ACA Short Form Architect Consultant Agreement

20 September 2023 - Updated: 13 December 2023

The ACA developed the new Short Form Architect Consultant Agreement (updated December 2023) to facilitate a straightforward, uncomplicated legal engagement between an architectural practice (the Principal) and a consultant / contractor (the Consultant), in the form of an independent contract for services.

The Agreement is an ACA member resource, part of the ACA Business Toolbox. Download the Agreement, Cover Letter and Services Schedule below.

 

This ACA Short Form Architect Consultant Agreement, consisting of the Agreement Terms and the Letter and Services Schedule, provides a stand-alone Consultancy Agreement for architects to use with either:

  • Consultant Companies, or
  • Independent Contractors such as individuals contracting in their personal capacity (i.e. not via a corporate entity) and hired wholly or principally for their labour. It replaces any previous Independent Contractor pro forma Agreements available through the ACA.

It complements the suite of ACA Agreement templates, including:

It has been created to assist ACA members by addressing a number of issues:

Independent Contractors

A High Court decision has determined that the initial conditions of an engagement, rather than the evolved circumstances, should be favoured when deciding if an independent contractor should subsequently be considered an Employee.

This ACA Short Form Architect Consultant Agreement may be used with an individual who contracts in their personal capacity as a sole trader / as an independent contractor, which makes clear they are not engaged as an Employee.

Consultant Companies

Smaller consultant companies may be disconcerted by requests to sign a Professional Services Agreement that includes back to back obligations of a complex head contract. This may prompt delays in signing, requests for monetary contributions to legal reviews, insistence that the consultant’s own terms be used, or refusal. Back to back obligations are often not required by the architect. In this case, this ACA Short Form Architect Consultant Agreement provides a briefer and simpler form of agreement. This Agreement may nevertheless be used with larger consultancies.

Unfair Contract Terms and risk to PI Insurance

Lacking a Consultancy Agreement of this type, architects are often presented with contracts whose terms unfairly allocate risk, seek inappropriate indemnities, or limit consultant liability to remedies below those available under common law – for example, limiting liability to the amount of the fee paid to the consultant.

Limiting a Professional Indemnity insurer’s subrogation rights in such a way may trigger an exclusion in the architect’s policy and leave the architect liable and uninsured for the consequences of the negligence of a sub-consultant.

With these issues in mind, the ACA has developed this ACA Short Form Architect Consultant Agreement to facilitate a  straightforward, uncomplicated legal engagement between an architectural practice (the Principal) and a consultant / contractor (the Consultant), in the form of an independent contract for services. This template sets out the fundamental obligations, scope, and timeframe for the work to be performed, and confirms that the Principal and Consultant are not entering into an employer-employee relationship.

It takes inspiration from the AS 4122-2010 AMDT 1 contractor agreement in seeking to be fair and reasonable to all parties. It has been specifically designed to provide members with an accessible, user-friendly, and legally balanced set of standard terms. Whether prepared for use by the Principal or Consultant, the provisions included in this template have been developed with the intention of adopting an even-handed approach to setting the rights, obligations, and protections that apply to each of the parties.

It is recommended that its intended use be communicated to potential Consultants or Contractors as the preferred form of Agreement at the time a proposal for services is sought.

Download the Agreement below

The development of the ACA Short Form Architect Consultant Agreement was led by George Theodoridis, Chair of the ACA IR Subcommittee and member of the ACA – VIC/TAS Committee. It was prepared by Elizabeth Radley from Moray & Agnew Lawyers on behalf of the ACA and has been approved by insurers Planned Cover.

This agreement was updated in December 2023 to reflect changes to the unfair contracts legislation that came into effect on 10 November 2023.

Note: It is members’ responsibility to check for updates.

The Agreement is an ACA member resource, part of the ACA Business Toolbox. Members are urged to download the agreement below. Simply log in below to download the contract and cover letter, which are available as editable Word files and as a PDF reference copy.

If you are not a member, find out more about the benefits of ACA membership or join here.

NOTE: Member Only Content

Disclaimer: The standard terms in the ACA Short Form Architect Consultant Agreement are intended to be used without amendment. Accordingly, anyone intending to amend them should seek legal advice.