Terms of Business

Introduction

The purpose of this document is to explain the basis of how we work with our clients. It explains how your file will be handled, how our fees will be calculated and contains information relating to our complaints procedure. We hope that you will find this helpful.

These terms form the basis of our agreement to act as your solicitors on any instructions received from you, unless otherwise agreed in writing by us. In these terms of business ‘we’ or ‘our’ or ‘us’ or ‘the firm’ refers to Paget-Brown (UK).

These terms are to be read in conjunction with the accompanying letter (often referred to a Client Care Letter), which provides further details specific to your matter. If additional or revised terms are agreed, these will be set out separately in writing to you. In the event that there is a conflict between these Terms of Business and any additional or revised terms, the latter terms will prevail.

Instructions

If you are a client who is not a private individual we will accept instructions from anyone within your organisation who asks us to undertake work on your behalf. If you only wish us to deal with specific individuals you should identify these people in writing to us. We are then entitled to assume that such people are authorised to represent you.
If you are a private individual and you wish us to communicate with a third party (i.e. husband, wife, partner) then you must authorise us to do so in writing and that authority will remain in place unless terminated by you by written notice.

Where we are jointly instructed by more than one client, unless advised otherwise, we will assume that we are authorised to accept instructions from any one of those clients. In those circumstances we will not approach all clients involved in that matter, for confirmation of instructions unless agreed beforehand.

Service standards

Once you have formally instructed us (through signing these Terms of Business), we will discuss your needs and circumstances with you so that we can establish your legal objective. We will also agree with you what information you wish to receive and how you wish to receive it.
Please be aware that our incoming and outgoing calls may be recorded for quality, training and security purposes.
We will update you by telephone or in writing with progress on your matter regularly – the Solicitors Regulation Authority believes this should occur at least every six weeks, unless agreed to the contrary. Our conduct is governed by the Solicitors Regulation Authority Code of Conduct 2011 (for further details please review http://sra.org.uk/solicitors/handbook/code/content.page).
We will communicate with you in plain language.
We will explain to you by telephone or in writing the legal work required as your matter progresses.
We will advise you as to the cost benefit of retaining us and we will continue to update you on whether the likely outcomes still justify the likely costs and risks associated with your matter whenever there is a material change in circumstances.
We will update you on the likely timescales for each stage of this matter and any important changes in those estimates.
We have reviewed and will continue to review whether there are likely alternative methods by which your matter can be funded, such as (if appropriate) through an employer or home insurance policy.

Responsibilities

We will in addition:-
a) review your matter regularly;
b) advise you of any changes in the law; and
c) advise you of any circumstances and risks of which we are aware or consider to be reasonably foreseeable that could affect the outcome of your matter.

You will:-
a) provide us with clear, timely and accurate instructions;
b) provide all documentation required to complete the transaction in a timely manner;
c) safeguard any documents which are likely to be required for disclosure;
d) not ask us to work in improper ways;
e) not mislead us; and
f) generally, co-operate with us.

Communications

Please inform us of your preferred method of communication e.g. by e-mail or letter. Text messages are not suggested as we cannot be sure of their security, nor timely receipt. Where an e-mail address is provided it would be our preference to communicate via e-mail. It is important to note that e-mail transmissions cannot be guaranteed to be secure. We routinely monitor all incoming and outgoing e-mails. We apply normal virus checking software in relation to all messages sent from and received by us, however this is not always successful. We suggest that you also have a proper means of virus checking. If you ask us to communicate with you or third parties by e-mail we shall not be responsible for any misdirection or non-delivery of communications sent in this way where fault for non-delivery is not simply a question of a typographical error in the address. We will not accept any liability in connection with any virus or defect in any electronic communication other than where such or claim arises from deliberate default. We will not be responsible for any damage caused to any hardware or software (or any consequential loss or damage caused) through any electronic communication from us. The information is therefore sent out (if via e-mail) at your own risk.

Hours of business

Our practice’s normal opening hours are from 9.30am to 5.30pm.

Confidentiality

We have a duty of confidentiality to all our clients and will not disclose any confidential information unless we are required to do so where a disclosure is required or permitted by law or a regulatory authority to which we are subject, or with your consent.

