GODWINS SOLICITORS
TERMS OF ENGAGEMENT

This leaflet contains information about our procedures, costs, the basis upon which we undertake work for you, and related matters. Please read it carefully. We apologise if you are already familiar with any of this information, but the Solicitors Regulation Authority, our professional body, now requires us to ensure that all our clients are given certain basic information at the start of any new matter.

1.            Our aim

We aim to offer our clients good quality legal advice with a personal service at a fair cost.

2.            Our commitment to you – Service Levels

We value your instructions, and we hope that together we will be able to achieve your aims as efficiently and as cost effectively as possible. We will: -

• represent your interests and keep your business confidential;
• explain to you the legal work that is required, and the prospects of a successful outcome;
• make sure that you understand the likely degree of financial risk that you will be taking on;
• keep you regularly informed of progress or, if there is none, when you are next likely to hear from us;
• try to avoid using technical legal language when writing to you – tell us, and let us know when we fail in this aim;
• deal with your queries and progress the matter promptly; for example, we will always try to return your telephone calls either the same day or by the next day.

3.      Memorandum of Engagement

3.1.     Attached to these Terms of Engagement is a specific “Memorandum of Engagement”. The Memorandum will include details of what it is you have asked us to do, clarify how our fees will be calculated and provide an estimate of our charges. These Terms of Engagement, together with the Memorandum of Engagement, sets out our terms and conditions of business. No variation to these terms shall be effective unless agreed in writing by a Director of our Company.

3.2.     You are required to sign and return a copy of the Memorandum of Engagement for each matter you instruct us on to confirm your acceptance of our terms and conditions of business.

4.            The Firm

4.1.     Our main office is in Aberystwyth. The Aberystwyth office is open Monday to Friday from 9.00 a.m. to 5.00 p.m.

4.2.     Appointments can be arranged at other times when this is essential.

5.            Responsibility for your work

5.1.     The Memorandum of Engagement will confirm who will carry out most of the work in a matter and their status and will identify the Supervising Solicitor who is ultimately responsible for your matter (this will be the Head of the Department). If this person is not available at any time, then please ask to speak to his or her secretary. They cannot give legal advice, but may be familiar with the file, and should be able to assist.

5.2.     We try hard to avoid changing the people who are handling your work, but if this cannot be avoided, we will notify you promptly and tell you why the change was necessary.

5.3.     It is sometimes advantageous to use the specialist skills of other Solicitors in the Company or more economic to allocate routine matters to a less senior Solicitor or Trainee Solicitor.

5.4.     We will separately explain to you the issues raised in your matter and advise you about its likely stages and estimated timetable. We will keep you informed of progress and advise you on whether the likely outcome will justify the likely charges and expenses and risk involved, from time to time as necessary.

6.            Your responsibilities

6.1.     To enable us to advise you fully, we need to have full details of the matter. You can help us by giving full, clear instructions, providing all relevant documents, acting promptly and telling us about any time limits of which you are aware.

6.2.     The law now requires solicitors, as well as banks, building societies and others, to obtain satisfactory evidence of the identity of their clients. This is because solicitors who deal with money and property on behalf of their clients can be used by criminals wishing to launder money. In order to comply with the law on money laundering, we need to obtain evidence of your identity as soon as practicable. If you have not already done so you must provide us with documents to verify your identity and address as set out in the information sheet attached to these terms of engagement.

6.3.     Correspondence, telephone calls and attendances cost money. Please make every effort to avoid unnecessary expense. For example, the time spent chasing you, or other parties, to supply information, will increase your bill. By helping to keep your bill down, you are benefiting yourself. Do not forget to tell us if you change your address, or if you plan to go away from home for any period of time.

7.            Our responsibilities

7.1.     In acting as your solicitors, our primary responsibility will be to you as our client under contract. We may also have additional responsibilities, such as to the Police, Solicitors Regulation Authority, Law Society, Courts, tribunals, insurers in litigation matters, or to your lender in a property transaction if we are instructed to act for them too. We may therefore have to advise you to provide information to them, and we may be compelled to give information to them irrespective of your instructions.

7.2.     Solicitors are under a professional and legal obligation to keep the affairs of clients confidential. This obligation, however, is subject to a statutory exemption: 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 (NCA). 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.

7.3.     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, because the law prohibits “tipping off”.

7.4.     We may advise you to obtain advice from other professionals such as accountants or surveyors. We are not liable for any advice given to you (whether or not obtained by us as your solicitors) by them, but you will be liable for our charges and expenses incurred in obtaining and proceeding on that advice as instructed by you.

7.5.     We aim to provide an efficient and comprehensive service to the highest standard. We will keep you informed of the matter throughout at each significant stage. This will usually be by letter but, for the sake of speed and economy, may take the form of simply copying correspondence to you. It may happen that you do not hear from us for periods at a time. That is not to say that nothing is happening. We will be progressing the matter through its normal course, and we will notify you as soon as anything of importance occurs. If, however, you would like a progress report at any time, please contact the person acting for you or their secretary or assistant.

