Elton Ecology Ltd Standard Terms and Conditions of Contract for Services
1. Definitions
In these terms and conditions:
“Agreement” means the agreement, represented by this document and contains the terms of the
employment and such additional clauses and specifications as may be deemed necessary.
“Client” means any individual, group, body, authority, private or public company to whom a consultant
provides professional services, and/ or which buys the services of Elton Ecology.
“Conditions” means these terms and conditions.
“Consultant” means a professional ecologist, or any other person, working for or on behalf of Elton
Ecology.
“Elton Ecology” means Elton Ecology Ltd, a registered private limited company in England and Wales
(company number: 11499988), trading as Elton Ecology.
“Fee” means an amount payable for services carried out by Elton Ecology.
“Project Specifications” means the document detailing the works to be undertaken by the consultant for
the client and, where appropriate, the methodology to be adopted. This is typically defined by the
‘Scope’ in the Fee Proposal document.
“Proposal” means the Fee Proposal, or ‘Quote’, provided by Elton Ecology to the client outlining
proposed costs or fees and scope of services.
“Services” means services, including surveys and deliverables, provided by Elton Ecology to the Client.
“Site” means a site of the client for which services are provided.
2. General Conditions
Duty of Care
As a member of the Chartered Institute of Ecology and Environmental Management CIEEM, the
consultant shall operate within the terms of the Institute’s Code of Professional Conduct and within the
law of the country he/ she is working in. As such, the consultant shall use reasonable skill and care and
diligence in the performance of their duties and show due care and regard for the environment, their
clients and their colleagues.
Consultant’s Authority
The consultant shall act on behalf of the client as an impartial advisor, investigator or agent in those
matters defined in this agreement.
Professional Standards and Conduct
i) To meet standard legislative and local authority requirements, survey reports will normally
contain recommendations which will follow industry good practice. These will be based on
the professional interpretation of survey results and may also include recommendations in
relation to protected species observed on the site other than those for which the survey
was commissioned.
ii) No responsibility will be accepted for any repercussions arising from a client not carrying
out recommendations in full.
Liaison with Responsible Authorities
It is often necessary, and beneficial to the client, for the consultant to discuss details of the approach to
and/or results of surveys and other contracts with the responsible authorities (local authorities, Natural
England etc.), particularly where planning permission or a protected species licence is required. This
helps the consultant to ensure that the approach will provide precisely the information required by the
relevant authority in order to determine an application, and therefore this will normally be undertaken
on behalf of the client. Where possible this will be discussed with the client in advance; however, on
occasion (e.g. where the authority has contacted us directly to clarify certain issues) such discussions
may be undertaken without further reference to the client, unless expressly instructed not to do so in
advance.
Modifications and Revision to Agreement
Any modifications to this agreement that are deemed necessary by either the consultant or the client
should be notified to the other party at the earliest opportunity. Consent for modifications arising from
unforeseen circumstances or factors should not be unreasonably withheld by either party.
Dealings with and Appointment of other Consultants/Sub Consultants
Additional consultants or sub consultants may be appointed by either the client directly or by the
consultant.
Liability for Other Consultants
i) The consultant shall not be responsible for the actions and/or omissions of another
consultant except where this is explicitly laid down in this agreement.
Insurance
It shall be the duty of the consultant and client to provide evidence that each holds sufficient and
appropriate insurance to meet their respective liabilities in relation to this project.
Client Responsibilities
i) Information from the client
The client shall provide the consultant with such information as are necessary for the proper
performance of the agreed service, in particular any copies of reports detailing previous
ecological surveys undertaken on the site, and available to the client. If it is found that such
documents, or any other pertinent information, have been withheld without good reason,
the consultant reserves the right to terminate the contract without notice and to require
payment for any expenses incurred.
ii) Representative of client
If the client is a company or other group of persons, the client shall be required by the
consultant to nominate one specific representative for the duration of the project.
Copyright
Copyright on all documents including survey information, text, photographs, drawings and other
illustrations prepared by the consultant shall, unless otherwise agreed, remain the property of the
consultant. The client shall be entitled to use documents prepared by the consultant in the execution of
this agreement provided that:
i) all fees due to the consultant at that stage have been paid;
ii) the use relates only to the project or part of the project for which the material was prepared;
and
iii) the consultant shall not be liable for the use of the documents described in this clause for
purposes other than those for which they were prepared and provided.
