title

17 Fentiman Road, London, SW8 1LD

Contents

INTRODUCTION

SCOPE

QUOTE

TERMS

SIGN PAGE

Dear Edward and Imogen,

I am delighted that you are considering asking us to work with you on your home.

As a family run firm approaching its 30th year, we and our team have the experience that will help you through the unfamiliar world of construction.

We are your advocates. We are your trusted advisor. We understand the privilege and the responsibility of enabling you to have the best possible outcome for your project.

What you are about to embark on is a deeply personal experience – it is your home.

The team here at DGA understand and are sympathetic to the implications of that because we have years of experience working with clients in similar situations.

We are specialists in working on high-end residential homes such as yours and I am proud of the way my team build relationships with each of our clients and the way that over the years, DGA’s reputation means fellow professionals, such as architects, come to us every time to work with their clients.

There is nothing better than personal recommendation and repeat business to give you confidence in your choice of Quantity Surveyor and we are happy for you to speak with previous clients to help you have confidence in your choice.
We look forward to working with you.

Derek Gough

Founder

To address this challenge, DGA has developed a comprehensive approach, go with the Flow the DGA Way. An eight step process that covers all project sub-step actions and shows how our journey together will flow.

Click through the dots the map below to see our process steps.

  • 1 \\ Initial Advice & Project Brief
  • 2 \\ Presentation & Cost Plan
  • 3 \\ Appointment of Professional Team
  • 4 \\ Programme & Execution
  • 5 \\ Procurement & Contractor Appointment
  • 6 \\ CONSTRUCTION
  • 7 \\ Post-Construction Handover
  • 8 \\ DGA Partnership enquiry

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Tendering new work is time-consuming and uncertain at the best of times now it’s a nightmare. Using an estimating service helps with the time commitment but not with certainty, and it comes at a cost. For contractors, it’s important to focus resources and get as much bang for your buck as you can.

Having a clear strategy for acquiring new work and an understanding of the support options available and crucially when to use them really helps. The scattergun approach is high risk and stressful. Often using an online estimating platform is cost-effective and quick, it works best when you have a simple project with a less than 30% chance of winning the work. You may want to get a ballpark price to an architect quickly who sends you work regularly but you know that there are others in the frame – the risk is managed, that makes sense!

  • Having a clear strategy for acquiring new work and an
  • Understanding of the support options available and crucially when to
  • use them really helps. The scattergun approach is high risk and stressful.
  • Often using an online estimating platform is cost-effective and quick, it works best when you

SCOPE OF SERVICES – QUANTITY SURVEYOR (QS)

SCHEDULE 1

Description of the Services – PQS

  • Confirm the scope of the Building Contract to the Client and advise on additional works required by third parties.
  • Attend Client, Design, Project, Site and other meetings as provided under this Appointment.
  • Prepare regular/monthly cost reports. Advise the Client of any decisions required and obtain authorisation.
  • Advise on the likely effect of market conditions.
  • Advise on tendering and contractual procurement options. Prepare recommendations for the Client’s approval.
  • Liaise with the Client’s legal advisers and advise on warranties/third party rights etc.
  • Liaise with the Client’s legal advisers and advise on bonds for performance and other purposes.
  • Obtain tender drawings and specifications from the Client and the Professional Team.
  • Liaise with the Client and the Professional Team and prepare tender documentation.
  • Attend pre- and post-tender interviews.
  • Check tender submissions for errors, omissions, exclusions, qualifications, inconsistencies etc.
  • Liaise with the Professional Team and advise on errors, omissions, exclusions, qualifications and inconsistencies between the tender documents and the tenders received. Prepare recommendations for the Client’s approval.
  • Advise on the tenderers’ design and construction programs and method statements.
  • Liaise with the Professional Team and prepare a tender report. Prepare recommendations for the Client’s approval.
  • Conduct negotiations with tenderers. Prepare documentation to confirm adjustments to the tender sums. Prepare recommendations for the Client’s approval.
  • Liaise with the Client and the Professional Team and advise on methods of progressing design and/or construction works prior to the execution of the Building Contract.
  • Obtain confirmation that required Contractor insurances are in place prior to commencement of works on the Site.
  • Obtain contract drawings and specifications from the Client and the Professional Team. Liaise with the Client’s legal advisers, prepare the contract documents and deliver to the Client and the Contractor for completion.
  • Prepare recommendations for interim payments and release of retention funds.
  • Prepare the final account or similar financial statement. Facilitate agreement to the final account or similar financial statement from the parties to the Building Contract. For the purposes of this clause the final account or similar financial statement excludes the assessment of loss and expense claims.
  • Prepare recommendations for the payment of liquidated and ascertained damages.
  • Visit the Site periodically and assess the progress of the Project for interim payment purposes.
  • Prepare recommendations for interim payments to the Contractor.
  • Advise on the cost of variations prior to the issue of instructions under the Building Contract.
  • Agree the cost of instructions, excluding loss and expense claims, issued under the Building Contract.
  • Advise on the rights and obligations of the parties to the Building Contract.

