Terms and Conditions

Subject to any variation the agreement between Privity Legal Ltd and the Client (‘You’) shall be carried out on the following terms and conditions. The terms and conditions shall apply to any advice given or work undertaken by Privity Legal Ltd.

Any reference to ‘us’, ‘we’, ‘our’ or ‘the firm’ is in reference to Privity Legal Ltd (‘the Company’) a company registered in England and Wales with company number 15489593 having its registered office at Dawson House, 5 Jewry Street, City of London, London, EC3N 2EX. Our VAT registration number is 471 0506 20. Your agreement is with Privity Legal Ltd, which alone bears legal responsibility for all services rendered and for any act or omission arising in the course of any work conducted by the Company. No individual director, partner, principal, employee, associate, or consultant of the Company shall incur any personal liability whatsoever in respect of any work undertaken on Your behalf. The fact that any correspondence, letter, or other document may be signed by an individual in their own name in the course of providing such services shall not be construed as the assumption of personal legal liability by that individual. An updated list of the Company’s directors is available on https://find-and-update.company-information.service.gov.uk/company/15489593/officers.

Our normal opening hours are between 09:00 am and 5:00 pm Monday to Friday, except for bank holidays and for the Christmas and New Year period. On a discretionary basis, we may respond to communications and work outside of our normal office hours, however, please note that this is discretionary and not a part of the services that we must provide.

Any physical meetings will need to be booked in advance and are by appointment only.

In carrying out your instructions, we shall use reasonable care to:

• Update you by telephone or writing with progress on your matter.
• Communicate with you in plain language.
• Explain to you by telephone, face-to-face and/or in writing as appropriate, the legal work required as your matter progresses.
• Make clear the cost of your matter at the outset either by setting out our agreed fee or giving you a cost estimate.
• 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.
• Update you on the likely timescales for each stage of this matter and any important changes in those estimates.

We shall not:

• Act without your consent.
• Exceed the scope of your retainer.
• Proceed with your matter unless you have made payment as set out in relevant correspondence to you.

Whilst acting for you, our responsibilities to you are:

• Reviewing your matter regularly.
• Advising you of any changes in the law that have a bearing on your matter.
• Advising you of any circumstances and risks of which we are aware of or consider to be reasonably foreseeable that could affect the outcome of your matter.
• Always acting in your best interests.

Whilst acting for you, your responsibilities to us include:

• Providing clear, timely and accurate instructions.
• Providing all documentation required to conduct and complete your matter in a timely manner.
• Providing with full and correct facts of the case.
• Safeguarding any documents that are likely to be required for your matter or that we request from you.
• Paying all fees, taxes and disbursements promptly.
• Notifying us if there is any material change that might affect your matter.

Our Professional Indemnity Insurance cover is provided by a Financial Conduct Authority authorised and regulated provider. The limit of indemnity is £3,000,000.

5.2. Limitation of Liability

We will not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty or otherwise, arising under or in connection with this agreement for any indirect or consequential loss.

We will not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty or otherwise, arising under or in connection with your instructions for any loss arising as a result of:

• Our complying with our legal and regulatory duties, such as delays or disclosures arising in the context of compliance with anti-money laundering or crime prevention legislation.
• Errors or defects in third party services instructed by us on your behalf or used by us in the provision of services to you, provided we use reasonable skill and care in selecting and appointing those third parties; and/or
• Circumstances beyond our reasonable control.

Our liability to you for a breach of your instructions shall be limited to £3,000,000, unless agreed otherwise in writing by us. This cap on liability shall apply whether the liability arose in contract, tort (including negligence), for breach of statutory duty or otherwise and whether it arises under or in connection with your instructions or any agreement you have with us.

Nothing in these terms and conditions limits any liability that cannot legally be limited. We cannot limit liability for death or personal injury caused by our negligence. Any further information required on this, is to be requested in writing.

5.3. Information which may be Disclosed in the Event of a Claim

If we have to make a notification under the terms of our professional indemnity policy, we may need to provide information regarding you and your matter to our insurers. Your matter file may need to be sent to a third-party in connection to a claim, unless you inform us in writing that you do not wish for us to do so.

Our fees for our services may be calculated in the methods set out in this document or as specified in your retainer.

6.1. Agreed fee

Where agreed, we will undertake your work on an agreed fee retainer. The agreed fee is not refundable or repayable if your instructions are terminated before the work is complete. Subject to changes in government taxes, our agreed fee will be subject to 20% VAT unless agreed otherwise in writing.

