This document sets out the current terms on which we accept instructions and charge for our services and which are accepted by you as forming part of our engagement.
Any term that appears in ‘bold’ type and not defined below shall have the meaning ascribed to it in our Client Care Letter (“CCL”). Our client is referred to “You” and/or “Yours” in the CCL. For the purpose of these Terms and Conditions they will also be referred to as “Our Client”.
1. Who We are and Person(s) Responsible for Your Work
We are Laurence Keenan Advocates Limited trading as “Laurence Keenan Advocates & Solicitors” of:-
Victoria Chambers
47 Victoria Street
Douglas
Isle of Man
IM1 2LD
Tel: +44(0)1624 611933
Email: info@lklaw.co.im
www.laurencekeenan.com
We are referred to as “We” or “the Firm”.
Every time You instruct us, our first letter to You will be our CCL. The CCL will identify:-
Specific tasks may be allocated to other members of the team. We will tell You the name(s) or any other Fee Earner(s) working on Your matter and their status. We try to avoid changing Fee Earner but, if We have to, the new Fee Earner will explain promptly why the change was necessary.
2. Types of Work
Work is contentious or non-contentious.
All matters are non-contentious unless and until they involve:-
3. Excluded Matters
We shall not advise or provide guidance on any matters which fall outside the scope of the Initial Work or Services (as set out in the CCL).
Please note that We do not give any tax or accountancy advice. Unless we expressly agree in writing to do so We will not advise on the need or otherwise to obtain taxation advice or on the potential advantages that could be obtained by taking such advice as regards the planning and structure of any transaction or other contracts or taxation effects.
The taxation consequences of this matter should be considered by You with appropriate independent expert taxation advisers. For the avoidance of doubt, to the extent that any issues connected to or relevant to taxation are discussed or considered by us with You in the course of providing the Services, any opinion or view offered by us must not be relied upon by You. You should seek advice from an appropriate independent taxation adviser on the issue before acting further:-
For these purposes the terms “tax” and “taxation” mean all forms of direct and indirect taxation whatsoever and howsoever arising and any reliefs or exemptions.
4. Conflicts
We conduct routine checks for conflicts of interest on accepting instructions. We can only accept Your instruction if no conflict exists or is likely to develop. If that situation changes during a matter, We will talk with You about how to resolve it.
We may have to stop acting for You if a conflict arises. This may occur because We have discovered or are aware of information obtained whilst acting for another client which We would normally have to tell You about. However, telling You about that information would conflict with our duty of confidentiality to the other client. In this event, We stop acting for You. In certain cases, We may continue to act for You and the other client, but only if We are able to observe our duty of confidentiality to You.
We act for many clients. Some of our clients work in the same industry and sector. You accept that the fact that other current clients We may have or any future clients We may obtain, will sometimes have commercial interests which may be adverse to Your own. In that situation You agree that that of itself would not prevent us from acting for You.
5. Our Charges
If You have insurance cover for Your own or another’s legal fees, You must tell us straight away. We will ask You if You have any relevant insurance. If You do not tell us We will assume there is none and You may lose the right to be covered by the policy.
We charge either by hourly rate or fixed fee. This will be set out in the CCL.
Whatever the agreed basis of charging, We will add VAT at the rate that applies when the bill is prepared, at present 20%.
6. Hourly Rate and Estimate of Costs
Each client matter has a unique number. Time is recorded in six-minute units or part thereof per activity on a computerised time-recording system. Details of current hour rates are in the Appendix to our CCL. Rates are reviewed periodically (and at least annually) and in the absence of agreement to the contrary will increase by not less than an amount equal to the greater of:-
The hourly rate applied depends on the seniority of the individual and the complexity and urgency of the matter. The rate is applied to time spent, for example, on research, meetings, making and receiving telephone calls, correspondence and travel.
If charging by hourly rate, we will in our CCL give You an estimate of the likely costs and confirm to You the rates which will be applied to particular Fee Earners.
This is not a firm quote and may need to be varied as the matter progresses, for example, (but this is not intended to be an exhaustive list or include any other circumstances):-
Where our estimate of the likely costs for the provision of the Initial Work or Services increases for whatever reason We shall confirm the reason and provide a revised estimate at the earliest reasonable opportunity. We will confirm our initial estimate or provide You with a revised estimate at the time that We deliver each bill to You.
