architecture North Ltd. The Client’s named representative, as indicated in the signed Project Initiation of the Contract Details, shall have full authority to act on behalf of the Client for all purposes in connection with the matters set out in the Contract.
MA4.3. The Client acknowledges that the Architecture North Ltd does not warrant:
MA4.3.1. That planning permission and other approvals from third parties shall be granted at all or, if granted, will be granted in accordance with any anticipated timescale.
MA4.3.2. That the Architecture North Ltd cannot influence nor cannot control how planning case officers, local authority planning departments, parish councils or third parties conduct themselves in relation to the project.
MA4.3.3. The Architecture North Ltd cannot control natural disasters, or weather conditions that may impact the project.
MA4.3.4. Compliance with any Project Programme and Construction Cost, which may need to be reviewed for, but not limited to:
(a) variations instructed by the Client.
(b) fluctuations in market prices.
(c) delays caused by any Other Client Appointments, the Contractor, or any other factor that is not the responsibility of the Architect/ Consultant under the Contract.
(d) the discovery at any time of previously unknown conditions which were not reasonably foreseeable at the date of the Contract.
(e) natural disasters, or weather conditions that may impact the Contract.
MA4.3.5. The competence, performance, work, services, products, or solvency of any Other Client Appointments or the Contractor.
MA4.4. The Client shall not disclose Confidential Information unless:
MA4.4.1. Disclosure is necessary to take professional advice in relation to the Contract or the Services.
MA4.4.2. It is already in the public domain other than due to wrongful use or disclosure by the Client.
MA4.4.3. Disclosure is required by law or because of disputes arising out of or in connection with the Contract.
MA4.5. The Client agrees not to publish or cause to be published any negative, defamatory, or disparaging reviews, comments, or statements, whether written, oral, or online, about Architecture North Ltd, its staff, services, or affiliates.
MA4.5.1. This includes but is not limited to social media, review platforms, blogs, and public forums.
MA4.5.2. Constructive feedback is encouraged and should be communicated directly and privately to Architecture North Ltd to allow for resolution.
MA4.5.3. Any defamatory statements made publicly that harm the reputation or business interests of Architecture North Ltd will be formally contested and may result in legal action where appropriate.
MA5. Architecture North Ltd’s Responsibilities.
MA5.1. In the performance of the Services, and discharging all the obligations under the Contract, the Architecture North Ltd will exercise the reasonable skill, care, and diligence to be expected of an Architecture North Ltd experienced in the provision of such services for projects of a similar size, nature, and complexity to the Project. Notwithstanding anything that may appear elsewhere to the contrary, whether under this Contract or otherwise, the Architecture North Ltd’s duties and obligations shall be deemed to be subject to the exercise of such reasonable skill, care, and diligence, and nothing contained in this Agreement or elsewhere shall be construed as imposing on the Architecture North Ltd any greater duty than the exercise of such reasonable skill, care, and diligence.
MA5.2. The Architect shall not be responsible for any works or services performed, or costs incurred by the Client, or any third party that are outside the scope of the approved architectural quotation.
MA5.3. Any additional works or services required by the Client that fall outside the approved quotation must be agreed upon in writing by both parties and shall be subject to a separate fee and timeline.
MA5.4. The Architecture North Ltd shall not be held liable for any delays or errors resulting from the Client's failure to timely approve or sign Client Approval Forms.
MA5.5. The Architecture North Ltd shall:
MA5.5.1. Perform the Services with due regard to the Project Brief in Project Initiation only of the Contract Details.
MA5.5.2. Inform the Client of progress in the performance of the Services and, upon becoming aware, of any issue that may materially affect the Project Brief, Project Programme, Construction Cost or quality of the Project, and any information, decision, or action required in mitigation.
MA5.5.3. Inform the Client of a need to make any Other Client Appointments to perform work in connection with the Project and/or any information, decision, or action required from the Client or Other Client Appointments in connection with the performance of the Services.
MA5.5.4. Collaborate with any Other Client Appointments named in the Contract Details or any other parties who might reasonably be expected to perform work or services and, where indicated in the Services, the Architecture North Ltd shall co-ordinate relevant information received from such persons with the Architect/ Consultant’s design, but the Architect/ Consultant shall not be responsible for the content of the information received.
MA5.5.5. Make no material alteration to the Services or the approved design without the prior written consent of the Client, except in an emergency, whereupon the Architecture North Ltd shall confirm such actions to the Client without delay.
MA5.6. The Architecture North Ltd shall have the right to publish photographs of the Project, where we have the right to publish photographs of your entire project timeline, starting from its formation through to the period of up to 2 years after practical completion. The Architecture North Ltd shall obtain consent from the Client or the Project Site Manager, which shall not be unreasonably withheld or delayed, before the publication of any information about the Project, unless reasonably necessary for the performance of the Services
MA5.7. The Architecture North Ltd acknowledges and agrees that in the course of providing services to the Client, the Architecture North Ltd may come into possession of confidential information relating to the Client's business or affairs.
MA5.7.1. The Architecture North Ltd agrees to keep all such information confidential and not to disclose any of it to any third party without the prior written consent of the Client.
MA5.7.2. The Architecture North Ltd agrees not to disclose any confidential information about other clients' projects to the Client without the prior written consent of such other clients.
MA5.7.3. The Architecture North Ltd shall take all necessary measures to ensure the confidentiality and security of all confidential information provided by the Client or any other clients.
MA5.7.4. This obligation of confidentiality shall survive the termination or expiration of this Agreement and shall continue indefinitely.
MA5.8. The Architecture North Ltd shall not disclose Confidential Information unless:
MA5.8.1. Disclosure is necessary for the proper performance of the Services, or in order to take professional advice in relation to the Contract or the Services, or in order to obtain/maintain insurance coverage as required by the Contract.
MA5.8.2. It is already in the public domain other than due to wrongful use or disclosure by the Architecture North Ltd.
MA5.8.3. Disclosure is required by law or because of disputes arising out of or in connection with the Contract.
MA6. Appointment Booking Conditions.
MA6.1. Clients choosing to appoint Architecture North Ltd for their project must schedule the first project appointment. The cost of this appointment, along with any related expenses, will be outlined in Architecture North Ltd’s pre-approved company disbursements.
