These Terms, along with the accompanying cover letter (“Letter”) set out the Terms and Conditions upon which MSB Law LLP (“we”) will provide legal services (“Services”) to you and any principals for whom you may be acting and (if applicable) your / their insured or member(s) (referred to in the Terms as “you”).
2. Keeping us informed
In order for us to be able to deal with your work effectively, we need to be advised of any matters of which you are aware which may affect our ability to perform the Services. We therefore ask that you advise us as soon as reasonably, practicable of any developments that may affect any matter on which we are acting for you.
3. Responsibility for the work
The Letter identifies which person in MSB Law LLP will have primary responsibility for the Services. That person will carry out most of the work on your case personally, although other individuals will work on your case where that person is unavailable if it is more cost-effective to do so, or where the Services require the expertise of a particular person. We will where possible identify those individuals in the Letter and will try to avoid changing the person who performs the Services but if this cannot be avoided we will inform you of any change.
4. Basis of our charges
If you are a publicly funded client, or we are acting for you under a Conditional Fee Agreement, then our terms and conditions relating to remuneration will be as laid out in the Letter.
If you are not publicly funded, or we are not acting for you under a Conditional Fee Agreement, then unless we agree a variation in the Letter, our charges will be based on the time spent in dealing with the relevant matter. This may include time spent travelling, supervision, administration, regulatory compliance and preparing invoices.
Each individual is charged at an hourly rate which is reviewed on a periodic basis. Our current charging rates for the Services are set out in the Letter.
We reserve the right to vary these rates from time to time. Such rates are normally effective from 21st January each year and any rates specified to you will be valid unless and until so varied. Details of our future rates will be notified to you promptly and they are always available on request.
Time is calculated based on units of 6 minutes, so that the number of minutes in any element of time which is not a whole multiple of 6 is rounded up to the next whole multiple of 6. For example based on an hourly rate of £100.00 a time element of up to 6 minutes’ duration will result in a charge of £10.00.
In addition we may consider other factors, such as the amount of any money or the value of any property involved, the complexity, difficulty or novelty of the matter, the specialist expertise involved, the degree of urgency or importance and the need to work antisocial hours. All or any of these factors may affect the fees charged by an additional percentage being added to the hourly rate.
Regardless of whether we agree to seek payment or a contribution from any third party, it is ultimately your responsibility to discharge our invoice.
5. Invoice procedure
Unless otherwise agreed in the Letter, we have the right to render invoices to you monthly in arrears.
6. Out of pocket expenses
When handling a matter for you we may need to pay out of pocket expenses on your behalf. These may include, for example, fees to foreign lawyers, barristers, experts or arbitrators, quarter registration fees, search fees and courier charges.
To avoid having to consult you in advance of incurring each item of expenditure we take your initial instructions to us to act in any matter as your authority for us to incur reasonable out of pocket expenses in the conduct of that matter including instructing Counsel or experts where appropriate. In addition, where out of pocket expenses will be substantial, we may need to ask you for money on account before we incur any liability.
We will need to be reimbursed for out of pocket expenses we pay or are committed to pay on your behalf. Details of these will appear in our invoice under the heading “Disbursements”. Some of these out of pocket expenses may be liable to VAT.
We also make a charge for CHAPS and other special bank payments. The amount of the charge varies depending on the destination of the payment, and further information can be provided on request.
We reserve the right to charge postal, fax and telephone expenses incurred on your behalf.
7. Printing and copying services
We are able to meet the majority of your printing and copying requirements in house. Whether we provide these services ourselves or through an external facility, the costs will be invoiced separately to you. The internal costs of A4 black and white copies currently stand at 15p per sheet, although this is subject to annual review. Details of our internal costs or other types of copies can be supplied on request. If it is necessary for us to use outside suppliers, their charges will be included in our invoices as a separate expenses item.
Every figure given by way of estimate, quotation, hourly rate or other cost or charge, whether in the Letter or these Terms, is exclusive of VAT. Our VAT registration number is 995 7773 36.
