Terms of Business

1. INTRODUCTION

1.1 Our agreement:

These terms, together with our retainer letter set out the basis on which we shall provide you with legal services, save as may be varied from time to time in writing. Occasionally we are obliged to vary our terms of business in which case we will notify you and, to the extent permissible, the updated terms will then apply. In the event of any conflict between our terms of business and any provision set out in the retainer letter, our terms of business shall prevail.

1.2 Commencement:

These terms will be effective on the earlier of: (i) their receipt by you; (ii) the date of the retainer letter; or (iii) the commencement of the delivery of our services to you.

2. SERVICES

2.1 Skill & care:

We shall carry out our work for you with due skill and care.

2.2 Scope:

You confirm that the scope of our work as detailed in our retainer letter (and any written variation of it) accurately describes the work you have asked us to provide. Our services are provided solely for you for the purpose set out in the retainer letter or any later variation to it. Our services will not include advice on tax related issues, pensions or pension related issues.

2.3 Protecting privilege:

You should not disclose our advice or any work product we provide to you or make the benefit of the services provided by us to anyone else or refer to the contents of work product or the findings of our work, except (i) as stated in our retainer letter; (ii) following a discussion with us; or (iii) where required by law or regulation.  Please note that sharing (or disclosing) our advice (or the benefit of our services) in whatever form, with anyone else may compromise the privilege associated with that advice (which means it could be admissible in Court). Sharing our advice, without our prior written consent, with a third party who may want to rely on it would be a breach of these terms.

2.4 Liability to you only:

We accept no liability to anyone other than you in relation to our services, unless otherwise agreed by us in writing. Where you have not obtained our prior written consent before sharing our advice or the benefit of our services, you agree to indemnify us in respect of any liability (including legal costs) that we incur in connection with any claim brought by any such third party as a result of their reliance on our advice or services.

2.5 Authority to instruct us:

Unless instructed otherwise, we shall assume that any of your employees, directors, officers and representatives who give us instructions are authorised to do so and that we may act on their oral instructions.

2.6 The work we do for you:

We aim to ensure that your work is carried out cost effectively by someone with appropriate expertise.

2.7 Third parties:

If we need to engage third parties on your behalf (such as accountants, barristers, foreign lawyers or experts), we will do so as your agent. Unless otherwise agreed with you, where there is a choice available as to which third party professional to instruct, we shall make that selection.

You shall be liable to pay all the disbursements incurred in relation to all third party instructions related to your matter. Services that are provided by any such third party will be subject to their terms of business (which shall be provided to you). We will not be liable for any act or omission of such third party unless otherwise agreed with you in writing.

3. YOUR RESPONSIBILITIES

3.1 Your instructions:

You agree that you must provide us with appropriate instructions that allow us to do our work properly and cooperate with us and any experts or third parties instructed by us on your behalf. This may include the provision of information and documents requested by us, compliance with any timetables or time limits, the provision of prompt instructions by you, and prompt settlement of our invoices.

You must not ask us to work in an improper or unreasonable way, nor must you deliberately mislead us.

3.2 Evidence of identity:

We will need to undertake certain electronic checks, where available, to verify your identity at the start of our business relationship with you. By instructing us, you agree to facilitate our undertaking these checks. Where we cannot complete those checks, or we need any additional information, we may request documents from you. If we do not have a face-to-face meeting with you, as well as in certain other circumstances, we may need to carry out enhanced due diligence involving further checks. This may involve asking you for further information during the course of your matter or at the start of any additional matter. Where we undertake work for you which is subject to the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 (“MLRs”), we will need to verify your source of funds (for the matter) and source of your wealth, or any ultimate beneficial owner. You must provide us with any evidence we may request. Until we have received all such evidence requested, we will not be able to provide any substantive advice or work product which is subject to the MLRs. Where any regulatory checks that we undertake involve costs to us, we reserve the right to pass such costs on to you. If we ask you to provide us with any evidence as above, whether at the start of our engagement or at any time while we act for you and you refuse (or the evidence is not satisfactory to us) then we must terminate our relationship with you. If you provide our bank details to a third party who makes payment on your behalf, we will also need to conduct due diligence on them before we can deal with those funds. Any evidence of identity we obtain from you will be relied on by us to meet our regulatory obligations.

