GENERAL TERMS OF BUSINESS
These terms provide the answers to the questions below
1. INTRODUCTION
What are your terms and hours of business?
2. SERVICE
What proof of identity do you require from me?
Will you give undertakings on my behalf?
How will I know what is happening in my matter?
Do you give tax advice?
Do you give financial advice?
What can I do if I am not happy with your service, or your charges?
3. CHARGES
How do you calculate your charges?
What are ‘disbursements’?
Are contentious matters different?
When am I required to pay your bills?
What will I have to pay if my matter does not reach an end as expected?
I want you to act for my company, am I liable for your bills?
What will happen if I do not pay your bills?
How can I challenge the amount of your bill?
4. STORAGE OF PAPERS
How long do you keep your file?
Do you store wills and deeds?
5. MONEY
How do I pay money to you?
Will I receive interest?
Where is my money invested?
Will my financial affairs be kept confidential?
6. TERMINATION
When will your service come to an end?
1. INTRODUCTION
These are our general terms and conditions of business. They are the main part of our legal services contract with our clients, and may be supplemented or varied by us in writing by other terms and conditions supplied by the department conducting the matter, or as confirmed by letter.
Hours of business
Our offices are normally open weekdays between 9 am and 5.30 pm. Essential appointments can be arranged outside these hours. Telephone messages can be left on our answering service and by email.
2. PROVIDING OUR SERVICES
Proof of identity
We are required by law to obtain appropriate proof of identity for our clients. We may arrange to carry out an electronic verification of your identity if we consider that a saving of time and cost will be achieved by doing so. The cost of any such search will be charged to you. If the amount is in excess of £10 including VAT, we will seek your prior agreement.
The service plan
We will confirm in writing:
the service that we will provide;
the name of the person in the firm who will provide the service, and if this changes, the reason for the change. This person may be assisted by other staff; and
the name of the Director with responsibility for supervision of the service provided, the ‘Director Responsible’, and if this changes, the reason for the change.
We will comply with our obligations as set out by the Solicitors Regulation Authority. These include our commitment to equality and diversity in running our practice, our policy is available on request.
Timescales
An estimate of the timescale will be confirmed in writing, where possible. It will depend on the nature of each case whether an accurate timescale can be given. Often legal work is complex, contentious and uncertain (such as litigation), or progress is dependent upon the actions of others. This may mean that estimates can only be given on a step by step basis, and may need to be reviewed as progress is made. Please do not make arrangements based on a timescale estimate without first checking with us whether it is sensible and safe to do so.
Undertaking tasks
We will inform you of, and possibly discuss and agree with you, what steps we are taking on your behalf. There will often be action you will need to take. We will explain any such action to you and indicate if the time within which it should be taken is critical.
Undertakings
If we are required to give an undertaking on your behalf we will not give such undertaking without your prior approval, unless it is part of usual business. If we are required to undertake to make a payment on your behalf, we will normally require that the relevant amount, or a reasonable estimate of that sum, is paid to us before we give the undertaking, as that undertaking cannot be withdrawn.
Keeping you informed
We will communicate regularly with you. We may send copy correspondence to you for your information unless you have instructed us not to.
We will try to communicate with you by such means as you may request. We may need to virus check disks or email. Unless you withdraw consent, we will communicate with others when appropriate by email or fax, but we cannot be responsible for the security of correspondence and documents sent by email or fax.
Where we act for two or more clients jointly it is on the clear understanding that we are authorised to act on instructions received from either, both or any of them, on behalf of the others, unless we are instructed otherwise in writing.
Our firm may be subject to audit or quality checks by external firms or organisations. We may also outsource work. This might be, for example, typing, photocopying, bill of cost preparation, or research and case preparation. Information from your file may have to be made available to another person. We will always seek to obtain a confidentiality agreement with that other person or organisation.
You need to provide us with clear and timely instructions, the information and documents required for us to do our work, and funds required.
Tax advice
Any work that we do for you may have tax implications or involve tax planning strategies. Unless we confirm in writing that we are giving you tax advice, we will not advise you on the tax implications. If you have any concerns about tax implications, please raise them with us. If we cannot assist you, we may be able to refer you to an appropriate tax advisor.
Financial Services
This firm is not authorised by the Financial Conduct Authority to give advice on financial products.
