1.1. Aberdein Considine & Company is a Partnership established under the Law of Scotland with a Head Office situated at 5 – 9 Bon Accord Crescent, Aberdeen, AB11 6DN and having a place of business inter alia at 30 Cloth Market, Newcastle upon Tyne, NE1 1EE.
1.2. For the purposes of these Terms of Business, “us” or “we” or “the firm” relates to the said Partnership of “Aberdein Considine” and the expression “our Personnel” means our Partners and Employees.
1.3. We are members of and authorised by the Law Society of Scotland. A list of the Partners of the Firm is available on request. A list of the Partners of the Firm is also displayed at Head Office situated at 5 – 9 Bon Accord Crescent, Aberdeen, AB11 6DN and at 30 Cloth Market, Newcastle upon Tyne, NE1 1EE aforesaid. We abide by the professional practice standards set forth in the Standards of Conduct of Practice Rules for Solicitors laid down by the Law Society of Scotland. The standard of Conduct Practice Rules may be inspected by accessing the Law Society of Scotland website – www.lawscot.org.uk
1.4. We are authorised and regulated by the Solicitors Regulation Authority (SRA) which is the regulatory body of solicitors practising in England and Wales. Our Registration Number is 628245.
1.5. We are authorised and regulated by the Financial Conduct Authority (FCA), 25 The North Colonnade, Canary Wharf, London, E14 5HS. Our Financial Services Register number is 142693. Our permitted business is advising on and arranging pensions, savings and investment products, non-investment insurance contracts and mortgages. You can check this on the Financial Services Register by visiting the FCA’s website www.fca.org.uk/firms/systems-reporting/register or by contacting the FCA on 0800 111 6768.
1.6. These Terms of Business together with any Letter of Engagement which we may send you confirming your instructions (“Letter”) and the Marketing Instruction (Sales) Form, (if any) constitutes the contract between you and the firm. Unless we agree otherwise with you in writing or by email, it should be assumed that by providing us with your instructions you accept the terms of these Terms of Business in full and we shall proceed only on this basis.
2.1. These are the Terms and Conditions of Business which will apply to the services which we provide to you as our client in relation to any matter on which you consult with us, unless otherwise agreed.
2.2. When you instruct us to advise you on a new matter we shall normally send you a Letter conﬁrming your instructions, save where the instructions constitute repeat business. The terms of the Letter and these Terms and Conditions of Business will be incorporated in the contract between us (the “Contract”) for that matter.
2.3. We shall normally indicate in the Letter, or separately in writing, the person or persons who are to be our clients for that matter. The expression “you” where used in clause 14 shall refer to each such person. Elsewhere in these Terms and Conditions of Business the expression shall mean each or all of such persons as the context requires.
2.4. In the event of any inconsistency between the Letter and these Terms and Conditions of Business, the Letter shall prevail.
3.1. The services we provide in relation to any matter will be described in the Letter or will otherwise be agreed between us at the outset of the matter and may be varied by agreement during the course of the matter. Our services will not include advice on tax related issues or the tax implications of any issue or course of action unless (and then only to the extent that) this is expressly agreed at the commencement, or during the course of a matter, all in terms of Clause 33 hereof.
4.1. Unless otherwise expressly agreed in writing our services are provided solely for the beneﬁt of you as our client. We accept no responsibility to anyone else.
5.1. In order to carry out our services in a prompt, effective and professional manner, we shall require your full co-operation and assistance throughout the duration of our Contract. This may, for example, include the provision of information and documentation requested by us, the safeguarding of any documents that are likely to be required for any commission in relation to a specification of documents, discovery, compliance with any applicable timescales or time limits and the provision of prompt instructions by you. Payment of any bill is required within 14 days of our sending the bill to you (see clause 9).
6.1. We shall notify you at the outset of the matter (normally in the Letter) of the Partner with ultimate responsibility for our work for you (the “Matter Partner”). You will also be notiﬁed of the person (if different from the Matter Partner) with day-to-day responsibility for our services. He or she may be assisted by others as the matter progresses. It may be necessary to involve other Partners or qualiﬁed staff in particular aspects of the work and we shall normally notify you if anyone is likely to become involved on a continuing basis and provide you with details of his/her hourly rates. Our team may include others such as trainee solicitors or paralegals.
