Terms of Business – Arcadia Legal

 

Terms and Conditions

These Terms and Conditions set out the standard of service you can expect from us and how we will charge for the work we do. In Schedule 1 – Legal and Regulatory we set out certain rules which apply to how we deliver our services.

We reserve the right not to start or continue work on your behalf until we have received a signed acknowledgement by you of your agreement to these Terms and Conditions. If you do not provide a signed acknowledgement your continuing instructions will amount to acceptance of these Terms and Conditions just as if you had signed the same.

 

1. Introduction

1.1. Arcadia Legal Limited is a company incorporated under the laws of England and Wales under registered number 12280332, with our registered address at 12-13 Bowdens Farm, Hambridge, Somerset. TA10 0BP. A list of directors is available for inspection at the registered address.

1.2. We are authorised and regulated by the Solicitors Regulation Authority under number 8002946.

1.3. When “we”, “us”, “Firm” and “Arcadia” are used in these Terms and Conditions they mean Arcadia Legal Limited and when “you” and “Client” are used they mean our client.

1.4. As a matter of good professional practice certain information is given to you at the outset of a new matter. That information is therefore included in these Terms and Conditions which set out how we provide our professional services to you.

These Terms and Conditions, Schedule 1 and the letter of engagement (“Client Care Letter”) are important documents. Signing agreement to these terms and any Conditional Fee Agreement and Supplemental Terms and Conditions evidences the legally binding agreement between you and us (“Retainer”). The Retainer forms the whole agreement between you and us and replaces any previous agreement, understandings or arrangements whether oral or in writing between us relating to the services we provide.

 

2. Joint Clients and Acting for Companies

2.1. If we are instructed by joint clients then all clients are jointly and severally liable for our fees, notwithstanding any agreement between you as to how you will share the costs. This means that we will be able to look to one client only or to each of our clients to pay the whole of or any balance of any unpaid fees.

2.2. Instructions are understood to be for the purposes of all those instructing us. We will act on instructions from any one of those clients unless you instruct us otherwise.

2.3. If we are acting for a Company (including a prospective Company), the Directors thereof (including prospective Directors) will be jointly and severally liable for all bills delivered to the Company and any other liability arising under our retainer. Such liability arising by guarantee hereunder and/or by contractual indemnity in consideration of Arcadia acting for the Company at their personal request. However, we reserve the right to postpone recovery against the Directors, until any of the following occurs: the Company ceases trading; enters into an insolvency procedure; fails within three months to commence trading; or fails to pay a bill within three months of the date of the bill. By accepting our Terms and Conditions of Retainer, the Director(s) in addition to personally accepting joint and several liability also warrant(s) they have authority to sign as agent(s) of their fellow Director(s) in their personal capacity.

 

3. Fees, Expenses and Disbursements

3.1. Unless we agree an alternative structure for fees our fees are based on the time we spend working for you. They will be calculated based on the hourly rate of the fee earners, unless expressly stated otherwise. Further details of how we will charge for your particular matter are set out in our Client Care Letter to you in the section headed “Costs”. Each year we review our hourly rates in April. If there are any changes in the rates we will inform you of the new rates.

3.2. During the course of your matter or transaction there may be disbursements which need to be paid by us on your behalf, for example fees for medical or other reports, search fees, Land or Probate Registry fees. We have no obligation to make such payments on your behalf unless funds have first been provided by you for that purpose. We may also incur expenses such as photocopying charges, courier costs, travel expenses, overseas telephone calls or facsimile charges, which you will have to pay.

3.3. We normally deliver bills to you at monthly intervals dealing with fees, disbursements and expenses for work carried out during the conduct of the matter. This not only assists our cash flow but enables you to budget for costs. In the event of a payment not being made or a cheque being dishonoured, we reserve the right to decline to act any further and the full amount of the cost of work done up to the date we stop working will be charged to you. Payment is due immediately upon delivery of the bill.

3.4. It is normal practice to ask you to pay sums of money from time to time on account of the fees and disbursements which are anticipated in the following weeks or months. In the event of a payment in respect of costs or fees on account not being made we reserve the right to decline to act any further and to suspend further work on your matter until payment of the monies have cleared into our account.

3.5. If the matter is not concluded we will still charge for the time we spend and the disbursements and expenses we incur on your behalf which you will have to pay.

