Does the AIA Contract Documents offer an agreement between an architect and consultant that does not flow down terms and conditions from the Prime Agreement?
Yes, C402-2018, Standard Form of Agreement Between Architect and Consultant for Special Services, has a limited flow down: copyrights, licenses, and payments. The Owner-Architect agreements require the Architect to obtain a nonexclusive license from its consultants that allows the Owner to use the Consultants’ Instruments of Service solely and exclusively for constructing, using, maintaining, altering, and adding to the Project. For the Architect to meet its contractual obligation with the Owner, this copyright and licensing provision is also required of the Architect’s Consultants. Regarding payments, the Architect must pay the Consultant promptly after the Architect is paid by the Owner under the Prime Agreement.
Is C402 a new or revised document?
C402 is a revised document. It was formerly numbered C727™-1992.
What consultants can an architect retain with C402?
An architect can use C402-2018 to hire consultants whose services are limited in scope and/or do not extend to the construction phase of the Project. Examples of these services include but are not limited to, modeling, planning, feasibility studies, post-occupancy studies, specification writing, kitchen design, hardware schedules, elevators, lighting, fire protection, security systems, and carpet carvers.
If the parties will incorporate all terms of the Prime Agreement and involve the Consultant in the construction phase, AIA Document C401™–2017, Standard Form of Agreement Between Architect and Consultant should be used. C401 is also appropriate for Consultants who provide the usual and customary mechanical, electrical, and structural engineering services.
What other major changes were made from C727-1992 to C402-2018?
- A Table of Articles has been added.
- The parties are required to insert protocols for transmitting Instruments of Service or other data in digital form.
- An expanded standard of care has been added that requires the Consultant to perform its services with the professional skill and care ordinarily provided by professionals practicing in the same or similar locality under the same or similar circumstances.
- A Consultant must be licensed in the jurisdiction where the Project is located – if the jurisdiction requires it.
- The Agreement terminates one year from the date of Substantial Completion unless the parties state otherwise in the Agreement.
- Specific types of insurance that the Consultant must maintain until termination of the Agreement are stipulated as part of the Consultant’s responsibilities.
- Mediation has been added as a condition precedent to any form of binding dispute resolution. Additionally, the parties are no longer limited to arbitration for the default form of binding dispute resolution but can choose from arbitration, litigation, or another method.
Is the C402 based on any other agreement?
C402 was updated with content from C401-2017, Standard Form of Agreement Between Architect and Consultant, and B101™-2017, Standard Form of Agreement Between Owner and Architect. C402 has also maintained some content from its previous version C727-1992.
What family of documents does C402 belong to?
C402 is a part of the conventional family of documents.