What should an Engineering Consultancy Agreement include under Thai law?

1. Definitions and Interpretation
2. Engagement
3. Design Basis and Client Data
4. Assumptions and Verification
5. Licensed Engineers and Professional Independence
6. Deliverables, Review and Acceptance
7. Inspections and Site Visits
8. Permits and Authorities
9. Variations
10. Fees and Payment
11. Standard of Care and Limits of Responsibility
12. Software, Calculation Tools and Artificial Intelligence
13. Reliance
14. Intellectual Property
15. Confidentiality, Personal Data and Records
16. Professional Indemnity Insurance
17. Liability
18. Suspension and Termination
19. Force Majeure
20. Assignment and Sub-consultants
21. Notices
22. Governing Law and Disputes
23. Integrity and Conflicts of Interest
24. General

• Check the Key Engineer's licence branch and level on the Council of Engineers website. The level must be enough for the size and type of the work, and every engineer who signs calculations or drawings for a permit must hold a Thai licence.
• Give the Consultant all the Client Data you hold — soil reports, surveys, existing drawings and equipment data (Clause 3.2). Missing data becomes an assumption, and wrong assumptions cost money later.
• Read the design basis report carefully before you confirm it (Clause 3.1). It fixes the codes, loads and criteria of the whole design. Ask the Consultant to explain anything you do not understand.

• Keep every issue of the Assumption Register (Clause 4.2) and arrange the investigations it asks for by the dates stated. If you do not, the redesign when an assumption proves wrong may be at your cost.
• Confirm or comment on each Deliverable within … Business Days (Clause 6.2).
• Ask for the Consultant's written estimate before asking for any change (Clause 9.2). Without an approved estimate, the Consultant is not entitled to extra fees — and may refuse to start the work.
• With time-based fees, check the monthly timesheets and watch the 80% notice (Clause 10.1). The not-to-exceed amount can be raised only by your written approval.
• An inspection report states what was and was not inspected. Read the limitations section before relying on the report for a purchase, lease or loan, and commission opening-up or testing where the report recommends it.
• Site visits are periodic observation (Clause 7.4). If the building needs a licensed construction supervisor, appoint one and notify the local authority before work starts — the Consultant has agreed to act for the engineering works, so obtain its signed letter of consent.

• A Thai company or partnership that pays a Thai consultant withholds 3% of each payment for services and gives a withholding tax certificate (Clause 10.5). If the Consultant is outside Thailand, a different rate and a tax treaty may apply; check before the first payment.
• For stamp duty this Agreement is a hire of work. Duty is 1 THB for every 1,000 THB or part of 1,000 THB of the fees. On the fee you entered, the duty on the original is the amount the system calculates from the figures entered, and each counterpart carries the amount the system calculates from the figures entered.Because the Fees are in …, convert them to Thai Baht at the exchange rate on the date of signing and calculate the duty on the Baht amount. The Consultant pays the duty within 15 days after signing — in money to the Revenue Department if the fee is 1,000,000 THB or more, or through the e-Stamp Duty system if the Agreement is signed electronically. If the fees paid later exceed the amount stated, additional duty is payable. An unstamped agreement cannot be used as evidence in a Thai civil court until the duty and a surcharge are paid.

• Only the Client may rely on the Deliverables unless the Consultant issues a reliance letter (Clause 13.1). If a bank or buyer will rely on a report, ask for the letter early.
• Do not let anyone change a signed drawing or calculation without the Consultant's written approval (Clause 14.3).
• Keep the Deliverables and the Assumption Register with the building records. They are needed for any future alteration or inspection.

• A company signs through the director or directors named in its latest company affidavit, with the company seal if its rules require one. Electronic signatures and signed PDF copies are valid (Clause 24.5).
• A Thai court works in Thai, so a certified Thai translation will be needed if a case is filed.

Compiled from the notes that accompany the English contract templates on this site, published by Phuwara Krobtaku (ภูวรา ครอบตะคุ), Thai attorney-at-law, licence no. 477/2558. The short answer and summary at the top of this page are put together by the site from the template's clause headings and notes. Statutes are quoted only in the official Thai text: Thai is the only official language of Thai legislation, and an unofficial translation can mislead. Article registry OKC-E43E00. If you reuse this content, please credit the author and link to the original.