Terms of Business
Mogers Drewett LLP
Terms of Business as of 12 February 2024
This document sets out the general terms on which we provide services for you. Please read these terms carefully and in particular the provisions which set out the limitations on our liability to you. If you have any questions, please contact us.
- About Us
Mogers Drewett LLP is a Limited Liability Partnership registered in England and Wales with registered number OC349811. We use the practice name of Mogers Drewett LLP. Our Registered Office is at Spring House, East Mill Lane, Sherborne, Dorset, DT9 3DP. We use the word Partner to refer to a member of Mogers Drewett LLP. A list of Partners can be inspected at our Registered Office. We are authorised and regulated by the Solicitors Regulation Authority number 520651. We are registered for VAT and our VAT number is 272608008.
We are proud that we hold the accreditation of the quality control standard ISO 9001.
Where we say ‘we’, ‘us’ or ‘our’ in these Terms of Business, we mean Mogers Drewett LLP.
Our usual office hours can be found on our website.
- Your Responsibilities
It is your responsibility to provide us with complete, accurate and timely information. You must immediately tell us of any change to your contact details or to any circumstances that may affect our ability to carry out your instructions or act on your behalf. We will not be responsible for any consequences that may arise from your failure to do so, and such failures may result in additional charges.
The reports, letters, information and advice that we provide to you are given in confidence and provided for your information. They should not be used for any other purpose or referred to in any other document or made available to any other party without our prior written permission.
Where information that is, or may be, relevant to our work has been provided to someone in our firm other than those individuals who are carrying out work on your behalf for this matter, you accept that this information will not automatically be given to those individuals.
Where we act for two or more clients jointly it is on the clear understanding that we are authorised to act on instructions from either for or both. Each joint client permits us to disclose to any other of the joint clients at any time any information which we would otherwise be prohibited from so disclosing by virtue of our duty of confidentiality. If any joint client ends this permission or if a conflict of interest arises between joint clients, we may suspend or terminate the provision of services related to that matter to one or more of the joint clients.
We will retain any documents held for you and will supply copies to each joint client, making the originals available at one of our offices for inspection by any joint client on reasonable prior written notice.
We will normally communicate with you by normal, non-encrypted email or other electronic means unless we otherwise agree. You agree that we may deliver our invoices to you by email or other electronic means, unless you inform us otherwise. This form of email is not secure and there is a risk to you if we communicate confidential information to you in this way. We cannot accept liability for any communication which is intercepted or otherwise falls into the hands of those other than the intended recipient. We are not liable for any damage or claim arising from any viruses, malware, Trojan horses, or unauthorised code. You are responsible for ensuring you have in place all suitable and up-to-date anti-virus and malware software. It is your obligation to inform us when you are travelling to any country that may not have a European Union Judgment of Adequacy for their data protection standards. We may also need to virus check discs, USB or email you send us.
- Legal Updates and Important Dates
Please note carefully that we cannot accept liability for reminding you of changes to the law which might affect you, nor can we accept liability for reminding you of future critical dates or deadlines, especially where such dates or deadlines arise after we cease to act on your behalf.
- Our Fees
Unless we have specified a fixed fee structure, we will charge fees based on the amount of time spent by individuals at Mogers Drewett on your work. We charge an hourly rate which is divided into 6-minute units for all work that we do for you. Our hourly rates reflect the level of qualification and experience of the person concerned as well as the nature of the work they are doing.
Time spent on your matter will include, but is not limited to, meetings with you and others in relation to your matter, time spent travelling and waiting, considering and preparing papers, drafting documents, making and receiving telephone calls, correspondence, internal briefing and update meetings, sending and receiving emails, attendance at Court or Tribunal.
Estimates we give are a guide to assist you in budgeting but should not be seen as a definitive quotation unless this is specifically agreed in writing and will exclude any additional work not identified in the scope of work when the fee arrangement was agreed.
Should a transaction or other matter not proceed to completion, or should you decide to instruct another firm for whatever reason, then we reserve the right to invoice you for any outstanding work. If you have instructed us on a fixed fee basis, then we reserve the right to invoice you for a proportion of the work we have done on your behalf, which maybe up to and including the full agreed fixed fee.
