Terms and Conditions
- People responsible for your work
- Billing arrangements
- Money and documents
- Resolving problems and disputes
- Liability of the Firm
- Exclusions and limitations on our liability
- Confidentiality and conflicts
- Regulation of the Firm
- Financial services
- Data protection
- Money laundering
- Applicable law
- Third party rights
- Contentious work
- Application of these terms
We are Sacker & Partners LLP, a limited liability partnership (the “Firm”).
These are the general terms which will apply to the services we provide to you. These terms and the letter confirming your instructions to us will together form the contract between us. Where the letter confirming your instructions conflicts with these terms, that letter prevails. These terms may also be amended in writing in accordance with paragraph 22.
2.1 The services
The agreement is a contract for the provision of services between the Firm and you.
The services to be provided by the Firm to you will be agreed between the Firm and you when the matter starts. The services may be varied by agreement between the Firm and you during the course of the matter.
The Firm owes you a duty to provide the services with reasonable care and skill.
2.2 Our authority
You give us full authority to act for you to the extent necessary or desirable to provide the services. In particular, we may engage barristers and other third parties and otherwise incur reasonable expenses on your behalf, but we would normally discuss this with you first.
2.3 Your responsibilities
You will, so far as you can, give us timely instructions, information and materials that we need to perform our services to you or would help us to do so. You will also tell us promptly of any changes to that information and try to ensure that all information given to us is complete in all material respects and not misleading.
2.4 Client care
We want you to be happy with every aspect of our service to you. The key to providing you with a good service is to understand what you need. So please tell us if we are not providing the service you want. Similarly, if you do not understand anything that we say or do, please ask.
We also have a complaints handling procedure which, thankfully, is rarely used. Although we hope that it is never of any interest to you, it is outlined in paragraph 8 below.
3.1 Client partner
The letter confirming your instructions will identify the partner that is responsible for our services to you (the “Client Partner”).
We will identify the person (if different from the Client Partner) who will deal with each of your matters on a day-to-day basis. He or she may be assisted by others as the matter progresses. In some matters it will be necessary to involve people with different specialisations from other parts of the Firm.
3.3 Changes in personnel
We try hard to avoid changing the identity of the Client Partner or the person who deals with your matter on a day-to-day basis. However, if we do have to propose a change, we will discuss this with you first.
4.1 Basis of charging
Unless otherwise agreed, our charges are based on the time we spend in dealing with a matter. Details of the hourly rates charged for the work of relevant staff are available on request. From time to time, normally at the beginning of each year, we will review our hourly rates.
In addition to the time spent, our charges may take into account a number of other factors. These include the complexity of the issues, the speed with which action must be taken, the expertise or specialist knowledge which the matter requires and, if appropriate, the value of the services.
VAT will be added where appropriate.
We may, on your behalf, incur and, in some circumstances, pay certain expenses (such as search fees, stamp duty, court fees, fees for experts’ reports and barristers’ fees). You will be responsible for those expenses and reimburse us for them if we so request. VAT is payable on some of these expenses.
4.3 Checking bills
You have a right to object to our bill by way of our complaints procedure (see paragraph 8 below), including referring the complaint to the Legal Ombudsman where applicable. You may also be able to apply for an assessment of our costs under section 70 of the Solicitors Act 1974. There are strict time limits which apply to this procedure and you should seek independent legal advice. If you exercise this right you would be prevented from making a complaint to the Legal Ombudsman. In addition, if you apply to the Court for an assessment and if all or part of the bill remains unpaid at the end of that assessment, we are entitled to charge interest.
Any indication of the likely cost of a piece of work is an estimate only and, unless it specifically says so in writing, is not an offer or contract to carry out the work at that cost. We may also charge fees, on the basis set out in 4.1 above, for work which falls outside the scope of an estimate or agreed fee or where the work covered by an estimate or agreed fee is made more time consuming, onerous or urgent because of any act or omission of you or your agents or because of circumstances or information which we did not know or could not reasonably have anticipated at the time of the quotation.
If we receive a commission from a third party relating to a matter we are handling for you, we will credit you with the commission.