3.3 Accountability:

We may advise you against taking a particular course of action or indicate that the costs of pursuing any such course of action may be disproportionate.  If we agree to act for you, contrary to this advice, you will be responsible for any adverse consequences of pursuing any such course of action (for instance on any order as to costs.

4. FEES

4.1 Terminology:

By way of explanation, when we refer to:

4.1.1 “fees” we mean our charges for carrying out your instructions;

4.1.2 “disbursements” we mean sums which we pay or are liable to pay to third parties on your behalf or in the course of providing our services to you;

4.1.3 “expenses” we mean expenditure incurred in providing our services to you;

4.1.4 “costs” we mean our fees, disbursements and expenses, plus VAT (as applicable).

4.2 Fee estimates:

We usually charge for our services according to the time we spend on a matter and the scope agreed with you from time to time. In such cases, we will provide you with an estimate of what we consider the matter will cost. The estimate will be based on the information available to us at the time it is given. We may well have to revisit that estimate as the matter progresses and/or the scope of work changes. Where we provide an estimate, it is not intended to be a binding quotation. Sometimes costs escalate through no fault of ours (for example by the position adopted by another party). Where we charge on a time basis, we will provide you with our current hourly charging rates. These rates are reviewed annually in April. Our rates do not include disbursements or expenses, which will be added to our invoices as appropriate.  Time spent on a matter will include all attendances with you and others in person, by email, SMS and telephone, drafting, reviewing and legal and other research. We record time in units of 6 minutes.

4.3 Fixed or capped fees:

In certain cases, we may agree a fixed or capped fee with you (exclusive of VAT and disbursements) in which case we will set out in writing the scope and nature of the work to be undertaken within the fixed or capped fee. We reserve the right to review the fixed or capped fee if the matter proceeds differently from that expected at the time the fee was agreed or becomes protracted for reasons beyond our control.

4.4 Payment of invoices:

Please note that we can only address our invoices to our client. If you have agreed with another party that it will be responsible for your fees, our invoice will still need to be addressed to you, even if you ask us to make it payable by them. Please note that the VAT applicable to our services will not be recoverable by the third party.

4.5 Use of precedents:

Where the work involves the use of our precedents, automated documents or certain specialised products and services, we may charge you a fixed fee for their use as well as charging you for the time needed to amend any such documents so that they are bespoke to your requirements.

4.6 Costs of compliance:

If we are compelled by law to disclose the papers we hold relating to your matter to any government agency or third party, you will be liable to pay us in respect of the time we spend in addition to any expenses and disbursements we incur in complying with any Court order or statutory duty to disclose such papers. This includes, but is not limited to, time we spend reviewing the papers, copying them and (if we deem necessary) seeking advice from a barrister of suitable experience in respect of the scope of our duty to disclose.

4.7 Payments on account:

At the outset of most matters, we ask clients for a reasonable sum in advance on account. We are entitled to wait until any such payment has cleared before we start work. We will not accept funds from any source that has not been identified to our satisfaction. This includes payments from third parties on your behalf. If payment is made in such circumstances in the absence of satisfactory evidence of identity, we will return the funds within 48 hours to the account from which they were paid. We reserve the right to cease acting if you or associated parties have sent money to our client account without providing the evidence of identity we have requested. Requests for payments (or additional payments) on account may also be made periodically during the course of the matter. The purpose of such requests for funds is to provide us with a suitable amount of cover against ongoing costs. While we will be entitled to hold any such money on account until our final invoice, we can, at our discretion, from time to time use any sums on account to pay our invoices. If we do so, we will be entitled to ask you for replacement sums to hold on account of future invoices. We shall also ask for payments on account where we are required to give an undertaking (which may bind us) to pay the fees of third parties. Total costs may be greater than any payment made by you on account. We shall be entitled to stop acting for you if you fail to pay us promptly any amount requested on account.

4.8 Disbursements:

Wherever possible we will provide you with our best estimate of disbursements that are likely to be involved in your matter in advance of our incurring them. Such disbursements will be shown separately on our invoices, and you will be liable to pay them. You will  be required to provide us with sufficient funds before we incur disbursements on your behalf. This particularly applies where we need to instruct other professionals (such as barristers, expert witnesses, enquiry agents or overseas lawyers), pay court fees or carry out searches on your behalf. Any delay in providing money on account for disbursements that we have requested may prejudice your matter and/or increase the cost of dealing with your matter. Some of the professionals we instruct may be entitled in certain circumstances to charge interest in the event of delayed payment of the invoices they render. In such circumstances, you will be liable to pay those interest charges.

