section provides a sequential overview of the issues important in
developing a clear and effective description of the relationship
between an employer organization and the individual providing services
through an arm's length contractual relationship. While the majority
of comments are applicable for consideration and discussion between
an employer and employee in conventional employment relationships,
the focus here is on the definition of the relative roles in the
more distinct contract employment relationship; where it is beneficial
to both parties that all the issues are adequately addressed. From
the perspective of professional liability, it has been amply demonstrated
that a definitive and considered scope of responsibilities and expectations
of both parties will greatly reduce misunderstandings and focus
on quality service to the client, public and each other.
SCOPE OF SERVICES
a scope of services is essentially listing the specified tasks envisioned
within the term of engagement and the delivery or performance expectations
associated with the various tasks.
on the size and complexity of the employment organization and/or
project, it may be necessary to define the specific technical discipline
of the activity and skills expected or required to undertake the
commission effectively. The APEGGA Code of Ethics requires professionals
to clearly state the level of skill that can be delivered in meeting
the employer objectives and project requirements. It is detrimental
to both parties for either to convey inaccurate expectations of
skill or abilities in the core of the contractual relationship.
The scope of services can also indicate potential or future scope
for the individual based on performance of services or the extension
of project requirements.
special instances, the employer may require the contract employee
or independent contractor to undertake supervision or administration
of the organization's employees and/or client relationships. It
is important that these corporate responsibilities are clearly defined
and that the vehicle for acting on the employer's behalf be reviewed
for legal and financial implications.
REPORTING AND SUPERVISION
of reporting and supervision responsibilities is critical to the
flow of work, quality control, communication and employee development.
taking an employment position, the APEGGA member should clarify
with the employer the amount and kind of supervision that will be
received. The need for supervision should be determined at the outset
of the engagement and should address
extent of work reviews
· availability of technical guidance
· expectations for working independently
· co-operative work on teams
· progress reporting and stewardship
2.2.2 Supervision Exercised
taking a role involving the supervision of people in the employer's
organization, it is important to define the elements of the supervisory
role and the expectations. Consideration should be given to defining
technical supervision and mentoring responsibility
· administrative supervision responsibility
· expectations for assuming professional responsibility for
the work of those supervised
· expectations as the responsible engineer for permit stamping
· numbers of people to be supervised
· skills of those to be supervised
· consultation requirements and availability
· expectations for training others
· authority in setting work methods
· disciplinary authority
· expectations for performance assessment of others
Use of Professional Stamp and Permit to Practice Stamp
The APEGGA Permit to Practice and Professional Member Stamp represent
registration of the company and individual, respectively, to represent
themselves as qualified to provide services in designated disciplines.
Issuance of the stamps implies a level of capability to be approved
for registration as a member of APEGGA, but does not represent verification
by APEGGA of a quality control procedure in completion of professional
· Conventional practice has been that application of the
stamps is part of a quality control process of the individual or
organization. It is to be noted that the performance of professional
services, whether or not the stamps are applied, does not relieve
the individual of professional liability as noted in Section 2.4.
At all times during and after the term of the contract, it is the
professional's responsibility to adhere to the APEGGA Code of Ethics.
A clear understanding of the services required is essential to ensure
that the contract employee will not put himself or herself in a
compromising position. If the contract employee is concerned that
the services required will be in conflict with the Professional
Code of Ethics, this should be discussed with the employer and a
satisfactory resolution achieved. In the absence of satisfactory
resolution, the professional member must decline the opportunity
to enter into contract services with the employer.
facilitate this process, it is recommended that the contract employee
be fully conversant with the APEGGA Code of Ethics as outlined in
the "GUIDELINE FOR ETHICAL PRACTICE V2.0."
that the prospective employer may not normally employ the services
of an APEGGA professional member, the contract employee should ensure
that the employer is aware of the professional obligations required
of APEGGA members. The contract employee should be prepared to supply
a summary of his/her competency profile to the employer.
a contract is entered into, the contract employee is obligated to
provide the professional services to the best of his or her abilities.
When accepting an engagement to provide professional services, issues
relating to the assumption of liability for the work being performed
should be clearly understood.
employer's expectation of indemnification against loss as a consequence
of work done by a professional should be clearly understood by both
parties. The ability of the employee to obtain satisfactory Professional
Liability insurance should be addressed.
provider of professional services should understand the extent of
liability assumed in doing the work, the acceptable level of risk,
and possibly the need and availability of Professional Liability
(Errors and Omissions) insurance.
negotiating conditions of liability and indemnification or limitation
of liability, consideration should be given to:
fixing the maximum amount of liability
· fixing the time duration of the liability
· fixing the scope of work for which liability is assumed
· limiting or fixing the type of liability (consequential,
direct damages etc.).
Other considerations in assuming liability are:
responsibility for defense costs
· extent of consequential damages, if applicable
· post contract liability
· protection from the actions of third parties
· remedies for negligence, omissions and willful acts on
the part of the employer or third parties
· responsibility for insurance premiums following completion
of the contract and/or survivability of the employer organization.
certain contract employment situations, the professional will require
a "save harmless" clause, particularly where neither the
employer nor the professional are in a position to provide adequate
Professional Liability insurance coverage.