5.1 Timing of bills
We will usually send you a bill for our services and expenses at regular intervals (usually monthly or quarterly, as agreed with you) while the work is in progress. We will send a final bill after completion of a particular project.
5.2 Settlement and interest
Each of our bills must be paid by cheque or transfer into our account within one month after the date it is sent. If it is paid later, we will be entitled to charge interest from that date until the date the bill is paid at the rate payable on judgment debts from time to time.
If you have any queries about a bill, you should contact the person who sent it as soon as you receive it.
5.4 Third party responsibility
Even if someone else has agreed to pay or is responsible for paying all or part of your legal costs, we will normally address our bills to you and you will, in any event, be liable to us for those costs. If you ask us to address a bill to someone else and we agree to do so, you will still be liable for those costs if the other person does not pay us.
5.5 Right of lien
We have a right to retain any of your money, documents or property held by us until you have paid us in full.
6.1 Client money
The Firm will not normally hold clients’ money. If, exceptionally, we agree to do so, it will be held on our general client account together with any monies we hold for other clients. We will account for interest on clients’ money for the period it is held at the same rate as we receive, but we will not normally pay interest of less than £10.
6.2 Retention of files and documents
We will keep files and other papers relating to your matters for at least six years. These files or papers may be kept, wholly or partly, in electronic form. After that period, we may dispose of files and papers. We will not destroy original documents you ask us to deposit in safe custody.
6.3 Costs of retrieval of files and documents from storage
If we retrieve a file or papers from storage at your request, we will not normally charge for the direct cost of removal from storage. However, we may make a charge for time spent at your request in retrieving papers or documents from the file. We may also charge for delivery of the file or papers or for any reading, correspondence or other work necessary to comply with your instructions in relation to the matter.
Unless we expressly agree otherwise, the copyright and all other intellectual property rights in the original materials which we generate for you belongs to us. However, the fee you pay for our work permits you to make use of that material for the purposes for which it is created.
We may retain, for our own use, a note or copy of any advice or opinion from any barrister or other third party obtained in the course of providing the services. If we do so, we will take all reasonable steps to conceal information which might reasonably enable you to be identified.
7.1 Your right to terminate
You may terminate our appointment on any or all matters at any time by giving us notice in writing.
7.2 Our right to terminate
We may decide to stop acting for you only with good reason, for example, if you do not pay an interim bill, or if you fail to give clear or proper instructions on how we are to proceed, or you give us instructions which conflict with our rules of professional conduct. We will give you reasonable notice of any such decision.
7.3 Payment of fees on termination
On completion of our services, or if you or we decide that we will no longer act for you, you will pay our outstanding charges and expenses including those not yet billed. You will also pay our charges and expenses for time spent on transferring your work to another firm. We will be entitled to keep all your papers and documents while there is money owing to us for our charges and expenses on any matter.
7.4 Completion of services
Our duty to you ends on the earlier of completion of the matter or six months after the last date on which we provided services. If we later accept instructions to provide services to you, there will be a new engagement on our standard terms.
If, after any agreement has ended, we provide you, free of charge, with any information or document or invite you to a seminar, that does not give rise to a new engagement.
If you have any complaints or concerns about our work for you or about your bill, please raise these in the first instance with your Client Partner. If you are not satisfied with his or her response, please refer the complaints or concerns to our Senior Partner.
We will investigate your complaint promptly and carefully and do what we reasonably can to resolve the difficulties. A copy of our full complaints procedure is available on request.
8.2 External complaints
In some cases, you may be entitled to refer any matter or complaint to the complaints and redress system operated by the Legal Ombudsman. Its service is available to all members of the public. Some businesses, charities, clubs and trusts are also able to complain to the Legal Ombudsman but that right is limited to small organisations.
In addition, you should note that the Legal Ombudsman will not be able to accept your complaint if:
- More than six years have elapsed from the date of the alleged act or omission giving rise to your complaint;
- More than three years have elapsed since the time that you should have known about your entitlement to make a complaint; or
- The date of the alleged act or omission giving rise to the complaint was before the 6th October 2010.
