Parallel Architecture

The CDM Principal Designer is responsible for planning, managing, monitoring and coordinating health and safety in the pre-construction phase of the project. Our base appointment covers the pre-construction phase up to the Start-on-Site Handover, at which point we issue the current Pre-Construction Information, Designer's Risk Assessment, Residual Risk Review and initial Health and Safety File structure to you and the Principal Contractor. Optional construction-phase services are available by separate written instruction. Acceptance may be confirmed by signature, electronic signature, or completion of the client onboarding acknowledgement issued with the appointment.

Section 1 — Scope of Services

1. Introduction

The Construction (Design and Management) Regulations 2015 (CDM 2015) apply to all construction projects in Great Britain and seek to ensure the safety of all persons engaged in the delivery, future maintenance and ultimate demolition of construction works. This document sets out how Parallel Architecture will deliver the Principal Designer role on your project.

2. Our Role

As your appointed Principal Designer, we are responsible for managing the pre-construction design phase, assisting the project team to identify, mitigate or reduce any reasonably foreseeable risks arising from the design process that may affect the health, safety or welfare of anyone undertaking construction, future maintenance, alteration or demolition of the structure.

3. Pre-Construction Phase Deliverables

The base appointment covers the following stages and deliverables:

• Client onboarding and appointment documentation
• Duty holder notification and information issue
• Designer information returns — collection and coordination
• Contractor pre-start information return
• Competence evidence collection and review (limited to recording information provided and identifying apparent gaps for the Client's consideration — not certification or warranty of competence)
• Required information assessment and document register
• Pre-Construction Information (PCI) report
• Designer's Risk Assessment (DRA)
• Residual Risk Review (RRR)
• Action Tracker — maintained through the pre-construction phase
• Initial Health and Safety File structure and information
• Start-on-Site CDM Handover Record — issued to Client and Principal Contractor

4. The Start-on-Site Handover

At the conclusion of the base appointment, we will issue a CDM Start-on-Site Handover Record to you and the Principal Contractor, including the current PCI, DRA, RRR, document register, action tracker, Health and Safety File structure and any Health and Safety File information held by us at the handover date. Following handover, unless we are separately instructed to continue, the Principal Contractor will be responsible for reviewing, updating and revising the Health and Safety File information for the remainder of the project and passing the completed file to you at completion. The Start-on-Site Handover Record is a transfer of current information and status. It does not constitute approval that all construction activities are safe, that all outstanding design matters are resolved, or that no further design risk will arise.

5. Optional Services (by Separate Written Instruction)

The following services are not included in the base fee and are available by separate written instruction only:

• F10 notification support, where the project is notifiable and where separately instructed
• Review and written comment on the Principal Contractor's initial Construction Phase Plan, where separately instructed
• Attendance at pre-start and construction-phase meetings by separate written instruction
• Site visit to review notified CDM information matters, limited to matters expressly instructed and excluding site supervision, contractor method approval or general health and safety inspection
• Review and coordination of notified construction-stage design changes or substitutions
• Review and update of the Designer's Risk Assessment as design develops post-start
• Health and Safety File finalisation and issue at practical completion

Section 2 — Duty Holder Information

This section helps the Client understand the main CDM duty holder roles. It does not extend the scope of Parallel Architecture's appointment beyond the Scope of Services and Terms of Appointment in this document.

A. Domestic Clients (CDM 2015 Regulation 7)

Where the Client is a domestic client within the meaning of CDM 2015, certain client duties transfer to other duty holders in accordance with Regulation 7. This appointment is for the CDM Principal Designer role only and is limited to the scope set out in this document. Parallel Architecture does not accept appointment as Principal Contractor and does not manage or control the construction phase.

B. Commercial Clients (CDM 2015 Regulation 4)

Where the work is connected to a business — including buy-to-let landlords, property developers, corporate and institutional clients — the full set of Client duties under Regulation 4 applies. The Client must:

• Make suitable arrangements for managing the project and ensure those arrangements are maintained and reviewed throughout.
• Appoint a Principal Designer and a Principal Contractor in writing where there will be more than one contractor.
• Provide Pre-Construction Information to every designer and contractor working on the project.
• Allow sufficient time and resources to enable the project to be carried out safely.
• Ensure that, before construction starts, a Construction Phase Plan has been drawn up by the Principal Contractor, and that a Health and Safety File is prepared and kept up to date.
• Take reasonable steps to ensure that those they appoint have the skills, knowledge, experience and organisational capability to perform their role.

