1. Definitions
· “We”, “Us”, “Our”, “Firm” means Whiting & Mason Solicitors, together with its Partners, authorised agents, and employees.
· “You”, “Your” means the client for whom we are acting in relation to a particular matter, and anyone authorised to give instructions on that client’s behalf.
· “Engagement Letter” means the letter or document provided to you setting out the specific terms and scope of the work we will undertake for you in relation to a particular matter.
· “Matter” means the specific legal work or transaction on which we are instructed to act for you.
· “Terms” means these Terms of Business as updated from time to time.
2. General
2.1. These terms set out the basis on which our services are provided and are of general application. In a separate Engagement Letter, we provide further information setting out the specific terms applying to the particular matter on which you have instructed us. The Engagement Letter and these terms should be read together. In the event of any inconsistency between the Engagement Letter and these terms, the former shall prevail.
3. About Us
3.1. Whiting & Mason Solicitors is a partnership that currently operates from the following offices:
3.2. Marple Office
17-19 Stockport Road, Marple, Stockport, SK6 6BD
Telephone: 0161 4271040 Fax: 0161 4260923
3.3. New Mills Office
24 Union Road, New Mills, High Peak, SK22 3ES
Telephone: 01663 742432 Fax: 01663 741206
3.4. Website: whitingmason.co.uk
3.5. Email: info@whitingmason.co.uk
3.6. We are authorised and regulated by the Solicitors Regulation Authority (SRA). SRA No. 61848. The SRA is the independent regulatory arm of the Law Society of England and Wales who are our professional body.
3.7. We are registered for VAT purposes. VAT Registration No. 157839030.
3.8. A list of Partners can be inspected at any of our offices or can be provided on request.
4. People Responsible for Your Work
4.1. It is important you are kept fully informed of progress in carrying out your instructions. In addition to any specific method of communication and reporting agreed with you, we operate a client relationship Partner system under which you have one Partner who will maintain an overview of your affairs and will have ultimate responsibility for ensuring that your requirements are met and for all aspects of the relationship between you and us. We set out in the Engagement Letter the name of the individual with day-to-day responsibility for dealing with the matter and the name of the supervising Partner responsible. Where appropriate or necessary, other legal personnel may be involved and we will tell you their names and status where they have a material responsibility. At all times we endeavour to carry out work at an appropriate level of seniority so as to provide an efficient and cost-effective service.
4.2. The Engagement Letter includes a summary of your instructions. We shall not be responsible for any failure to advise or comment on any matter which falls outside the scope of your instructions.
5. Confidentiality and Conflicts
5.1. Subject to the exceptions referred to in these terms, all information regarding your business and affairs will be kept confidential at all times and not disclosed by us to any other person without your permission except as required by law, or as set out in the Engagement Letter. We may however make public the fact that we act on your behalf.
5.2. As part of our commitment to providing a quality service to you, external assessors periodically review our files on a sample basis to check that we are complying with standards and procedures in file management. Files are not made available to assessors where the subject matter is of an unusually sensitive nature, or where you specifically request.
5.3. It is our practice to check for conflicts of interest before taking on matters in appropriate cases. However, an actual or potential conflict between your interests and the interests of another client of the firm may arise during the course of a matter. If this situation arises during our dealings with you we will discuss the position with you and determine the appropriate course of action. In order to protect your interests we may not be permitted to continue to act for you.
6. Data Protection
6.1. To enable us to work for you efficiently and effectively, we may use your personal data (as defined by the Data Protection Act 2018) for the purpose of client identity verification, the provision of any of our services, the administration of files and records, legal and regulatory compliance and the marketing and promotion of our services, as well as informing you of relevant news and legal developments. The information may be held in hard copy and/or electronic form.
