1.1 References in these Terms of Business (“Terms”) to “we” “us” or “our” shall be construed as references to Legal and Company Limited trading as Legal & Co (“Legal & Co”) a registered company number 7666968 whose registered office practice address is at The Techno Centre, Coventry Technology Park, Puma Way, Coventry, CV1 2TT.
1.2 References in these Terms to “you” and “your” are references to the client for whom services are to be provided as set out in our initial email and/or other document confirming the details of services to be provided (“Engagement Letter”). If you are a company or a member of a group of companies these Terms shall apply to the holding company of the group and any subsidiary or associated companies
1.3 This document sets out our general terms of business. These terms are subject to the terms of our Engagement Letter with you and the terms of our Engagement Letter will take precedence over these general terms if the terms of our Engagement Letter conflict with these general terms. Please feel free to download and keep a copy of these Terms of Business for your records.
2. Our Communications with you
2.1 Our main telephone line is 01249 656338 and is open from 8.30am to 5.30pm Monday to Friday. We are always available by mobile 07807 758112 and e-mail outside these times in cases of emergencies only. Our address, telephone, fax and e-mail details are available as detailed in our letter of Engagement.
3. Basis of Engagement
3.1 These Terms apply to all engagements accepted by us in relation to private client and business client legal and ancillary services. All work carried out in relation to such services is subject to these Terms except to the extent that changes are expressly agreed in writing.
3.2 These Terms are supplemental to our Engagement Letter. In the event of any ambiguity between these Terms and our Engagement Letter, our Engagement Letter shall take precedence.
3.3 You are responsible for ensuring the accuracy of the information you have supplied to us on which any Engagement Letter is based.
3.4 These terms apply to all work we do on your behalf until we contact you with any revised terms of business. Unless otherwise agreed in writing, these terms apply to any future instructions you give us. Your continuing instructions will amount to your acceptance of these terms and conditions of business.
3.5 You acknowledge that we are not solicitors and that we are a legal consultancy company offering legal support services and legal advice and assistance.
4. Our Responsibilities
4.1 The nature and content of any advice we provide will not necessarily reflect the specific scope and limitations of our engagement, the amount and accuracy of information provided to us and the timescale within which the advice is required. If at your request, we provide our advice in an abbreviated form or timescale, you acknowledge that you will not receive all the information you would have done had we provided you with a full written advice or had more time in which to carry out the work.
4.2 If general advice is provided, the applicability of this will depend on the particular circumstances in which it is to be used by you (of which we might not be aware) and should be viewed accordingly. In relation to any particular transaction, specific advice should always be sought and all material information provided to us. Our advice is provided for the purposes of each engagement and we disclaim any responsibility for the use of our advice for a different purpose or in a different context.
4.3 Timescales for provision of our services are indicative only and although we will use all reasonable endeavours to meet any agreed timescales. We shall not be liable in the event that these cannot be met.
4.4 Although following completion of our engagement for you we may on occasions remind you of dates that are important to you, we accept no responsibility to do so and will not be liable to you for any failure on our part to do so.
5. Your Responsibilities
You are responsible for:-
5.1 Providing us with details of all those persons with whom all negotiations for changes or variations relating to the performance of our services are to be dealt.
5.2 At your own expense supplying us with all necessary documents or other materials and all necessary data or other information relating to our engagement in sufficient time to enable us to provide our services in accordance with our Engagement Letter.
5.3 Advising us as soon as possible if you have legal expenses insurance cover and providing us with sufficient details thereof to enable us to contact your insurer to establish what work (if any) we can carry out on your behalf. You will be liable for any work conducted by us prior to your notification of such insurance cover.
5.4 Advising us promptly of any changes in your circumstances or in the information you have supplied to us.
5.5 You represent and warrant to us that all information provided to us will be as complete and accurate as possible.
5.6 Unless otherwise agreed, or unless we advise you otherwise, you will receive, complete and sign such Court and other official forms as are necessary as a Litigant in Person to progress your personal affairs and you shall indemnify us in respect of all costs, claims, demands and expenses that may result in exercise of the same.
