The following definitions will apply in these Terms of Business:
The Act – The Building Act 1984
The Regulations – The Building (Approved Inspectors Etc) Regulations 2010
Additional Services – As defined in clause 7.7
The Client – The individual or company instructing Vantage to act as an Approved Inspector for the Project as detailed in the Fee Order
Agreement – Includes these Terms of Business and the Fee Order to which these Terms of Business relate.
The Fee or The Fees – The fee payable by the Client for Vantage to carry out the functions of Approved Inspector for the Project as detailed in Fee Order and any additional fees in relation to any Additional Services.
Design Information – Includes drawings, calculations, reports and any other data illustrating the designer’s intentions in respect of the proposed Works
Plans Certificate – A certificate that demonstrates that the detailed plan of works or a part of it complies with the Building Regulations in accordance with section 50 of the Act.
Fee Order – The Fee Order issued by Vantage to the Client setting out the contact details for the person(s) carrying out the Works, contractor details, the Client, the Works, the Fees and appointment details.
Project – Means the Works and includes the location of the Works
Final Certificate – A final certificate in accordance with section 51 of the Act.
The Building Regulations – The regulations made under the Building Act 1984, including the Building regulations 2010 (as amended).
Initial Notice – The Initial Notice to be submitted by Vantage to the local authority notifying them of the intended Works in accordance with Section 47 of the Act.
The Works – The works described in the Fee Order and Initial Notice in relation to the Project
Insolvent – Means as defined in section 113, Housing Grants, Construction and Regeneration Act 1996.
Vantage – Vantage Building Control Ltd. (CRN 11024244) whose registered office is Vantage Point, Yew Tree Courtyard, Earl Soham, Suffolk, IP13 7SG who are hereby agreeing to take on the role of Approved Inspector.
2.1 The function of Vantage is that of an Approved Inspector in relation to the Works, as defined within the Act and the Regulations.
2.2 Vantage shall carry out the Services exercising reasonable skill and care. Notwithstanding any other provision of this Agreement Vantage shall have no greater obligation under or in connection with this Agreement than to exercise, reasonable skill and care and Vantage shall have no fitness for purpose obligations/and or liabilities (whether express or implied) under or in connection with this Agreement.
2.3 Vantage shall carry out the Services in accordance with the CIC Code of Conduct for Approved Inspections.
3.1 The Client shall supply such Design Information and assistance as Vantage reasonably requires or requests from time to time in order to facilitate the timely provision of the Services and any Additional Services.
3.2 The Client shall notify Vantage in writing of any instruction to vary the Services.
3.3 The Client shall be responsible for providing safe access to the project, when the Approved Inspector reasonably requires it and shall procure such access and certification from any consultant, contractor or sub-contractor as is reasonably requested by the Approved Inspector.
3.4 The Client shall give Vantage at least 7 days’ notice before any works forming part of the Project are commenced and shall keep Vantage regularly informed of the progress of the Project.
3.5 The Client shall make arrangements to allow employees of Vantage to observe tests on drainage, ventilation ductwork, emergency lighting, fire alarms etc, to enable Vantage to comply with its duties and obligations. All tests, equipment, training and expenses incurred to carry out such tests are the responsibility of the Client.
3.6 The Client confirms that it is the person intending to carry out the work forming part of the Project.
3.7 The Client, designers and contractors and not Vantage shall be responsible for the Project’s compliance with the Building Regulations and Vantage and the Services do not include managing the project to ensure that such compliance is achieved. The Services do not include and Vantage is not responsible for i) confirming whether the Building Regulations have been complied with, and/or ii) advising the Client and/or managing the Project to ensure that compliance with the Building Regulations is achieved.
3.8 Vantage shall take such steps as are reasonable to enable it to be satisfied that a Final Certificate can be issued, and if so satisfied, it shall issue a Final Certificate. Any Final Certificate is based on the information and documents provided and the Services and Additional Services performed and is not a representation that the Project complies with the Building Regulations and/or conclusive proof of the Project’s compliance with the Building Regulations.