Quotation

Draft Quote

Client Name
  • Date
  • Expiry
  • Quote Numberxxxx
  • Referencexxxxxxxx
  • VAT Number938594567
Derek Gough Associates Limited
The Old Hay Barn
Mere Hall Estate
Warrington Road
Knutsford
WA16 0PY
UNITED KINGDOM

Table Title

Description Quantity Unit Price VAT Amount GBP
Item Description xx xxxx 20 xxxx
Item Description xx xxxx 20 xxxx
Item Description xx xxxx 20 xxxx
Item Description xx xxxx 20 xxxx
Item Description xx xxxx 20 xxxx
Item Description xx xxxx 20 xxxx
Item Description xx xxxx 20 xxxx
TOTAL VAT 20% xxxx
TOTAL GBP xxxx

“We apply a variety of processes, skills, knowledge and experience to deliver projects within agreed parameters that not only meet a Client’s needs, but exceed them.”

Ian Scott

xxxx

Signature page area – TBD under construction

Terms and Conditions

1. General

These terms of business (“Terms”) apply to the provision of all services by Derek Gough Associates Limited, a company registered in England with company number 10048042 whose registered office is at The Old Hay Barn, Mere Hall Estate, Warrington Road, Knutsford, Cheshire WA16 0PY (“Company”) and are to be read in conjunction with the terms of the client engagement letter (“Engagement Letter”) supplied to you. Where the terms of the Engagement Letter and these Terms conflict the terms of the Engagement Letter shall take precedence. Other than where the terms of the Engagement Letter take precedence over the Terms, the Terms shall not be varied unless agreed in writing and signed by both you and one of the Company directors.

2. Definitions and Interpretation

2.1 In these Terms, the following expressions have the following meanings:

“Agreement” means the contract for the Services which we will enter with you when you email the Engagement Letter, signed and dated by you, to us and shall be subject to the Engagement Letter and these Terms.

“Applicable Data Protection Laws” means;

(a) to the extent the UK GDPR applies, the laws of the United Kingdom or of a part of the United Kingdom which relates to the protection of personal data.

(b) to the extent the EU GDPR applies, the laws of the European Union or any member state of the European Union to which the provider of the personal data is subject and which relates to the protection of that personal data.

“Business Day” means a day, other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.

“Business Hours” means the period from 9.00am to 5.00pm on any Business Day.

“Consumer” means a consumer as defined by the Consumer Rights Act 2015.

“Contract Administrator” means where the Company is named in the JCT contract as the company having some or all of the following responsibilities in relation to the Project preparing agendas for and chairing Project progress meetings, periodically inspecting specified Project works, provision of information to the Client in relation to the Project, issuing instructions and variations to the Project works, determining applications by the contractor, producing Project reports, and authorising and certifying interim payments to the contractor.

“Cost Planning” means the estimated costs of the construction elements of a residential or commercial development project in order to evaluate and calculate the likely overall cost of the residential or commercial development project as is applicable excluding expenses incurred in relation to planning permission approval.

