Grange Legal General Limited – General Terms of Business – Version “2024”

1 The appointment contract

These are our general terms of business. You will also receive a separate letter setting out the terms that apply to the particular work we will do for you. The two documents together contain all the terms and conditions of the contract between you and us. If there is any difference between these terms and those in the appointment letter, the terms in the appointment letter will apply.

These terms and the appointment letter are important documents. Please keep them in a safe place in case you need them in the future. The appointment letter asks you to sign and return a confirmation of instructions form, confirming you agree to all our terms. Signing and returning the form confirms the terms of the legally binding contract between you and us. Even if you do not return this form, by continuing to instruct us you accept these terms.

Please read these terms of business and the appointment letter carefully. In these general terms of business, the phrases listed

below have these particular meanings:

appointment letter – the letter setting out the terms that apply to the work;

confidential information – information specifically about you and your affairs, or the work that we do for you;

contract – the terms in this document and your appointment letter;

our personnel – any member, employee or consultant of Grange Legal Limited

work – the transaction, case, issue or matter about which you have instructed us; and you, your – the individual, individuals or organisation named in the appointment letter.

2 Who we are

The contract is with Grange Legal Limited (trading as Grange Legal), a limited liability company incorporated in England and Wales. Our registered number is 15342472 and our registered office is at 7 Abbots Grange, Marcham, Abingdon Oxfordshire OX13 6PF.

3 What we can give advice on

We advise only on English law, and on European Community law as it applies to English law. If you ask us to get advice from a law firm (or anyone else) in another country, that law firm (or other person) will be responsible for the services they provide.

The advice we give, and work we do, will reflect the law at the time we provide the service. You may rely on it only for the specific matter on which we are instructed. We only advise on tax if we have agreed to do so in the appointment letter. When we have completed the work, we will not be responsible for reminding you about future deadlines or obligations.

4 Conflict of interest

A conflict of interest arises if the firm finds itself under a duty to act in the best interests of two or more different clients on the same case or work and those interests are not the same. If we discover a conflict, we will have to refuse to accept your instructions or stop acting for you.

5 Communication and instructions

We will keep you regularly informed about the progress of the work. We will communicate with you by letter, email and phone, unless you tell us not to use any of these methods.

You agree that we can serve legal documents on you at the address in the UK that you last gave to us. We routinely send e-mails unless we have been asked not to do so. However, we cannot guarantee that e-mails will arrive on time or be secure or free from viruses, computer errors or other programming corruption. Unless you tell us otherwise, you confirm that you accept these risks and you authorise us to send you e-mails. You agree that you are responsible for any e-mails you send. Neither you nor we will have any legal responsibility to each other on any basis for any damage or loss arising from viruses, computer errors or other programming corruption in connection with any e-mails. E-mails may be read by someone who is not the intended reader, even if addressed correctly by the sender. Unless you have told us not to use e-mail, we take no responsibility for an e-mail sent by us being seen by someone other than the person it is addressed to because of circumstances beyond our control. We recommend you take great care if copying e-mails from us to other people, or passing on our advice in any other way.

We may monitor e-mail communications in line with relevant law and regulations. We may rely on your instructions and statements and those of any member of your staff (or any partner, member or officer if you are an organisation) if they say they have your authority. If the term ‘you’ includes more than one person, we may rely on instructions and statements given to us by any of you. If you want us to communicate only with specific people, you must write to us with their names.

You accept responsibility for giving us clear and accurate instructions and information as quickly as possible so that we may provide our services to you.

Our normal hours of business are 9 am to 5:30 pm, Monday to Friday.

6 Reports, opinions and other advice

You may not publish or copy reports, opinions and other advice we give you (spoken or written) to anyone else without getting our permission first. We own the copyright and every other type of intellectual property right in any documents or anything else we prepare for you under the contract. You may use them only for the specific purpose or matter for which we created them, unless the appointment letter says something different.

We accept no liability or obligation to advise you of any changes in legislation or taxation which may affect you either directly or indirectly and may necessitate a review of your legal documents.

7 Your identity

The Money Laundering Regulations 2007 say that you must give us proof of your identity in a way that meets the regulations.

Please do not deposit cash direct into our bank account. We may charge you for any extra checks we need to carry out to prove where your funds came from. We will not accept cash payments. If you pay us money to pass on to someone else (for example, the price of something you are buying), we will not accept payments to us for more than is needed for that purpose. This includes an amount to cover related costs and expenses. We do not accept liability to you if you suffer any loss or disadvantage because either: we have refused to act or stopped acting for you because you have not given us any relevant information; or we have refused to accept any cash payment or payment of more than is needed. If we pay money to you, it will be by cheque or bank transfer, not cash. We will not pay anyone else if there is no clear connection to you or the work we have done.

