Terms of Business


Overview


Ferguson & Company is a law firm practising in Northern Ireland and the Republic of Ireland providing effective and efficient business and personal legal solutions.  The quality of our service to clients, which is subject to continual independent assessment to the international BS EN ISO 9001:2015 standard, is key to our present and future success. We offer a broad portfolio of legal skills to our clients.  Our experienced, dedicated team of practitioners provides specialist, quality legal advice covering a wide spectrum of legal issues.  We are committed to embracing change and continuing to improve the service that we provide.

As your lawyers, it is our duty to use our professional skills and expertise to advance your case. We will use our professional judgement to take steps to protect your interests. This means that we will receive letters, emails and phone calls which we will be obliged to consider and respond to if it is in your interests.

We will also have to write letters and make telephone calls to try to advance your case. We cannot contact you for instructions every time we receive communication, or we need to make an enquiry, as this will unnecessarily increase the costs of your case. We assure you that every effort will be made to keep you informed about the main developments in your case and we will contact you immediately for your instructions if anything significant or unusual occurs. We will also contact you if we receive information that affects our current views. We will seek your instructions and give you a written review on the issues at that point. You should bear in mind that as a case develops, the length of time it takes to resolve and the way in which it is progressed, is influenced not just by what we decide to do together but also how others decide to deal with your case.

If there is any new information that might affect your instructions, it is important that you tell us about it as soon as possible. It is useful to receive written confirmation of that information, either by letter or electronic means. 


Mutual Responsibilities


What you can expect from us:

  • We will review your matter regularly.
  • We will advise you of any changes in the law.
  • We will advise you of any circumstances and risks of which we are aware or consider to be reasonably foreseeable that could affect the outcome of your matter.

What we expect of you:

  • You will provide us with clear, timely and accurate instructions.
  • You will provide all documentation required to complete the transaction in a timely manner.
  • You will safeguard any documents which are likely to be required for discovery.  

Service Standards


On taking instructions, we will discuss and agree the following as appropriate:

  • Your requirements 
  • The legal services needed to satisfy your requirements
  • The action to be taken by us
  • Our terms of business and the basis upon which work is to be undertaken
  • What is required of you both in terms of action and information
  • The nature of any follow-up that may be required

On taking instructions, we identify a person, partnership or incorporated body as our client who is responsible for giving instructions and for payment of our costs.  Such client is responsible for our costs not withstanding that some arrangement may be made with other parties for sharing liability for our costs.

The instructions will be recorded and retained on the file opened for that client and that matter.

  • We will update you by telephone or in writing with progress on your matter on a regular basis.
  • We will communicate with you in plain language.
  • We will explain to you by telephone or in writing the legal work required as your matter progresses.
  • We will update you on the cost of your matter on a regular basis and, in any event, every six months. 
  • We will update you on whether the likely outcomes still justify the likely costs and risks associated with your matter whenever there is a material change in circumstances.
  • We will update you on the likely timescales for each stage of this matter and any important changes in those estimates.
  • We will continue to review whether there are alternative methods by which your matter can be funded.  

Hours of Business 


The normal hours of opening at our offices are between 9 am and 5 pm, Mondays to Fridays.  Messages can be left with our answering service outside those hours and appointments can be arranged at other times when this is essential.


Communications


We aim to communicate with you by such a method as you may request.  We may need to virus-check discs or email.  If you provide us with an email address, we may use this for internal marketing purposes. Unless you withdraw consent, we will communicate with others when appropriate by email or fax, but we cannot be responsible for the security of correspondence and documents sent by email or fax.


Equality & Diversity


We are committed to promoting equality and diversity in all of our dealings with clients, third parties and employees.


Data Protection


We are registered under the Data Protection Act 1998 with the Information Commissioner’s Office, and we use the information you provide primarily for the provision of legal services to you and 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.


Confidentiality


Any information that you provide to shall be treated as confidential.  Our duty of confidentiality continues after we have ceased to act for you.

The obligation of confidentially, however, is subject to a statutory exception: 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.  Where a solicitor knows or suspects that a transaction on behalf of a client involves a money laundering offence, the solicitor may be required to make a money laundering disclosure.