4.1 Agents signing on behalf of the Client must ensure that they have informed the client agency the fact that they have instructed us on their behalf and bring to the attention of the Client the Fee Order and these Terms of Business and accept that if they fail to provide confirmation that they have done so when requested by Vantage, Vantage shall be entitled to terminate this Agreement with effect as if the agent was the Client.
5.1 The Client shall be entirely responsible for the design construction management of the Project save to the extent set out in the Services and/or agreed in writing by Vantage before undertaking Additional Services.
5.2 The Client shall also be entirely responsible for obtaining and implementing all necessary permits, licences and approvals, save to the extent set out in the Services and/or agreed in writing by Vantage before undertaking Additional Services.
6.1 Neither Party may assign its rights and/or benefits under this Agreement, without the prior written consent of the other Party. Vantage may subcontract any part of the Services and any Additional Services.
7.1 The Client shall pay Vantage for the performance of the Services the Fee and any disbursements, expenses, charges and any other such amounts accrued by Vantage for the performance of the Services and any Additional Services in such instalments as agreed in the Fee Offer. All fees and charges under the Agreement are exclusive of Value Added Tax which, if due shall be paid at the prevailing rate concurrently in addition.
7.2 The due date for payment of an instalment of the Fee and any other sums payable under this Agreement, shall be the date of submission of Vantage’s invoice..
7.3 Unless otherwise agreed, an invoice for the inspection fee forming part of the Fee will be issued on commencement of building work on site.
7.4 All sums due to Vantage shall be paid by the Client within 21 days from the due date (”Final Date for Payment”) and prior to the release of the Final Certificate.
7.5 Where the Client intends to pay less than the amount stated in any invoice, the Client must give written notice to Vantage, no later than 7 days before the Final Date for Payment, stating the sums considered to be due and the basis on which that is calculated.
7.6 In the event that the Client has failed to pay sums due by the Final Date for Payment in accordance with clause 7.4 and no notice has been given under Clause 7.5 above, Vantage may suspend performance of any or all of the Services and recover all reasonable costs incurred in connection with the suspension of the Services;. This right is subject to Vantage first giving the Client not less than 7 days’ written notice of such intention and stating the grounds for suspension.
7.7 Vantage shall notify the Client in writing as soon as it becomes reasonably apparent that any services in addition to or different from the Services may be required because of:
7.7.1 Changes in the design, size, scope or complexity of the Project;
7.7.2 Changes in the timing or programming of the Project;
7.7.3 A failure by the Client to comply with its obligations under this Agreement;
7.7.4 Additional meetings and/or visits and/or other work is required; and/or
7.7.5 Any change in law (including without limitation any change in the Building Regulations and/or the Act).
7.8 The Client shall pay Vantage for any Additional Services and/or if due to circumstances outside Vantage’s control there are any changes in the timing or programming of the Services and/or any Additional Services, on a time charge basis, at the rates set out in the Fee Order. Vantage may include the charge in the next invoice after the Additional Services (or part thereof) has been performed.
7.9 If any Additional Services is carried out and/or if due to circumstances outside Vantage’s control there are any changes in the timing or programming of the Services and/or any Additional Services, Vantage shall be entitled to a fair and reasonable extension of time for performing the Services and the Additional Services.
8.1 Vantage is required to comply with the guidelines issued by the Communities and Local Government & Construction Industry Council’s Code of Conduct for Approved Inspectors in respect of the maintenance of professional indemnity insurance.
8.2 Vantage shall on written request of the Client provide evidence that the insurance is properly maintained.
8.3 Vantage shall immediately inform the Client if the insurance referred to in Clause 8.1 above ceases to be available.
9.1 The intellectual property rights in all documents prepared by Vantage under this Agreement (‘Documents’) shall remain vested in Vantage. Subject to payment by the Client of the fees properly due to Vantage under this Agreement, Vantage grants to the Client a revocable, terminable, non-exclusive, royalty-free licence to copy and use the Documents for the purpose for which they were prepared.
9.2 Vantage shall not be liable for any use of the Documents for any purpose other than that for which they were prepared and provided by them.