“Client” means you, the Party that approved our Proposal, signed and dated the Engagement Letter and therefore entered into the Agreement with us whether doing so as an individual or, where you have the authority of a business, on behalf of that business.

“Client Materials” means all documents, information, items and materials in any form, whether owned by the Client or a third party, which are provided by the Client to the Company in relation to the provision of the Services.

“Deliverables” means any output from the Scope to be provided by us to you as set out in the Engagement Letter.

“Estimating Services” means pre-construction estimating services including design development estimates, quantity surveys, budget preparation and other estimating services as are required from time to time.

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“EU GDPR” means the General Data Protection Regulation ((EU) 2016/679), as it has effect in EU law.

“Intellectual Property Rights” means patents, copyrights, trade marks, goodwill, rights in designs and database rights and all other intellectual property rights, in each case whether registered or unregistered which subsist.

“Party” refers to a party to these Terms and “Parties” shall be construed accordingly.

“Project” means the development project stated in the Proposal, as set out in the Scope and in relation to which we provide our Services.

“Cost Report” means the cost report(s) provided by the Company to the Client that inform(s) the Client of the Project’s status with a record of decisions made by the Company and actions carried out by the Company.

“Proposal” means the written proposal that sets out the Services we will provide to you and the fees we will charge in accordance with clause 3 of these Terms and the Engagement Letter.

“Quote” means our price for the Services as set out in the Proposal and confirmed in the Engagement Letter.

“Scope” means the specific scope of work to be provided by the Company for the Client, which shall include the Project as approved in the Proposal and is as set out in the Engagement Letter signed by the Client.

“Services” means the agreed Scope which shall include the Project and is as set out in the Engagement Letter or otherwise as varied or agreed between the Parties.

“Scheme” means the overall scheme, development or works as set out in the Engagement Letter within which the Scope shall be provided.

“Should-Cost Modelling” means the flexible cost plan with additional capabilities and features to allow the Client to adjust certain cost elements and receive sustainability metrics.

“Site” means the site at which the Company will provide the Services for the Client.

“Site Visit” means a feasibility visit to the Site by the Company in order to establish how and when the Services are to be delivered and the fees for those Services and any ongoing visits to the Site by the Company in order to assess the status of the Project.

“UK GDPR” has the meaning given to it in section 3(10) (as supplemented by section 205(4)) of the Data Protection Act 2018.

“we”, “us” and “our” means the Company and includes all employees, agents and sub-contractors of ours.

“you” and “your” means the Client.

2.2 a statute or provision of a statute is a reference to that statute or provision as amended or re-enacted at the relevant time.

2.3 The headings used in these Terms are for convenience only and have no effect on their interpretation. Words signifying the singular number will include the plural and vice versa. References to any gender will include the other gender. References to persons will individuals and organisations.

3. Proposal

3.1 We will prepare and submit a Proposal to you which will set out the Services to be carried out and our fees for providing those Services. Any price we provide will be valid for 30 days unless otherwise stated, and our Proposal will be set out in the Engagement Letter and will constitute the Scope. You may make changes to the Proposal in writing before agreeing to the Proposal by signing an Engagement Letter. 8

3.2 Our Engagement Letter will contain details of the Scheme and the Scope which will reflect the Proposal agreed by you and by signing, dating and emailing the Engagement Letter to us you enter into a legally binding agreement for us to provide the Services.

3.3 In the event there are any errors or discrepancies in the Scope which affect our fees, we reserve the right to review and adjust our fees or reduce the Scope.

3.4 Our fees are based on the Services being provided during Business Hours and we reserve our rights to quote additional fees should we provide any of the Services outside of Business Hours.

4. Provision of Services

General Provision of Services

4.1 We shall;

(a) exercise reasonable care and skill in providing the Services;

(b) use reasonable endeavours to adhere to the timescales set out in the Scope; and

(c) inform you as soon as reasonably practicable if we are delayed for reasons that are beyond our reasonable control.

