The following terms of engagement apply to all work carried out by Philips Trust Corporation except as otherwise agreed. The expression “we”, “us”, and “our” refer to Philips Trust Corporation and “you” and “your” refer to our client.
These terms and conditions will apply to any services which we provide to you and will usually be supplemented by a letter dealing amongst other things with the specific services to be provided and the fees payable.
These terms and conditions may be revised from time to time and a copy will be sent to you to replace these, and the revised terms and conditions will apply from the date you receive them. You are of course free to terminate the arrangement between us if you do not accept the revised terms and conditions.
1. Our Services
Scope of our Services
The scope of the services we have agreed to provide for you in any matter will be agreed between us and confirmed in our Client Care Letter. You agree that you do not require us to provide you advice or further services in relation to any aspect outside of the scope of the services so agreed.
Level of service
We will regularly update you by telephone or in writing with progress on your matter in particular, following key events or stages in your matter. We will always endeavour to communicate with you in plain language.
We will update you on the likely timescales for each stage of this matter and any important changes in those estimates.
Where we are jointly instructed by you and another client to act in a matter, we will assume that either of you are authorised to give us instructions, unless either of you advise us otherwise. In addition, as matters progress, we may need to act on instructions of other people from whom we consider it is reasonable to take instructions in order to progress the matter within the timescales set. Unless informed of any change, we will assume that this remains the case until our work is completed.
Provision of Information
To assist us in carrying out the work as efficiently as possible, you will need to ensure that all information provided is to the best of your knowledge complete, accurate and up to date. You should also notify us of any changes or variations to that information which may arise after the date it is passed to us and of any new circumstances that might be relevant to the work we are undertaking.
2. Responsibility for Work
The name of the person who will carry out most of the work in this matter and, if different, the partner with overall responsibility for your matter will be confirmed in our Client Care Letter. They may from time to time, be assisted by other members of our team i.e. trainees, paralegals etc. However, you will be notified of this either in the Client Care Letter or in writing when applicable.
We try hard to avoid changing the people who are handling your work but if this cannot be avoided, we will notify you promptly of the name and status of the person who will be dealing with your case.
We are committed to high quality legal advice and client care and aim to offer all our clients an efficient and effective service, and I am confident that we will do so in this case. However, if you would like to discuss how the service to you could be improved, the level of your bill, or should there be any aspect of our service with which you are not satisfied, please contact Paul Niland on 0161 850 1839 or email@example.com or by post to Philips Trust Corporation, Suite 3, 5th Floor, Arrive, White, MediaCityUK M502NT. We have a procedure in place which details how we handle complaints and this will be immediately be sent to you.
If you would like to see a copy of our complaints procedure at any other time, please let me know and I will arrange for a copy of our complaints procedure to be sent to you.
5. Contacting Us
Our office is located at Philips Trust Corporation, Friary Court, 13 St John Street, Lichfield, Staffordshire, WS13 6NU. The normal hours of opening are between 09.00 and 17.00 on weekdays. Appointments can be arranged outside those hours when essential to the interests of a client.
We will only send you emails from the @philipslegal.com domain address. If you receive an email from another email address, please contact us immediately. You must be especially aware of emails or other correspondence, purporting to be from our firm, where there is an unexplained change in the language such as bad spelling or grammar.
6. Professional Indemnity
In the interests of our clients, we maintain compulsory professional indemnity insurance to a total level of Three million pounds.
Our insurer is Travelers Insurance Company Limited and their contact details are by phone 0800 587 8388, email firstname.lastname@example.org and address Travelers Insurance Company Limited, Exchequer Court, 33 St. Mary Axe, London, EC3A 8AG. The territorial coverage of our insurance is United Kingdom.
A full hard copy of our insurance is available to view at our offices. Please ask for details.
7. Our Charges
Matter not concluded
Unless otherwise agreed in writing, our fees are payable whether or not a matter is successfully concluded. If any matter does not proceed to completion for any reason during the period in which we are instructed, then we will be entitled to charge for work done by proportion of the agreed fee as set out above but, at its absolute discretion, we may waive part or all of such entitlement to fees.