Normally you will need to bring a complaint to the Legal Ombudsman within six months of receiving our final written response to your complaint.
The Legal Ombudsman can be contacted at PO Box 6806, Wolverhampton, WV1 9WJ, Tel. 0300 555 033. Email: firstname.lastname@example.org.
9.1 Contract with the Firm only
A limited liability partnership is a body corporate which has “members”. It is more usual for senior professionals to be referred to as “partners”. The members of the Firm have decided to retain the traditional title of “partner”. There is, however, no partnership between the members or between the members and the Firm. A reference in these terms of business or in the course of your dealings with the Firm to a person being a “partner” is a reference to that person as a member of the Firm.
There is no contract between you and any member, employee or consultant of the Firm. Any advice given to, or other work done for you by a member, employee or consultant of the Firm is given by that person on behalf of the Firm and not in his or her individual capacity and that person does not assume any personal responsibility to you for the advice or other work.
9.2 Exclusion of personal liability
If, as a matter of law, a duty of care would otherwise be owed to you by any member, employee or consultant of the Firm, such duty is hereby excluded. You agree that you will not bring any claim against any member, employee or consultant of the Firm for any matter arising in any way out of the provision of the services to you.
Accordingly, any claim that you wish to make can only be made against the Firm and not against a member, employee or consultant of the Firm.
Nothing in this paragraph 9 excludes or limits the liability of the Firm to you (but see paragraph 10 below) or any claim you may have against a member, employee or consultant of the Firm for fraud.
9.3 Third party rights
Each member, employee and consultant of the Firm shall be entitled to the benefit of the provisions of this paragraph 9 under the Contracts (Rights of Third Parties) Act 1999, but our agreement may be varied from time to time or terminated without the consent of any such person.
10.1 Liability cap
Our aggregate liability in respect of all claims in relation to a matter is limited to the sum (if any) that we specifically agree in writing.
10.2 Other advisers
We are not liable for any advice or other services provided by barristers, experts or other professional advisers or any service providers instructed by us on your behalf.
10.3 Effect of liability caps etc
There is a risk that we will be prejudiced by any limitation or exclusion of liability which you agree with any other person (for example, another adviser) in connection with a matter on which we are advising you. This is because such a limitation or exclusion of liability might also operate to limit the amount which we could recover from that other person, by way of contribution, if we were required to pay you more than our proper share of the liability. Accordingly, in order that our position is not adversely affected by any limitation or exclusion of another person’s liability, you agree that we will not be liable to you for any amount which we would have been able to recover from that other person by way of indemnity, contribution or otherwise but are unable to recover because you agreed, or are treated as having agreed, with them any limitation or exclusion of their liability.
10.4 Proportional liability
If we are jointly liable to you with any other person (for example, another adviser), there is a risk that we will be prejudiced if the other person does not pay their share of the liability. Accordingly, in order that our position is not adversely affected by another person’s failure to pay their share of any liability, you agree that we will not be liable to you for any amount which we would have been able to recover from that other person by way of indemnity, contribution or otherwise but are unable to recover for any reason, including their insolvency.
10.5 Third party liability
If you start proceedings against us for loss or damage and there is another person (for example, another adviser) who is liable (or potentially liable and in respect of whom you have a claim with a real prospect of success within the meaning of Part 24 of the Civil Procedure Rules) to you in respect of the same loss or damage, then you will (if we so request) join them into the proceedings. This is subject to any legal prohibition against your joining them in that way.
10.6 Exclusion of liability for compliance with reporting obligations
We shall not be liable for any losses you may suffer arising from or in connection with actions we take in good faith (whether or not under a legal duty to do so) to comply with statutory or regulatory obligations and any internal procedures which we have put in place to meet those obligations. They include anti-money laundering legislation, the Proceeds of Crime Act 2002, the Bribery Act 2010, insider dealing and market abuse legislation and our duty to make reports to the Pensions Regulator. Accordingly, you waive any claims or rights of action you may have against us (including for breach of contract, negligence, breach of confidentiality or other duty) for any such losses.
