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Legaleze Terms and Conditions




Please note that Legaleze Limited and its director are not Solicitors and they do not currently carry professional indemnity insurance cover. Advice to you will not benefit from legal professional privilege. We draw your attention to the description of the services and limitation and exclusion of liability and disclaimers set out these Terms and in particular in clauses 5, 8 and 9. These Terms have been drawn up having regard to the nature of the Services and the amount of our fees for services including paid membership and other services.

1. Introduction

1.1. In these terms and conditions "we" and "us" and "our" relate to Legaleze Ltd. (registered in England and Wales under number 07401414) (trading as “Legaleze”) and "you" and "your" relate to you, the client. Where the client consists of two or more persons, the liability of each person to us shall be joint and several.
1.2. These terms and conditions are to be read in conjunction with the letter or email of engagement between you and us (“the Engagement Letter”) and the agreement between you and us for the provision of services (“the Engagement”) shall be subject to the Engagement Letter and these terms and conditions to the exclusion of all other terms and conditions express or implied.

2. Consumer protection regulations

You confirm that you are acting for purposes relating to your trade, business, craft or profession and you acknowledge that the Engagement is not covered by the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.

3. Our responsibilities

Our responsibilities are to:

3.1. provide the services described in the Engagement Letter with reasonable care and skill and within the agreed timescale or if none within a reasonable time subject to the provisions of the Engagement Letter and these terms and conditions;
3.2. keep and maintain records of work completed and make them available to you upon request;
3.3. provide regular reports on the progress of any work being completed on your behalf, provided that we may use unencrypted email to correspond with you unless you instruct us otherwise in writing;
3.4. raise any issues or concerns that may be found during the term of the Engagement;
3.5. return any information owned by you upon termination of the Engagement and once payment for work carried out by the practice has been made;
3.6. to accept and act upon the instructions of any director (in the case of a company), partner or member (in the case of a partnership or limited liability partnership) or other person reasonably appearing to us to be duly authorised by you unless you instruct us otherwise in writing;
3.7. keep records in compliance with the Data Protection Act 2018. We (Legaleze Limited) are the data controller for the purposes of the Act. The purpose or purposes for which the data are intended to be processed are set out in our Data Privacy Notice is to comply with anti-money laundering legislation and guidance and to maintain our client records accurately.

4. Your responsibilities

Your responsibilities as the client are to:

4.1. provide to us the proof of identity, current address and business details as required by anti-money laundering regulations;
4.2. ensure that records of your business activities are correct and maintained to meet the requirements of regulatory authorities;
4.3. reply truthfully and accurately to our reasonable questions and disclose to us all information which we may reasonably request in a timely manner to enable us to complete the work within agreed timescales;
4.4. allow us full and free access to financial and other records held by yourselves or third parties;
4.5. to provide any requested comment and feedback on our work including draft documents and written advice within the agreed timescale or if none within a reasonable time; and
4.6. pay our fees and other sums due as provided in clause 6 and comply with the other terms of the Engagement.

5. Professional conduct and scope of services

5.1. We will use all reasonable endeavours to comply with generally recognised professional and ethical standards, in particular to comply with the principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour.
5.2. Please note however we are not solicitors or authorised persons for the purposes of the Legal Services Act 2007 and we do not conduct any “reserved legal activity” within the meaning of such Act. In particular without limiting the meaning of reserved legal activity we do not offer the following services:
5.2.1. the exercise of a right of audience;
5.2.2. the conduct of litigation;
5.2.3. reserved instrument activities (conveyancing/real property);
5.2.4. probate activities;
5.2.5. notarial activities;
5.2.6. the administration of oaths.
5.3. Except where specifically agreed in writing, we do not advise on legal aspects not stated in the Engagement Letter unless it would be unreasonable to do so and we do not advise on tax or accountancy matters and you should obtain your own advice in relation to such matters.