Parallel Architecture supports the Client in discharging these duties throughout the pre-construction phase. However, the duties themselves remain with the Client and cannot be transferred.

C. Duty Holder Summary

Role	Appointment	Key responsibilities
Principal Designer	Appointed by Client	Plans, manages, monitors and coordinates health and safety in the pre-construction phase. Identifies, eliminates or controls foreseeable risks; ensures designers carry out their duties and cooperate; prepares Pre-Construction Information; prepares the Health and Safety File. Parallel Architecture is your appointed Principal Designer.
Designer	Appointed by Client, lead consultant, contractor or other appointing party	Prepares or modifies designs. Must account for the general principles of prevention and the Pre-Construction Information to eliminate or reduce foreseeable risks, and provide information about residual risks to those who need it.
Principal Contractor	Appointed by Client	Plans, manages, monitors and coordinates health and safety during the construction phase; prepares the Construction Phase Plan; ensures welfare facilities, site induction and worker consultation; coordinates the work of all contractors.
Contractor	Appointed by Client or PC	Carries out, manages or controls construction work. Must plan, manage and monitor their own work; cooperate with the Principal Designer and Principal Contractor; provide workers with appropriate supervision, training and information.

D. Statutory Information

• HSE — CDM 2015 overview: hse.gov.uk/construction/cdm/2015
• HSE — Client duties under CDM 2015
• HSE — Domestic clients under CDM 2015
• HSE — Managing health and safety in construction (L153 Approved Code of Practice)
• CITB — Industry guidance on CDM 2015

Section 3 — Terms of Appointment

These Terms of Appointment form part of the appointment of the Principal Designer. They should be read together with the Scope of Services above and the Fee Proposal issued separately.

Part A — The Appointment

1. Parties and appointment. 1.1 The Principal Designer is appointed to provide CDM Principal Designer services under CDM 2015 for the project identified in the appointment. 1.2 Services are limited to the CDM Principal Designer role as defined in CDM 2015. This appointment does not constitute appointment as Building Regulations Principal Designer under Part 2A of the Building Regulations 2010 (as amended), unless separately agreed in writing. 1.3 No other services are implied by this appointment. 1.4 In the event of conflict between documents forming this appointment, the order of precedence shall be: (1) any signed written amendment; (2) these Terms of Appointment; (3) Scope of Services; (4) Fee Proposal; (5) appendices or project information schedules.

1A. Identity of the Principal Designer; the "Parallel Architecture" trading name; sub-consultancy between practices. 1A.1 "Parallel Architecture" is a shared, unincorporated trading name used independently by Robbie Thompson Design Ltd and James Nicholson Design Ltd, each a separate limited company carrying on business in its own right. It is not a legal entity, partnership, limited liability partnership, joint venture, consortium or association, and nothing in the use of that name creates or is intended to create any such relationship between the two companies or with the Client. 1A.2 The Principal Designer for this appointment is the single company named in the appointment; that company alone contracts with the Client and is responsible to the Client for the CDM Principal Designer services. No other company or practice is a party to this appointment, whether or not it carries out any part of the services or corresponds under the Parallel Architecture name. 1A.3 The other practice (and/or its personnel) may, with the Principal Designer's authority, carry out or assist with part of the services as a sub-consultant to the Principal Designer, and either practice may correspond under the Parallel Architecture name for convenience; any such involvement is undertaken for and on behalf of the Principal Designer and, so far as legally permissible, no duty or liability is assumed by the other practice to the Client by reason only of that assistance or correspondence. The Principal Designer remains responsible to the Client for the services as if it had performed them itself. 1A.4 Neither company is the agent or partner of the other, and correspondence issued under the Parallel Architecture name binds only the company named as Principal Designer in the appointment. 1A.5 The Client's contractual recourse in respect of the services is against the company named as Principal Designer only, subject always to clause 15 (Limitation of liability). As between Robbie Thompson Design Ltd and James Nicholson Design Ltd, liability is several and not joint, and any apportionment, contribution or indemnity between them is a matter between those companies only. 1A.6 Each of Robbie Thompson Design Ltd and James Nicholson Design Ltd maintains its own professional indemnity insurance in accordance with clause 14; the Client's contractual claim in respect of the services is against the company named as Principal Designer only, and the professional indemnity insurance relevant to that appointment is the insurance maintained by that company. 1A.7 Any arrangement, apportionment, contribution or dispute between the two companies is a matter solely between them, does not concern the Client, and gives the Client no rights against either company beyond those it has against the named Principal Designer. 1A.8 The Principal Designer will identify the contracting company in the appointment, fee proposal, invoices and, where reasonably practicable, project correspondence; use of the Parallel Architecture name alone does not alter the identity of the Principal Designer.