If, while 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 the reasons for it.  Where the law permits us to do, we will tell you about any potential money laundering problem and explain what action we may need to take.


Customer Due Diligence


In order to comply with the law on money laundering, we will, in certain circumstances, need to obtain evidence of your identity from you as soon as practicable.  The evidence required is akin to that required to open a bank account, and you will have to produce your original passport, driving licence or other official photographic identity document. You need to do this as soon as possible otherwise we will not be able to continue to act for you.  We may obtain an online due diligence report on your behalf to confirm your identity in compliance with the Money Laundering Regulations 2017.  You will be liable for any outlay incurred in obtaining this report; the current charge is £10.00 for individuals and £15.00 for companies (exclusive of VAT).

We may have to ask you questions about the proposed source and flow of funds for your case and make such further enquiries as may be relevant to the transaction. There are circumstances under the Money Laundering Regulations 2017 in which we are required to make a confidential report to the National Crime Agency where we know or suspect that a criminal offence has been committed, and we may be prevented from informing you of this under the Money Laundering Regulations 2017.


Responsibility


You will be advised in your Client Care letter of the identity of the person who will be responsible for the day to day carriage of your case.  We will try to avoid changing the people who handle your work but if this cannot be avoided, we will tell you promptly of any change and why it may be necessary. 

The solicitors in this practice are all professionally qualified and admitted to practise in Northern Ireland. In addition, James Ferguson is admitted to practise as a Solicitor in the Republic of Ireland and Paul Sullivan is a dual qualified Barrister and Solicitor admitted to practise in England & Wales.

The Firm is subject to, and observes, the legislation and regulations governing the practice of solicitors in Northern Ireland and the Republic of Ireland under the auspices of the Law Society of Northern Ireland and the Law Society of Ireland.

This Firm is also a member of the Law Society of Northern Ireland Home Charter Scheme which applies where a client is buying or selling residential property in that jurisdiction.  Residential conveyancing information is supplied to each client.  In such cases conveyancing files are subject to audit by the monitoring officer appointed by the Law Society of Northern Ireland and client consent will be sought at the commencement of such a transaction.  The client should notify us if he does not consent or wishes to discuss this further.  Any such audit is carried out on express terms of confidentiality.


Conduct of Proceedings


We will not institute any legal proceedings without first obtaining your express authority, but once legal proceedings have been instituted it is important that you understand that we are entitled to take steps which are usually taken in proceedings of this nature.  Apart from our duty to you, we have obligations to the Court and/or Tribunal as Officers of the Court.  It is important that you respond promptly to requests for information or instructions as failure to do so could harm your case.  It is also important that you abide by any advice given by counsel or us.

We shall assume that we have your authority to incur routine expenditure e.g. police and medical reports as necessary.  We will, however, revert to you as regards incurring any expenditure of an unusual nature such as retaining junior and senior counsel or the services of an expert or specialist.


Charges and Expenses


In some practice areas, the level of chargeable fees will be governed by a standard scale depending on the nature of the work undertaken.  If not, our charges will be calculated mainly by reference to the time actually spent by the solicitors and other staff in respect of any work which they do on your behalf.  This will include meetings with you and perhaps others, reading and working on papers, correspondence, preparation of any detailed cost calculations and time spent travelling away from the office when this is necessary.

Routine letters and emails are charged as six-minute units of time, and we charge for the time spent on making and taking telephone calls in six-minute units and considering incoming letters at units of three minutes per page.

The current hourly rates are set out below. We will add VAT to these at the rate that applies when the work is done.  Our VAT registration number is GB 286 3658 16.  At present, VAT is 20%.

  • Partners and Consultants: £165.00 per hour 
  • Solicitors: £125.00 per hour  

These hourly rates have to be reviewed periodically to reflect increases in overhead costs and inflation.  Normally the rates are reviewed with effect from 1 September each year.  If a review is carried out before this matter has been concluded, we will inform you of any variation in the rate before it takes effect.  

In addition to the time spent, we may take into account a number of factors including any need to carry out work outside our normal office hours, the complexity of the issues, the speed at which action has to be taken, any particularly specialist expertise that the case may demand.  In particular, in property transactions, in the administration of estates and in matters involving a substantial financial value or benefit to a client, a charge reflecting, for example the price of the property, the size of the estate, or the value of the financial benefit may be considered.  It is not always possible to indicate how these aspects may arise but on present information we would expect them to be sufficiently taken into account in the rates which we have quoted.  Where a charge reflecting any value element is to be added we will explain this to you.  