6.2. We shall endeavour to avoid changing the principal fee-earners who are handling the matter but, if this cannot be avoided, we shall notify you promptly of the person or persons who will be handling your work and why the change was necessary.
7.1 Fees: Except where otherwise agreed with you in writing, fees will be charged on the basis of time expended on carrying out the work, by reference to an hourly rate and / or with reference to unit charges, They may also be calculated by reference to a scale of charges appropriate to the type of work involved or there may be a fixed figure agreed in advance.
Any item may be charged according to the number of units. Time spent charged in units is on the basis that 1 unit is equivalent to 6 minutes. The value of the unit reflects the hourly rate which may be adjusted by reference to the factors and circumstances described in this clause.
In particular, the following unit charges may be in any account or for part of an account where other charges are used including:
(i) Deeds, documents intended to have contractual effect, court writs (other than simple debt recovery), court pleadings, affidavits, motions of substance, financial statements and accounts, inventories (other than inventories of writs) and relative schedules, memorials for opinion are all chargeable at 5 units per sheet (a sheet is 250 words or part thereof)
(ii) where a pro-forma document has been used and variables or standard clauses inserted, the rate for that part of the document will be 3 units per sheet
(iii) other papers to include transfers, minutes of meeting, statements, routine or straightforward motions, simple debt recovery court writs will be charged at 3 units per sheet. Intimations and certificates thereof will be charged at 1.25 units
Time spent conducting a trial, proof or formal debate hearing before a court including a tribunal, enquiry, licensing board or arbiter will be charged at 12 units per hour. All other time will be charged at 10 units per hour. Units of time are indivisible unless otherwise stated.
Normal letters, faxes and e-mails and letters with cheques will be charged at 1.25 units per page. A ‘page’ is 125 words or part thereof. Formal letters (i.e. acknowledgements/confirmatory letters) and circulars will be charged at 0.50 units. Letters of a similar nature (i.e. the same letter going to several people), for the 2nd and subsequent letter irrespective of length, the rate will be 0.50 units per page
d) Telephone Calls
For the first 6 minutes or part thereof, 1 unit. Calls of over 6 minutes will be charged on a time basis. Formal telephone calls (acknowledging/confirming) will be charged at 0.50 units
- Copying - by any means
All copies made in the whole matter will be charged for at the rate of 20p per sheet.
- Posts and Incidents
This charge will cover posts, telephone and fax calls and minor outlays. It will not normally exceed 5%. If a courier or other specified delivery service is used, their fee may be charged as an outlay.
The hourly rate upon which we charge fees for a particular matter is set out in the Letter. We shall issue accounts either at the end of the matter or by way of interim accounts as the work progresses.
In assessing the level of fees we charge, we are permitted to take into account a number of important factors, including: the importance of the matter to you; the amount or value of any money or property involved; the complexity of the matter or the difficulty or novelty of the question raised; the skill, labour, specialised knowledge and responsibility involved on our part; the time expended; the length, number and importance of any documents or other papers prepared or perused; the place where and the circumstances in which the services or any part thereof are rendered, including the degree of expedition required. In light of these factors, it may be necessary to apply an uplift in fee. Should this occur, we shall intimate such an uplift to you.
We may require to be satisfied that you are able to pay us for the work you wish us to do. We are happy to tell you at any time what the fees are to date. Our fees are exclusive of VAT, posts, incidentals and travelling expenses.
Our hourly rates are subject to review from time to time. The new rates, which will be notified to you as soon as possible, will apply to work undertaken after the review date.
Litigation costs: Should you be involved in Litigation, whilst in the event of success the Court may award you expenses, these recoverable costs may not fully cover the fees, VAT, outlays and any other expenses that you have had to pay us. This is normal practice, and we will be happy to offer a more detailed explanation and the implications in advance of undertaking any work on your behalf in any such proceedings in which you may be involved.
8.1. Where possible, we shall provide you with an estimate of the likely overall costs in relation to a matter. Unless otherwise agreed by us in writing, any estimate or quotation of costs does not amount to a promise or agreement that we shall perform our services within a ﬁxed time or for a ﬁxed fee.
8.2. We shall notify you if any estimate of time and/or fees that we have given to you needs to be revised because unforeseen additional work becomes necessary or your requirements or other circumstances have changed or because of delays or unanticipated problems which are beyond our control.
