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VLS SOLICITORS TERMS & CONDITIONS
Our Retainer
1. Parties
We practise law in the United Kingdom through VLS Solicitors which is registered in England and Wales with registered office at Gibson House, 800 High Road, London N17 0DH.
“Us” or “We” or “The Firm” refers to VLS Solicitors.
VLS Solicitors is regulated by the Law Society of England and Wales, whose regulations can be found on the Law Society’s website at www.guide.lawsociety.org.uk .
The term “partner” is used to refer to a member of VLS Solicitors. A list of the partners/members of VLS Solicitors is open to inspection at its registered office.
These Terms and Conditions together with any letter which we may send you confirming your instructions (“Client Care Letter”) and our Costs Information are together referred to as this “Retainer” and the Retainer constitutes the contract between you and the Firm.
2. Individuals working on your case
We will keep you informed in writing of the person responsible for your case and the person (if different) with day to day conduct of it. Where appropriate, other individuals may assist where this is desirable because of Legal issues that arise or to handle the case in the most efficient and cost effective way.
3. Accepting these terms
If you continue to instruct us after receiving these terms you will have accepted them. If you provide us with further instructions concerning other matters, these general terms and conditions will apply unless they have been superseded.
4. Equality and Diversity
This firm is committed to providing equality and diversity in all of its dealings with clients and third parties.
B. Fees and Charges
5. Basis of charge
Where time based charging applies, we will charge you according to the amount of time spent dealing with your instructions. Time is recorded and charged on the basis of 6 minute units. Each member of staff has a different hourly rate depending on his/her seniority, experience and the nature of the case. Routine Letters, emails, telephone calls or other communications that we receive are charged as one 6 minute unit the time required to deal with them (if longer). Time is rounded up to the nearest 6 minute unit.
Secretarial assistance which includes typing correspondence, statements of case and documents and telephone calls is included within our hourly rates. Tasks of a more administrative nature may be carried out by administrative staff or paralegals.
6. Rate increases
Our hourly rates are reviewed on an annual basis, normally on 1 July each year. We will notify you of any increase in excess of 5% p.a.
In addition to the time we spend, we also take into account a number of factors which include the complexity of the issues involved in the matter, the speed at which action must be taken, the expertise or specialist knowledge which the matter requires and, if appropriate, the value of the property or subject matter involved. Our rates may be adjusted upwards if, for example, the matter becomes more complex than expected or has to be carried out in an emergency or out of hours.
If you require more information or have any concerns about these rates or the calculation of charges, please do not hesitate to contact us.
7. Other costs
7.1 Our hourly rates are exclusive of
7.1.1 Value Added Tax (VAT)
7.1.2 Disbursements
7.1.3 Administrative Charges
7.1.4 Disbursements are charges paid to external providers on your behalf. Administrative Charges are internal charges which we make in place of incurring a disbursement. The most common disbursements (although this list is not exhaustive) are:
7.2.1.1.1 The fees of any external expert or barrister (Counsel Fee)
7.2.2 Court Fees
7.2.3 Search fees payable to the Land Registry
7.2.4 Photocopying charges
7.2.5 Courier fees
7.2.6 Travel expenses
7.2.7 Charges for transfer of funds electronically and bankers drafts
7.2.8 Draftsman fee/costs
7.3 Administration Charges may be made from:
7.3.1 Photocopying
7.3.2 Bank transfers
7.3.3 Company searches at a variable cost
7.3.4 Designated bank deposit accounts
7.4 The items set out 7.2 and 7.3 do not form part of our hourly rate and may not be recoverable from any other party. Not all these items will of course, be relevant to your particular case. In addition there may from time to time be unusual expenses not included in our hourly rate which will not or may not be recoverable from any party. We will advise you of such expenses in advance.
8. Bills
Interim Bill/Invoice
We will be entitled to raise interim bills and will provide you with information as to the frequency of such bills. Invoices must be settled within 30 days. Interest will be charged on any overdue bill at the rate of 8% per annum from the invoice date. If any bill is not paid by its due date we reserve the right to decline to act for you and that we cannot accept cash payments. All interim bills are statute bills unless stated to be otherwise. If you have the benefit of legal fees insurance you will nevertheless be liable to pay bills yourself in the absence of our written agreement to the contrary.
