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Letters and Emails Can Lead Nowhere – Get a Properly Drafted Contract!

No matter how many letters or emails are exchanged, they frequently do not reach a binding conclusion and can never replace a professionally drafted contract. The High Court made that point in dismissing an architecture firm’s claim for allegedly unpaid fees in respect of a benighted residential development.

The firm was engaged by a businessman to produce plans for the demolition of two existing buildings and their replacement by a single home. The firm succeeded in obtaining planning permission for the project. However, a dispute arose as the development entered its final phase. The firm was suspended from the project and another architect was instructed to complete the necessary work.

The firm launched proceedings against the businessman and his daughter with a view to enforcing payment of two invoices, totalling about £40,000. The firm relied on emails and a letter which itemised its proposed fees. It argued that it was, in any event, entitled to payment of the invoices on the basis of work done.

In dismissing the firm’s claim, the Court found that the businessman’s daughter had not been a party to any contract, having acted solely as her father’s project manager. Although there had been extensive discussions, both in letter and email form, as to fees payable and work to be undertaken, they had reached no definitive conclusion and the firm’s fees had never been finally agreed.

The Court noted that the firm’s drawings in respect of the project’s final phase were in any event of limited value in that they were in certain respects non-compliant with building regulations. Given that lack of care and skill, the businessman was entitled to set off against any sums he owed the firm in respect of previous invoices the costs of obtaining both new plans from the replacement architect and building regulations consent.