Project documentation agreement

Project documentation has two features that a general works contract usually overlooks. First, it is a copyright work: without an express licence, your right to use it after changing designers or have another practice complete it may be disputed. Second, design errors emerge during construction, with losses potentially far exceeding the design fee. The agreement must therefore address liability, insurance and caps much more carefully than an ordinary works contract.

This is the core of the agreement. A documentation defect is often discovered only during construction, when the issue is no longer redrawing a plan but demolition costs, downtime and changes to the works. We define how the defect is notified, the time allowed for the designer to address it and how loss is compensated. We assess any liability cap under the governing law, the nature of the obligation and statutory prohibitions on limiting compensation for loss. We separately review the insured amount, exclusions and coverage conditions.

A cap may allocate commercial risk, but its permissibility is not automatic. In Slovakia, particular regard must be had to statutory restrictions on waiving compensation for future loss. Investors should therefore review both the specific clause and the designer's insurance, including exclusions and the duration of coverage. The insured amount is neither a universal liability cap nor a guarantee of recovery.

That is precisely what the licence provisions address. The documentation is a copyright work, and without an agreed licence, the original designer may object to someone else continuing its work. We therefore provide that payment for the relevant stage gives the investor the right to use and modify the documentation and have a third party complete it. We also address delivery of source files, not only PDF drawings.

We link each stage's deadlines to actual progress in proceedings and investor cooperation. The next stage should not start before the decisions and inputs on which it depends are available. The agreement also specifies what happens if proceedings are delayed or the brief changes: the extension, work outside the agreed price and how the change is approved in writing. Both parties then know when a delay is truly a delay.