9. Money on account and guarantees
It is a condition of our retainer that:
9.1 We are entitled to ask clients to let us have sums of money on account of costs to be incurred in the following weeks or months; this includes both our costs and our disbursements. It is expected that such payments on account will be made promptly. If such payments are not paid promptly we reserve the right to decline to act for you and will render a further account for any further work carried out.
9.2 In the absence of sufficient funds on account, we may require clients to procure that sums due to us (or which may become due) are guaranteed by an appropriately creditworthy individual or otherwise secured and to cease acting if such a guarantee or security is not forthcoming.
10. Estimates
Estimates will be reviewed and revised according to developments in your case.
11. Abortive costs
If the transaction is abortive for any reason, we reserve the right to charge you for the work carried out based upon the time spent on the transaction in accordance with the hourly rates quoted. We will also require you to pay for any disbursements incurred on your behalf.
12. Remuneration certificates and taxation
12.1 If you do not agree with the amount of any of our invoices you may have the right to non-contentious cases to ask to obtain a remuneration certificate from the Legal Complaints Service (LCS) which is The Law Society’s independent complaints handling body. The certificate will indicate:
12.1.1 Whether the amount charged in an invoice is fair and reasonable; or
12.1.2 A lower amount in substitute for the amount originally charged.
If you would like us to obtain a remuneration certificate, you will need to let us know (in writing) within one month of you receiving an invoice. For details on your rights concerning this, please consult the Solicitor (Non-Contentious Business) Remuneration Order 1994. Details can also be found on the Legal Complaints Service website at www.legalcomplaints.org.uk.
12.2 If you have asked for a remuneration certificate, you will have to pay us:
12.2.1 half of the amount of the invoice;
12.2.2 all the VAT payable in the invoice; and
12.2.3 All the disbursements shown in the invoice.
You can ask the LCS to waive this requirement so that you would not need to pay us anything. However, you would need to show exceptional circumstances applied to your case.
12.3 You may also have a right to apply to the High Court. This court will review the amount charged in an invoice. The process is called ’assessment’ and is subject to certain limitations. For details on your rights concerning this, please consult the Solicitors Act 1974 Sections 70 to 72.
13. Costs recoverability in Litigation
13.1 At the conclusion of this matter and in the event that you are successful you may be entitled to the payment of your costs by some other party. However, it is unlikely that you will recover the full amount that you have been billed by us primarily because although the Court may consider it reasonable for you to incur, it may not consider it reasonable and/or proportionate for the other party to pay all those costs. In addition there may be some disbursements and expenses which we will be unable to recover but for which you will remain primarily responsible, e.g. some travel expenses.
13.2 During the course of the case the Court may make orders for costs in relation to specific applications. The court can order that those costs be paid by one party to another within a specified period.
13.3 You will remain primarily responsible for payment of this firm’s bill of costs, in full, regardless of any order made against your opponent or their ability to pay. If your opponent is legally aided you may not recover your costs even if you are successful in these proceedings.
13.4 If you lose you may have to pay your opponent’s costs as well as your own.
13.5 Road Traffic Accident claims that settle for £10,000 or less: if you were involved in a road traffic accident on or after 6 October 2003 and your case settles before court proceedings are issued, the costs which you may recover from the defendant will be fixed by court rules. You will remain responsible for any of our costs which exceed the costs which you may recover from the defendant under the fixed costs scheme.
13.6 In certain circumstances recoveries may be limited to fixed costs.
13.7 If you are an executor or trustee, you would ordinarily be entitled to recover your costs from the estate/trust. However this depends on the nature of the dispute and should not be assumed. For example, where an action is based on your conduct as an executor or trustee, and you lose the action, you may be ordered to pay the costs personally.
13.8 Disputes before the tribunals or which are submitted to arbitration or other forms of dispute resolution may involve additional and/or irrecoverable costs.