10.7 Application of these exclusions and limitations
We consider that the exclusions and limitations on our liability contained in these terms are reasonable having regard to our assessment of the likely liability to you if we make a mistake, the availability and cost of professional indemnity insurance and possible changes in them and the risk of insolvency of insurers. But we are happy to discuss any exclusions and limitations with you. These exclusions and limitations shall apply to all work done for you under our agreement and apply to the extent permitted by law. We cannot for example avoid full liability if our mistake causes death or personal injury.
11.1 Confidentiality and disclosure
We owe a duty of confidentiality to all our clients and so (except in the circumstances set out below) we will not disclose to any other party any information which we obtain as a result of acting for you. It follows that we will not be required to disclose to you, or use on your behalf, any documents or information in respect of which we owe a duty of confidentiality to another client or former client.
11.2 Disclosure to certain third parties
We may disclose any details of your confidential information to any police, governmental, regulatory or supervisory authority in accordance with statutory or regulatory obligations (including those described in paragraphs 11.3 and 11.4 below) or in accordance with any internal procedures which we have put in place to meet those obligations.
We may, when required by our insurers or other advisers, provide details to them of any matter or matters on which we have acted for you. We may also disclose information to third parties if reasonably necessary in order to recover our fees.
11.3 Money laundering
If we have any evidence or suspicion that a client (or third party) is involved in money laundering or terrorist financing, we are required to report this to the National Crime Agency immediately. If we make a report we may not be able to tell you that it 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.
11.4 Whistle blowing
We may be required to report a breach of certain obligations relating to a pension scheme to the Pensions Regulator. We will notify you before making a report unless it would be inappropriate to do so.
11.5 Conflicts of interest
When we are acting for you on any matter, we will not also act for any other client, whose interests are or may be opposed to or in conflict with yours on the matter. Similarly we will not act in relation to a matter if our interests conflict with yours or there is a significant risk of their doing so. We will notify you immediately we become aware of any conflict between your interests in relation to a matter and our interests or those of any other client.
However, where clients have a clear common purpose and a strong consensus on how it is to be achieved, it may be possible to act for both if they both agree in writing and any potential conflict is peripheral to the common purpose.
11.6 Competing commercial interests
Without detracting from our duty not to act where we have a conflict of interest (see paragraph 11.5 above) and our duty of confidentiality to you (see paragraph 11.1 above), we may without your consent act for your competitors or other clients whose business interests are or may be opposed to or in conflict with yours or any of your associates. That may include acting in relation to any litigation or other forms of dispute resolution.
We may disclose that we are acting for you or have acted for you on a matter, if information about that matter or our involvement in it is in the public domain or you specifically consent to that disclosure.
12.1 Limited Liability Partnership
Sacker & Partners LLP is a limited liability partnership registered in England and Wales under number OC308089 whose registered address is at 20 Gresham Street, London EC2V 7JE.
We are authorised and regulated by the Solicitors Regulation Authority (SRA). Our SRA number is 00408231.
A list of members of Sacker & Partners LLP, all of whom are solicitors, is available at its registered office.
Sacker & Partners LLP maintains professional indemnity insurance in accordance with the rules of the SRA. Our insurers are Zurich Professional and Financial Lines whose address is Zurich House, Ballsbridge Park, Dublin, Ireland. The insurance extends to acts or omissions wherever they occur.
We are registered for VAT under registration number 239 5848 18.
We may communicate with you and third parties by post, telephone, fax and, unless you instruct us not to do so, by email. Emails and documents attached to them (whether or not containing confidential information) will not be encrypted, password protected or digitally signed unless you have agreed special arrangements with us to protect those communications.
13.2 Intercepted emails
We shall not be liable for any loss or damage arising from the unauthorised interception, redirection, copying or reading of emails or their attachments.
We make reasonable attempts to exclude from our emails and any attachments, any virus or any other defect which might affect any computer or IT system. However, it is your responsibility to put in place measures to protect your computer or IT system against any virus or defect. We shall not be liable for any loss or damage which may arise from any electronic communications from us.
