Standard Terms and Conditions of Business
These are our Terms and Conditions of Business to which you will be subject too when instructing us to act for you. The fees quoted (if any) in accompanying correspondence and the dispute resolution addendum (where applicable) shall be deemed to be incorporated herein. Where we are instructed by two or more individuals, your obligations, and liabilities towards us will be joint and several.
If you instruct us on behalf of a company, partnership or other entity (whether already formed or to be formed in due course), and our bill is addressed to that entity, you will be personally responsible for payment of our charges, disbursements and VAT as principal if that entity does not pay us promptly.
Your Authority, Instructions and Commitment to Us
We will take note of your instructions and endeavour to comply with them whenever we can, subject to our overriding statutory, common law and professional obligations. We are not officers of the court, but submit to the principals, and as such, have imparted duties and responsibilities to the court that can override or conflict with a client’s instructions on rare occasions. You may, at any time, authorise us in writing to act on instructions from a third party on your behalf but at your risk.
1.2 Where two or more of you have instructed us jointly, it is on the basis that either or any of you alone has authority to give us instructions on behalf of the others unless you give us prior written instructions to the contrary.
1.3 We will only act on your behalf in a matter if we are retained exclusively by you on that particular matter. You are free to instruct other solicitors on other matters if you wish.
1.4 For your part, you agree to provide us with all relevant documentation to enable us to progress your matters in an expeditious manner; to provide us with precise and accurate instructions; to safeguard any important deeds and documents.
2.1 The person responsible for the day-to-day conduct of your matters is named in the client care letter that either accompanies these Terms and Conditions or refers to them.
2.2 In the absence of the person mentioned in paragraph 2.1, or if the nature or complexity of a matter so requires, we may recommend that aspects of the matter be dealt with by other fee earners of this firm who have expert knowledge in the area concerned.
2.3 The director responsible for overall supervision of your matters is named in the client care letter that is either associated with these Terms and Conditions or refers to them.
2.3.1 Where there is more than one fee earner involved in your case, they will often work as a team. This means that, for example, more than one fee earner at a time may attend meetings on your behalf; not to duplicate work but because those fee earners have different functions, skills, and responsibilities.
2.3.2 We aim to offer our clients a prompt, efficient and friendly service. During the course of a matter, if there is any aspect about which you are concerned or on which you require clarification, then please raise it with the person who is handling the matter with a view to the issue being resolved quickly. If you remain concerned, or we cannot agree on an appropriate course of action, then your complaint will be referred to the company’s client care director (CCD), named in the retainer, who will contact you and attempt to resolve the matter to your satisfaction.
2.3.3 The company has a written Complaints Procedure document, which is available on request from our CCD and which will be sent to you should you make a complaint. Your right to complain might relate to the way in which your matter is being handled or concern an invoice that we have issued However, please note that if all or any part of our invoice remains unpaid, we may be entitled to charge interest— such entitlement is set out in paragraph 3.11 below and/or on the invoice.
2.3.4 If you still remain dissatisfied with how your complaint has been handled and the decision on it, we will write to you confirming our final position on your complaint and explain why we consider our handling of it and our decision (and the result of any review), was reasonable. If you remain dissatisfied at the end of our complaints process, you would then be at liberty to contact the Legal Ombudsman whose contact details can be found below:
PO Box 6806, Wolverhampton, WVI 9WJ.
Their telephone number is: 0300 555 0333.
Their email address is: firstname.lastname@example.org
Their website is www.legalombudsman.org.uk.
This organisation is the statutory body to which you may refer your complaint once we have concluded our professional obligation to try and resolve it. The time limit for you to make a complaint to the Legal Ombudsman is six months from our final response to the complaint.
2.4 This firm (to avoid any doubt) is not authorised and regulated by the Solicitors Regulation Authority (SRA).
Our Charges for time-based working
3.1 We may either quote you a fee which, if applicable, will be stated in the associated client care letter. This will only increase in exceptional cases where the matter has elements to it that were not as described at the outset or where unexpected matters have arisen, or, alternatively, we will in all circumstances give you a fixed fee price. That said, should you require other services or more services, a further fee may be asked for, subject to your agreement. The likely cost of the matter on which your new instructions are accepted may be based on an hourly rate, sometimes incorporating a value-based element as described in paragraph 3.2 below however will when possible be on a fixed fee.
3.2 In some new matters we will charge more than our hourly rate to reflect either specialist knowledge, complexity, high-value transactions, urgency or other non-standard situations when we will build in a value element (i.e. “uplift”) to our charges. Charges on this basis will always be confirmed to you in writing in advance.