C. Other Financial Matters
14. Interests
Our charges do not allow for the costs of administering the calculation and payment to clients of small amounts of interest (on your money which we hold in our general client account) if the “interest” in relation to any matter exceeds £200 in any period of one year ending on 5th April. The “interest” in paid will reflect the rate of interest that might reasonably be obtainable on the amount in question for the period in question if placed with our bank at the time by a member of the business community. This is a variation of the Solicitors Regulation Authority’s standard requirements for solicitors of which we are required to advise you. Payments in lieu of interest will be made within a reasonable time and in any event no later than three months after the end of year to 5 April to which the relate.
If we pay you sums in lieu of interest on a general client account without deduction of tax, you will be responsible for declaring and paying any tax due.
If at any time you feel that these arrangements for interest are not appropriate in your particular case, or have worked unfairly in the circumstances or were not properly understood by you, please let us know and we will be happy to consider revised arrangements both for the future and retrospectively.
15. Payments
We can only act in reliance upon payments you make to us once these are cleared funds.
16. Anti Money Laundering Rules
In order to comply with legislation aimed at preventing the laundering of proceeds of crime we are required to satisfy ourselves that we are not unwittingly involved in money laundering. This means we must be satisfied as to your identity and the provenance of any funds which are received by us, or which will e dealt with through our actions. It is a condition of the Retainer that you provide us promptly with such information as we may request for these purposes.
If we have reason to suspect that a transaction or funds involved in a transaction are an attempt to launder money, then we have a positive obligation to notify the Serious Organised Crimes Authority (SOCA) of our suspicions. This duty overrides a solicitor’s duty to keep to their client’s affairs confidential. We have a duty of disclosure if our suspicion arises for any reason whether or not that reason is your failure to provide us with information. In any such event, and n most cases, we are not permitted to advise you that we have not notified the SOCA of our suspicions. if we were to do so we would ourselves
You acknowledge, as a condition of the Retainer, our duty to make such disclosure as we may at our discretion consider necessary or appropriate pursuant to the Proceeds of Crime Act 2002, the Money Laundering Regulations 2003, any legislation subsequently amending or supplementing any of that legislation and any other legislation which places an obligation or a duty on solicitors to disclose information in circumstances where we have a reason to suspect that the transaction or funds involved are an attempt to launder money. For the avoidance of any doubt you also acknowledge and agree, as a condition of the Retainer, that our duty of confidentiality to you is overridden by our duty to notify the SOCA if we have reason to suspect that a transaction or funds involved in a transaction are an attempt to launder money.
It may be necessary for your matter to be considered by a solicitor other than the person with conduct of it for the purpose of considering the application of money laundering legislation to your instructions. We may raise a time charge in relation to this work at rates equivalent to those applying to the matter.
D. Control of Information
17. Publicity
Unless we receive your written instructions to the contrary, we may disclose that you are a client of the Firm and we may also disclose our involvement in a matter on your behalf to the extent either the information we disclose is in the public domain or the disclosure is agreed by you.
18. E-mail and voicemail
We may communicate with you by e-mail. Documents sent to you by e-mail will not be encrypted and it is your responsibility to protect your computer system from viruses and other code or devices which may be harmful. We accept no liability for any such items which any e-mail from us may contain. We cannot guarantee the security of e-mails or when they will arrive. We are not responsible for any loss or any damage caused by e-mails arriving late or by e-mail security being broken.
Unless you instruct us that your voicemail and e-mail are not secure, we may leave you messages on your voicemail and/or send you e-mails. If you do not wish us to, please let us know immediately.
19 Confidentiality
19.1 There is no confidentiality between joint clients. Unless you tell us otherwise we are authorised any information relating to a matter to any other professional adviser or other third party who is assisting you in relation to that matter.
19.2 Conflicts between your interests and those of another client may arise. If there is a conflict of interest, we might have to cease acting for you. Conflicts may arise (amongst other reasons) because:
19.2.1 we have discovered information while acting for another client which we would normally be bound to disclose to you; and
19.2.2 to disclose conflicts with our duty to that other client.
19.3 Conflicts may also arise in transactions in which we are also acting for a lender in which case we may have to stop acting for you, the lender or both. If it happens, we have the right to withhold that information and terminate our arrangement by you. We may also cease to act in a particular matter for the client involved. All fees and disbursements and VAT up to the date of termination will be charged and become due.