MA6.2. Charges for appointments, meetings, site visits, and related services will be invoiced according to our pre-approved company disbursements, which are agreed upon prior to formal appointment. These disbursements are determined based on:
MA6.2.1. Employee Job Titles: Fees vary depending on the role and expertise of the employee attending the meeting or site visit.
MA6.2.2. RIBA Work Stage: Fees are aligned with the current stage of the project as per the RIBA Plan of Work.
MA6.3. Additional or unplanned site visits or meetings outside the agreed project schedule will be charged in line with the pre-approved disbursements. These may arise due to unforeseen issues, project changes, or specific client requests.
MA6.4. All appointments and site visits must be scheduled in advance and are subject to availability.
MA6.5. Payment for appointments or site visits must be made in full before the scheduled date. Failure to make payment may result in the cancellation of services.
MA6.6. Clients must provide a minimum of 48 working hours’ notice for any changes or cancellations to scheduled appointments.
MA6.7. Changes, cancellations, or no-shows without sufficient notice may incur charges as detailed in the pre-approved company disbursements.
MA6.8. Payments made for appointments or incurred expenses are non-refundable.
MA6.9. By confirming a booking with Architecture North Ltd, the client agrees to these terms and conditions.
MA6.10. A grace period of 15 minutes from the agreed start time will be allowed for scheduled meetings to accommodate unforeseen delays. No additional charges will apply during this period.
MA6.11. Charges for time spent at meetings will commence after the 15-minute grace period if either party fails to arrive or if there is a delay in starting.
MA6.12. The anticipated duration of each meeting will be determined by the Architect based on the agenda and work stage requirements. Meetings will be booked to accommodate the planned discussions and tasks.
MA6.13. If a meeting exceeds the scheduled timeframe, a 15-minute grace period will be provided at no additional cost. Beyond this grace period, the Client will be billed for the extra time at the Architect’s standard hourly rate, rounded up to the nearest quarter-hour increment.
MA6.14. The Architect will notify the Client if a meeting is likely to overrun and seek confirmation to continue, allowing both parties the option to conclude or extend the meeting.
MA6.15. Both parties agree to prioritise efficient time management to ensure that key agenda items are addressed within the scheduled timeframe.
MA6.16. The Architect will respect the Client’s confidentiality requirements and independently determine whether specific project details are sensitive or proprietary. The Architect reserves the right to decide which project information may be publicised.
MA6.17. In the event of adverse weather conditions, such as heavy rain, snow, flooding, or other extreme events that may disrupt travel or site accessibility:
MA6.17.1. The Architect will notify the Client as soon as possible if delays or rescheduling are anticipated.
MA6.17.2. A grace period of up to 30 minutes will be allowed for delays caused by weather. Both parties are encouraged to communicate promptly about delays beyond this period.
MA6.17.3. If weather conditions prevent safe travel or site access, the meeting will be rescheduled at a mutually convenient time without incurring additional fees for either party.
MA6.17.4. Clients are requested to inform the Architect of any weather-related issues affecting site accessibility as soon as possible.
MA6.17.5. Both parties agree that safety takes precedence over meeting schedules during severe weather. The Architect reserves the right to delay or reschedule meetings if travel poses a safety risk.
MA6.18. Frequent or excessive delays beyond the grace period may prompt both parties to review and revise meeting protocols to minimise disruptions.
MA6.19. Full details on our disbursement fees can be accessed at: https://www.architecturenorth.co.uk/digital-contracts/disbursements.
MA6.20. These appointment terms and conditions are governed by, and construed in accordance with, the laws of England and Wales.
MA7. Assignment, Sub-Contracting, and Novation.
MA7.1. Neither the Architecture North Ltd nor the Client shall at any time assign the benefit of the Contract or any rights arising under it without the prior written consent of the other. Such consent shall not be unreasonably withheld or delayed.
MA7.2. The Architecture North Ltd shall not sub-contract the performance of any part of the Services without the prior consent of the Client, and such consent shall not be unreasonably withheld or delayed.
MA7.3. The Parties may, by agreement, novate the Contract on terms to be agreed.
MA8. Fees and Expenses.
MA8.1. The fees for the performance of the Services and/or any additional services shall be calculated in accordance with this clause and as specified in the Contract Details.
MA8.2. We, or a third party on our behalf, will send you an invoice for services, within 30 days of the contract delivery.
MA8.3. You’ll receive invoices in electronic forms unless you tell us that paper bills. If you choose paper, we’ll charge you an additional amount, which we’ll tell you about when you request the change.
MA8.4. All fees are exclusive of expenses and disbursements. The fees do not include the following:
(a). Travel & Mileage Expenses;
(b). Local Authority Fees;
(c). Printing Expenses;
(d). Postage Expenses;
(e). Attendance of any Additional Site Visits;
(f). Attendance of any Additional Meetings;
(g). DWG Ordnance Survey Digital Maps (O/S);
(h). Additional O/S Data Maps;
(j). HM Land Registry Title Deeds;
(k). Topographical Data;
(l). 3D Models & Visualisations;
(m). Documents, Statements, Specifications & Assessments;
(n). Project Tenders;
(p). Before & After Drone Videos;
(q). Request of DWGs drawings;
(r). Any Third Party Information.
MA8.5. Disbursements will be reviewed annually at the rate of inflation in April each year.
MA8.6. The Basic Fee for the performance of the Services shall be as specified in the submitted quote of the Contract Details and may be any or a combination of:
MA8.6.1. The specified percentage or percentages applied to the Construction Cost. Until the actual cost of the building work is known, the percentages are applied to the latest approved estimate of the cost of the building works or the Building Contract sum. The total fee shall be adjusted based on the final Construction Cost upon completion of the Services. The cost shall exclude VAT, fees, and any claims made by or against the Contractor(s).
MA8.6.2. The separate percentages specified for each RIBA Plan of Work stage applied to the Construction Cost at the end of the previous stage.
MA8.6.3. The specified lump sum or sums.
