Client Architect Agreement CAA2024

• This document is the Client Architect Agreement (CAA2024) 2024 of the Australian Institute of Architects

Agreement Details

• The agreement requires the date when the last person signs
• Requires Names, ABNs, Addresses, Phone Numbers and Emails for both the Client and Architect
• Requires the registration number of the architect
• Requires Project details and a cost forecast
• Includes optional sections for individual trustee/partnership or corporation
• The client and Architect must agree to be bound by the terms and conditions of the agreement and consent to either party signing and entering into this agreement using an electronic method or signature

Architect's Obligations (A.1)

• Deliver services with reasonable skill, care, and diligence
• Act as the Client's agent for the Project
• Maintain accurate records and keep the Client informed of progress
• Notify the Client if any instruction or requirement changes the scope of Services
• Notify the Client of any matter that may cause an ethical or regulatory conflict of interest
• If a conflict of interest arises, notify the Client and suspend services until the conflict is resolved
• Comply with the applicable Code of Practice
• Maintain all necessary registration and accreditations

Services and responsibilities not included (A.2)

• The Architect is not responsible for ensuring the constructed Project complies with the building contract documents
• If the Architect performs contract administration services, they will instruct the building contractor regarding requirements of the building contract documents
• The Architect gives no express or implied warranty that the Project, the Services, or The Design is fit for the Client's purposes
• Natural materials may change in appearance or dimension after exposure to use or weather
• The scope of the Services does not include work related to asbestos, other hazardous materials, or any other site contaminant
• The Client is responsible for ongoing and regular maintenance of the Project after completion
• The Client bears the full risk for items sourced or supplied and requested by the Client to be incorporated into the project
• The Client releases and indemnifies the Architect from any claim in connection with each of the above acknowledgements

Cost of works (A.3)

• The Client's budget for the Total Project Cost must appropriately take into account the initial budget for the forecast Cost of Works, which serves as a reference point. This ensures that financial resources are allocated efficiently and avoids potential budget overruns, allowing for necessary adjustments throughout the construction process based on revised forecasts and changing circumstances.f Works
• The forecast Cost of Works may be revised during the Project based on advice, tenders, or adjustments during construction
• The Client accepts revised forecasts and will adjust its Total Project Cost budget accordingly
• Forecasts are indicative only and do not guarantee the actual Cost of Works

Program of Services (A.4)

• The Client must provide the Architect of the initial project program
• The Client and the Architect will discuss and cooperate on an initial program for the Services
• The parties may revise the initial program during the Project by mutual agreement

Protracted services (A.5)

• The Architect must promptly notify the Client of that cause and the anticipated delay

• The parties must meet to negotiate in good faith to agree a change to the Fee and a reasonable revised program

• In the event that the parties cannot come to a consensus regarding the changes needed for the Fee or the adjusted timeline, either party holds the right to terminate the agreement without delay. Subsequently, the provisions outlined in

  Section K.2.1 details the provisions effective upon agreement termination, safeguarding both parties by outlining ongoing rights, responsibilities, and entitlements. It addresses outstanding payments, work handover, dispute resolution, and obligations regarding Document return refers to the obligation of the Architect to return all documents related to the Project to the Client upon termination of the agreement or completion of the Services. This includes all original and copies of plans, designs, reports, and any other documentation that was generated in the course of the Project. Proper return of documents is essential to ensure that the Client has full access to all materials and information, facilitating ongoing project management, future renovations, or compliance with legal requirements. It also ensures that the Architect no longer retains proprietary information relating to the Project, reinforcing confidentiality and respect for the Client’s ownership of the work produced. and confidentiality. This clarity aims to reduce conflicts and facilitate an orderly termination process.

  will be enforced.