8.3. If for any reason a matter does not proceed to completion, we shall charge you for work done and expenses incurred, unless otherwise agreed.
9.1. We may bill you monthly, unless otherwise agreed by us in writing. Each bill will state the period which it covers and will be a ﬁnal bill for that period. If we incur (or anticipate incurring) any disbursements, we may send you a bill for those at any time.
9.2. We may at the outset or from time to time require a payment to be made on account of our fees, costs and/or disbursements. If so, we may cease to carry out any further work and/or refrain from incurring any disbursement on your behalf until such time as the payment on account has been received by us in cleared funds.
9.3. Payment of any bill is due within 14 days of our sending the bill to you.
9.4. If you do not pay any bill within 14 days of our sending it to you, we may cease acting for you with immediate effect and retain documents and papers belonging to you, together with our own records.
9.5. We may at any time apply any sums held by us on your account against any outstanding amounts owed by you to us, whether or not the sums on account relate to any matter where there are outstanding amounts owed by you to us.
9.6. You are responsible for the payment of our costs in accordance with this clause, irrespective of whether you have agreed with any other person that they will bear or indemnify you against all or any part of our costs.
If you are a Company or a Limited Liability Partnership, or any other Legal Entity which seeks to limit its liability, failing payment of any fees, costs or disbursements by you for any reason, we shall be entitled to recover any such fees, costs and disbursements from any Director, Company Officer or duly authorised individual jointly or severally, or severally, who is/has been providing instructions on behalf of the Company/Limited Liability Company/Legal Entity.
9.7. This firm’s VAT number is 361171968.
10.1. We do not accept cash. In certain agreed circumstances we may accept cash up to a limit of five hundred (£500) in any transaction.
10.2. If you deposit cash directly with our bank, we may charge you for any additional checks we decide are necessary to prove the source of the funds.
10.3. Where we pay money to you, it will be paid by cheque or bank transfer. It will not be paid in cash or to a third party.
10.4. It is the Firm’s policy that we accept only a maximum payment of £5,000 by way of either debit or credit card. Payment can otherwise be made by cheque, Faster Payment, CHAPS or BACS.
11.1. We shall account to you for a sum in lieu of interest earned on your money in our general client account at the rate paid from time to time by this firm’s clearing bank on a higher rate instant access business deposit account. No tax will be deducted from such payments. We shall account to you for all interest earned on your money, which has been placed in a designated deposit account. Such payments may be paid gross or net of tax. We shall confirm whether they have been paid gross or net of tax when we account to you for the payments. You should declare the interest earned in your next tax return. We shall not pay interest on money held for the payment of a professional disbursement or if you provide your informed consent to our not paying a sum in lieu of interest. If you want more information about our policy concerning the payment of interest or about the applicable rate of interest payable on client money, please let us know.
12.1. Subject to any legal or professional requirements for the time being in force which are applicable to solicitors practising in Scotland, the following provisions shall apply.
12.2. We owe an overriding duty of conﬁdentiality to all our clients and former clients and may in some circumstances owe a duty of conﬁdentiality to other persons as well. Accordingly, you acknowledge that we shall not be required to disclose to you, or use on your behalf, any documents or information in our possession if to do so might be a breach of our duty of conﬁdentiality.
12.3. Before accepting your instructions we shall endeavour to ascertain that there is no conﬁdentiality risk which, in our professional judgement, would render it inappropriate for us to act for you. By conﬁdentiality risk we mean a risk that relevant conﬁdential information of one client might inadvertently be disclosed to another client.
12.4. If, having accepted instructions to act for you, a conﬁdentiality risk arises or is subsequently discovered we must reserve the right to terminate the Contract if, in our professional judgement, we consider that it would be inappropriate to continue to act for you.