4.2 You acknowledge and agree that;

(a) in the event you vary the Scope at any time after the Engagement Letter is signed and dated by you, or, where you continue to instruct us to carry out the Services and fail to return to us a signed and dated Engagement Letter, we have the right to charge for such variation to the Scope over and above the fees agreed between us and you;

(b) we work with and engage a network of complementary organisations and service providers in order to provide our range of services to you (“Network”) and you accept we may refer work within that Network in order to fulfil the Scope;

(c) we have the right to review and revise our fees if the Scope changes and/or the estimated timeframe to complete the Scope is extended; and

(d) we have the right to provide our valuation services based on photographs of the Site as opposed to a Site Visit valuation on the basis that we may not be granted access to the Site as a result of Covid-19 and/or advice by government or any other competent authority, or any other matters outside the Company’s reasonable control.

4.3 Our marketing materials are presented in good faith as a guide to represent the product or Services that we will provide and do not form part of the Scope or these Terms.

4.4 Our employees, agents, contractors and sub-contractors are not authorised to make any representations concerning our products or Services unless such authority is set out in the Engagement Letter.

4.5 Pursuant to clause 4.4, you acknowledge and agree that in agreeing to these Terms and those set out in the Engagement Letter you do not rely on any representations made by our employees, agents, contractors and sub-contractors and you waive any claim for the accuracy of such representations which are not set out in the Engagement Letter.

Cost Planning, Estimating Services and Should-Cost Modelling Services

4.6 We will provide you with an estimated turnaround time for your Cost Report, when we provide our Proposal. This is subject to your approval of our Proposal being received by us on the same day as the date of our Proposal. If our Proposal is not accepted on the same day, any time to provide you with the Cost Report will be subject to change. Time will not be of the essence for the performance of our Services.

4.7 Unless there is a valid direct debit in place between you and us payment of our fees is required in full and before we commence our Services. We will commence the Services when payment of our fees has been received and we reserve the right to charge you for any or all of our fees as set out in the Proposal for any 9

aspect of the Services that have been provided should you cancel the Services any time after the Proposal has been accepted regardless as to whether you enter into the Agreement as a Consumer or a business, where any Services are provided after the Engagement Letter is signed you acknowledge and agree that you shall be liable to pay for any aspect of the Services that are provided.

4.8 Any Cost Report we provide to you will be based on your replies to any enquiries we make of you. If you are a Client that has previously requested services from us, we will use the same Cost Model to quote for the Services unless you expressly request otherwise. You are responsible for any site specific conditions that may affect our Quote. We will not check the Cost Model against site requirements, local conditions, building regulations or third party information. It is assumed for the purposes of providing Cost Planning, Estimating Services or Should-Cost Modelling that any plans supplied by you to us are accurate and approved by planning and building regulations and any statutory requirements that are applicable.

4.9 You acknowledge and agree that where we provide budgeted costs for mechanical and electrical work within the Quote, you and/or your specialist contractors will check and approve such costs. Any relevant assumptions and exclusions, which shall be based on previous Services of a similar nature, shall be stated in the Cost Reports provided to you.

4.10 Any items not mentioned in our Cost Report are excluded.

4.11 We will provide a first draft of your Cost Report and will require your feedback within 21 Business Days. It is your responsibility to check the Cost Report each time it is updated so that you ensure it reflects any changes you may require, together with any errors or omissions and to advise us whether you agree with the Cost Report or require any changes to be made to it. We will use reasonable endeavours to make any subsequent changes to the Cost Report within 2 Business Days of receiving your comments. Where we have provided a Cost Report to you and we decide in our sole discretion that your approval or subsequent changes have been delayed, we will notify you and provide a new Cost Report within 21 Business Days of such notification.

4.12 Once the final draft Cost Report has been provided, any further amendments required, such as additional documents or design changes will be subject to additional fees, chargeable at our current hourly rate as set out in our Proposal. In circumstances where you provide insufficient information, plans, specification or other relevant details you acknowledge and agree that we shall be entitled to charge to such changes to the Cost Report. A minimum charge of 1 hour will apply and payment will be required in advance of any changes being made.