5.7 You also agree to respond to and co-operate with our requests for information and/or instructions promptly to enable us to protect and advance your interests at all times. You further agree not to deliberately mislead us or to ask us to work in any improper, illegal, unethical or unreasonable way.
5.8 Unless otherwise directed by you, we may from time to time outsource our secretarial and support services. Where we do so we will ensure that confidentiality agreements are in place with any such outsourcing providers.
5.9 Each time you instruct us on a new matter we will send you an engagement letter by email, confirming your instructions, setting out the scope of the work we will carry out for you and giving you details about the people who will be principally involved in working for you, and our then current fee rates or any agreed rates or fees including any agreed fixed fee. These terms should be read together with our engagement letter, which form the contract between us.
5.10 Our responsibilities do not include tax advice of any kind, nor do they include monitoring or reminding you of warranty periods or other notice periods or time limits. Unless we expressly agree in writing otherwise, we shall not advise, or be under any duty to advise you on any commercial implications of any matter or transaction with which you are involved.
5.11 If you wish us to start work immediately, we may do so before you receive our Engagement Letter and you will be responsible for paying us for doing that work even though it has been done before you have received our Engagement Letter.
6.1 The Engagement Letter will confirm the name and status of the person at Legal & Co who will be carrying out all work relating to the engagement. This person may be assisted by other personnel as the matter progresses in which case we will notify you of their names and status as and when necessary.
6.2 We will try to avoid any unforeseen changes in personnel. If a change is unavoidable or has to be made, we will keep you informed about who is handling your matter and why.
6.3 From time to time it may be necessary to call in people with specialist knowledge to help with your case such as a barrister (also known as Counsel), enquiry agents, process servers or language translation companies.
6.4 It is Legal & Co as a whole, rather than any individual lawyer, director, employee, or consultant who has responsibility for providing legal services to you.
7.1 We will keep all information about your affairs confidential. If, on your authority, we are working in conjunction with other professionals, we will assume that we may disclose any relevant aspect of your affairs to them.
7.2 We may also disclose such information to third parties if:
you agree that we can; or
it is within the scope of our instructions to do so; or
we are required to do so by law, by our insurers or by our professional rules
7.3 For a small fee, you have the right to apply for a copy of the information we hold about you and to have any inaccurate information about you corrected.
8. Third Party Advisers
8.0 If we need to engage other professionals with specialist knowledge to help do your work (such as counsel, overseas lawyers, surveyors, accountants, expert witnesses, enquiry agents, process servers, or language translation companies or costs draftsmen) whether in the UK or abroad we will do so as your agent. We cannot be responsible for any act or omission of such a professional unless we have otherwise agreed in writing.
We comply with the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 in that you have 14 days cooling off period to decide whether you wish to proceed with our service. We will refund you within 14 days providing the documentation has not been downloaded, emailed or processed. Once the documents have been downloaded, emailed or posted to you and work started our liability for refund will cease as we will have been deemed to have started work for you urgently at your request.
Any refund guarantees at any time offered on our website will be subject to the above limitations.
Fees charged for fixed fee services is the fee charged for that service as a whole and no refund will be payable should you decide not to proceed with all or part of the service within six months of your file being opened with us and/or should any part of the matter become contested/defended. You agree our fees will still be payable whether or not your matter proceeds to completion.
If an unusable or incorrect email address is provided by the client and the email or post is not received or the login and password or links for download is not delivered, Legal & Co shall not be liable.
In the unlikely event the email or post has not been received or the login and password details or download links fail, communication should be made to Legal & Co within 7 days of the email or post sent to you or failure of the login and password or download links (whichever applies).
9. Fees and expenses
9.1 Unless we agree a fixed fee with you in relation to any specific matter or court application and the matter or court application proceeds to decree absolute or the court application is decided by the court, if you cancel during the specific matter or court application then we will charge our fees at an hourly rate of £225.00 per hour plus vat and on the amount of time we spend dealing with your work. This includes meeting with you and the other parties involved in any matter, and their representatives, preparing and working on documents, carrying out research, telephone calls, dictating attendance notes, letters, and documents, considering documents and papers, corresponding with you, the solicitor acting for other parties and your other advisers, the court, drafting, copying and preparing instructions to barristers and travelling and attending court.
