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Our Terms Of Business
DEFINITIONS
In these conditions:
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The "Company" means Sherwins Ltd, or any of its trading brands.
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The "Client" means the person, Company or company purchasing services from the
Company.
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The "Client Care Letter" means the letter sent by the Company to the Client
upon being instructed by the Client setting out the basis upon which the Company
will carry out the Client's instructions.
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BASIS OF THE RETAINER
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The Company contracts upon the basis of these Terms and Conditions only and
acceptance by the Company of any instructions from the Client shall be upon such
conditions and shall override any other terms and conditions stipulated or
incorporated by the Client in its instructions or in any negotiations (save as
shall have been expressly agreed in writing by the Company). No variation or
representation will be binding on the Company unless confirmed in writing by a
duly authorized representative of the Company. Unless specifically provided in
the Client Care Letter our advice to the Client will not extend to advice on the
tax or pensions implications of the work on which we are advising.
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FEES AND DISBURSEMENTS
Basis of Charge
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Unless special arrangements are made, the basis of the Company's charges is set
out in the Client Care Letter as up dated from time to time during the conduct
of the matter.
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The Company's charges for non-contentious work will be governed by the
Solicitors (Non-Contentious Business) Remuneration Order 1994 (S.I. 1994 No 2616
(L.16)). A copy will be supplied on request.
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The Company's charges will be for contentious work (i.e. following the issue of
court proceedings) are governed by the Solicitors Act 1974 which provides for
the court to assess what charges are reasonable.
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General
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Although the Client Care Letter sets out who will carry out the work, other
members of the Company not named in the Client Care Letter may be involved. We
reserve the right to charge at the applicable rate for that person but that rate
will not exceed the highest rate referred to in the Client Care Letter without
prior notice to you.
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On the 1st May of each year the Company reviews its hourly charging
rates and it will notify the client in writing of any increase.
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The Client bears primary liability for payment of the Company's charges and
disbursements in all cases even if an indemnity for costs or an order for costs
is obtained against another party.
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Payment
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Payment of the Company's invoices is due on presentation unless an extended
payment time has been agreed in advance and confirmed in writing by the Company.
In the case of invoices remaining unpaid for a period of one calendar month or
more after the date of presentation, the Company may charge interest to the
Client on the amount unpaid calculated on a daily basis from the date of
delivery of the account at the statutory rate from time to time in force.
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Payment on or before the due date is of the essence of the contract and in the
event of the Client failing to make payment on the due date the Company reserves
the right to decline to act further.
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PROCEEDINGS
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Unless you notify us in writing to the contrary we will assume that we have
your authority to sign the “statement of truth” on your behalf. The statement
will refer to your belief, not our own and in signing on your behalf we are
confirming your belief that the facts stated in the documents are true. We must
clarify that the consequence of verifying a statement of truth of case
containing any false statement without an honest belief in its truth may result
in proceedings for contempt of Court being brought against a person if he makes,
or causes to be made a false statement in a document verified by a statement of
truth without an honest belief in its truth.
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We will help you with the procedure to ensure you are clear on each occasion of
the seriousness of this step in any proceedings and naturally if you are
concerned about the signing of any form you should discuss it with one of the
Sherwins Team.
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CLIENT'S MONIES
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If the Company holds money on the Client's behalf, interest will be paid to the
Client in accordance with the Solicitors Accounts Rules 1998, (subject to the
minimum amounts and periods of time therein prescribed) at the rate or rates
from time to time payable. The period for which interest will be paid will
normally run from the date on which cleared funds are received by the Company
until the date of payment by the Company of funds to or on behalf of the Client.
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In cases where the Company is to make a payment on behalf of the Client (for
example in respect of court fees) the Company requires to be placed in cleared
funds before the proposed date for payment. (If payment to the Company is by
cheque, four working days from receipt should be allowed for clearance). Where
the Client is obtaining a loan from a third party, the Company will request the
advance payment from that third party in accordance with the foregoing. The
third party may charge interest from the date of issue of a cheque.
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In order to comply with its obligations under the Proceeds of Crime Act 2002
and the Money Laundering Regulations 2003 the Company reserves the right to
require the Client to provide the Company with evidence of the Client's
identity. The Client should read the Money Laundering Regulations leaflet that
accompanies these Terms and Conditions. The Company is required to report to the
National Criminal Intelligence Service at the first opportunity any evidence or
suspicion of money-laundering and the Company is prohibited from disclosing any
such report.