4.13 All Cost Reports will be provided as a PDF and an editable Excel document. I would say OR on this or remove? As we move on with tech excel may be ditched?

4.14 We offer a free thirty minute telephone consultation to discuss the Cost Report provided with you (“Telephone Consultation”). Any advice you require beyond the Telephone Consultation will be chargeable at the fees set out in the Proposal.

4.15 You acknowledge and agree that unless you request otherwise, we shall only retain documents provided by you to us for one year from the date that you return the signed and dated Engagement Letter to us before we safely destroy the same. We accept no liability for any item that you request from us which is lost in the post. Any drawings or plans posted by or on behalf of you to us should be full-sized copies of the originals.

4.16 Our Services are to provide Cost Planning, Estimating Services and Should-Cost Modelling only and we do not guarantee or accept responsibility for any variations in the Should-Cost Modelling or actual build cost. All our estimates are based on rates provided to us by you and our Cost Planning prices are based on build cost information resources. We will not verify whether or not information provided by you, on behalf of you or by third parties is correct. We may provide guidance in relation to the quantity or suitability of materials for the Project, however, we do not accept responsibility for any actions taken by you as a result of such guidance.

4.17 We shall not be liable for any loss or damage you may incur as a result of any inaccuracy, mis-description or any other error in the information supplied by you, nor shall we be liable for any change to the condition of the 10

Site referred to in the Proposal, whether specified by you at the time we prepare the Proposal or the Cost Report, or at any other time, nor for any other matters beyond our reasonable control in relation to the Project.

4.18 You acknowledge and agree that the Construction (Design and Management) Regulations 2015 (“CDM”) may apply to the Services and you have responsibility under the CDM for the appointment of the designers, CDM coordinator and principal contractor. You further acknowledge and agree the CDM coordinator is responsible for the preparation and maintenance of the pre-construction health and safety plan and unless otherwise agreed, we do not act as principal contractor in relation to CDM requirements and we shall not be liable whatsoever for information provided to you in relation to the CDM.

4.19 Where we act as a project manager (as set out in the Proposal) and you give us written authority, we can request services from third party consultants and/or contractors and enter into contracts on your behalf with those third party consultants and/or contractors. You acknowledge and agree that we may recommend third party consultants and/or contractors in accordance with clause 4.2(b) and such recommendations will be binding on you where you give us authority to enter into a contract with third party consultants and/or contractors within our Network, however, in no circumstances will we will liable for the acts and/or omissions of those third party consultants and/or contractors.

4.20 You shall procure that all third party consultants and/or contractors, regardless as to whether we have recommended the same from within our Network, shall deliver their own services in accordance with best practice in the field of work that the third party consultant and/or contractors are providing the services in, which for the avoidance of doubt shall include Site safety and proper completion of all required services. All third party consultants and/or contractors appointed to the Project, whether appointed by us or by you, shall be required to cooperate fully with us and to promptly provide all such information reasonably required by us to enable us to provide the Services.

4.21 Time shall not be of the essence for performance of our Services.

4.22 Upon receipt of written cancellation of the Agreement from you in accordance with clause 9, or on completion of our Services, we will return any documents or other property provided by you for our use in connection with the Services provided you request those documents from us in writing and all outstanding payments have been received by us from you.

5. N/A

6. Client’s Obligations

6.1 You shall;

(a) provide us with all necessary information, assistance and decisions in a timely manner so as not to delay us in the provision of Services;

(b) pay the contractor; (when certified by the Contract Administrator)

(c) pay all other professional fees as agreed with you and/or incurred by you (such as where additional professional advice is required);

(d) provide instructions in the form requested by us;

(e) comply with our protocols in relation to cost control as set out in the Scope, including that variations to the Scope must be costed and agreed by us; and

(f) provide us with access to the Site or any other premises stated in the Scope.

6.2 Where we are working for a contractor in relation to a tender deadline and require specified information in advance of that deadline, you acknowledge and agree that you shall provide us with such specified information two clear Business Days in advance of that deadline and in the form that we stipulate.

