Consultant Appointment Agreement Template for England and Wales

A Consultant Appointment Agreement engages a professional consultant on a project and defines the services, the standard of care and the limits of liability. Under England and Wales law an appointment for construction operations is a construction contract, so statutory payment and adjudication rights apply whatever the document says.

When do you need this document?

You need a Consultant Appointment Agreement whenever a professional is engaged on a project rather than supplying goods: appointing an architect or engineer on a development, engaging a quantity surveyor or project manager, instructing a specialist designer on part of the works, or novating a design team from contractor to employer. Funders and purchasers will also expect to see appointments in place before they will lend or buy.

What does it cover?

The agreement sets out the services by stage, the standard of care, and the fee with the payment mechanism the statutory regime requires. It grants the client a licence to use the consultant's designs, which is what allows the project to be built and later altered, and it deals with liability: the cap, any net contribution provision limiting the consultant's share of joint losses, and the professional indemnity insurance that has to stand behind the cap. It provides for collateral warranties or third party rights for funders and purchasers, controls assignment and the use of sub-consultants, and sets out termination and dispute resolution.

Common pitfalls

The most consequential error is promising a result rather than a standard of conduct. Reasonable skill and care is insurable; an obligation that a design will be fit for a particular purpose usually is not, so the cap and the insurance no longer align with the promise. The second is a liability cap unsupported by the insurance actually held, or insurance the consultant is only required to maintain while it remains available on commercially reasonable terms, which can quietly evaporate. The third is an intellectual property licence that is conditional on all fees being paid, which can leave a client unable to use designs on the very project it is funding.