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                                                           IKON LAW Solicitors & Advocates

Terms of business

Last updated 1 April 2015

Terms of Business: Print Version balanced solicitors Ikon logo_web2 Services Abroad

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1 Our Contract

1.1 Applicable Terms

(a) Where we have accepted your instructions to provide services, our terms of business apply to the provision of those services and to each matter upon which we act for you and govern the contract for each matter between you and Ikon Law.

(b) Our terms of business are available on our website. Our terms of business also refer to and incorporate additional material which is detailed in our Legal Notices. W e will provide you with a hard copy of our terms of business and any relevant website material at any time on request.

(c) Our terms of business may be supplemented and/or amended by agreement in writing.

(d) No amendment of our terms of business shall be effective unless it is confirmed by written communication from us.

 

1.2 Compliance with Law

(a) The provision of our services is governed by certain Regulatory Requirements, key provisions of which are detailed in our Legal Notices.

(b) We are not free to amend provisions which are a matter of regulation. If any provision of our terms of business conflicts with any mandatory element of the Regulatory Requirements, the latter shall prevail.

(c) You accept that in providing the services to you, we may take whatever steps we consider appropriate to comply with all applicable Law and Regulatory Requirements, even if to do so would be inconsistent with these terms of business or any written communication.

 

2 Our Obligations

2.1 Provision of Services

(a) By instructing us to act as your solicitors, as a matter of Law you give us full authority to act in your best interests. You may limit our authority by agreement in writing.

(b) You agree that we may deploy such of our lawyers, trainee lawyers, paralegals or other staff as the relevant partner deems necessary or desirable to ensure appropriate delivery of the services. In assessing the correct Ikon Law Individuals to assist you in relation to any matter we take into account the complexity of the advice required, the level of skill and specialist knowledge involved, the value of the matter and its importance to you, and your expectations as to the cost of the work.

Where junior staff are engaged on a matter, the time of more senior IKON LAW Individuals will also be allocated in order to provide adequate supervision.

(c) You agree that we may engage third parties and incur their charges as agent on your behalf, unless we ask you to contract directly with such third parties.

(d) You agree that we may outsource certain processes to external service providers, who may be located outside the European Economic Area.

 

2.2 Scope of Services

(a) Unless expressly agreed otherwise in advance and stated to the contrary in written communication, we only advise on the Law of England and Wales and only provide legal services in relation to your matter.

(b) W e will provide the services in accordance with the Relevant Law in force at the date of delivery of the services.

(c) The scope of the matter and our services and any changes thereto, will be discussed and agreed with you and we shall have no obligation to provide services or otherwise to advice on any issue which falls outside the agreed scope.

 

2.3 Benefit of the Services

(a) Ikon Law provides the services solely to you as our client. Unless we expressly agree in advance in written communication, you agree that you are the sole beneficiary of our services.

(b) You further agree that our services, advice and other communications with you are confidential and you may not, without our prior written consent, disclose them to any person (other than to your employees and agents who require access and who do not disclose them further) or otherwise made public except as required by Law or other regulatory authority to which you are subject.

(c) No other person may use or rely upon the services nor derive any rights or benefits from them unless we have expressly agreed to such reliance in writing. Accordingly:

(i) The provisions of the Contracts (Rights of Third Parties) Act 1999 are excluded, save to the extent we expressly agree otherwise;

(ii) If, in our sole discretion, we agree in prior written communication to permit another person to have sight of extracts of our advice to you, you may thereafter provide such extracts to such person, clearly stating that such extract is confidential legal advice provided by us solely for your benefit and that access to such advice does not give such person any rights against Ikon Law;

(iii) If, in our sole discretion, we agree in prior written communication to provide services relevant to your matter at your request to another person or permit another person to have sight of extracts of our advice to you, you shall:

(A) agree, where you have authority to do so, to accept these terms of business and the provisions of any relevant written communication on behalf of such person; or

(B) procure that such person enters into a written agreement accepting these terms of business and the provisions of any relevant written communication prior to receiving services or relying on our advice; or

(C) procure that such person complies with these terms of business and the provisions of any relevant written communication; and subject to compliance with clause 2.3(c)(iii)(A), 2.3(c)(iii)(B) or

2.3(c)(iii)(C) above, you may thereafter provide such extracts to such person, clearly stating that such extract is confidential legal advice, provided by us solely for your benefit and made available to such person subject to these terms of business.