MA8.6.4. The time charges are ascertained by multiplying the time reasonably spent in the performance of the Services by the specified hourly or daily rate for the relevant personnel, as set out in Disbursements. Time ‘reasonably spent’ includes the time spent in connection with the performance of the Services in traveling from and returning to the Architecture North Ltd’s office.
MA8.6.5. Any other agreed method.
MA8.7. Lump sums and rates for time charges, mileage, and printing shall be revised every 12 months in accordance with changes in the Consumer Prices Index including owner occupiers’ housing cost (CPIH).
MA8.8. The Basic Fee shall be adjusted:
MA8.8.1. Including due allowance for any loss and/or expense, if material changes are made to the Project Brief and/or the latest approved estimate of the cost of the building work and/or Project Programme saves to the extent that any changes arise from a breach of the Contract by the Architecture North Ltd, and/or the Services are varied by agreement.
MA8.8.2. Where percentage fees in accordance with clause 20.6.1 or 20.6.2 apply, to compensate for any reduction of the Construction Cost arising solely from deflationary market conditions not prevailing at the date of the Contract.
MA8.9. If the Architecture North Ltd is involved in extra work or incurs an extra expense for reasons beyond the Architecture North Ltd’s reasonable control, such as engaging in pre-application advice, or where an extension of time is needed, additional fees shall be calculated on a time basis in accordance with clause 20.6.4 at the rate(s) set out in disbursements and expenses of the Contract Details where:
MA8.9.1. The cost of any additional work, including but not limited to revisions of architectural work, installation, or equipment, in connection with which the Architecture North Ltd Services, is not included.
MA8.9.2. The Architecture North Ltd is required to vary any Service already commenced or completed or to provide a new design after the Client has authorised the development of an approved design.
MA8.9.3. The nature of the Project reasonably requires that substantial parts of the design are not completed or that they are specified provisionally or approximately before construction commences.
MA8.9.4. Performance of the Services is delayed, disrupted, or prolonged.
MA8.10. The Architecture North Ltd shall inform the Client on becoming aware that clause 20.9 shall apply. Clause 20.9 shall not apply to the extent that any change or extra work or expense arises from a breach of the Contract by the Architect/ Consultant.
MA8.11. The Client shall reimburse the Architecture North Ltd for expenses and disbursements in the manner specified in our submitted Expenses and Disbursements of the Contract Details.
MA8.12. The Architecture North Ltd shall maintain records of time spent on Services performed on a time basis and for any expenses and disbursements to be reimbursed at net cost. The Architecture North Ltd shall make such records available to the Client on reasonable request.
MA8.13. Where the Architecture North Ltd is instructed by the Client to invite a tender or tenders for work or services in connection with the Project but no tender is submitted or accepted, the Architecture North Ltd shall be entitled to fees due up to and including the receipt of tenders based on the construction work or that part of it relating to the Services current at the date of tender.
Payment Notices.
MA8.14. The Architecture North Ltd shall issue Payment Notices at the intervals specified on a monthly basis in the Contract Details.
MA8.15. All invoices from Architecture North Ltd are due on receipt
MA8.16. You will receive an automatic payment reminder on the invoice due date at 19:00 with a copy of the invoice attached.
MA8.17. All invoices, and all scope of services are non-refundable.
MA8.18. The Architecture North Ltd shall not be liable to the Client for any refund or compensation for any third-party scope of services.
MA8.19. In the event of non-payment of any amount properly due to the Architect/ Consultant under the Contract, the Architecture North Ltd is entitled to interest on the unpaid amounts under the provisions of clause 20.30. The Architect/ Consultant may:
MA8.19.1. Suspend the use of the copyright license under the provisions of clause 21.
MA8.19.2. Suspend or terminate the performance of the Services and other obligations under the provisions of clause 25.
MA8.19.3. Commence dispute resolution procedures and/or debt recovery procedures.
MA8.20. Each Payment Notice shall comprise the Architecture North Ltd’s account, setting out any accrued instalments of the fee and other amounts due, less any amounts previously paid, and stating the basis of calculation of the amount specified, which shall be the Notified Sum. The payment due date shall be the date of the Architecture North Ltd’s Payment Notice. Instalments of fees shall be calculated on the Architecture North Ltd’s reasonable estimate of the percentage of completion of the Services or stages or other services or any other specified method.
MA8.21. The Client shall not delay payment of any undisputed part of the Notified Sum.
MA8.22. The Architecture North Ltd shall submit the final Payment Notice for fees and any other amounts due when the Architecture North Ltd reasonably considers the Services have been completed.
Payment Terms and Conditions.
MA8.23. If you don’t pay any undisputed part of your bill by the due date, we:
MA8.23.1. Charge you an administrative fee and interest as outlined in clauses 20.30 and 20.31, and 20.34. Notify credit reference agencies of your non-payment.
MA8.24. The Client shall, on or before the Final Date for Payment, make payment to the Architecture North Ltd of the amount, if any, specified in the written notice.
MA8.25. If no such notice is given, the amount due and payable shall be the Notified Sum stated as due in the Architecture North Ltd’s account. The Client shall not delay payment of any undisputed part of the account.
MA8.26. If the Client issues such a notice and the matter is referred to an Adjudicator who decides that an additional sum, greater than the amount stated in the notice of intention to pay less, is due, the Client shall pay that sum within 7 days of the date of the decision or the date which, in the absence of the notice, would have been the Final Date for Payment.
MA8.27. The Client shall not withhold any amount due to the Architecture North Ltd under the Contract unless the amount has been agreed with the Architecture North Ltd or has been decided by any tribunal to which the matter is referred as not being due to the Architecture North Ltd.
MA8.28. If the performance of any or all of the Services and/or obligations is suspended or terminated, the Architecture North Ltd shall be entitled to:
MA8.28.1. Payment of the agreement of the contract fee specified in our submitted quote of the Contract Details.
MA8.28.2. Other amounts properly due to the date of the last installment and a fair and reasonable amount up to the date of suspension or termination to reflect any work undertaken but not completed at the time of suspension or termination and payment of any license fee due under clause 21.
MA8.28.3. Reimbursement of any loss and/or damages caused to the Architecture North Ltd due to the suspension or the termination, except where the Architecture North Ltd is in material or persistent breach of the obligations under the Contract.