However, We charge, We will provide You with details of the time spent and fees incurred to date on a regular basis or on request. We will agree with You the timing and frequency for submission of bills. If for any reason We cease acting for You, unless agreed otherwise, We will charge You for the work done and expenses incurred.
7. Limiting Your Costs
You may at any time set a limit on the amount of costs to be incurred. Such a limit will only take effect once We receive notice in writing to this effect. Please bear in mind that a limit might have an adverse impact on our ability to provide the Initial Work or Services, or their effectiveness, and for that reason We shall require to discuss and agree a realistic limit with You in the particular circumstances of the case and/or agree a revision of the scope of the Initial Work or Services to be provided.
8. Capped or Fixed Costs
We may agree to carry out work for a ‘capped’ of ‘fixed’ fee, for example, for a particular tranche of work. If so the amount of the fee and the scope of the Initial Work or Services will be described in the Appendix to the CCL, or You may later request that We quote a ‘capped’ or ‘fixed’ fee for work still to be done. If at any stage it becomes impractical to complete the matter for the fee agreed, We will inform You and seek to agree a revised fee prior to incurring any additional charges.
9. Expenses and Disbursements
We may incur expenses which require You to reimburse. These may include (but are not limited to) counsel’s or expert’s fees, Court fees, travel expenses, courier fees and photocopying costs. Some expenses may represent costs imposed on us by third parties, which are often described as “disbursements”. Other expenses represent our own internal costs. Wherever possible We will inform You of the relevant amounts before they arise. VAT may be payable on certain expenses:-
10. Funding Matters
We will, if required, discuss with You the possible funding options including the availability of insurance in relation to each individual matter.
11. Billing Arrangements and Payments on Account
Unless otherwise agreed We will submit an interim bill for our charges and expenses at the end of every 28 days while the matter is in progress. We may submit other bills if We need to incur substantial expenses on Your behalf. We will send a final bill after the matter has concluded.
We reserve the right to ask You to pay us money on account of both profit costs and disbursements before We incur them.
Payment is due to us upon presentation of a bill.
Compliance with a request to pay funds on account of anticipated profit costs and disbursements is required promptly please.
If full or part payment is late in the case of a bill or not forthcoming promptly in the case of a payment on account; We reserve the right:
12. Other Party’s Charges and Expenses
You are responsible for paying our bill(s) in full even though in some cases our charges and expenses may be recovered partially or in full from another party.
We will discuss with You the circumstances in which this may occur. We will also discuss whether You may be responsible for paying some or all of another party’s charges and expenses.
In the event that the legal fees raised by this Firm to You are to be settled by a third party it is necessary for us to hold the due diligence for such party(ies). If this should be the case and our invoices are to be raised and addressed to and paid by another party(ies) please confirm by return and We will advise You of the additional due diligence documentation We require from You and that party
13. Your Obligations
If We ask You for help, You agreed to respond promptly, that all information or documents provided to us will be true and accurate and that if the position changes, You will inform us.
We cannot be responsible for loss or damage suffered if We rely upon inaccurate, incomplete or late information provided by You.
14. Liability
PLEASE READ THIS SECTION CAREFULLY. IT CONTAINS RESTRICTIONS ON OUR LIABILITY IN THE EVENT OF A CLAIM BY YOU.
14.1 Duty of Care
We will use reasonable skill and care in the provision of legal services to You. The CCL summarises our understanding of Your instructions. We are not responsible for matters that fall outside the scope of those instructions.
14.2 Current Law
The legal services are provided in accordance with the proper interpretation of laws, Court decisions and regulations in existence on the date on which the advice is provided. Changes in the law and interpretation may take place before our advice is acted upon or may be retrospective in effect. We accept no responsibility for such changes in the law, or in interpretations of the law, occurring subsequent to the date on which our advice is delivered to You.
14.3 Liability Cap
This firm holds insurance cover at a cap of £5 million pounds.