13.4 Non Receipt of emails
We scan incoming emails for spam, viruses and other undesirable material. This may result in communications from you failing to reach the intended recipient. If any electronic communication is susceptible to being blocked or you are otherwise concerned that a communication sent by you may not have been received by us, you should contact the person to whom it has been sent.
13.5 Monitoring communications
We may intercept and monitor communications between you and individuals in the firm in order to ensure compliance with our internal rules or applicable legal requirements and to investigate matters brought to our attention.
If during this transaction you need advice on investments, we may have to refer you to someone who is authorised by the Financial Conduct Authority (FCA), as we are not. However, as we are regulated by the Solicitors Regulation Authority, we may be able to provide certain limited investment services where these are closely linked to the legal work we are doing for you.
We are not authorised by the Financial Conduct Authority (FCA). However, we are included on the register maintained by the Financial Conduct Authority (FCA), so that we can carry on insurance mediation 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 (FCA)website.
The Solicitors Regulations Authority is the independent regulatory arm of the Law Society. The Legal Ombudsman deals with complaints against lawyers. If you are unhappy with any investment advice you receive from us, you should raise your concerns with either of those bodies.
14.2 Scope of our services
The scope of our services does not include giving you financial or business advice on the merits of entering into a transaction. No communication either to you, or on your behalf to any other person, during the course of our engagement will be an invitation or inducement to engage in investment activity and nothing we say or write should be construed in such a way.
15.1 Personal data
We hold information that you provide to us on our database. We use that data for the provision of legal services to you and for related purposes. These include updating and enhancing client records, making statutory returns, complying with legal and regulatory requirements and analysing the data to help us manage our practice.
In addition, our work for you may require us to give information to third parties such as expert witnesses and other professional advisers.
Our use of that information is subject to your instructions, the Data Protection Act 1998 (“DPA”) and our duty of confidentiality. Under the DPA you have a right of access to the personal data which we hold about you.
Sometimes we ask other companies or people to copy documents or our files. 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.
15.4 Auditing etc
External firms or organisations may conduct audit or quality checks on our practice. These external firms or organisations are required to keep all your data confidential. If you do not wish for your file to be audited or checked by external firms or organisations please contact the Client Partner in writing.
15.5 Sending information to you
We may from time to time send you information which we may think might be of interest to you. If you do not wish to receive that information please tell the Client Partner in writing.
16.1 Establishing your identity
We are subject to money laundering and terrorist financing legislation. This requires us to obtain proof of your identity before accepting new instructions from you. Accordingly we may ask you to give us the necessary details.
16.2 Reporting obligations
We do have a duty to report any evidence or suspicion of money laundering, as explained in 11.3 above. We do not accept any liability for any loss flowing directly or indirectly from our compliance with our duties (or our duties as we understand them) in relation to money laundering.
Our agreement shall be subject to and governed by the laws of England and Wales. Any dispute arising from or under our agreement shall be subject to the exclusive jurisdiction of the English courts.
18.1 Our advice
Our advice is provided for your sole use in relation to the matter on which we are advising at that time. It cannot be relied on for any other purpose or at any other time. It is also confidential. You should not provide our advice, in whole or in part, to any third party unless we agree in writing to the form and context in which you wish to do so. We accept no liability to any third party to whom our advice has been provided.
18.2 Contractual rights
No provision of our agreement (other than paragraph 9 above) is intended to be enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999. Accordingly no third party (other than a member, employee, or consultant wishing to rely on paragraph 9) shall have any right to enforce or rely on any provision of our agreement.
This paragraph contains further contractual provisions and important information which we are professionally obliged to give you where your instructions relate to litigation or the resolution of disputes by other means (including a non-contentious matter which becomes contentious, or gives rise to further instructions on a contentious matter).