6.2. Our work for you may require us to provide information to third parties such as expert witnesses and other professional advisers. Any third party to whom we disclose information about you will be under an obligation to keep your information secure and not to use it for any purpose other than that for which it was disclosed. We may also disclose your personal data to third parties as part of any due diligence process. Your personal data may subsequently be transferred to such third parties.
6.3. We may use carefully selected third‑party providers (including secure cloud services) for administrative, IT and compliance support. We ensure contractual confidentiality and data protection safeguards.
6.4. We may also be under a duty to disclose your personal data as part of our legal or regulatory obligations. We may need to disclose data to third parties in order to comply with those requirements or to prevent fraud or money laundering.
6.5. Your full rights including how to make a subject access request can be viewed in our Privacy Policy available on our website at whitingmason.co.uk/privacy-policy or can also be provided on request. This policy may be amended or changed by us as and when required to reflect changes in best practice and regulatory changes. Such amendment or change shall be deemed to form part of these terms.
6.6. The person responsible for data protection in the firm is Joanne C Potts.
7. Artificial Intelligence
7.1. We may use carefully selected artificial intelligence (AI) tools to support tasks such as document review, drafting and research. Any outputs relied upon will be reviewed by us. We will not input your confidential information into non‑compliant systems. Please notify us if you prefer us not to use AI on your matter.
8. Instructions
8.1. You agree to provide prompt, complete and accurate information and clear, timely instructions, to tell us about relevant deadlines, and to inform us of changes in your circumstances. Unless we expressly agree in writing, our duty ends when the matter concludes; we are not responsible for monitoring future deadlines or changes in law after matter closure.
8.2. We may rely on information provided by you or your other advisers.
8.3. Where we act for more than one person or entity, we will accept instructions from any one of you unless you tell us in writing that joint authority is specifically required. If you are a company or other body, you will tell us who is authorised to provide us with your instructions.
9. Consumer Contracts Regulations 2013 (Applicable only to Non-Commercial Clients)
9.1. If our instructions to act arose from a meeting (or other communication) that occurred with a representative of our firm who was not then at our office, it would be an “off-premises” contract; and as such (unless the payment for the services by you would not exceed £42.00), you would have a right to cancel your instructions to this firm (by letter, fax or email) within 14 days of the day after the date that you contacted/instructed this firm. If you cancel the contract within that 14 day period, but in the meantime you instruct us to carry out an item of work, and we carry it out, you would be liable to pay our reasonable costs for that work. Also, if you authorise us to commence work and thereafter give notice of cancellation, by which time we have completed the matter, again you would be liable to pay our reasonable costs for that work. However, subject to this point, if you exercise your cancellation right, you would not be charged for our services.
9.2. If we have been instructed to act for you otherwise than as described above, this would be an “on-premises” contract, with no right of cancellation; although you would be entitled to terminate our retainer (as mentioned elsewhere in these terms).
9.3. If you return these Terms of Business, duly signed, then this would amount to your authority to proceed with this matter, with any cancellation right having been waived; and once we have started the work, you may be charged if you then cancel the instructions. As mentioned above, during the course of the matter you would be entitled to terminate our retainer.
10. Financial Services Act 2004
10.1. The terms of the Financial Services Act 2004 affect all Solicitors. Sometimes within conveyancing work it is necessary to obtain a policy of insurance to insure against the possibility of a risk arising e.g. lack of legal right of way or lost Title Deeds.
10.2. If any insurance policy would assist your transaction we will advise you. We can arrange an appropriate policy. We do not make a charge for this service. We do not receive any payment from the Insurance Company involved. You will only be required to pay the insurance premium.
10.3. We are not authorised by the Financial Conduct Authority (FCA). However, we are included on the register maintained by the FCA so that we can carry on insurance distribution activity which is, broadly, the advising on selling and administration of insurance contracts. This part of our business, including arrangements for complaints or redress if something goes wrong, is regulated by the SRA. The register can be accessed via the FCA website at www.fca.org.uk/firms/financial-services-register.