If the facts surrounding your matter on which the agreed fees are based (found in your retainer) change or prove incorrect we may increase our agreed fee, or switch to charging you on a standard basis. If we switch to charging on a standard basis, we will provide you with an estimate of our fees to complete the matter.

All hourly rates, estimates, fixed, capped or agreed fees we quote to you are exclusive of the following, which you must pay in addition:

• Disbursements: We may instruct third parties (such as barristers, expert witnesses, enquiry agents etc.) to provide services to you or we may pay official fees for you. In addition to that, your matter may be subject to Home Office or court fees. You will be responsible for associated charges and costs (disbursements). You will be notified of expected disbursements.
• Expenses: In addition to our fees, we may charge you our expenses which may include the costs of travel, document production (scanning, photocopying, binding), payment transfers, support staff overtime etc.
• VAT: VAT on our fees and, where applicable, on disbursements and expenses, unless expressly stated otherwise. VAT is currently chargeable at 20%.

6.2 Fixed Basis

This will either be a stated fixed amount or will be calculated by reference to a percentage of an ascertainable sum (for instance the sale price of a property). This fee is payable at the conclusion of the matter or on an agreed stage being reached.

6.3. Standard basis

Our charge will be calculated by reference to all time spent by individual fee- earners on the matter. This will include meeting you and others where appropriate, considering, preparing and working on papers, correspondence, making and receiving telephone calls, research, internal consultations and travelling. Such time is recorded and charged in six-minute units at the hourly rates applicable to the relevant individual. Where less than six minutes is taken on a matter, a full unit of six minutes will be charged. You will be notified by letter of the rates chargeable by fee-earners dealing with your matter. These rates are exclusive of VAT. Charging rates will be reviewed from time to time and you will be notified of any changes as soon as reasonably possible.

We do not undertake work which is publicly funded. Should it appear to us that any work that you may instruct us to undertake is eligible for public funding, we will advise you of this and the implications thereof.

If you have legal expenses insurance, it is your responsibility to advise us of this fact. Further, you should check whether your household insurance or any other policy provides cover for our fees and notify us if applicable. You may also have cover under a scheme relating to your employment. In all such instances where you advise us that you have cover from a third party, we shall consider the terms of the cover and advise you whether we are prepared to continue our retainer on the basis of third-party cover. You may also have cover in respect of your liability to another party’s costs and you should check any insurance policy you may have for this should you be involved in a contentious matter. Should it be appropriate for you to take out such cover, you will be specifically advised of this.

You are entitled to set an upper limit on the firm’s costs, which may be reached without further authority. Fees in excess of that limit may only be incurred with your specific further authority.

On all matters that are being charged on the standard basis, we will, at least every 6 months, update you as to the current costs position.

Any estimate of our charges (fees, disbursements and expenses) for dealing with your matter or reaching a certain stage in it, are not binding. We may update estimates as a matter progresses, and you must pay all our charges even if they exceed any estimate.

Once you confirm your instructions, we will send you a client care letter (also referred to as a retainer) which will set out the scope of our services, including the agreed fees, service levels, timelines etc. The client care letter and these terms and conditions form the terms and conditions that our engagement will be based on. You will be asked to sign a copy of your client care and these terms and conditions.

In the event that you do not sign the required documents, your continued instructions on the matter will be deemed to be your acceptance of the client care and terms and conditions.

Without prejudice to other remedies available to us, we reserve the right to retain documents, deeds and other items relating to any matter we are working on for you (subject to such information that may be available to you under data protection laws). This is called exercising a lien over the items. A lien is generally exercised if a liability of any sort becomes due to us e.g. unpaid or outstanding fees. A lien may be enforced by sale or auction or private treaty of all or any part of your property in our possession.

In case we permit you or a third-party to have access or use of any property subject to the lien, the property shall be returned to us immediately upon request, on account of the lien.

Any money that we receive from you will be held in our general client account. It is our policy to pay you interest on funds held by us on your behalf in accordance with Rule 7 of the SRA Account Rules. Once your matter is concluded, we will amount to you the interest due on your cleared balance, held in our general client account, at the rate to be determined or calculated at the relevant time. No such interest will be payable to you in case the amount due to you is less than £20.

Any money that we hold on your behalf will be held with Natwest Group PLC in our general client bank account, unless otherwise specified.

In case of failure of a financial institution, as per Law Society advice, it is improbable that we shall be liable for any losses that arise due to the failure of the financial institution.