We will generally be obliged to charge you VAT on our fees and on most disbursements at the rate from time to time in force (currently 20%). For any work that is not subject to VAT we will specifically confirm this to you. Unless you have received such confirmation, VAT will be chargeable.
We are happy to discuss the VAT position on matters which have an overseas element.
If you are personally or as a firm VAT registered, please notify us so that we can assign any out of pocket expenses which incur VAT payments to you or shall incorporate it as part of our invoice in order for you to recover the VAT element.
9. Payment of our invoices
We require our invoices to be paid no later than 30 days after the date they are issued. In some circumstance payment may be requested earlier in which case we will advise you in advance. In property transactions (conveyancing) we will always request our invoice to be paid no later than the completion date.
If any invoice owed to us remains outstanding for more than 30 days, we reserve the right to charge interest on the outstanding amount (including VAT and any out of pocket expenses) from the date of our invoice at 4% per annum above Allied Irish Bank Plc base rate from time to time. We will also be entitled to cease acting on your behalf and to retain all documentation and papers belonging to you, together with our own records, until all amounts that you owe to us are paid.
In certain matters, particularly those which are contentious, we may require you to pay us monies on account before we can begin or continue to act. Failure to pay such monies when requested will result in us refraining from acting or attending on your behalf and will jeopardise your position. Where we act for you on more than 1 matter, we reserve the right to transfer the unbilled work in progress balance on closed or dormant files onto current files so that they can be billed more conveniently. In these circumstances, we also reserve the right to transfer from our client account any surplus funds which are held for a non designated purpose, in satisfaction of overdue invoices on any of your other files.
Where you may be entitled to a reimbursement of your costs by a third party such as an insurer, you will continue to be responsible for our fees in the event that a third party does not pay them within our payment terms for any reason. Where we are instructed on the same matter by more than one client, in the event that one or more of the client fails to pay their share of our invoice(s), the other client or client(s) will be jointly and severally liable to pay the defaulting client(s) invoice(s).
All invoices are payable without discount, deduction, set off or counterclaim whatsoever.
We draw your attention to certain statutory rights that you have in relation to our fees.
Your rights are set out more fully in the Solicitors Non-Contentious Business Remuneration Order 2009.
In the case of all invoices, regardless of their amount, you may also be entitled to have our charges assessed by the court. This procedure is as laid out in Sections 70 – 72 of the Solicitors Act 1974 full details of which will be provided upon request.
If you are unhappy about our bill then please notify then we will treat this as a complaint and will forward to you our complaints procedure.
10. Funds held by us
We will pay you interest on money we hold on account for you unless it is a negligible amount. Such interest will usually be paid to you after deduction of basic rate income tax.
We are not obliged to hold your funds in a high interest account and, unless you notify us to the contrary, those funds will be held in a standard low interest bearing client account upon which you will be paid 0.25% interest per annum.
You must transfer money to us through the banking system and cash payments are not accepted except by prior agreement in writing.
Where we are holding money for you on account or otherwise, we may use this money towards payment or part payment of any invoices submitted by us which remain outstanding from you. We will advise you when this is being done.
Should you transfer funds to us prior to your identity being verified we are assumed to Section 12 below, we may be unable to return these monies to you or pay them to any third party without the prior consent of the relevant regulatory body.
11. Confidentiality , Data Protection and Disclosure
As lawyers we are bound by a general duty of confidentially towards you as our client. Any information which we obtain from you while providing the Services which is not in the public domain will be treated as confidential. On some rare occasions we may be required to disclose information to relevant regulatory authorities, or under rules of professional conduct. On such cases, we would (where both permissible and practicable) inform you of the request or requirement for disclosure. We will not use information confidential to you for the advantage of a third party and, conversely you accept that we will not use confidential information obtained from any other person to your advantage.
You agree that we are authorised to disclose that you are our client and that we have acted for you on any matter where information on that matter is in the public domain or in any other matter where you consent to such disclosure.