QUALITY CONTROL AND ASSURANCE
It is important for both the professional services provider and
the employer to understand the elements of professional practice.
The APEGGA publication "Professional Practice - A Guideline"
presents the requirements for Quality Management and professional
to be considered in providing high quality professional services
the availability of adequate facilities, resources and equipment
· effective loss control and risk management practices
· a business contract that recognizes and rewards value,
and one that does not put the professional member in a situation
of compromising professionalism for cost
· an environment that fosters professional development by
way of technical training, effective communication and teamwork
· quality practices using codes, standards, work reviews,
document management, planning and management review
· a professional practice management plan that addresses
ethics, professional responsibility, quality assurance, document
management and communications and control.
The Code of Ethics requires that APEGGA members "undertake
only such work as they are competent to perform by virtue of training
and experience". Training and the accumulation of experience
is most often associated with the early stages of an individual's
career. However, all members should not overlook the fact that today's
technology-based society demands specialized knowledge to be effective
and competitive. Every member should establish a personal program
of continuing education to maintain and upgrade their knowledge
of APEGGA members also have an obligation to ensure that their professional
staff maintain technical competence in all areas in which the employer
offers or uses professional services. Employers should be encouraged
to provide or support education and training programs such as:
formal training sessions conducted by the employer or by recognized
· informal on-the-job training under the guidance of qualified
· informal information sharing between employees through
workshops and networks
· active participation by contract employees in appropriate
technical and professional societies
· supporting professional members in APEGGA's mandatory Continuing
Professional Development Programs.
extent of employee integration into the employer's organization
(see Section 2.9) is to be considered in professional development
seeking, obtaining and maintaining employment, APEGGA members have
an obligation to conduct themselves in an ethical manner. This applies
to the manner in which they compete with other members for employment;
portray their training, skills and experience to employers; and,
for self-employed and contract members, the way in which they conduct
their business affairs. The Apegga Guideline
For Ethical Practice V2.0 contains descriptions of ethical and
professional conduct expectations.
APEGGA members seeking employment, the most common means of advertising
their services is through a personal résumé. Care
should be taken to ensure that information is accurate and that
details presented do not contravene confidentiality agreements with
previous employers and clients. The individual must only represent
expertise in those areas in which he or she is fully competent.
who are self-employed or those providing services on a contractual
basis may use additional means to advertise, such as business cards
and insertions in publications. The content of these and all other
forms of advertising should comply with guidelines established by
degree to which a contract employee can best provide service to
an employer is directly related to the knowledge and relationship
the individual has with other employees participating in the project
and the operating practices of the organization.
for work output and quality control is directly related to the degree
of direction given the employee (Section 2.2). In the case of a
Member-in-Training working as an independent contractor or contract
employee, and who, for APEGGA registration purposes must be directly
supervised by a Professional Member, the mechanism for direction
and responsibility must be discussed.
additional clarity associated with organizational integration include
the use of facilities (e.g. office space, materials, stationery
and vehicles), ownership of tools (e.g. computer) used to perform
the work and the degree to which the work is considered to be an
integral part of the business (e.g. part of the organizational chart,
receives or requires training by the employer).
organizations have developed ISO quality management programs: it
is important to understand and comply with employer policies and
procedures for tasks; including safety, quality control and reporting.
knowledge can be a critical ingredient to business performance.
Intellectual knowledge and proprietary property includes patents,
trade secrets, know-how, confidential practices and a range of other
privileged information such as client lists and project/ contract
stated, or expected, confidential treatment of information available
to the contract employee is integral to professional conduct. It
is both unlawful and contrary to the APEGGA Code of Ethics to divulge,
misrepresent or otherwise release information and property that
is proprietary to the employer without permission. Discussion in
the identifying and handling of intellectual property should be
addressed in the employment contract; this is often contained in
a Confidentiality Agreement. When the terms of the contract result
in a copyright, patent or other form of business venture, the agreement
should identify terms of contract employee or independent contractor
participation or remuneration, if applicable.
2.11 DURATION OF CONTRACT
for contract employment, a time-specific contract will be entered
into for a specified scope of services or single/multiple projects,
as required by the employer. The duration of the contract may be
determined by the employer or may be negotiated based on the contract
employee's estimate of completion date. In either case, it should
be understood by both parties that the employer is entitled to receive
the services contracted for in the timeframe specified and is prepared
to compensate the contract employee for services performed in the
manner agreed to in the contract.
the protection of both parties, the contract may contain a clause
which allows for cancellation by either party given mutually-agreed-to
notice periods. Consideration can also be given to the compensation
required for an employer to terminate a contract without notice.
mutual agreement, contracts may be extended for the services originally
contracted for or renewed for additional services required.
clauses may address actions for which termination without compensation
will apply and may normally focus on mutually agreed upon measurements
of performance or conduct.
clauses should be reasonable, with realistic definitions of time,
geography and scope specific to the services provided to the employer.
clauses can extend after termination and would reasonably address
items discussed in the previous section including know-how and customer