12.5. You agree that we may disclose your conﬁdential information if and to the extent that,
a) such disclosure is required or permitted by law; and/or
b) such disclosure is authorised by you; and/or
c) such disclosure is permitted by the professional rules applicable to solicitors practising in Scotland; and/or
d) our insurers, solicitors appointed by our insurers, our brokers and/or other advisers request or require us to provide details of and/or documents in relation to any matter or matters on which we are acting or have acted for you; and/or
e) we instruct third party contractors and we use outsource resources in the course of our business. In these circumstances, we shall, if appropriate, obtain an agreement as to confidentiality from such third party. Some services, which we currently outsource are IT services and offsite storage of computer data, maintenance of office machines, telephone and call recording services, photocopying, accounts auditing, storage of clients’ completed files and shredding of confidential documents; and/or
f) the file is subject to an external quality audit; and/or
g) our work for you requires us to give information to third parties such as expert witnesses, other professional advisers and funders, including insurers; and/or
h) such disclosure is required to ensure compliance with statute and/or regulations laid down by the Law Society of Scotland from time to time.
12.6. Solicitors may be required by statute to make a disclosure to the National Crime Agency where they know or suspect that a transaction may involve money laundering or terrorist financing. If we make a disclosure in relation to your matter, we may not be able to tell you that a disclosure has been made. We may also have to stop working on your matter for a period of time and may not be able to tell you why, all in terms of Clause 31 hereof.
13.1. Subject to any legal or professional requirements for the time being in force which are applicable to solicitors practising in Scotland the following provisions shall apply.
13.2. Before accepting your instructions we shall endeavour to ascertain that there is no conﬂict of interest which, in our professional judgement, would render it inappropriate for us to act for you.
13.3. Having accepted instructions to act for you in respect of any matter we shall not knowingly act for any other client in respect of the same or a related matter unless you have agreed that we may do so. We shall, however, be free to act for any other client, whether generally or in respect of any unrelated matter, even though there is or may be a conﬂict between your interests (including in particular your commercial interests) and those of the other client, unless we, in our professional judgement, consider that it would be inappropriate so to act.
13.4. If, having accepted instructions to act for you, a conﬂict of interest arises or is subsequently discovered, we must reserve the right to terminate the Contract if, in our professional judgement, we consider that it would be inappropriate to continue to act for you.
13.5. None of the provisions in this clause 13 shall detract from the duty of conﬁdentiality which we owe to you.
14.1 Our Liability: Our aggregate liability for losses, damages, costs, claims and/or expenses (whether arising under contract, tort, delict, statute or otherwise) in relation to the work referred to in the Letter or any other piece of work (or series of connected pieces of work) done for you shall not exceed the sum stated in the Letter, or the sum of Two Million Pounds (£2M), whichever shall be the lesser.
14.2 We shall have no liability for losses, damages, costs, claims and/or expenses which arise as a consequence (whether direct or otherwise) of:-
a) information provided by you and/or on your behalf being incomplete, inaccurate, illegible, out of sequence, misleading, missing, late or deficient in any respect whatsoever: and/or
b) any other failure attributable to you and/or a third party;
and you shall indemnify us, on demand, in respect of the same. We shall have no liability to you in respect of any indirect or consequential loss or damage (whether in the form of loss of profit or otherwise) howsoever arising. We shall have no liability to a third party for losses, damages, costs, claims and/or expenses which arise in connection with (whether directly or indirectly) services provided to you and you shall indemnify us on demand, in respect of the same.
14.3 Nothing in the preceding terms shall exclude or restrict any rights you may have in respect of fraud or fraudulent misrepresentation or operate to exclude or restrict liability in respect of breach of contract and/or negligence which results in death or personal injury and the preceding terms shall be subject to this condition. Similarly, nothing contained in the preceding terms will exclude or restrict our liability to the extent that the same cannot be excluded or restricted by law or the professional rules of the Law Society of Scotland.
14.4 By your acceptance (whether deemed or actual) of the Letter, you:-
a) agree not to make a claim against the Firm other than in respect of the services referred to in the Letter or in relation to any other piece of work (or series of connected pieces of work) done for you;
b) acknowledge and agree that any services provided to you by a member, employee, Partner or other agent of us is given on behalf of the Firm and not in his/her/their capacity as an individual and any liability shall rest solely with the Firm and not with any other person;
c) acknowledge and agree that no special duty is owed to you by a member, employee , Partner or other agent of us; and
d) acknowledge and agree that any services rendered and advice provided pursuant to the Letter may only be relied on by you and not by any other party.
15.1. Where you instruct us to advise you in connection with any potential liability on your part, you should ascertain (if appropriate, with the assistance of your brokers) whether you are (or may be) covered by any relevant insurance in respect of either your potential legal liability and/or legal costs and expenses. If so, you should inform us of this fact, notify the insurers of the possible claim as soon as practicable and advise them of our involvement.