3.3 When working on a time-based charge, time is charged in units of 5 minutes (12 units per hour), so any item of work that takes 5 minutes or less will be charged as one chargeable unit. We add a vat tax charge to each bill of 20%. At our discretion and in respect to unregulated service not referred to above we will add other charges to cover administration costs such as and internal costs or expenses (postage, photocopying, delivery charges, binding documents bank charges, telegraphic transfers, couriers etc.) and professional charges levied by others and or disbursements (sums we pay to third parties on your behalf).
3.4 The hourly charge-out rates currently applicable for all relevant fee earners is £175.00 per hour. Our charge-out rates are increased from time to time and we will notify you in advance of increases when they are announced. You may instruct us not to incur costs above a set limit without referring the matter to you.
3.5 As a paralegal company we retain a lien over all client’s file and upon any monies held in our client/deposit account pending discharge of our fees, subject to any applicable rules and regulations imposed by law or authority.
3.6 We may ask you to pay us a sum of money on account of either our charges or disbursements to be incurred, for which full credit will be given in our final invoice. If you do not pay us monies when requested to do so, or if you do not pay our invoices in full within 14 days of the tax point, we reserve the right to discontinue acting on your behalf and to withdraw our services.
3.7 You may pay our invoice by cheque or bank transfer. We do not accept credit card payments.
3.8 The cost of standard length telephone calls (national and international) is not usually charged separately but is included in the administration charge in paragraph 3.3, but where there is an exceptional use of international calls or faxes these will be logged and a separate charge made for the actual cost. Photocopying is charged on a similar basis and the cost is recoverable see paragraph 3.3, save for those items copied externally which are separately charged for.
3.9 We may invoice you monthly or on an interim basis for the cost of time spent, plus disbursements and VAT incurred for the work specified on each such invoice.
3.10 We may at any time, as a pre-condition to us undertaking work on your behalf and will require you:
3.10.1 To discharge all or part of any sums outstanding to us under any of our invoices relating to any matters being handled on your behalf and/or
3.10.2 to pay to us by immediate bank transfer an amount generally on account of costs or disbursements, or to enable us to give a professional undertaking on your behalf (in accordance with your instructions) to pay sums to a third party and if we do not receive any such payment from you within 14 days after requesting it, we may immediately regard our retainer as terminated by you and we shall be entitled to decline to undertake any further work on your behalf from that date.
3.11 Our invoices are payable on presentation. If they are not paid within 14 days, we will charge interest on all sums outstanding from 16 days after the date on the letter and until the date of payment, at a rate of 12% = 1% per month.
3.12 Our invoices are issued subject to the payment terms stated on them, which are deemed to be incorporated in our Terms and Conditions of Business. Your attention is drawn to the notice printed on our invoices as to your rights should you feel the fees, we have charged are excessive.
3.13 You agree that where we hold funds for your credit in our client account we shall on the delivery of an invoice utilise those funds (to the extent of such funds) in settlement of that invoice including disbursements shown thereon which have been paid or are to be paid or any other monies or sums due to us that are outstanding.
3.14 We will address our invoices to you. If you request us to send an invoice to a third party, we may do so at our discretion. The invoice will still be addressed to you but marked “payable by another” who may not be able to recover VAT as you are the party chargeable. However, you will remain personally liable for the invoice if that party fails to discharge it within 14 days following delivery of the invoice.
3.15 If you believe that a third party (such as an insurance company) may cover all or some of our costs, then you must tell us at the outset and we may, at our discretion, agree to make an enquiry on your behalf. It is always your personal responsibility to pay our costs whether or not you have the right to reclaim them later from someone else.
3.16 If you are unhappy about any invoice we render/sent to you, you are entitled to complain about it in accordance with our complaint’s procedure referred to in Condition 2.3.2 above.
- In addition to the hourly charges mentioned in paragraph 3, we will charge Value Added Tax (VAT) on our fees and certain disbursements.
- 5. If we are acting on your behalf in connection with any dispute resolution matter, you will be subject to certain obligations and restrictions in relation to the preservation of documents. We will supply you with a separate list of these matters that shall be deemed to be incorporated within these Terms and Conditions.
6.1 We do not advise clients in relation to any particular investment nor does TESS carry on any other activity constituting discrete investment. If we do undertake this type of work for you, we may ask you to enter into a separate letter of agreement.