MA8.29. In the event that any amounts are not paid when properly due, the Architect/ Consultant shall be entitled to simple interest on such amounts until the date that payment is received at 8% of the dealing rate of the Bank of England, current at the date that payment becomes overdue, together with such costs as are reasonably incurred by the Architecture North Ltd (including costs of time spent by principals, employees, and advisers) in obtaining payment of any sums due under the Contract.
MA8.30. We calculate interest daily based on the total amount you owe. We add together all the daily interest amounts in each statement period and add together your balance on your invoice date.
MA8.31. We use your payments to clear any overdue amounts before we apply them to your latest statement. We use your payments in the following order:
MA8.31.1. Any overdue amounts from your previous statement; then the remaining balance on your statement; then
MA8.31.2. Any recent project hours not yet shown on your statement.
MA8.31.3. We use your payments to pay off balances charged at the highest interest rate and so forth down to the lowest interest rates.
MA8.31.4. This means the more expensive balances are always paid off first.
MA8.32. Non-sterling Transaction Fee: 2.95% of the amount of the sterling transaction value. Cash transaction fee: 5.00%.
MA8.33. If you missed a payment you will receive a missed payment default charge as outlined within our Approved Project Disbursements.
MA8.34. We will automatically send you charged paper copies in addition to your emailed statements and payment reminders until we hand your case to our debt collectors.
MA8.35. If work is undertaken, when you have failed to make any previous payment to ourselves, within the previous month's statements, you will receive a charged paper copies in addition to your emailed invoice, but the payment by default will automatically be sent to our debt collectors.
MA8.36. The Client or the Architecture North Ltd shall pay to the other Party who successfully pursues, resists, or defends any claim or part of a claim brought by the other:
MA8.36.1. Such costs are reasonably incurred (including costs of time spent by principals, employees, and advisers) where the matter is resolved by negotiation or mediation.
MA8.36.2. Such costs may be determined by any dispute resolution body, to which the matter is referred.
MA8.37. In addition to the fees and expenses, the Client shall pay any VAT chargeable on the Architecture North Ltd’s fees and expenses.
MA9. Copyright and Licence.
MA9.1. Architecture North Ltd shall retain all intellectual property rights, including copyright, in the drawings and documents produced while performing the Services. The Client acknowledges and agrees that the Architecture North Ltd is the author of such work and has a moral right to be identified as such.
MA9.2. The Client shall not register any part of the Architecture North Ltd's design under the Registered Designs Regulations 2001 without the written consent of the Architect/Consultant.
MA9.3. The Client is granted a license to copy and use the drawings and documents for which all fees and other amounts properly due have been paid, solely for purposes related to the construction of the Project or its subsequent use or sale. However, they may not be used for the reproduction of the design for any part of any extension of the Project or any other project without the written consent of the Architecture North Ltd.
MA9.4. In the event that CAD, BIM, or other proprietary software is used, the Architecture North Ltd shall provide the Client with the drawings and documents in PDF format only, unless an alternative format has been agreed upon during the Project Initiation stage.
MA9.5. The Client may request a copy of the CAD, BIM, or other proprietary software drawings and documents, subject to a fee, via the following link:
https://www.architecturenorth.co.uk/clients-area/client-handover-requests if their contract states that "all information is to be issued in PDF format only."
MA9.6. Upon receipt of payment in full, the Architecture North Ltd shall compress, archive, and issue the CAD, BIM, or other proprietary software, drawings, and documents to the email address provided by the Client in the Contract Details section.
MA9.7. The Architecture North Ltd shall release the drawings only after the payment has been cleared and received in full.
MA9.8. The Client grants a sub-license to any Other Client Appointment providing services to the Project to copy or use the drawings and documents, whether issued by the Client or on the Client's behalf.
MA9.9. The Architecture North Ltd shall not be liable to the Client for any reasonably foreseeable and fully mitigated expenses, losses, or damages suffered by the Client due to any breach of copyright or other intellectual rights of any third party.
MA9.10. The Architecture North Ltd shall not be liable for any use of the drawings and documents other than for the purpose for which they were prepared and provided by the Architecture North Ltd.
MA10. Advertising and Promotional Rights.
MA10.1. The Client grants the Architect the right to display temporary signage on the project site for the duration of the project and up to six months post-completion.
MA10.2. The signage will include the Architecture North Ltd company name, logo, contact information, and project-related details.
MA10.3. All signage will be professionally maintained and installed in a location agreed upon with the Client, ensuring it does not interfere with site operations or compromise safety standards.
MA10.4. Architecture North Ltd shall remove all signage within 30 days following post-completion or contract termination.
MA10.4.1. Architecture North Ltd are unable to confirm receipt of returned signage unless a valid tracking number is provided.
MA10.4.2 It is the client’s responsibility to supply tracking information upon dispatch.
MA10.4.3 Without this, Architecture North Ltd will not be liable for signage lost in transit or delays in processing the offboarding.
MA10.4.4 If signage is not returned or is lost in transit without tracking, the client will be responsible for the full cost of replacement.
MA10.5. If the Client requests removal of signage prior to project completion, the Architect agrees to comply within 15 days of the request.
MA10.6. The Client agrees to indemnify and hold harmless Architecture North Ltd from any liability or claims arising from the installation, display, or removal of signage, except in cases of negligence or wilful misconduct by Architecture North Ltd.
MA10.7. The Client agrees not to modify, replicate, deface, damage, or reuse any signage materials without Architecture North Ltd prior written consent.
MA10.8. Should the Client or their representatives damage or deface the signage, they agree to cover an administrative fee and the full cost of repair or replacement as determined by Architecture North Ltd.
MA10.9. Architecture North Ltd retains all intellectual property rights related to the signage design, including but not limited to logos, graphics, and messaging.
MA10.10. The Client grants Architecture North Ltd the right to use the project’s details, including photographs, renderings, descriptions, and other related information, for marketing and promotional purposes.
MA10.11. Marketing activities may include, but are not limited to, Architecture North Ltd’s portfolio, website, social media, press releases, industry publications, and other advertising channels.
MA10.12. Architecture North Ltd agrees to respect the Client’s confidentiality requirements and will refrain from disclosing any sensitive or proprietary information without the Client’s prior written consent.
