Terms of Business These Terms of Business together with your Client Engagement Letter set out the basis upon which we provide our services to you. 1. INSTRUCTIONS 1.1 We will be able to provide you with a better standard of service if you provide us with clear and prompt instructions. Please supply us with all relevant information to represent you and ensure that all information provided is, to the best of your knowledge, complete, accurate and up to date, and is supplied as promptly as practicable. 1.2 Please tell us of any subsequent changes to the information provided, as well as about any further information which might be relevant. 2. SERVICE STANDARDS, RELATIONSHIP MANAGEMENT AND PERSONNEL 2.2 Our responsibilities We will: – keep you regularly informed of progress; communicate with you in plain language; explain the legal work that may be required; advise you regularly of the cost/risk benefit of pursuing a matter; advise you of the likely timescale involved; review the matter regularly; advise you of any changes in the law; and; advise you of any changes in circumstance or risk which could affect the outcome. 2.3 Relationship management All work carried out in connection with any matter to which these Terms of Business relate will be carried out by the solicitor and under the overall supervision of the Partner named in your Client Engagement Letter. 2.4 Progress Reports and Response Times All reasonable efforts will be made to keep you informed of progress or of any unexpected delays or changes in the character of the services being provided. Where appropriate, we will also advise you if we consider that the probable outcome of the matter does not justify the likely fees, disbursements and expenses and the risk involved. Please request a progress report at any time if you are in doubt as to the current position. 3. COMMUNICATION AND EMAIL 3.1 Communication 3.2 lease let us know if you have a preferred method of communication e.g. telephone, email or fax. Unless we hear from you, we will use whatever mode of communication appears appropriate in the circumstances. 3.3 All email messages sent to us will, if properly addressed, arrive on the terminal of the person to whom they are addressed. However, please be aware of the following points: the exchange of email messages may be subject to delays outside our control; the safe delivery of email via the internet should not be assumed; and the confidentiality of email cannot be guaranteed. 3.4 Unless you ask us, we shall not be required to encrypt or password protect any email or attachment sent by us. We shall not be responsible for any loss or damage arising from the unauthorised interception, re-direction, copying or reading of emails including any attachments. We shall not be responsible for the effect on any hardware or software (or any loss or damage arising from any such effect) of any emails or attachment which may be transmitted by us (except where this is caused by our negligence or wilful default). 4. CALCULATION OF FEES 4.1 Our fees are normally based on the time spent dealing with a matter plus other factors to be taken into account, for example, complexity, value, importance to the client and urgency. Your Client Engagement Letter will detail our costs estimate. 4.2 Although hourly rates are the norm, we aim to be flexible in our approach to charging and may have agreed with you an alternative charging method such as an agreed fixed fee for your matter. 4.3 To comply with the law, we need to obtain evidence of your identity as soon as possible. Our practice is to:- Obtain an electronic database search. The fee for these searches is between £10-£30 plus VAT and will appear on your bill under expenses. As a result of the increased legal responsibilities to conduct checks on our clients and other parties our normal practice is to do both forms of identity checking. This figure includes an allowance for our administration in conducting such searches. The law requires us to maintain such data for the period of five years from the end of the matter we are handling for you or from the date at which you cease to be a client of this firm. However, you agree to our retaining the forms and any other data for our usual file retention period relevant to matters of that nature from the date of the file being archived, or longer than this if necessary, as when litigation has arisen or may be pending, and the checks have or. may become relevant in any such proceedings. 4.4 Review of Charging Rates Charging rates are revised from time to time. We review rates periodically and consider time spent on a file together with the nature and complexity of the transaction. Any relevant changes we consider necessary further to a review of time spent on your file and any additional costs incurred by you will be notified in writing during the transaction. For the avoidance of doubt the cost estimate provided with the Client Engagement Letter is only an estimate. 4.5 Disbursements Disbursements incurred in the course of our work on your matter will be added to your bill. These will include, for example: courier fees, Land Registry fees, search fees, travel, agents fees, Counsel’s fees, court fees, photocopying or communication expenses. This list is not exhaustive and you will be advised of the nature of any substantial disbursements as your matter progresses. We make a charge of between £10 to £40+VAT for sending electronic bank transfers. 