Fees and Expenses

Unless a fixed fee is agreed in advance, our fees are calculated according to the amount of time spent by a professional adviser at his or her respective hourly rate. Our time is charged in minimum six minute units and computerised time records are available. Different hourly rates are applied for work undertaken by different professional advisers and are dependent upon their level of experience and expertise. The accompanying letter sets out the names of those professional advisers who will be working on your file and their current hourly rates. Hourly rates are varied from time to time (usually to take effect from 1st January in any year) and we will notify you in advance in writing of any changes.
Time spent on your affairs is likely to include discussions/meetings with you and with other people involved on your file, attending Court when necessary, considering and working on documents, drafting papers, dealing with correspondence, making and receiving telephone calls and time spent travelling away from the office when this is required. Routine letters are charged at six minutes a page and telephone calls in six minute units.

In addition to the time spent we may take into account a number of other factors such as any work which is undertaken at your request outside normal business hours, the complexity of the issues, the sensitivity of the issues, the expertise or specialist knowledge required, the speed at which action must be taken and, if appropriate, the value of the property or subject matter involved.

In commercial property transactions, in the administration of estates and in transactions involving a large amount of money or benefit to the client, we may base our charges on the time spent and by referring to a value element such as the price of the property, the size of the estate or the value of the financial benefit. The value element reflects the importance of the transaction and responsibility placed on the firm. You will be notified separately if the value element applies in relation to any particular matter we are dealing with on your behalf.

Any expenses incurred by us on your behalf (“disbursements”) such as court fees, search fees, barrister’s fees, travel costs, postage, use of databases, etc will be charged in addition to the hourly rate or fixed fee. We usually require that disbursements are paid to us before we incur them.

We will add VAT (if applicable) to our fees. Some disbursements also attract VAT.

If we receive a financial benefit from accepting your instructions from a third party, we will inform you of the same.

Variations in our Fees

At the outset it may be very difficult to provide you with a fixed fee or even a reliable estimate of our fees as this is often dependent upon circumstances outside our control. If you prefer to set a financial limit to which we must work we will not go beyond this without your authority. If we have not agreed a fixed fee arrangement, we cannot guarantee that the work will be completed within this limit and we may have to stop doing further work until a further fee limit has been agreed.
If we have agreed a fixed fee we reserve the right to vary this arrangement if unforeseen or exceptional circumstances arise once we have started working with you. We will notify you as soon as possible of any such circumstances and discuss with you the terms of any variation. If you do not want us to continue working on your file after we have identified such circumstances, we will invoice you for the work done at the appropriate hourly rate and disbursements incurred.

Bills

We will normally submit our bill on completion of the matter, although we reserve the right to submit interim accounts and will normally do so when a matter has been in progress for more than three months or our unbilled fees exceed £500 or if we have incurred disbursements on your behalf. Any such bill will not necessarily be the only or final bill for cost incurred during the period to which the relevant bill relates.
Bills are payable on delivery. Interest will be charged on any bills that remain unpaid for five days at the rate of 12.5% per annum on a daily basis on the amount unpaid from the date of delivery of the bill to the date we receive payment. All costs and expenses incurred by us to recover any unpaid sums will also be due from you. We do not accept payments by credit card.

In accordance with rules laid down by the Solicitors Regulation Authority we are obliged to transfer funds from any monies we hold on your behalf (including monies collected during the administration of an estate) in settlement of a bill that has been raised, within 14 days of the date the bill is given or posted to you.

You should not make payments to any other account in respect of monies payable to us. Any correspondence purporting to come from us seeking to redirect payment is unlikely to be genuine. If you have any query about your bill please contact the professional adviser responsible for your file straight away. You are entitled to complain about your bill and may also have the right to make a complaint to the Legal Ombudsman and/or to object to the bill by applying to the court for an assessment of the bill under Part III of the Solicitors’ Act 1974.

Please note that we may suspend or stop work altogether on your matter if our costs remain unpaid. Further we are entitled to retain papers in respect of your matter until our costs have been paid.

Disputes/Matters which may involve Court Proceedings

You should read the following very carefully if the work that we undertake for you involves court proceedings including work undertaken before and after proceedings have been issued.

It is important that you understand that you will be responsible for paying our bill(s) on delivery of our account irrespective of whether these can be recovered from another person. We will discuss with you whether your fees and disbursements might be paid by another person. Even if you are successful, the amount of our costs which you will have to pay may be greater than the amount the other party is ordered to pay to you or that you can recover from the other party to the case. If this occurs you will have to pay the balance of our fees and disbursements. If the other party is legally aided, you may not get back any of your fees and disbursements, even if you win the case.