Third party responsibility
In certain circumstances, there may be an expectation that a third party (including an insurer) will pay your costs. In the event that the third party does not pay the sums due, you will be required to pay the outstanding costs.
We may incur certain expenses your behalf, (for example, such items as court fees, counsel’s fees, search fees). You will have to pay those expenses or reimburse us for them in addition to our fees. VAT is payable on certain disbursements.
8. Billing arrangements Timing of bills
We will normally send you a final bill for the settlement of our services at the end of the matter. However, if the matter is ongoing, we may render interim bills at agreed intervals.
Payments on account
We may ask you to pay sums of money from time to time on account of the anticipated fees. We will offset any such payments against your final bill.
Total fees may be greater than any advance payments.
Settlement of bills
Accounts are to be paid by you when due, whether or not the amounts concerned may ultimately have to be paid by another party. Bills are to be settled in full within 14 days of receipt.
Interest will be payable on the outstanding balance of any invoice unpaid 30 days after the date of the invoice at the rate for the time being prescribed by the Solicitors Remuneration Order calculated on a daily basis from the date of the invoice.
In relation to non-contentious costs, we are entitled to charge interest on unpaid bills at the rate payable on judgment debts from one month after delivery of the bill in accordance with Article 5 of the Solicitors’ (Non-Contentious Business) Remuneration Order 2009. We reserve the right to charge interest on any outstanding amounts at the statutory rate currently 8% per annum.
If any payment on account is not made or a bill is not settled in accordance with these terms, we reserve the right to decline to act further for you.
Concerns over your bill
If you are not satisfied with the amount of our fees please contact us. Objections about the amount of our fee will be handled by way of our complaints procedure.
If you remain unhappy about the level of our fees you may be able to make a complaint to the Legal Ombudsman (as more particularly set out above) or may be entitled to have the bill assessed by the Court in accordance with Part III of the Solicitors Act 1974. Your rights are set out more fully in Sections 70, 71 and 72 of the Solicitors Act 1974.
Lien over papers and documents
Following the conclusion of your matter, we are entitled to retain your file of papers and documents while there is money owing to us for fees.
We operate a client account facility which allows for money to be held or transferred in relation to a matter we are working on. However, the facility is operated at our discretion and any unauthorised receipts will be held pending further investigation or returned to the sender. Therefore, we ask that you give us advance warning of any receipts.
It is our policy to only accept cash up to £500.00. If you 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. Where we have to pay money to you, it will be paid by cheque or bank transfer. It will not be paid in cash or to a third party.
If we hold money on your behalf, in accordance with the SRA Accounts Rules 2011, it is our policy that we will pay you a sum of money in lieu of interest on a fair and reasonable basis.
Client monies will normally be held by us in a general client account with our primary banker, Barclays bank.
A sum in lieu of interest will be payable on amounts held in our general client account on the following basis:
1. Interest will be paid at the conclusion of your matter;
2. The period for which interest will be paid normally runs from the date the funds are received by us cleared in our account until, where paid electronically, the date when the funds are sent or, where paid by cheque, the date(s) on the cheque(s) issued to you;
3. The rate of interest paid to clients will be in line with Barclays bank’s published interest rates on Client Deposit Accounts over the period when interest is due;
4. All interest that is paid to you will be paid as a gross amount;
5. We will not account to you for any interest in the following situations:
(a) On money held for the payment of a professional disbursement if the person to whom the money is owed has requested a delay in settlement;
(b) On money held for the Legal Aid Agency;
(c) On money on an advance to us to fund a payment on your behalf in excess of funds already held for you;
(d) Where the total amount of interest calculated over the course of the matter is £20 or less;
(e) Otherwise, where there is an agreement to contract out of the provisions of this policy.
If it is apparent that money held on your behalf will need to be retained for some time then such money may need to be placed in a designated deposit account in which case all of the interest accruing while the funds are so invested will be paid to you when the account is closed or on intermittent basis as agreed with you.