4.6 VAT Value Added Tax is payable in addition on your costs and most disbursements and expenses except for certain clients not situated in the United Kingdom. VAT is currently charged at 20%. 4.7 Client’s Money Where we receive money from you, which is to be applied on your behalf, it will be held in a separate client bank account which will be subject to the strict provisions of the Solicitors Regulation Authority’s Rules. As required by the Solicitors Regulation Authority, money held by us will be taken in payment or part payment of our bills within 14 days of the date of the invoice, unless that money is held for another purpose. 5. BILLING AND PAYMENT TERMS 5.1 Our bills are due for payment on receipt. 5.2 We will send you a monthly statement of account detailing every bill which remains unpaid. You will also be sent a reminder letter for all unpaid bills which are older than 21 days. 5.3 Our bills may be delivered regularly and usually monthly during the course of your matter and at its conclusion. 5.4 Our bills identify the matter, the periods they cover, and the charges, disbursements and Value Added Tax payable. If you require a detailed narrative of the work involved a charge may be made for it as if its preparation were part of the normal work on your matter. 5.5 You may have a right to apply to the court for an assessment of the bill under Part III of the Solicitors Act 1974. 5.6 We reserve the right to charge interest on a daily rate on all bills outstanding by more than 30 days at the rate payable on Judgment Debts (currently 8%). 6. LIABILITY FOR COSTS 6.1 Liability for Costs All our bills are payable by you whether or not any arrangement exists, or a court order is made, for payment of your costs by any other party. We will (if you instruct us) act on your behalf in steps to attempt to recover your costs from any Third Party. The work will itself incur further costs and the amount recovered from Third Parties may not amount to as much as our bill. You should be aware that in litigation if your case is pursued unsuccessfully you will often be required to meet your opponent’s costs as well as your own. Even if you are successful and costs are ordered in your favour these will not amount to a full indemnity for all the costs you have incurred. An Order will only be of any value if your opponent is in a position to pay the awarded costs and in all circumstances you are and will remain primarily liable for payment of all our costs. 6.2 Costs of Other Parties In some circumstances, the court may order you to pay the other party’s legal costs and expenses; for example, if you lose the case or discontinue the claim after Court proceedings have been issued. The money would be payable in addition to this firm’s charges and expenses. If appropriate we will have discussed with you whether this firm’s charges and expenses and your liability for another party’s charges and expenses may be covered by insurance and, if not, whether it would be advisable for you to have insurance to meet the other party’s costs and expenses. 7. INSURANCE ADVICE 7.1 We might advise you to take out insurance to cover some perceived defect in the title of a property. Examples of this can also include lack of requisite planning consent or building regulation approvals of works that have been carried out or unknown covenants affecting the property. These types of insurance are very common these days and as part of the conveyancing process we are authorised to issue insurance policies without the need to refer back to the insurance company, thereby saving expense and delays. Details of the insurers and the territorial coverage of the policy are available for inspection at our offices at the address shown at the end of these terms of business. Insurance Distribution 7.2 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 distribution 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. The register can be accessed via the Financial Conduct Authority website at www.fca.org.uk/firms/financial-services-register. 7.3 If you are unhappy with any insurance advice you receive from us, you should raise your concerns with either the Solicitors Regulation Authority or the Legal Ombudsman whose address details appear under ‘Complaints’ below. Please also note that we act as an ancillary insurance mediator only in this regard and not as an insurance provider. 8. FINANCIAL ADVICE 8.1 We are not authorised under the Financial Services and Markets Act 2000, nor are we regulated by the Financial Conduct Authority. If, while we are acting for you, you need advice on investments, we may have to refer you to someone who is authorised to provide the necessary advice. However, we may provide certain limited investment advice services where these are closely linked to the legal work we are doing for you. This is because we are regulated by the Solicitors Regulation Authority, which is a designated professional body under Part 20 of the Financial Services and Markets Act 2000. 