7.6.     When acting in the purchase or mortgage of a property we would usually also expect to receive instructions to act for the Bank or Building Society providing the Mortgage Loan. As they are also our clients we have a duty to advise them of any matter relevant to their decision on whether to provide the finance. If you tell us of things that you do not wish the lender to know we may have to stop acting for the lender, and possibly for you as well.

8.            How we calculate our fees

8.1.     Our fees may be calculated in one of a number of different ways: -

Hourly rate

8.1.1.  In most cases our fees are calculated by reference to the time spent by the personnel dealing with your matter. Time spent will include meeting with you and others (where relevant); considering, preparing, and working on papers; correspondence; travelling away from the office if necessary; and making and receiving telephone calls.

8.1.2.  Our time is charged out at an hourly rate.  For work of unusual complexity, urgency or importance, or requiring attendance out of the office or during unsocial hours, we may increase the hourly rate to reflect these factors.

Percentage

8.1.3.  Where a matter involves or includes the sale, purchase or lease of commercial property, the Administration of Estate, or in matters involving a substantial financial value or benefit to a client, we charge for time spent on an hourly basis (as referred to above), but may also add to that a percentage of the relevant value. This is because the value is a reflection of the importance of the matter and consequently the responsibility that we have in dealing with it.

Fixed fee

8.1.4.  For some matters (for example, Domestic Conveyancing, Powers of Attorney or Wills) we will agree a fee in advance. This is for the basic service that will be explained to you. If something unexpected happens to make the work more complex than is usual, we reserve the right to increase the fee. However, we will warn you of this in advance.

8.1.5.  These fixed fees assume that you will see us in the office. We may make an additional charge for time spent coming to see you on an out of office appointment.

Litigation/Family matters/Legal Aid

8.1.6.  If we are acting for you in a litigation matter (that is a matter that involves or may possibly involve Court proceedings), a family matter or a Publicly Funded matter, there are complex provisions in relation to costs: please see the attached annex for details. We will not normally recover all costs from an opponent.

8.2.     Our fees and charge out rates are reviewed annually. This does not affect fixed fees agreed in advance. Otherwise, new rates will only apply to you once we have notified you of them.

8.3.     Details of how our fees will be calculated for each matter will be set out in the memorandum of engagement provided to you for that particular matter.

9.            Estimates

9.1.     As every client’s affairs are different it may not be possible to know in advance how long a matter might take. We will always try to help you budget by giving you an estimate of the likely costs of your matter. This estimate will be based on information known to us when we give it. It may be necessary to revise an estimate as a matter proceeds. An estimate is a “best guess” and not the same as agreeing a fixed fee.

9.2.     We will inform you if any unforeseen additional work becomes necessary (for example, where it is due to unexpected difficulties or if your requirements or the circumstances significantly change during the course of the matter). We will also inform you of our estimate of the additional cost that may consequently arise.

9.3.     On the basis of this estimate we will then set a first “budget” figure. If we reach that first budget, we will hopefully then have a better idea of what the costs will ultimately prove to be and will set a revised “budget”.

9.4.     Any estimate given covers only the work that you have at that time instructed us to undertake. If you instruct us to undertake further work for you it will be charged for separately.

10.          Payments made on your behalf

10.1    “Disbursements” are payments made by us on your behalf, e.g., Court fees, Probate Registry fees, search fees, Stamp Duty and Land Registry fees. These will be charged for in addition to our own costs. You will therefore have to repay us for any expenses or payments we make on your behalf. We have no obligation to make such payments unless you have provided the funds and we reserve the right to request payments in advance for such fees.

10.2    Disbursements will be shown separately on our bills. Unless you ask us to do so, we will not usually check with you before incurring expenses on routine items. We will usually consult with you before incurring non-routine items of expenditure.

11.          VAT

Our professional charges are exclusive of VAT, which will be added to the account.  VAT will also be payable on some disbursements.

12.          Arrangement for paying our fees

12.1.   Money in hand:
We may deduct any sums due to us from money that we hold on your behalf.

12.2.   Payment on account:
We may ask you to make payments in advance on account of disbursements and, sometimes, fees as well. Please make any payments promptly to avoid any delay in the progress of your matter.

12.3.   Sending our bills
When we believe that a matter can be completed in a relatively short period of time, we will send you our account for payment at the end of the matter.

12.4.   Interim accounts
Where a matter is likely to be protracted, we will ask for payments on account as the matter progresses in one of the following ways: -

• either we will submit accounts from time to time or at regular intervals for costs or anticipated costs and disbursements or;
• we may arrange with you for regular payments to be made on account, perhaps by Standing Order.