(d) Notwithstanding any benefits conferred by virtue of the Contracts (Rights of Third Parties) Act

1999 on any third party, we and you shall have the right to vary or rescind any of the terms of the contract between us without any third party consent.

2.4 Advice, Drafts, Precedents and Deadlines

(a) Any services, advice or materials which we provide will be given solely for the purposes of the matter to which such services, advice or materials relate.

(b) Where we provide draft or provisional advice or other materials, that advice or those materials are not to be relied upon as constituting our final view.

(c) Where we provide precedent documents for your subsequent multiple uses in an agreed set of generic circumstances, such precedents will be fit for use in those generic circumstances and comply with Relevant Law in force at the time of their delivery. We accept no responsibility for any subsequent use to which you put such precedent documents without our further advice if the facts are materially different to the generic circumstances or if the Relevant Law has subsequently materially changed.

(d) W e will try to meet any deadline we agree with you for the performance of any services but, unless we agree otherwise in writing in relation to any time, date or period for delivery or performance by us, time shall not be of the essence. To ensure the quality of our services and advice to you is to the appropriate standards, it is essential that there is sufficient time prior to the conclusion of a matter to review and check that final versions of documents are complete, accurate and accord with your instructions and objectives and we reserve the right to discuss with you whether additional time is required properly to complete this quality assurance process to avoid having to qualify our advice to you in any way.

 

3 Your Responsibilities

3.1 You will (so far as you practicably can):

(a) provide us with all information which is relevant to the matter;

(b) provide us with timely instructions, information and materials necessary or desirable for us to perform the services for you;

(c) notify us promptly of any changes or additions to instructions, information and materials previously provided by you or on your behalf; and

(d) ensure that all information provided to us is complete in all material respects and not misleading.

3.2 W e shall proceed on the basis of the information we have received from you and rely upon you to tell us as soon as possible if anything occurs which renders any information previously given to us incorrect, inaccurate or incomplete.

3.3 Where we make an assessment for you, either expressly or by implication, of the likely level of risk associated with different potential courses of action, you accept that such assessment is made relying only upon the information and documents then available to us and accordingly, such an assessment should only be used as one element in the making of any practical or commercial decision. You agree that whether a risk of any particular type or magnitude is acceptable to you is a matter solely for you.

3.4 In Contentious matters you may have an ongoing duty of disclosure of documents. You will be provided with a guide explaining your obligations and the impact of those obligations on materials, in both hard copy and electronic form, which you already hold or subsequently create or receive. Where relevant you must ask for this guide if it is not sent to you or you have not received it.

 

4 Charges and Client Money

4.1 Our Charges

(a) You agree to pay our fees. As our time and expertise are the core elements of our service, unless otherwise agreed in written communication, our fees will be calculated by reference to the current hourly rate of the Ikon Law Individual(s) concerned, recorded and charged for on a task related basis in units of one tenth of an hour. The time of all Ikon Law Individuals engaged on a matter will be charged, including supervision time. The rates currently applicable are set out at the start of the matter in written communication.

(b) Where the nature, complexity, value or urgency of the services might warrant an enhanced fee, any premium will be agreed with you and the circumstances in which it will be applied detailed in written communication.

(c) The hourly rates of each of our lawyers, trainee lawyers, paralegals and other staff are reviewed from time to time and we will inform you in written communication of any changes.

(d) You agree to pay, in addition to our fees, the Expenses we incur in providing the services. Such

Expenses fall into the following two categories:

(i) disbursements, such as:

(A) any amount charged to us by third parties for their services associated with the matter;

(B) any disbursements associated with the matter such as court fees, search fees, or government duty;

(C) any expenses incurred by us in providing the services such as travel costs or overnight accommodation; and

(ii) internally provided services which are ancillary to the matter and provided by us such as catering, photocopying, scanning or telegraphic transfers.

(e) Certain internally provided services contain an element of profit within the charge. The full tariff is available on request.

With the exception of such items all Expenses will be invoiced at cost.

(f) Our Charges are not contingent and are payable whether or not a matter is concluded.

(g) VAT will be charged at the appropriate rate on all Charges and unless stated to the contrary in written communication, any quotation or estimate does not include any Expenses or VAT.