It is extremely unlikely that we could be held liable to you if any money held in our client account is lost due to any failure in the banking system including bank collapse. However, you may be entitled to make a claim against the Financial Services Compensation Scheme (FSCS) in the event of failure of the bank. The amount of compensation which the FSCS can pay out is limited to £75,000 (subject to some restrictions). We may be able to make a claim to FSCS on your behalf. If we do so, we will, subject to our obtaining your consent, give certain client information to FSCS to help them identify you and any amounts to which you are entitled.
9. Cybercrime and email Fraud
It is unfortunate that Cybercrime and email fraud targeted at law firms and their clients is on the increase. Fraudsters are using very sophisticated methods to manipulate IT and intercept communications.
Confirmation of our bank details
Our bank account details will be confirmed to you at the outset of the matter. We will not be changing our bank account details during the course of dealing with your matter so the account details we have confirmed in the body of these terms and conditions will stay the same throughout the lifetime of your matter.
It is very important that you are aware that we will not notify you of changes to our bank account details by email. We will only notify you of changes to important business information, including bank account details, in official correspondence which will be sent by postal mail.
If you ever receive any other communication purporting to come from us and which purports to change our bank account details or to request that you send funds to another account, please do not rely on this and immediately contact the person at this firm handling your matter by telephone. Even if the request appears to have come from us, you must never send funds to another account unless you have verified this with us.
We cannot take any responsibility for any losses where funds are transferred to other accounts that have not been verified by us.
Sending funds to our bank account(s)
Prior to transferring any funds to our account, we recommend you contact us to verify our account details. Wherever possible, you should contact the contact the person at this firm handling your matter by telephone.
Our firm sending funds to you
We may not agree to send any funds to you unless it is to a pre- agreed bank account which we have verified.
You must take care to protect your own data and bank account details. Confirming your bank details be email should be avoided.
For all new matters, the person with conduct of your matter will contact you by telephone to verify your bank account details, prior to our sending funds to you. We are sorry if this causes any delay to the processing of payments but we do consider that these steps are necessary to help protect you and your money from fraud.
If you are a long-standing client of the firm and/or a client to whom we have previously transferred funds and your bank account details have not changed we will rely on our previous transactions rather than contact you via telephone for verification unless circumstances exist which increase the level of risk or we otherwise consider it appropriate to do so.
We are not authorised by the Financial Conduct Authority (previously the Financial Services Authority) however may refer a client to someone who is authorised to provide any necessary investment advice. However, we can provide certain limited services in relation to investments provided they are closely linked with the legal services we are providing to a client, as we are members of the Law Society of England and Wales.
If we recommend a referral to a particular firm, agency or business to provide you with investment advice, we shall do so in good faith but we shall not be liable to you for any advice you may be given by them.
The Law Society is a designated professional body for the purposes of the Financial Services and Markets Act 2000 but responsibility for regulation and complaints handling has been separated from the Law Society’s representative functions.
We do not generally sell or advise on insurance policies except those that are required in relation to our conveyancing and litigation practices. In conveyancing work, clients may encounter a problem that can be overcome by the taking out of a suitable insurance policy such as to protect against a defect in the title to a property. Similarly, in litigation, ‘after the event’ insurance may be obtained by us on behalf of a client to protect against the costs the client may incur when making a claim. Should we identify a problem that cannot readily be overcome without taking out such a policy, we will inform clients at the appropriate time.
If we are requested to recommend an insurer, we will advise the client about the range of legal indemnity insurers we have checked before recommending a particular policy and, if it is not on a fair market analysis, we will explain the basis upon which the recommendation has been made and will check the suitability of any such policy. If we are requested to assist in the arranging of any insurance on behalf of a client, we will inform the client of all necessary information by means of a written ‘demand and needs statement’.
If we recommend a referral to a particular insurer, we shall do so in good faith but we shall not be liable to you for any advice or assistance you may be given by them. Furthermore, you will not be afforded the regulatory protection of the SRA and shall not be entitled to the benefit of the SRA Compensation Fund in relation to those insurance services.