Suspended services (A.6)

• The Architect is entitled to payment of all Fees and Disbursements due up to the date the Services are suspended
• All other rights and entitlements of the Architect continue as if the suspension had not occurred. This provision ensures that the Architect retains their legal rights, benefits, and claims related to the Project, maintaining the status quo and protecting their interests despite any temporary halts in service.
• If Services are suspended by the Client or under Clause D.3.3 outlines the specific conditions under which the Client has the authority to suspend the Services provided by the Architect. This clause is critical as it establishes the procedures and implications of such a suspension, ensuring both parties are aware of their obligations and rights in the event of a pause in the project. It typically includes stipulations regarding notifications, the duration of the suspension, and the financial responsibilities associated with any halted activities. This provision aims to protect the interests of both the Client and the Architect, providing a clear framework for addressing any interruptions that may arise during the course of the project. Understanding and adhering to the terms outlined in this clause is essential for maintaining a professional relationship and minimizing potential disputes related to service suspensions., the Architect is also entitled to be reimbursed all reasonable costs

Client obligations (B)

• Appoint the Architect to act as its agent for the Project
• When a building contractor is appointed, only issue instructions through the Architect
• Cooperate with the Architect to determine a reasonable budget for the Cost of Works
• In a timely way provide all required information
• Cooperate fully with the Architect
• Engage directly any The term "Specialist Consultants specified in Item 4" refers to the specific experts or firms that the Client may engage for specialized services related to the Project. These consultants are typically identified in the contract and are vital for ensuring that all necessary expertise is available for different aspects of the Project, such as structural engineering, landscape architecture, sustainability analysis, or any other specialized field. Engaging these consultants requires prior consultation and agreement with the Architect to ensure that their work aligns with the overall vision and requirements of the Project. This collaborative approach promotes a comprehensive and integrated design process, facilitating communication and effective problem-solving among all parties involved., after consultation with the Architect, on the conditions in Clause E.1 typically outlines the conditions and requirements under which the Client may engage Specialist Consultants. These consultants are essential for a successful project, providing expertise in various specialized fields needed throughout the project lifecycle. According to this clause, the Client must seek the Architect's consultation and agreement prior to the engagement of any Specialist Consultants. This stipulation is crucial to ensure that the expertise of the consultants aligns with the overall project objectives and design vision, thereby enhancing the quality and coherence of the project's outcome. Furthermore, maintaining this collaborative approach facilitates smoother communication between the Architect and the consultants, which is vital for addressing any potential issues that may arise during the project's progression.
• Allow the Architect reasonable access to photograph or otherwise record the Project
• Allow the Architect to publicize the Project for marketing purposes or awards, unless otherwise agreed
• Attribute the Architect in accordance with Clause F.2 addresses the attribution of the Architect's contribution to the Project. It specifies the manner and format in which the Architect should be credited in any promotional materials, presentations, or published works related to the Project. This ensures that the Architect receives due recognition for their work, which is not only important for their professional reputation but also aids in fostering future business opportunities. The clause may outline specific guidelines on the appropriate use of the Architect's name, logo, or other branding elements, as well as any conditions under which this attribution might be altered or waived. The aim is to maintain a respectful and professional relationship between the Client and the Architect, ensuring that both parties understand their rights and obligations regarding the crediting of work completed.
• Comply with the The Architect's reasonable requirements concerning access to the Site typically include provisions for safe entry, scheduling visits, and ensuring safety protocols are followed during inspections or assessments.
• Notify the Architect of any details of the Project that the Client requires to keep confidential

Administration (C)

• The Client authorizes the Architect to proceed with the Services
• The person named as the party's representative is authorized to exercise all rights
• Either party may replace its nominated representative and must notify the other party

Fees Payable (D.1)

• The Client must pay the The Client is obligated to pay the agreed-upon Fee for the Architect's services, which may include adjustments based on various factors outlined in the contractual agreement. These adjustments could arise from changes in the scope of work, additional services requested, or variations in project timelines that impact overall costs. Additionally, Disbursements, which cover any incidental costs incurred by the Architect in the course of their duties, must also be reimbursed by the Client. It is important for the Client to understand the comprehensive nature of these financial obligations to ensure there are no misunderstandings regarding payment expectations throughout the project's duration. as determined in accordance with the agreement, plus Disbursements