10.4. We are not authorised by the FCA in relation to consumer credit services. However, because we are regulated by the SRA, we may be able to provide certain limited consumer credit services where these are closely linked to the legal work we are doing for you.
10.5. We are also not authorised by the FCA to provide investment advice services. If you need advice on investments, we may refer you to someone who is authorised by the FCA to provide the necessary advice. However, because we are regulated by the SRA, we may be able to provide certain limited investment advice services where these are closely linked to the legal work we are doing for you.
10.6. The Law Society is a designated professional body for the purposes of the Financial Services and Markets Act 2000 but responsibility for regulation and complaints handling has been separated from the Law Society’s representative functions. The SRA is the independent regulatory arm of the Law Society. The Legal Ombudsman is the independent complaints handling body for the legal sector.
10.7. In the event of our recommending an insurance policy (for example defective Title insurance) we confirm:
10.7.1. That the market would be researched before any recommendation is made, and
10.7.2. That we will provide a “demands and needs” statement based on the information provided by you, along with reasons for recommending a policy.
10.8. We only select products from a limited number of insurers but we are not contractually obliged to conduct business with any one of them. You can ask us for a list of the insurers we select from.
11. Prevention of Money Laundering, Terrorist Financing and Proliferation Financing
11.1. We reserve the right to ask for the production of such documents and other evidence and to make such enquiries as may be required in order to comply with our obligations in relation to anti-money laundering (AML), counter-terrorist financing and counter-proliferation financing requirements. If we become aware a party to a matter might have “criminal property” for example from the proceeds of tax evasion or benefits fraud, then we would have to make a report to the National Crime Agency. Were this to arise such report would be made without notification to you and the requirements for us to make this report would override the normal rules of client confidentiality.
11.2. We may utilise third parties to assist us in the verification of your identity by conducting electronic identification and AML checks against you and/or any related third party to the matter on our behalf. If this is required on your particular matter, details of what action you will be required to take (if any) will be provided together with details of the costs involved. Such costs shall be payable by you. You consent to the information you provide, or that we already hold about you, to be used in such checks which will include searches and information being cross referenced against various data sources and agencies. Such searches and checks may be noted on your credit report.
11.3. Because of AML regulations we cannot agree to send money to a third party on your behalf unless the circumstances are fully explained to us.
11.4. Subject to law, we accept no liability for loss arising from our compliance with AML obligations.
11.5. We may cease acting if you or a controlling person becomes a UK‑sanctioned “designated person”, or if our bank declines to process funds for your matter. Where relevant, we will notify any Court that we have ceased to act.
12. Limited Companies
12.1. When accepting instructions to act on behalf of a limited company, we may require Directors and/or controlling shareholders to sign a form of personal guarantee in respect of charges and expenses of the firm. If such a request is refused, we will be entitled to stop acting and require immediate payment of our charge on an hourly basis and expenses as set out earlier.
13. Limitation of Liability
13.1. The advice we give is for your sole use and does not constitute advice to any third party to whom you communicate.
13.2. Our maximum total liability in any matter where we are instructed is £2,000,000.00. Information about the firm’s professional indemnity insurer, including their contact details and the territorial coverage, is available on request.
13.3. It is a condition of our professional indemnity insurance that we notify our insurer and/or broker of any circumstances which may give rise to a claim against us. In doing so, we may disclose documents and information to our insurer, broker and insurance advisers on a confidential basis. Our insurers and brokers are contractually obliged to keep all information we pass to them strictly confidential.
13.4. We are not liable for any failure or delay in performing our services caused by events beyond our reasonable control, including acts of God, pandemic, industrial action, utility or communications failures, or government action.
14. Lexcel/Practice Management Standards
14.1. This firm holds the Lexcel quality standard, which amounts to proof that we comply with the Law Society’s Practice Management Standard. There is an annual Lexcel assessment at our office during which an external assessor (who is the subject of a confidentiality agreement) audits a small sample of case files. Unless we hear from you to the contrary we shall presume that you have no objection to your case file being included in such sample.