The Law Society of England and Wales is a designated professional body for the purposes of the Financial Services and Markets Act 2000. The Solicitors Regulation Authority is the independent regulatory arm of the Law Society. The Legal Ombudsman is the independent complaints-handling arm of the Law Society. If you are unhappy with any investment advice you receive from us, you should raise your concerns with either of those bodies.
12. Limitation of Liability Reliance by third parties
Advice rendered by us is provided for the purpose of the instructions to which it relates and for your benefit. It may not be used or relied on for any other purpose or by any person other than you without our prior agreement.
Liability in respect of other parties
We will use all reasonable endeavours to ensure that all information provided by us is accurate but we cannot account for the accuracy of information provided by or obtained from third parties. We shall not be liable for any decision made or action taken by you or others based upon reliance on or use of information or advice provided by or obtained from third parties.
Where we are asked to recommend the services of another advisor or service provider, we will do so in good faith, but without liability and without warranting the ability or standing of that person or firm. We will not be responsible for the quality of the services provided by that person or firm.
Limitation of our liability
Our liability to you for a breach of your instructions shall be limited to £2 million, unless we expressly state a higher amount in the letter accompanying these terms of business. We will not be liable for any consequential, special, indirect or exemplary damages, costs or losses or any damages, costs or losses attributable to lost profits or opportunities.
We can only limit our liability to the extent the law allows. In particular, we cannot limit our liability for death or personal injury caused by our negligence.
Please ask if you would like us to explain any of the terms above.
We owe you a duty of confidentiality in respect of information relating to you which we obtain during the course of our retainer. All such information will be regarded as, and kept confidential at all times unless you instruct us to disclose information or except in the circumstances set out below.
Our duty of confidentiality to you is subject to any disclosures we are required to make in good faith to the police, governmental, regulatory or supervisory authorities in relation to any statutory or regulatory obligations. In particular, we are required, without your knowledge or consent, to report any awareness or suspicion of money laundering in relation to the proceeds of any crime. We can also be ordered by the Government Agencies to disclose information and answer questions about your private affairs, again without your knowledge and consent.
Occasionally, our files may need to be examined by external auditors (for quality purposes) [and/or our external advisers (who assist the firm in maintaining quality and risk)]. In particular, our files may need to be assessed for quality purposes by the SRA or by a Lexcel assessor and your file may be one of a sample which is to be assessed. These external firms or organisations are required to maintain confidentiality in relation to your files and any examination will be strictly controlled. Your acceptance of these terms and conditions is deemed to include consent to such disclosure. Please let us know if you have any concerns about this or do not want your files to be examined.
Our duty of confidentiality does not apply to a disclosure we make to our insurers pursuant to the terms of our professional indemnity insurance policy. In the event of a claim, complaint or the notification of a circumstance which may give rise to a loss or claim, we are obliged to make a notification to our insurers and this may necessarily result in your file being disclosed to our brokers or insurers. By entering into this retainer agreement with us you are expressly consenting to such disclosure.
An actual or potential conflict between your interests and the interests of another client of the firm may arise during the course of a matter. If this situation arises during our dealings with you, we will discuss the position with you and determine the appropriate course of action.
15. Equality & Diversity
We are committed to promoting equality and diversity in all of our dealings with clients, third parties and employees. Please contact us if you would like a copy of our equality and diversity policy.
16. Data Protection
We are registered under the Data Protection Act 1998 and will deal with data held in accordance with our obligations under the Act.
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
Our use of that information is subject to your instructions, the Data Protection Act 1998 and our duty of confidentiality. Please note that our work for you may require us to give information to third parties such as expert witnesses and other professional advisers. You have a right of access under data protection legislation to the personal data that we hold about you.
We may from time to time send you information which we think might be of interest to you. If you do not wish to receive that information please notify us in writing.