The hourly rate does not include expenses incurred by the firm on your behalf.  Examples include: counsels’ fees, experts’/medical fees, stamp duty, court fees, travel expenses, bulk photocopying, International calls or conference telephone/video links, bank charges e.g. for electronic funds transfer, External or overseas lawyers/advisors such as accountants.  

These will be shown separately on your bill and will be in addition to the professional fees.  Such expenses will be your responsibility.  We are under no obligation to make such payments unless you have provided us with the funds to do so. We will normally ask that significant expenses such as government charges to issue court documents, Counsels’ fees or expert fees, be paid in advance at the appropriate time.  We will give you 14 days advance notice of the date of payment.  

If, for any reason, this matter does not proceed to completion, we will be entitled to charge you for the work done and expenses incurred.  

In some circumstances you may find that your household or car insurance includes provisions for the payment of legal expenses.  In certain circumstances your Trade Union may also provide cover. We would suggest that you check this and let us know the result of your enquiry as soon as possible.


Arrangements for Payment  


Property transactions:  We 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.  

Administration of estates:  We will normally submit an interim bill at regular stages during the administration, starting with the obtaining of a grant.  The final account will be prepared when the estate accounts are ready for approval.  

Other cases or transactions:  It is normal practice to ask clients to pay sums of money from time to time on account of the charges and expenses which are expected in the following weeks or months.  We find that this helps clients in budgeting for costs as well as keeping them informed of the legal expenses which are being incurred.  If such requests are not met with prompt payment, delay in the progress of a case may result.  In the unlikely event of any bill or request for payment not being met, we must reserve the right to stop acting for you further. When your case is concluded and we are holding money on your behalf, we will deduct our fees and expenses from the monies due to you and pay you the balance.  

Payment is due to us within 28 days of our sending you a bill. Any abatement to professional fees is wholly discretionary and strictly subject to this timescale being observed. We shall exercise our statutory right to claim interest (at 8% over the Bank of England base rate) and compensation for debt recovery costs under the Late Payment legislation in cases where payment is not made within 28 days of delivery by us of the bill.  

Form of Payments: Due to the provisions of the Proceeds of Crime Act 2002 and the Money Laundering Regulations 2017, it is our policy that we do not accept payments in cash.  Any payments should be made by:  

  • telegraphic transfer, or 
  • personal cheque drawn from your own account 

Under no circumstance s may any lodgements be made by you directly to our client account.  

Phishing: To protect you against phishing scams, if we need your bank details we will write to you and ask you to provide them to us in writing.  If we need to provide you with our bank details, we will only do so by letter.


Other Parties’ Charges and Expenses


In some cases and transactions a client may be entitled to payment of costs by some other person.  It is important that you understand that is such circumstances, the other person may not be required to pay all the charges and expenses which you incur with us.  You have to pay our charges and expenses in the first place and any amounts which can be recovered will be a contribution towards them.  If the other party is in receipt of legal aid no costs are likely to be recovered.

If you are successful and a court orders another party to pay some or all of you charges and expenses, interest can be claimed on them from the other party from the date of the court order.  We will account to you for such interest to the extent that you have paid our charges or expenses on account, but we are entitled to the rest of that interest.

You will also be responsible for paying our charges and expenses of seeking to recover any costs that the court orders the other party to pay to you.

A client who is unsuccessful in a court case may be ordered to pay the other party’s legal charges and expenses.  That money would be payable in addition to our charges and expenses. 


Payment of Interest


Any money received on you behalf will be held in our Client Account.  Subject to certain minimum amounts and periods of time set out in the Solicitors’ Accounts Regulations 1998, interest will be calculated and paid to you at the rate from time to time payable on Bank of Ireland designated Client Accounts.  The period for which interest will be paid will 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.

Where a client obtains borrowing from a lender in a property transaction, we will ask the lender to arrange to transfer the funds to us telegraphically on the day before the 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 telegraphing of the payment.