Our client care service
We wish to provide a good standard of service. If you believe this is not being provided please bring this to the attention of the person providing the service, preferably in writing. If you are not able to resolve the issue with that person, please ask that person to refer the matter to the Director Responsible. If you remain dissatisfied, please write to the Complaints Director, Daniel Couchman at 5 Charter Walk, West Street, Haslemere, Surrey GU27 2AD. A copy of our full complaints policy and procedure will be provided on request. This procedure applies to our standards of service, and also to our charges (bills). It is best to raise any concerns as soon as possible, so that they may be dealt with immediately. Please do not leave your concerns until after your matter has been concluded, as it may then be too late for us to offer a solution. If for any reason we are unable to resolve the problem to your satisfaction, you may refer the matter to the Legal Ombudsman PO Box 6806 Wolverhampton WW1 9WJ, the website is at www.legalombudsman.org.uk. Normally you will need to bring a complaint to the attention of the Legal Ombudsman within six months of receiving a final response to your complaint from us.
Limitations on our liability
(a) Our services and advice is provided for your use only and is not to be relied on by anyone else. Our duty of care is to you alone.
(b) Our practice is a Limited Company, which means that Directors and employees are not, as a matter of contract, under a personal liability to clients. But this does not limit the liability of any Director or employee in negligence.
(c) Any advice is provided solely for the purpose of your transaction and may not, without our prior written consent, be disclosed to any other person.
(d) We limit our liability to you for claims for breach of contract, breach of duty, negligence and for claims otherwise arising out of or in connection with our engagement or the services we provide.
(e) Our liability to you shall be limited to £3 million or such higher amount as is set out in the letter accompanying these Terms of Business.
(f) This liability cap will apply to our aggregate liability to you together with any associated party for whom you are acting as agent in relation to the relevant matter on any basis.
(g) If any loss is suffered by you for which we are liable with any other person, the loss recoverable from us shall be limited so as to be in proportion to our relative contribution to the overall fault for which we, you, and any other person is responsible.
(h) We will not be liable for any consequential, special, indirect or exemplary damages, costs or losses attributable to lost profits or opportunities.
(i) You agree to subrogate any proceedings to us that may mitigate or limit any liability that we may have towards you.
(j) The above exclusions and limitations will not operate to exclude or limit any liability which cannot lawfully be limited or excluded. In particular they do not limit liability for fraud, nor for causing death or personal injury by negligence, nor for negligence in contentious business, insofar as the Solicitors Act 1974 s 60(5) precludes the exclusion of such liability.
Professional indemnity insurance
Our Professional Indemnity Insurance cover is with Axis Speciality Europe SE, 52 Lime Street, London, EC3M 7AF Our policy number is BO621PCOUC000722. This insurance complies with the Solicitors’ Indemnity Insurance Rules.
Data Protection
The Data Protection Act 1998 requires us to advise you that your contact details will be held by us after your file is closed and may be used for internal marketing purposes. If you do not wish your details used for this purpose, please notify us in writing. Your details may be disclosed to third parties where necessary for the purpose of the matter we are conducting on your behalf.
3. OUR CHARGES
Time is charged
Please remember that we charge you for our time. Please help us to make efficient use of it to avoid incurring greater expense, and avoid unnecessary or repetitive discussions where possible.
Charge rates
Our charges will be calculated by reference to:
(a) the time spent on the business, including attendances, preparation and consideration of documents, and all communications including letters, telephone calls and emails, whether made or received; and
(b) such sum as may be fair and reasonable to charge, having regard to all the circumstances of the case and in particular to:
the complexity, difficulty or novelty of the issues raised;
the urgency or priority at which action is required:
the skill, specialised knowledge and responsibility required;
the documents prepared or considered;
the amount or value of any money or property involved.
The hourly rate which we charge must reflect the training, knowledge and expertise of the fee earner, our staff costs and general office overheads. All work, including routine letters, email and telephone calls, will be charged in units representing six minutes, except for simple letters received which will be charged as three minutes. The firm's current rates will be confirmed in writing.
Annual charge rates review
Our charge rates are normally reviewed annually in February. We will let you know the new rates if they affect your dealings with us.
Agreed and estimated fees
Any costs estimate we give at any time is a guide to assist you in budgeting. It is not intended to be fixed, unless that is specifically agreed in writing.