16.1. If we consider it necessary to engage on your behalf any consultant, expert or foreign lawyer in connection with any particular matter we shall normally consult you before making any appointment in order to discuss the person, firm or company to be appointed and the terms of their Contract.
16.2. We shall not be responsible for the services provided by any such consultant expert or foreign lawyer engaged on your behalf. You will be directly responsible for their fees and expenses.
16.3. We are not in a position to and will not advise you in relation to any aspects of the work we carry out for you relating to foreign jurisdictions. This includes circumstances where the matter relates to an overseas transaction but is subject to Scots law.
17.1. Unless we expressly agree otherwise, the copyright in the original materials which we generate for you belongs to us, but the fee which you pay for our work permits you to make use of that material for the purposes for which it was created.
18.1. Subject to any agreement to the contrary, during the course of any matter we shall retain such documents (which expression includes anything in which information is recorded, whether on paper, electronically or otherwise) or copies thereof as in our professional judgement it is proper to retain, and for this purpose we may make or keep copies of such documents (whether in electronic or microﬁlm form or otherwise) and destroy other versions of those documents.
18.2. Subject to any agreement to the contrary, at the completion of a matter we shall,
a) at your request return to you any documents to which you are entitled,
b) otherwise retain such documents relating to the matter or copies thereof, as in our professional judgement it is proper to retain, and for this purpose we may make or keep copies of such documents (whether in electronic or microﬁlm form or otherwise) and destroy other versions of those documents,
c) at your request return to you any property (such as exhibits, models, etc) to which you are entitled, and otherwise retain such property as in our professional judgement it is proper to retain,
provided that we shall retain such documents or property relating to your matter for the requisite time period, depending upon the type of business undertaken, as may be recommended by the Law Society of Scotland from time to time, after completion of the matter. After this time, unless we agree otherwise, we may then dispose of the documents and property without further reference to you.
18.3. If we receive a request from you within the requisite time period narrated in Clause 18.2 hereof after completion of the matter we shall return any retained documents or property to which you are entitled.
18.4. We do not normally make a charge for retrieving retained documents or property in response to continuing or new instructions to act for you. We do, however, reserve the right to make a charge based on the time we spend on reading documents, writing letters or undertaking other work necessary to comply with the instructions. A charge may also be made for any safe custody storage.
18.5. You agree that we have the right to retain independent contractors to undertake storage of any documents or property relating to your matter, whether during the carrying out of the matter or after its completion and whether such documents or property be stored in safe custody or otherwise.
19.1. Emails and mobile telephones are potentially insecure channels of communication. Information communicated in this way may be intercepted and emails may be lost, amended, destroyed, delayed or unsafe to use. We take all reasonable steps to ensure that confidentiality is maintained in all our communications with you. However we shall not be liable for any loss or damage which you may suffer or incur as a result of using such communication channels (and, without prejudice to that generality, it is your responsibility to scan emails and attachments received from us for viruses). If you do not wish to use such channels of communication, please advise us accordingly. We can provide a number of electronic mail encryption methods which ensure email message contents are protected and can only be read by the intended recipient. Please advise the Matter Partner if you wish to avail yourself of this service. Please take particular care if receiving information about Bank Account details and verify directly with us in person or by telephone of any alterations to Bank Account details which purportedly came from us. Please be aware that there is a significant risk posed by cyber fraud, specifically affecting email accounts and Bank Account details. Please note that our Bank Account details will not change during the course of a transaction and we will not change our Bank details via email. Please be careful to check Bank Account details with us in person if in any doubt. We will not accept responsibility if you transfer money into an incorrect account. Similarly you will have to advise us in person and in writing of any changes or alterations you may make to your own Bank Account details.
19.2. Emails entering and leaving the Firm’s system may be subject to monitoring and recording for business and other lawful purposes.
19.3. We use an industry standard ﬁrewall containing virus protection but cannot guarantee that all communications will be secure or free from infection.
20.1. You may terminate your instructions to us in writing at any time but we shall be entitled to retain your papers and documents whilst there is money owing to us in respect of our charges and expenses.