15. Tax Advice
15.1. Our liability for the purpose of giving tax advice is limited. On property purchase transactions it is limited to the completion of the Stamp Duty Land Tax Return based on your instructions to complete this for and on your behalf. We are not able to provide you with specialist tax advice relating to transactions involving the availability of reliefs, option agreements, sub sales, exchanges of land and linked transactions. Neither is this firm able to provide specialist tax advice in connection with capital gains tax and value added tax on property transactions.
15.2. In such circumstances where such tax advice is needed, we may ask you to take advice from an appropriate Tax Specialist.
16. Quality Assurance
16.1. It is our aim to provide a consistently high quality service, and to handle your work with professional skill, care and attention. During the course of the matter, if there is any aspect about which you are concerned or require clarification, then please raise it with the person who is handling the matter, with a view to the matter being resolved quickly. If you remain concerned or we could not agree an appropriate course of action, then your complaint would be referred to Joanne C Potts, the firm’s client care manager, who would contact you, and attempt to resolve the matter to your satisfaction. If the complaint relates to our client care manager in her capacity as a Solicitor conducting work on your behalf, the firm’s deputy client care manager Richard D L Jones would contact you.
16.2. The firm has a Complaints Procedure, which is available on our website at whitingmason.co.uk/complaints-procedure or can also be provided on request, and which would be sent to you should you make a complaint. Your right to complain might relate to the way in which your matter is being handled, or a bill that we issue. In the case of a complaint about a bill, there might also be a right to object to the bill by applying to the Court for an assessment of the bill under Part III of the Solicitors Act 1974. However, we would point out that if all or part of a bill remains unpaid, we may be entitled to charge interest – such entitlement being set out in our terms and/or on the bill itself.
16.3. The Legal Ombudsman can help you if we are unable to resolve your complaint ourselves. They will look at your complaint independently and it will not affect how we handle your case.
16.4. The Legal Ombudsman’s contact details are as follows: Website: www.legalombudsman.org.uk, Telephone: 03005550333, Email: enquiries@legalombudsman.org.uk, Address: Legal Ombudsman, PO Box 6167, Slough, SL1 0EH.
16.5. Before accepting a complaint for investigation, the Legal Ombudsman will check that you have tried to resolve your complaint with us first. If you have, then you must take your complaint to the Legal Ombudsman:
16.5.1. Within 6 months of receiving our final response to your complaint
and
16.5.2. No more than 1 year from the date of the act or omission being complained about; or
16.5.3. No more than 1 year from the date when you should reasonably have known that there was cause for complaint.
16.6. The professional rules relating to Solicitors’ firms, including the Code of Conduct can be accessed on the website of the SRA at www.sra.org.uk/solicitors/standards-regulations.
17. Costs
17.1. As our time and expertise are the core elements of the services we provide, our costs are calculated by reference to the rates of the legal personnel who deal with the matter. Where we charge an agreed fixed fee for work undertaken, the expense of time is taken into account. In other cases, our charges are based on rates for our Fee Earners which vary according to expertise. Hourly rates vary according to the seniority and experience of the legal personnel. Other factors may also be taken into account, including the complexity, urgency and value of the matter and an additional sum may be added.
17.2. Time is recorded in units of 1/10th of an hour. Time spent on your affairs will include meetings with you and perhaps others; preparing and working on papers; research; correspondence; making and receiving telephone calls and travelling.
17.3. We set out in the Engagement Letter the hourly rates of the legal personnel mainly dealing with the matter.
17.4. Our rates are reviewed annually to take account of changes in overhead costs, and we will notify you of any changes. We will also notify you of any change in the status of legal personnel which affects their hourly rate.
17.5. VAT will be added at the rate which applies when the work is done. All estimates or quotations given by us are exclusive of VAT.