3.6. We can agree with you a limit to our charges and expenses based upon an estimate we provide. We can charge for work carried out and expenses incurred up to the estimate without us needing to refer to you for approval and you must pay our charges and expenses up to the estimate. If it appears the estimate is likely to be exceeded we will inform you. If we need to carry out additional work we will let you know about this normally before we carry it out and also provide you with an estimate of the likely costs and expenses of carrying it out.

The need for additional work can arise because issues arise of which you were not aware, unexpected difficulties, a change in your requirements, a change in circumstances, or due to the actions or inactions of other parties during the course of the matter.

3.7. We add VAT to our charges at the rate which applied when we carry out the work.

3.8. At our discretion we accept payment of billed costs and disbursements by cheque or bank transfer. We are only able to accept cash up to a limit of £500 in any 28 day period. If you choose to deposit cash direct with our bank we reserve the right to charge for any additional checks we deem necessary regarding the source of the funds.

3.9. If we receive money from you or on your account we will be entitled to apply it first in satisfaction of any bills or disbursements then outstanding.

 

4. Payments to you

When making payments to you we will use electronic banking methods to effect payment as quickly and securely as possible. Payment can be made by cheque at your request but by its nature will be a slower process.

 

5. Unpaid bills and your rights with regard to our bills

5.1. We reserve the right to charge interest on any bills (or any part thereof) not paid within twenty eight days of the date of the bill at such higher rate as may be provided for by the Late Payment of Commercial Debts (Interest) Act 1998, or at the court rate of 8% (if greater). Interest is charged on a daily basis. Interest will be payable until payment is received whether before or after judgment.

5.2. Any monies received by us in payment of our invoices will be applied in the following order: VAT, disbursements, anticipated disbursements, late payment charges, accrued interest, solicitors’ costs and court fees if proceedings are issued to recover the outstanding balance of your bill(s).

5.3. If we instigate steps, including court proceedings, to recover any unpaid bill you agree to pay our associated costs on a full contractual solicitor/own client indemnity basis, i.e. as if you instructed us to carry out the work on your behalf and any disbursements including court costs.

5.4. You have the right to object to our bill by the way of a complaint under our complaints procedure.

5.5. However, if all or part of a bill remains unpaid we are entitled to charge interest.

 

6. Our Services

6.1. We will agree with you when we receive our instructions at the outset the work required. If any additional work is required we will agree that work with you in advance. We are not responsible for matters that are outside of the scope of the work agreed. Unless we have agreed in writing to do so, we do not advise on tax, unless specifically instructed to do so. Nor do we advise on the commercial wisdom of a matter.

6.2. We maintain client care by providing our services to the following standards:
a) We will provide you with a fixed fee in respect of the work to be carried out, or where this is not possible, we will provide an estimate of likely fees and keep you updated of any variations or anticipated variations to fees.
b) You should be advised of the likely timescale involved.
c) We will explain the legal/tax or accounting work involved.
d) We will communicate in plain language.
e) Appointments are to be offered to you without any undue delay.

6.3. The person who will carry out the majority of work on your matter is shown on the letter that accompanies these Terms and Conditions, received on the outset of a new matter.

6.4. We will often, but not always, require your instructions to be confirmed by you in writing.

6.5. We routinely send emails unless we have been specifically asked not to do so. We cannot guarantee the receipt of email messages sent to us or the receipt by you of email messages which we send. Nor can we guarantee the confidentiality of email messages. We recommend that you take great care if copying emails from us to other people, or passing on our advice by other means. Such disclosure may result in loss of confidentiality. Unless you tell us otherwise, you confirm that you accept these risks and you authorise us to send you emails. We reserve the right to monitor emails for quality control purposes in accordance with applicable law and regulations.

6.6. We will send original documents or documents requiring signature by conventional post unless you advise you require such documents sent by registered post or courier in which case the cost will appear as a disbursement.

 

7. Client Confidentiality and Conflict of Interest

7.1. We will keep all information relating to your affairs confidential. However we may disclose such information to third parties with your agreement or if we are required to do so by law, by our insurers or by professional conduct rules.

7.2. A conflict of interest will arise if we find ourselves under a duty to act in the best interests of two or more different clients in relation to the same case or work and those interests do not coincide. We will do a conflict search to make sure there is no conflict. If there is, we will have to refuse to accept your instructions or stop acting for you.