Submitting Claims (D.2)

• The Architect may submit one claim for payment each month with a tax invoice, which states the amounts that relate to the Fee and Disbursements

Paying Claims (D.3)

• The amount in a claim, including GST, is to be paid within the period stated in Item 7A refers to the specific timeframe stipulated in the contract for the payment of claims submitted by the Architect. This timeframe establishes the expectations for when the Client must process and make payments following the submission of an invoice. Timely payments within this period are essential for maintaining smooth project progression and ensuring that the Architect can continue their services without financial disruption. Failure to adhere to this timeframe may result in consequences, such as interest charges or the suspension of services, as outlined in related clauses of the agreement., or within 10 business days
• The Client must pay interest at the rate set out inItem 7B refers to the specific interest rate applicable to any payments that are not made by the due date as specified in the contract. This rate is established to discourage late payments and is intended to compensate the Architect for the delay in receiving funds owed for their services. Including such a clause creates a financial incentive for the Client to adhere to the agreed payment schedule, fostering a more efficient and trustworthy partnership. The clause also clarifies the Consequences of delayed payments may include service suspension, interest charges, and potential legal action. These repercussions emphasize the importance of honoring financial commitments within the stipulated timeframe, as failing to do so can undermine the trust and collaboration between the Client and Architect. Additionally, ongoing delays in payments can disrupt project timelines and result in increased costs, further complicating the relationship and hindering project progress., emphasizing the importance of financial punctuality in maintaining a harmonious working relationship throughout the project's duration. Additionally, it highlights the Architect's right to seek compensation for any financial inconveniences caused by late payments, thereby protecting their professional interests. on overdue payments
• The Architect may suspend the Services if any payment is overdue, and The specifics of Clause A.6 are not provided in the context given. It may relate to a particular aspect of the agreement, such as responsibilities, expectations, or procedures that are integral to the contractual relationship between the Client and the Architect. Without further elaboration, it is essential to review the contents of Clause A.6 directly in the contract document. This would ensure understanding of the obligations, rights, or stipulations introduced therein. To provide a meaningful expansion, details regarding the actual content or subject matter of Clause A.6 are necessary for accuracy and relevance. will apply
• The total lump sum fee or percentage fee stated in Item 1 pertains to the fundamental aspects of the contract between the Client and the Architect. This item typically outlines the foundational agreements concerning the scope of work, responsibilities, and expectations that both parties must adhere to throughout the duration of their professional relationship. It serves as a guiding framework that dictates how the project will be managed and emphasizes the mutual obligations to ensure successful collaboration. Understanding the specifics of Item 1 is critical, as it lays the groundwork for all future interactions, agreements, and modifications that may arise during the course of the project. This foundational item typically outlines the purpose of the contract, the parties involved, and any pertinent definitions that clarify terms used throughout the document. In reviewing Item 1, both the Client and Architect can align their expectations and foster a cooperative working environment essential for the project's success. overrides any error, omission or ambiguity

Percentage Fee (D.4)

• The total Fee is that percentage, multiplied by the Cost of Works
• Percentage fees are calculated and adjusted progressively against the forecast Cost of Works and are subject to final adjustment against the final Cost of Works when known
• The Client is not entitled to recover any part of the Fees if the scope of Services is reduced or the Project has changed

Lump Sum Fee (D.5)

• The total Fee the Client must pay is the amount stated in Item 1

Time Based Rate Fee (D.6)

• The total Fee is the rate in Item 2 multiplied by the time units incurred
• If requested, the Architect must provide time sheets or other records within 7 days
• All hourly, daily, and monthly rates are subject to annual review in line with the Consumer Price Index (All Groups)

Disbursements (D.7)