4.9 Expenses:

We shall be entitled to charge you for the expenditure that we incur on your behalf such as courier charges, travelling expenses and bank charges. In particular, but not by way of limitation, we shall be entitled to charge you the following fees:

4.9.1 scanning documents and producing photocopies, which we shall charge to you at our then current rates (which currently range from 14p per sheet for black and white A4 up to £15 per sheet for large colour plans);

4.9.2 Faster Service and CHAPS Payments, costing between £10 and £23;

4.9.3 any additional charges for bank transfers outside the United Kingdom;

4.9.4 travel expenses, which will be charged at cost at standard class rates;

4.9.5 car mileage will be charged at a flat rate of 45p per mile.

4.10 Invoices:

We may, and in respect of contentious matters (i.e. Court proceedings) we shall, raise invoices regularly during a matter. Any such invoice will not necessarily be the only or final bill for costs incurred during the period to which the relevant invoice relates. Generally, our invoices are interim statute bills, final in their own right for the period covered by them. If work undertaken during the period of the invoice is, by error or mistake, not charged in the relevant invoice we reserve the right to credit the invoice and issue a fresh one containing all work for the period in question. Occasionally we will issue interim “on account” invoices. These will be stated as such on their face. These will not be final invoices in respect of any period of time. Our invoices are payable immediately on receipt. We can stop work on a matter and refuse further instructions from you where an invoice is not paid on receipt by you. If we propose stopping work in these circumstances, we shall notify you and, wherever possible, discuss it with you before stopping work. If all or part of an invoice remains unpaid for 30 days or more after delivery by us, we reserve the right to charge simple interest on the outstanding amount at the judgment debt rate (currently 8% per annum). Our invoices are payable in pounds sterling. Where we ask for payment by bank transfer, you shall be liable for any bank charges so incurred and such charges shall be included in your remittance. Your statutory rights are also printed on the reverse of all invoices as are our payment details. You should NOT make payment to any other account in respect of monies payable to us. Any email purporting to come from us seeking to redirect such payment is unlikely to be genuine. Please contact us if you receive any such email, and only do so using the telephone number on which you usually contact us (not on any telephone number contained in the suspect email). At our financial year end, currently 5 April, we reserve the right to render invoices in respect of work done on your behalf as at that date.

4.11 VAT:

VAT will be added to our invoices on all elements of our costs, as appropriate, and otherwise in accordance with the relevant VAT regulations applicable to your matter.

4.12 Responsibility for costs:

In all circumstances you are responsible for paying the costs incurred on your matter whether or not a third party has agreed, or been ordered by a Court or arbitrator, to pay them.

4.13 Queries about our fees:

Should you have any queries about our invoices, please let us know in the first instance (see also paragraph 15 below and the back of our invoices for further information).

4.14 Award of costs:

If we are acting for you in a contentious matter and you are successful, the Court or arbitrator may order another party to pay all or part of the costs you have incurred. You should be aware however that the party who is ordered to pay all or part of your costs may not be capable of paying them. You will still be liable to pay us the full amount of your costs as set out in, and on receipt of, our invoices. Any sums subsequently recovered from the other party will be credited to your account when received. If the other party is legally aided you may not recover any of your costs, even if you are successful. In some circumstances (for example, if you lose your case) the Court or arbitrator may order you to pay all or some of the costs of another party or parties. Such costs could include the fees of other parties’ solicitors, barristers and other disbursements such as expert witnesses’ fees. All these sums will be payable by you in addition to your own costs. If a party is unsuccessful in an interlocutory application (an interim application prior to trial), the Court or arbitrator is likely to assess the successful party’s costs and order their payment by the unsuccessful party (usually within 14 days). The unsuccessful paying party will be responsible for payment of the assessed costs. Failure to make payment within the time period ordered may prevent the unsuccessful paying party from continuing its case. If you or the opposing party is ordered to pay costs and such costs are not agreed, then a further Court process will often take place, in which those costs are submitted for a detailed assessment. It is rare on any such assessment that the successful party recovers all of the costs it has incurred. Even if you are successful, your opponent’s liability to pay your legal costs may be restricted to around fifty or sixty per cent of those costs and could be considerably less. Any determination on what that liability should be is likely to take into account factors such as the findings of the Court in respect of particular issues in the proceedings and its view as to the proportionality of those costs.

