Amendments to Prompt Payment and Adjudication Regulation Introduce New Opt-Outs for Consultants

With the most recent amendments to the Prompt Payment and Adjudication Regulation, Alberta’s prompt payment legislative framework continues to evolve.

The amendments to the Prompt Payment and Adjudication Regulation (the “Regulation”) proclaimed in November 2025 follow the more sweeping amendments made earlier in 2025, which were discussed in our publication on March 28, 2025. And while the Spring 2025 amendments were much broader in scope, the latest changes are of particular significance for consulting professionals, as well as the owners, contractors, and subcontractors who rely on their services.

An overview of the Fall 2025 amendments

The amendments are codified in Section 35 and the newly added Section 35.1 of the Regulation. Under the amendments, specific consulting professionals—namely, regulated professional engineers and architects—have been afforded a mechanism to opt-out of lien rights, as well as the associated statutory holdback requirements.

Under Section 35.1(1), eligible consulting professionals may waive their lien rights by ensuring that there is an express waiver clause included in any contracts for service.[1] While the Government of Alberta has provided an example of the waiver language that parties may choose to employ, there is no prescribed or mandatory form.[2] A contract may include the relevant opt-out language as a clause, schedule, or appendix, provided that it clearly reflects the consulting professional’s voluntary waiver of their lien rights under the Prompt Payment and Construction Lien Act (“PPCLA”). As such, it is important to ensure that any opt-out clauses are reviewed by legal counsel.

On a practical note, a explicit waiver of lien rights by a consulting professional means that owners will no longer be required to maintain statutory holdbacks under sections 18 and 23 of the PPCLA in relation to that professional. This change is meant to, at least in part, alleviate payment concerns by allowing consulting professionals to receive full payment without being subject to holdbacks tied to overall project completion.

It is important to note that consulting professionals are deemed to participate in lien fund requirements by default unless they expressly elect to opt-out. The amendments strictly apply only to engineers and architects; the amendments do not allow for other professionals, contractors, or service providers that may be associated with a project to waive their specific lien rights.

Potential downstream effects on consulting contractors and subcontractors

The Fall 2025 amendments may also have implications beyond the consulting professionals explicitly named in the provisions. Statutory guidelines provided by the Government of Alberta have expressed that contractors and subcontractors reliant on opting-out consulting professional are also deemed to have opted-out of any lien fund requirements.[3]

It is worth noting that this particular effect of the amendment is not directly addressed in the language of the Regulation or the PPCLA. It therefore remains to be seen how courts will interpret its impact on the lien rights of subconsultants of opting-out professionals. In any case, the provision’s potential repercussions make it especially important for all project participants to understand how lien waivers are structured, particularly in upstream contracts.

Minimal government oversight

As with previous changes to the prompt payment legislation, the most recent amendments do not prescribe waiver forms or enforce specific contractual language. It remains the responsibility of contracting parties to oversee contracts, enforce their terms, and resolve any associated disputes.

In short, contracting parties bear full responsibility for negotiating opt-out clauses and lien waivers, as well as managing and defining payment obligations. Parties are encouraged to ensure that contracts are carefully reviewed and tailored to the specific project, including any additional provisions regarding sub-consultant waiver.

Conclusion

The most amendments to the Regulation are the latest reform in a process that began with the passage of the PPCLA in August 2022. The Government of Alberta has described the Fall 2025 amendments in particular as a response to feedback from consulting stakeholders, whose work is often front-loaded on project timelines and is therefore vulnerable to significant payment delays as a result of lien claims.

And while the Fall 2025 amendments provide new mechanisms for parties to manage payment obligations, the associated risks and rights remains a matter of private contract.

The members of the McLennan Ross Construction Practice Group are prepared to assist consulting professionals, owners, and subcontractors with better understanding the impacts of the most recent amendments on any ongoing or future construction projects.