12. Client identification
We are bound by the Proceeds of Crime Act 2002 and corresponding Anti Money Laundering Regulations (together “the Regulations”). Under the Regulations we are, other than in exceptional circumstances, required to verify your identity before we can provide you with any Services. We will normally be able to verify your identity by inspecting your original passport and a home utility bill. If you are not able to provide these we will be able to obtain sufficient information to verify your identity by engaging a specialist information provider such as a credit reference agency or a fraud prevention agency to carry out searches (which will include obtaining information from the Electoral Roll). The information provider will record the details of the searches whether or not you become a client of MSB Law LLP. Other use of the services of the information provider may share these searches in order to prevent fraud. Swearing methods may be used as part of this process.
Information providers make a charge of between £15.00 – £60.00 (depending on the circumstances) for the searches required for each new client, even if the identity of more than one individual needs to be confirmed e.g. for partnership, trust or company. This charge will be invoiced to you in the normal course.
If we are unable to verify your identity satisfactorily in this way we will write to you asking you to provide us with various documents confirming your identity. If you are a corporate client, we will where available, obtain copies of filed documents for the company itself. The costs of carrying out a company search will normally be no more than £15.00 for UK companies and not more than £100.00 for an overseas company, and we will let you know if these costs are going to be exceeded. We will invoice you with such costs in the normal course. If you are unable to obtain these documents, we will write to you asking you to let us have copies of them. The costs and charges set out in this section are subject to annual review.
Any document provided to us or by you or any information provider will be provided and copied for audit purposes as part of our anti-money laundering procedures.
13. Conflict of interest
We advise a large number of clients, and may be in a position where we are advising individuals or entities whose interests compete with your own. We cannot be certain that we will identify all such situations which exist or may develop as it is difficult for us to anticipate all situations which may involve a conflict. We request that you notify us promptly of anything which you think might involve a potential conflict of interest between yourself and another of our clients, or ourselves.
Subject to our compliance with the professional rules which regulate our conduct as lawyers, we will not be prevented or restricted by virtue of our relationship with you from involvement in other matters where our, or our client’s, interests may be adverse to your own.
14. Quality standards
MSB Law LLP holds a Legal Services Commission Franchise in Crime and Family work and the LEXCEL Certification from the Law Society. We also hold the Law Society Conveyancing Quality Scheme, Wills and Probate Quality Scheme and Family Law Quality Scheme accreditations. We may from time to time pursue other certifications (“Certification”). Certification requires a quality system to be in place which guarantees the highest level of service to clients. In order for the firm to be properly assessed for Certification, it is necessary for certain files of clients to be made available to the assessing body for review. As MSB Law LLP holds you a duty of confidentiality, we consider it appropriate to inform you of the possibility of files relating to your affairs being disclosed to the assessing body as part of the review process. Files are randomly selected for review. The assessing body will not disclose any information contained in those files to any third party. The assessing body’s only concern is to ensure that your affairs receive a level of attention appropriate to our quality system.
You are free to inform us that you do not wish your files relating to your affairs to be disclosed, and you may refuse to give your consent at any time without any reason. Refusal of consent will not affect in any way the quality of the work which we carry out on your behalf. Unless and until you inform us that you are not content to have files disclosed, we will assume that you consent to files relating to your affairs being selected for review.
15. Limitation and Liability
In certain circumstances, there may be a risk that MSB Law LLP will be prejudiced as a result of arrangements you have with other advisors which limit their liability to you. This could arise where MSB Law LLP is one of several professionals advising you and you have agreed a limitation of liability with another of your advisors. If this occurs in circumstances where we would otherwise be jointly and severally liable with those other advisors for a claim, you agree that MSB Law LLP’s position will not be adversely effected by the limitation of those other advisor’s potential liability. In other words, MSB Law LLP’s liability to you will not exceed the net amount for which we would have been liable after deducting the amount of which the other advisors would have been liable for us in contribution proceedings if limitation or liability had not been agreed with you.
We ask you to advise us as early as possible if you have agreed or are likely to agree a limitation of the liability of your other professional advisors where we are also acting for you.
In any event, MSB Law LLP’s liability for any one claim or series of connected claim shall not exceed 3 Million Pounds. We hold Professional Indemnity Insurance with Allianz Global Corporate & Speciality AG (Company Number: BR006950) whose registered office is at Allianz House, 60 Gracechurch Street, London, EC3V 0HR. .