6.3 In the event that you do not provide the specified information to us in accordance with clause 6.2 we shall not be liable for any inaccuracies as to the cost of the Services, such as any estimates stated in the Proposal being too high or too low, including where you may pay more as a result.

7. Payment Terms

7.1 We shall charge you for our reasonable travelling time and travel expenses regardless as to whether they are included in the Proposal and any incidental expenses for materials used and for third party goods and/or services supplied in connection with the provision of the Services.

7.2 You shall pay for any additional services provided by us that are not specified in the Agreement. These additional services shall be charged in accordance with our current, applicable rate in effect at the time of the performance or such other rate as may be agreed. Any charge for additional services will be supplemental to the amounts that may be due for expenses.

7.3 All sums payable by you pursuant to the Agreement are exclusive of VAT at the current rate or any other tax (except corporation tax), for which you shall also be liable. All payments shall be made in pounds sterling without any set-off, withholding or deduction.

7.4 The time of payment shall be of the essence. If you fail to make any payment on the due date then we shall, without prejudice to any right which we may have pursuant to any statutory provision in force from time to time, have the right to suspend our Services and charge you interest on any overdue sum at a rate of 8% per annum above the Bank of England base rate from time to time, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998. Such interest shall be calculated cumulatively on a daily basis and shall run from day to day and accrue after as well as before any judgment.

7.5 Monthly QS services post contract are tied to the actual construction length rather than the months we quote.

7.6 We will charge for the 1st month post contract valuations at some point in the first month, rather than after the completion of the 1st valuation. That date will then be the date on which the invoice is raised every month thereafter.

7.7 Payment is to be carried out by direct debit.

8. Site Visits

8.1 Should you wish to cancel an agreed Site Visit, we require a minimum 2 Business Days notice. We reserve the right to charge a fee of £100 + VAT being a reasonable estimate of lost management time in preparation for the Site Visit where such notice is not provided plus any travel expenses incurred and any travel time to and from the Site.

8.2 If, due to unforeseen circumstances, we have to reschedule or cancel a scheduled Site Visit, we will contact you as soon as possible to minimise disruption and will book another Site Visit as soon as reasonably practicable.

9. Cooling Off Period – Consumers Only

9.1 Where you are a Consumer, you have a statutory right under the Consumer Contracts Regulations 2013 to cancel your request for the Services with a cooling off period. This period begins once Agreement is formed (as detailed in clause 3.2) and is unlimited (“Cooling Off Period”).

9.2 If you wish to cancel the Agreement within the cooling off period, you should inform us immediately by email to edgough@dgough.co.uk.

9.3 You will meet the cancellation deadline as long as you have emailed your cancellation notice to us by the end of the Cooling Off Period.

9.4 If you cancel within the Cooling Off Period, then subject to clause 9.5 you will receive a full refund of any amount paid to us under the Agreement. Any refunds will be made within 14 calendar days after the day on which we are informed of the cancellation, using the same method used to make the payment, unless you have expressly agreed otherwise. 12

9.5 If the start date for the Services falls within the Cooling Off Period, you must make a written request for the Services to begin within the Cooling Off Period. By making such a request, you acknowledge and agree to the following:

9.5.1 You will lose the right to cancel the Services if they are completed within the Cooling Off Period;

9.5.2 If you cancel the Agreement within the Cooling Off Period but after the Services have begun, you must pay for the Services provided up until the point at which you inform us of your request to cancel. The amount due will be calculated and refunded or deducted in proportion to the total estimated fee and the actual Services already provided;

9.5.3 We will process any refund as soon as reasonably practicable and in any event no later than 14 calendar days after you inform us of your request to cancel.

Slightly radical but I would suggest an unlimited cooling off period, on the proviso that we are paid to date? Or at least have the option to switch to unlimited cooling off? Rationale being we don’t want to keep unhappy clients, and on the flip side we could dip out anytime also?