You are responsible for paying us the shortfall between: (i) any recovery from your opponent; and (ii) the costs due to us. In matters where one party is ordered to pay all or part of the costs incurred by the other party, interest will be payable by the paying party on the amount of the costs assessed, usually from the date on which the order for payment is made but usually only where the costs assessed are £5,000 or more. You will also be responsible for paying the costs of seeking to recover costs that a Court or arbitrator has ordered the other party to pay to you.

5. MONIES HELD FOR YOU

If we hold monies for you in a general client account, any interest payable to you will be calculated at the prevailing rate which our bank advises from time to time would be paid, if the money were held in a separate instant access savings account, save that we will not normally pay any interest if the sum so calculated over the lifetime of your matter is less than £30. Provided we have acted reasonably in dealing with any monies we hold on account for you we will have discharged our duty to you as trustee in relation to those monies. Any monies we hold for you from time to time will be held in accordance with the SRA Accounts Rules. We will not be liable to repay such monies in the event that they are lost through a banking failure or any bank collapse. Any monies due to you from us will be paid by way of cheque or electronic transfer but only to an account of which you are the beneficiary. We will be entitled, in our absolute discretion, to use monies held by us for you in relation to any invoices on your matter(s), albeit we will endeavour to let you know in advance of so doing. Once we no longer have a proper reason to hold any monies held on your behalf (e.g. at the end of a matter or sooner should all financial aspects of that matter be concluded and we hold more than we need to settle our final invoice), then we will take all reasonable steps to refund any such sum to you. If we cannot trace you, and subject to any SRA approval required, we reserve the right to donate any such sum to charity in accordance with the SRA Accounts Rules.

6. LIEN

You should be aware that we are entitled to exercise a lien over (which means that we can retain) all or any of your property, including money, deeds, documents and papers which we or our agents hold from time to time in respect of all amounts and liabilities due to us from you whether  billed or not, in relation to any matter on which we act for you. We shall not be obliged to release such property until payment of those amounts has been received in full.

7. CONFIDENTIALITY

7.1 Exceptions:

We shall not disclose any confidential information which we obtain as a result of acting for you on your matter to any other person or party except:

7.1.1 as is reasonable and necessary for the purpose of carrying out your instructions;

7.1.2 for archiving purposes;

7.1.3 as required by law;

7.1.4 where the information becomes public without any breach by us of our obligations to you;

7.1.5 as required by any regulatory, governmental or other authority (including the SRA) to which we are subject or submit. In this  regard we, and randomly selected client matters, are annually inspected for compliance purposes by appropriate third parties and by our auditors and these are deemed to fall within this provision (on the basis they are necessary for the conduct of our business);

7.1.6 as required to enable us to enforce our rights under the retainer letter.

To the extent it is needed, we shall assume, unless you indicate otherwise, that consent is given to us providing access to your confidential information (including personal data) for the purposes set out above and that that consent extends to all future matters which we conduct on your behalf.

7.2 Civil Court proceedings:

If you are involved in Court proceedings, it is important to note that members of the public (including the press) are able to obtain copies of judgments, orders and certain documents that you file at Court, including documents that contain confidential information. During Court proceedings you will also usually be obliged to provide to your opponent, and to the Court, relevant documents, emails, reports, letters etc., including confidential documents, which might as a result enter the public domain.

7.3 Data loss:

From time to time, you may ask us to use particular communication apps or social media, hosting, data processing and document sharing technology of your, rather than our, choice. You will be liable for any consequences of such use, including fines, financial loss, data loss or breach of any undertakings you may have given another party.

8. DATA PROTECTION AND PRIVACY NOTICE

For the purposes of data protection law, when we process personal data, we do so as a controller.

