General Contract Conditions



  1. CGTS shall provide to the client the consulting services described in the accompanying letter.
  2. In providing services, CGTS shall exercise the degree of skill, care and diligence normally exercised by consultants in similar circumstances.
  3. The client shall provide to CGTS a briefing and all information concerning the client's requirement for the commission.
  4. The client shall pay to CGTS the fee and the reimbursable expenses as set out in the accompanying letter.
  5. All monies payable by the client to CGTS shall be paid within 30 days of invoice. Monies not paid within that period may attract interest from the date of invoice until payment is received at a rate of 10% per annum.
  6. The liability of the consultant to the client in respect of the project shall be limited to the cost of rectifying the works the subject of the commission, or the sum of $1,000,000 whichever is lesser.
  7. No action shall lie against the consultant at the suit of the client after expiration of one (1) year from the date of invoice in respect of the final amount claimed by CGTS pursuant to Item 4.
  8. Copyright in all developed code, drawings, reports, specifications, bills of quantity, calculations and other documents provided by the consultant in connection with the project shall remain the property of CGTS.
  9. Subject to Item 10, the client alone shall have a licence to use the items referred to in Item 8 for the purpose of completing the project, but the client shall not use, or make copies of such items in connection with any work not included in the project.
  10. If the client is in breach of any obligation to make payment to CGTS, CGTS may revoke the license referred to in Item 9 and the client shall then cause to be returned to CGTS all items referred to in Item 8 and all copies thereof.
  11. Any dispute between the client and CGTS shall first be the subject of mediation provided that this provision shall not prevent CGTS from instituting legal action at any time to recover monies owing by the client to CGTS
  12. The client may terminate his obligation under this agreement:
    1. In the event of substantial breach by CGTS of the obligations hereunder, which breach has not been remedied within 30 days of written notice from the client requiring the breach to be remedied, or
    2. Upon giving CGTS 60 days written notice of its intentions to do so.
  13. CGTS may suspend or terminate their obligations under this agreement:
    1. in the event of:
      1. Monies payable to CGTS hereunder being outstanding for more than 60 days.
      2. Other substantial breach by the client of his obligation hereunder, which breach has not been remedied within 30 days of written notice from CGTS requiring the breach to be remedied, or
    2. Upon giving the client 60 days written notice of intention to do so.
  14. If CGTS considers it appropriate to do so, it may with the client’s prior approval, which shall not be unreasonable withheld, engage other consultants to assist CGTS in specialist areas. The client accepts responsibility for all monies payable to such other consultants.
  15. Neither party may assign, transfer or sublet any obligation under this agreement without the written consent of the other. Unless stated in writing to the contrary, no assignment, transfer or subletting shall release the assignor from the obligation under this agreement.