10. Insurance

We take out and maintain insurance in relation to public liability, employers’ liability and professional indemnity insurance. Details are available on request. Such insurance is arranged with reputable insurers and maintained for so long as we have any liability under these Terms. We will provide evidence that an up to date policy is in place upon request.

11. Intellectual Property Rights

11.1 We, and, where appropriate, our licensors, own all Intellectual Property Rights in the Deliverables, excluding the Client Materials;

11.2 We grant you a non-exclusive, royalty-free licence to copy and modify the Deliverables (excluding the Client Materials) for the purpose of receiving and using the Services and the Deliverables in your business.

11.3 You shall not sub-license, assign or otherwise transfer the rights granted in clause 11.2.

11.4 In relation to the Client Materials, you:

(a) and your licensors own all Intellectual Property Rights in the Client Materials; and

(b) grant to us a fully paid-up non-exclusive, royalty-free licence to copy and modify the Client Materials for the term of these Terms, the Engagement Letter and for the purpose of providing the Services to you.

11.5 You warrant that the receipt and use of the Client Materials in the performance of Services by us, our agents, contractors or sub-contractors shall not infringe the Intellectual Property Rights, of any third party and you indemnify us in full against all liabilities, costs, expenses, damages and losses that we incur arising out of or in connection with any claim brought against us, our agents, contractors, or sub-contractors for actual or alleged infringement of a third party’s Intellectual Property Rights arising out of, or in connection with, the use of the Client Materials within the provision of the Services.

12 Data Protection

12.1 Each Party shall comply with all applicable requirements of the Applicable Data Protection Laws.

12.2 Any personal data that either party holds on the other party, the other party’s employees, agents, contractors or sub-contractors shall be processed and kept securely in accordance with the Applicable Data Protection Laws. 13

12.3 Your privacy is important to us. Our privacy policy explains what information we collect and how we will use and protect it. Our privacy policy can be found at https://www.dgough.co.uk/privacy/

13. Confidentiality

13.1 Except where either Party provides written consent to the other Party. neither Party shall disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other Party, except as permitted by clause 13.2.

13.2 Either Party may disclose the other Party’s confidential information to its employees, officers, representatives, contractors, sub-contractors or advisers who need to know such information for the purposes of exercising that Party’s rights or carrying out its obligations under or in connection with the Engagement Letter or these Terms. Each Party shall ensure that its employees, officers, representatives, contractors, sub-contractors or advisers to whom it discloses the other Party’s confidential information comply with this Clause 13.

14. Limitation of Liability

14.1 We have obtained insurance cover in respect of our own legal liability for individual claims not exceeding £5,000,000 per claim. The limits and exclusions in this clause reflect the insurance cover we have been able to arrange and you are responsible for making its your arrangements for the insurance of any excess loss.

14.2 Nothing in this clause 14 shall limit your payment obligations under these Terms.

14.3 Nothing in these Terms shall limit any liability which cannot legally be limited, including liability for;

(a) death or personal injury caused by negligence; or

(b) fraud or fraudulent misrepresentation.

14.4 We shall not be liable for the following types of losses:

(a) loss of profits;

(b) loss of sales or business;

(c) loss of agreements or contracts;

(d) loss of anticipated savings;

(e) loss of use or corruption of software, data or information;

(f) loss of or damage to goodwill;

(g) indirect or consequential loss;

(h) your use of the Deliverables save for the purposes for which they were provided to you;

(i) your reliance on our marketing materials, pursuant to clause 4.3;

(j) any loss caused as a result of you not providing information, assistance or decision to us in a timely manner;

(k) any loss that you may incur as a result of any inaccurate information or any mis-description of any information provided by you to us;

(l) any change in the condition of the Site referred to in the Proposal whether advised by you at the time we prepare the Proposal or the Cost Report or at any other time;

(m) any adverse consequences or loss that you suffer whatsoever as a result of not taking any professional advice that we state in the Cost Report;

(n) any costs incurred by the Client after the Cost Report has been approved by the Client;

(o) any liability as to the commercial viability of any Cost Report that has been approved by the Client; or

(p) any other matters beyond our reasonable control.