2. Scope of services. 2.1 The Principal Designer will provide the CDM Principal Designer services described in the Scope of Services above for the pre-construction phase of the project. 2.2 Services are limited to the CDM Principal Designer role as defined in CDM 2015, including planning, managing, monitoring and coordinating health and safety in the pre-construction phase. The Principal Designer does not control the construction phase, manage the site, supervise construction work, inspect contractor methods, or approve contractor means and methods unless expressly agreed in writing.

3. What is not included in the base appointment. 3.1 The following are excluded from the base appointment unless separately agreed in writing: continuous site monitoring; site supervision or clerk of works services; general construction health and safety inspections; CDM compliance inspections or site visits during the construction phase; approval of contractor construction methods, temporary works design, scaffold design or scaffold installation; review of contractor design changes, substitutions or contractor-designed portions arising after the Start-on-Site Handover Record; retrospective review of design or construction not notified before it proceeds; and any ongoing design coordination duties after the start-on-site handover point. 3.2 The Principal Designer role does not include the duties of the Principal Contractor. The Principal Contractor is responsible for planning, managing, monitoring and coordinating the construction phase, preparing and implementing the Construction Phase Plan, and ensuring welfare provision from the start of construction.

4. Appointment duration and endpoint. 4.1 This appointment commences on the date set out in the appointment. 4.2 The base appointment concludes on issue of the Start-on-Site Handover Record, unless the parties agree otherwise in writing. 4.3 If the works do not proceed, or are suspended for more than 12 months, either party may terminate this appointment on 14 days' written notice.

5. The Start-on-Site Handover. 5.1 At the conclusion of the base appointment, the Principal Designer will issue a Start-on-Site Handover Record to the Client and Principal Contractor, including the current PCI, DRA, RRR, document register, action tracker, Health and Safety File structure and any Health and Safety File information held by us at the handover date. 5.2 Where the appointment concludes and no other CDM Principal Designer remains appointed, the Principal Contractor shall be responsible for reviewing, updating and revising the Health and Safety File information for the remainder of the project and passing the completed file to the Client at completion. 5.3 The Start-on-Site Handover Record is a transfer of current information and status. It does not constitute approval that all construction activities are safe, that all outstanding design matters are resolved, or that no further design risk will arise.

Part B — Post-Start Services

6. Post-start design changes. 6.1 Any review or coordination of construction-stage design changes, substitutions, contractor-designed elements, temporary works proposals, changes in sequence or method affecting design risk, or updates to the PCI, DRA, RRR or Health and Safety File arising after the handover point shall be an Additional Service unless expressly included in a separate written instruction. 6.2 The Client must ensure that any post-start design work is undertaken and coordinated by competent persons. Where the appointment concludes at handover, the Principal Designer is not retained to monitor or coordinate construction-stage design changes unless separately instructed.

7. No automatic replacement CDM Principal Designer. 7.1 The Principal Contractor is not appointed by the Principal Designer as replacement CDM Principal Designer. Any appointment of a replacement CDM Principal Designer is a matter for the Client and must be made in writing. 7.2 A contractor should only be appointed to the CDM Principal Designer role where they are competent and adequately resourced, including holding suitable professional indemnity insurance for that role. The Principal Designer may request evidence for coordination purposes but does not certify or approve the competence of any replacement appointee unless expressly agreed in writing. 7.3 If no replacement CDM Principal Designer is appointed after handover, each duty holder remains responsible for their own CDM duties; the Principal Contractor's responsibilities are limited to their duties as Principal Contractor.

8. Notification reliance. 8.1 Any construction-stage services provided after the Start-on-Site Handover are dependent on the Client, Principal Contractor, contractors and designers notifying the Principal Designer of relevant design changes, substitutions, contractor-designed elements, temporary works proposals and material changes before affected works proceed. 8.2 The Principal Designer is entitled to rely on that notification process and is not responsible for reviewing or coordinating matters that have not been notified and could not reasonably have been known.

