At present, the demand for consultancy and design services for construction works and architectural projects is increasingly growing. Architectural consultancy and design activities often involve the participation of experts, architects, construction engineers, and other relevant stakeholders to ensure that a project’s design meets aesthetic requirements, performance efficiency, and compliance with applicable construction standards and regulations.
So, what legal issues should be taken into consideration in cooperation for architectural consultancy and design? Below, NPLAW provides and clarifies legal regulations on contracts for architectural consultancy and design services for Clients.
At present, the demand for consultancy and design services for construction works and architectural projects is increasingly growing. Architectural consultancy and design activities often involve the participation of experts, architects, construction engineers, and other relevant stakeholders to ensure that a project’s design meets aesthetic requirements, performance efficiency, and compliance with applicable construction standards and regulations.
So, what legal issues should be taken into consideration in cooperation for architectural consultancy and design? Below, NPLAW provides and clarifies legal regulations on contracts for architectural consultancy and design services for Clients.
I. Current situation relating to contracts for architectural consultancy and design services
With the strong development of the economy and urbanization, the demand for construction works and real estate projects in Vietnam has been continuously increasing. It has led to a corresponding demand for architectural consultancy and design services.
Moreover, in the context of modern life currently, construction works are required not only to meet technical standards but also to ensure aesthetics, functionality, and environmental efficiency. Architectural consultancy and design contracts help ensure that these requirements are fully incorporated during the design and construction stages.
Consultancy and design contracts also assist the parties in clarifying the technical and financial feasibility of the design, thereby minimizing unnecessary changes or adjustments during construction. Architectural consultancy and design companies are required to select appropriate technical solutions that are consistent with construction materials and actual construction capabilities.
II. Regulations relating to contracts for architectural consultancy and design services
1. What is a contract for architectural consultancy and design services?
Consultancy means an activity of providing opinions or recommendations on matters raised, without having decision-making authority. From a legal perspective, consultancy refers to an activity whereby consultants provide solutions and guidance on issues proposed by clients, helping them gain an accurate and positive understanding of such issues.
Architectural design involves the arrangement and organization of space by the designer, including architectural layout, structural systems, power supply, lighting, water supply and drainage, air conditioning, ventilation, and other technical systems, in order to create an aesthetically pleasing, high quality, convenient, and functional living space. Thus, architectural design is a comprehensive activity that integrates art, aesthetics, and engineering science.
Currently, Vietnamese law does not provide a specific legal definition of a contract for architectural consultancy and design services. However, it can be understood that an architectural consultancy and design contract is a type of agreement entered into between an investor (or other relevant parties) and a consultancy and design company (or architect) for the provision of architectural consultancy and design services for a specific construction project. Such a contract stipulates terms relating to the scope of work, responsibilities, rights and interests of the parties, and other matters associated with the implementation of the architectural consultancy and design services.
2. What contents must be included in the detailed contract for architectural consultancy and design services? Which content is the most important and why?
A contract for architectural consultancy and design services is an important legal instrument governing the rights, obligations, and responsibilities of the parties involved (the investor and the architectural consultancy and design company) throughout the implementation of a specific project. For the effective contract, the parties must clearly define its terms to ensure transparency and prevent potential disputes.
The architectural consultancy and design contract includes the following basic contents:
- Information of the contracting parties:
- Information of the investor, including name, address, tax code, legal representative, etc.
- Information of the design consultancy company, including company name, address, legal representative, business license, etc.
- Scope of work:
- A detailed description of the tasks to be performed by the design consultancy company, including design stages such as basic design, technical design, and detailed design.
- Progress and implementation time:
- Clear provisions on the commencement and completion dates of the contract;
- Milestones for each design stage (conceptual design, detailed design, construction drawings);
- Main deadlines for monitoring and supervising progress.
- Fees and payment method:
- Service fees, including the method of calculation (based on working hours or floor areas, percentage of the construction value, or workload);
- Payment method, including advance payments and stage-based payments upon completion of each design stage.