This will assist you to budget for our costs.

12.5.   Conveyancing transactions

We will normally send you our bill following the exchange of contracts and payment is required on a purchase prior to completion and at completion on a sale. If sufficient funds are available on completion, and we have sent you a bill, we will deduct our charges and expenses from the funds.

12.6.   If payment is not made, then we reserve the right to decline to act any further, and at that time an account for the work done to that date will be submitted.

12.7.   In the event of any account or request for payment on account not being paid, we reserve the right to terminate our retainer and/or to decline to act further for you. We also reserve the right to retain your papers or documents (save for any specific documents which may not be subject to a solicitor’s lien) until payment is made.

12.8.   If you do not pay an account, and as a result we make a claim by legal proceedings against you, you shall in all cases pay to us all or any further charges and expenses incurred in these proceedings even if our claim is for less than £5,000.00.

13.          Interest

Accounts are due for payment within 28 days of being submitted. We reserve the right to charge interest on accounts which are not paid within that time at 5% above the base rate from time to time with Barclays Bank Plc, calculated on a daily basis from the date of the invoice up to the date of payment, whether payment is made before or after Judgement. For business matters we reserve the right to claim a higher rate of interest under the Late Payment of Commercial Debts (Interest) Act 1998.

14.          Other parties paying our charges and expenses

 Although it may be the case that some other person agrees or is ordered to pay our costs, you will remain personally responsible for paying our costs and expenses as and when they become due. We will not normally postpone payment of our costs and expenses to you because someone else has agreed to or is under an obligation to pay them.

15.          Taxation advice

We are unlikely to have a detailed knowledge of your financial affairs. In general therefore, and unless otherwise specifically agreed, our retainer does not include advice on the financial or taxation implications of commercial matters. We are happy to work with your accountant to structure a transaction in the best manner should this be appropriate. In any event we strongly recommend you seek advice from your accountant as soon as possible.

16.          If a Matter is not completed

If for any reason the work you have instructed us to do is not completed, we will make a charge for the work that has already been completed. This will be calculated on the basis of time actually spent, even if we originally gave an estimate on the basis of a fixed fee. Depending on the amount of work done, our charges may be a proportion of the figure given in the estimate or may be up to the full amount. Disbursements already incurred will also be charged.

17.          Client money

17.1.   Any money received on your behalf will be held in our Client Account. Interest will be calculated and paid to you at the rate from time to time payable on HSBC Bank Plc’s Designated Client Accounts. The period for which interest will be paid normally run from the date(s) on which funds are received by us until the date(s) of issue of any cheque(s) from our Client Account.  We shall account to you for any interest that accrues that exceeds £20.  Please note that any such interest paid will be paid gross and you will need to account for it on your next tax return.  Where interest is due from you no charge will be made where this is less than £20.   A charge to interest may arise where uncleared funds are utilised e.g., a charge from a mortgage company. If you are not in agreement with this, please let us know and we shall account for the interest due from you to us or vice versa but will make an administrative charge of £20 plus VAT in dealing with calculations and payments to you.

17.2.   Where a client obtains borrowing from a lender in a property transaction, we will ask the lender to arrange that the loan cheque is received by us a minimum of 4 working days prior to the completion date.  If the money can be telegraphically transferred, we will request that we receive it the day before completion.  This will enable us to ensure that the necessary funds are available in time for completion.  Clients need to be aware that the lender may charge interest from the date of issue of their loan cheque or the telegraphing of the payment.

17.3.   Please note that to help us comply with money laundering regulations we are only able to receive payments in cash up to a limit of £500, unless authorised by a Director of our Company.

18.          Copyright

Copyright in all documents created by us for you, belongs to us, providing that you may use those documents for the particular purpose for which they were created. If you would wish to use them for any other purpose, you should obtain our permission to do so.

19.          Documents

Please ensure that you keep safe letters, papers and documents which may in any way at all relate to a matter. It is important that none are destroyed. Please place them in chronological order. Parties have an obligation to disclose all relevant documents in any disputes. 

20.          Storage of files, documents, and deeds

20.1.   Your file
The Law Society rules require us to store client files at the conclusion of your matter for different periods of time, depending on the nature of the work.  The minimum retention periods for certain categories of case are set out below.  After the minimum retention period the file of papers may be destroyed. If you require access to your file of papers we would be happy to allow you to inspect your file upon providing reasonable notice.

Category Conveyancing matters Common Law matters Probate and Administration where whole estate is wound up and distributed Matrimonial matters where no continuing obligation exists or from determination of such obligations Company formation or similar matters All other matters

Minimum Retention  Period 10 years 6 years 6 years   6 years 12 years 6 years

20.2.   Your Deeds and Securities
We store important documents, Deeds and other Securities without charge. However, our agreement to store documents does not impose on us any obligation to advise you of changes in the law or taxation, which may necessitate a review of the terms of these documents. The responsibility to consider a review remains with you.