9.2 We may revise our hourly charging rates at any time but any revision will not be applicable to the work we do for you until we have told you about the revision in writing and any increased rates shall normally take effect from 1 April each year. If you have any query about any revision please contact us immediately. Our hourly charging rate is currently £225.00 per hour for advice and assistance in connection with contentious work. For uncontested work we charge between £225.00 and £550.00 payable in advance of any work commencing. We do however reserve the right to charge an additional amount should we feel there is extra work involved or your spouse resides abroad. We will always agree our fees in advance where and whenever possible.
9.3 Our hourly charging rates cover most of our overheads (including routine secretarial services and telephone calls within the UK), save as mentioned in our Engagement Letter. In addition to fees for legal work, we also charge fees for certain support such as international telephone services if required. Unless we agree with you otherwise, these fees are charged at our standard rates from time to time.
9.3.1 In addition to the time spent carrying out your instructions we reserve the right in appropriate cases to take into account other factors when determining our charges including but not limited to the complexity of the issues, the speed at which action is required, whether your instructions necessitate working outside normal office hours, the expertise or specialist knowledge required and the value of the subject matter involved.
9.4 We require you to pay sums of money from time to time on account of our charges and expenses. These sums shall be paid into our client account and as and when they are transferred to our office account we will send you a receipted bill. If any such money remains in our client account at the time of preparing our final invoice we will be entitled to offset that money against the amount of the final invoice. You acknowledge that the total amount of charges and expenses may be greater than the total advance payments made by you.
9.5 Any expenses incurred (often called disbursements) are often subject to VAT and such expenses will depend upon the type of work we are carrying out for you. They may include barristers’ fees, expert report fees, Court fees, Land Registry fees, Local Authority and Companies House search fees. We will try to obtain your prior approval before incurring liability for substantial expenses but this may not always be possible. We reserve the right to ask you to put us in funds before we incur any reimbursable expense or series of expenses exceeding £50 in total.
9.6 We will also agree a limit on our charges to be incurred in which case you will be responsible for charges and expenses up to the agreed limit without us referring back to you. We will inform you as soon as it appears that the agreed limit is likely to be exceeded and we shall not exceed the agreed limit without first obtaining your consent.
9.7 Any fee budget agreed with you is based on the assumption that the information required for our work is made available in accordance with agreed timetables and that you have complied with your obligations as set out above under the heading ‘your responsibilities’.
9.8 By all means feel free to ask us for an estimate and/or the amount of our fees and the expenses incurred to date. Please note that estimates are not binding; they are the best guess we can make at any time based on our experience and the circumstances then known to us. We may revise any estimate in the light of new circumstances. An estimate, quotation or other indication of fees is not intended to be fixed unless otherwise agreed in writing.
9.9 Please bear in mind that in many cases the amount of our fees will depend on the way that the other parties to any transaction (and their advisers) conduct their business.
9.10 We may submit interim invoices for services provided and expenses incurred at appropriate intervals while the work is in progress. Unless otherwise agreed we will invoice you monthly for our fees and disbursements to date or at key stages of a transaction. These will be bills on account, not final bills. We will send you a final bill after final completion of the work. Payment is due to us upon your receipt of our bill, or on such other date as we may have agreed.
9.11 If you do not pay our bill within 7 (seven) days of the due date for payment, we may suspend performance of our services and/or charge you interest on a daily basis on any outstanding amount until payment in full is made at the rate of 8% per annum above the base rate of HSBC Bank Plc and calculated daily and compounded quarterly. You should contact us immediately if you have any query about any invoice.
9.12 You will be responsible for paying our fees and disbursements even though the matter may not proceed to completion.
10. Papers and Deeds
10.1 We may keep any of your papers and deeds while you owe us any money.
10.2 We will keep your files for no more than six years. We keep the files on the understanding that we have your authority to destroy your papers six years after the date of the final bill we send you for the relevant matter. Provided you do not owe us any money we will of course let you have any original deeds and paperwork unless they have been deposited with a third party for security or have been sent to someone else on your instructions.