9. Retrospective review. 9.1 Retrospective review of design changes, substitutions, contractor-designed portions, temporary works proposals or construction already undertaken without prior notification is excluded from the base fee and will be undertaken only by separate written agreement. 9.2 Any retrospective review may be limited by the information available at the time of review and does not constitute approval of work already carried out.

10. Re-engagement for post-start services. 10.1 Following the Start-on-Site Handover, the Principal Designer may be re-engaged to review notified construction-stage design changes, substitutions, contractor-designed elements and related CDM information on an hourly rate or agreed fixed fee as set out in the Fee Proposal. 10.2 No post-start review is undertaken unless accepted in writing. No implied appointment arises from informal queries or correspondence unless accepted in writing by the Principal Designer.

Part C — Commercial Terms

11. Fees and payment. 11.1 Fees are set out in the Fee Proposal issued alongside this appointment, which forms part of the appointment. 11.2 Invoices are payable within 30 days of the invoice date, by bank transfer to the account on the invoice. 11.3 If payment is not received within 30 days, interest accrues on the outstanding sum at 8% per annum above the Bank of England base rate from the due date until payment, pursuant to the Late Payment of Commercial Debts (Interest) Act 1998. 11.4 The Principal Designer may suspend services on 7 days' written notice if any invoice remains unpaid more than 30 days after its due date. 11.5 Out-of-pocket expenses reasonably incurred (travel, printing, courier) are charged at cost plus 15% unless otherwise agreed. 11.6 Fees are exclusive of VAT, added at the prevailing rate.

12. Additional services and variations. 12.1 Where the scope of works changes materially, or services beyond the agreed scope are required, the Principal Designer will advise the Client and agree additional fees in writing before proceeding. 12.2 Significant scope changes include, but are not limited to: change of Principal Contractor; appointment of additional contractors; material change to the construction programme; addition of notifiable elements; change of site; or instruction to provide post-start services not included in the base appointment.

13. Suspension and termination. 13.1 Either party may terminate by giving not less than 14 days' written notice. 13.2 Either party may terminate immediately on written notice if the other is in material breach and (where capable of remedy) has failed to remedy it within 14 days of written notice. 13.3 The Principal Designer may suspend services on 7 days' written notice if (a) any invoice remains unpaid more than 30 days after its due date, or (b) the Client fails to provide necessary information within a reasonable time of being requested. 13.4 On termination, the Client shall pay all fees due for services performed to the date of termination, together with reasonable demobilisation costs. Any licence granted under clause 18.2 is conditional on payment of all outstanding fees.

Part D — Professional Standards and Liability

14. Insurance. 14.1 The Principal Designer maintains professional indemnity insurance in the amount set out in the Fee Proposal, subject to the terms, conditions, exclusions and excesses of the policy. 14.2 The Principal Designer also maintains public liability insurance of not less than £1,000,000 and employers' liability insurance as required by statute. 14.3 Insurance details are available on request. Cover is maintained for the duration of the appointment and for six years following the Start-on-Site Handover or practical completion, whichever is later.

15. Limitation of liability. 15.1 The total liability of the Principal Designer to the Client in respect of all claims arising out of or in connection with this appointment, whether in contract, tort, negligence, breach of statutory duty or otherwise, shall not exceed the lower of (a) the total fees paid by the Client under this appointment and (b) £1,000,000. The Client is advised to seek independent legal advice on the effect of this limitation. 15.2 The Principal Designer shall not be liable for any indirect, consequential or economic loss, including loss of profit, revenue, business or anticipated savings, even if advised of the possibility of such losses. 15.3 Nothing in these terms limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other matter that cannot be limited or excluded by law.

16. Reliance on information provided by others. 16.1 The Principal Designer is entitled to rely on the accuracy and completeness of information provided by the Client, designers, contractors, consultants, surveyors and other duty holders, and is not responsible for verifying concealed conditions, intrusive survey findings, design calculations, contractor methods or specialist information unless expressly instructed. 16.2 Where we identify apparent gaps, inconsistencies or missing information, we will record and communicate them through the PCI, action tracker, Handover Record or correspondence. We do not warrant that all unknown or concealed risks have been identified. 16.3 Project information may be stored in a secure project knowledge base, document register or project information portal used for delivery and record-keeping of the CDM services.