4.2 Estimates

(a) Any estimate provided by us as to our Charges is only a guide and is not a quotation or an offer to carry out services at a fixed price. Our estimate will aim to give you a breakdown of all the elements of our Charges and, where time is a factor in assessing fees, we will explain clearly to you how we intend to use the time. W here possible our estimate will include details of any third parties to whom you will need to make payments and when those payments are likely to be needed.

Where in our judgment it is not possible to provide you with a realistic estimate of our Charges for the entire matter, we shall give you our best estimate as to the Charges for the next stage of the matter.

(b) W e shall review our current estimate regularly and provide you in written communication with revised estimates where applicable giving the reasons for any changes made.

4.3 Quotations

(a) The provision of a written quotation for services constitutes an offer to carry out the services comprising a pre-agreed scope of work at that capped or fixed fee and becomes a contract when you accept the quotation or a defined part of it.

(b) Unless stated otherwise in written communication, Expenses and VAT shall be payable in addition to any cap or other fixed fee agreed between us.

(c) Where a cap or fixed fee is agreed then our fees will not exceed the amount specified in written communication, provided that the basis of the instructions, any information supplied to us and any assumptions set out in such written communication have not changed and there is no material delay in progressing or completing the matter beyond our control.

(d) Where we carry out services which fall outside the scope of services agreed within the cap or fixed fee, such services will be charged at the hourly rates detailed in the written communication.

(e) If we agree a capped or fixed fee quotation for a matter which does not then conclude we shall charge you up to such figure for the time spent, based on the hourly fee rates detailed in the written communication.

4.4 Custody of Client Money

(a) Any of your money which we hold (including any payment on account) will be held in a client bank account separate from our own money and we will account to you for interest on money so held in accordance with our policy on interest which is detailed in our Legal Notices.

(b) When we have ceased to act for you and all outstanding invoices have been settled, we will make two attempts to return any of your money held in the client account. W here we are unable to return such funds we may, in accordance with our Regulatory Requirements, donate the money to a charity of our choosing.

4.5 Commissions, Discounts and Rebates

(a) If we receive a commission from a third party arising from work we are doing for you, we will credit you with that commission unless you have agreed otherwise and it would not breach our Regulatory Requirements.

(b) We may retain any retrospective discount or rebate that we receive from a third party where it is not economic for us to identify how much and to which clients such discount or rebate applies.

4.6 Cancellation of instructions/abortive costs.

Some time you may cancel your instructions to us. If it happens, we will charge for the work carried out up to the date when you notify us in writing that you want to cancel your instructions to us. If no work has been carried out, we will still be charging you a sum of £200.00 as abortive/administrative costs.

 

5 Invoicing and Payment Terms

5.1 Frequency of Invoices

(a) Unless otherwise agreed in written communication, we will be entitled to invoice you on an interim basis in respect of our Charges monthly, at the end of our financial year and on completion of each matter.

(b) Our invoices will contain a brief description of the work performed during each billable period.

Expenses and VAT will be shown separately. All Expenses will be clearly identified, categorised as either disbursements or internally provided services and fully detailed on our invoices. A more detailed fee narrative and breakdown of the Expenses can be provided on request.

(c) Unless we state on the face of the invoice or otherwise expressly agree in written communication that an interim invoice is an invoice on account, each interim invoice is a final account of our fees for all work done during the period to which the invoice relates. You agree that we may bring proceedings on invoices on account (notwithstanding that they are not final bills) where we have provided services and the amount of the invoice on account does not exceed the cost of the service provided at the applicable hourly rates.

(d) There may be a delay in invoicing Expenses incurred on your behalf pending our receipt of the relevant invoices from suppliers and invoices are not final invoices in relation to Expenses.

5.2 Payment Terms

Invoices are payable on delivery. We may charge you interest on any invoice or part thereof which remains unpaid more than 30 days from the date of issue. Interest will accrue on the unpaid amounts at the rate which applies from time to time to judgment debts under the Judgments Act

1838 and shall be payable on demand.

5.3 Payments on Account

(a) W e may require you to make a payment to us on account of our Charges at any time and on more than one occasion. A request for payment on account is not an estimate of, or a cap on, any Charges or element thereof.

(b) W e may apply such payments towards any invoice issued to you and will notify you where that is the case. Any such payment does not affect any statutory right to challenge the amount of such invoice.

(c) Money paid on account which is not subsequently required for settling our Charges will be returned promptly.

5.4 Suspension of Services

If you do not pay any invoice within 30 days of the date of issue, or a sum on account within 7 days (or such longer period as we may specify) of our demand, we may suspend or terminate the provision of all or any services (and instruct any third parties engaged by us to suspend the provision of their services) and may invoice you for all accrued Charges.