Acceptance of Terms and Conditions
No work will be booked into the consultant’s programme nor undertaken until the quoted costs and all
terms and conditions have been accepted in writing. Acceptance in writing includes via email reply.
Delays and Cancellations
If agreed work dates have to be altered as a result of delays caused by the weather, or by availability
of access permissions, or by safety issues, or by any other circumstances outside the consultant’s
control, the next available date will be programmed, taking into account pre-existing bookings. The
consultant makes no guarantee that revised work dates can be arranged to meet the original deadlines.
Any cancellations resulting from such delays will be subject to an appropriate charge. Work that is
curtailed by a client or for other reasons beyond the consultant’s control part way through a pre-booked
day (e.g. supervisory works) or cancelled at less than 24 hours notice will be charged the full daily rate.
Modification of Agreement
If either party to this agreement considers modifications to the project to be necessary, full details must
be provided in writing. If agreement for appropriate modifications cannot be reached within 30 days,
dispute procedures may be implemented (see Clause ‘settlement of diputes’).
Termination by the Client: Grounds
The length of notice for the termination or suspension of all or part of this agreement shall be as set out
in the Schedule. If, after 30 days following notification of suspension of this agreement, the consultant
has not received instructions from the client, the consultant shall make a final, written application for
instructions. In the event of no instructions being received by the consultant within a further 30 days of
the final application, this agreement shall be deemed to have terminated. Compensation as set out in
the Schedule may be payable to the consultant.
Termination by the Consultant: Grounds
The length of notice for the termination of all or part of this agreement by the consultant shall be as set
out in the Schedule. The consultant shall give full details of reasons leading to the termination and a
suitable course of action for the closure of the project shall be agreed in writing. Compensation as set
out in the Schedule may be payable to the client.
Death or Incapacity
In the event of death or serious incapacity of a sole practitioner preventing the continuation of this
agreement, it shall be deemed to have terminated.
As soon as all outstanding fees have been paid, the client shall be entitled to use all data prepared on
the project subject to the provisions of Clause ‘Copyright’.
Settlement of Disputes
i) By agreement
Differences or disputes arising out of the appointment in relation to professional, ethical or
any other matter may be settled by agreement between the parties.
ii) By mediation
If agreement cannot be reached, the client or consultant are free to invite a third party to
act as mediator.
iii) By arbitration
Any difference or dispute arising out of the appointment which cannot be resolved in
accordance with either Clause 19i or 19ii shall be referred to arbitration by a person agreed
between the parties. If agreement cannot be reached after 14 days, the matter shall be
referred by either party to the Chartered Institute of Arbitrators for the appointment of an
arbitrator.
Governing Laws
The application of this agreement shall be governed by the laws of the country in which the agreement
is implemented. The client and consultant shall comply with all relevant legislation.
Limitation
No actions or proceedings for any breach of this agreement shall be commenced against the consultant
after the expiry of 6 years from the date of the relevant report.
3. Site Work
Resident Consultants
Where a requirement for frequent or constant professional supervision is agreed, a resident professional
shall be appointed on a full or part-time basis by the consultant under specific terms of appointment and
remuneration.
Site Safety
Surveys will be undertaken on the basis that the site is in a safe condition. If at any time the consultant’s
surveyors feel it is unsafe to proceed, work will be terminated until the site can be made safe.
Risk Assessment
Where required, work will be subject to risk assessment.
Welfare
Where a continued presence on site is required (e.g. supervision of roof removal, installation of fencing
etc.), adequate toilet and hand-washing facilities must be provided or made available.
Access Permission
We will require full access permission to be arranged. No site survey will commence until all such
permissions are confirmed.
Bat Surveys
For bat surveys, access is required to all loft spaces and other areas such as cellars. If access
is not possible to all areas, the assessment may be incomplete and the local authority may require
further surveys to be undertaken. If the consultant must visit the site a second time because full access
was not available on the first visit, an additional charge will be made.
4. Remuneration
Costs
i) Costs include one paper copy of the final report if required; additional paper copies will be
charged at cost.
ii) Any additional meetings or other work that may be required will be charged at the
consultant’s standard daily rate to be agreed in writing.
iii) Unless otherwise stated, travel to and from site is included in the time allocation quoted.
iv) Rates are normally reviewed each year. Revised rates may therefore apply to work that
has been quoted for in one calendar year but is not undertaken until the following calendar
year, unless agreed otherwise.
Payment Terms