8.2 The Solicitors Regulation Authority is the independent regulatory arm of the Law Society. The Legal Ombudsman provides an independent complaints review process for most clients of solicitors’ firms. If you are unhappy with any investment advice you receive from us, you should raise your concerns with either of these bodies. 9. PAYMENTS, RECEIPTS, MONEY ON ACCOUNT AND INTEREST 9.1 Money on account We usually require payment of monies on account of fees, disbursements and expenses which must be paid within fourteen days of request or immediately in the case of urgent matters. Any money we hold on your behalf, including payments on account and damages or costs recovered from another party may be set off against our bills delivered to you or disbursements incurred including charges for electronic payments (see 4.5). In the event that a costs order or other order for the payment of money is made against you or a disbursement must be paid, then unless specifically instructed otherwise, we may pay the amount due from money held by us on your behalf. There is, however, no obligation on us to do so and the responsibility to pay and for any late payments rests with you. 9.2 Obtaining mortgage advances from lenders Where a client obtains borrowing from a lender in a property transaction, we will ask the lender to arrange that the loan cheque is received by us a minimum of four working days prior to the completion date. If the money can be telegraphed, we will request that we receive it the day before completion. This will enable us to ensure that the necessary funds are available in time for completion. Such clients need to be aware that the lender may charge interest from the date of issue of their loan cheque or the telegraphing of the payment. 9.3 Payments by CHAPS/BACS/Faster Payments Where we make payment of money to you or to another person on your behalf, it will either be by cheque sent in the ordinary post, or an electronic funds transfer e.g. via the Clearing House Automated Payment system (CHAPS); Bankers Automated Clearing System (BACS) of Faster Payment. Whichever payment method is used we do not accept any responsibility or liability for any losses arising in respect of any interception, appropriation, misuse or delay in receipt. 9.4 Interest Our policy on the payment of interest in relation to money that we hold on your behalf is to account to you for all sums earned if the total exceeds £50. We will pay interest on client money held for over one month. The level of interest paid will be based on the advertised interest rates payable by our bank (Lloyds Bank) on the relevant amount, as if it had been held in a separate designated client account in your name. If the amount calculated is less than £50 then no interest will be paid to you and we will retain any such sums earned without accounting to you for them. We believe that this policy is fair and reasonable, and we will account to you for interest in accordance with the above policy. 9.5 We may transfer some of the money on account that we hold for you to repay ourselves for any expenses that we have made on your behalf from our own business account. This might involve payments for expenses such as stamp duty land tax or court fees, for example. In these circumstances we will not issue you with an interim invoice at the time, but we will account fully to you for all of the costs and expenses arising in your matter at the end of the matter at the latest. 10. CONFLICTS OF INTEREST 10.1 We take conflict issues seriously. We have procedures in place to ensure that conflict checks are carried out on every matter as soon as practicable so that, if an issue arises, it can be discussed with you and dealt with as soon as possible. 10.2 If at any time you become aware of an actual or potential conflict of interest, please raise it with us immediately. 11. CONFIDENTIALITY DATA PROTECTION PRIVACY NOTICE 11.1 Confidentiality The information and documentation you provide to us is confidential and subject to legal professional privilege unless: stated otherwise in this document or our letter confirming your instructions, e.g. in relation to prevention of money laundering and terrorist financing; or we advise you otherwise during the course of your matter. 11.2 Outsourcing Sometimes we ask other companies or people to carry out work on our behalf including typing and photocopying on our files to ensure this is dealt with promptly and in the most cost-effective manner. 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. 11.3 Data Protection Privacy Notice We use the 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 11.4 Our use of that information is subject to your instructions, data protection law and our duty of confidentiality. 11.5 Please note that our work for you may require us to pass on such information to third parties such as expert witnesses and other professional advisers, including sometimes advisers appointed by another party to your matter. We may also give such information to others who perform services for us, such as typing or photocopying. Our practice may be audited or checked by our accountants or our regulator, or by other organisations. We do not normally copy such information to anyone outside the European Economic Area, however we may do so when the particular circumstances of your matter so require. All such third parties are required to maintain confidentiality in relation to your files. 