Philips Trust Corporation are are under a professional and legal obligation to keep the affairs of clients confidential. This obligation, however, is subject to a statutory exception: recent legislation on money laundering and terrorist financing has placed solicitors under a legal duty in certain circumstances to disclose information to the National Crime Agency. Where a solicitor knows or suspects that a transaction on behalf of a client involves money laundering, the solicitor may be required to make a money laundering disclosure.
If, while we are acting for you, it becomes necessary to make a money laundering disclosure, we may not be able to inform you that a disclosure has been made or of the reasons for it. Where the law permits us to do, we will tell you about any potential money laundering problem and explain what action we may need to take.
17. Money Laundering Notification
Solicitors who deal with money and property on behalf of their client can be used by criminals wanting to launder money.
Under the provisions of our statutory obligations (in particular with regard to our obligations under the Money Laundering Regulations 2007 and other relevant legislation including the Proceeds of Crime Act 2002 and the Terrorism Act 2000), we are under a strict duty to report any circumstances where we know or suspect that a client or matter is involved in money laundering or terrorist financing, to the National Crime Agency. Under these circumstances, we may be precluded from informing you of the disclosure or seeking your consent. If we make a disclosure, we may also have to stop working on your matter for a period of time and may not be able to tell you why.
In view of the above, the law requires solicitors to get satisfactory evidence of the identity of their clients and sometimes people related to them. We may also be required to carry out background checks on our clients and to make detailed enquiries as to the source of funds being used in relation to transactions on which we are instructed to advise.
Depending on the type of transaction and/or whether it falls into a regulated sector, we may ask you to provide us with proof of your identity and/or to make searches of appropriate databases. [The fee for these searches is £[x] and will appear on your bill under expenses].
We are required to retain records of the identification obtained. We may delay, decline or cease to act for you if we have requested to see proof of your identity, but there has been an unreasonable delay in providing it.
If as a result of meeting our statutory obligations, or executing our internal procedures put in place to meet those obligations in good faith, we cause you loss, damage or delay, our liability to you will not exceed the minimum level of Professional Indemnity insurance cover as specified by the SRA Indemnity Insurance Rules.
If your matter has been referred to us by a third party and/or we have a financial arrangement with that third party then we shall disclose all relevant details to you in our Client Care Letter including the name of the referrer and the amount of any payment we make to that third party for referring you to us. Similarly, if we receive a financial benefit as a result of acting for you, we will tell you of the amount in our Client Care Letter.
If the third party is paying us to provide services to you, we will inform you in our Client Care Letter of the amount the third party is paying us to provide services to you and, where applicable, the amount you are obliged to pay the third party.
Despite any financial relationship with a third party, we will provide you with independent advice and you are entitled to and we hope that you will feel happy to raise questions with us about any aspect of your matter.
Any information you provide to us or any advice that we give you during your matter will not be shared with the third party unless you expressly agree.
However, please note that if we are acting both for you and the third party in this matter, we may have to stop acting for both of you if there is a conflict of interest.
19. E-mail Communications
If you have the necessary facilities we will sometimes use E-mail for communication with you unless you tell us not to.
There are some specific points of which you should be aware:
(i) Communications over the Internet are not completely secure. You will have to guide us as to what should or should not be sent over the Internet.
(ii) Viruses or other harmful devices may be spread over the Internet. We take reasonable precautions to prevent these problems by use of a firewall and virus checking software. If we are to communicate by E- mail, it is on the basis that you will do likewise.
20. Termination Termination by you
You may withdraw your instructions at any time by written notice to us.
Should your matter not be carried through to completion then a charge will be made in respect of the work that has already been completed based upon the fee structure that has been agreed. VAT or similar taxes will be payable on that amount and you will also be billed for any disbursements incurred.
[Under certain limited circumstances, you may have a legal right under The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 to cancel your retainer with us within 14 days of entering into it, by informing us of the decision to cancel. We will let you know if this applies to you in our client care letter which will also include further details on the right to cancel pursuant to these Regulations and the effect of cancellation.]
We will be entitled to keep all your papers and documents whilst there is money owing to us for our fees and expenses.