20. Audit enquiries
Should we receive requests, either directly from you or from accountants and/or auditors, for confirmation as to whether we are instructed on your behalf, our response may be addressed either to them directly or to you for onward transmission. We may raise a charge for this if it appears to us as appropriate to do so.
Such requests may require us to confirm whether any matters are of a litigious nature, whether any deeds or documents are retained by us on your behalf and also whether there are any outstanding bills by you to us or work in progress at any given point in time.
21. Privacy
We may process your personal data in order to render our services and for certain other purposes including the provision of occasional mailings on legal development and seminars that we may be holding or participating in. We may also process information for statistical and other analysis. We may also process your sensitive personal data (defined by the Act) for the purpose of providing legal services to you. If we process your sensitive personal data for any other purpose, we will only do so as permitted by law.
Depending upon the nature of the work carried out for you your personal data may be transferred outside the European Economic Area where the data regulations may not offer the same protection as within Europe.
If you do not wish to process your personal data for these purposes, please write to the partner responsible for your work.
E. Quality of Service
22. Quality standards
This firm is working towards the Lexcel quality standards of the Law Society. As a result of this we are or may become subject to the periodic checks by outside assessors. This could mean that your file is selected for checking, in which case we would need your consent for inspection to occur. All inspections are, of course, conducted in confidence. If you prefer to withhold consent, work on your file will not be affected in any way. We assume that we do have your consent unless you indicate otherwise, that consent on this occasion will extend on all future matters which we conduct on your behalf. Please do not hesitate to contact us if we can explain this further or if you would like us to mark your file as not to be inspected.
23. Our service and complaints
23.1 Our aim is to provide a service with which you will be satisfied. However, we do realise that on some occasions your expectations may not be met or that you may have a query or concern or simply be dissatisfied. If any of these occur, initially please raise them with the person with conduct of your case. If you cannot resolve them to your satisfaction or would not wish to speak to that person, then please contact the person named who has the overall responsibility for your matter. If you are still dissatisfied, please write to the “Complaints Secretary” at our office.
23.2 We have a written complaints procedure. If you would like to receive a copy of it, please contact the person with conduct of your case.
23.3 You have the right to complain to the Legal Complaints Service (LCS) which is the Law Society’s independent complaints handling body. However, the LCS generally require that a client should try and resolve a complaint they have with a firm generally require that a client should try to resolve a complaint they have with a firm if solicitors before contacting them.
F. General Matters
24. Liability cap
24.1 By accepting this Retainer, you accept that you are dealing solely with VLS Solicitors and that there is no individual acceptance or assumption of responsibility by any member or employee or agent of VLS Solicitors personally for carrying out any work.
24.2 To the extent permissible by law, you agree aggregate liability to you for any demands, claims, actions, proceedings, damages, payments, losses, costs, and expenses arising in relation to any one transaction or matter (or series of connected transactions or matters) on which you are instructing us is limited to £65,000,000 (sixty five million pounds sterling). This limitation will not exclude or limit our liability for fraud or for reckless disregard of professional obligation which cannot lawfully be excluded or limited.
24.3 We are willing to discuss with you agreeing a higher limit in our liability in return for an increase in the fess payable by you to us for handling this matter. Please contact the Managing Partner if you wish to discuss this. Please note that only the Managing or Senior Partner of the Firm have the authority to agree such an increase.
25. Document storage and file retrieval
We normally papers for no more than six years. At the end of six years after the date of the final invoice we have your authority to destroy them. We may charge for time spent at your request retrieving papers and documents, delivering papers and documents or for any reading, correspondence or other work necessary to comply with your request. If we agree to retain important documents such as title deeds, trust deeds and wills, we will not charge you for this service unless we agree otherwise or after giving you one month’s written notice that we purpose to do so.
26. Insurance mediation
VLS Solicitors is authorised and regulated by the Financial Services Authority (FSA) in respect of the undertaking of insurance mediation activity. If you have any problem with any insurance mediation activity which we have provided then please let us know. If there is any reason why we are unable to resolve the problem between us, then we are regulated by the FSA which provides a complaints and redress scheme through the Financial Ombudsman Service.