17. Client obligations. 17.1 The Client shall promptly provide all information relevant to the project, including existing surveys, reports, drawings and statutory consents, when requested. 17.2 The Client shall notify the Principal Designer in writing without delay of any material change to: the scope or nature of the works; the identity of the Principal Contractor or other key duty holder; the construction programme; the construction method; or any other matter that may affect health and safety planning. 17.3 The Client shall ensure appointed designers and contractors cooperate with the Principal Designer and provide information required of them under CDM 2015. 17.4 The Client shall not instruct any contractor to commence construction, demolition, strip-out, structural alteration or other intrusive works while critical pre-construction information identified by the Principal Designer remains outstanding, unless addressed through appropriate restrictions, exclusions, alternative controls or written clarification from the relevant competent duty holder. 17.5 Where the base appointment concludes at the Start-on-Site Handover, the Client must ensure that any further design work, substitutions, contractor-designed portions, temporary works proposals or post-start design changes are undertaken and coordinated by competent persons.

18. Intellectual property. 18.1 Copyright in all documents, reports and other outputs produced by the Principal Designer vests in and remains with the Principal Designer. 18.2 The Client is granted a non-exclusive licence to use those outputs for the purposes of the project described in this appointment; the licence does not extend to modification, reproduction for other projects, or sublicensing without prior written consent. 18.3 Payment of all outstanding fees is a condition of the licence in clause 18.2.

Part E — Legal and Regulatory

19. Confidentiality. 19.1 Both parties shall keep confidential all information obtained from the other and shall not disclose it without prior written consent, except (a) where required by law, regulation or court order; (b) to the extent reasonably necessary to perform obligations under this appointment; or (c) where already in the public domain. 19.2 The Principal Designer may disclose project information to other duty holders (designers, contractors, HSE) to the extent required to perform the CDM Principal Designer role.

20. Data protection. 20.1 Both parties shall comply with applicable data protection legislation, including the UK GDPR and the Data Protection Act 2018. 20.2 The Principal Designer processes personal data provided under this appointment as a data controller for managing the CDM appointment and delivering the agreed services. Data is retained for seven years following the Start-on-Site Handover or practical completion, whichever is later. 20.3 Personal data will not be used for unrelated marketing and will be shared with third parties only where necessary for the project or as required by law. 20.4 The full privacy policy is available on request.

21. Domestic client duty transfer. 21.1 Where the Client is a domestic client within the meaning of CDM 2015 Regulation 7, certain client duties transfer to other duty holders in accordance with the Regulations. 21.2 Parallel Architecture is appointed as CDM Principal Designer only; this appointment does not constitute appointment as Principal Contractor, and the Principal Designer does not accept responsibility for managing the construction phase or for the duties that transfer to the Principal Contractor under Regulation 7. 21.3 Where the Client is a commercial client, the full set of client duties under CDM 2015 Regulation 4 remains with the Client throughout the project.

22. Dispute resolution. 22.1 The parties shall attempt to resolve any dispute by good-faith negotiation between senior representatives within 14 days of written notice. 22.2 If not resolved within 28 days of the initial notice, either party may refer it to mediation through an agreed mediator or, in default, one appointed by CEDR. 22.3 If not resolved through mediation, it may be referred to adjudication under the Scheme for Construction Contracts (England and Wales) Regulations 1998 or, by agreement, to RICS arbitration. 22.4 Nothing in this clause prevents either party from seeking urgent injunctive or declaratory relief from the courts.

23. Third party rights, entire agreement and governing law. 23.1 This appointment is not intended to confer any benefit on any third party; the Contracts (Rights of Third Parties) Act 1999 shall not apply. 23.2 This document, together with the Fee Proposal, constitutes the entire agreement in respect of the CDM Principal Designer appointment and supersedes all prior negotiations. No variation is effective unless agreed in writing and signed by both parties. Acceptance may be confirmed by signature, electronic signature, or completion of the client onboarding acknowledgement. 23.3 This appointment and any dispute arising out of it are governed by the law of England and Wales, and (subject to clause 22) the courts of England and Wales have exclusive jurisdiction.

Client acknowledgement

Acceptance of this appointment is confirmed by signature, electronic signature, or by completing and returning the client onboarding form issued with the appointment. By accepting, you confirm you have read and accept the Scope of Services, Duty Holder Information and Terms of Appointment, that you understand your duties as Client under CDM 2015, and that you are authorised to accept this appointment on behalf of the Client. Formal countersignature is preferred but not required; completion of the onboarding form, or continued engagement following issue of the appointment, will be treated as acceptance.