Financial Services


We are not authorised by the Financial Services Authority to carry out regulated activities in relation to investments within the meaning of the Financial Services and Markets Act 2000. 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.

However, we may undertake activities such as arranging and advising which are incidental to our legal services or which may reasonably be regarded as a necessary part of our legal services. In doing this we are regulated by the Law Society of Northern Ireland, which is a designated professional body for the purposes of the Financial Services and Markets Act 2000. We are classified as Exempt Professional Firm by the Financial Services Authority, so that we can carry on insurance mediation activity. The register can be accessed via the Financial Services Authority website at: www.fsa.gov.uk/register. We cannot provide advice on the merits of financial products but can assist you to execute decisions which you have made in relation to financial products.


Case Closing


At the end of the matter, we will take the following steps on your behalf:

  • A report and (if appropriate) confirmation in writing to you on the completion of the matter, and an explanation of any further action that you are required to take. 
  • Payment to you of any outstanding monies owing to you held by us after the discharge of any sundry items such as postage, photocopying etc. 
  • Delivery to you of any deeds or other documents of the client (except those items retained on your behalf or which are subject to any lien, charge, encumbrance or other order.)
  • We will advise you on any key or important dates in the future of which we have knowledge at the time the matter is completed.

Storage of Papers and Documents  


After completing the work, we are entitled to keep all your papers and documents while there is money owning to us for our charges and expenses.  In addition, we will keep your file of papers for you in storage for not less than six years.  After that, storage is on the clear understanding that we have the right to destroy it after such a period as we consider reasonable or to make a charge for storage if we ask you to collect your papers and you fail to do so.  The entirety of the file may be destroyed by us, unless prior to the destruction the client specifically requests its retention or its delivery to the client.

We will not of course destroy any documents such as wills, deeds and other securities, which you ask us to hold in safe custody.  No charge will be made to you for such storage unless prior notice in writing is given to you of a charge to be made from a future date which may be specified in that notice.

If we retrieve papers or documents from storage in relation to continuing or new instructions to act in connection with your affairs, we will not normally charge for such retrieval.  However, we may make a charge based on time spent producing stored papers or documents to you or another at your request. We may also charge for reading, correspondence or other work necessary to comply with the instructions given by you or on your behalf. 


Termination 


You may terminate your instructions to us in writing at any time but we will be entitled to keep all your papers and documents while there is money owing to us for our charges and expenses.  If at any stage you do not wish us to continue doing work and/or incurring charges and expenses on your behalf, you must tell us clearly in writing.

We may decide to stop acting for you only with good reason, for example, if you fail to provide us with full and frank instructions or if you do not pay an interim bill or comply with our request for a payment on account.

We will give you reasonable notice that we will stop acting for you. If you or we decide that we will no longer act for you, you will pay our charges on an hourly basis and expenses as set out above. 

If we have not met with you, the Consumer Protection (Distance Selling) Regulations 2000 may apply to your matter. This means you have the right to cancel your instructions to us within seven working days of receiving this document. You can cancel your instructions by contacting us by post or by fax to this office.  Once we have started work on your file, you may be charged if you then cancel your instructions. If you would like us to commence work on your file within the next seven working days, please: sign these terms and conditions, endorse with “commence work now” and return it to this office by post or fax.


Conflict of Interest


On occasions, we may be asked to advise a client in a similar line of business.  In accepting these terms of business, you agree that we will not be precluded from acting on behalf of other clients, whether current or future, who are in a similar line of business to you either during the conduct of this matter or after our retainer has completed, unless there is a clear conflict of interest arising from the specific work that we do for you.


Complaints


A complaint is any expression of client dissatisfaction, however it is expressed.

Our complaints procedure operates at three levels.  Initially we hope that a client will raise any difficulties with the fee-earner concerned.  In most cases we hope that it will be possible to resolve problems or misunderstandings at this level. If we are not able to help a client at this initial, informal stage, the complaint will be referred to the Managing Partner. We are committed to providing a high-quality legal service to all our clients.  When something goes wrong we want our clients to tell us about it.  This will help us to continually improve our standards.

Our complaints procedure: If you have a complaint, write to the Managing Partner with the details. 

What will happen next?