14.4 Limits to our Responsibilities
Except for liability expressly accepted by us under this Paragraph 14, all other liability is expressly excluded (subject to Paragraph 14.3) and in particular:-
14.5 Exclusion of Liability
In no event will We be liable for any loss, damage cost or expense arising in any way directly or indirectly, from failure by You, Your employees or agents to exercise reasonable skill and care or for any fraudulent acts or omissions by You or them.
14.6 Oral Advice
We shall answer enquiries over the telephone or in meetings on an informal basis. As these may involve an immediate answer to a complicated problem in respect of which We may not have received full and accurate information, We shall have no liability to You in contract or tort (including negligence) for our answers unless confirmed in writing. You should neither act nor refrain from acting on the basis of such answers unless they are confirmed in writing by us.
14.7 Draft Agreements, Reports and Letters
Any draft documents We might provide will not constitute our definitive agreements, opinion and conclusions which will be contained solely in a final written product.
15. Storage of Papers and Documents
After a matter has concluded, We are entitled to keep all the papers relating to it if there is money owing to us for our charges. We will exercise a lien over the file until all fees, interest and costs, if any, are paid.
We will always keep the file of papers (except for any of Your papers that You ask to be returned) for at least six years per our Client Data Protection Policy after the final bill. We will not destroy documents that You ask us to keep safely, for which service We may impose an annual storage charge. However, if We continue to act for You, We will not normally charge to store or retrieve papers from storage.
16. Anti-Money Laundering
Anti-money laundering and counter terrorism legislation requires us to ask You to prove Your identity and address to us before We progress Your instructions. Failure to do so will likely mean We cannot act for You. Delay in providing requested evidence will delay progress of Your instructions. We must also make checks about:-
and We are obliged continuously to monitor the transaction and the need for identity details (and We achieve that in part by online searching).
In all cases We will conduct some checks electronically at the outset of the retainer.
Personal information that You provide may be disclosed to a credit reference or fraud prevention agency which may leave a credit search footprint.
You can ask to see a copy of the search results if You wish.
In all cases You are required to produce documents to prove ID and address. Usually, a National Passport, driving licence or National ID Card will suffice. We may need Your passport and a utility bill. We will need to take copies of documents produced for certification or You may be asked to have documents certified by an acceptable person.
We have a policy of not accepting payments in cash (unless under £500). If You think that may cause a problem, please discuss it with us as soon as possible. If You try to avoid that policy by depositing cash directly with our bank, We may charge You for additional checks, necessary to prove the source of the funds. If We have to pay money to You it will be paid by cheque or bank transfer, not in cash and not to third parties.
Advocates are under professional and legal obligations to keep affairs of clients confidential.
However, legislation on money laundering creates a legal duty in certain circumstances to disclose information to the Isle of Man Authorities. If this happens, We may not be able to tell You because the law prohibits “tipping off”.
Our duty to report includes any transactions which appear to us suspicious. The Proceeds of Crime Act 2008 (“POCA”) creates a number of offences relating to the proceeds of crime which You should be aware of when You instruct us. The proceeds of crime are any monies/ property/assets that have arisen as a result of any crime. These include, for example, monies (however low in value) saved as a result of tax evasion, whether that money has been saved or spent.
If we became aware or suspect the existence of the proceeds of crime in Your case (whether from You or from any other person), we may have to report the irregularity to the Financial Intelligence Unit (“FIU”). They may withhold permission for us to continue with the case. Further the Isle of Man Authorities may pass information on to shared parties.
It follows that if You have any concerns about irregularities in Your financial position You may wish to seek specialist accountancy advice to correct those irregularities. We strongly recommend that You do this before proceeding further. Please note that accountants are also required to comply with the provision of POCA.
It is important that You are aware that We may have a legal duty under POCA to report known or suspicious circumstances without telling You. This could have serious consequences for You. The obligations We have under POCA can, in certain circumstances, override the duty of Advocate/client confidentiality.
Circumstances may arise where We have to approach You to seek Your permission to report certain matters to the FIU. For instance, We may take the view that by proceeding further with Your case (without permission) We may be assisting in the commission of a money laundering offence. In the event that You refuse such permission We reserve the right to terminate Your instructions and if We do so in these circumstances You will be liable for all our fees and expenses incurred up to the date of such termination.