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DISTANCE CONTRACTS
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If the agreement between the Company and the Client for the supply of legal
services is governed by the Consumer Protection (Distance Selling) Regulations
2000 as amended by the Consumer Protection (Distance Selling) (Amendment)
Regulations 2005 the following conditions apply:
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At any time whilst the Company acts for the Client, the Client has the right to
withdraw without charge, any new matter on which the Client instructs the
Company within seven working days thereafter.
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This right will cease if the Company starts work with the Client's consent
within that time.
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TERMINATION
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The Client may terminate the Client's instructions to the Company in writing at
any time by the Company will be entitled to keep the Client's papers and
documents whilst there is money owing to the Company for its charges and
expenses.
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In some circumstances the Company may consider that it ought to stop acting for
the Client, for example if the Client cannot give clear or proper instructions
on how the matter is to proceed, of it is clear that the Client has lost
confidence in how the Company is carrying out the Client's instructions.
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The Company may decide to stop acting for the Client only with good reason, for
example, if the Client does not pay an interim bill or comply with the Company's
request for a payment on account. The Company must given the Client reasonable
notice that it will stop acting for the Client.
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If the Client or the Company decide that the Company will no longer act for the
Client, the Client will be liable for Company's charges on an hourly basis to the date
of termination of the retainer and expenses as set out in the Client Care
Letter.
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STORAGE OF PAPERS AND DEEDS
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The Company will, following completion of each matter, store the Client's
working papers in electronic format without charge to the Client for seven years
or such longer period as it reasonably considers necessary whereupon it will
confidentially destroy them. The Client may give the Company notice that the
Client's working papers are to be retained for a specified period in which case
the Company reserves the right to require the Client to take personal custody of
the papers.
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Where stored papers are retrieved from storage by the Company in connection
with continuing or new instructions to the Company no charge will normally be
made for such retrieval. However, the Company reserves the right to make a
charge based on its time spent in retrieval and perusal, correspondence, or
other work necessary to comply with any instructions given by or on behalf of
the Client.
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Without prejudice to any other remedies the Company shall have a general right
to retain all deeds, working papers and other property in its possession and
belonging to the Client until all sums due from the Client to the Company have
been paid in full.
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DATA PROTECTION/PRIVACY POLICY
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The Client consents to the Company collecting, storing and processing certain
personal data about the Client and where the Client is an employee of a Company,
about the Company's servants or agents.
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The data will be used for anti-money laundering checks, to provide legal and
associated services and for the purposes set out below. Other than as set out
below, the data will not be used other than in the normal course of the
Company's business.
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The Company may disclose information about the Client to its financiers,
insurers, credit reference agencies, third party service providers and any
regulatory body, or any other person if required to do so by law. The third
party will add this information to its records and this may be seen by other
organisations that carry out credit assessment searches.
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The Company may use the data to notify Clients about other legal or financial
services offered by the Company. This communication may be by post or by e-mail.
Clients will be provided with an opportunity of opting out of receiving further
information.
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The Client may request, at any time, that the Company stops using the Client's
information and stops sending information to the Client or that it stops passing
the Client's information to third parties, by providing such notice to the
Company in writing. However, if the Client withdraws consent to credit reference
checks the Company may refuse to contract further with the Client.
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The Client can obtain details of the personal data held about the Client by the
Company by writing to the Company to request this – there will be an additional
fee for this service.
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The Company may disclose the Client's information to a person to whom it
proposes to transfer its rights and/or responsibilities under any contract with
the Client to which these conditions apply or to whom the Company transfers its
business or a relevant part of its business. Such a person shall be entitled to
process the Client's data in the matter set out in these conditions.
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Information about the Client may be transferred outside the European Economic
Area (such countries may not provide similar protections as the UK ) for the
purposes of carrying out the Client's instructions. By agreeing to be bound by
these conditions the Client consents to this transfer of information.
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If the Company makes any changes to it privacy policy in the future these will
drawn to the Client's attention and the Client will be given an opportunity to
opt-in to any new usage of the Client's personal data. |
FORCE MAJEURE
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The Company shall bear no liability for loss, damage or delay howsoever arising
caused in circumstances outside of its control (of whatsoever kind).