If you are successful and the court orders the other party to pay some or all of your fees and disbursements, interest can be claimed on them from the other party from the date of the court order. We will account to you for such interest to the extent that you have paid our fees or disbursements on account, but we are entitled to the rest of that interest.

You will also be responsible for paying our fees and disbursements if you instruct us to recover any fees and disbursements that the court orders the other party to pay to you.

In some circumstances, the court may order you to pay the other party’s legal fees and disbursements; for example, if you lose the case. The money would be payable in addition to our fees and disbursements. It is possible to take out insurance cover for our fees and disbursements and your liability for the other party’s fees and disbursements. If this is of interest to you, please speak to us for further information.

Your liability for our costs may be covered by an existing insurance policy and this is something we will discuss with you.

We do not generally offer clients Conditional Fee Agreements or contingency fee (“no win, no fee”) arrangements but it may be possible for you to enter into such an arrangement with us or with another firm and we can advise you on that if necessary. As this is a complicated subject please do not hesitate to ask for more details.

If your case is proceeding in Courts other than the ones local to our offices, it may be necessary at times for us to instruct other solicitors to act as our agents to attend those Courts. The agent’s charges will be passed on to you as disbursements.

Taxation

Any work that we carry out for you may involve tax implications or necessitate the consideration of tax planning strategies. We do not provide tax advice, unless specifically stated in our scope of works in the accompanying letter.

Payments on Account

It is normal practice to ask clients to pay sums of money at the outset of a transaction and to make further payments from time to time on account of fees and disbursements which are expected in the following weeks or months. We have no obligation to make any payments on your behalf unless you have provided us with the funds for that purpose.

The accompanying Client Care Letter sets out the sum required from you (if any) before we start work on your file. When we put these payments towards your bill(s) we will send you a receipted bill. We will offset any such payments against your final bill but it is important that you understand that your total charges and disbursements may be greater than any advance payments.

We may also require guarantees from directors or controlling shareholders of corporate clients. If such a request is refused we will be entitled to stop acting and to require immediate payment of our fees and disbursements on an hourly basis.

If you fail to provide us with monies on account of fees or disbursements when required or if our bills are not paid promptly, we may decline to undertake any further work for you until the necessary payments have been made. You will remain liable for all fees and disbursements incurred to that date.

Equality and diversity

We are committed to promoting equality and diversity in all of our dealings with clients, third parties and employees. Please contact us if you would like a copy of our equality and diversity policy.

Complaints

We are committed to high quality legal advice and client care. If you are unhappy about any aspect of the service you have received, you are entitled to complain. Please contact Mr Simon Paget-Brown on +44 207 152 4064 or spb@paget-brown.co.uk or by post to our office 50 Broadway, London SW1H 0RG. There is a written complaint’s procedure and complaints are handled promptly, fairly and effectively in accordance with it.

If you are not satisfied with our handling and or findings of your complaint you also have the right to complain to the Legal Ombudsman at the conclusion of the complaint process. Contact details for the Legal Ombudsman and details of the time limits for making a complaint can be found at (http://www.legalombudsman.org.uk/). The Legal Ombudsman’s address is PO Box 6806, Wolverhampton WV1 9WJ and telephone number 0300 555 0333.

There are time limits within which you are able to complain to the Legal Ombudsman. Currently you must make your complaint within 6 years of the act or omission complained of or within 3 years from when you should have known there was cause for complaint. You also need to raise your complaint with the Legal Ombudsman within 6 months of our written response to your complaint. You can find more details of this set out at Tule 4 of the Legal Ombudsman Scheme Rules, found at their website http://www.legalombudsman.org.uk/.

Any complaint can also relate to a bill, in which case there may also be a right to object to the bill by making a complaint to the Legal Complaints Service or the Office of Legal Complaints, and/or by applying to the court for an assessment of the bill under Part III of the Solicitors Act 1974 and that if all or part of a bill remains unpaid there is an entitlement to charge interest.

Data Protection

We use information you provide primarily for the provision of legal services to you and for related purposes including: updating and enhancing client records, analysis to help us manage our practice, statutory returns, legal and regulatory compliance.

Our use of that information is subject to your instructions, the Data Protection Act 2018 and our duty of confidentiality. Please note that our work for you may require us to give information to third parties such as expert witnesses and other professional advisers. You have a right of access under data protection legislation to the personal data that we hold about you.

We may from time to time send you information which we think might be of interest to you. If you do not wish to receive this information please notify our office in writing.