7.3. Sometimes we ask other companies or people to do work on our files, e.g. alternative legally reserved activities, photocopying or costing. We use an outsourced cloud based software system whereby clients’ electronic files are held on a remote server. We will always require any outsourced provider to comply with client confidentiality.

 

8. Termination

8.1. You may terminate your instructions to us in writing at any time but we will be entitled to keep all your papers and documents whilst there is money owing to us for our charges, disbursements and expenses.

8.2. We may decide to stop acting for you only with good reason, for example, if you do not pay an interim bill or comply with our request for payment on account, if we carry out a credit check and the report is in our view unsatisfactory, if you fail to give us proper instructions on how to proceed, if it is clear that you have lost confidence in how we are carrying out our work, if you do not provide access to necessary documents, or if an error has been made which makes it inappropriate for us to continue to act and to provide you with proper independent advice. In such circumstances we reserve the right to continue to act but only carry out work and incur disbursements to the limit of funds on account and any such continuation of the Retainer will not amount to a waiver of our right to terminate the Retainer on such grounds, or give you reasonable notice that we will stop acting for you.

8.3. If you or we decide that we will no longer act for you, you will forthwith pay our charges to the date of termination.

8.4. The fact that we may inform you from time to time of developments in law or tax should not be understood as a revival of an advisor-client relationship. We have no obligation to inform you of developments in law or tax unless we are specifically engaged to do so.

 

9. Storage of Papers and Deeds

9.1. We keep electronic copies of your papers as we deem appropriate in our absolute discretion (unless you ask us to provide them to you in paper form). You are not required to pay for this service.

9.2. We keep in safe custody and do not destroy important documents such as wills, deeds and other securities and papers you have expressly asked us to deposit in safe custody or which we consider ought to be kept in safe custody and no charge will be made to you for such storage.

9.3. If we are asked by you to retrieve papers, wills, deeds or securities from storage in connection with continuing or new instructions to us to act in connection with your affairs, no charge will normally be made for such retrieval. However, we reserve the right to make a minimum administration charge of £50 plus VAT for time spent in such retrieval and any perusal, correspondence or other work necessary to comply with instructions given to us by you or any former client for whom papers, wills, deeds or securities are stored.

 

10. Copyright

10.1. We retain ownership of the copyright in all documents prepared by us and reserve our legal rights to be identified as the creator and copyright owner.

10.2. You must not modify, reuse or adapt any documents we produce for you without our written agreement.

10.3. We do not have to update any of the documents prepared for you after the work has finished.

 

11. Future Instructions

Unless otherwise agreed in writing, and on the basis of the hourly rates then applicable, we have the option of accepting these Terms and Conditions will apply to any future instructions which you give to us. Our acceptance can be by agreeing to undertake the instructions when offered.

 

12. Limitation of Liability and Insurance

12.1. You acknowledge and agree that if you wish to make a claim relating to or in connection with the services provided by us, the claim can only be brought against the Firm and not against the individual members, officers, employees or consultants. You accept this is reasonable as the Firm has in place professional indemnity insurance cover of £3 million.

12.2. Where a person is called a “partner”, the purpose is to indicate the person’s status. It is not to be taken that the person is holding himself or herself out as a partner for the purposes of partnership law. All partners are acting in their capacity as members and employees of the Firm.

12.3. Our maximum liability to you for any other work not covered under clause 12.1 and whether arising out of this agreement or otherwise, and whether such claim is in breach of our instructions, contract, breach of trust, negligence or otherwise (other than fraud) shall be limited to £3 million for any one transaction/matter or series of connected transactions/matters, unless a higher amount is expressly agreed in writing by us.

12.4. Third party liability: If you start proceedings against us for loss or damage and there is another person (e.g. another adviser) who is liable (or potentially liable) to you for the same loss or damage, then you will (if we so request) join them into the proceedings. This is subject to any legal prohibition against your joining them in that way.