8 Rights of others

You cannot transfer to anyone else the benefit of the contract (and of any reports, opinions or other advice or other material we have prepared under it) without getting our written permission beforehand. We are not responsible to anyone other than you for anything we have done or not done under the contract.

A person who is not a party to the contract (that is, anyone other than you and us) has no right to enforce any of the terms of the contract under the Contracts (Rights of Third Parties) Act 1999 (the Contracts Act), except as shown below in relation to our personnel. Our personnel are entitled to the benefit of paragraph 3 of these terms (Responsibility for our services) under the Contracts Act.

You and we may agree to withdraw or amend the contract without the permission of any person who has a right under the Contracts Act.

9 If we transfer the contract

We will not transfer the benefit of the contract to anyone other than an organisation which takes over our practice, unless we get your written permission first.

10 Confidentiality

All our work and dealings with you are strictly confidential and we will not release confidential information without your permission. However, sometimes we may have to reveal confidential information to the National Crime Agency under the anti-money laundering legislation, or to our regulators.

We may also need to reveal confidential information in other situations. You agree to us releasing confidential information to our auditors and professional regulating bodies audit, quality-control and other purposes; our insurers, whether or not you have made a claim against us; our legal advisers; regulatory authorities; tax authorities; other professional advisers, such as barristers or foreign lawyers, who we may instruct on your behalf to advise you; and companies or people who carry out typing, photocopying, archiving or other non-legal tasks on our files, to make sure your work is done on time.

We will ask these people to sign a confidentiality agreement. If you do not want any of your work to be dealt with in this way, please tell us as soon as possible.

We may tell other clients and potential clients in general terms about services we provide, to give them an idea of the sort of services we offer and the experience and expertise we have. Before we give these people information specifically about you or the work, we carry out for you, we will ask for your permission. In the appointment letter, we may ask you to give this permission.

11 Your papers

We keep any electronic copies of your papers we will keep them for twenty-one years. You do not have to pay for this and we are not legally responsible for any electronic copies during this time. If the work involves recording information on a UK tax return or must be referred to in a UK tax return, you must keep certain papers or records for six years.

We are entitled to keep any money, papers, documents and anything else of yours for as long as you owe us any money. We are entitled to keep items (other than money) to any value even if this value is more than the amount due. We cannot hold money over the amount you owe. To cover our costs, we can also keep items we have recovered in legal work, both billed and unbilled. This includes transferring to our ownership items not in our possession.

We will keep copies of your electronic papers, even if we hand over the originals to you or to another solicitor. This is so we can manage any possible risk to our business. We may hold these copies electronically or in paper form.

12 Information

We are not responsible for the accuracy of information you, or anyone else, give us. If you give us information and then find out it is untrue, inaccurate or misleading, you must tell us. We are entitled to rely on the truth, accuracy and completeness of the information you give us. We will not routinely check with anyone else any information you provide.

13 Quality standards

Unless we agree otherwise, we will deliver our services to you with reasonable skill and care.

14 Limit of our liability

The most we will pay you for work done under the contract is £2.5 million, whether for our negligence or breaking our contract or otherwise. This limit does not apply to fraud or reckless disregard of professional obligations by any of our personnel, liability for death or personal injury, or any other legal liability that we cannot legally exclude. If the contract is with two or more clients, all of those clients will share this limit.

Only you may make a claim against us about our services under the contract. If you could also make a claim against someone else for the same loss, we will only pay you our fair share of the loss. This will apply whether or not the other person you could claim against has limited their liability to you. This will not increase our liability beyond the limit shown above. It is unlikely that we would be legally responsible to you if money we hold on your behalf is lost due to the financial institution holding the funds collapsing. For individuals and some small businesses, this does not affect your rights to make a claim under the Financial Services Compensation Scheme (FSCS) for lost money. We will, if you agree, give certain client information to the FSCS to help them deal with these claims.

The FSCS limit on claims (currently £85,000) applies to the total amount held by each individual within any one financial institution, no matter which account the money is held in. So, if you hold other personal money in the same bank where we hold your client account, the limit will still be £85,000. Some financial institutions trade under different names but are still treated as the same bank for FSCS purposes.

We hold professional indemnity insurance. You may see details of our insurance policy by requesting a copy of the same at any time during your instructions.

15 Timescales

We will endeavour to discuss with you or if you have made us aware of a timescale for providing our services or carrying out a transaction, we will do our best to meet that timescale. In the absence of any specific agreement, agreed in writing between us and you will adhere to the following timescales. The timescales take effect immediately upon you providing us with all the information required to complete the instructions.

We agree to prepare and submit to you for approval draft documents within 10 working days.