Any fixed fee, capped fee or other fee arrangement we agree with you, or any costs estimate we give you, is based on the scope of the work anticipated and our assumptions about the matter at the time it is agreed or given. If the scope of the work changes or the assumptions change it will no longer apply. In that case we will discuss a revised fee arrangement or estimate with you.
If we are instructed to perform additional or other work, whether or not connected with the agreed services, our charges will be based on our hourly rates.
Other charges
We reserve the right to charge for significant administrative expenses not covered by our normal overheads, for example, the cost of travel, accommodation, transcripts, bulk photocopying, binding, long distance telephone calls, calls to mobile telephones, secretarial overtime, facsimiles, couriers, and some postal charges.
Value added tax
Our charge rates are all liable to VAT which will be added to our bill. Our VAT Registration Number is 153 4319 25.
Disbursements – payments to others
We may incur expenses in carrying out services on your behalf. These expenses may include, for example, searches, registrations, agents who conduct investigations, the instruction of experts, barristers’ fees, stamp duty land tax, Land Registry fees, court fees, Companies House fees and bank fees. VAT may be payable on some of these.
By agreeing to these Terms of Business you give us authority to incur and pay reasonable expenses on your behalf and you agree to reimburse us for these expenses.
We will normally obtain your approval before incurring any substantial disbursements, including barristers’ fees and expert witness’ fees. We may require you to provide us with sufficient funds to cover such disbursements.
Disbursements will be included on our bill or, if they exceed £50, may be invoiced separately.
Contentious Matters
You will be responsible to us for our fees and disbursements regardless of any order obtained for payment of your costs by another party. Our costs are likely to exceed the sum which you could recover from any other party to the proceedings. You should also bear in mind that you may be ordered to pay the costs of the other party.
Delivery of Bills
We will confirm in writing when we will deliver our bills, which are normally delivered monthly. If a sum is paid on account, it will be taken into account in the final bill. All intervening interim accounts are to be paid in full.
Matters abandoned or not completed
If a matter is not completed within the expected timeframe, we will normally present a bill for the services we have provided. Depending on the time spent on the matter, this may be a proportion of the estimated charges or it may be the full amount.
Payment of our charges
We require our charges to be paid in one or more of the following ways:
a sum or sums on account;
monthly instalments (preferably by standing order);
on delivery of a bill, whether interim or final
Limited companies
When accepting instructions to act on behalf of a limited company, we may require a director and/or controlling shareholder to sign a form of personal guarantee in respect of our charges and expenses. If such a request is refused, we may terminate our retainer and require immediate payment of our charges and expenses.
Settlement terms
Our bills are to be settled within 14 days unless a monthly payment arrangement has been agreed from the outset. If arrangements are made for a third party to pay any of our fees or disbursements, or a court orders a third party to pay any part of our fees or disbursements, you remain liable to pay them to the extent that the third party does not pay them when due.
If instructions for a piece of work are given by more than one person or company, we may recover our fees, disbursements and Value Added Tax from any one or more of them. This includes situations where one person or company instructs us on behalf of another.
Challenging our bill
You may be able to challenge the amount charged in our bill:
by making a complaint under our client care procedures, see above;
by making a complaint to the Legal Ombudsman, and/or by applying to the court for an assessment of the bill under Part III of the Solicitors Act 1974
Interest
We reserve the right to charge interest at the statutory rate (currently 8%) on a bill (or unpaid part) that is not paid within 7 days of the settlement date. In the case of commercial debts we reserve the right to claim interest and recovery costs pursuant to the Late Payment of Commercial Debts (Interest) Act 1998.
Non-payment of our bill and termination of our retainer
If a payment on account is not made, or a bill is not settled, or a monthly payment arrangement is not maintained, we have the right to terminate our retainer. A bill for our services up to that date will be presented. We will then no longer represent you. If we have to take action to recover an unpaid account, we will charge our administrative fees (at the appropriate fee earner rate) and disbursements in taking such action, including court fees and tracing agents’ fees, on the basis that these are recoverable under our terms of business.
Legal costs insurance
You may have legal costs insurance to pay our charges. Any terms and conditions of the legal costs insurance need to be considered and observed to ensure that our charges are covered.
Our right to retain documents
After completing the work, we are entitled to keep all your papers and documents while there is money owing to us for our charges and expenses.
