- 1.1 - These terms and conditions (“terms”) shall apply to the provision of Services by the Supplier to the Client.
- 1.2 - In the event of conflict between these terms and any other terms and conditions (of the Client or otherwise), the former shall prevail unless expressly otherwise agreed by the Supplier in writing.
- 1.3 - The Client should read these terms carefully before signing and returning the Project Confirmation. These terms inform the Client about the Supplier, how the services will be provided, how the Supplier and Client requests to change or end the contract, what to do if there is a problem and other important information.
- 2.1 - In this Agreement, unless the context otherwise requires, the following expressions have the following meanings:
- "Client" - Means any individual, firm or corporate body (which expression shall, where the context so admits, include its successors and assigns) which purchases Services from the Supplier
- "Fees" - The price of the Services set out in the Project Quotation unless we have agreed another price in writing
- "Project Confirmation" - The confirmation form required to be signed by the Client confirming acceptance of these terms
- "Project Quotation" - The project quotation listing the Services to be provided by the Supplier to the Client
- "Services" - Means the services to be provided to the Client set out in the Project Quotation
- "Supplier" - 3eleven design Limited (company number 06938822): Unit 1, 100 North Road, Brighton East Sussex, BN1 1YE, known as three|eleven design (our registered VAT number is 984 4273 84).
3. The Services
- 3.1 - The Supplier shall, in consideration of the Fees being paid in accordance with clause 6, provide the Services to the Client.
- 3.2 - The Supplier will use reasonable care and skill to perform the Services.
- 3.3 - The Supplier aims to provide the Services by any dates or times agreed with the Client but any such dates shall be estimates only and time for performance by the Supplier shall not be of the essence of this agreement.
- 3.4 - The Supplier shall undertake the Services and the contract will come into existence after acceptance by the Supplier of the Project Confirmation, duly signed by the Client.
- 3.5 - The Supplier will provide the Services to the Client from the date the Supplier accepts the Project Confirmation until the completion of the Services unless terminated earlier in accordance with these terms.
- 3.6 - The drawings forming part of the Services described as ‘Phase 2’ in the Project Quotation are for the purpose of planning applications only; they should not be relied on and the Supplier shall have no liability in respect of use of the drawings by you or any third party for any use including but not limited to any construction/building work.
- 3.7 - The Client accepts that, whilst the Supplier will take care to ensure that any materials and drawings are accurate, some design elements may still need to be adapted to suit existing conditions which are not visible at the time of visiting the property.
4. Client’s responsibilities
- 4.1 - The Client shall provide the Supplier with all the information in the Client’s possession, or which is reasonably obtainable, which is necessary for the performance of the Services and the Supplier is entitled to rely on such information.
- 4.2 - The Client is responsible for ensuring reasonable working access on site to allow the Supplier to carry out site surveys as may be appropriate.
- 4.3 - The Client acknowledges that planning permission and other approvals from third parties may not be granted at all, or if granted, in accordance with any anticipated time scales.
- 4.4 - The Client holds the contractor(s) responsible for the proper carrying out and completion of any construction works.
- 4.5 - The Client acknowledges that any costs advice provided by the Supplier is for guidance only.
- 5.1 - The Client agrees to pay the Fees in accordance with clause 6.
- 5.2 - The Client is responsible for all statutory charges and fees, expenses and disbursements in respect of all consents under planning legislation, building acts or other statutory requirements.
- 5.3 - In addition, the Supplier shall be entitled to recover from the Client any pre-approved expenses for third party goods and services supplied in connection with the provision of the Services and any statutory fees paid on behalf of the Client (“Expenses”).
- 5.4 - If the Supplier is instructed by the Client to provide additional services or the scope of the Services changes, any additional fees will be calculated on a time basis and are payable to the Supplier on the production of an invoice.
- 5.5 - All sums payable are exclusive of any value added or other tax.
- 5.6 - The Supplier aims to ensure that the Fees advised are correct. However, if we discover that there has been an error in the Fees we will contact you for your instructions.
- 5.7 - The Supplier is entitled to payment of any part of the Fee for the Services performed together with any expenses incurred at the date of any notice to end performance of the contract.
- 5.8 - All quotations and/or estimates are valid for a period of 1 month from the date of issue by the Supplier.
- 5.9 - If during a period of 3 months, the Client fails to instruct the Supplier to commence or action the Services or fails to provide information necessary for the provision of the Services; the Supplier will treat the project as dormant. If a project becomes dormant the following applies;
- 5.9.1 - where instructions are received from the Client to commence or continue the Services, where a project becomes dormant, the Client acknowledges that the Supplier may prioritise all live projects for other Clients before continuing with the provision of Services;
- 5.9.2- where instructions are received from the Client to commence or continue the Services, where a project has been dormant for over 6 months, the Client acknowledges that the Supplier may prioritise all live projects for other Clients before continuing with the provisions of Services and that any quoted fees may be subject to change.
- In each case the Supplier shall inform the Client of the likely length of any delays to the project and changes to any fee quotations.