27. Investments services
The Firm is not authorised under the Financial Services and Markets Act 2000 but we are able in certain circumstances to offer a limited range of investment services to clients because we are members of the Law Society. We can provide these services if they are an incidental part of the professional service we have been engaged to provide.
28. Severance
If any of the terms on which you engaged us is or becomes illegal, invalid or unenforceable to any extent then that term can and shall be severed from the remaining terms to the extent it is illegal, invalid or unenforceable and the remaining terms shall remain valid and enforceable.
29. Assignment and novation
We may assign the benefit of this Retainer to any partnership or corporate body which carries on the business of the Firm in succession to the Firm and you agree to accept performance of our obligations under the Retainer by such assignee in substitute for performance by us.
30. Third party rights
No provision of this Retainer is intended to be enforceable by any third party pursuant to the Contract (Rights of Third Parties) Act 1999. Accordingly no third party shall have any right to enforce any provision of this Retainer.
Only the client names In our engagement letter enclosing these terms may rely upon our advice and should any information be provided to any third party by you or at your request (either with or without our consent) you undertake to inform them that we accept no responsibility to them for it.
31. Intellectual property
We retain all copyright and other intellectual property rights in everything developed by us either before or during the course of carrying out any work for you provided that you will have full right to distribute copies of these materials within your own organisation and will be licensed to use any purpose expressly referred to prior to our retainer.
32. Disclosure
Our service is provided to you and may not, without our prior written consent, be disclosed to any third party. You will not refer to us or our advice in any public document or communication without our prior written consent.
33. English law
All of our advice is given on the basis of the laws of England and Wales. To the extent we advise on documents governed by the laws of other jurisdictions, we will not be advising on any specific implications of the laws of those jurisdictions. Our retainer is subject to English law and the exclusive jurisdiction of the English Courts.
34. Litigation: documents and ceasing to act
34.1 We will be authorised to accept the service of documents on your sent by a court or the other party with whom you are in dispute with unless we receive your written instructions to the contrary or (in our discretion) decline to do so or the documents in question may only be severed personally.
34.2 If we cease to act for you (for whatever reason) you agree to send to the court and every other party involved in the case a notice. The notice will state that we are no longer acting for you and, if appropriate, indicate who your new solicitors are. You agree to do this immediately upon us ceasing to act for you. Your new solicitors may do this for you. However, if you do not this (or your new solicitors do not do this) then you authorise us to send to the court and the other parties a notice indicating that we have ceased acting for you. If we send the notice then you agree that the notice will indicate your address for correspondence as your official address for service of documents relating to the case and will show you as acting in person.
35. Cancellation
If the instructions you have given us have not been given at a meeting between us, you would have, normally, a right to cancel these instructions (and agreement between us, within seven days of us receiving them. Unless the Engagement Letter indicates otherwise you are not able to cancel this agreement because you have asked us to start work on the above matter on your behalf immediately. If you wish to reconsider and defer the start of our work, lease let us know immediately.
36 Termination
36.1 You can terminate your instructions to us in writing at any time but if you have not paid all the sums owing to us, we are entitled to keep your papers and documents until you do so.
36.2 During the course of the matter it may become appropriate that we should stop acting for you, for an example of you cannot give us clear or proper instructions on how we should proceed, or it is clear that you have lost confidence in the way in which we are carrying out work on your behalf.
36.3 We will only stop acing for you when we have a good
reason to do so, for example:
36.3.1 If you do not pay one or ore invoices; or
36.3.2 If you do not make a payment on account of costs
promptly when required to do so; or
36.3.3 If you provide instructions which are unreasonable or would require us to breach a professional rule or a duty to the court or involved the commission of a criminal offence.
36.4 If we decide to stop acting for you we will give you a reasonable notice that we are to stop acting. The precise length of the notice will depend on the circumstances.
36.5 If you decide that you no longer wish for us to act for you, you will pay us for the time we spent based on hourly charges plus any expenses incurred up to the date of our ceasing to act for you. |
PRACTICE AREA
TERMS & CONDITIONS