5.5 Right to Retain Money, Documents and Property

Until payment in full of all sums due to us, we have the right under general law (lien) and as a contractual right to retain money, documents and/or any other assets which we hold for you.

5.6 Payments from Third Parties and Joint Clients

(a) You may have a right of recovery or indemnity against a third party, or expect reimbursement (for example from an insurer, trade union or opposing party ordered to pay costs) in respect of all or part of our invoices. You remain liable to us to pay our invoices promptly notwithstanding such a right.

(b) Where we provide services to more than one client jointly, on the same matter, the obligations to pay the Charges in relation to such matter will be joint and several.

(c) W e are not permitted to issue a VAT invoice to any person other than you for services we have provided to you.

5.7 Litigation Costs and Funding

Further contractual provisions and important information which we are professionally obliged to give you where the matter is Contentious are detailed in our Legal Notices.

6 Confidentiality, Disclosure and Conflicts of Interests

6.1 W e acknowledge that we are bound by and will observe our Regulatory Requirements in relation to confidential information and conflicts of interests, key provisions of which are detailed in our Legal Notices.

6.2 W e will treat any information which we obtain as a result of acting f or you which is confidential to you and not in the public domain, as strictly confidential, save:

(a) for the purpose of acting for you;

(b) for disclosure to other advisers working for you on the same matter;

(c) for disclosures to our auditors;

(d) as otherwise required by Regulatory Requirements; or

(e) where you have given your written consent to such disclosure.

6.3 On very rare occasions circumstances may arise where you make a claim against us arising out of our services or we ourselves have concerns that circumstances may have arisen where we have a duty to report to our insurers or that we ought to take legal professional advice on our relationship with you. Our ability to take such advice on a fully informed basis is ultimately in your best interests.

Accordingly, you consent to allowing us to disclose confidential information strictly for these purposes and on like terms of confidentiality as those to which we are subject ourselves, to:

(a) our own legal and other professional advisers; and

(b) our insurers, and our communications shall be confidential between us and them. You further consent to disclosure on a like basis to our insurance brokers for the purposes of the maintenance and renewal of our compulsory professional indemnity insurance and any voluntary top-up.

6.4 Where, as part of the services, materials have been generated such as our documents, advice, ideas or other materials, or advice or other opinion from a third party such as a barrister, we may use any such materials for other purposes but will ensure that:

(a) any information specific to you and from which you might be identified is, unless you agree otherwise, redacted; and

(b) our duty of confidentiality to you is not breached.

 

7 The Use, Communication and Security of Information

7.1 Our Commitment

Ensuring the security of your information is of the utmost importance to us and we have put in place both legal and practical measures to achieve this. W e would be happy to provide you with further details should you require them.

7.2 How your Information is Used

(a) Ikon Law is a data controller registered with the Information Commissioner. In providing our services we shall comply at all times with our obligations under applicable data protection legislation including the Data Protection Act 1998. Whilst acting for you we shall process any personal information you provide in accordance our data protection registration and to such an extent and as is necessary for the performance of the services. In particular, we may use the information which you provide, or which we obtain through our dealings with you:

(i) for the provision of our services to you;

(ii) to administer your account with us, including tracing and collecting any debts;

(iii) for advertising, marketing and public relations;

(iv) to ensure the safety and security of our people and premises (where we may also use CCTV);

(v) for fraud prevention and/or anti-money laundering purposes;

(vi) for audit and/or insurance purposes; and

(vii) to assess client satisfaction (such as by asking you to participate in surveys) and to help improve our services generally; and we may give it on a confidential basis to Ikon Law Individuals and other third parties involved in the above activities. We may need to transfer data to partner law firms or other third parties outside the United Kingdom. Where such transfers are necessary we will take appropriate reasonable technical and organisational measures to protect data against unauthorised or unlawful processing and against its accidental loss destruction or damage. You confirm that you acknowledge and accept such arrangements.

(b) If you do not wish to be contacted regarding events, such as seminars or conferences, or to

receive briefings or similar publications which we think might be of interest to you, you must let us

know in writing. If you do not wish us to name you as a client or publicly refer to you in the context

of a transaction or other matter, even though the fact that you are a client or are involved in the transaction or matter is in the public domain, you must also let us know in writing.