20.3.   Retrieval costs
Normally we will not make a charge to retrieve a document from storage. However, we may make a charge based upon the time incurred for checking identity and instructions, reading papers, writing letters or other work necessary to comply with your instructions.

21.          Communications

21.1.   We are happy to deal with your matter in the manner most suitable and convenient to you. The use of e-mail can greatly speed communication and is a useful way of sending documents to you, other professional advisors and the authorities. However, the Internet is an insecure medium. Messages may pass through the hands of unregulated service providers; networks used by the Internet are vulnerable to hacking and the Government can undertake interception on a substantial scale. We do not use encrypted e-mail. If you wish to communicate using e-mail you consent to us including confidential information in non-encrypted form. If you do not wish us to do this, please advise us accordingly.

21.2.   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 our office in writing.

22.          Termination

22.1.   You may terminate your instructions at any time by writing to us. If you are considering ending any Court proceedings you must take advice, because there may be costs to pay to your opponent, and other consequences.

22.2.   In some circumstances, we may consider that we ought to stop acting for you. We would only do so with good reason, for example if you do not comply with your obligations in these Terms of Engagement; if we are of the opinion that you are asking us to conduct matters in such a way that your instructions conflict with our duties to the Court or others; if you cannot give clear or proper instructions on how we are to proceed; or if it is clear that you have lost confidence in how we are carrying out your work. We will give you reasonable notice before we stop acting for you.

22.3.   If you or we decide to terminate this contract, we will still be entitled to receive payment of our charges and expenses as agreed for the work then completed.

23.          Limited Companies

When accepting instructions to act on behalf of a limited company, we may require a Director and/or controlling shareholder to sign a form of personal guarantee in respect of the charges and expenses of this firm.  If such a request is refused, we will be entitled to stop acting and to require immediate payment of our charges on an hourly basis and expenses as set out earlier.

24.          Future Instructions

Unless otherwise agreed, and subject to the application of the current hourly rate, these terms and conditions of business will apply to any future instructions you give to us.

25.          Liability

Unless otherwise agreed in writing by a Director of our Company (and except for death or personal injury) our liability and that of our employees and agents (whether arising in contract, negligence or otherwise) in your matter will be limited to £2,000,000.00 for any claim or series of claims arising from the same circumstances.

26.          Problems and complaints

26.1.   We want to provide the best possible service to our clients and wish to hear about it if we do not.

26.2.   We hope that you will never have cause to complain about our service but, if you do have a problem which you are unable to resolve with the person dealing with your matter then you may present any complaint you may have to our complaints director, Mr Simon Margrave-Jones. Our written complaints procedure is attached to these terms of engagement. If your complaint is about Mr Simon Margrave-Jones then please refer your complaint to Karen Evans instead.

27.          Financial Services

27.1.   We are not authorised by the Financial Conduct Authority. If while we are acting for you, you need advice on investments, we may have to refer you to someone who is authorised to provide the necessary advice.

27.2.   However, we may be able to provide certain limited investment advice services where these are closely linked to the legal work we are doing for you. This is because we are members of the Law Society of England and Wales, which is a designated professional body for the purposes of the Financial Services and Markets Act 2000.

27.3.   The Solicitors Regulation 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.

28.          Insurance Mediation

28.1.   We are not authorised by the Financial Conduct Authority. However, we are included on the register maintained by the Financial Conduct Authority so that we can carry on insurance 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 www.fca.org.uk/register

28.2.   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 deals with complaints against Lawyers. If you are unhappy with any insurance advice you receive from us, you should raise your concerns with either of those bodies.

29.          Vetting of Files and Confidentiality

External firms or organisations may conduct audit or quality checks on our practice. These external firms or organisations are required to maintain confidentiality in relation to your files.

30.          Equality and Diversity

Godwins is committed to promoting equality and diversity in all of its dealings with clients, third parties and employees. Please contact us if you would like a copy of our equality and diversity policy or a copy of our diversity analysis.

31.          Conclusion

The signed Memorandum of Engagement will amount to your acceptance of these Terms and Conditions of Business. This is an important document. Please keep it in a safe place for future reference.

We are confident that we will provide a high-quality service in all respects. We hope that by providing this information at the outset we have addressed your immediate queries about the day-to-day handling of your work, and our Terms of Business. However, if you have any queries, please do not hesitate to contact us.

Important Note

Godwins solicitors is regulated by the Solicitors Regulation Authority (SRA No. 625639). Established in the UK, the firm is responsible for compliance with the solicitors’ rules which are available online at www.sra.org.uk.

The firm has Professional Indemnity Insurance in respect of services provided in England & Wales or anywhere in the world. Its insurance broker is Prescott Jones, Swansea.