The Financial Services Compensation Scheme (FSCS) protects up to £85,000 of a client’s deposit held with an authorised deposit-taking institution. This is an overall limit that applies to you as a client of the financial institution and would include any monies that you hold in current and savings accounts.

You and your matter details may need to be provided to third-parties such as an assessor in the case that a claim is pursued against the FSCS, unless otherwise notified to us.

Law firms that handle client funds are increasingly being targeted by scammers. We have a duty to assess and manage the risks to the money and assets entrusted to us, and we take proactive steps to address any threats we identify. That said, clients also play a vital role in safeguarding their information. You are responsible for keeping your personal data and bank account details secure. Please be especially cautious of social engineering tactics and cyber threats aimed at stealing sensitive information.

Importantly, we do not communicate changes to critical business information—such as changes to our client account details—via email.

Our main mode of communication with you will be via email and occasional telephonic conversations as and when required. We aim to minimise any risk of transmission of viruses and malware to your system, however, there are certain risks associated with the use of electronic communication such as potential security vulnerabilities that we as a firm do not have control over.

Despite these risks, most electronic communication is secure. Nonetheless, we are obligated to inform you of any such risks that such communication poses. By accepting electronic communication or using electronic communication to contact us, you acknowledge and accept these risks. We will not be liable for any losses resulting from them.

In accordance with applicable legislation and regulations, we are required to follow specific procedures, including:

• Verifying your identity using documents, data, or information obtained from an independent and reliable source.
• Identifying any individuals who qualify as ‘beneficial owners’ under the regulations.
• Obtaining details about the proposed nature and purpose of the retainer and business relationship, and taking reasonable steps to ensure that any funds involved in the matter are from legitimate sources.
• Reporting to the appropriate authority if we know or suspect that an offence under the relevant legislation or regulations has been or may be committed.

While we are professionally and legally bound to maintain client confidentiality, we may be obligated by law to disclose information to the National Crime Agency if we know or suspect that a transaction involves money laundering or terrorist financing. In such circumstances, we may be prohibited from informing you that a disclosure has been made. This could also result in a temporary pause in our work on your matter, without us being able to explain the reason.

Please note that we cannot accept cash payments exceeding £3,000 for any purpose.

You agree that any advise that is provided to you is for your sole purpose and is not to be used by any third party or shared with any third party by you. We shall not be liable for any loss that arises as a result of any unauthorised use of our advice.

All information that you provide to us is kept confidential subject to the following:

• Regulatory compliance under the law including any acts, rules and regulations applicable to us.
• Any disclosures imposed on us by the law, governing body, regulator or court of law.
• Audits conducted by independent assessors.
• Information supplied to third-parties partners, subject to your agreement; and
• Documents and information provided to our professional indemnity insurers for any relevant claim, in accordance with the terms of our policy.

Your acceptance of these terms and conditions shall imply your acceptance to the required disclosures listed above.

You agree to waive confidentiality regarding your name, address, and details of any unpaid invoices, to the extent necessary for the firm to assign its receivables, enter into arrangements, or instruct other experts including solicitors to recover outstanding debts.

You may terminate your instructions to us at any time by providing written notice.

Similarly, the firm reserves the right to end the retainer for valid reasons. Without limiting that right, we may choose to terminate our engagement if, for example:

• you instruct us to pursue a course of action we believe to be inappropriate.
• you refuse to follow our professional advice.
• we believe the likely outcome does not justify the costs involved.
• we consider it is no longer in your best interests for us to continue acting.
• you breach your obligations.
• you make unfounded complaints about the firm or our services.
• it becomes clear that the necessary relationship of mutual trust and confidence has broken down.

We may also terminate the retainer if any of our invoices remain unpaid for more than 30 days. In such cases, we will provide notice appropriate to the circumstances, but no longer than 28 days. After this notice period ends, we are under no obligation to carry out any further work on your behalf.

We will release any papers relating to your matter once all outstanding fees have been paid in full using cleared funds.

We may invoice you regularly, on completion of your matter or at the intervals indicated otherwise. We may raise an interim statute invoice. Statute invoices are final for the period they cover and your rights to challenge them are time limited. All statute invoices (whether interim or final) will be marked accordingly.

We can invoice you for disbursements and expenses for any period at any time, even after we have invoiced our fees for that period.

Our bills are payable when you receive them. We charge interest on unpaid bills which will be payable on the total outstanding invoice at the relevant rate of Natwest Group PLC. Interest will begin to run before securing judgment.