6. Fees

6.1. Our fees are set out in the Engagement Letter or failing that will charged at our standard hourly rate. Value added tax shall be payable in addition to our fees where applicable.
6.2. Fixed fee: if our fee is stated to be fixed, we reserve the right to require a reasonable variation of the fee if we carry out additional work at your request, or if the amount of work is greater than we could reasonably have anticipated or if there are delays and/or complications which we could not reasonably have anticipated. In these circumstances, we will advise you of the causes of the variation and consult with you.
6.3. Estimated fee: if our fee is stated to be estimated, we reserve the right to require a reasonable variation of the fee on the terms set out in clause 6.2 as for fixed fee. In addition, an estimated fee is based on the estimated time for the work and we reserve the right to increase the fee if the time required for the work changes materially.
6.4. Advance fee: advance fees are not refundable except where we terminate the engagement without reasonable cause. We may deduct from any refund the amount of our charges for services supplied calculated on a pro rata basis.
6.5. Timescale: timescales are estimated to the best of our ability based on the known circumstances. If we consider that the timescale needs to be revised, we will inform you as soon as possible.
6.6. Fees are payable as provided in the Engagement Letter and otherwise are payable upon issue of the invoice. Interest and compensation may be applied to any overdue accounts at the amount and rate calculated in accordance with the Late Payment of Commercial Debts (Interest) Act 1998. Where payment has not been received we reserve the right to withhold services, documents and information, and have the right to cease to work on your account, and to terminate the engagement if payments are not made in due time.
6.7. In the case of a retainer with an agreed periodic invoice date, if the Engagement is terminated otherwise than due to our default on a date other than the invoice date, a pro rata amount of the Fee will be payable according to the time elapsed since the last invoice date.
6.8. If we are unable to complete the work due to your failure to provide any requested information, comment or feedback on our work including draft documents and written advice within a reasonable time, we reserve the right to charge the full fixed or estimated fee (if applicable) for the work.
6.9. Any disbursements and expenses incurred whilst working on your behalf will be charged and appropriate records will be kept and will be available for inspection. Disbursements means fees and charges incurred on your behalf such as stamp duty, Companies House and other filing charges, legalisation and other disbursements. Expenses may include reasonable travelling costs, hire of meeting rooms and other facilities, printing, courier and special postal charges, and international but not national telephone calls. We may require payment of anticipated disbursements and expenses in advance.

7. Retaining and Accessing Records

7.1. We reserve the right but do not undertake to keep for a reasonable period any information and documents produced or relating to the work we undertake for you.
7.2. Any original documents will be returned to you on completion of our work.
7.3. You agree that any work completed and work in progress for which payment is outstanding will be held by us until all fees relating to it have been paid.

8. Confidentiality, communication, conflict and client checks

8.1. We agree never to share information relating to your business with any third party without prior consent, unless required to do so by law or to comply with regulations or quality control reviews. Likewise you agree not to use or copy or allow use of the output of the work we do for with a third party without our prior permission.
8.2. As we are not solicitors, our advice to you and communications between you and us may not be covered by legal professional privilege and therefore may be subject to disclosure to competent authorities and to other parties.
8.3. You recognise that we may have to stop providing services to you in the event that a conflict arises between our duties to you and to another client. You will notify us if you have any reason to believe that such a conflict has arisen or may arise.
8.4. Unless agreed otherwise in writing, we may communicate with you electronically (including but not limited to unencrypted email) and you accept the risks associated with such communications, except anything arising through our negligence or wilful default.
8.5. You authorise us to communicate and deal with any individual whom you may appoint or introduce to us for the purposes of giving us instructions and information in relation to the Engagement, and you confirm that we may rely upon the instructions and information given by such individual unless you advise us otherwise in writing.
8.6. Outsourcing: we reserve the right to outsource certain aspects of our service in which case we will ensure confidentiality is respected.
8.7. We are regulated by HM Revenue & Customs for the purposes of anti-money laundering regulations under registration number 12636292. We are obliged under anti-money laundering legislation to undertake certain client due diligence checks and in certain circumstances to report suspicious transactions without informing you and to refrain from carrying out work on your behalf. By agreeing to our terms of engagement you accept that we are authorised to complete such credit file and other checks as we consider to be necessary or desirable.