12.5. Reliance on our services: The advice and services that we provide are solely for you and no other person may rely on our advice or services for any purpose. Where you are using our services to advise, perform work for, or make statements creating liability to, any person directly or indirectly (e.g. where we act as your subcontractor), and/or we deal/communicate direct with any such person on your behalf, you shall procure that such persons shall not make any claim against us or our Partners or other persons working on our behalf in connection with our services. (If you are an adviser using our services in this way or to whom we are subcontracting, your prior entry into and continuation in force of a written agreement with any such persons, including any relevant customers or clients, excluding such claims and associated liability from us to them, is a condition of any reliance on our services.) You will not identify us in, or as a contributor to, any report, advice or statement creating liability without our prior written consent given in respect of that specific form of presentation

12.6. Under no circumstances will we be liable for any loss, damage, costs or expenses of an indirect, consequential, special, or exemplary nature including without limitation any economic loss or other loss of turnover, actual or anticipated profits, anticipated savings, contracts, opportunities, business of any nature or goodwill.

12.7. We do not exclude or limit our liability for death or personal injury caused by our negligence.

 

13. Proceeds of Crime Act 2002 and Money Laundering Regulations 2017

13.1. In order to comply with anti-money laundering laws, we are required to verify the identity and current address of all new clients and for existing clients on a regular basis. We are under an obligation to satisfactorily verify our client’s identity at the beginning of our instructions. If we are unable to do so we will not be able to carry out any work on your behalf.

13.2. You will therefore be asked to provide personal information and documentation to enable us to carry out the necessary checks. If you are instructing us on behalf of a company or partnership we will need to establish the identity of the directors and/or shareholders and/or managers of the business, and carry out checks on the company itself and any further checks that we may consider appropriate. If you are instructing us on behalf of a trust we will need to establish the identity of the trustees, the settlors if applicable and certain beneficiaries. In the case of an administration of estate we will need to establish the identity of the executors/administrators.

13.3. In some cases, in order for us to properly identify you, we may need to carry out checks or make searches with third parties. If we do so we reserve the right to charge for any additional checks we deem necessary.

13.4. In certain circumstances, the legislation referred to above may oblige us to report suspicions involving possible money laundering to the authorities. If this happens, we may not be able to inform you that a disclosure has been made, or of the reasons for it. If, as a result of us complying with the terms of this legislation, we would be obliged to do, or refrain from doing, anything in relation to your work, then we shall not be liable for any consequences which arise.

13.5. Monies due to you from us will be paid by bank transfer (or the equivalent) but not in cash, and payment will not be made to a third party.

 

14. Data Protection and Security

14.1. We are registered with the Information Commissioner’s Office (ICO) and comply with the Data Protection Act 2018 and the UK General Data Protection Regulation (GDPR). We store and process information electronically and via paper records about our clients to enable us to provide our Services and comply with our legal and regulatory obligations. We reserve the right to use third party service providers to handle storage and processing of your data both on our premises and third party premises. We take reasonable steps to secure access, storage and transmission of any data. You agree that it may be necessary when providing our Services for us to give your data to third parties such as other professional advisers or expert witnesses. Wherever possible we will use companies or individuals which abide by their professional bodies Codes of Conduct which include rules on confidentiality.

14.2. You agree that it may be necessary for us to send documentation containing your personal details to the person or organisation against which you are making a claim, their lawyer and or insurers, and that such documentation and data can be provided before or during any legal proceedings.

14.3. You accept that to enable us to comply with our legal obligation including to check your identity, to make credit decisions about you and to prevent fraud we may undertake appropriate checks including using third party agencies. You have the right to access any of your personal data we hold.

14.4. If we act for you in your capacity as a trustee you must inform any beneficiary of the trust that we will deal with their personal data on the terms set out in this Agreement. Your continuing instructions will be confirmation that you have so informed all beneficiaries.

14.5. 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 us in writing.

14.6. You acknowledge that we will act in accordance with our privacy notice.

 

15. Third Party Rights

Our advice is for you, our clients, benefit only. Save as expressly set out, our agreement with you is not intended to confer rights on any third parties whether pursuant to the Contracts (Rights of Third Parties) Act 1999 or otherwise. You cannot transfer to anyone else the benefit of the Retainer or advice without getting our written permission in advance.

 

16. Notices

16.1. Any notice we give you under the Retainer may be given to you at the address set out in the Client Care Letter, unless you notify us to the contrary.

16.2. Any notice you give us must be given at our address set out in the Client Care Letter, unless we have informed you to the contrary.