17.6. Where we charge an agreed fixed fee this will be confirmed in our Engagement Letter.
17.7. In the event your transaction does not proceed (for whatever reason) you will be required to pay all disbursements incurred by this firm on your behalf. You may also be required to pay our professional fees for work undertaken on your behalf. Because it is impossible for us to predict how much work we will have undertaken in such cases, we are not able to determine precisely at this stage the amount we may require you to pay.
17.8. We can say it will be fair and reasonable and will reflect the time spent, the complexity of the matter, the speed at which our work was required and delivered, the value of the property (if relevant) and the specialist knowledge required.
17.9. If we have provided to you a written estimate of the total charges, it is given only as a guide to assist you in budgeting and should not be regarded as a fixed quotation unless otherwise agreed in writing. We will update any such estimate from time to time, and at least every 6 months. We will also inform you if any unforeseen but significant additional work becomes necessary (for example, due to unexpected difficulties or if your requirements or the circumstances significantly change during the course of the matter). We will inform you in writing before any significant extra costs or expenses are incurred.
17.10. Where we are required to carry out any unforeseen but significant additional work after an Exchange of Contracts has taken place (on a conveyancing matter), but prior to Completion, we may charge fees at our fixed hourly rates plus VAT applicable at that time for private client matters. We may also charge additional fees on the same basis for work within the scope of such a quotation or estimate which is made more time consuming, onerous or urgent as a result of:
17.10.1. Circumstances or information which we did not know or could not reasonably have anticipated at the time of the quotation or estimate (whether or not you were aware of them/it); or
17.10.2. You, your Agents, Financial Advisors or Mortgage Brokers act or omission.
17.11. For a variety of reasons some matters are not completed. If we do not complete the work, we will charge you for the work done and expenses incurred.
17.12. Whenever we hold funds that are due to you we can deduct any amounts due to us from those funds and make an appropriate transfer from our client account to our business account. Where we pay funds to you we shall do so electronically wherever possible. Same day bank transfers incur a fee of £35.00 plus VAT.
18. Expenses
18.1. By appointing us to act on your behalf you also authorise us to incur such expenses and disbursements as we consider necessary. These will be provided to you at cost. VAT will be added to those expenses and disbursements which are liable to VAT. We will consult with you before incurring any significant expenses and disbursements.
18.2. Examples of expenses and disbursements which we may have to pay on your behalf include search and registration fees, stamp duty, counsel’s and other expert’s fees.
18.3. We reserve the right to charge expenses of travel, accommodation and meals while travelling away from the office and also for photocopying costs incurred on your behalf.
19. Invoicing and Payment
19.1. We reserve the right to request payments on account of our costs and expenses. We may deduct our costs and disbursements from monies that we hold on your behalf.
19.2. Fixed fees agreed with you are payable when we submit an invoice.
19.3. In other cases, we shall be entitled to send you interim invoices for our costs and expenses at monthly intervals or as otherwise agreed with you, while the work is in progress. In addition we may also send you an invoice, or request payment on account in advance, where we have to pay substantial expenses on your behalf. We will send a final invoice on completion of the work.
19.4. Payment is usually due to us within 21 days of the date of our invoice unless otherwise stated.
19.5. You can make payment to us by bank transfer (our account details will be provided when required), by debit/credit card (either over the phone, in person at any of our offices, or online at whitingmason.co.uk/payment), or by cheque payable to Whiting & Mason. Please ensure the matter reference number is quoted on any payment made to us.
19.6. All payment methods referred to above are not always available when making payment of certain types of transactional funds, such as those required for property purchases or other client account transactions. If you do need to provide us with transactional funds in relation to a matter, then please use the payment method which will have been communicated to you or contact us for further clarification and guidance.
19.7. We may by prior agreement, accept cash payments up to £1,000.00. If you try to avoid this policy by depositing cash directly with our bank, we may decide to charge you for any additional checks we decide are necessary to establish the source of the funds and this could also cause delays.