9. Liability to you and indemnity from you

9.1. We will provide our services with reasonable care and skill provided that our relationship shall be governed solely by the Engagement Letter and these terms and conditions.
9.2. Save in respect of death or personal injury:
9.2.1. no director, employee or agent of Legaleze shall be personally liable to you whether in contract, tort or otherwise in relation to services provided by Legaleze;
9.2.2. neither we nor any director, employee or agent of Legaleze shall be liable for any loss, damage, costs or expenses of an indirect or consequential, special or exemplary nature including without limitation any economic loss or other loss of turnover, profits, opportunities, business or goodwill;
9.2.3. the liability of Legaleze and any director, employee or agent of Legaleze whether arising in contract, tort or otherwise in relation to services provided by Legaleze shall be limited to £1,000; this limit has been fixed having regard to the amount of our fee and the fact that we do not carry professional indemnity insurance; should you require a higher level of limit, please raise this matter prior to accepting this Engagement Letter.
9.3. Where any loss or damage occurs as the result of you providing misleading, incomplete or false information no liability will be accepted.
9.4. The documents we prepare for you and the advice we give you is not to be used by a third party without written consent. We accept no legal responsibility from third party use of or reliance upon such documents and advice.
9.5. You will indemnify us and our directors from and against any damages, compensation, fines, penalties, costs and expenses whatsoever arising out of or in connection with our acting on your behalf including but not limited to acting as a director or secretary or other officer of any company at your request, except to the extent that such liability is due to our default or negligence or that of our director.
10. Complaints and disputes

10.1. We want you to be entirely satisfied with the services provided to you. If, however, you are not, please refer to the following Complaints Handling Procedure.
10.2. Purpose; we are committed to upholding best practice through a high quality service to all our clients. We will operate the following procedure in dealing with complaints arising from the provision of services under our Engagement Letter.
10.3. Making an Informal Complaint: an informal complaint can be made by telephone, or by speaking, face to face or in writing to Andrew Farmiloe. If the matter is not resolved at this stage, and you have not already issued a complaint in writing, you should do so. Please include specific details so that the matter can be thoroughly investigated.
10.4. Making a Formal Complaint: upon receipt of your written formal complaint an acknowledgement will be sent to you within ten working days. The name and contact details of the person who will be dealing with your case will be supplied to you at this point.
10.5. Within ten working days from receipt of your written complaint you will receive in writing a summary of our understanding of your complaint. You will be asked at this time to provide any further evidence or information regarding the complaint and to confirm that we have understood all your concerns.
10.6. Following such confirmation, we will investigate the matter and write to you in reply within twenty working days unless it becomes apparent to us that the investigation may not be completed within this timescale. In these circumstances, a written explanation will be sent to you including a progress report. .When a substantive reply is sent you, a summary of findings will be included along with details of any further action to be taken.

11. Termination

11.1. You or we may terminate our engagement by written notice at any time except in the case of continuing monthly or quarterly retainers in which case not less than one month’s or one quarter’s (as the case may be) notice is required. This is without prejudice to termination by us under clause 6.6.
11.2. Documents and information provided by you will be returned on request provided that all outstanding fees have been paid.

12. General

12.1. You may not assign the benefit of this agreement to any person without our consent. We may assign the benefit of this agreement to any person providing services pursuant to a purchase of our business or an agreement providing for continuity of our services in the event of incapacity of our staff.
12.2. The Engagement Letter and these terms and conditions us contain the entire agreement between us relating to the subject matter of our agreement and supersedes any other agreement or understanding. In the event of any conflict or inconsistency between the Engagement Letter and these terms and conditions, the former will prevail.
12.3. Except where otherwise specified in the Engagement Letter, no person other than you as the client named in the Engagement Letter and us may rely upon the agreement between us and the Contracts (Rights of Third Parties) Act 1999 will not apply provided that a director, employee and agent of Legaleze may rely upon the provisions of clause 9.
12.4. A notice given under this agreement shall be in writing and served upon the relevant party at its address set out in the Engagement Letter or at such other address as the recipient party shall have duly notified to the other party. A notice is deemed to have been received:
12.4.1. if delivered personally, at the time of delivery; or
12.4.2. in the case of pre-paid first class post, recorded delivery or registered post, 24 hours from the date of posting; or
12.4.3. in the case of registered airmail, five days from the date of posting.
To prove service by post, it is sufficient to prove that the envelope containing the notice was properly addressed and posted.

13. Governing law and jurisdiction

13.1. The Engagement will be governed by English law and you agree to submit to the non-exclusive jurisdiction of the English courts.
13.2. Your address in the UK as set out in the Engagement Letter or in any replacement UK address of which you notify us may be used by us for the purpose of service of any legal proceedings.

[Page revised: 30/04/2020]


See also>

Privacy notice
Legal disclosures