If you give us information about another person we are entitled to assume that the other person has appointed you to act on his/her behalf and has agreed that you can give consent on his/her behalf to the processing of his/her personal data (including sensitive personal data) and receive on his/her behalf any data protection notices.

By retaining us to act you agree that if required we may from time to time provide your data to a third party for the purpose of tracing your whereabouts to recover and/or return any fees due. This may include searching on credit reference databases.

Storage of documents

After completing the work, we will be entitled to keep all your papers and documents whilst there is still money owed to us for fees and expenses.

For legal and regulatory reasons, we will keep our file of your papers for 6 years, except those papers that you ask to be returned to you. We keep files on the understanding that we can destroy them 6 years after the date of the final bill. We will not destroy documents you ask us to deposit in safe custody.

If we take papers or documents out of storage in relation to continuing or new instructions to act for you, we will not normally charge for such retrieval. However we may charge you both for time spent producing stored papers that are requested reading, correspondence or other work necessary to comply with your instructions in relation to the retrieved papers.

Critical Dates

Following completion of your matter we do not accept any ongoing responsibility for reminding you of critical dates in respect of matters including but without limitation to rent reviews, lease renewals, exercise of options, service of Notices within time limits or any other such matters unless we have specific instructions from you to deal with such matters in question immediately prior to the date concerned.

Right to Lien

There may be circumstances in which we may be entitled to exercise a lien for unpaid costs. This is a legal right over your assets in our possession. This means that we may hold on to your papers and other assets in our possession pending payment of those costs. The right does not confer on us an automatic right to sell the assets. The circumstances when the lien will arise are (by way of example only) if a bill is unpaid (in whole or in part) for 5 working days or more.

Client Monies

Where we receive money from which it is to be applied on your behalf (including payments on account to pay for our fees when an invoice is rendered), it will be held in our client account linked to your matter which is subject to the Solicitors Regulation Authority Account Rules 2011 (“SRA Account Rules”). The money will be held in this client account pending delivery of our bill and/or authorised payment. Subject always to SRA Account Rules, we are not responsible for any loss arising from the insolvency of any bank where the client funds are held. If we make a claim under the Financial Services Compensation Scheme (“FSCS”) in respect of the money which we hold for you, you agree that we may give certain information about you to FSCS to help them identify amounts to which you are entitled in our client account.

If we hold money on your behalf, interest will be calculated and paid to you when it is fair and reasonable to do so. Our policy on payment of interest is to account to you for all sums earned if the total exceeds £20. Below this sum we will retain such interest earned without accounting to you.

Any interest payable will be calculated by reference to the interest payable on our client account by our bank at that time. The period from which interest will be payable will normally run from the date(s) on which cleared funds are received by us until the date(s) the funds are applied.

Outsourcing of work

Sometimes we ask other companies or people to do typing/photocopying/other work on our files to ensure that this is done promptly. We will always seek a confidentiality agreement with these outsourced providers. If you do not want your file to be outsourced, please tell us as soon as possible.

Vetting of files and confidentiality

Where your files are required to be produced to assessors or others as part of an audit or quality check you will be advised of this. For example, external firms or organisations may conduct audit or quality checks on our practice. These external firms or organizations are required to maintain confidentiality in relation to your files.

Limiting liability

Our liability to you for breach of your instructions shall be limited to £2,000,000, unless we expressly state a higher amount in the letter accompanying these terms of business. We will not be liable for any consequential, special, indirect or exemplary damages, costs or losses or any damages, costs or losses attributable to lost profits or opportunities. Our insurance cover is limited to £2,000,000 and is placed with AmTrust Europe Limited and details of the insurance and the territorial coverage of the policy are available for inspection at our offices.

We can only limit our liability to the extent the law allows. In particular, we cannot limit our liability for death or personal injury caused by our negligence.

Please ask if you would like us to explain any of the terms above.

Third Party Recommendations

If we should recommend the services of anyone to you such as Accountants, Surveyors, Barristers or anyone else we shall do so in good faith and this shall be the sole extent of our liability with regard to the recommendation in question.

Applicable law

Any dispute or legal issue arising from our terms of business will be determined by the law of England and Wales, and considered exclusively by the English courts.

Terminating the retainer

You may end your instructions to us in writing at any time, but we retain a right to lien on all your papers and documents while there is still money owed to us for fees and expenses.