In the course of our instruction you will need to provide us with personal data about yourself (and possibly others) at the start of our business  relationship with you and otherwise as may be requested. This personal data helps us identify you as required by our regulator and manage the risks associated with money laundering and terrorist financing. Such data may include your name, address, date of birth, passport, driver’s licence, contact numbers and email, bank account details, assets, family details including the names and ages of any children. We may also obtain from you and public resources the names, age, address and other details of anyone involved with your matter. We will look after any such personal data and may use it for the provision of our legal services, billing and other administrative purposes (including the processing of any such data as part of those services). Any personal data that we hold will be retained in accordance with paragraph 9.4 below. None of the information we hold about you will be disclosed to third parties except in accordance with paragraph 7 above or for the purpose of managing our database or improving our business.  If, as part of our services, we collect personal data about other people on your behalf, we will hold and process that data in accordance with the prevailing data protection laws. If, in our view, certain of that personal data should not be held or processed by us we will return or delete it as appropriate (and as technologically practicable). If you wish to make a subject access request at any time, please email us on the email address that we have provided you with in connection you’re your instruction and your request will be dealt with expeditiously. You have the right to request from us, in certain circumstances, rectification or erasure of personal data. You also have the right to complain to the Information Commissioner’s Office about the manner in which we process your personal data.

9. FILES AND DOCUMENTS

9.1 Ownership:

You will acquire ownership of the product of our services which is in tangible form, for example:  letters, documents and reports. You will be entitled to receive any such papers, provided we have received payment of all sums due to us. For regulatory purposes we will be able to retain copies of all such documents.

9.2 Further copies:

In the event that you make an extensive request for a further copy of your documents held by us, then you agree to pay for the cost of providing any such copies whether electronically or in hard copy (including both professional time and any copying charges).

9.3 Our working papers:

We shall retain ownership of our working papers and the copyright and all other intellectual property rights in the work that we do for you which will remain our sole property. For the purpose of advising you or other clients, and subject to our duties of confidentiality to you, we shall be entitled to use, analyse, share and develop the knowledge, experience or skills of general application gained through working for you.

9.4 Holding your documents:

At the end of your matter (or should we cease to act for you for any other reason), you will tell us which, if any, of the documents you have passed to us during the course of the matter or which were the result of the matter should be returned to you. If you do not do so, you consent to any documents we hold for you being managed in accordance with the terms below. Regardless of your instructions in relation to any particular documents, as above, please note that where we hold soft copy documents relating to you or your matter, we will hold these for as long as we deem necessary from an IT management perspective. We can delete data from online systems on instruction from you, but we do also hold back up data from which we cannot delete such copies on a matter by matter or client by client basis. Where third parties have had access to such documents for the purposes of providing our services we will ensure, in so far as practicable, that they have permanently deleted any such data.

We shall also be entitled to keep, for legal and regulatory reasons, one copy of our files (whether hard or soft copy) relating to your matter for at least 7 years from completion of our services, after which we shall have the right to destroy them as we see fit. We may, however, retain them for up to 15 years, should we decide that is appropriate.

10. MONEY LAUNDERING AND OTHER REGULATORY OBLIGATIONS

10.1 Evidence of identity:

See paragraph 3.2 above.

10.2 Overriding regulatory obligations:

There may be circumstances where we have overriding regulatory obligations to take certain steps, including pausing or stopping acting for you. Such overriding regulatory obligations are most likely to arise in connection with the various powers exercisable by the relevant authorities under anti-money laundering and financial crime laws, sanctions and other regulations applicable in the jurisdiction of England & Wales.

10.3 Reporting and filing obligations:

We are obliged in certain circumstances to disclose otherwise confidential information to the National Crime Agency and other regulatory or governmental bodies. This includes where we know or suspect that a client transaction involves money laundering or other similarly reportable issue. If, while we are acting for you, it becomes necessary to make a money laundering disclosure, we may not be able to inform you that a disclosure has been made or the reasons for it. We also may not be able to progress your matter until the relevant authority has confirmed that we can. Where we have advised you to make any mandatory filing required by legislation or regulation and you fail to provide us with the necessary instructions or instruct us not to make the filing, we shall be entitled to stop acting for you.

10.4 Credit searches:

We may conduct credit searches in relation to you and any connected parties.

10.5 Cash payments:

In accordance with SRA guidelines, it is our policy not to accept cash deposits into our client account.