7.3 Communication and IT Security

(a) W e will communicate with you and third parties whom we deem appropriate using any normal means such as letters, fax, email, text, instant messaging, telephone, voicemail and video conferencing or using CD-ROMs, DVD or USB devices. If there is any mode of communication which you do not wish us to use, you must let us know in writing.

(b) If you regard any communications from us as particularly confidential, or require particular security arrangements with regard to a matter or have alternative communication requirements (for example, that we should communicate only with a named individual; or only using a particular mobile telephone number; or shall only transmit information which is protected by an agreed encryption process) please notify the partner responsible for the matter in writing. W e shall have no liability to you arising out of your failure so to notify us.

(c) Our antivirus and anti-spam filters and other security arrangements may reject or filter legitimate emails. Please ensure that any important email you send is followed up by a telephone call if it has not otherwise been acknowledged.

(d) We have taken the steps that we believe to be reasonable to keep our information and communication systems secure, available and safe from attack. W e cannot however guarantee that electronic communications between you and us will be secure, virus-free or successfully delivered.

We shall not be liable to you if, due to circumstances beyond our reasonable control, such electronic communications are intercepted, delayed, corrupted, not received or received by persons other than the intended addressees. W e also do not accept any liability (whether caused by our negligence or otherwise but subject always to the provisions of clause 16) which results from:

(i) use of email communication;

(ii) viruses or other malicious programmes;

(iii) interruptions to the availability of our information services;

(iv) third parties obtaining unauthorised access to information in our systems or during transmission; or

(v) the use by you of removable, electronic storage.

 

8 Custody, Retention and Transfer of Documents

8.1 It is our policy to store all documentation in electronic form. You must notify us in writing if you wish any documents to be retained in hard copy. In the absence of such notice we have the right to make electronic copies or images and destroy the originals.

8.2 W e may agree to store title deeds, wills and other especially valuable documents in safe custody for you and we will only destroy hard copies of any such documents with your prior written consent.

Our liability to you for the loss or damage of any document shall be limited to the cost of replacing or reconstituting such document.

8.3 Ownership of documents is a matter of Law. We own certain documents created during the provision of the services such as financial and administrative papers, internal drafts and communications, legal know how and research notes. We will keep documents owned by you for a minimum of 6 years following the date of the last issued invoice and shall then have the right, unless agreed to the contrary in a written communication from us, to destroy all documents, copies and images.

8.4 W e will, at your written request, at any time release to you or to your order all documents owned by you provided that we are not:

(a) at the time exercising our right to retain documents pending payment of outstanding Charges; and

(b) prevented by any court order, undertaking or other legal constraint from doing so.

8.5 We have the right to copy all such documents before releasing them to you. W e reserve the right to make a charge for retrieving or in any way dealing with stored documentation as permitted under our Regulatory Requirements.

8.6 Where we are acting for you on a matter as a joint client, you and the joint clients will be entitled, in relation to the matter on which we have been jointly instructed, to:

(a) receive copies of all documents whether owned jointly or by any one joint client; and

(b) inspect any documents that we are keeping in safe custody.

 

9 Intellectual Property Rights

We retain copyright and all other intellectual property rights in all documents and other works we develop or generate for you in providing the services (including know-how and working materials as well as final documents). W e hereby grant you a nonexclusive, non-transferable, non-sub licensable licence to use such documents or other works solely for the matter to which the services of developing or generating them relate and not otherwise. If you do not pay us in full for our services in relation to such matter we may, on giving you notice, revoke such licence and only regrant it to you once full payment has been made.

 

10 Duty of Care and Liability

10.1 Ikon Law alone will provide the services, and accordingly will be liable to you for any wrongful acts or omissions of any Ikon Law Individuals in the course of their acting as agents for Ikon Law, subject always to any and all exclusions and limitations expressly detailed in these terms of business.

No Ikon Law Individual assumes any personal responsibility to you and, accordingly, no Ikon Law Individual shall owe you any personal duty of care. Nor will any Ikon Law Entity be under any liability to you whatsoever. You agree that you will not bring any claim whether in contract, tort, under statute or otherwise against any Ikon Law Entity and/or Ikon Law Individual.

10.2 Ikon Law owes you alone a duty in relation to the services and save in respect of a Reliant Third Party:

(a) subject always to the provisions of clause 16, we disclaim all liability to any party other than you; and

(b) you agree, in respect of any matter on which we act for you:

(i) to prevent any other person from bringing any claim against us; and

(ii) to indemnify Ikon Law for any Losses incurred in connection with a claim by such another person.