9.3 As part of the Initial Notice submission Vantage must disclose the applicant’s name and address.
10.1 The Client may terminate the appointment of Vantage under this Agreement by giving 28 days’ written notice to them if:
10.1.1 Vantage is in material breach of its obligations under this Agreement and has failed to remedy the breach within 28 days of the date of a notice of the breach from the Client; or
10.1.2 Vantage becomes Insolvent.
10.2 Following termination under clause 10.1 the Client shall pay Vantage any instalments of the fee due up to date of termination together with a fair and reasonable proportion of the next instalment of the Fee commensurate with the Services performed, sums payable in respect of any Additional Services performed by Vantage prior to the notice of termination.
10.3 Vantage may terminate this Agreement forthwith by written notice to the Client if:
10.3.1The Client has :
(i) failed to pay sums due by the Final Date for Payment in accordance with clause 7.4 and failed to give a notice in accordance with clause 7.5 in respect of those sums; and/or
(ii) materially breaches its obligations under this Agreement,
and if the Client fails to remedy that breach within 28 days of a notice in writing from Vantage
10.3.2 Vantage reasonably believes that it will not be in a position to issue a Final Certificate;
10.3.3 The Client becomes Insolvent;
10.3.4 Vantage considers that there is a conflict between its obligations under this Agreement and the Statutory Functions;
10.3.5 Vantage considers that it is necessary to cancel the Initial Notice under Section 52(1) of the Act
10.3.6 Vantage reasonably believes that it is impossible or impracticable to perform the Services as a result of any circumstances for which Approved Inspector is not responsible; and/or
10.3.7 Vantage is unable to maintain professional indemnity insurance and public liability insurance in compliance with the guidelines issued by the Department for Communities and Local Government (or any successor Department responsible for the Act).
10.4 Following any notice of termination by Vantage or the Client, Vantage is entitled to:
10.4.1 Write to the relevant local authority (with a copy to the Client) cancelling the Initial Notice, in which case Vantage functions will revert to the relevant local authority and Vantage will be discharged from all requirements to complete the Services or any Additional Services; and/or
10.4.2 At Vantage’s discretion, issue a Final Certificate in respect of part of the works forming part of the Project.
10.5 Termination of this Agreement shall not affect any rights or remedies of the Client or Vantage which exist at the date of termination.
11.1 In the event that the Client has a complaint in respect of the performance of Vantage’s Services under this Agreement, without prejudice to any other remedy available under this Agreement, they shall be entitled to have access to Vantage’s handling procedure of which Vantage shall provide a copy on request.
12.1 Neither Vantage nor the Client shall, except as otherwise provided in this Agreement, be responsible for or be held liable for any loss, damage, delay, breach of obligations or failure in performance hereunder (other than any failure by the Client to make payment in accordance with clause 7) arising or resulting from an act of God, act of war, seizure under legal process, pandemic, epidemic, COVID-19, quarantine restrictions, strikes, boycotts, lockouts, riots, civil commotions and arrest or restraint of princes, rulers or people.
13.1 Nothing in this clause 13 shall limit Vantage’s liability for negligence resulting in death or personal injury.
13.2 Notwithstanding any other term of this Agreement (but without prejudice to clause 13.1), Vantage’s total aggregate liability (including without limitation legal costs and interest), under or in connection with this Agreement, whether in contract, tort (including negligence), for breach of statutory duty or otherwise, shall be limited to the amount of £1,000,000, provided that nothing in this Agreement limits liability for death or personal injury caused by negligence.
13.3 Without prejudice to any other exclusion or limitation of liability, damages, loss, expense or costs, the liability of Vantage for any loss or damage (‘the loss or damage’) under this Agreement shall be limited to that proportion as it would be just and equitable for Vantage to pay having regard to the extent of its responsibility for the loss or damage and on the assumption that:
13.3.1 all other consultants, contractors, subcontractors and advisers engaged in connection with the Project have provided contractual undertakings on terms no less onerous than those in clause 2 to the Client in respect of the carrying out of their obligations in connection to the Project.
13.3.2 there are no exclusions of or limitations nor joint insurance or co-insurance provisions between the Client and any other party engaged in connection with the Project and any such other party who is responsible to any extent for the loss or damage is contractually liable to the Client for the loss or damage; and
13.4 all the parties engaged in connection with the Project have paid to the Client such proportion of the loss or damage which it would be just and equitable for them to pay having regard to the extent of their responsibility for the loss or damage.