20.2. We may decide to cease acting for you only with good reason; for example, if we are unable to obtain clear or proper instructions on how we are to proceed, if it is clear that you have lost conﬁdence in the manner in which we are carrying out our work, if you do not pay our bill or comply with our request for payment on account, if you give us instructions which conﬂict with our rules of professional conduct, or if in our professional judgement we consider that it would be inappropriate to continue to act for you. Whenever possible, we shall give you reasonable notice of our intention to cease acting on your behalf.
20.3. If you or we decide that we shall no longer act for you, you agree to pay our outstanding charges and expenses, including those not yet billed.
20.4. Under The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, you may have the right to withdraw, without charge, within fourteen working days of the date on which the Contract comes into effect. However, if you request us to begin the performance of the services during the cancellation period, you shall pay us an amount which is in proportion to what has been performed until you have communicated to us your cancellation from the Contract, in comparison with the full performance of the Contract. Your acceptance of these terms and conditions of business will amount to such a consent. If you seek to withdraw instructions, you should give notice by telephone, email or letter to the person named in the Letter as being responsible for your work. The Regulations require us to inform you that the work involved is likely to take more than 30 days.
21.1. We shall seek your consent prior to disclosing to third parties that you are or have been a client and that we are or have been acting for you on a matter.
22.1. The advice which we provide in respect of the Contract is conﬁned to legal advice unless otherwise stated by us. Nothing we say or do is intended or should be understood as advice to you or to anybody on the investment merits of acquiring or disposing of particular investments or as an invitation or inducement to engage in investment activities; nor do we act as brokers of investment transactions.
23.1. We are subject to audits by external auditors.
23.2. The external auditors are required to maintain confidentiality in relation to your files but if in an individual case you consider that a file may contain very sensitive information, or for other reasons you do not wish an individual file to be subject to audit, if an express request to that effect is made in writing the file will be excluded from the random selection procedure for external audit. If, for whatever reason, you do not wish a file to be subject to audit, please write to us requesting that the file be excluded from audits.
24.1. Unless instructed otherwise, we shall assume that all your employees, directors and officers who give us instructions are authorised to do so and that we may act on oral instructions. Further, if you retain us as an agent for a third party, or purport to do so, you warrant that you have the authority of that third party to contract with us.
25.1 We always strive to provide a quality service to our clients in the hope of at least satisfying their reasonable expectations. Unfortunately it is an imperfect world and from time to time and despite our best efforts things may go wrong. Matters of law are inevitably complex and it may be that the problem is not of our making. If, however, you are unhappy with any aspect of the service provided to you, you should initially take the matter up with the solicitor with whom you have been dealing. If you remain dissatisfied we would invite you to raise your concerns in writing with our Client Relations Partner. Your complaint will be acknowledged within five working days and normally, after a full investigation, you will receive a detailed response within a further ten working days. Our Client Relations Partner is Anthony Quin, 23 Port St, Stirling FK8 2EJ.You can view our full complaints procedure here.
26.1. If any term of the Contract, or any part of such term, is or becomes illegal, invalid or unenforceable in any respect, then the remainder of the Contract will remain valid and enforceable.
27.1. Aberdein Considine is a Data Controller pursuant to the Data Protection Laws. Where, in connection with the provision of our services to you, we have received or obtained personal information (personal data) this will only be used for the provision of such services, for providing information about the services which we can provide, for updating and enhancing client records, for analysis to help us manage our practice, for statutory returns and for legal and regulatory compliance.
27.3. We may from time to time send you information which we think might be of legitimate interest to you as a client.
27.4. We may from time to time instruct others to perform services on our behalf. Where we do so, this may involve personal data we hold about you being passed to such third parties. We will only do this where it is necessary in connection with the provision of our services to you, and where we have sought agreement in advance from the third party service provider that they will comply with the Data Protection Laws when handling your personal data.
28.1 We shall not be liable to you if we are unable to perform our services as a result of any cause beyond our reasonable control. In the event of any such occurrence affecting us we shall notify you as soon as reasonably practicable.
29.1. The Contract shall be subject to and governed by the Law of Scotland. Any dispute arising out of or in connection with the Contract shall be subject to the exclusive jurisdiction of the Scottish Courts.