• The Client must either pay or reimburse the Architect for those Disbursements listed in Item 3 typically establishes the specific procedures and protocols that both the Client and the Architect must follow to ensure effective communication and the smooth progression of the project. This can include details on how notices are to be delivered, the frequency of meetings, and the roles of different stakeholders in the decision-making process. Clear guidelines in Item 3 help establish accountability and streamline interactions, creating a structured environment that improves collaboration and helps mitigate misunderstandings throughout the project's duration. By outlining these expectations upfront, both parties can work more cohesively and ensure that any potential issues are addressed in a timely manner, which is essential for meeting project deadlines and maintaining quality standards.
• Disbursements are subject to an additional 15% fee to cover the Architect's administration costs if indicated

Change to the Services (D.8)

• If during the course of this agreement, the Architect considers that the Project requires a greater or reduced scope of Services, the Architect will promptly notify the Client how that change will affect the Fee
• The parties must negotiate in good faith and agree to the changed scope of Services, changes to the Fee in Item 1 and any Disbursements in Item 3, the date changes will take effect, and if any Services the subject of the change have already been performed: the reimbursement due to the Architect
• the parties must record their agreement to each of those changes in writing and includes the reimbursement in their next claim for payment
• If the parties cannot agree on the changed or a changed Fee, the current Services and the Fee will continue to apply with out change or the Architect may terminate this agreement

Specialist Consultants (E)

• The Architect and the Client agree the Project will require Specialist Consultants specified in Item 4
• Some specialists are paid directly by the client and some are paid as part of the architects fees
• The client must pay the specialists all fees directly
• The Architect is authorized and responsible for coordinating the services, but is not responsible for the services delivered

Intellectual Property (F)

• The Architect retains copyright in all Services and in The Design
• The Architect grants the Client a non-exclusive, non-transferable, revocable license to use The Design only for the Project on the Site, subject to conditions
• The Client warrants that it will not use The Design on another site and will not attempt to assign the licence to use The Design
• The Client must not infringe any copyright or breaches another person's moral rights
• On completion of all Services and on full payment of all invoices, the licence becomes irrevocable
• The Client must attribute the Architect as the author of The Design in all information

Indemnity for specific breaches of section F (F.3)

• The client indemnifies the architect from all liability, loss and reasonable costs

Electronic Data Transfer (F.4)

• The Architect may issue data electronically to all parties involved in the Project, the Architect is not responsible for the accuracy, completeness or any loss or contamination of electronically transmitted data

BIM (F.5)

• agreement, the Services must comply with the expressly stated protocol

Insurances (G)

• The Architect must maintain professional indemnity insurance, public liability insurance and insurance to cover liability for its employees

Liability (G.2)

• The Architect's maximum aggregate liability to the Client is limited to the net amount recovered under the Architect's professional indemnity insurance policy
• The Architect has no liability to the Client in respect of any indirect, consequential or special losses

General Conditions (H)

• Any consent, approval, request, notification or notice must be given in writing
• Variations to this agreement will not be effective unless done in writing
• Cannot assign transfer this agreement without written consent, except by law
• The applicable law of this agreement is the law of the state or territory in which the Site is located

Dispute Resoultion (J)

• If a dispute arises, parties must continue to perform their obligations
• Either party may deliver a notice outlining the details of the dispute
• If not resolved by that meeting, either party may submit the dispute to mediation
• If the parties are unable to resolve the dispute by mediation, either party may only then take legal action

Termination (K)

• Architect may terminate this agreement immediately for the clients breach (B.11 and D.3)
• Without reason a party may terminate with 30 business days' notice
• Client terminates agreement by notice, if the architect is insolvent or commits a material breach (A.1, G.1)

Consequenses, obligations and limitations of termination (K.4)

• The Client must pay the amount due, the amount for services carried out and costs or expenses reasonably incurred

Surviving Obligations (K.5)

• The rights, obligations and effect of clauses survive and continue to be in effect even if this agreement ends

Definitions (M)

• BIM means Building Information Modelling software and forms of digital data, or equivalent digital technologies and processes from time to time
• Code of Practice means the Australian Institute of Architects' Code of Professional Conduct (if it applies to the Architect)