14.5 Our total liability to you shall not exceed the fees paid by you for the Services under the relevant Agreement during the 6 months preceding the date on which the alleged breach arose.

14.6 Nothing in these Terms is intended to or will limit your legal rights as a consumer under any consumer legislation that has effect in England. For more details of your legal rights as a consumer, please refer to your local Citizens Advice Bureau.

16. Suspension of Services

16.1 You acknowledge and agree that where we act as a Contract Administrator, we have the right to suspend the provision of Services if you fail to make any payment to us on time.

16.2 Where we suspend the Services further to clause 16.1, you shall pay to us a reasonable amount to cover our costs and expenses during the suspension period and in order our re-mobilisation costs.

17. No Employment

Nothing in these Terms is intended to, or shall be deemed to, establish any partnership or employer/employee relationship, joint venture between the Parties, constitute either Party the agent of the other Party, or authorise either Party to make or enter into any commitments for or on behalf of the other Party.

18. Force Majeure

Neither Party shall be in breach of these Terms nor liable for delay in performing, or failure to perform, any of its obligations under these Terms if such delay or failure result from events, circumstances or causes beyond its reasonable control, which for the avoidance of doubt shall include but not be limited to; acts of God, flood, 15

drought, earthquake or other natural disaster; epidemic or pandemic; terrorist attack, civil war, civil commotion or riots, war, threat of or preparation for war, contamination, collapse of buildings, power failure, fire, explosion or accident at the Site or at a place that restricts access to the Site; any labour or trade dispute, strikes, industrial action or lockouts affecting access to the Site; or any failure by an internet service provider that has the effect of preventing us from accessing or downloading in part or in full any documents that are stored in the cloud in relation to the Services.

19. Assignment and Sub-Contracting

19.1 You shall not assign, transfer, charge, subcontract, or deal in any other manner with any of your rights and obligations under these Terms.

19.2 We may at any time assign, transfer, charge, subcontract or deal in any other manner with any or all of our rights under these Terms.

20. Variation

19.1 You shall not assign, transfer, charge, subcontract, or deal in any other manner with any of your rights and obligations under these Terms.

19.2 We may at any time assign, transfer, charge, subcontract or deal in any other manner with any or all of our rights under these Terms.

21. Waiver

21.1 A waiver of any right or remedy under these Terms or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy.

21.2 A failure or delay by either Party to exercise any right or remedy provided under these Terms or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy.

22. Notices

22.1 All notices given by one Party to the other Party under or in connection with these Terms shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service to the other Party’s registered office (if a company) or its principal place of business (in any other case).

22.2 Any notice shall be deemed to have been received;

(a) if delivered by hand, at the time the notice is left at the proper address;

(b) if sent by pre-paid first-class post or other next working day delivery service, at 9.00am on the second Business Day after posting; or

(c) if this time falls outside Business Hours in the place of receipt, when Business Hours resume.

22. Notices

22.1 All notices given by one Party to the other Party under or in connection with these Terms shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service to the other Party’s registered office (if a company) or its principal place of business (in any other case).

22.2 Any notice shall be deemed to have been received;

(a) if delivered by hand, at the time the notice is left at the proper address;

(b) if sent by pre-paid first-class post or other next working day delivery service, at 9.00am on the second Business Day after posting; or

(c) if this time falls outside Business Hours in the place of receipt, when Business Hours resume.

Call us, a discussion can’t hurt, and a member of our knowledgeable and friendly team will be able to guide you.

How to get in touch

DGA provide a professional and comprehensive nationwide Quantity Surveying service.

As a member of the RICS, we are specialist construction cost consultants, we offer advice, guidance and support on a wide range of projects from small extensions to much larger commercial and residential projects. We can also help you with Contract Administrators, Employer’s Agents and Project Managers.

With many years of combined experience, our team can guide a construction project from start to completion with high levels of care and attention to detail.

Cheshire The Old Hay Barn
Mere Estate
Warrington Road
Knutsford
WA16 0PY
London 25 Wilton Rd,
Victoria,
London
SW1V 1LW

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