19.8. If we receive funds in relation to your matter from an unexpected source, there may be a delay in your matter and we may charge you for any additional checks we decide are necessary.
19.9. Our account details will not change during the course of the transaction. You may be aware from the press that email scams are becoming more prevalent and despite security measures being in place, emails can be hacked and the contents altered. Before transferring any money to us electronically, please call the individual at Whiting & Mason Solicitors who has conduct of the matter on the telephone number you regularly use, to verify that you have the correct bank account details. We will never notify you of a change of bank details by email. If you receive an email of this nature, do not make any payments to the account stated. Please speak to us.
19.10. If you have any query about your invoice, including the basis on which it has been calculated, you should contact the individual with day-to-day responsibility for the matter as soon as possible and in any event within the 21 day period referred to above.
19.11. Interest will be payable at 4% above the base rate of National Westminster Bank PLC from time to time on any sums not paid within 21 days of the date of the invoice. Such interest will be charged on a daily basis from the date payment became due to the date payment is received by us, whether before or after any judgment.
19.12. If an invoice is overdue for payment, we reserve the right to suspend work on all matters on which we’re instructed by you and to retain all documents and papers belonging to you, irrespective of the matter to which they relate, until all sums due to us have been paid.
20. Liability for Costs and Expenses
20.1. You are primarily responsible for paying our costs and expenses even if you have entered into an agreement for another party to pay or share them.
20.2. If our instructions in relation to a matter are received from more than one party, each party for whom we are acting will be separately responsible for payment of the whole of our costs and expenses.
20.3. We are obliged to consider with you whether your liability/responsibility for your own legal costs or your liability for the legal costs of another party may be covered by insurance or may be paid by another person e.g. a Trade Union. We will only be able to offer advice to that possibility after you have produced documents to us to check (for example your household policy of insurance) and any other information that would help us to determine whether such costs are covered. Please note it is your responsibility to provide us with such documents. Until any insurance company authorises us to act on your behalf you remain liable for any costs which are incurred prior to the date of that authorisation being granted.
20.4. It is important that you understand that you will be responsible for payment of our bill. This is so even if we obtain an order for Costs against the other party on your behalf. We will discuss with you whether your costs and expenses might be paid by the other party. Then we will discuss with you the costs that are likely to be incurred in recovering those costs on your behalf. If we do not recover costs on your behalf then, to the extent that you have already paid those costs to us, you will receive a reimbursement amounting to the sums that we recover on your behalf. We will account to you for such interest on costs recovered to the extent that you have paid our costs on account but we are entitled to retain the rest of that interest.
20.5. In some litigation work and in some circumstances the Court may order you to pay the other parties legal costs and expenses. These costs are payable in addition to your own costs and expenses.
20.6. In some litigation work and in some circumstances the Court may order you to pay a specific element of the other parties legal costs and expenses during the course of your case and usually those costs are payable within a specified period of time. You must pay those costs at that stage notwithstanding the fact that you may proceed ultimately to win your case. We will inform you immediately if any such Court Order is made against you.
20.7. In some litigation work and if the other party is publicly funded, you may not be able to recover any of your costs and expenses even if an order for costs is made against that party.
21. Liability
21.1. We acknowledge that we will be liable to you for losses, damages, costs and expenses including interest (“Losses”) caused by our negligence or the negligence of our employees, subject to the following provisions:
21.2. We shall have no other liability of any nature, whether in contract, tort or otherwise, for any Losses whatsoever and howsoever caused, arising from or in any way connected with the matter.
21.3. We shall not be liable if such Losses are due to the provision of false misleading or incomplete information or documentation or if and to the extent of such Losses are due to any act or omission of any person other than us.