- 5.10 - The Services are provided in phases as set out in the Project Quotation. The Client accepts that the Fees and any time scales given to the Client are likely to be subject to change if there is a delay exceeding two months between the Client signing the Project Confirmation and providing instructions to the Supplier to commence the Services and/or a delay exceeding two months between the completion of one phase and commencement of the next phase.
- 5.11 - In the event that changes occur to the project or to the supplier’s terms of reference/Services which are beyond the suppliers control, but require modification of the design (or additional work) the supplier shall be required to charge for the additional costs involved. Such charges are likely applicable after the final stage of works relating to the project quotation and subsequent project confirmation has been completed. All additional services will be undertaking by the supplier only after prior approval from the client is received
- 5.12 - Hourly Rates for Technical Staff
Principal/Director £70.00 per hour
Associate Director £60.00 per hour
Senior Technician £50.00 per hour
Technician £30.00 per hour
6. Invoice and Payment
- 6.1 - The Client will pay the Supplier the Fees and any additional fees and Expenses as set out in the Project Quotation or as follows:
- Phase 1 - Initial Drawings (as described in the Project Quotation): The Client must make a payment of 100% of the Fee upon receipt of the outlines works.
- Phase 2 - Planning/ and/ or Permitted development or any other Local Authority Development Control Application Submission (as described in the Project Quotation): The Client must make payment of 100% of the Fee prior to submission.
- Phase 3 - Construction and Building Regulation Submission (as described in the Project Quotation): The Client must make an advance payment of 100% of the Fee.
- 6.2 - The Client shall pay each invoice submitted to it by the Supplier, in full and in cleared funds, within 15 days of receipt to a bank account nominated in writing by the Supplier.
- 6.3 - The time of payment shall be of the essence of these terms. If the Client fails to make any payment on the due date the Supplier shall have the right to suspend the Services until payment has been made in full and charge interest on the overdue amount on a daily basis at an annual rate of 4% per cent above the base rate of NatWest Bank from time to time. Such interest shall be calculated cumulatively on a daily basis and shall run from day to day and accrue after as well as before any judgement and the Supplier.
- 6.4 - The Client should promptly contact the Supplier if they think the invoice is incorrect and the Supplier will not charge interest until the issue is resolved.
7. Variation and amendments
- 7.1 - If the Client wishes to vary any part of the Services, it must notify the Supplier in writing as soon as possible. The Supplier will let the Client know if the change is possible. If it is possible the Supplier will inform the Client about any changes to the Fees for the Services, the likely time required to implement the change and any other impact of the change on this contract. If the Client wishes the Supplier to proceed with the change, the Supplier has no obligation to do so unless and until the parties have agreed the necessary variations to its charges, the Services and any other relevant terms of this contract to take account of the change.
- 7.2 - If, due to circumstances beyond the Supplier’s control, it has to make any change in the arrangements relating to the provision of the Services it shall notify the Client forthwith. The Supplier shall endeavour to keep such changes to a minimum and shall seek to offer the Client arrangements as close to the original as is reasonably possible in the circumstances.
8. Termination and Right to Cancel
- 8.1 - If the Client is a consumer, the Client has the right to cancel this contract for any reason by delivering or sending (including by electronic mail) a cancellation notice to the Supplier at any time within the period of 14 days starting from when the signed Project Confirmation was accepted by the Supplier (the “Cancellation Period”). The Client, may, but does not have to, use the detachable cancellation notice as set out below.
- 8.2 - The cancellation notice is deemed to be served as soon as it is posted or sent to the Supplier or in the case of an electronic communication on the day it is sent to the Supplier.
- 8.3 - If the Supplier was instructed to perform any Services before the contract was made or before the end of the Cancellation Period and the instruction or instructions were in writing or confirmed in writing (including by electronic mail), the Supplier shall be entitled to any fees and expenses properly due before the Supplier receives the cancellation notice.
- 8.4 - After the expiry of the Cancellation Period, the Client may contact the Supplier in writing at any time and end the contract before the Services have been supplied, but in some circumstances the Supplier may charge a cancellation fee as set out below.
- 8.5 - If the Client terminates the contract for a reason set out in 8.5.1and 8.5.4 below the contract will end immediately and the Supplier will refund in full for any services which have not been performed. The relevant reasons are:
- 8.5.1 - the Supplier has had to make a material change to the Services which the Client does not agree to;
- 8.5.2 - the Supplier has been informed of a price error or error in the description of the Services and the Client does not wish to proceed;
- 8.5.3 - there is a risk the Services may be significantly delayed because of events outside the control of the Supplier;
- 8.5.4 - the Supplier is in breach of any of its obligations hereunder.
- 8.6 - If the Client terminates the contract for a reason not set out above in clause 8.5, the contract will end immediately but the Supplier may charge you £1,000.00 as compensation for the net costs that the Supplier will incur as a result of the Client ending the contract.
