Terms & conditions

  Standard Terms & Conditions of Engagement

1. Definitions

"Agreement" means the contract between the Company and the Client for the Services incorporating these terms, to the exclusion of any Client-proposed terms. "Client" means the person or organisation entering into the Agreement with the Company. "Company" means Burns Construction Services Ltd. "Disbursements" means reasonable out-of-pocket expenses incurred by the Company, including but not limited to travel, printing, and statutory fees. "Fee(s)" means the agreed remuneration for Services. "Normal Services" means the scope of work outlined in the Company’s offer letter or agreed in writing. "Additional Services" means services beyond the original scope. "Project" means the construction project for which Services are provided. "Project Cost" means the Client’s total cost of the Project excluding VAT. "Warranty" means any third-party warranty agreed in writing.

2. Standard of Care

The Company will exercise reasonable skill, care and diligence in performing its Services.

3. Commencement and Duration

The Agreement shall begin on the earlier of: 

(i) receipt of written or electronic instruction from the Client; or (ii) commencement of the Services. It continues until completion or earlier termination per these terms.

4. Discretion

Where discretionary powers are exercised between parties, the Company shall act fairly.

5. Timeliness

The Client agrees to provide required information and decisions promptly. The Company will use reasonable endeavours to meet agreed programmes.

6. Intellectual Property

All intellectual property remains with the Company. Subject to full payment, the Client receives a non-transferable licence to use deliverables solely for the Project. Reuse or modification is at the Client’s risk.

7. Pollution, Contamination, Terrorism, and Asbestos

Unless explicitly agreed in writing, the Company accepts no responsibility for investigating or advising on these matters.

8. Services by Others

8.1 With Client approval (not unreasonably withheld), the Company may appoint specialist consultants. Costs are recharged at cost plus 20%. 

8.2 If the Company appoints others as the Client’s agent, the Client is directly liable for their costs. 8.3 The Company may rely on the work of other professionals and subcontractors.

9. Site Staff

The Company will advise on the need for Site Staff, whose deployment shall be agreed in writing.

10. Insurance

The Company maintains Professional Indemnity Insurance of £1,000,000 per claim and endeavours to keep it in force throughout its liability period.

11. Liability

11.1 The Client agrees to seek recourse only from the Company, not individuals. 

11.2 The Company's liability is limited to the lesser of: a) the amount recoverable under its PI insurance; b) the proportion of loss caused by the Company's breach, assuming all other parties have equivalent duties. 

11.3 No liability is accepted for: a) asbestos, pollution, terrorism; b) work by others. 

11.4 Claims must be brought within six years of completion. 

11.5 No third-party warranties are given unless agreed for a fee (see Clause 13).

12. Fees

12.1 Fees may be fixed, percentage-based, or time-based as agreed. 

12.2 Time-based fees follow hourly rates in the offer letter and are billed monthly in arrears. 

12.3 Disbursements may be included or charged at cost +20%. 12.4 Warranty fee: £1,000 or 15% of Fee, whichever is greater.

13. Payment

13.1 Payment terms will be stated in the offer letter; otherwise, payment is due 28 days from invoice. 13.2 Invoices constitute Payment Notices under the Housing Grants, Construction and Regeneration Act 1996 (as amended). 

13.3 Pay Less Notices must be issued at least 7 days before the final payment date. 

13.4 Late payments are subject to interest at 8% above the Bank of England base rate. 

13.5 All amounts exclude VAT.

14. Suspension and Termination

14.1 Either party may suspend or terminate with 14 days' written notice. 

14.2 The Company may terminate for material breach or non-payment. 

14.3 On termination, the Client must pay all fees for Services provided and costs unavoidably incurred.

15. Force Majeure

Neither party shall be liable for delays caused by events beyond reasonable control including strikes, pandemic, war, flood, or government actions.

16. Dispute Resolution

16.1 Parties will attempt negotiation or mediation before adjudication. 

16.2 Adjudication will follow the CIC Model Adjudication Procedure. 

16.3 Final resolution shall be under the jurisdiction of the Scottish Courts.

17. Governing Law

This Agreement is governed by the laws of Scotland.

18. Assignment

Neither party may assign this Agreement without the other's written consent.

19. Entire Agreement

This document represents the entire agreement between the parties and supersedes prior discussions or understandings.

Burns Construction Services Ltd
Contact us via our website: burnsconstructionservices.co.uk