30.1. Our compulsory layer of professional indemnity insurance is with the Law Society of Scotland Master Policy of Professional Indemnity Insurance, and it is provided by Royal and Sun Alliance Insurance plc and others. Details in respect of the Law Society of Scotland Policy of Professional Indemnity Insurance can be obtained from Marsh Limited, Orchard Brae House, 30 Queensferry Road, Edinburgh, EH4 2HS, telephone 0131 311 4100.
31.1. To enable us to comply with the Money Laundering Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 (‘The 2017 Regulations’) we have to have on file evidence of identity. Please let us have your passport or driving licence and a recent gas, electricity, telephone bill, mortgage statement or Council Tax Demand which is not more than 3 months old. Please bring these in to any of our offices and a member of staff will be happy to copy them for you. Please note that each party must bring in the appropriate identification in person – it is NOT sufficient for identification to be supplied by someone other than the client in question. Similarly, when identification relates to a joint transaction both parties must attend our offices to provide their respective documents. One party cannot supply identification for both clients with the other party remaining absent.
If you are a Private Limited Company, we shall require to obtain a full Company profile from Companies House, which shall include details of the Company Name, the Company Number and the address of both the Registered Office and the business address. We shall require a copy of the Certificate of Incorporation.
In addition, we shall require the names of all Directors and beneficial owners and Persons with Significant Control, and sufficient evidence of their identity, together with evidence that the person providing instructions on behalf of the Company is duly authorised.
31.2. We will require to comply with the Terrorism Act 2000, Proceeds of Crime Act 2002, the 2017 Regulations, the Counter-Terrorism Act 2008 and the Criminal Finances Act 2017 and we will require to source all funds remitted to us. We cannot act for you without being satisfied on these issues. We may not settle a transaction unless you timeously provide us with the relevant information requested. Please therefore respond to these requests immediately. We will not be liable for loss or delay if you do not co-operate. We will not accept any payments in cash in excess of five hundred pounds (£500) as this will have adverse safety and insurance implications for us. In addition we shall be required to report any suspicious activity to the National Crime Agency in terms of relevant legislation, all in terms of Clause 12.6 hereof.
31.3. Where funds are being received by us, either directly or indirectly, from a third party we shall require to obtain ID in respect of that third party in the same manner as if that third party was our client. In addition, we shall also require to source all funds and obtain the details of the source of wealth remitted to us by the said third party. We will not be able to proceed with any transactions, or act for any party, where we are not satisfied in respect of any such third party payments. This matter may cause a delay in settlement and therefore you are urged to deal with any requests to support third party payments as a matter of urgency.
31.4. All formal identification and source of funds and wealth evidence will be retained by us indefinitely on file (both paper and electronic) as part of our audit checks.
31.5. If we are instructed by you in respect of the purchase of a property, the 2017 Regulations place an obligation on an Estate Agent to carry out inter alia identity checks on a purchaser, no later than at the point a purchaser’s offer is informally accepted by the seller. You acknowledge this and hereby provide your consent for us to supply certified copies of any identification documents we hold on your behalf, to a seller or anyone acting on their behalf, when reasonably called upon.
31.6. If we have any reason to suspect that a transaction or funds involved in a transaction are an attempt to launder money, then we have a positive obligation to notify the National Crime Agency (NCA) of our suspicions. This duty overrides a solicitor’s duty to keep their clients’ affairs confidential. We have a duty of disclosure if our suspicion arises for any reason even if that reason is your failure to provide us with information. In any such event, and in most cases, we are not permitted to advise you that we have notified NCA of our suspicions. If we were to do so we would ourselves be committing a criminal offence.
31.7. You acknowledge, as a condition of the Contract, our duty to make such disclosures we may at our discretion consider necessary or appropriate pursuant to the Proceeds of Crime Act 2002, the 2017 Regulations, the Criminal Finances Act 2017, or any legislation subsequently amending or supplementing any of that legislation and any other legislation which places an obligation or a duty on solicitors to disclose information in circumstances where we have a reason to suspect that the transactions are an attempt to launder money or evade tax. For the avoidance of any doubt you also acknowledge and agree, as a condition of the Contract, that our duty of confidentiality to you is overridden by our duty to notify the NCA or HMRC if we have any reason to suspect that a transaction or use of funds in a transaction is an attempt to launder money or evade tax.