When acting on behalf of a limited company, we may require a director and/or controlling shareholder to sign a form of personal guarantee in respect of the charges and expenses of this firm. If such a request is refused, we will be entitled to stop acting and to require immediate payment of our charges on an hourly basis and expenses as set out earlier.
Please inform us if you would like a third party to be responsible for paying our bills or any part of them. We must approve this in advance, and we will need the party’s name, contact details and any other information or identification documents we request. We may also ask for proof of the payers source of funds to ensure our compliance with the Anti-Money Laundering Regulations and associated legislation. It is your responsibility to pay our bills even if someone else has agreed to pay some or all of them and our bills will still be addressed to you. If someone else does pay some of our bills, you are responsible for paying the rest.
- Changes to Fees
Our hourly charge out rates are reviewed at least annually. We will notify you of any change and you will then be immediately bound by them
- Payments made on your behalf (Disbursements)
Our fees do not include any expenses or payments to third parties which we may have to incur on your behalf, although we will try to detail these, where possible, in our retainer letter. These are known as “disbursements” and may include travel expenses, external photocopying expenses, experts’ (including costs draftsmen) and Counsels’ fees, Stamp Duty Land Tax, Land Registry fees, Court fees and Search fees. These will generally be billed at the same time as we invoice you for our fees and therefore could be billed before they are actually incurred.
We will normally ask you to provide us with money on account to cover these disbursements and we reserve the right not to incur a disbursement until we have received from you cleared funds to cover the costs to be incurred.
We do not accept any payment or payments of cash which exceeds £250, on any one matter.
- Value Added Tax
All quotations or estimates of fees that we give do not include VAT. Most expenses that we pay on your behalf will also be subject to the addition of VAT. If our services are subject to VAT, you hereby indemnify us in full, for any interest, penalties or legal costs incurred as a result of any information you provide to us in relation to your VAT status not being correct.
- Monies held on Client Account and Payment of Interest to you.
All monies held by us in our Client Accounts are held in accordance with the rules prescribed from by the Solicitors Regulation Authority.
We are required to account to you for interest on money held by us in our client account when it is fair and reasonable to do so. The rate of interest payable is unlikely to be as high as interest obtainable had you held and invested the money yourself. To cover our administration costs no payment will generally be made to you if the amount of interest received by us is £30 or less. A copy of the firm’s interest policy can be provided upon request.
You should note that we are unable to pay out monies held by us in Client Account until they have been treated as ‘Cleared’ through the Banking system. For receipts by cheque this normally occurs on the 8th working day after we bank the cheque. It is your responsibility to arrange payment in sufficient time to enable you to comply with any deadlines such as a transaction completion.
We do not make any payments by cheque unless there are in our view exceptional circumstances which in our absolute discretion we will decide upon.
We are not liable for any losses to monies in Client Account that arise from the failure of any bank in which they are held. You may be eligible for limited compensation under the Government-backed Financial Services Compensation Scheme (FSCS). In the event that we make a claim under the FSCS scheme on your behalf, we will require your consent to our disclosing your details.
- Billing and the payment of our Bills
Your instructions to us are on the understanding that you have sufficient funds to meet our fees and disbursements in full when needed on presentation of an invoice. If this is not the case, please notify us immediately.
Our retainer letter will set out when and how you will be billed for our work. If the retainer letter does not specify, we will submit a monthly interim bill together with any disbursements we have incurred on your behalf.
Unless agreed otherwise, our interim bills are detailed bills and are final in respect of the period to which they relate, save that disbursements may be billed separately and later than the interim bill for our charges in respect of the same period. We will send you a final bill at the end of your matter which will cover our charges from the date of the last interim bill and any unbilled disbursements. You have the right to challenge any interim bill or the final bill by applying to the court to assess the bill under the Solicitors Act 1974. The usual time limit for applying to the court for an assessment is one month from the date of delivery of the interim or final bill. Please be aware that the time limit runs from the date of each individual bill.
All invoices raised by us (including any interim bills) are payable no later than 14 days from the invoice date unless we have agreed otherwise with you in writing. If an account is not paid within the relevant period, we may charge you interest on a daily basis. The minimum rate of interest we will charge is 8% but it could be more as we calculate interest at 4% over Barclays Bank Plc’s base rate.