We will not be liable to You for any losses arising out of our statutory reporting obligations under POCA.
The limitation of our liability to You under this Paragraph will only apply if We have acted reasonably (in terms of such reporting obligations) in accordance with the requirements of POCA and any anti-money laundering guidance.
You represent to us throughout our retainer that You know of no matter upon which You ask us to advise which facilitates money laundering.
17. Termination and Suspension
You may terminate Your instructions to us in writing at any time, but We will be entitled to keep all Your papers if there is any money owing to us for our charges and expenses on this or aby other matter.
We may decide to stop acting for You (permanently or temporarily) only on reasonable notice and with good reason. Examples are, if an unforeseen conflict of interest arises, We are unable to obtain instructions from You, You do not pay an interim bill or comply with our request for payment of anticipated expenses, if there is a breakdown of the relationship of trust and confidence or if Your instructions might put us in conflict with our Advocates Practice Rules or the law.
Our outstanding charges and expenses will be payable on the date of termination.
18. Copyright
You acknowledge that any copyright and other rights of whatsoever nature subsisting in or attaching to the product of the services, including reports and agreements provided by us, will belong to us absolutely to the fullest extent permitted by law.
You may only copy or use such documents to the extent their copying or use relates to the subject matter of the services or for keeping copy records concerning the services.
19. Complaints
We value Your business and do not wish You to have any reason to be unhappy with us. We are confident of providing a high-quality service. We have a duty to seek to resolve problems that arise with our services. It is therefore important that You raise any concerns You may have with us immediately.
If You have any queries about our work for You or about a bill You have received, please raise them with the named Fee Earner with day-to-day responsibility for the matter. If that does not resolve the situation to Your satisfaction, or if You prefer, please contact the Firm’s Complaints Director, Laurence Keenan Tel: +44(0)1624 611933 or Email: lkeenan@lklaw.co.im.
A copy of our complaints procedure is available on request or on our website (www.laurencekeenan.com). If when We tell You that We have finished investigating Your complaint (usually within 8 weeks) You are unhappy with our conclusion You may write to the Isle of Man Law Society.
You should do that within six months of Your last contact with us or within six years of the act or omission about which You are complaining occurring (or if outside of this period, within three years of when You should reasonably been aware of it).
20. Security of Emails
We cannot accept responsibility for any loss arising from a third-party gaining access to e-mail between us. We will assume that You consent to the use of e-mail unless You tell us in writing that You do not.
21. Quality Standards
Our Advocates are members of the Isle of Man Law Society (iomlawsociety.co.im) and must comply with the Rules of such Society.
22. Publicity
We may occasionally wish to give details of our existing client base and the nature of the work We undertake to prospective clients, publishers of legal directories or the media. We will contact You for agreement before providing any information about You or Your business.
23. Severability
If any provision of these Terms is found by a competent Court of administrative body of competent jurisdiction to be invalid or unenforceable shall not effect the other provisions of these Terms which shall remain in full force and effect.
If any provision of these Terms is found to be invalid or unenforceable but would be valid or enforceable if some part of the provision were deleted, the provision in question shall apply with such deletions as may be necessary to make it valid and enforceable.
24. Precedence
In the event of any conflict between these Terms and CCL, these Terms shall take precedence.
25. Agreement
Your continuing instructions amount to Your acceptance of these Terms. In addition, please sign and date the enclosed copy of these Terms and return it to us immediately. Unless otherwise agreed, these Terms apply to any future instructions You give to us.
26. Status Disclosure
The Advocates in this Practice are members of the Isle of Man Law Society please see Paragraph 21 also. We are also a Designated Business pursuant to The Designated Businesses (Registration and Oversight) Act 2015 (as amended) and subject to oversight by the Isle of Man Financial Services Authority (“IOMFSA”) in respect of Anti-Money Laundering/CFT legislation.