31.8. It may be necessary for your matter to be considered by a solicitor other than the person with conduct of it for the purpose of consideration of the application of money laundering legislation to your instructions. We may raise a fee in relation to this work at rates equivalent to those applying to the matter.
32.1. Please note that we are not qualified and therefore not able to comment on environmental matters and as such could not provide any advice relating thereto.
33.1. Almost any legal transactions whether of a private or business nature can affect the amount of tax or other government duties which you may have to pay in either the short or long term. However, we will not give tax advice. Consequently we shall not be responsible for any failure to offer tax advice or any incorrect opinion passed on a tax matter. Accordingly, if you wish to obtain a formal opinion on a tax matter you should seek advice from a specialist tax accountant.
34.1. When you are selling property, we will deduct outstanding costs together with our fees from the sale proceeds on the date in which the sale is completed. In the event that there are no sale proceeds, the outstanding costs and fees will be payable prior to the date of the sale of the property. When you are buying property, fees and costs will be payable by you prior to the date on which you become the owner of the new property.
35.1 If we hold any sums on your behalf following upon settlement of any commercial transaction, court action or any other matter, we shall be entitled to deduct from said sums any fees, costs and/or disbursements all in terms of Clause 9.5 hereof. We will maintain a ledger account for funds held on your behalf and, in accordance with Law Society of Scotland rules, will hold funds on interest bearing accounts where appropriate. Our main clients’ account is held with the Royal Bank of Scotland plc. The overall size of CMS (Clients Monies Service) balances held for clients of the firm enables us to arrange a competitive rate of interest from the Royal Bank of Scotland on the total of all our clients’ CMS balances and the benefits for this interest rate are shared with our clients. Rates of interest we pay on Royal Bank CMS balances are available from our legal offices. We make no charge for the collection of interest on clients’ deposits but we are entitled to retain an element of the interest paid to us by the bank.
35.2 If you wish the funds we hold on your behalf to be deposited in a different bank or banks we will require your instructions in writing. We will advise you of the interest rate payable at the time of deposit and as and when requested by you.
35.3 If when returning funds held on account to you we discover that the address and contact details you have provided us with are not current we are not required to make further enquiry as to your new address and can dispose of the balances in accordance with the Law Society of Scotland Solicitors (Scotland) Accounts, Accounts Certificate, Professional Practice and Guarantee Fund Rules 2001.
35.4 The firm does not accept liability for funds held on your behalf in the event of an “authorised deposit taker” (as defined by the Financial Services and Markets Act 2000 as amended and subsidiary legislation), such as a bank or building society, being unable or likely to be unable to return funds which have been deposited with it. This applies also to funds held on your behalf but awaiting clearance through the banking system where such funds are held in our clients’ account. In such an event, you may be entitled to receive compensation in accordance with the prevailing Government’s Indemnity Limits from the Financial Services Compensation Scheme.
35.5 In the event that we issue a cheque on your behalf in settlement of a transaction, where any incoming cheque in relation to that matter yet has to clear, we shall be entitled to recover any reasonable interest charge incurred by us in providing a temporary facility to enable the outgoing cheque issued on your behalf to clear.
36.1. These terms supersede any earlier terms of business we may have agreed with you and, in the absence of express agreement to the contrary, shall apply to the services referred to in the Letter (if any) and all subsequent services which we provide to you.
36.2. From time to time, it may be necessary for us to amend or supersede these terms by new terms. Where this is the case, we shall notify you of the proposed changes and, unless we hear from you to the contrary within 14 days after such notification, the amendments or new terms will come into effect from the end of that period.
We are committed to promoting equality and diversity in all of our dealings with clients, third parties and employees.
We can provide reasonable adjustments to ensure that our services are accessible to all. Some examples of the reasonable adjustments which we can make are set out below:-
providing documents or correspondence in a larger font size;
allowing a client who has a learning disability or mental health problems more time than would usually be allowed to provide further information, except where there is a statutory deadline which we have no power to change;
using e-mail or the telephone in preference to hard copy letters where appropriate, which may assist those with a vision impairment;
speaking clearly to the clients who we deal with and offering additional time to cover the issues you need to discuss; this will help everyone understand our processes and procedures;
using plain English appropriate to the person we are dealing with and avoiding jargon.
Please let us know if you have a disability and might need an adjustment.