10.6 Anti-bribery and corruption:

We have a zero-tolerance approach to bribery and corruption in any form.

11. INVESTMENTS

We are not authorised by the Financial Conduct Authority. We may, where work we are undertaking on your behalf touches on investments, refer you to someone who is authorised to provide any necessary advice.

12. COMMUNICATIONS

12.1 Managing the risks:

There are risks associated with communication by email, SMS and other internet-based systems. The internet is an insecure medium of communication as messages can pass through unregulated service providers and networks used by the internet are vulnerable to illegal hacks or forms of legal interception. Law firms, their clients, and associated third parties are an increasing target for hackers. Damage and loss can also be caused by viruses and malware. We deploy various means to prevent such cyber threats and regularly keep them under review. Please make sure that you also have a proper means of checking for viruses and other malware in any emails and attachments, especially those received by you from third parties. We will be entitled to regard any email address with which you provide us to communicate with you as secure and to assume that you have consented to the risks associated with the use of that email. Where you instruct us on highly sensitive or personal matters, we need a private email address rather than a business one (over which you may not have overall control). Some employers enforce strict policies regarding personal email. If we are acting for you in a personal capacity and you ask us to use your work email address, we cannot accept liability for any issues that may arise with your employer as a result.

12.3 Fraud:

Many law firms have experienced a situation where a client or third-party email account has been hacked, the details of the matter obtained and a scam email, adopting apparently legitimate signatures and the logo of the firm is sent to the client or third party seeking to redirect a payment to a new account. You should alert us immediately if you receive any such email, and only do so using the telephone number on which you usually contact us (not on any telephone number contained in the suspect email).

12.5 Safe working practices:

It is in your best interest not to use text messages as a means of providing us with information, authority or instructions, as we cannot be sure of their security nor their timely receipt. If you ask us to communicate with you via text or other forms of electronic communication (including apps and social media) we reserve the right to limit our communications as we see fit and retain copies of all such communications as part of our record of your matter. You will also need to take responsibility for any risks associated with your chosen form of communication.

13. LIABILITY

13.1 Limits

Unless otherwise agreed with you in writing, we shall be liable only to you and not to any third party and no such third party will be entitled to enforce the terms of this agreement under the Contracts (Rights of Third Parties) Act 1999 (as may be amended). We will not be liable to you if we fail to meet any of our obligations under the agreement due to matters beyond our reasonable control (e.g. the disruption caused to us or other parties involved in your matter due to a pandemic, sanctions, a ransomware attack or other external acts against which we had taken reasonable precautions). For the avoidance of doubt this includes the actions, omissions, errors or deficiencies of any third party instructed by us. We will let you know if such an issue arises in connection with your matter. Our liability to you in connection with any matter will be limited, to the extent permitted by applicable law or regulation, to the proportion of the loss or damage (including interest and costs) suffered by you which is just and equitable having regard to the extent of your own responsibility and the contribution of any other person to the loss or damage regardless of any contractual or other limitation of their liability and/or ability to pay and/or limitation defences available to them. We will tell you of any other limits to our liability to you in the retainer letter, or otherwise in writing. Nothing in this agreement will limit a person’s liability for: (i) death or personal injury caused by that person’s negligence; (ii) that person’s fraud; or (iii) anything else that cannot be limited or excluded by any applicable law or regulation.

13.3 Qualifications:

Our advice is given as at the date of communication of the advice. Unless we have specifically agreed otherwise, we will not be bound to notify you of any changes in the law following the date on which the advice was given. If we are liable to you under this agreement, and another person would be liable to you in respect of the same loss (save for your contractual arrangements with them) then: (i) the compensation payable by us to you in respect of that loss will be reduced; (ii) the reduction will take into account the extent of the responsibility of that other person for the loss; and (iii) in determining the extent of the responsibility of that other person for the loss, no account will be taken of (a) any limit or exclusion placed on the amount that person will pay; or (b) any shortfall in recovery from that person (for whatever reason).

14. CONFLICT

If we become aware of a conflict of interest which prevents us from continuing to act for you, we shall inform you immediately and we shall assist you in finding new legal advisers and provide an effective transfer of the relevant matter to your new legal advisers. You agree to pay our costs to the date of any such transfer in accordance with these terms. If you become aware of any possible conflict, please let us know immediately.