10.3 On matters where we act for joint clients and/or in circumstances where our advice to you has been made available to a Reliant

Third Party, the aggregate liability of IKON Law Group as detailed in clause 13 shall apply to the aggregate Losses of you and each such other joint client and/or Reliant Third Party.

10.4 Where in these terms of business a cap on or exclusion of liability is drafted for the benefit of Ikon Law Individuals and/or Ikon Law Entities, you agree that such Ikon Law Individuals and Ikon Law Entities shall be entitled to rely on and enforce such clauses as if they were a party to this contract, pursuant to the Contracts (Rights of Third Parties) Act 1999.

 

11 Exclusion of Liability

Subject always to the provisions of clause 16, we disclaim all liability arising from:

(a) any breach by you of your agreement with us;

(b) any act or omission of any other person;

(c) any advice or document which is not legal in nature and/or which falls outside the scope of our services as detailed in written communication between us; or

(d) any advice or opinion given to you by any third party (whether or not nominated or recommended by us).

 

12 Exclusion of Losses

Subject always to the provisions of clause 16, we shall not be liable for any indirect loss or damage or any loss of profit, income, production or accruals arising in any circumstances whatsoever, whether in contract, tort, under statute or otherwise, and howsoever caused (including our negligence or non-performance).

 

13 Cap on Liability

Subject always to the provisions of clause 16, the aggregate liability of IKON Law in any circumstances whatsoever, whether in contract, tort, under statute or otherwise, and howsoever caused (including our negligence or non-performance), for Losses arising from or in connection with the services provided shall in relation to each matter be limited to the sum specified in written communication, or, if no other sum is agreed in writing, the sum of £2 million (two million pounds sterling).

 

14 Proportionate Liability

14.1 If you instruct other advisers (either directly or through us) on any matter we will not be responsible to you for the services, advice or information provided by, or for the fees and expenses of, those other advisers.

14.2 If we become liable to you in relation to any services we provide and any other persons or organisations (for example other advisers) are also responsible for the Losses you suffer you agree that we shall only be liable to bear a fair share of your Losses and that the extent to which such

Losses are attributable to such other persons or organisations (whether or not such persons or organisations have limited or excluded their liability) shall not be Losses for which we are liable.

14.3 Similarly liability which we may have for Losses you have suffered arising directly or indirectly in connection with services we have provided shall be just and equitable having regard to the extent to which we, you and any other person who is jointly and/or severally liable to you for or part of the same Losses, is in each case responsible for such Losses and shall be subject to any limitations or exclusions agreed between us but shall not be subject to limitations or exclusions agreed between you or any other person.

14.4 Where any Ikon Law member is jointly liable with any third party or has a right to a contribution from any third party, Ikon Law liability shall be calculated after deducting all amounts for which such third parties are liable to you or us (whether or not such amounts can be collected) or would have been liable to you or us but for any limit on or exclusion of or compromise or reduction in liability (whether by law or agreement) in favour of such third party.

 

15 Limitation Period

Notwithstanding the nature of the claim or any rule of Law to the contrary, you will not bring any claim whether in contract, tort, under statute or otherwise against us after the expiry of 3 years from the date on which the cause of action arose.

 

16 Exceptions

Nothing in this agreement exempts us from liability arising from our fraud; or from our negligence resulting in death or personal injury; or in any circumstance where Law or Regulatory Requirements prohibit the exclusion of such liability.

 

17 Professional Indemnity Insurance

We carry professional indemnity insurance and our compulsory insurers are detailed in our Legal Notices. The insurance covers our practice carried on from any office based within England and

Wales.

 

18 Contract End and Termination

18.1 Completion of Services

(a) The contract between you and us for the provision of defined services ends on the completion of the provision of those services.

(b) Where the contract between you and us comprises an open-ended agreement for the provision of services, such contract ends six months after the last date on which we communicated with you in relation to the services.

(c) Unless new or different terms are agreed, our acceptance of instructions to perform services for you subsequent to the ending of any contract gives rise, from the time of acceptance of the instructions, to a new contract on our then current terms of business.

(d) If we provide you free of charge with access to any seminar or other event, or send you legal updates or other such materials after the ending of a contract such provision does not constitute the provision of services or give rise to a new contract.

