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Electronic disclosure agreement for provided CAD backgrounds

ajbarc

Registered User
Joined
Oct 8, 2020
Messages
4
Location
Nevada
It comes up fairly often that a client or building owner will ask for the CAD backgrounds from an old set of drawings that I created. Depending on the situation I would typically just provide them or charge a small fee to provide them, however someone recently brought it to my attention that I should have some kind of disclosure agreement signed when I release those files where it is agreed to that they carry no warranty or guarantee of accuracy and should be verified before use, etc.

I had never thought about this before, but it does make a lot of sense. In order to reduce the paperwork and having to ask my client to directly sign a form as that may be seen as hostile I was thinking about including some text in every CAD file that states that use of this file constitutes agreement to these terms, etc.

Has anyone implemented something like this? Is this a common practice? If so does anyone have example language that they can provide so that I can make something to add to my files.

Thanks in advance for any help.
 

Mark K

Platinum Member
Joined
May 12, 2010
Messages
1,978
This is a valid concern.

Get the signed agreement.

You also need to have an understanding of how they will use the documents. Is the owner inferring that the backgrounds are more accurate than you intended>
 

RLGA

Sawhorse
Joined
Oct 18, 2009
Messages
2,698
Location
Phoenix, AZ
If this is something you may end up doing on a regular basis, add it into your Owner-Architect Agreement that electronic CAD/BIM files will be made available upon request, then add below that all of the conditions that apply if the electronic files are provided. This way you do not have to get a separate signed agreement.

As one of the conditions, I would state that these files are provided for the sole purpose of making renovations and additions to the project and may not be used for the construction of a new building at another location.
 

mark handler

Sawhorse
Joined
Oct 25, 2009
Messages
11,133
Location
So. CA
It comes up fairly often that a client or building owner will ask for the CAD backgrounds from an old set of drawings that I created. Depending on the situation I would typically just provide them or charge a small fee to provide them, however someone recently brought it to my attention that I should have some kind of disclosure agreement signed when I release those files where it is agreed to that they carry no warranty or guarantee of accuracy and should be verified before use, etc.

I had never thought about this before, but it does make a lot of sense. In order to reduce the paperwork and having to ask my client to directly sign a form as that may be seen as hostile I was thinking about including some text in every CAD file that states that use of this file constitutes agreement to these terms, etc.

Has anyone implemented something like this? Is this a common practice? If so does anyone have example language that they can provide so that I can make something to add to my files.

Thanks in advance for any help.
COPIED FROM THE AIA WEBSITE
1. Review the old Owner/Architect contract for the building expansion. Some or all these issues may have been already covered.
2. If your former contract is silent on these topics, you can elect to not share anything.
3. The CAD files have value. I know of no market precedent for assigning a dollar value to the files. Don't be timid; be fair.
4. If you have to aggregate the consultants documents, get paid for your time. Otherwise, let the former client approach the consultants directly. Cycling back to number 1, what does your Architect/Consultant agreement say about document ownership? Unless you have ownership rights to the consultant drawings, do not distribute them without the consultant's agreement.
5. Release of liability is critical. There's usually some language about "indemnification" and "hold harmless" in a document executed by you and the building owner. Check AIA documents for something like a Data Waiver form.
6..If you can delete the title block, signature and seal, do. Hopefully, the owner's design/build entity will comply with professional registration rules and respect your historical position by deleting references to you. In any case, step 5 ought cover you. Do not accept indemnification/liability waiver from the design build entity! Get it form the Owner; deeper pockets, better alignment of interests with yours.
 

Paul Sweet

Sawhorse
Joined
Oct 17, 2009
Messages
1,786
Location
Richmond, VA
Extract only the layers they need for backgrounds and send it as separate drawings. If they need other information they can extract it from the printed (or pdf'd) contract set.
 

ajbarc

Registered User
Joined
Oct 8, 2020
Messages
4
Location
Nevada
Yes. That is my concern. That I will provide backgrounds for a certain purpose like marketing or leasing documents and a year down the road they will do a TI and search their files and say hey here is a background to use for the new remodel. I usually strip my title block and anything that identifies the business from the files.
 

ajbarc

Registered User
Joined
Oct 8, 2020
Messages
4
Location
Nevada
Thanks for all of the responses. I'm looking into all of the available options and working with my insurance company to come up with something that satisfies everyone's concerns.
 
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