11.6 You have a right of access under data protection law to the personal data that we hold about you. We seek to keep that personal data correct and up to date. You should let us know if you believe the information we hold about you needs to be corrected or updated. 11.7 Data Protection in Respect of Money Laundering Checks We may receive personal data from you for the purposes of our money laundering checks, such as a copy of your passport or other personal documents. These will be processed for the purposes of preventing money laundering and terrorist financing only, or as otherwise permitted by law or with your express consent. 11.8 You consent to us retaining such data for longer than the five-year statutory period unless you tell us otherwise. 11.9 Data Protection – Your Obligations If you send us personal data about anyone other than yourself you will ensure you have any appropriate consents and notices in place to enable you to transfer that personal data to us, so that we may use it for the purposes for which you provide it to us. 12. PAPERS AND DOCUMENTS 12.1 We store deeds and current papers for clients on site. Closed files are stored off site without charge. We do however make a charge of £55+VAT per file for retrieving papers stored off site in response to any request from you. 12.2 We generally keep all files for a minimum period of 6 years. We reserve the right to destroy files without further reference to you 6 years after completion of a matter on the understanding that we have your authority to do so. 13. DUTY OF CARE 13.1 The services provided by us are for your benefit alone and solely for the purpose of the matter to which they relate. They may not be used or relied upon for any other purpose or by third parties. Our duty of care is to you as our client and does not extend to any third party. 13.2 These terms of retainer do not confer any rights on any third party under or by virtue of the Contracts (Rights of Third Parties) Act 1999. 14. LIABILITY 14.1 The Client Engagement Letter includes a summary of your instructions. We shall not be liable for any failure to advise or comment on any matter that falls outside the scope of your instructions. 14.2 We will not have any liability to you for losses, damages, costs and expenses including interest (“Losses”) for civil liability arising from your dishonesty, including but not limited to the provision of false, misleading or incomplete information or documentation by you or on your behalf; or a fraudulent act or omission committed or condoned by you. 14.3 Unless otherwise agreed between us in writing our aggregate liability whether to you or any third party for any losses incurred by you as a result of or in connection with any breach of contract, breach of trust, breach of fiduciary duty or tort (including negligence) or other civil liability on the part of Belmont & Lowe or its partners or employees shall not exceed £3,000,000. 14.4 We can only limit our liability to the extent that the law allows. In particular we cannot limit our liabilities for death or personal injury caused by any negligence. 15. COMPANIES 15.1 Where we act for a limited liability company, we only do so on the basis that the director(s) of the company giving us our instructions agree to indemnify us for our charges if the client company does not pay. By giving us instructions, the director confirms his/her agreement to so indemnify us. 16. TERMINATION AND SUSPENSION OF INSTRUCTIONS 16.1 You may terminate your instructions to us in writing at any time. 16.2 We may bring instructions to an end for a good reason and on reasonable notice, and in particular in the following circumstances: – if you fail to give us instructions as reasonably requested; or if any conflict of interest does or may arise between you and us or you and another of our clients; or if you fail promptly to pay our bills or any requested monies on account, and if any account is not paid in full by the due date we reserve the right to suspend further work on the matter to which the account relates and all other matters for the same client and any associated clients until the overdue payment is received; or if you subject any of our partners or staff to unwanted sexual harassment or bullying, neither of which are tolerated by us. 16.3 If instructions are terminated you will be liable only for fees arising and payments made or committed up to the date of termination of the instructions, together with any fees or payments for services, as set out in our Client Engagement Letter, necessary in connection with the transfer of the matter to another adviser. 16.4 Otherwise a specific retainer will end on completion of the work, and a general indefinite retainer may be ended by us on reasonable notice. The effect of termination of the retainer is that we are not obliged to perform any work on your behalf under the retainer. Otherwise, the rights and obligations under this retainer continue. 