MA10.13. If requested, Architecture North Ltd will avoid publicising specific project details that the Client deems confidential.
MA10.14. Architecture North Ltd retains the right to photograph, document, and use visual records of the project for promotional purposes.
MA10.15. Documentation may occur at various stages of project completion, as agreed upon with the Client, to capture the progress and final results.
MA10.16. Post-completion, Architecture North Ltd may request occasional updates to document the site’s continued performance, aesthetics, or any notable changes. Such requests will align with the Client’s operational and confidentiality standards.
MA10.17. Architecture North Ltd reserves the right to photograph or document project signage for promotional purposes, such as inclusion in its portfolio, website, or other marketing materials.
MA10.18. The Client may request that such documentation not include specific project details if confidentiality is a concern.
MA10.19. The Client agrees that Architecture North Ltd, as part of its marketing and communications efforts, may publicly list the project address as an active project site on digital platforms (e.g., Google Business, Google Maps, company website), for the purpose of indicating current or past architectural work and building the company’s portfolio.
MA10.19.1 This may include: The project address (limited to street name and postcode), Project status and Project type.
MA11. Architecture North Ltd’s Liability.
MA11.1. No action or proceedings arising out of or in connection with the Contract whether in contract, in tort, for negligence or breach of statutory duty or otherwise shall be commenced after the expiry of 6 or 12 years, depending on how the contract is executed, from the date of Practical Completion or the date of completion of the last Services, whichever is the earlier.
MA11.2. In any such action or proceedings:
MA11.2.1. The Architecture North Ltd’s liability for loss or damage shall not exceed £1.00 for any one incident or related incidents as specified within the Contract Details.
MA11.2.2. No employee of the Architecture North Ltd or any agent of the Architect/ Consultant shall be personally liable to the Client for any negligence, default, or any other liability whatsoever arising from the performance of the Services.
MA11.3. We’re only liable for losses that could reasonably be expected to occur when we entered into this agreement.
MA11.4. We’re not liable for:
MA11.4.1. Business losses.
MA11.4.2. Loss of income.
MA11.4.3. Loss of your time; or
MA11.4.4. Losses caused by third-party services or goods that you access through the services.
MA11.5. In respect of any claim by the Client under the Contract, and without prejudice to the provisions of clause 23.3, the Architecture North Ltd’s liability shall be limited to such sum as shall be agreed between the Parties or adjudged by the court to be the proportion of the loss to the Client caused by the Architecture North Ltd’s failure to exercise reasonable skill, care, and diligence in the performance of its duties under the Contract. This proportion is to be calculated on the basis that:
MA11.5.1. All other consultants, contractors, and Other Client Appointments providing work or services for the Project are deemed to have provided to the Client contractual undertakings in respect of their work or services on terms materially no less onerous than those which apply to the Architecture North Ltd under the Contract.
MA11.5.2. There are deemed to be no exclusions or limitations of liability or joint insurance or co-insurance provisions between the Client and any other person referred to in this clause.
MA11.5.3. All the persons referred to in this clause are deemed to have paid to the Client such sums as it would be just and equitable for them to pay to have regard to the extent of their responsibility for that loss and/or damage.
MA12. Professional Indemnity Insurance.
MA12.1. The Architecture North Ltd shall maintain, until the expiry of the period specified in clause 23.1, professional indemnity insurance with a limit of indemnity not less than the amount or amounts specified within our Contract Details, provided such insurance continues to be offered on commercially reasonable terms to the Architecture North Ltd at the time when the insurance is taken out or renewed. The Architecture North Ltd shall inform the Client if such insurance ceases to be available on commercially reasonable terms. The Architecture North Ltd, when reasonably requested by the Client, shall produce for inspection a broker’s letter or certificate confirming that such insurance has been obtained and/or is being maintained.
MA12.2. The Architecture North Ltd shall inform the Client if such insurance ceases to be available on commercially reasonable terms or, subsequent to the date of the Contract, any restrictions are attached to the policy or an aggregate limit applies to any matters other than those specified in the Contract Details in order that the Architecture North Ltd and the Client can discuss the best means of protecting their respective positions.
MA12.3. Nothing in the Contract confers any right to enforce any of its terms on any person who is not a party to it, other than lawful assignees.
MA13. Suspension or Termination.
MA13.1. The Client may suspend or terminate the performance of any or all of the Services and obligations under this Contract by providing the Architecture North Ltd with at least 14 days’ written notice, clearly stating the reason for doing so.
MA13.2. The Architecture North Ltd may suspend or terminate the performance of any or all of the Services and other obligations under the Contract by giving the Client at least 14 days written notice and stating the grounds on which it intends to do so. Such grounds are limited to:
MA13.2.1. You break, or we reasonably suspect that you’ve broken any important terms of your agreement.
MA13.2.2. The Client’s failure to pay any fees or other amounts due by the Final Date for Payment.
MA13.2.3. That the Client is in material or persistent breach of its obligations under the Contract.
MA13.2.4. That the Architecture North Ltd is prevented from or impeded in performing the Services for reasons beyond the Architecture North Ltd’s control.
MA13.2.5. We’re required to for legal or regulatory reasons.
MA13.2.6. We’re no longer able to provide a service (or any part of it).
MA13.2.7. You’re abusive or threatening, making unreasonable demands on us, including on our time, or abusing our processes.
MA13.2.8. Your usage of the services is in excess of what we’d expect from a typical client.
MA13.2.9. Force majeure.
MA13.2.10. Any other reasonable grounds for suspension or termination of the Contract.
MA13.3. In the event of suspension or termination, your agreement will continue and, unless we’ve suspended or terminated your services under paragraphs 25.2.5 or 25.2.6, we will be required you to pay:
MA13.3.1. Your full agreement value; and
MA13.3.2. Our reasonable costs for suspending your services and resuming them
MA13.4. The Architecture North Ltd shall cease performance of the Services and/or other obligations under the Contract in an orderly and economical manner on the expiry of the notice period after receipt or issue of a notice of suspension or termination.
MA13.5. If the reason for a notice of suspension or termination arises from a default:
MA13.5.1. Which is remedied, the Architecture North Ltd shall resume performance of the Services and other obligations under the Contract within a reasonable period.