Termination by us
In some circumstances, we may consider that we ought to cease acting for you. We will only decline to act further for you where we have reasonable grounds to do so (for example: failure by you to settle invoices in full on the due date or to make payments in advance when so requested; failure by you to give clear and proper instructions on how we are to proceed; if it is clear that you have lost confidence in how we are carrying out your instructions; if by continuing to act we would be in breach of the law or rules of professional conduct). If we do cease to act for you then we will confirm in writing the reasons why and give you reasonable notice.
21. Storage of files
At the end of the matter, we will be entitled to keep all your papers and documents while there is still money owed to us for fees and expenses.
We will keep our file of your papers for 6 years, except those papers that you ask to be returned to you. We keep files on the understanding that we can destroy them 6 years after the date of the final bill. We will not destroy documents you ask us to deposit in safe custody.
If we retrieve papers or documents from storage in relation to continuing or renewing instructions to act for you, we will not normally charge for such retrieval. However, we may make a charge based on time spent producing stored papers or documents to you or another or making copies of any documents at your request. We may also charge for reading correspondence or other work necessary to comply with the instructions given by you, or on your behalf. Our charges would be based on our hourly rate applicable at the given time and we would always discuss this with you beforehand.
22. Third Party Rights
The Contracts (Rights of Third Parties) Act 1999 does not apply to the terms of our retainer with you or any subsequent amendment to it unless we expressly confirm in writing this it does apply.
In the event that any of these terms and conditions is held to be invalid, the remainder of the terms and conditions will remain in full force and effect.
24. Governing law
These terms and conditions shall be governed by, and construed in accordance with, the law of England & Wales.
The Courts of England & Wales shall have exclusive jurisdiction in relation to any claim, dispute or difference concerning this agreement and any matter arising from it.
25. Future instructions
Unless otherwise agreed, and subject to the application of then current hourly rates, these Terms and Conditions of Business shall apply to any future instructions given by you to us. Although your continuing instructions in this matter will amount to an acceptance of these terms and conditions of business, it will be helpful if you will please sign and return one copy of them for us to retain on our file.
As this is an important document, please keep your copy in a safe place for future reference.
26. Cancellation of your instructions
Right to cancel
This Notice has been provided to you because you have entered into a contract to which the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (‘the Regulations’) apply. Under the Regulations, you have the right to cancel this contract if you wish to do so within fourteen working days without giving any reason.
This Notice explains how to exercise this right. It also gives you other information that is required by the Regulations.
The cancellation period will expire after 14 days from the day of the conclusion of the contract – that is within 14 days of the date that you receive this notice.
In order to exercise your right to cancel the contract, you need to deliver or send to us a cancellation notice (that is, a written and clear statement that you wish to cancel the contract e.g. a letter sent by post, fax or e-mail). The cancellation statement or notice should be delivered or sent to Hannah Mullock at Philips Trust Corporation, Friary Court, 13 St John Street, Lichfield, Staffordshire, WS13 6NU or at email@example.com. You can use the cancellation form provided below if you wish, but you do not have to do so.
To meet the cancellation deadline, it is sufficient for you to send your communication concerning your exercise of the right to cancel before the cancellation period has expired.
Commencing work during the 14 day cancellation period
We cannot provide any services before the end of the cancellation period unless you have made an express request to that effect. If you require us to undertake some urgent work for you before the cancellation period expires, you are welcome to request that we do so. This request should be made in writing and sent to Paul Niland at Philips Trust Corporation, Suite 3, 5th Floor, Arrive, White, MediaCityUK M502NT or by email to firstname.lastname@example.org
However, please note that if you do ask us to begin the performance of services during the cancellation period and then subsequently seek to cancel the contract, you will be liable to pay us an amount which is in proportion to what has been performed until the time that you have communicated us your cancellation from this contract, in comparison with the full coverage of the contract.
Effects of cancellation
If you cancel this contract within the relevant period, this will end both your and our obligations under the contract.
We will make the reimbursement without undue delay, and not later than 14 days after the day on which we are informed about your decision to cancel this contract.
We will make the reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of the reimbursement.