We may recover any outstanding amounts owed to us from funds we hold on your behalf, including money received through litigation or other means—whether those funds relate to the current matter or a different one. Additionally, we reserve the right to retain your papers, documents, and any other items in our possession until all fees and expenses due to us on any matter have been fully paid.

We only advise on matters within the scope of your instructions and services, as set out in your retainer. Unless your client care letter states otherwise, we will not advise you on the financial or tax aspects of any matter, on your wider tax or financial interests, on the law of jurisdictions outside of England and Wales, or on accounting and commercial issues, even if a relevant issue arises during the course of your retainer. You should consider seeking separate specialist advice on these matters and any other matter outside the scope of our instructions and services.

Upon completion of the work, we are entitled to retain your papers until all outstanding fees and expenses have been settled.

Except for documents you specifically request to be returned, we will store papers related to your matter for a period of six years from the date of our final invoice. After this period, we may destroy them without further notice to you. If you require long-term retention of certain documents—such as deeds or wills—please make special arrangements with us. We may charge a fee for retrieving or delivering documents not related to ongoing instructions, or for handling any related correspondence.

We will retain electronic data for a minimum of six years, after which we will take reasonable steps to destroy it, unless there is a valid reason to retain it or you instruct us otherwise. You may request continued storage of electronic data at any time. Please note that this policy may be subject to change in accordance with legislative or regulatory updates, without prior notice.

All copyright in documents we prepare, including any publications or practice notes, remains the property of the firm.

Please refer to our Privacy & Cookie Policy available on our website. Together with your retainer, these documents contain important information on how and why we collect, store, use and share your personal data. It also explains your rights in relation to your personal data and how to contact us or supervisory authorities in the event you have a complaint.

Under the Consumer Contracts Regulations 2013, for some instructions, if our agreement to provide legal services is concluded into before we meet in person, you may have the right to cancel your instructions without charge. This cancellation right lasts for 14 days from the date the contract is concluded. To exercise this right, you should send a notice of cancellation by email or fax to the individual named in our client care letter as the person responsible for your matter. Work which we start at your request during the cancellation period cannot be cancelled once completed or substantially conducted, even if the cancellation period is still running.

Before entering into a formal engagement with you, we may request a credit report from a regulated credit reference agency. In such cases, we will obtain your consent before proceeding. Once our engagement has commenced, we may obtain a credit report without further notice if we consider it necessary for our legitimate business interests. By accepting our terms of engagement, you consent to our obtaining a credit report on your financial status, should we deem it appropriate.

In case there is a request received by us for your information by a third party that has been duly authorised by you, we shall provide such information subject to a charge on a standard basis, for which the minimum charge shall be £100 excluding VAT.

We reserve the right to transfer or novate our rights and obligations under these terms and conditions to another legal entity, including a successor firm, affiliated entity, or third party that acquires all or substantially all our business. By continuing to instruct us or accept our services, you agree to any such transfer or novation. We will notify you of any such arrangement in writing, and upon such novation taking effect, the new entity will assume our obligations, and your rights and obligations under these terms will continue with that entity as if it were the original contracting party.

These terms and conditions are entered into exclusively between you and Privity Legal Ltd, and no other person shall have any rights or obligations under them. Except as expressly provided, nothing in these terms shall confer any benefit or right of enforcement on any third party under the Contracts (Rights of Third Parties) Act 1999 (or equivalent legislation in another jurisdiction). You agree that only the named client shall have the right to enforce or rely on these terms, and we shall owe no duty, and accept no liability, to any third party in connection with the advice or services provided.

If any provision of these terms and conditions is found to be invalid, unlawful, or unenforceable by any court or competent authority, that provision shall be deemed severed from the remaining terms, which shall continue in full force and effect. Where possible, the offending provision shall be interpreted in a way that most closely reflects the original intent and remains enforceable to the fullest extent permitted by law.

These terms and conditions, together with our client care letter, constitute the entire agreement between you and Privity Legal Ltd in relation to the services we provide. They supersede all previous discussions, correspondence, and understandings between us, whether oral or written. You acknowledge that you have not relied on any statement, promise, or representation that is not expressly set out in these documents. Nothing in this clause limits or excludes liability for fraud or fraudulent misrepresentation.

These terms and conditions and our client care letter are governed by English Law and by accepting these terms you submit to the exclusive jurisdiction of the English Courts.