MA13.5.2. Which is not remedied by the defaulting Party, the Contract shall be ended by the non-defaulting party giving at least 7 days’ further written notice.
MA13.6. Where Services are suspended by either Party, after serving notice under clause 25.1 or clause 25.2 and not resumed within 6 months, the Architecture North Ltd has the right to treat the performance of the services as ended on giving at least 7 days’ further written notice to the Client.
MA13.7. Any period of suspension arising from a valid notice given under clause 25.1 or clause 25.2 shall be disregarded in computing, for the purposes of any specified time limit, the time taken by the Architecture North Ltd to complete any work directly or indirectly affected by the exercise of the right of the Architect/ Consultant to suspend performance.
MA13.8. Performance of the Services and/or other obligations may be terminated immediately by notice from either party if:
MA13.8.1. The other Party becomes bankrupt or is subject to a receiving or administration order, and/or goes into liquidation, and/or becomes insolvent, and/or makes any arrangements with creditors.
MA13.8.2. The other Party becomes unable to perform its obligations through death or incapacity.
MA13.9. On termination of performance of the Services and/or other obligations under the Contract, the Client shall not be entitled to receive a copy of any drawings and documents produced pursuant to the Services and not previously provided by the Architecture North Ltd to the Client.
MA13.10. If a project pause is requested by the Client, becomes necessary due to client-related issues, or is caused by other avoidable factors, a holding fee will apply to retain resources and manage administrative costs.
MA13.10.1. Client-Related Delays may include, but not limited to:
MA13.10.1.1. The client has not responded to emails, phone calls, or other communications for 30 consecutive days.
MA13.10.1.2. The client has not submitted required documents, decisions, or approvals needed to proceed.
MA13.10.1.3. The client has not cleared outstanding invoices, preventing further work.
MA13.10.1.4. The client repeatedly changes the project scope or specifications without advancing to the next Work Stage.
MA13.10.1.5. The client postpones the project due to internal prioritisation without informing the Architecture North Ltd.
MA13.10.1.6. Non-critical personal obligations or preferences (e.g., travel, hobbies) delay decision-making.
MA13.10.1.7. The client repeatedly misses agreed-upon deadlines for feedback or approvals.
MA13.10.1.8. The client cancels or fails to attend key meetings without promptly rescheduling.
MA13.10.1.9. The project remains idle because the client fails to advance or approve necessary work.
MA13.10.1.10. The client does not respond to a notice of potential inactivity within a 7-day grace period.
MA13.10.1.11. The client fails to ensure that third parties (e.g. contractors, consultants) meet deadlines or provide necessary inputs.
MA13.10.1.12. Delays occur because the client has not taken timely steps to secure permits or resolve legal matters under their responsibility.
MA13.10.1.13. The client has not communicated any reasons for delays or requested an exemption.
MA13.11. Fees are based on your project size, duration, and allocated resources, as outlined in the company disbursements.
MA13.12. The Client must provide written notice to resume the project, allowing reasonable time for the Architecture North Ltd to reallocate resources.
MA13.13. Any additional costs for restarting work, will be communicated and agreed upon before resumption.
MA13.14. If your project pause exceeds 6 months, the Architecture North Ltd may terminate the agreement with 7 days’ notice.
26. Client Off-Boarding.
26.1. The offboarding process is designed to ensure a smooth and professional conclusion to the business relationship. It includes the following steps:
26.1.1 A formal Client Offboarding Form will be provided, which the Client must complete.
26.1.2. A final review of the project will be conducted to ensure that all milestones have been achieved, snagging issues have been addressed (if applicable), and the Client is satisfied with the outcome. If any issues remain unresolved, they will be addressed before the project is officially closed.
26.1.3. Any outstanding invoices will be issued and must be settled before offboarding is completed. If payment is not received within the agreed-upon timeframe, the Company reserves the right to take further action, including halting future services or pursuing legal remedies.
26.1.4. All final project deliverables will be handed over to the Client.
26.1.5. After offboarding, the Client’s project materials will be archived in case they are needed for future reference and their portal will be closed. The Client will be informed of how they can request access to these documents in the future.
26.1.6. If the offboarding process is initiated by the Company (whether due to non-compliance or strategic decisions), the Client will be notified in writing. This notification will outline the reasons for termination and any necessary actions the Client must take.
26.2. The following circumstances leading to a Client Off-boarding include, but are not limited to:
26.2.1. Voluntary Offboarding
26.2.1.1. The Client may choose to end the business relationship voluntarily. This may be initiated at any time, with the Client providing formal notice, subject to any agreed-upon notice periods or termination terms outlined in the contract. Once notice of voluntary offboarding is received, the offboarding process will be initiated, and the Client’s project will be concluded.
26.2.1.2 .Once notice of voluntary offboarding is received, the offboarding process will be initiated, and the Client’s project will be concluded.
26.2.2. Company-Initiated Offboarding
26.2.2.1 The Company reserves the right to initiate offboarding, at its sole discretion, in the following cases which include, but are not limited to:
26.2.2.2. The Client fails to meet obligations as outlined in the Contract, such as failing to provide required feedback, approvals, or payments within a reasonable time.
26.2.2.3. If the Client violates any terms of the Contract, including failure to adhere to agreed timelines, project scope, or ethical guidelines.
26.2.2.4. If the project cannot proceed due to lack of Client engagement or other operational issues, such as a failure to make decisions or provide necessary direction for the project.
26.2.2.5. The Company may determine that it is in its best interest to discontinue the business relationship with the Client, such as if the project no longer aligns with the Company’s goals or values.
26.2.2.6. Ethical concerns or conflicts, such as violation of industry standards or failure to comply with regulatory requirements.
26.2.3. End-of-Contract Offboarding
26.2.3.1. Upon the natural conclusion of the contracted services or project term (without renewal, extension, or early termination), the Client will automatically undergo the offboarding process.
26.3. As outlined in Clause 25.10, project pauses incur a fee. If there is no continuation of work, no formal pause, or offboarding consent provided by the Client, the Client’s directory will be moved to inactive status, and we will initiate the offboarding process in accordance with our policy.