Where an account is overdue, we are entitled to exercise a lien over files and documents belonging to you, until our account is settled. This means should you decide that you no longer wish to instruct the firm we will not release your file, documents, deeds or other items to you or your agent until the outstanding fees and expenses have been cleared.
- Payment on account
There may be circumstances in which we will ask you to make payment to us on account of our fees and any expenses that are incurred in connection with our work. We will tell you in advance if this is the case.
- Litigation Costs
If we act for you in a litigation matter and you are successful you will be responsible to us for all the legal fees and expenses that you incur, although you may be able to recover some of them from your opponent. If you are unsuccessful, then you may be liable to pay your opponent’s costs in addition our costs. You should have received a copy of the Disputes Cost Factsheet please read it carefully as it explains the steps that you can take to ascertain if you have legal expense insurance or other means of financing the litigation costs. By instructing us, you confirm that you have read and understood the factsheet. Please contact us, should you not have been provided with a copy of the factsheet.
From time to time, we may be required to give a formal Solicitors Undertaking to a Third Party (for example, another firm of Solicitors, or on incurring Counsel’s fees) to guarantee payment of monies on your behalf.
When that arises:
- We will not give the Undertaking without your express instructions to do so.
- We will also require you to deposit with us, before we give the Undertaking, sufficient cleared funds to cover the Undertaking to its fullest extent and will not give the Undertaking until you have done so.
- Once you have given us such funds and instructions and the Undertaking has been given by us your instructions are irrevocable. This means that neither can the instructions be changed or cancelled nor the balance of any monies that you have given us be returned to you unless and until we have been released from the Undertaking by the Third Party to whom it has been given.
- Custody, Retention and Transfer of Documents
We will, at your request, either during the provision or after completion of any services, release to you any documents and documents held for you, provided that we are not at the time exercising our right to retain documents pending payment of outstanding fees and expenses or are prevented by any court order, undertaking or other legal constraint from doing so.
We may at any time scan, microfilm, or otherwise make electronic copies of any documents, including electronic documents or correspondence e.g. emails. We may agree to store title deeds, Wills and other especially valuable documents in safe custody for you if you require and, if we do, we will not, without your consent, destroy any such documents.
Unless expressly agreed in writing we will keep your papers including emails and any hardcopies thereof and whether in original, copy or imaged form for a minimum of 6 years. After 6 years we will automatically destroy these documents and any copies or images of your documents without reference to you. A copy of our retention policy is available on request.
We do not accept responsibility for the loss or damage of any item which we hold on your behalf unless we expressly agree in writing to the contrary.
If we take papers or documents out of storage in relation to continuing or new instructions to act for you, we will not normally charge for such retrieval.
If we retrieve your file from storage for another reason, we may charge you for:
- time spent retrieving the file and producing it to you;
- reading, correspondence, or other work necessary to comply with your instructions in relation to the retrieved file; and/or
- providing additional copies of any documents.
Where you wish to have your file, deeds or other documents, we will make these available for you to collect from one of our offices, during our normal working hours. Any additional fees such as for postage or use of a courier will be your responsibility. We reserve the right to insist upon the use of a courier or other secure delivery service due to security, size or importance of the documents involved.Should you for whatever reason wish to receive your file of papers from us, we are entitled to limit what we provide you with, to those papers and documents which you specifically own or are entitled to.
Conflicts between your interests and those of another client, or ourselves, may arise at any point in progressing your instructions. We check for such conflicts before accepting your instructions, but conflicts can occur whilst acting on your behalf and it is important that you notify us of any conflicts that you become aware of.
- Financial Services
Mogers Drewett are not authorised by the Financial Conduct Authority (FCA). However, we are included in 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 Solicitors Regulation Authority. The register can be accessed via the Financial Conduct Authority website: www.fca.org.uk/firms/financial-services-register
Whilst acting on your behalf we may identify the need to refer you to an independent financial adviser where we believe your situation warrants it and your best interest would be served by their advice. Unless you expressly inform us not to, we will refer you in the first instance to a separate company Mogers Drewett Financial Planning, to provide this advice.
Even if you give consent, we remind you that there is no obligation for you to contract with Mogers Drewett Financial Planning Limited and you are free to make your own decision as to whom you instruct.