18.2 Early Termination

(a) You have the right to terminate the provision of some or all of our services at any time by giving written notice.

(b) We have the right to terminate our services to you in relation to a matter at any time for good reason by giving you reasonable notice in written communication and provided that we also explain to you the basis of our decision.

(c) Without limiting the circumstances in which it would be reasonable for us to terminate our services, we would regard it as reasonable to do so if:

(i) clause 5.4 applies;

(ii) you do not give us prompt or proper instructions;

(iii) there has been a breakdown of confidence between us; or

(iv) you are asking us to work in a way which risks our breaching any Law or Regulatory Requirement.

18.3 Rights on Early Termination

(a) You shall be liable to pay all our Charges incurred up to and as a consequence of the early termination.

(b) If we are on the court record on your behalf and our agreement has been terminated you will file and serve notice of change of solicitor or of acting in person. Upon your failure promptly to do this, we shall have the right to apply to be removed from the court record as acting for you and recover from you the fees and Expenses we incur.

18.4 Surviving Clauses

Notwithstanding that the contract between us in relation to any matter has come to an end, whether by termination; completion or expiry, clauses 2.3, 2.4, 4.4, 5.2, 5.5, 5.6, 6, 7.2(a), 7.3(d), 8 to

16 inclusive, 18.3, 18.4, 19.4, 19.6 and 20 to 22 inclusive shall survive such termination, completion or expiry.

 

19 General

19.1 Financial Services and Insurance Mediation

(a) When we provide services to you we are acting as your legal adviser. We may in providing our services, perform regulated activities relating to investments which are incidental to our legal services or which may reasonably be regarded as a necessary part of them.

(b) Save where we have expressly agreed otherwise in written communication, you should not interpret anything in any of our communications with you as advice on the merits of acquiring or disposing of particular investments or as an invitation or inducement to engage in any investment activity.

(c) Further details regarding the regulated investment activities we are permitted to undertake, how and by whom we are regulated and a summary of our regulatory obligations when we provide financial services are available in our Legal Notices.

19.2 Anti-money laundering

You agree to provide us promptly with all the information and evidence we require from time to time in order for us to comply with the Law and our Regulatory Requirements pertaining to, amongst other things, anti-money laundering and/or anti-terrorism measures. You acknowledge that we are required to carry out due diligence and undertake verification exercises before accepting instructions and during the course of a matter. You also acknowledge that we are under an obligation to report certain circumstances to the relevant regulators and/or criminal authorities and we may be required to cease acting in certain circumstances without necessarily giving you details as to the reason for ceasing to act. Further information in this regard is detailed in our Legal Notices.

19.3 Force Majeure

Neither you nor we shall be liable for any failure to perform, or delay in performing, any obligations (other than payment and indemnity obligations) if and to the extent that the failure or delay is caused by Force Majeure and the time for performance of the obligation, the performance of which is affected by Force Majeure, shall be extended accordingly.

19.4 Severability

Each of these terms shall be severable and distinct from the others and if any term is held to be illegal, invalid or unenforceable, in whole or in part, the remaining terms shall not be affected.

19.5 Equal Treatment

Consistent with Law, our Regulatory Requirements and our internal policies and procedures, we will not discriminate in the way we provide or refuse to provide our services on the grounds of race or racial group (including colour, nationality and ethnic or national origin); sex (including marital status, gender reassignment, pregnancy, maternity and paternity); sexual orientation (including civil partnership status); religion or belief; age; or disability. Our Equality and Diversity Policy is available on request.

19.6 Statutory Interpretation

References to any statutes, statutory provision or statutory regulation shall be deemed to include any subsequent revisions, re-enactments, replacements or consolidation thereof.

19.7 Entire Agreement

These terms together with any written communication and the Legal Notices, set out the entire agreement and understanding between us and you regarding the provision of the services described in such documentation. Subject always to the provisions of clause 16, you acknowledge that you have not relied on and you agree that you shall not have any claim, right or remedy in respect of, any assurance of whatever nature (including any innocent or negligent misrepresentation or misstatement) which is not expressly set out in such documentation.

20 Dispute Resolutions

20.1 Complaints

(a) If you have a complaint or any other issue concerning the services you have received, including a complaint about a bill, information regarding your rights, our complaints procedure and whom to contact is detailed in our Legal Notices.

(b) Subject to clause 20.3, you agree that all disputes not resolved under clause 20.1(a) shall be referred to arbitration.