27. Data Protection
For the purposes of this Paragraph 27 ‘the Legislation’ shall mean the General Data Protection Regulation ((EU 2016/679)(GDPR) as it applies in the Isle of Man by virtue of the Data Protection (Application of GDPR) Order 2018 and the GDPR and LED Implementing Regulations 2018 and any variation thereof together with any national implementing laws, regulations and secondary legislation, and the Data Protection Act 2018, in each case as amended or updated from time to time, in the Isle of Man. The expressions ‘controller’. ‘data subject’, ‘personal data’, ‘processing’ and ‘processor’ shall, where used in this Paragraph 27, have the meanings given to them under the Legislation.
‘Your personal data’ includes any information about You or any living individual which is provided to us in connection with Your instructions, whether We obtain this from You or from any third party (for example, as contemplated by Paragraph 16). Please see and invite any such living individual to view our Privacy Notice, available on our website at www.laurencelkeenan.com. This explains how We use and process, and for how long We will retain, such personal data. It also explains the relevant individual’s rights as data subject in respect of their personal data, including a right to request details of personal information which We hold about the individual. You should have regard also to Paragraph 16 above, and other Paragraphs, which identify some of the information that We will require from You and why we will require it, and which explain that We may obtain information about You and people related to You from third party sources.
For the purposes of the Legislation, in respect of Your personal data We are a controller. This means that We determine the purposes and means of processing this data, in order to carry out Your instructions. We agree to comply with the Legislation, as it applies to us in our capacity as controller.
We will collect, store, structure, use and disclose Your personal data to enable us to discharge our duties to You, to liaise with third parties on Your behalf and to comply with the law, update client records, produce management data, prevent crime and comply with regulatory requirements in very limited circumstances, We may unusually act as a processor of Your personal data, or We may appoint a processor to process such data in accordance with our written instructions. In this case:-
A copy of our Privacy Policy can be viewed on our website at www.laurencekeenan.com. Alternatively, please contact us if You would like a hard copy of the policy.
If You have data protection concerns, please raise it with the named Fee Earner with day-to-day responsibility for the matter. If that does not resolve Your concern to Your satisfaction, or You prefer, please contact the Data Protection Officer of the firm at the material time (Tel: +44(0)1624 611933) or privacy@lklaw.co.im if You have any data protection concern which You wish to raise with us.
Nothing in these Terms shall prevent us from processing data for internal business analytics purposes and for products and services offered to third parties provided that such data will only be shared with third parties in a form that does not enable the third party to identify any individual.
28.Third Party Rights
It is agreed between us that the Contract (Rights of Third Parties) Act 2001 does not apply to the terms of the Retainer.
29. Limited Company
Laurence Keenan Advocates Limited trading as Laurence Keenan Advocates & Solicitors is a private limited company incorporated in the Isle of Man, with company number 26958C Registered Office Victoria Chambers, 47 Victoria Street, Douglas, Isle of Man, IM1 2LD.
30. Equality and Diversity
We are committed to promoting equality and diversity in all of its dealings with clients, third parties and employees.
31.Applicable Law
Any dispute or legal issue arising from our Terms will be determined in accordance with the law of the Isle of Man and considered exclusively by the Isle of Man Courts.
32. Obtaining a Mortgage
If We are acting for Your proposed lender in a transaction, We have a duty to the lender to reveal fully all facts relevant about Your purchase and mortgage. This includes any differences between Your mortgage application and any information We discover during the transaction and any cash back or discount schemes with the seller or developer.
33. Interest on Client Account
Will be paid in accordance with the Advocates Accounts Rules 2008 or any amendment or replacement thereof.
Interest on separate designated client account
Where monies are held in a separate designated client account the whole of the interest earned will be credited to the account.
34. Business Continuity
We have a detailed Crisis Management & Business Continuity Plan which We are happy to discuss with You. Our plans include offsite storage and data replication of our core systems and data to ensure We can continue to meet Your expectations even if our usual place of business is inaccessible.
35. Insurance Arrangements
This Firm maintains professional indemnity insurance in excess of the minimum required by Isle of Man legislation. The maximum cover being £5 million pounds.
Our insurers and brokers are contractually obliged to keep all information We pass to them strictly confidential. They may only use it for the purposes of administering our insurance arrangements including any claim You might make. Accordingly, disclosure is important for You to protect Your interests. We will assume You consent to our sharing information in this way unless You tell us You do not.