19.1 Costs risk
In court proceedings, the Court may decide to order one party to pay the costs of the other. The Court usually orders the unsuccessful party to pay all or a part of the successful party’s costs, although there is no certainty about this. You should be aware that:
a. If you make an interim application to Court which does not succeed, you may have to pay the other side’s costs, usually within two (2) weeks.
b. If you lose the case, you may have to pay the other side’s costs and it is not usually possible for you to withdraw from the case without dealing with the issue of those costs.
c. Costs awarded have to be proportionate to the value of the dispute and, in ordinary course, costs recovered from the other side rarely exceed sixty to seventy per cent (60-70%) of actual expenditure.
d. You will still be liable to pay our costs in full, even if the other party fails to pay the costs awarded to you by the Court.
e. Issues which the Court may take into account in assessing the costs payable or recoverable include:
- efforts made before and during the proceedings to try to resolve the dispute, including the appropriate use of mediation and other alternative dispute resolution procedures;
- the effects of payments into court and offers of settlement;
- the complexity and size of the matter and the difficulty or novelty of the questions raised;
- the skill, effort, specialised knowledge and responsibility involved;
- the time spent; and
- the place and circumstances in which the work was done.
f. If the other side is or becomes legally aided, it is highly unlikely that you will recover your costs, even if you are successful.
g. If you are unsuccessful, or the Court so orders for some other reason, you may be ordered to pay the other side’s costs.
We will discuss with you whether the likely outcomes of any legal case justify the expense and risk of that matter including, if relevant, the risk of having to pay an opponent’s costs.
19.2 Legal expenses insurance
Legal expenses insurance may be included in your contracts of insurance and you should check your policies to see if you are covered. Your policy may cover your costs and/or your liability to pay the other side’s costs. If you believe you are covered, please discuss this with us so that we can assist you in notifying your insurer. If you do not have legal expenses insurance, you may be able to purchase insurance to cover you in the event that you have to pay the other side’s costs.
19.3 Conditional fee agreement
A conditional fee agreement is an agreement whereby we would be entitled to charge you an increased fee if you were successful, and would charge you no fee or a reduced fee if you were not successful. You might be able to take out an insurance policy to cover you in the event that you were ordered to pay the other side’s costs. . Not all matters are suitable for this type of conditional fee arrangement but we are happy to discuss this further with you at your request.
19.4 Statements of truth
Under the Civil Procedure Rules, a number of formal documents must be verified by a statement of truth, to the effect that the party putting forward the document believes the facts stated in it are true. Making a false statement of truth is potentially a contempt of Court.
Whilst a statement of truth can be signed by you or your legal representative, it is our policy that you should sign your own statement of truth.
19.5 Attendance at hearings
Please be aware that, under the Civil Procedures Rules, the Court can order you to attend hearings. We will discuss this with you further as your case progresses.
19.6 Alternative dispute resolution
As part of the active management of a case under the Civil Procedure Rules, both the Courts and the parties in a dispute are required to consider the use of alternative dispute resolution (“ADR”) if it is considered appropriate to help to resolve the dispute. ADR includes methods of dispute resolution such as mediation, adjudication and expert determination. There have been occasions when the Courts have imposed costs penalties on parties who unreasonably refuse to consider ADR. We will discuss both the methods of ADR and any possible costs implication further with you if and when it becomes appropriate.
Neither you nor we will have the right to assign or transfer the benefit or burden of the agreement without the written consent of the other.
20.2 Severance of terms
If all or any part of our agreement is or becomes illegal, invalid or unenforceable in any respect, then the remainder of the agreement will remain valid and enforceable.
20.3 Force majeure
We will not be liable to you if we are unable to perform our services as a result of any cause beyond our reasonable control. In the event of any such occurrence affecting us we will notify you as soon as reasonably practicable.
No delay by you or us in enforcing any terms of our agreement will affect or limit your or our rights. Any waiver by you or us of any breach of the agreement should not be deemed a waiver of any other prior or subsequent breach. Any waiver of any contractual claim or right must be made in writing to be effective.
These terms supersede any earlier terms of business we may have agreed with you and, in the absence of express amendment in accordance with paragraph 22, will apply to all the services we provide to you. From time to time it may be necessary to amend or supersede these terms by new terms. Where this is the case we will notify you of the changes and, unless we hear from you to the contrary within 21 days after such notification, the amendments or new terms will come into effect from the end of that period.
These terms may be amended in writing signed by you and two partners in the Firm.