13.5 Vantage shall not be responsible for the supervision of any contractor or subcontractor, nor shall Vantage have any liability for ensuring the performance or adequate standard of workmanship of any contractor or subcontractor.
13.6 Neither party shall under any circumstances whatsoever be liable to the other for any direct or indirect loss of profit, loss of business or anticipated saving or special, indirect or consequential damage suffered by the other Party that arises under or in connection with this Agreement.
13.7 Vantage shall have no liability under or in connection with this Agreement, whatsoever and howsoever arising out of or in connection with asbestos.
13.8 The Client shall look only to Vantage (and not to individuals engaged by Vantage or any individual directors or members of Vantage) for redress if the Client considers that there has been any breach of this Agreement, in tort (including negligence), for breach of statutory duty or otherwise against such individuals as a result of carrying out its obligations under or in connection with this Agreement at any time. The Client acknowledges that such individuals are entitled to enforce this term of the Agreement pursuant to the Contracts (Right of Third Parties) Act 1999.
13.9 No action or proceedings under or in respect of this Agreement whether in contract, in tort, in negligence, for breach of statutory duty or otherwise shall be commenced after the expiry of six years from the date of completion of Services or the termination of this contract if earlier.
14.1 Any notice to be given under this Agreement shall be in writing and delivered by hand or sent by recorded delivery post to the address shown in this Agreement or to such other address as the other party may have specified from time to time by written notice to the other.
14.2 Such notice shall be deemed to have been received on the day of delivery if delivered by hand and otherwise on the next working day.
Where under this Agreement an act is required to be completed within a specified period of days after or from a specified date, the period shall begin immediately after that date. Where the period would include a day, which is a Christmas Day, Good Friday or a day which under the Banking and Financial Dealings Act 1971 is a bank holiday, that day shall be excluded.
15.1 Vantage surveyors may provide advice relating to designs and relevant statutory requirements, but this does not make them designers. Responsibility for design rest solely with the client or their appointed consultants and contractors.
16.1 NEW DWELLINGS ONLY – Where a copy of the planning consent has not been provided as part of this application, Vantage hold no responsibility for checking any planning conditions, including those specific to the accessibility and water efficiency associated to the proposed works. In all circumstances it remains the responsibility of the client/designer to notify Vantage of any specific requirements relating to accessibility and water efficiency over and above the baseline Building Regulations. Where no information is provided, only the minimum level of compliance will be checked in accordance with the Building Regulations.
16.2 ALL BUILDINGS – In all circumstances it remains the client’s responsibility to ensure all necessary planning approvals are gained where applicable and adhered to. Vantage hold no responsibility for checking such legislative approvals have been obtained, nor any associated conditions are complied with.
17.1 Vantage hereby agrees to provide the following Building Control service:
17.1.1 To issue to the appropriate local authorities an Initial Notice upon receipt of a completed Application Form or other recognised and accepted means of appointment/Instruction of Services (note the instruction to proceed must be received by Vantage a minimum of 5 working days before works commence on site).
17.1.2 To carry out statutory consultations.
17.1.3 Where requested to provide one, issue a Plans certificate when the plans and details show no observed contraventions to the current Building Regulations.
17.1.4 To make periodic visits to the site to observe compliance with Building Regulations.
17.1.5 To issue a Final Certificate to the Client and the appropriate local authority upon satisfactory completion of building works.
17.2 The Client or their appointed agents hereby agrees, as is required for Vantage to carry out its duties, to provide.
17.2.1 Copies of all appropriate design information, and relevant information about the site to include, locations of sewers, presence of contaminates etc.
17.2.2 Access to the site during working hours.
18.1 No-one has any right to enforce any term of this Agreement under the Contracts (Rights of Third Parties) Act 1999, except as set out in clause 13.8. this does not affect the rights of the Client and Vantage in relation to this Agreement. It is agreed and acknowledged that Vantage shall not be required to enter into any collateral warranties with any third parties, provide any letters of reliance and/or grant any rights to any third parties under or in connection with this Agreement.