16.3. Notices may be given personally or by post. Notices terminating the Retainer or of any complaint may also be given by email but service of any Court proceedings may not be given by email.

 

17. Variation of Agreement

On occasions we are required by legislation to vary the terms under which we provide our services. We will notify you of such changes in writing and your continued instructions will be deemed acceptance of such changes. If you do not accept any changes you must immediately notify us in writing whereupon we will have the option to exercise our right of termination.

 

18. Invalidity

If any part of these Terms and Conditions is held by any Court or competent authority as invalid, the validity of the remainder of these conditions and of the remainder of the provisions in question shall not be affected thereby.

 

19. Applicable Law

Any claim, dispute or legal issue of whatsoever nature arising out of or in connection with the Retainer will be exclusively subject to, and determined in accordance with, the law of England and the Courts of England shall have exclusive jurisdiction.

 

 

 

Schedule 1: Legal and Regulatory

Arcadia Legal Limited is an alternative business structure registered in England and Wales under registered number 12280332, with our registered address at 12-13 Bowdens Farm, Hambridge, Somerset. TA10 0BP. Our Directors are Steven Howells, Cheryl Farnham, Catherine Murton and Susie Rycroft.

We are authorised and regulated by the Solicitors Regulation Authority (“SRA”) under number 8002946. The SRA has a Code of Conduct and Handbook which all solicitors must follow. You can find the Code of Conduct on the SRA’s website at http://www.sra.org.uk/solicitors/handbook/code/content.page.

When “we”, “us”, and “Arcadia Legal” are used they mean Arcadia Legal Limited and when “you” and “client” are used they mean our client.

 

A. Client Monies

Arcadia Legal will accept and hold client monies only to the extent necessary to undertake professional services for you or to hold money on account of anticipated costs and expenses, including our own.

All client monies held by us will be deposited in our general client account or in an individual designated client account with our bankers. All monies are held and the accounts operated in strict accordance with the SRA Accounts Rules 2019.

Unless we have agreed to hold monies for anticipated disbursements, any monies held by us on your behalf will be applied to pay our bills and incurred disbursements to the extent of sums previously notified to you in a bill of costs.

 

B. Interest on Client Monies

Where we hold monies in our client account interest will be paid from the date when cleared funds are received by us until the date of issue of any payment to discharge that interest, the rate will be calculated by reference to the rate of interest for the client account in which the monies were held. No interest is payable if the amount of interest calculated on the balance held is £75 or less. All client monies held in a separate designated account will receive the full amounts of interest credited by the bank.

 

C. Insurance

We hold professional indemnity insurance with Travellers with cover for claims up to £3 million.

 

D. Financial Services

It is not part of our role to give advice on the merits of investment transactions.
We are not authorised by the Financial Conduct Authority (FCA) or the Prudential Regulation Authority of England.

Any investment decision is for our clients to make and no communication by us should be treated as an invitation or inducement to our clients to engage in investment activity. If while we are acting for you we consider you need advice on investments we may refer you to an authorised person to provide the necessary advice.

 

E. If you agree to instruct us Off-Premises

If you are an individual acting for purposes which are outside your business and we conclude an agreement to act for you outside our office The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 apply to our agreement with you. That means that you have the right to cancel our engagement without charge at any time within 14 days of your agreeing to instruct us. If you wish to do so you must inform the fee earner assigned to your matter of your decision to cancel in writing by post or email.

If you would like us to commence work on your file within the 14 days of your agreeing to instruct us, please sign the Acceptance Form which will have been provided to you and send it to us. When we are in receipt of a signed Acceptance Form and we have started work on your file, you may be charged if you then cancel your instructions.

 

F. Complaints

Arcadia Legal is committed to providing a high-quality legal service to all our clients. When something goes wrong, we need you to tell us about it. This will help us to investigate your complaint. In the event that you should have a problem with or query about the way in which your matter is being handled or you feel that our services can be improved, we would ask you to inform us at your earliest convenience.

For more information, please see our full Complaints Policy here.

 

G. Equality and Diversity

The firm is committed to promoting equality and diversity in all of its dealings with you, third parties and employees. We are seriously committed to Diversity and Equality through servicing our diverse clients and employing people regardless of background.

 

H. Value Added Tax

Our VAT number is 352218030.