We agree to dispatch executable documents following written or oral confirmation that the draft documentation is approved within 10 working days.

We agree to dispatch executable documents if draft documents are not supplied within 10 working days.

However, where circumstances occur, including those which are beyond our control, which result in the documents being delivered outside the above stated timescales, we will inform you of the reasoning behind such delays.

16 Our charges

You will be responsible for our charges and for disbursements we pay on your behalf, whether or not the transaction or work has finished. You are legally responsible for our charges and disbursements, whether or not someone else has agreed to pay them or is legally responsible for paying them. Your legal responsibility to us for fees and disbursements may be more than those we can get back from someone else. If we act for two or more clients under a contract, all those clients will be responsible (both jointly and individually) for paying our charges and expenses. The appointment letter sets out, in detail, the charging arrangements for your work.

In certain cases, you may want to set an upper limit on our charges. If you do, we will let you know if you reach the limit and we will stop doing further work unless you tell us to.

We charge £40 for each payment made using the Clearing Houses Automated Payment Scheme (telegraphic bank transfers). Part of this fee is an administrative charge we make and the rest is a charge made by our bank.

We can charge for photocopying (normally if the cost of copying is more than the equivalent of 10 pages of black and white copy) plus VAT. You can ask to see a list of our charges.

17 VAT

We reserve the right to add value added tax to our charges and to disbursements (if it applies) at the current rate. In such circumstances, you must pay the VAT even if you have arranged for someone else to pay our bill.

18 How we work out costs

Unless the appointment letter shows a fixed fee, what we charge depends on the time spent on the work. We record all work in six-minute units and usually record different activities separately. This includes, for example, time taken in meetings, phone calls, time spent at court and elsewhere, reading and preparing documents, correspondence and travelling and time spent supervising more junior personnel.

We work out our fees mainly by referring to the number of hours our staff spent on the work. However, our fees may be less than the appropriate multiple of the hourly rates if we think that a simple ‘hours spent’ calculation would result in a fee that is unreasonable in relation to the work. On the other hand, there also may be circumstances (for example when we have to work outside normal office hours or when the work becomes very complicated), when, on a fair and reasonable basis, it will be appropriate to increase our fees beyond the hourly rate. We will discuss this with you if these circumstances arise.

You will find the hourly rates of our personnel or grades of staff doing the work in the appointment letter. We review these rates from time to time, usually on 1 April each year. We also cover this in more detail in the appointment letter.

If the work ends before it is expected to, we will bill you for all of the work we have done and for disbursements that we have paid or agreed to pay on your behalf up to that point.

19 Estimates

Unless the appointment letter shows a fixed fee, it will usually contain an estimate of the fees and expenses. If we are not able to give you an estimate, we will explain why. Estimates are not fixed prices and can change. We will regularly review costs and estimates in line with the appointment letter, and we will tell you about any changes.

20 Expenses and Disbursements

We may run up disbursements with other people or organisations on your behalf which we will add to our fees -for example, search fees, court fees, Companies House fees, Land Registry fees, barristers’ fees, couriers’ charges, and so on. We will try to keep these disbursements as low as possible.

We will also run up disbursements while carrying out work for you, which we will add to our fees and will form part of your costs. These include travel expenses and photocopying charges, but we do not charge extra for phone charges. However, we do charge for time spent on the phone. We charge travelling expenses, either at cost or, in the case of motoring expenses, at 45p a mile. We will also charge you courier or other delivery charges at cost.

21 Our bills, payments in advance and interim billing

We will send you our bills at the times set out in the appointment letter. We sometimes need payments in advance for fees and disbursements we will run up on your behalf. We may use these payments to pay interim and final bills for fees and disbursements. If we send you an interim bill before our work is finished, this will be a final bill for the work it actually covers.

22 Paying bills and interest

We will send all invoices to you by email/and or post unless we have agreed otherwise in writing.

You must pay any bills as soon as you receive them. If you do not pay bills within 21 days after we have produced and submitted the same to you, we may charge interest on the amount you owe, from the end of this 21-day period, at the rate then due on judgment debts under the Judgments Act 1838 (which is currently 8% a year) or the rate then due under the Late Payment of Commercial Debts (Interest) Act 1998, whichever is highest. If paying a bill depends on something taking place, such as the completion of a sale of land, we will work out interest from when that event takes place.

By accepting these terms, you authorise us to use funds we hold for you in relation to this work to pay bills we have raised or disbursements we have run up for this or any other work.

23 Guarantees

At any time, we may ask you to provide guarantees or security for your legal costs and disbursements. If you do not provide a guarantee or security within a reasonable time after we have asked for one, we may stop acting for you and end the contract.

24 Interest on your money

If we hold money on your behalf, we do not pay interest.