We may decide to stop acting for you only in accordance with the law and where permitted in accordance with the SRA Code of Conduct 2018, e.g. if you do not pay an interim bill or there is a conflict of interest. We must give you reasonable notice that we will stop acting for you.

If you do decide that we should stop acting for you, you will pay our charges up until that point. These are calculated on an hourly rates plus expenses as set out in these terms and conditions.

Money laundering and terrorist financing

The law requires solicitors to get satisfactory evidence of the identity of their clients and sometimes people related to them. This is because solicitors who deal with money and property on behalf of their client can be used by criminals wanting to launder money.

To comply with the law, we need to get evidence of your identity as soon as possible. This is in order to comply with the various powers exercised by the authorities under the Terrorism Act 2000, the Anti-Terrorism, Crime and Security Act 2001, the Proceeds of Crime Act 2002, the Money Laundering, Terrorist Financing and Transfer of funds (information on the Payer) Regulations 2017, and/or any Act that supplements or replaces them. Our practice is to act only once we have received evidence of your identity (corporate and/or personal). The documents used to identify you may vary, but will include evidence of your company’s annual return, certificate of registration, copy of your passport and a home utility bill.

If you cannot provide us with the specific identification requested, please contact us as soon as possible to discuss other ways to verify your identity. Your identification documentation will then need to be certified and/or notarised before a Notary Public.

Making a disclosure

We are professionally and legally obliged to keep your affairs confidential. However, solicitors may be required by statute to make a disclosure to the National Crime Agency where they know or suspect that a transaction may involve money laundering or terrorist financing. If we make a disclosure in relation to your matter, we may not be able to tell you that a disclosure has been made. We may have to stop working on your matter for a period of time and may not be able to tell you why.

Distance selling

We may not have met with you, so the Consumer Protection (Distance Selling) Regulations 2000 apply to this file. This means that you have the right to cancel your instructions to us within seven working days of receiving this letter. You can cancel your instructions by contacting us by post or by fax to this office.

Once we have started work on your file, you may be charged if you then cancel your instructions. If you would like us to commence work on your file within the next seven days, please sign these terms and conditions tick the box marked ‘commence work now’ return it to this office by post or fax.

Financial arrangements with clients

Our practice’s policy is not to accept cash from clients. If you try to avoid this policy by depositing cash directly with our bank, we may decide to charge you for any additional checks we decide are necessary to prove source of funds.

Financial services

We are not authorised by the Financial Conduct Authority. However, we are included on the register maintained by the Financial Conduct Authority so that we can carry on insurance mediation activity, which is broadly the advising on, selling and administration of insurance contracts. This part of our business, including arrangements for complaints or redress if something goes wrong, is regulated by the Solicitors Regulation Authority and the Legal Complaints Service. The register can be accessed via the Financial Conduct Authority website at www.fca.gov.uk/register.

Investments

Sometimes conveyancing/family/probate/company work involves investments. We are not authorised by the Financial Services Authority and so may refer you to someone who is authorised to provide any necessary advice. However, we can provide certain limited services in relation to investments, provided they are closely linked with the legal services we are providing to you, as we are regulated by the Solicitors Regulation Authority.

If you have any problem with the service we have provided for you then please let us know. We will try to resolve any problem quickly and operate an internal complaints handling system to help us resolve the problem between ourselves. If for any reason we are unable to resolve the problem between us, then the Solicitors Regulation Authority and the Legal Complaints Service provide complaints and redress mechanisms.

The Law Society is a designated professional body for the purposes of the Financial Services and Markets 2000 but responsibility for regulation and complaints handling has been separated from the Law Society’s representative functions. The Solicitors Regulation Authority is the independent regulatory body of the Law Society and the Legal Complaints Service is the independent complaints handling body of the Law Society.

Non-Waiver

Any failure or delay by us to insist upon the strict compliance of any of these Terms of Business or to exercise any rights or remedies under the same or at law, shall not be deemed a waiver of any of right to insist upon the strict compliance of these Terms of Business or any rights or remedies as to any default under the Terms of Business.

Third Parties

The advice that we give you is for your sole use and does not constitute advice to any third party to whom you may communicate it to. We accept no responsibility to third parties for any aspect of our professional services or work that is made available to them. Our duty of care is to you as our client and does not extend to any third party.

Persons who are not party to this agreement shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement. This clause does not affect any right or remedy of any person which exists or its available than pursuant to that Act. If relevant to your matter, we will advise you of your potential liability for any other party’s costs.