21.4. Unless otherwise agreed between us in writing, our aggregate liability, whether to you or any third party, of whatever nature, whether in contract, tort (including negligence) or otherwise, for any Losses whatsoever and howsoever caused arising from, or in any way connect with, the matter shall not exceed £2,000,000.00. Nothing in these provisions shall exclude or restrict any liability arising from fraud or dishonesty or any other liability which by law cannot be excluded or restricted.
21.5. You agree not to bring any claim personally against our Partners, agents or employees. Any duty is owed by the firm alone.
22. Storage of Documents
22.1. After completing your transaction, or at the end of the retainer, we are entitled to keep all your papers and documents while money is owing to us. We will keep your file (except for any of your documents which you ask to be returned to you) for at least 6 years before being considered for confidential destruction. We keep the file on the understanding that we have authority to destroy it 6 years after the date of the final invoice we send you for the matter to which it relates. Your file may be stored in physical paper form, electronic only, or a mixture of both. This applies to all files and papers retained by us other than Wills, Title Deeds and documents and similar items which are held separately in our document safekeeping system.
22.2. If we retrieve documents from storage in relation to continuing or new instructions for us to act in connection with your affairs, we will not normally charge for such retrieval. However, we do reserve the right to charge a £30.00 plus VAT administration fee. We may also make a charge based on time spent producing stored documents to you or another at your request as well as for reading, correspondence or other work necessary to comply with the instructions given by you or on your behalf.
22.3. Our Privacy Policy as referred to at paragraph 6.5 contains more information about how long we keep personal data for.
23. Termination
23.1. You may terminate your instructions by written notice to us at any time, but we will be entitled to keep all correspondence and documents while there are any monies owing to us for our costs and expenses in respect of any matter on which you have instructed us.
23.2. We may decide to stop acting for you where we have reasonable grounds to do so (including failure to pay invoices in full by the due date or to make payments on account when so requested). We will give you reasonable notice in such circumstances. We may also terminate if you suffer an insolvency event, continuing would breach law/regulation, there is a risk or threatened risk to our staff, the working relationship has broken down, or you fail to agree the scope of your instructions.
23.3. In certain areas of legal practice, we may have only one or a limited number of individuals with the necessary expertise to handle a particular type of matter. If the individual(s) with the required expertise leave the firm or become otherwise unavailable, and we are unable to allocate the matter to another suitably qualified person within a reasonable time, we reserve the right to terminate our retainer. In such circumstances, we will provide you with as much notice as possible and assist in the orderly transfer of your matter to another firm if required.
23.4. In the event of termination, you will pay our fees and disbursements up to the point of termination.
24. Transfer to a Successor Firm
24.1. If our firm is sold or merges with another firm, or if we otherwise cease to practise, we may transfer your file and any money we hold for you to the successor firm to ensure continuity of service. We will only do this where the successor firm is authorised and regulated by the SRA (or equivalent regulator) and will be bound by duties of confidentiality and data protection. If you do not want your file or funds transferred in this way, please tell us in writing now. If you object later, we will comply with your wishes subject to any legal or regulatory requirements.
25. Money Held by Us
25.1. Monies held by us for you, whether on account of fees or expenses or otherwise will usually be placed in our general client account with our bankers. You can at any time specifically request a designated deposit account if you prefer. Where we are holding either a large amount, or we are aware we will be holding funds for a significant period of time, or for any other reason that we deem appropriate, we may decide to place funds in a designated deposit account for you.
25.2. We are unlikely to be responsible for, or liable to repay, any money held by us which is lost as a result of a bank’s failure or insolvency. In such circumstances, your rights will be against the relevant bank and/or the Financial Services Compensation Scheme (FSCS) (or its successor), subject to the applicable compensation limits and eligibility rules in force from time to time. Protection under the FSCS is subject to statutory limits and conditions. In some circumstances, money held in our client account may be treated as aggregated with money you hold personally with the same banking institution or banking group for FSCS purposes. Further information about FSCS protection, including current limits and eligibility, is available on their website at www.fscs.org.uk. We may disclose such information as is reasonably required to the FSCS in the event of a claim.