4. STORAGE OF PAPERS AND DOCUMENTS
Time for destruction of papers
We will store our file for not less than six years. After that, we have the right to destroy it. We reserve the right to charge for storage if we ask you to collect your papers and you fail to do so. We reserve the right to store our files in electronic form.
Wills and deeds
We will not destroy any documents such as Wills, deeds and other documents which you ask us to hold in our safe custody and which we acknowledge in writing are being held for you. We may charge for such storage.
Retrieval of stored papers
If we retrieve papers or documents from storage to conduct continuing or new services for you, we will not normally make a charge. In other cases, we reserve the right to make a charge for producing stored papers or documents, or copies, to you or to another person at your request. We may also charge for any time spent in considering the file, or carrying out other work which is necessary to comply with your instructions.
5. TRANSACTIONS INVOLVING MONEY
Payments to us
We do not accept payments in cash exceeding £500. Payments should normally be made by cheque or by bank transfer.
Interest paid by us
If we hold clients’ money in our client account we will pay interest in accordance with the Solicitors Accounts Rules. Subject to minimum amounts and periods, interest is payable at the same rate as would be paid by a bank. If the interest exceeds £20 the full amount of the interest will be paid. We will not pay interest if it does not exceed £20 as the administrative costs exceed the sum payable.
Financial Compensation Scheme
We do not provide any guarantee or compensation for client money invested with a bank or building society. Our general client account is held by HSBC Bank plc and we usually place long term deposits with HSBC Bank plc. We have been advised that the Financial Services Compensation Scheme will apply to client funds, but with a limit of £85,000 for each individual, and this applies to all funds each individual has with the relevant institution – and some institutions trade under several brand names.
In the event of a bank failure, we will need the client’s consent to give their details to the Financial Services Compensation Scheme. We are pleased to discuss where money can be deposited, but we are not authorised to give financial advice.
Confidentiality and money laundering legislation
Solicitors are normally under a legal obligation to keep the affairs of their clients confidential, but legislation on money laundering and terrorist financing requires solicitors to disclose information in a report to the Serious and Organised Crime Agency, if they know or suspect that a transaction involves money arising from the proceeds of any crime. Such report, or the reasons for it, cannot be disclosed to the persons concerned, including clients. Where the law permits, we will tell you about any potential money laundering problem and explain what action we may need to take.
6. TERMINATION OF OUR RETAINER
You may terminate your instructions to us at any time. If at any stage you do not wish us to continue incurring charges and expenses on your behalf, you must confirm this in writing.
We may terminate our retainer if we consider there is a good reason to do so, and if we do we will confirm our reasons in writing and give you prior notice if possible. For example, if you do not pay an interim bill or comply with the request for a payment on account we will stop acting for you.
When our retainer is terminated, we will present a final bill for payment. You will not be able to challenge this bill on the basis that the matter has not been completed. In other words, our contract with you is not an ‘entire contract’, our fees are not conditional on completion of your case or transaction, but are based on our charge rates, as explained above.
Under the Consumer Protection (Distance Selling) Regulations 2000, for some non-business instructions, you may have the right to withdraw, without charge, within 7 working days of the date on which you asked us to act for you. If we start work with your consent within that period, you lose that right to withdraw. Your acceptance of these terms and conditions of business will amount to such consent. If you seek to withdraw instructions, you should give notice by telephone, email or letter to the person having conduct of your matter. The regulations require us to inform you that the work involved is likely to take more than 30 days.
Charitable donations
To save disproportionate costs, we seek your agreement that if, after termination of our retainer, we are not able to account to you because of a change of address that has not been notified to us, any sum belonging to you not exceeding, in total, £20 may be paid to a charity of our choosing.
7. VARIATION OF THESE TERMS
Any alteration or variation of the Terms set out in this document must be:
made by the person having conduct of your matter or the Director Responsible (no other member of staff has any permission or authority to do so);
in writing
These terms of business are governed by English and Welsh law. Any dispute arising in connection with these terms or our services shall be subject to the exclusive jurisdiction of the English and Welsh Courts.
If any provision in these terms of engagement or our accompanying letter is or becomes invalid, illegal or unenforceable then it shall, to the extent required, be severed and shall be ineffective and the validity of the remaining provisions shall not be affected in any way.
No person other than you, the client, may enforce the terms of any agreement between us under the Contracts (Rights of Third Parties) Act 1999.