26.4. Filing a complaint does not suspend or delay the offboarding process unless the complaint reveals material new information (e.g., legal risk, evidence of wrongdoing by your team, or potential reputational damage). In such cases, the offboarding process may be temporarily halted pending investigation.
27. Open Days & Post-Completion Visits for Prospective Clients.
27.1. The Parties agree that Architecture North may organise scheduled visits to allow prospective clients to observe the architectural project during its construction and after its completion for marketing, educational, or promotional purposes.
27.2. Architecture North shall obtain prior consent from the Current Client before scheduling any visit, whether during construction or after project completion.
27.2.1. The Client may impose reasonable restrictions on visitor access, photography, or discussions regarding the project.
27.3 Architecture North shall provide the Client with at least 7 days’ written notice before an open day. The timing and duration of the visit shall be agreed upon to minimise disruption.
27.3.1. Visitors must adhere to all site safety regulations and may be required to wear protective gear and sign a waiver of liability before entering an active construction site.
27.3.2. Access to certain areas may be restricted at the discretion of the Client, Architect, or Contractor.
27.4.The Architect may request post-completion visits for prospective clients to view the finished project. These visits shall be scheduled at mutually convenient times and must not interfere with the Client’s use of the space.
27.4.1. The Client retains the right to limit the frequency and duration of such visits.
27.4.2 The Architect shall ensure that post-completion visits respect the Client’s privacy and security concerns.
27.5. The Architect may use images of the project for marketing purposes as permitted under the terms of the contract.
27.6. Visitors must comply with all safety and security measures in place at the time of the visit.
27.6.1 The Architect and Client shall not be liable for injuries, damages, or losses incurred during visits, except in cases of gross negligence.
28. Extenuating Circumstances.
28.1. The Extenuating Circumstances Policy outlines how Architecture North Ltd addresses unforeseen events or conditions that impact the ability of either party to fulfil their obligations under this agreement. This policy ensures fairness, transparency, and adaptability when circumstances beyond reasonable control arise.
28.2. Extenuating circumstances refer to events or conditions that are unforeseeable, unavoidable, and outside the control of the affected party. Examples include, but are not limited to:
28.2.1. Severe weather conditions.
28.2.2. Government actions, restrictions, or regulations.
28.2.3. Illness, injury, or emergencies affecting key personnel.
28.2.4. Force majeure events, such as war, terrorism, or pandemics.
28.2.5. Utility or infrastructure failures (e.g., power outages or communication breakdowns).
28.3. The affected party must notify the other party in writing as soon as reasonably possible, providing details of the event and its anticipated impact on the project timeline or deliverables.
28.4. Both parties agree to take reasonable steps to mitigate the effects of the extenuating circumstance and resume work as soon as practicable.
28.5. Extenuating circumstances may delay project milestones or deliverables, the project timeline will be adjusted accordingly. Architecture North Ltd will work with the client to establish a revised schedule.
28.6. Any additional costs incurred due to extenuating circumstances, such as rescheduling meetings or revising deliverables, will be discussed and agreed upon in advance.
28.7. If extenuating circumstances prevent the continuation of services, Architecture North Ltd reserves the right to temporarily suspend work. Suspension terms will be governed by the relevant provisions in the Suspension and Termination clause of this agreement.
28.8. Meetings or site visits canceled due to extenuating circumstances will be rescheduled at a mutually convenient time without incurring additional fees for either party.
28.9. Both parties agree to prioritise safety and feasibility when scheduling or resuming work.
28.10. The Extenuating Circumstances Policy does not apply to delays or disruptions caused by negligence, avoidable actions, or events foreseeable at the time of entering this agreement.
29. Resolving Problems and Complaints.
29.1. If you’re experiencing a problem with our services, please contact us via: https://www.architecturenorth.co.uk/terms-of-business/digital-contracts/complaints
29.2. Where the complaint is initially made orally to us, you will be asked to complete the form as mentioned in clause 29.1.
29.3. Once our Principle director has reviewed your written summary of the complaint, we will contact you in writing within 14 business days to inform you of our understanding of the circumstances leading to your complaint. You will be invited to make any comments that you may have in relation to this.
29.4. Within a further 21 business days period, we will advise you of the outcome of our investigation and inform you what actions have been or will be taken.
29.5. If you remain dissatisfied with any aspect of our handling of your complaint please follow clause 30.
29.6. You must give us the opportunity to resolve your problems and you must continue to pay your bills whilst we investigate.
29.7. The Client agrees that any claim, demand, or cause of action arising out of or relating to the services provided by Architecture North Ltd must be commenced within six (6) months from the date the services giving rise to the claim were substantially completed or the alleged issue first became known to the Client, whichever is earlier.
29.7.1 Failure to initiate legal proceedings within this timeframe shall constitute a waiver of any such claim.
29.8. Architecture North Ltd agrees that any claim, demand, or cause of action against the Client arising out of or relating to the services provided by Architecture North Ltd must be commenced within six (6) months from the date the services giving rise to the claim were substantially completed, or the alleged issue first became known to Architecture North Ltd, whichever is earlier. Any claims brought after this period shall be deemed irrevocably waived by Architecture North.
29.8.1 Failure to initiate legal proceedings within this timeframe shall constitute a waiver of any such claim.
29.9. The Client agrees that any complaints, concerns, or claims arising from or relating to any specific act, omission, deliverable, or incident connected to the services provided by Architecture North Ltd must be formally submitted in writing within thirty (30) days of the date the Client became aware, or reasonably should have become aware, of the issue.
29.9.1 Failure to notify Architecture North Ltd within this timeframe shall constitute a waiver of the Client’s right to raise such complaint or claim.
30. Dispute Resolution.
30.1. Any dispute in relation to an invoice must be received by us no later than the due date of the invoice. After that period, the invoice must be paid in full.
30.2. Where the sum due under any invoice is not paid in full by the final date for payment and no valid reasons for withholding payment have been received by us within a 2-day period, we will suspend work until full payment is made and any timescales for our work will be extended to reflect the suspension and a reasonable remobilisation period.
30.3. Where we are acting on behalf of a company, invoices may be addressed to the company. However, in your capacity, you agree to guarantee personally the payment by the company of all our costs and disbursements.