- 8.7 - The Supplier may terminate the contracts if;
- 8.7.1 - the Client fails to pay any amount due on the due date for payment;
- 8.7.2 - the Client is in material breach of any of its obligations hereunder;
- 8.7.3 - the Client fails to provide, within a reasonable time, information that is necessary to provide the services or the Client fails to provide access to the Client’s property to enable the Supplier to perform any Services;
- 8.7.4 - the Client has entered into liquidation (other than for the purposes of a bona fide amalgamation or reconstruction) whether compulsory or voluntarily or compounds with its creditors generally or has an administrator, administrative receiver or receiver appointed over all or a substantial part of its undertaking or assets; or
- 8.7.5 - the Client has become bankrupt or shall be deemed unable to pay its debts by virtue of Section 123 of the Insolvency Act 1986; or
- 8.7.6 - any circumstances whatsoever beyond the reasonable control of the Supplier that necessitate the termination for whatever reason of the provision of Services.
- 8.8 - In the event of Termination under clause 8.6 and clause 8.7the Supplier shall refund any advance payment the Client has made for any part of the Services which have not been performed but will be entitled to any sums for Services performed.
- 8.9 - On termination or expiry of this agreement the Client shall immediately pay to the Supplier all outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, the Supplier may submit an invoice.
- 9.1 - The Supplier may sub-contract the performance of any of its obligations under this contract with the prior written consent of the Client. Where the Supplier sub-contracts the performance of any of its obligation under this contract to any person, the Supplier shall be responsible for every act or omission of the sub-contractor as if it were an act or omission of the party itself.
- 10.1 - The Supplier reserves all copyright and any other rights which may subsist in the materials and drawings produced by the Supplier in the provision of the Services. The Supplier grants a licence to the Client to copy and use the drawings only for their intended purpose providing that all Fees and/or other amounts due are paid in accordance with these terms.
- 11.1 - If the Supplier fails to comply with these terms, the Supplier will be responsible for loss or damage that the Client suffers that is a foreseeable result of the Supplier breaking this contract or failing to use reasonable care and skill.
- 11.2 - The maximum limit of my/our liability to you in contract, tort or statutory duty for any one claim or series of claims arising from one event on this project is limited to £2,000,000.00 this is the amount required by the Architects Registration Board. Any such liability will expire after six years from completion of the Services.
- 11.3 - If the Supplier is providing services in the Client’s property, the Supplier will make good any damage to the Client’s property caused by the Supplier. The Supplier will not be responsible for the cost of repairing any pre-existing faults or damage to the Client’s property discovered while providing the Services.
- 11.4 - The Supplier only supplies the Services for domestic and private use. If the Client uses the Services for any commercial or business purpose, the Supplier will not be liable for business losses.
- 11.5 - The Client is not liable for any use of any materials and drawings provided by the Supplier other than for the purpose for which they were prepared.
- 11.6 - The Client shall re-imburse the Supplier for all expenses suffered by the Supplier arising from loss or damage to any equipment (including that of third parties) caused by the Client.
- 11.7 - Where the Client consists of two or more persons such expression throughout shall mean and include such two or more persons and each or any of them. All obligations on the part of such a Client shall be joint and several obligations of such persons.
- 11.8 - The supplier is not responsible for any cost fluctuations as a result of construction tender based on the assumption that the budget will reach a certain target figure. The Supplier works to an outline brief budget and cannot assure that this figure is met
- 11.9 - The proposed drawings, notes and specification are only applicable and intended for use by a competent contractor and associated specialist individuals. The supplier is not held responsiblefor works carried out by those not fit to do so.
- 11.10 - The supplier reserves the right to dictate the suitability & capability of any employed contractor working on site in order to ascertain if they are competent to undertake the described works. If found not to be, the entire scope of the works provided by supplier in relation to the project becomes void and not intended for use.
- 11.11 - It may also be that third party consultants such as engineer’s have specific requirements for use on site of such plans and a required competence level of any employed contractor. Please refer to each specific terms & conditions of such specialist consultants.
12. Force Majeure
- Neither party shall be in breach of this agreement nor liable for delay in performing, or failure to perform, any of its obligations under this agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control.
- 13.1 - The Supplier will only use the Client’s personal information to provide the Services and process the Client’s payment. The Supplier will only give the Client’s personal information to third parties where law either requires or allows the Supplier to do so.
- 13.2 - The Supplier may transfer its rights under these terms to other organisations.
- 13.3 - The Client may only transfer its rights under these terms with the Supplier’s written consent.
- 13.4 - The contract is between the Client and Supplier and no other person shall have any rights to enforce any of its terms.
- 13.5 - If any provision of these terms is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these terms and the remainder of the provision in question shall not be affected thereby.
- 13.6 - If the Supplier delays in enforcing this contract or taking steps against the Client for breach, the Supplier can still take steps against the Client at a later date.
- 13.7 - These terms and conditions shall be governed and construed in accordance with the law of England and Wales law and the parties shall submit to the non-exclusive jurisdiction of the courts of England and Wales courts.