16.5 We will return to you any balance left over at the end of a matter subject to all payments due to the firm having been settled before we do so. 17. LIEN FOR COSTS 17.1 We will be entitled to retain property belonging to you, together with our own papers relating to the matter, until all sums outstanding to us are paid. 18. OFFICE HOURS 18.1 Our offices are open from 9.00am to 5.00pm Monday to Friday. 19. COMPLAINTS 19.1 We aim to provide a high quality service to each of our clients. However, if you, as a client, are not satisfied with our services, you may wish to complain. In the first instance, you should contact us on 020 7608 4600 and request to speak with the supervising partner, for Property being Michael Loudon (m.loudon@belmontandlowe.co.uk) and for Private Client, being Belinda Hornsby Cox (b.hornsbycox@belmontandlowe.co.uk). We will respond promptly and professionally to any complaint, in accordance with the following procedure: – If after your initial contact we do not resolve the matter to your satisfaction, you will be invited to put the complaint in writing, addressed to the firm’s Complaints Officer, Karen Wallace, giving reasons for dissatisfaction in as much detail as possible. The firm will accept delivery of this complaint by email to: k.wallace@belmontandlowe.co.uk. On receipt of the written complaint we will thoroughly investigate the complaint further and will respond within 14 days. We will either give our substantive response or, if that is not practicable, we will give you our expected timetable for doing so. If the problem cannot be resolved, you may use the complaints and redress scheme operated by the Legal Ombudsman (www.legalombudsman.org.uk) who can be contacted by telephone at 0300 555 0333 or at the address set out below. Alternatively the Solicitors Regulation Authority is our professional regulator and handles any complaints relating to professional misconduct. Legal Ombudsman PO Box 6167 Slough SL1 0EH Tel 0300 555 0333 19.2 A complaint to the Legal Ombudsman must be made: – Within six months of receiving our final response to your complaint; and No more than one year from the date of the act or omission being complained about; or No more than one year from the date when you should reasonably have known that there was cause for complaint. 19.3 You may also have the right under certain circumstances to challenge our bill by applying to the court to assess the bill under Part III of the Solicitors Act 1974. The usual time limit for making such an application is one month from the date of delivery of the bill. If the application is made after one month but before twelve months from delivery of the bill, the court’s permission is required for the bill to be assessed. Please note that the Legal Ombudsman may not consider a complaint about a bill if a client has applied to the court for assessment of that bill. 19.4 Unless there are special circumstances, the court will not usually order a bill to be assessed after: 12 months from delivery of the bill; a judgment has been obtained for the recovery of the costs covered by the bill; or the bill has been paid, even if this is within 12 months. 19.5 We are entitled to keep all your papers and documents while there is still money owed to us for fees and expenses. This is sometimes referred to as a solicitors’ lien. 19.6 The Solicitors Regulation Authority is our professional regulator and will handle any complaints relating to professional conduct matters. Please see www.sra.org.uk for more details. 20. RESOLUTION OF DISPUTES 20.1 The Terms are governed by and will be construed in accordance with the law of England and Wales. You and we irrevocably agree to submit to the jurisdiction of the courts of England and Wales over any claim or issue arising under or in connection with the Terms and you and we waive any objection to proceedings being brought in those courts on the grounds of venue or on the grounds that such proceedings have been brought in an inappropriate forum. 21. MONEY LAUNDERING 21.1 Proof of Identity The law now requires solicitors, as well as banks, building societies and others, to obtain satisfactory evidence of the identity of their clients. In order to comply with the law on money laundering, we need to obtain evidence of your identity as soon as practicable. We should be grateful, therefore, if you would provide us with documents to verify your identity and address, as requested in your Client Engagement Letter. You should also be aware that we are also required to undertake continuing customer due diligence measures in which connection electronic verification will in most circumstances be undertaken. 21.2 Cash Our firm’s policy is to only accept cash up to £500.00. 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. 22. CONCLUSION 22.1 Your continuing instructions will amount to your acceptance of our terms of business, but please sign and date the enclosed copy of this letter and return it to us immediately. Then we can be confident that you understand the basis upon which we will act for you. 22.2 We hope that by sending this note we have addressed your immediate queries about the day-to-day handling of your work and our terms of business. However, if you have any queries, please do not hesitate to contact us. 22.3 This is an important document which we would urge you to keep in a safe place for future reference.