25 Insurance and other commission

If we receive commission from someone else in connection with the work, for example for introducing you to an insurer with whom you take out a policy, we will not be responsible to pay you that commission. We will not ask you to repay that commission if whoever paid it to us becomes entitled to have it back.

26 Law that applies

Our work is governed by English law. The contract and any reports or other advice we give are also governed by English law and any disputes will be dealt with only in the courts of England and Wales.

27 Suspending or ending the contract

You may end our contract at any time by giving us reasonable notice (at least five working days) in writing. We may suspend our services or end the contract and refuse to act further on your behalf if you do not make payments, you owe or if other circumstances give us reasonable reason to do so. If you or we end the contract, or we suspend our services, you are still responsible for: our charges and disbursements up to the date the contract ends or we suspend our services; our charges and expenses for work we reasonably do because you or we have ended the contract or we have suspended our services, and liabilities, commitments we give on your behalf.

If we suspend our services or end the contract, we will explain to you your options for carrying on with your matter.

28 Cancelling the contract under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (“the Regulations”)

If you are a consumer, as defined in the Regulations, you may have the right to cancel the contract between us. If you are unsure whether you are a consumer or whether these Regulations apply to you, please ask us. This paragraph explains the cancellation rights given to consumers by the Regulations. The wording we have used is set by law.

Your right to cancel under the Regulations

You have the right to cancel this contract within 14 days without giving any reason. The cancellation period will expire after 14 days from the day of the conclusion of the contract. To exercise the right to cancel, you must inform us of your decision to cancel this contract by a clear statement (e.g. a letter sent by post, fax or e-mail). You may use the model cancellation form but it is not obligatory.

To give us your decision to cancel please contact the person who is advising you. You will be able to find their contact details in the client appointment letter.

To meet the cancellation deadline, it is sufficient for you to send your communication concerning your exercise of the right to cancel before the cancellation period has expired.

Effects of cancellation and refunds

If you cancel this contract, we will reimburse you all payments received from you, unless you ask us to start work during the cancellation period (see ‘Asking us to start work’ below). We will make the reimbursement without undue delay, and not later than 14 days after the day on which we are informed about your decision to cancel this contract; and using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise.

Asking us to start work

We cannot start work during the cancellation period unless you instruct us to do so in writing.

In most cases, if you ask us to start work before the end of the cancellation period you are still entitled to cancel the contract. You only lose the right to cancel if we fully complete the work within the cancellation period. If this happens, you will have to pay us in full for the work done. If you cancel during the cancellation period after agreeing that we can start work, we can charge you for the work we have done on a pro-rata basis. This will be an amount which is in proportion to what has been performed, until you told us you wished to cancel in comparison with the full coverage of the contract. Please ask us for a consent to start work form if you want us to start work before the end of the cancellation period.

29 Data protection

Under the Data Protection Act 1998, we must tell you that we hold information about you on our database. How we use that information depends on your instructions, the Data Protection Act 1998 and our duty of confidentiality. Our work for you may mean we need to give information to other people such as expert witnesses and other professional advisers. Under data protection laws, you have a right to see the personal information we hold about you. We may, from time to time, send you information which we think might interest you. If you do not want to receive information from us, please write to the Data Protection Officer at Grange Legal Limited, 7 Abbots Grange, Marcham Abingdon, Oxfordshire OX13 6PF, marking the envelope ‘Data protection’.

30 Notices

We may send any notice under the contract to you at your address set out in the appointment letter, unless you have told us a different one for this purpose. You must send any notice to us at our address set out in the appointment letter, unless we have told you a different one for this purpose. Notices may be given personally or by post. If they are sent by first-class post, we and you can treat them as having been delivered on the second day after being posted, whether or not they are actually delivered. We do not accept notices by fax or e-mail.

31 Terms that cannot be enforced

If a court finds that we are not entitled to enforce any term of this contract, the other terms will continue to apply in full.

32 Whole agreement

The contract forms the whole agreement between you and us and replaces any previous agreements, understandings or arrangements between us relating to the services we provide. However, these terms do not affect our legal responsibility for any fraudulent or dishonest statements or acts.

33 Amendments

The contract may be amended only in writing by the appointment letter or by another agreement between you and us that refers specifically to this contract.

34 Compliments and complaints

We monitor our service and constantly aim to improve it. It is very important to us to know whether or not you are satisfied with our service. As a result, we welcome your comments and suggestions. If you have a concern or a complaint about our service or about our bill, please contact the person dealing with your work. If the problem cannot be sorted out, please refer to our complaints policy which is available upon request.

35 Our regulators

We are authorised and regulated by the Society of Will Writers and the Society of Trust and Estate Practitioners. As such, we are bound by the Codes of Practice of each organisation including their complaint procedures.