15. RAISING QUERIES OR CONCERNS WITH US

Please discuss any concerns about any aspect of our service with us. We shall try to resolve any problem quickly through our complaints procedure, a copy of which is available on request. At the conclusion of our complaints process, in cases where you do not accept our findings, you may be entitled to complain to the Legal Ombudsman. The Legal Ombudsman’s contact details are as follows:

Tel: 0300 555 0333 and 0121 245 3050

Email: enquiries@legalombudsman.org.uk

Website: www.legalombudsman.org.uk

Address: PO Box 6167, Slough, SL1 0EH.

There are time limits for making a complaint to the Legal Ombudsman, set out at Rule 4 of the Legal Ombudsman Scheme Rules (see  www.legalombudsman.org.uk). You may have a right to object to an invoice by applying to the Court for an assessment of it under Part III of the Solicitors Act 1974. The Legal Ombudsman may not deal with a complaint about an invoice if you have applied to the Court for an assessment of that invoice.

16. VARIATION AND TERMINATION

Unless you are acting in the course of a trade, business or profession you may have the right to cancel your agreement to instruct us without any cost or only in relation to those costs agreed in our retainer letter during the first 14 days of our instruction, under consumer protection legislation. You must exercise any such right within 14 days of instructing us. Subject to these terms and the terms of the retainer letter, you may terminate your instructions to us in writing at any time. In some circumstances we may cease to act for you. This includes where:

• you do not provide us with the evidence of identity we have requested;
• you cannot give us clear or proper instructions;
• you fail to provide us with any monies on account which we may have requested;
• you do not pay any invoice in accordance with these terms;
• there is otherwise a breakdown in our relationship as solicitor and client;
• continuing to act for you would constitute a breach of the SRA Standards and Regulations or equivalent regulation or legislation; or
• you become a designated person for the purposes of any applicable sanctions regime.

If for whatever reason our relationship is terminated, you will pay our costs in accordance with these terms.

In the event that you fail to pay our costs as above, we will be entitled to charge interest on such costs at the rate applicable to judgment debts. Further, where we are obliged to obtain a Court order to compel payment of our costs together with interest thereon, we will also be entitled to claim the costs of obtaining any such order and the costs of its enforcement. In the event of a termination of our engagement for whatever reason, the terms of our agreement will remain in force as regards, payment and monies held for you, confidentiality, data protection, liability and files/documents.

17. REGULATORY BODY

Both we and our individual solicitor(s) are authorised and regulated by the SRA and are subject to its professional rules. Geffin & Company is regulated by the SRA under number: 8001649. The SRA’s rules can be found at: https://www.sra.org.uk/solicitors/standards-regulations/principles.

18. GENERAL

18.1 Applicable law and jurisdiction:

This agreement (including this paragraph) and any dispute or claim arising out of it, whether contractual or non-contractual, will be governed by and construed in accordance with English law excluding conflict of laws principles. Any such dispute or claim will be subject to the exclusive jurisdiction of the English Courts. Where clients are based outside of the UK and the EEA we may, at our sole option, elect in writing to have any dispute relating to our fees determined by arbitration rather than the English Courts. Any arbitration commenced in accordance with this paragraph will be subject to the Rules of the London Court of International Arbitration (LCIA) in force at the time of filing the Request for Arbitration.  The seat of arbitration shall be London, England.

18.2 Entire agreement:

Save as provided in these terms, this agreement forms the entire agreement between the parties in relation to the legal services we provide and replaces any earlier agreement, representation or discussion.  You acknowledge that in entering into this agreement you do not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in it. You agree that you shall have no claim for any innocent or negligent misrepresentation or negligent misstatement based on any statement in this agreement.

19. INTERPRETATION

If any provision of the agreement between us is held to be void, then that provision will be deemed not to form part of our agreement and the remaining provisions will still continue in force. In these terms, the following words and expressions have the meanings given to them in these terms, the retainer letter to which they relate, any written communication varying this agreement and the terms on the reverse of our invoices:

“services”: the services set out in the retainer letter and as otherwise varied in writing by us;

“we”, “us”, or “our”: means Geffin & Company;

“you”, “your” – means the party or parties to the agreement (excluding us).