20.2 Arbitration

Subject to clause 20.3, all claims, rights and/or causes of action you may have against us and all complaints and other disputes not resolved under clause 20.1 shall be referred to arbitration in London before a sole arbitrator. The arbitrator shall be Queen’s Counsel, or a barrister of not less than 15 years’ call, to be agreed between us and you or, in default of agreement, appointed by or on behalf of the President for the time being of the Chartered Institute of Arbitrators.

20.3 Our Rights

Notwithstanding clauses 20.1 and 20.2, we shall have the right at any time to:

(a) serve any form of demand or notice or commence or continue with any bankruptcy, winding up or other insolvency proceedings against you;

(b) seek an order or award (whether interim or final) restraining you from doing any act or compelling you to do any act;

(c) seek a judgment or award for a liquidated sum to which there is no arguable defence; or

(d) seek the enforcement of any agreement reached with you or any binding order, award, determination, judgment or decision made against you.

21 Law and Jurisdiction

21.1 This contract, and any non-contractual obligations arising out of or in connection with the services we provide, shall be governed by and construed in accordance with English Law.

21.2 Subject to clause 20.3, you and we each agree to submit to the exclusive jurisdiction of courts of England and Wales, provided that we may in our sole and unfettered discretion commence proceedings against you in any other court.

22 Defined terms and interpretation

• Ikon Law means Ikon Law Solicitors & Advocates whose principal office is at 796 Washwood Heath Road, Birmingham B8 2JL and any successor practice.

• Ikon Law Individual means any partner, director, officer or employee of Ikon Law or any Ikon Law Entity such as English qualified solicitors, barristers, trainee solicitors, paralegals, lawyers qualified in other jurisdictions and support staff.

• Ikon Law Entity means any service company owned or controlled by Ikon Law or any of its partners, or owned or controlled by any other Ikon Law Entity

• Ikon Law means Ikon Law, Ikon Law Individuals and Ikon Law Entities

• Contentious means that a matter relates 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)

• Charges means all fees and Expenses such as those described in clause 4.1 that are chargeable in relation to a matter

• Expenses means all costs such as those described in clause 4.1(d), that we incur on your behalf over and above our fees

• Force Majeure means any circumstance beyond the reasonable control of the party affected by it and includes telecommunications failure, power supply failure, terrorism, fuel strikes, severe weather, IT hardware or software failure, failure of suppliers to meet delivery requirements, industrial disputes and absence of personnel due to illness or injury

• Law means

(a) common law

(b) case law

(c) legislation, enactment, statute, statutory instrument, regulation, by-law; ordinance or subordinate legislation

(d) applicable statutory, industry or other rules, codes, guidance, regulations, instruments and provisions

• Legal Notices are detailed on our website and are available in hard copy on request

• Losses means all losses, liabilities, fines, damages, costs and expenses including legal fees on a solicitor/client basis and disbursements and costs of investigation, litigation, settlement, judgment, interest and penalties our website can be found at www.ikonlaw.co.uk partner means someone who is a member of Ikon Law person means an individual, body corporate, unincorporated association and any other organisation or entity (in each case wherever resident and for whatever purpose) having legal capacity

• Regulatory Requirements means the Law which governs the provision of legal services from time to time and Regulatory Requirement shall be construed accordingly

• Relevant Law means the Law which applies to a particular matter

• Reliant Third Party means a person to whom we have given permission in written communication to rely on our advice to another client in accordance with clause 2.3(c)(iii), and accordingly in respect of which Ikon Law has accepted liability to such person.

• Ikon Law is authorised and regulated by the Solicitors Regulation Authority.

• such as and including shall be interpreted as referring to an non-exhaustive list of examples written communication means any letter (sent as a hard copy or by facsimile) or electronic communication sent by or on behalf of a partner

•  we, us, and our, means Ikon Law

• you means the person or persons identified by us as having provided our instructions and to whom we are providing the services and your shall be construed accordingly.

 

 

IKON LAW Solicitors & advocates

82 Stechford Lane, Hodge Hill, Birmingham, B8 2AN

PH: 0121 786 1321   FX: 0121 2466664    mail@ikonlaw.co.uk

 

Ikon Law Solicitors & Advocates is the trading name of Ikon Law Ltd incorporated and registered in England & Wales, company registration number 08468421. This firm is regulated and authorised by the Solicitors Regulation Authority. SRA No. 598374