If we engage third parties to participate in the services MSB Law LLP provide then we will not be liable in respect of any advice given or work undertaken by them (regardless of whether such persons were introduced by us).
16. Copyright and documents
Original materials which we generate for our clients are protected by copyright which belongs to MSB Law LLP. A fee paid for our work gives you an implied licence to make use of these materials for the purposes for which they were obtained and for all reasonably associated purposes. You do not, however, obtain ownership of the copyright work unless we specifically agree in writing.
17. Electronic communications and the internet
We are pleased to discuss with you ways of setting out electronic communication links with MSB Law LLP.
In the absence of your written instructions to the contrary, we may from time to time communicate with you electronically via the internet. Although the majority of internet messages reach their destinations safely, the internet is neither private nor secure, nor are the services guaranteed for correct message routing or promptness of delivery. Electronic communication also introduces a risk of computer viruses causing system failure. Consequently, we accept no responsibility for any claims, costs, damages, losses or any other liability incurred by or made against you and arising directly or indirectly as a result of the internet.
We may monitor communications in accordance with the applicable law and regulations in order to establish facts, or to determine that communication used in our system are relevant to our business or to comply with laws or regulatory practices and procedures.
18. Retention of documents
In general, we will retain any file relating to a matter in which we have acted for you for 6 years after the matter is completed. After that period we will be entitled to deal with the file without further reference to you. Files may be retained in hard copy or electronic format where possible. Files will not be reviewed by us during the storage period.
In any particular matter, you will of course be free to ask us in advance to retain the file for a longer period and/or to take no action in relation to a file without further notification from you. In such circumstances, we may seek to apply a reasonable charge for this service. Any request must be in writing and you must request a written acknowledgement.
19. Change of these terms
We may, by 1 month’s written notice to you, modify these terms from time to time to reflect our current practice and/or change it to reflect professional and other regulatory requirements which we are obliged to meet.
20. Your right to cancel
Where we have accepted instructions from you which were given by telephone or over the internet, you have the right to cancel your instructions within 7 business days. Where you have agreed that work should commence within that 7 day period, you will remain liable for all costs, out of pocket expenses and VAT for work carried out prior to our receiving your written notice of cancellation.
21. Assignment and third parties
This will be between us and you and all rights under it may be assigned by MSB Law LLP.
Except as stated in these Terms neither you nor we intend any term of our agreement to be enforceable by any third party.
There are a number of specific points that you should be aware of when involved in litigation (including arbitration and statutory tribunals, whether as a Claimant or a Defendant) :-
(I) You are responsible for paying our invoice in accordance with these Terms even if the court eventually orders another party to contribute towards your legal costs. You should be aware that there are sometimes difficulties and/or delays in assessing and recovering these costs.
(II) The court has a wide range and discretion to determine which party(ies) should bear the costs of the proceedings and in what proportion.
(III) Only in exceptional cases will the court make an award which gives the successful litigant a right to full reimbursement of the costs of the proceedings. You should therefore assume that, even if your action is successful, there will be additional costs payable to us over and above anything recovered from the other side. In a case where another party is in receipt of Legal Aid, it is most unlikely that you will able to recover any costs from that party.
(IV) If you lose an action, then you should be responsible for paying our invoice in accordance with these Terms. You are likely to be ordered by the court to pay a proportion of your opponents cost’s. However, if you are unsuccessful at a hearing of 1 day or less during the course of the action, the court may order you to pay a proportion of the costs of the successful party. Unless the court orders otherwise, these costs must be paid within 14 days of the date of the order.
(V) You should investigate whether you have legal expenses, insurance or other applicable insurance. Even if you do, you should be aware that insurers may not pay bills before completion of the case and you will remain liable to pay our invoice in accordance with these Terms even if you have not yet been reimbursed by your insurers.
(VI) If you withdraw (discontinue) an action, the other party is entitled to have an order made by the court for you to pay their costs.