25.3. We can let you know upon request in which bank your money is being held by us.
25.4. We will pay a fair sum of interest to clients or third parties on any client money we hold on their behalf. Our Interest Policy in relation to the payment of interest on client balances deposited with us is available at whitingmason.co.uk/interest-policy or can also be provided on request. This policy may be amended or changed by us as and when required to reflect changes in bank interest rates or bank interest payment policies. Such amendment or change shall be deemed to form part of these terms. For reasons of administrative costs, the policy of this firm is to account for interest received only if the amount of the interest exceeds £75.00. We may vary the interest terms with you or the third party for whom the money is held by prior written agreement.
25.5. After matter completion we will return any balances due to you promptly. If, despite reasonable efforts, funds of £500.00 or less remain unclaimed after 12 months, we may donate them to a registered charity; larger balances will only be dealt with in accordance with SRA rules or authorisation.
26. Electronic Communication
26.1. Unless you tell us otherwise, we may communicate electronically with each other. However, electronic transmission of information cannot be guaranteed secure or virus or error free and information could be intercepted, corrupted, lost, destroyed, arrive late or incomplete or otherwise be adversely affected or unsafe to use. We each agree to use commercially reasonable procedures to check for the then most commonly known viruses before sending information electronically but you and we recognise that these procedures cannot constitute a guarantee that transmissions will be unaffected by hazard. We confirm that we each accept these risks and authorise electronic communication between us. We will each be responsible for protecting our own systems and interest in relation to electronic communications. Neither you nor we will have any liability to the other on any basis, whether in contract, tort (including negligence) or otherwise in respect of any error, damage, loss or omission arising from or in connection with, the electronic communication information.
27. Experts
27.1. Our firm has prepared a list of Experts and Barristers who have given good service in the past. During your matter, if it becomes necessary to instruct an Expert or Barrister, we would, if possible, select an Expert or Barrister from that list.
28. Third Party Rights
28.1. It is agreed between us that the Contracts (Rights of Third Parties) Act 1999 does not apply to the terms of our engagement or any subsequent amendment to it unless expressly confirmed in writing by us that the said Act does apply.
29. Government Law and Jurisdiction
29.1. The agreement between us shall be governed by and construed in accordance with English Law. The English Courts shall have exclusive jurisdiction to settle any dispute which may arise between us. To this end, you and we irrevocably agree to submit to the jurisdiction of the English Courts. Judgment in any action brought in the English Courts may be enforced in the Courts of any other jurisdiction.
29.2. If any provision of these terms is held invalid or unenforceable, it shall be treated as deleted to the extent necessary without affecting the remaining provisions.
30. Updates to Terms of Business
30.1. You acknowledge that you are agreeing to the current version of our Terms of Business. We review these terms from time to time and may amend them. The most up to date version will be available on our website at whitingmason.co.uk/terms-of-business or can also be provided on request. Any amended terms will apply to our ongoing and future services. If a substantial change is made whilst we are acting for you, we will endeavour to notify you in writing. Your continued instructions after any update will constitute acceptance of the amended terms.
31. Whole Agreement
31.1. These terms and the Engagement Letter together constitute the entire agreement between us. Neither you, nor we, may rely on any arrangement, understanding or agreement which is not expressly set out in these terms or the Engagement Letter.
31.2. If you return these Terms of Business, duly signed, then this would amount to your authority to proceed with this matter, with any cancellation right having been waived; and once we have started the work, you may be charged if you then cancel the instructions. As stated in paragraph 23 in relation to termination, during the course of the matter you would be entitled to terminate our retainer.
31.3. Your continuing instructions will amount to your acceptance of these Terms of Business. Even so, we ask you to please sign and date these terms and return them to us immediately. We can then be confident that you understand the basis on which we act for you.
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