The government's main objectives of the arrangement with its consultants are:
• Quality. To a large extent the quality of the advisers depend on the reputation and experience of the advisers, and the way the advisers are managed by the government, rather than the terms of the retainer itself. Nevertheless, there are a number of issues that can be addressed in the retainer that could contribute to better quality advice.
o Clear instructions. A retainer should contain a terms of reference which clearly sets out the scope of work and agreed process of communication between the government and the government consultants.
o Incentives. A good retainer would align the interests of the government consultants with that of the government. While a "success fee" is sometimes seen as a way to achieve this, the broader government objective should be considered because it may not be in the interest of the government to complete a PPP transaction at all cost.
o Review. It may be appropriate to provide for a mechanism of review and feedback to the consultants of their performance. Consequences of unsatisfactory performance should place emphasis on resolution by negotiation and discussion rather than termination, because a change of government consultants mid-way through a project can be disruptive, costly, lead to delays and can reduce confidence in the private sector's dealings with the government. Nevertheless, there may be instances when termination is appropriate and a retainer should provide the government with the opportunity to terminate the consultant's appointment or retain other consultants.
• Cost. In looking at cost the government should be concerned with value for money rather than cost in absolute terms. The fees charged by the government consultants do have significant impact on overall costs, but so does the way the PPP project has been managed. Conflicting instructions, lack of commitment and lack of leadership can cause delays and ultimately add to the costs of PPP projects. The government should retain experienced and reputable consultants at market prices rather than the cheapest available consultants.
• Trust. The relationship between the government and its advisers should be one of trust. In most common law jurisdictions, there are fiduciary obligations that extend beyond the express terms of the contract. In any case, it is desirable that a retainer expressly imposes contractual obligations of confidentiality and provides for ways to resolve conflict of interest situations.