  • We will send you a letter acknowledging your complaint and if necessary asking you to confirm or explain the details set out.  We will also let you know the name of the person who will be dealing with your complaint.  You can expect to receive our letter within two business days of us receiving your complaint.
  • We will record your complaint in our central register and open a separate file for your complaint.  We will do this within two business days of us receiving your complaint.
  • If we requested information from you regarding your complaint, we will acknowledge your reply and confirm what will happen next.  You can expect to hear from us within two business days of your reply.
  • We will then start to investigate your complaint.  This will normally involve the following steps: your complaint will be passed to an appropriate partner; he/she will discuss the complaint with the member of staff who acted for you.  He/she will then examine the evidence and the information in your complaint file and decide in consultation with the member of staff who acted for you the most appropriate course of action to prevent re-occurrence.
  • The appropriate partner will then invite you to meet him/her and discuss and, we hope, resolve your complaint.  He/she will do this within 5 days of the beginning of the investigation.
  • Within two business days of the meeting the appropriate partner you met with will write to you to confirm what took place and any solutions he/she has agreed with you.  If you do not want a meeting or it is not possible, the appropriate partner will send you a reply to your complaint which will include his/her suggestions for resolving the matter.  He will do this within three business days of completing his/her investigation.
  • At this stage, if you are not satisfied with our response you can write to us again. We will then arrange to review our decision.  Arrangements will be made to have another partner review the decision within five business days.
  • We will let you know the result of the review within two business days of the end of the review.  At this time we will write to you confirming our final position on your complaint and examining our reasons.  If we have to change any of the timescales as above, we will let you know and explain why.  

Indemnity Insurance


We maintain Professional Indemnity Insurance under the Law Society of Northern Ireland Master Policy, arranged through Willis Towers Watson, Floor 3 Centrepoint, 24 Ormeau Avenue, Belfast BT2 8HS, which extends to our practise in Northern Ireland the Republic of Ireland. A copy of our current Professional Indemnity Insurance Schedule and related Evidence of Insurance is available for inspection upon request.

In no circumstances will we be liable to you for any loss arising out of or in connection with this engagement in contract, tort, by statute or otherwise, unless the loss is caused directly as a result of our negligence or default.

Any monies held or received by us on your behalf shall be placed, in accordance with the Solicitors' Accounts Regulations, in our Client Account which is maintained for that specific purpose. Accordingly, we shall not be liable to repay to you any such monies which might be lost through a banking failure.

In all circumstances the potential total aggregate liability of our firm, whether for breach of contract, tort, including negligence and/or misrepresentation, breach of statutory duty (or otherwise), arising out of or in connection with our engagement, will be limited to an amount not exceeding £3,000,000. The potential total aggregate liability of our firm to you arising out of or in connection with our engagement will in addition be limited to the amount that could be met without recourse to the personal assets of any partner.

We shall not be liable for any indirect consequential loss or for loss arising out of any action necessary for us to take to comply with any Money Laundering Regulations 2017.

Where any loss is suffered by you for which we and any other person are jointly and severally liable, the loss recoverable by you from us shall be limited so as to be in proportion to our relative contribution to the overall fault, taking into account that other party’s liability. That other party may include you, for example, in a situation of contributory negligence.

If, as a result of any exclusion or limitation of liability agreed by you with any other person the amount, which you are able to recover is reduced, then our liability to you will be reduced by an equivalent amount.

We shall not be liable to any third party for any services or advice that we provide to you nor shall we have any liability to you for any services or advice given by any third party whom we instruct on your behalf, for example in relation to legal, financial or other professional advice.


Jurisdiction


These Terms of Business are governed by and to be construed in accordance with the laws of Northern Ireland. 


Acceptance of Terms of Business 


Unless otherwise agreed, and subject to the application of then current hourly rates, these Terms of Business shall apply to any further instructions given by you to Ferguson & Company.

Although your continuing instructions in this matter will amount to an acceptance of these Terms of Business, it may not be possible for us to start work on your behalf until a copy of them has been returned to us to keep on our file. 


© 2017, Ferguson & Company.  All rights reserved.  This document nor any part thereof may be reproduced, stored in a retrieval system or transmitted in any form or by any means without the prior written permission of Ferguson & Company.

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