Mogers Drewett Financial Planning is jointly owned by the partners of Mogers Drewett LLP and Centurion Wealth Management Limited, which is authorised and regulated by the Financial Conduct Authority. It is not part of our solicitor’s practice, and it is also not regulated by the Solicitors Regulation Authority. If you choose to instruct Mogers Drewett Financial Planning, they will act under separate terms of business which will confirm that any advice given is protected by the statutory provisions and protections afforded by the Financial Conduct Authority and includes Centurion’s Professional Indemnity Insurance, the Financial Services Compensation Scheme and the Financial Ombudsman Service rather than those of the Solicitors Regulation Authority.
- Anti-Money Laundering Regulations
To ensure compliance with the Anti-Money Laundering Regulations and associated legislation, we are required to verify the identity on an on-going basis of all our clients. We may also be required to identify and verify the identity of other persons such as directors or beneficial owners. If you or they do not provide us with the required information promptly, your matter may be delayed.
You agree that we may make checks using online electronic verification systems or other databases as we may decide. The results of the searches and copies of any identification documents that you provide, will be retained on your file or in a central electronic record and do not affect your credit record. We are entitled to charge for these searches. These records and search results will not be used for any other purpose unless authorised to do so under by law, or you have given us your consent.
You must not send us any money until we have told you these checks have been completed.
In certain circumstances, such as an order to comply with anti-money laundering Regulations and law relating to terrorist financing from time to time in force, we may be required, as a matter of law to provide information relating to a client or former client to the relevant authorities including the National Crime Agency and our Regulator. We may also be prevented from informing such clients or former clients that a disclosure has been made or of the reasons for it because the law prevents “tipping off”. We do not accept any liability for any resulting loss or inconvenience arising from our compliance with any statutory or regulatory requirement, whether justified or otherwise.
We will require you to notify us in the event that any funds for any matter or transaction are not provided from your own means (other than where a mortgage advance is involved). We reserve the absolute right to refuse to issue cheques or other form of payment to third parties and to carry out such checks or searches against the third party as we deem necessary.
All clients with funds deposited in a law firm’s pooled client account are considered to be beneficial owners of that account. Banks are not routinely required to identify the beneficial owners of law firm’s pooled accounts, as they do with most other accounts they issue. Pooled client accounts are granted this exemption on the proviso that this information is available upon request. In the event of our bank requesting information about the beneficial owners of our pooled client account, we have a legal obligation to disclose any information we have gathered as part of our client due diligence to them.
- Data Protection
Your privacy is important to us, and we are committed to keeping your information secure and managing it in accordance with our legal responsibilities under applicable data protection laws. We are registered with the UK Information Commissioner’s Office (ICO) as a data controller under registration number Z5629760.
We may record telephone calls and monitor emails for training, regulatory and compliance purposes.
- Our Duty of Confidentiality
We will treat any information which is confidential to you and which we obtain as a result of acting for you as strictly confidential, except where:
- you consent to the disclosure of the information; or
- it is necessary for the purpose of acting for you. Where this involves to third parties, we will seek agreements with them in respect of your confidentiality; or
- there is a legitimate interest disclosure to our auditors or other advisers or for the purposes of our professional indemnity insurance; or
- we are required under a professional obligation, such as communicating with a lender or other parties in a property transaction; or
- we are required by any law or other regulatory authority to which we are subject. These may include the Solicitors Regulation Authority or in the Information Commissioners Office or the National Crime Agency.
You may terminate our engagement at any time. To do so you should notify the person with responsibility for your matter and confirm the position in writing. We can keep all your papers and documents while there is still money owed to us for our charges or disbursements.
We reserve the right to terminate our engagement by you on notice to you which we will confirm in writing. However, we will only decide to stop acting for you with good reason, for example, if you do not pay a bill, you fail to comply with our request for a payment on account, or you fail to give us the co-operation which we are reasonably entitled to expect in order to carry out your instructions. We will give you reasonable notice that we will stop acting for you.
All fees, expenses and VAT up to the date of termination will be charged and become due.
We are not responsible for reminding you about important dates and/or any deadlines after our appointment has been terminated.
- Professional Insurance, Limitation of Liability and Fraud
The firm effects professional indemnity insurance covering our business activities in England and Wales with QBE UK Limited, AXIS Specialty Europe SE and Endurance Worldwide Insurance Ltd all of whom can be contacted via our brokers Marsh Ltd, The St Botolph Building, 138 Houndsditch, London, EC3A 7AW.
