Document Drafting Terms of Service
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Last Modified: December 1st, 2020
TERMS OF SERVICE
Agreement between you and Zegal Limited.
We are Zegal Limited (trading under the brand Contracts4U), company number 11038760 and with a registered address at 83 Ducie Street, Manchester, United Kingdom, M1 2JQ (Contracts4U, we and us).
You are not permitted to assign, transfer or otherwise dispose of your rights or obligations under the contract.
By paying our invoice you agree that these terms shall govern the relationship between you and us in relation to the Services.
Contracts4U is not regulated by the Solicitors Regulation Authority (SRA) but the solicitors and other legal professionals who we employ or engage to provide you with the Services are. Each of our solicitors follows the SRA Standards and Regulations available here: https://www.sra.org.uk/solicitors/standards-regulations/
We’re here only on email and telephone from 9:30am to 5pm, Monday to Friday – excluding bank holidays (Business Hours).
We will provide you with the legal services set out below.
Our Services are based on the information you give us, so please make sure you tell us everything we need to know. The more accurate and relevant the information, the better the service.
The intellectual property in the product of the Services is owned by Contracts4U and you alone will have a non-exclusive, perpetual, free of further charge licence to use the product so far as is reasonable for the purposes set out in the Engagement Letter.
What you can expect from us
We will always:
- Communicate with you in plain language;
- Respond to you in a timely manner;
- Provide you with timely progress reports;
- Obtain your approval before sending out to anyone else any important letters or documents; and
- Complete the work to the standards expected of a solicitor.
Things we can’t or won’t do:
- Speak to anyone who contacts us on your behalf, unless you’ve already given us permission to do so;
- Give advice for someone else;
- Guarantee that you’ll always speak to the same person when you call us. If you email us, we’ll try to make sure the same person advises you, but we can’t guarantee this;
- Advise you if there’s a conflict of interest (a conflict occurs where you interests clash with the interests of another Contracts4U client). Data-protection laws mean we can’t always say what the conflict is;
- Advise you if it’s against the law or other regulations. Our lawyers follow the SRA Handbook. We won’t be able to advise you if it means breaking these rules;
- Provide advice on:
- Taxation of any sort so we will not be responsible for the effect of taxation on you or otherwise from any document or procedure created by us;
- Financial investment; and
- Law outside England and Wales so we will not be responsible for the effect of any document, or procedure that is governed by the laws of a jurisdiction outside England and Wales
- Taking any action in court or arbitration.
We will advise you according to the law in force when we give our advice. Afterwards, if there is a change in the law, we will not update our work or advice, unless we have agreed to do so under a new Engagement Letter for a new Fee.
What we need from you
To ensure that we provide the best service possible, we need you to:
- Provide us with documents to confirm your identity (eg your passport and a utility bill);
- Tell us everything about your case the outset and any information that comes up whilst we are completing the work;
- Respond to our communications quickly; and
- Treat us with respect. Any aggressive or unreasonable manner towards any member of Contracts4U will not be tolerated and may result in cancellation of the Services.
We will not retain a physical copy of documents. However, in the unlikely circumstance that you provide us with physical documents, upon completion of the Services we will return to you original documents you have given to us, unless you consent to their destruction.
We will keep an electronic copy of documents for such time as we reasonably judge (at least 6 years from their creation) or as required by law, after which we may destroy them without reference to you.
Your file may be scrutinised by an outside body such as our accountants, the SRA and other similar or accreditation bodies for audit and quality control purposes.
Protecting your personal data
We will not disclose any information about your affairs with anyone else unless you have given us your prior consent, except as provided below or as required by appicable law.
Your communications with us might not be covered by legal professional privilege which allows you to refuse to disclose certain confidential, legal communications to third parties – this includes court, tribunals, regulatory bodies and enforcement agencies. Legal privilege is a right that can only be waived by you as the client and means that we may refuse to disclose anything (unless we suspect illegal activity) without your consent.
Contracts4U operates under an agreed fixed fee structure. This means that you will only be charged for the amount listed in the Engagement Letter(s) or as otherwise agreed by us in writing for any further Services. This means that the amount you pay to us is for only the work we have agreed within the Services, and we will not be obliged to do anything beyond that work, unless we separately agree in writing with you another Fee and you have paid it to us.