10.3 We do not normally charge for retrieving your papers when they are relevant to any new instructions from you, but we may charge you for time spent reading papers and dealing with correspondence, and for any other work we have to do to comply with your instructions.
11. Conflicts of Interest
11.1 A conflict of interest between your interests and those of another client of Legal & Co may arise. If we become aware that a conflict of interest exists, or may exist, in our acting or continuing to act for you, we will take immediate steps to advise you and (and, if appropriate, the other party in conflict) we will ensure no conflict prevails if we continue to act for you. If appropriate, we shall facilitate you making alternative arrangements and can help you to instruct another law firm. All fees and outlays/expenses (and related VAT) up to the date of termination of our engagement will be charged and become due.
12. Authority to Act
12.1 It is very important in contentious cases that we are able to identify our client. We shall be entitled to assume, unless instructed otherwise in writing, that the person providing us with initial instructions is our client. We will also ask for proof of identity in this respect and to comply with Money Laundering legislation.
13. Money Laundering
13.1 In contentious cases we are required to comply with the provisions of the Money Laundering Regulations 2007 and the Proceeds of Crime Act 2002. We have to verify the identity of all clients. We also have to undertake “customer due diligence measures” within Regulations 5 and 7 and “ongoing monitoring” within Regulation 8. These are legal requirements. Please therefore bear with us when we ask you to produce means of identification or if we raise enquiries to ensure compliance with the Regulations and the 2002 Act.
13.2 In certain circumstances, we may be required to disclose otherwise confidential information about your affairs to the Serious Organised Crime Agency (SOCA). By instructing us, you expressly consent to our complying with our statutory obligations in relation to the prevention and detection of money laundering.
14. Financial Services Act (FSA) Requirements
14.1 We are not authorised by the Financial Services Authority. If during our work for you need advice on investments, we may have to refer you to someone who is authorised by the Financial Services Authority. We cannot provide you with advice on pensions or taxation and you should obtain such advice from financial advisors and accountants.
15.1 Copyright in all documents we produce is owned by us. You may copy a document we produce for you, but you must not modify, reuse or adapt any documents we produce for you without our written agreement.
16. Electronic Mail (e-mail)
16.1 We wish to make you aware that e-mails and mobile telephones are potentially insecure channels of communication. Information communicated in this way may be intercepted and e-mails may be lost, destroyed, delayed or unsafe to use.
16.2 We take all reasonable steps to ensure that confidentiality is maintained in all our communications with you and we will check for computer viruses before sending information electronically. However we will not be liable for any loss or damage which you may suffer or incur as a result of using such communication channels (and, without prejudice to that generality, it is your responsibility to scan e-mails and attachments received from us for viruses). Despite the inherent insecurity of email, many of our clients expect to communicate with us in this way. If you do not wish e-mail to be used as a method of communication in matters upon which you have instructed us, please let us know. We cannot guarantee that any e-mail will remain confidential nor when, or whether, the message will arrive.
17.1 In our absolute discretion, these terms of business and/or the terms of the Engagement Letter may be varied by us from time to time and notified to you in writing if necessary.
18. Legal & Co Status
18.1 Legal and Company Limited trades as Legal & Co (“Legal & Co”) a registered company number 7666968 whose registered office practice address is at 9 Lulworth park, Kenilworth, Warwickshire CV8 2XG.
19. Limitation of Liability
19.1 Our liability to you in respect of negligence, breach of contract, breach of duty, fault or otherwise whatsoever arising out of or in connection with this engagement shall be limited to £1 million to cover claims of any sort whatsoever (including interest and costs) arising out of or in connection with our engagement. This limit applies to this and to each and every engagement and to any subsequent work which we may undertake for you unless it is expressly overridden by any later written terms of engagement. For the avoidance of doubt, individual lawyers, directors, employees, caseworkers and consultants of Legal & Co will have no personal liability to you in respect of negligence, breach of contract, breach of duty, fault or otherwise whatsoever arising out of or in connection with this engagement.