Unless we specifically agree in writing otherwise, you agree that:
(a) we will not have any liability for any loss, damage, costs or claim which arises as a result of, or in connection with, your use of our services except to the extent that such loss, damage, expense or claim is directly attributable to our deliberate act or our negligence (“our liability”), and that our liability will be subject always to a maximum of £3 million (for any one event or series of connected events);
(b) we will not have any liability for any loss you suffer as a result of any event or occurrence outside our reasonable control;
(c) we will not have any liability in any circumstances for any loss of business, loss of profits, loss of anticipated savings, loss of or damage to data, third party claims or any consequential loss which you suffer. We strongly advise you to insure against all such potential loss, damage, expense or liability;
(d) we will not under any circumstances be liable to you for indirect or consequential loss;
(e) without limiting the liability of the firm, you will not bring any claim in respect of any loss against any of our staff or members personally
(f) we do not owe, nor do we accept, any duty to any person other than you and we do not accept any liability or responsibility for any consequences arising from reliance on our advice by any person other than you.
(g) We are not responsible for any failure to advise or comment on matters falling outside the scope of our instructions, as set out in these Terms of Business and the Engagement Letter.
We do not exclude or limit our liability (if any) to you for personal injury or death resulting from our negligence, for fraud or for any matter which it would be illegal to exclude, limit or to attempt to exclude or limit. If any limitation or provision contained in this limitation of liability section is found to be wholly or partly invalid or unenforceable under any applicable statute or rule of law it shall to that extent be deemed omitted, but the validity of the other limitations or provisions in this section, the remainder of the provision in question and our other terms of business shall not be affected.
We will not be liable for any losses incurred by you resulting from any fraudulent misrepresentation (especially relating to property ownership or identity) by a seller to the seller’s solicitors/conveyancers. We will rely upon the seller’s solicitors/ conveyancers complying with their duty to identify the seller. If you have any concerns about the identity of the seller or suspicions of fraud from your own dealings with the property you must advise us immediately. Properties that are tenanted, empty, are of higher value or mortgage free and where the seller is not buying on are at higher risk of fraud. Also, transactions where the seller wants to exchange and/or complete quickly can be of higher risk.
- Taxation and Foreign Jurisdictions
Any work that we do for you may involve tax implications or necessitate the consideration of tax planning strategies. We may not be qualified to advise you on the tax implications of a transaction that you instruct us to carry out, or the likelihood of them arising. Unless we specifically agree with you to consider taxation issues, we are not responsible for the outcome. Therefore, you should ensure that you take such appropriate specialist advice as your case requires.
We will not give advice in relation to, or act on your behalf in respect of, foreign assets or jurisdictions, unless we have specifically confirmed this.
All our advice is given on the basis of the laws of England and Wales. To the extent we advise on documents governed by the laws of other jurisdictions, we will not be advising on any specific implications of the laws of those jurisdictions.
In non-contentious matters, please note that we are not undertaking to advise you on the suitability or advisability of a transaction or course of action, unless we have specifically confirmed this.
- Intellectual Property Rights
We retain all copyright and other intellectual property rights in everything developed by us either before or during the course of our engagement on your behalf, including rights in all reports, written advice or other materials provided by us. We grant a licence to you to use these documents and materials for the purposes for which they were created.
- Client Satisfaction
We hope that you are happy with our work. If you are not, then of course please raise the problem in the first instance with the person dealing with your matter. If that does not result in a resolution to your satisfaction, then your concerns would be referred to our Risks & Compliance Solicitor: John Grace. His contact details are as follows:
Telephone: 01749 835 273
Address: Bishopbrook House, Cathedral Avenue, Wells, BA5 1FD.
We have a formal complaints procedure, a copy of which can be provided upon request or viewed at: https://www.mogersdrewett.com/about-us/our-complaints- policy/.
If you are not happy with the way we handle your concerns then you may contact the Legal Ombudsman at Legal Ombudsman, PO Box 6167, Slough, SL1 0EH, or telephone 0300 555 0333 or www.legalombudsman.org.uk. There are time limits for bringing complaints with the ombudsman and details can be found on their website.