- Ownership and copyright of the design
- Responsibilities of the consultancy and design company:
- Ensuring work quality, compliance with timelines, and protection of the investor’s interests.
- Responsibilities of the investor:
- Providing complete and accurate information necessary for the design process and making timely payments.
- Warranty and maintenance of the design:
- Conditions for maintenance, repair, and technical support during the warranty period.
- Design modification clauses
- Dispute resolution clauses
- Limitation of liability clauses
- Contract termination clauses
Although all contractual provisions are important, the scope of consultancy and design work is the most critical clause. Such an element determines the feasibility of the project. A clearly defined scope of work enables the parties to fully understand their respective responsibilities, thereby preventing omissions or conflicts during implementation. The more detailed the scope of work, the more effectively future changes and disputes can be minimized.
3. Rights and obligations of the parties relating to contracts for architectural consultancy and design services
Rights and obligations of the contracting party (project owner):
- Providing complete information regarding land area, land location, local construction standards applicable at the construction site, and requirements of the project management authority to the contractor for consultancy, design, and supervision purposes.
- Making full and timely payments to the contractor in accordance with Article 3 of the contract.
- Ensuring the legality of the investor’s rights over the land parcel or construction work.
Rights and obligations of the consulting and design party:
- Completing and handing over drawings and design dossiers in accordance with the agreed requirements and timeline.
III. Questions relating to contracts for architectural consultancy and design services
1. Is the consulting and design party liable if a project designed and consulted by them collapses?
In case of a building collapse, the liability of the consulting and design party depends on the cause of the incident.
- Collapse due to design errors
If the collapse is caused by design errors (such as incorrect calculations, failure to ensure load-bearing capacity, or non-compliance with technical standards), the consulting and design party may take legal liability, including:
- Compensation liability: If the design fails to meet safety and quality requirements, resulting in damage to property or loss of life, the consultant may be required to compensate the investor, users, or other affected parties.
- Contractual liability: Under the contract, the consultant may be subject to contractual sanctions or compensation for damages due to failure to properly execute design obligations as agreed.
- Collapse due to construction errors
If the collapse results from construction errors (such as the contractor’s failure to follow the design, use of substandard materials, or construction mistakes), the liability of the consulting and design party is limited. However, the consultant may still take responsibility in relation to:
- Construction supervision (if stipulated in the contract): If the consultant is responsible for construction supervision and fails to detect construction errors that lead to the incident.
- Provision of revised design solutions: Where changes or design issues arise during construction, the consultant is responsible for timely updates and appropriate alternative design solutions.
- Collapse due to force majeure (e.g., natural disasters, earthquakes)
If the collapse is caused by unforeseeable objective factors such as natural disasters or earthquakes, the consulting and design party may not be legally liable.
However, if the incident occurs due to the design’s failure to take such factors into account (for example, failure to design earthquake-resistant structures), the consultant may be deemed at fault for inadequate risk assessment.
2. Is notarization required for contracts for architectural consultancy and design services?
Under the Vietnamese Civil Code and relevant legal regulations, architectural consultancy and design contracts may be executed without notarization, as they are ordinary civil contracts. However, for contracts of high value or involving significant risks, notarization is recommended to enhance legal validity and better protect the parties’ rights and interests in cases of disputes or special legal requirements.
3. Is the consulting and design party required to hold a construction design practice certificate?
Pursuant to Clause 3, Article 148 of the Law on Construction 2014 (as amended and supplemented in 2020), organizations and individuals participating in construction consultancy and design activities must hold practice certificates appropriate to the type of construction works they undertake.
A construction design practice certificate is issued by a competent authority to individuals or organizations, certifying that they meet the required professional qualifications and experience to perform construction design services. Such certificates are mandatory for architects, design engineers, and consultancy organizations engaged in architectural consultancy and design activities.
IV. Legal consultancy services relating to contracts for architectural consultancy and design services
If you require legal consultation or assistance with procedures relating to contracts for architectural consultancy and design services, please contact NPLaw to receive direct advice and guidance from our professional team.