Mediation.
30.4. In the event of any dispute or difference arising under the Contract, the Parties may attempt to settle the dispute, in the first instance, by mediation.
Adjudication.
30.5. If Mediation has not resolved the dispute, either Party may give notice at any time of its intention to refer a dispute or difference to an Adjudicator.
30.5.1. The appointment of the Adjudicator shall be made in accordance with the RIBA procedures.
30.5.2. The referral of the dispute to an Adjudicator shall be made within 7 days of the issue of the notice.
30.5.3. The Parties may agree who shall act as Adjudicator or the Adjudicator shall be a person nominated, at the request of either Party, by the nominating the RIBA body.
30.5.4. The Adjudicator may allocate between the Parties the costs relating to the adjudication, including the fees and expenses of the Adjudicator.
30.6. If the initial/preferred dispute resolution process is not successful, the dispute shall be referred to the final resolution process.
Arbitration.
30.7. If either Party wishes to resolve a dispute or difference (except in connection with enforcing any decision made by an Adjudicator) through arbitration, they must serve a notice of arbitration to the other Party. Upon receiving this notice:
30.7.1. The dispute or difference shall be referred to an Arbitrator mutually agreed upon by both Parties.
30.7.2. If the Parties fail to agree on an Arbitrator within 14 days of the notice, an Arbitrator will be appointed by the relevant RIBA appointing body upon the application of either Party.
30.7.3. Either the Client or Architecture North Ltd may refer claims for a financial remedy to litigation if the claim does not exceed the financial limit specified under section 91 of the Arbitration Act 1996.
30.7.4. The arbitration process will adhere to the Construction Industry Model Arbitration Rules (CIMAR) that are current at the time of referral.
30.7.5. The Arbitrator will not have the authority granted under section 38(3) of the Arbitration Act 1996.
Litigation
30.8. Either Party may start court proceedings to settle a dispute.
31. Information Formats.
31.1. Provided that all fees and/or other amounts properly due are paid, the Client shall have a license to copy and use the electronic drawings and documents as detailed within Project Initiation of the Contract Details only for purposes related to the construction of the Project or its subsequent use or sale, and they may not be used for reproduction of the design for any part of any extension of the Project or any other project. Such license is subject always to clause 21.
31.2. Copying or use of the electronic drawings and documents by any Other Client Appointments providing services to the Project shall be deemed to be permitted under a sub-license granted by the Client, whether such drawings and documents were issued by the Client or on the Client’s behalf.
31.3. The Architecture North Ltd shall not be liable for any use of the electronic drawings, data, and documents other than for the purpose for which they were prepared.
31.4. Without prejudice to the Architecture North Ltd’s obligations under the Contract, the Architecture North Ltd does not warrant, expressly or impliedly, the integrity of any electronic data delivered in accordance with the provisions of Project Initiation the Contract Details.
31.5. For a fee, you can request a copy of your architectural CAD/BIM Or other proprietary software, drawings, and documents which will be compressed, archived, and issued over to the email address, once payment has been cleared.
31.6. The Architecture North Ltd shall have no liability to the Client in connection with any corruption or any unintended amendment, modification, or alteration of the electronic drawings and documents which occur after they have been issued by the Architecture North Ltd.
32. Client’s Right to Cancel.
32.1. Only under a Domestic Professional Service Contract does the Client has the right to cancel the Contract, for any reason, by sending a notice of cancellation to the Architecture North Ltd at any time within 14 days of signing the Agreement.
32.2. The notice of cancellation is deemed to be served as soon as it is posted to the Architect/ Consultant or, in the case of electronic communication, the next business day that it is sent to the Architecture North Ltd.
32.3. If the Architecture North Ltd was instructed to perform any services before the Contract was made or before the end of the 14-day period and the instruction(s) were confirmed in writing, the Architecture North Ltd shall be entitled to any fees and expenses properly due before the Architecture North Ltd received the notice of cancellation.
32.4. If you want to end a series or your agreement with us, please contact us. If any service is in its minimum period, you may have to pay a fee as set out in paragraph 2.2. If you want to cancel your agreement with us, please follow the procedure mentioned in clause 25.
32.5. If you want to end the service of your agreement with us outside the minimum period you will have to contact us in writing to give us 30 days’ notice.
32.6. We may immediately end your agreement by giving you written notice if:
32.6.1. We’re entitled to suspend, or all, of the. Services under clauses 25.2.1, 25.2.2, 25.2.3, 25.2.4, 25.2.5, 25.2.6, 25.2.7, 25.2.8, 25.2.9 or 25.2.10.
32.6.2. We believe your services are being used fraudulently.
32.6.3. You become bankrupt, enter into an individual voluntary arrangement, or anything similar.
32.7. Termination of services by either party shall result in the scope of services rendered by Architecture North Ltd becoming non-refundable. Therefore, the Client shall not be entitled to a refund for any of the services provided under the scope of work.
32.8. RIBA work stages are dependable on other services. If we or you end one service we may need to end another service, If this is the case, we’ll tell you.
32.9. If the instructions are terminated by either of us you must pay us all remaining fees of the basic fee as specified within our approved quotation within the Contract Details, disbursements incurred before termination, together with any further fees and disbursements for any work that is necessary to transfer our files to another advisor of your choice.
33. Digital Signature.
33.1. The parties agree that a digital signature may be used in place of a wet signature for the execution of this contract and any related documents.
33.2. Both parties acknowledge that the digital signature will have the same legal effect as a traditional wet signature, provided that it complies with all applicable laws and regulations governing digital signatures.
34. Other Important Terms.
34.1. Each paragraph in this agreement operates separately. If any court or relevant authority decides that any paragraph is unlawful, the remaining paragraphs will remain in full force and effect.
34.2. This agreement is between you and us. No other person shall have any rights to enforce any of its terms except for Architecture North Ltd.
34.3. No client addendum or amendments requested by the client will form part of this contract.
34.4. Any modifications or changes to the terms of this contract must be agreed upon by both parties in writing and signed by authorised representatives.
34.5. This agreement is governed by the laws of England and Wales. We both agree to submit to the non-exclusive jurisdiction of the English courts.