20. Professional Indemnity Insurance
20.1 In accordance with the disclosure requirements of the Provision of Services Regulations 2009 we confirm that the required details of our professional indemnity insurance are displayed in each of our offices.
21.1 We are quietly confident that we will provide a high standard of service, but if you have any query or concern, please do not hesitate to contact us. It is important that you raise matters with us as quickly as possible; we do not want you to be unhappy with us or for there to be any misunderstanding. Our complaints policy is as set out below. You also have the right to refer your complaint to the Legal Ombudsman whose contact details are available to you upon request.
22.1 We will have the right to suspend work in any and all matters in which you have instructed us, and to terminate any and all of our contracts with you, if, for whatever reason, you or anyone connected with you does not make a payment on account within a reasonable time of being requested to do so or payment in advance is not made to us.
22.2 We will also have the right to suspend work in any and all matters in which you have instructed us, and to terminate any and all of our contracts with you, if, for whatever reason, you or anyone connected with you does not pay any of our bills within 7 days of the due date for payment as mentioned above. For the avoidance of doubt, the outstanding amounts (including interest) will remain payable to us regardless of whether or not we have suspended work or terminated the contract in accordance with these terms.
22.3 “Connected” in these terms of business means a person, business or company controlled by you, controlling you or under common control with you.
23.1 Any failure or delay by us in enforcing any of our rights set out in these terms does not constitute a waiver of these rights unless it is made in writing and any written waiver of a particular breach or default by you or anyone connected with you shall not automatically constitute a waiver of any subsequent breach or default.
24. Contracts (Rights of Third Parties) Act 1999
24.1 No person other than the parties to the Engagement Letter, and their respective successors and assignees, shall have any right to enforce any of the Terms of Business or the Engagement Letter (pursuant to the Contracts (Rights of Third Parties) Act 1999 or otherwise), except to the extent that the terms of business or the engagement letter expressly provide for the Act to apply.
25.1 If any of the Terms of Business or the provisions in the Engagement Letter are declared void, illegal or otherwise unenforceable, the remainder shall survive unaffected.
26. Governing Law and Jurisdiction
26.1 The Terms of Business, the Engagement Letter and the engagement are to be governed by, and construed in accordance with English law and any disputes arising in connection with the engagement are to be subject to the exclusive jurisdiction of the English Courts.
27. Our Complaints Policy
27.1 We are committed to providing a high-quality legal service to all our clients. When something goes wrong we need you to tell us about it. This will help us to ensure that our service meets the highest standard.
28. Our Complaints Procedure
28.1 If you have a complaint, whether it relates to our work, the way we have treated you or a third party, or our charges, please contact us with the details and follow below.
29. What will happen next?
29.1 We will send you a letter acknowledging your complaint and asking you to confirm or explain the details of the matters you have set out. We will also let you know the name of the person who will be dealing with your complaint. You can expect to receive our letter within five working days of us receiving your complaint.
29.2 We will record your complaint in our central register and open a separate file for your complaint. We will do this within five working days of receiving your complaint.
29.3 We will then start to investigate your complaint. This will normally involve the following steps.
29.4 We will pass your complaint to our Client Care Manager John Mayo, within five working days of receipt of your complaint.
29.5 John Mayo will then ask the member of staff who acted for you to reply to your complaint within fifteen working days.
29.6 John Mayo will then examine their reply and the information in your complaint file and, if necessary, he may also speak to them. This will take up to ten working days from receiving their reply and the file.
29.7 John Mayo will then invite you to a meeting and discuss and hopefully resolve your complaint. He will do this within the following ten working days.
29.8 Within ten working days of the meeting John Mayo will write to you to confirm what took place and any solutions he has agreed with you. If you do not want a meeting or it is not possible, John Mayo will send you a detailed reply to your complaint. This will include his suggestions for resolving the matter. He will do this within ten working days of completing the investigation.
29.9 At this stage, if you are still not satisfied you should contact us again. We will then give you the contact details for the Legal Ombudsman to enable you to make a complaint to them.
29.9.1 If we have to change any of the timescales above, we will let you know and explain why.
30. These terms are important so please feel free to download them and keep them in a safe place with your Engagement letter so that you can refer to them in future.