6.2 This company is authorised by the Financial Conduct Authority.
- In relation to monies due to you which are received by or through this company, you undertake to indemnify us for any liability we may incur under the tax laws of any territory which requires us to withhold tax or render us liable to account to any authority for tax (including penalties, fines and interest) on monies due to you (whether or not our liability arises from a default in payment of tax on your part).
- Unless you have expressly instructed us in writing to advise on the taxation aspects of a transaction, we shall not do so and our retainer will not include an obligation to consider such matters and your instructions are accepted on that basis.
Money Laundering Precautions
9.1 Proof of Identity — The law requires us to obtain satisfactory evidence of the identity of clients. We would be grateful, therefore, if you would provide us with copies of the following original documents: Photo i.d and proof of the address where you live
9.2 Confidentiality —We are professionally and legally obliged to keep your affairs confidential. However, we 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.
9.3 Cash — Please note that in compliance with UK Money Laundering Regulations we will not accept payment in cash in any event. If clients circumvent this policy by depositing cash direct with our bank, we reserve the right to charge for any additional checks we deem necessary regarding the source of the funds.
I will normally keep your file of papers after the conclusion of the transaction for a period of up to 6 years, but reserve our right to destroy it at any time after six years in the absence of any written request from you not to do so. We do not accept any liability for any loss directly or indirectly caused, contributed to, or arising from our failure or inability to produce your file or any of its contents at any time after the matter is concluded.
If at any time after completion of a matter you ask us to retrieve your file of papers from storage, we shall charge you an administrative fee of £150 plus vat and a further fee should you instruct us to review the file, supply any documents or information that fee will be time-based and at the aforementioned rates.
Computer Compliance and Email Communication
11.1 We do not accept liability for any loss directly or indirectly caused by, or contributed to, or arising from the failure or inability of any of your equipment or any computer-generated program to recognise or correctly interpret or process any date or data as the true or correct date or data.
1 1.2 We can correspond with you and others on your behalf by email. However, the use of email is not secure and may result in someone other than the intended addressee, becoming aware of its contents. Unless you instruct us otherwise, we will treat your acceptance of these terms as your consent for us to correspond with you or others on your behalf by email. You acknowledge that there is a potential risk and you agree that where our emails are properly addressed, we shall have no liability for any costs, claims, loss, or damages whatsoever, arising as described above.
Contracts (Rights of Third Parties) Act 1999
12.1 Unless the right of enforcement is expressly granted, it is not intended that a third party should have the right to enforce a provision of these Terms and Conditions under the Contracts (Rights of Third Parties) Act 1999.
12.2 The parties to these Terms and Conditions may rescind or vary them without the consent of a third party to whom an express right to enforce any of the Terms and Conditions may have been provided.
We are bound not to disclose confidential information received from you whilst acting. However, we may consider it appropriate to seek publicity on our involvement with this transaction rather than the details of the transaction itself. By accepting these Terms and Conditions you give your consent to such publicity, other than where the material includes details that could be harmful, and which are not already a matter of public record.
Data Protection Act
14.1 Your name, address, and other details which you give to us will be stored by us on a computer to enable us to deal efficiently with your case and to communicate with you.
14.2 We may use the information we have on the computer to communicate other matters to you which we think may be of interest or importance, or we may direct third party correspondence to you in this regard. If you do not wish us to do so, please notify us when responding.
14.3 If this company merges, or is acquired by another entity, then the information which we have about you on our computer will be supplied to that entity. This is standard practice in such situations, but we are obliged to notify you and your signature to these Terms and Conditions will be deemed your agreement that we may disclose such information.
15.1 We currently carry Professional Indemnity Insurance in the sum of One Million Pounds
15.2 By instructing us, you agree that the amount that we shall be liable to pay to you, in total, on any claim or linked series of claims, shall not exceed this sum. If you do not consider this amount adequate and require a higher limit of indemnity, we may be able to purchase additional cover from our insurers, but this will be at an additional cost payable by you. If this is what you require, you should notify us immediately in writing.
15.3 We bank with Santander Bank plc and have notified the bank that we deposit monies from multiple clients into a single account. On this basis, each client has Bank of England protection in case of a bank collapse, which is currently £85,000.00 (or such other amount as may be in force from time to time). We will not be liable to any client for any monies lost by virtue of a bank collapse, failure or any similar event, nor will we be liable for any consequential loss arising/resulting from an inability to withdraw such funds, other than maybe prescribed by law.
16.1 Our interest policy is designed to treat our clients fairly and transparently and to account to clients for interest when it is fair and reasonable to do so, subject to the provisions of this policy.