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CONFIDENTIALLY & CONFLICTS
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Conflicts between the Clients' interests and those of another client may arise.
If there is a conflict of interest, the Company may have to cease acting for the
Client. Conflicts may arise (amongst other reasons) because:
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the Company has discovered information while acting for another client which
the Company would normally be bound to disclose to the Client; and
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disclosure conflicts with the Company's duty to that other client |
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If that happens the Company as the right to withhold that information and
terminate its engagement by the Client. The Company may also cease to act in a
particular matter for the other client involved. All fees and disbursements and
VAT up to the date of the termination will be charged and become due. |
DISCLOSURE
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The Company's advice is provided to the Client and may not, without the
Company's consent, be disclosed to any other party. The Client will not refer to
the Company or the Company's advice in any further communication or document
without the Company's prior written consent.
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INDEPENDENT SERVICES
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When the Company is asked to recommend the services of a third party it shall
always do so in good faith. However, no warranty is given in respect of the
standing, ability or the quality of the services of a third party. The Company
does not accept liability for that third party's services and the Client will
have a contract with that third party, but not with the Company in respect of
that third party's goods or services. The Client will be responsible for the
fees and expenses of that third party.
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RETENTION OF WORK AND COUNSEL'S OPINIONS
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The Company may choose to keep copies of work produced or obtained by the
Company whilst representing the Client. These may be kept on the Company's
internal databases and in any event are to be accessed only by members or
employees of the Company. The Company will comply with the Solicitors Regulation
Authority guidance in any use of Counsel's Opinions.
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AUDIT ENQUIRIES
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Should the Company receive requests, either directly from the Client or from
the Client's accountants and/or auditors for confirmation as to whether the
Company is instructed on the Client's behalf, the Company's response shall
normally be addressed directly to the Client for onward transmission.
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Such requests may require the Company to confirm whether any matters are of a
litigious nature, whether any deeds or documents are retained by the Company on
the Client's behalf and also whether there are any outstanding bills owed by the
Client to the Company or any work in progress at any given point in time.
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The Company reserves the right to charge on a time basis for work undertaken in
responding to such requests. |
INVALIDITY OF CONTRACTUAL TERM
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If any provision of these conditions is held by any court or competent
authority as invalid or unenforceable in whole or in party the validity of the
remainder of these conditions and of the remainder of the provisions in question
shall not be affected thereby.
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COMPLAINTS
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If the Client has any complaint regarding the conduct of their advisor, or the
standard of the work undertaken by the Company during the course of their
instructions, they should in the first instance raise their concerns with their
advisor as detailed in the Client Care Letter.
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If the Client is still unhappy thereafter, they should refer the matter to the
advisor's line manager in writing as detailed in the Client Care Letter. The
Company undertakes to acknowledge receipt of any such complaint within 48 hours
and to respond in detail within 28 days thereafter.
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In the event that the Client is not happy with the response received they
should further address their concerns to the Company's Chief Executive, Claire
Sandbrook.
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The above procedures do not affect the Client's rights in respect of referring
any matter to the Solicitors Regulation Authority in accordance with the
Solicitors Regulation Authority regulations. |
GENERAL
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The Company's advice is given on the basis of the laws of England and Wales .
To the extent that the Company advises on documents governed by the laws of
other jurisdictions, it will not be advising on any specific implications of the
laws of those jurisdictions.
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These conditions are governed by English law and any disputes arising in
connection with these conditions are subject to the exclusive jurisdiction of
the English courts.
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The Company's contract is personal as between the Client and the Company and is
not intended to confer any rights of enforcement on any third parties.
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If you would like any further details regarding our terms and conditions,
please contact your usual Company advisor, or Claire Sandbrook , Chief Executive
Officer.
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LAW AND JURISDICTION
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The terms of our appointment (including these terms of business) are governed by
and construed in accordance with English law. You and we agree to submit to the
non-exclusive jurisdiction of the English courts.
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Sherwins Ltd,
Shergroup House,
No 3 Freeport Office Village,
Century Drive,
Braintree,
Essex,
CM77 8YG
Tel. 0845 8909 210
Fax. 0845 8909 217
Web. www.sherwins.net
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