A joint venture is essentially a partnership, but only for a specific and generally limited purpose. Partnership agreements and joint venture agreements generally distribute liability and compensation between the parties or between the parties. Comprehensive agreements with joint ventures also address issues such as the recognition of a lack of performance and the establishment of damages elimination obligations through mutual compensation; but this attribution is only internal. · Architect-Consultant Agreement for Special Services now contains the copyright, licenses and payment rules of the Prime agreement. Mediation has been added as a precondition for mandatory dispute resolution. “C105 is a standard form of agreement between the architect and another architect who provides consulting services. C105 is part of an existing owner-architect agreement, known as the Prime Agreement. B141™-1997, B141™CMa-1992, B151™-1997 and B163™-1993 are the documents most used to establish the Prime Agreement. C105 does not describe the fixed benefits for the consultant architect, but provides a place in the agreement for the insertion of a description of these services. This document can be used with a large number of compensation methods, including the multiple of direct staff costs and the amount set. (AIA.org) From a professional liability insurance perspective, it makes much more sense to offer services through a more traditional agreement with a first-class design specialist and a sub-advisor. When a Prime signs a contract, he or she is fully responsible for carrying out the tasks of the contract, including those that could be delegated to other design professionals through sub-consultant agreements. Sub-advisors are only responsible for their own actions.
This allows for a much clearer understanding of duties and duties and an articulated distribution of risks. From the point of view of professional responsibility, the clear limits of authority and responsibility for a prime-sub agreement are preferable to the gloom of the distribution of work and responsibility, which is often accompanied by a joint venture. Below is a full list of the new updated forms and agreements that will be published: “C801™-1993 will be used by two or more parties to provide for their reciprocal rights and obligations when setting up a joint venture. Once established, the joint venture must enter into an agreement with the owner for the provision of professional services. The parts can be all architects, all engineers, a combination of architects and engineers or another combination of professionals. The document offers a choice between two methods of community operation. The “Division of Compensation” method assumes that the services provided and compensation received will be distributed among the parties in the proportions agreed upon at the beginning of the project. The profitability of each party then depends on the individual performance of the pre-assigned tasks and is not directly related to that of the other parties. The “Profit and Loss Division” method is based on each party that performs work and charges the joint venture at costs plus a nominal amount for overhead. The profit or final loss of the joint venture is distributed among the parties at the end of the project, on the basis of their respective interests. (AIA.org) “The AIA Documents Committee regularly reviews its legal agreements to ensure they reflect the latest trends and nuances we see in the industry,” said Kenneth Cobleigh, Managing Director of AIA Contract Documents – Risk Management, Esq.