https://www.kennedyslaw.com/thought-leadership/article/covid-19-the-professional-consultants-view

Contractual considerations

Of course, specific contractual terms will differ. It is important for all parties to review their contracts for each project. We have created a suggested list of items to consider:

• Delay: Generally, consultants’ appointments do not offer extensions of time or force majeure clauses. However, they can include clauses regarding a consultant’s obligation to abide by a set programme or project schedule and to exercise reasonable skill and care. Some appointments require the consultant to notify the employer of potential delays to the project.
• Additional costs: There is likely to be a mechanism by which consultants can claim additional cost, and parties should consider whether this could be triggered.
• Notice: Some appointments require the consultant to provide prior notice to the employer of any likely delay or additional cost. Any ability to claim additional time or cost can be conditional upon this notice.
• Variations: Employers often have a right to vary the services under the appointment, which can include the omission of work (and consequent reduction in fees).
• Suspension: Most appointments will give the employer the right to suspend at any time, perhaps following the provision of notice. There may also be a right of suspension for the consultant.
• Payment and instalments: In the event of any delay or suspension, many appointments will allow the employer to amend the payment or instalment dates so as to correspond with the work actually carried out.
• Termination: Does the employer have the right to terminate at will? Does the consultant? If not, does either party have the right to terminate on specified circumstances, and are any of those circumstances fulfilled?

If the contract is still being negotiated, then parties should ensure that the contract explicitly deals with the possible impacts of the outbreak. Particular attention should be paid to liability and obligations with regard to additional cost and delay. It is also advisable to ensure that the contract is capable of execution by electronic signature.