16.2 Our principal bankers are at the time of authoring these terms is Santander Bank.
16.3 Any monies held on your behalf will be in our ” Client Account”. This account is an instant access account. Funds are held on instant access accounts to ensure we are able to facilitate your transactions as efficiently as possible. Rates for these types of accounts may not be as high as those you may be able to achieve if you were investing the monies yourselves.
16.4 We will routinely monitor these interest rates in order to ensure that, in our opinion, they are reasonable and competitive for instant access accounts.
16.5 In calculating interest (if required) we will apply a rate based on Santander Bank Instant Access Business Account at the relevant time.
16.6 Interest will be calculated on the value of cleared funds and paid at the end of the matter. There will be exceptions where we have matters which typically by their nature may run on for some time, for example, Trust matters.
16.7 Interest will not be applied: –
16.7.1 Where the sum calculated is less than £50.00 per client.
16.7.2 If in accordance with your instructions, or any agreement you have entered into, or undertaking we have given on your instructions, the interest has been paid to a third party
16.7.3 Where there are any outstanding fees due to us
16.7.4 In the event that you have a persistent record of not settling our invoices in full within 14 days of issue of invoices during a period of 2 years Tess will and to reflect the firm’s additional costs incurred in pursuing those unpaid debts an additional charge of £25.00 per month and for interference.
16.8 We may set off against any interest accrued by you and for any outstanding fees you owe to us.
16.9 If you fail to present a cheque drawn on our Client Bank account, we reserve the right not to recalculate the interest or in the alternative, we will make a reasonable charge for the additional administration incurred.
16.10 Any amounts paid in lieu of interest are paid gross of any tax liability unless stated otherwise and will, therefore, need to be included on your tax return as taxable income.
16.11 If monies are held for you on account of a mistake by others all interest earned will be credited to you should the sum be over £50.00.
16.12 If for any reason you wish to “opt-out” of any interest payable on a matter or range of matters, please ensure this is made clear and in writing to us when accepting our Terms and Conditions.
Non-contentious Business Agreement
17.1 These Terms and Conditions constitute an agreement between TESS and yourself/yourselves. It is a “non-contentious business agreement”, made in England and governed by English law. Our charge-out rates are set out above your right to challenge those rates will be restricted.
17.2 We ask that you sign and return the attached copy of this letter by way of confirmation only, but compliance with this formality will not affect the legality of this non-contentious business agreement which shall be deemed to be in place 14 days after we have sent these Terms and Conditions to you, or in reliance upon these Terms and Conditions have commenced work on matters in accordance with your instructions (whichever is the sooner).
17.3 In the event of any conflict between the provisions of these Terms and Conditions and the associated client care letter, the provisions of the client care letter will prevail.
18.1 You may terminate your instructions to us in writing at any time, but we will be entitled to keep all your papers and documents while there is money owing to us. In some circumstances, TESS may consider it ought to stop acting for you, for example, if you cannot give clear or proper instructions on how TESS is to proceed, or if it is clear that you have lost confidence in how we are carrying out your work. We may decide to stop acting for you for other good reasons, for example, if you do not pay an invoice (interim or otherwise) or you fail to comply with a request for payment on account. That said we must give you reasonable notice that we will cease acting.
18.2 If you or we decide that we no longer act for you, you will pay our charges on an hourly basis and any additional expenses. We are entitled to retain our file of papers relating to your matter pending payment of the balance of our costs and disbursements.
Consumer Contracts Regulations 2013 (applicable only- to non-commercial clients)
19.1 If your instructions to act arose from a meeting (or other communication) that occurred with a representative of our firm who was not then at our office, it would be an “off-premises” contract; therefore you would have a right to cancel your instructions with this firm within 14 days of you entering this agreement. If you cancel the contract within that 14 day period, but in the meantime, you instruct us to carry out an item of work, and we carry it out, you would be liable to pay our reasonable costs for that work. Also, if you authorise us to commence work and thereafter give notice of cancellation, by which time we have completed the matter, again you would be liable to pay our reasonable costs for that work. However, subject to you exercise your cancellation right.
19.2 If we have been instructed to act for you other than as described above, this would be an “on-premises” contract, with no right of cancellation; although you would be entitled to terminate our agreement (as mentioned elsewhere in this document).
19.3 If you return these Terms and Conditions of Business, duly signed, then this would amount to your authority to proceed with this matter, with any cancellation right having been waived; and once we have started the work, you may be charged if you then cancel the instructions. As mentioned above, during the course of the matter you would be entitled to terminate our retainer.
Last modified: 20th April 2021