(VII) In any action, you will be required to disclose to the other parties all documents, correspondence, e-mails, notes, memorandum and other items which are or have been in your possession, custody or power and which relate in any way to the issues in dispute. Subject to certain exceptions, such as most communications with us, this duty covers documents which may be prejudicial to your case, which you are nevertheless obliged to reveal. The obligation of disclosure is ongoing until the action is over and therefore all such documents much be preserved in safe keeping. This obligation is onerous and you may be liable for severe penalties including fines and/or imprisonment in cases of deliberate concealment and non-disclosure. If in any doubt as to whether to preserve documents, you should always err on the side of preservation.
(VIII) The rules governing an exception as to disclosure on the grounds of “privilege” are complex and you should ask us for guidance on the subject.
(IX) If you are an actual or prospective litigant before the court in England and Wales you are obliged under the Civil Procedure Rules to take responsibility for the provision of the information and documentation in an appropriate manner and to verify the accuracy of any statement of case, witness statement and certain other documents. We require your full and frank co-operation so that we can, act on your behalf and are able to represent you properly and ensure that you comply with any time table which may be imposed. Guidance as to these obligations is available on request.
23. Resolving problems
We are committed to providing a high quality of legal service to all our clients. When something goes wrong we need you to tell us about it. This will help us to improve our standards.
If you have a complaint which you are unable to resolve with the member of staff who is acting for you or their head or department as identified in the Letter please contact Sean Sexton, a Partner in the firm. This should be done as soon as possible after the circumstances given rise to the complaint comes to your notice. You can write to Sean Sexton, 20-22 Tapton Way, Liverpool L13 1DA. A copy of our complaints procedure is available on request. However, we would ask that you try to resolve the issue with the file handler and the immediate supervising partner, and only if that cannot be resolved to then go through the complaints procedure.
24. Ability and access
We endeavour to ensure that all our offices offer facilities and access for the disabled. If you wish to visit any of our offices and are disabled, we recommend that you contact us to advise us of your condition. We will then be able to confirm the facilities available at our office or alternative advice of a more suitable local office. We will be happy to visit you at home if this is more convenient.
25. Responsibility for advice
As MSB Law LLP (rather than its Members, employees and consultants) will provide advice and Services to you, and MSB Law LLP alone will be responsible for the performance of the engagement contract in relation to the Services.
MSB Law LLP is responsible for providing advice and/or Services to you then, to the fullest extent permitted by law and regulation, no individual who is a Member of employee of, or consultant to, MSB Law LLP accepts or assumes responsibility to you or anyone else for advice and Services provided to you. That individual is described as “partner”.
You agree, to the extent such agreement is enforceable under the applicable laws and regulations that you will not bring any claim in connection with any advice and / or Services provided to you by MSB Law LLP against any member of MSB Law LLP or against any employee of, or consultant to, MSB Law LLP, but this will not limit or exclude the liability of MSB Law LLP itself.
Any advice and or Services provided by MSB Law LLP is/are for your benefit only and may not be used or relied upon by anyone else.
“Partner” is a title and individuals are described as “Partners or Members or employees of or consultants to MSB Law LLP”
26. Regulatory matters
MSB Law LLP is not authorised by the Financial Conduct Authority. However, we are included on their register maintained by the Financial Conduct Authority 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 website at https://register.fca.org.uk/
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. The Solicitors Regulation Authority is the independent regulatory body of the Law Society and the Legal Ombudsman Service is the independent complaints handling body of the Law Society.
27. Jurisdiction of proper law
These Terms and the Letter are subject to English Law and you and we irrevocably agreed to submit to the exclusive jurisdiction of the Courts of England and Wales. If you are not instructing us as a consumer, you and we are irrevocably agreed to submit to either the jurisdiction of the High Court of England and Wales or London arbitration at our sole discretion and option.
28. Deemed acceptance
When you have read and understood the Letter and these Terms you should sign and return the copy of the Letter to us to signify your acceptance of them. If you fail to return the copy to us but continue to instruct us in relation to the Services you will be deemed to accept these Terms and the conditions set out in the Letter.