The Fee does not include VAT. We are not registered for VAT with HM Customs and Excise.
You will make all payments to us as described in your invoice provided with the Engagement Letter(s).
We will not start any Service until we have received full payment for that Service. You will not have engaged us to provide the Services until you have paid our invoice. This inevitably means that sometimes a delay will occur in the start of further Services.
Money paid for agreed fixed fees will be held and used as part of our own money in our business account – an account that is not specifically ring fenced, as an account containing client money (as defined by the SRA) would be.
A disbursement is money that we have to pay to a third party (eg a charge for a third party search). All reasonable disbursements have been anticipated and included in your Fee.
In the unlikely event that there are, without our fault, further disbursements, we will contact you immediately to discuss how you would like to proceed, and you might have to pay the amount of such disbursements as above in advance of our being able to continue with the Services, otherwise we will have to delay or stop the Services. Money paid for disbursements will be held and used as part of our own money in our business account – an account that is not specifically ring fenced, as an account containing client money (as defined by the SRA) would be.
If we find that we do not need to pay a disbursement by the end of the Services, we will promptly repay to you an amount equal to it, to your credit or debit card account.
Stopping the Service
You can stop our work immediately by emailing us. You may need to describe the reason why you want to. Once you have paid for the Services refunds will only be provided at our sole discretion.
You acknowledge that by engaging us you waive the right to any statutory 14 day cancellation period.
We may by notice by email suspend or stop the work immediately if we find that:
We can’t act because of a conflict of interest;
The relationship between you and has broken down; or
You have committed a serious breach of the contract and, if such breach is capable of remedy, you fail to remedy the breach within 30 days’ written notice specifying the breach and requiring it to be remedied.
You may by notice by email suspend or stop the work if we have committed a serious breach of the contract.
For situations where we have stopped the work, you may be entitled to a refund of the fair portion of the fees which represent the work not yet completed.
The SRA requires us to carry professional indemnity insurance and our qualifying insurer is Caunce O’Hara. Our insurance policy number is RTT269457-3131068. We can change the insurer and so the terms of the insurance can change from time to time. The insurance will cover our activities carried on only in England and Wales.
Limitation of civil liability by contract
Our aggregate liability to you (including, without limitation, liability for legal and other fees, costs and disbursements) however arising is limited to the amount which is paid out under our professional indemnity insurance policy in respect of the claim concerned plus the amount of the excess or deductible under such policy.
We are only liable for the losses we cause directly.
You can only claim (however arising) against us, and not against any of the following (even if they have been negligent): our shareholders, members, directors, employees, consultants, barristers, solicitors, agents, or any other entity whatsoever, including, without limitation, any other entity in the group of companies of which Contracts4U forms a part. If anyone signs a document in his own name, that does not mean that the signatory accepts any personal legal liability. Each person mentioned in this paragraph can enforce the benefit of this paragraph pursuant to the Contracts (Rights of Third Parties) Act 1999. We emphasise that Contracts4U is solely liable for the Services carried out on its behalf by those persons.
There will be no liability in respect of any such claim however arising unless you give us no later than 6 months after the date of completion of the Services written notice (eg by email) of the claim, stating in reasonable detail the nature of the claim and your best estimate of the amount claimed by you.
Despite the other provisions in the contract, liability will not be excluded or limited by any provision in the contract to the extent prohibited or limited by law and nothing will affect liability
for death or personal injury caused by negligence or for fraudulent misrepresentation or other fraud.
The term “however arising” when used or referred to in the contract covers any and all causes and actions giving rise to liability arising out of or in connection with the contract and/or the Services, whether arising by reason of any misrepresentation, negligence, other tort, breach of statutory duty, repudiation, renunciation or other breach of contract, restitution or otherwise, whether caused by any total or partial failure or delay in supply, and whether deliberate (but not in bad faith) or otherwise, however fundamental the result.
No party will be liable to another if it fails to meet its obligations due to a matter beyond its reasonable control.
The exclusions and limitations of liability contained in the contract will apply regardless of whether the loss or damage was foreseeable or whether you notify us of the possibility of any greater loss or damage.
The contract and these terms and conditions are governed by the law of England and Wales. Disputes must be submitted to the jurisdiction of the courts of England and Wales or where you live in Scotland or Northern Ireland.
Contracts (Rights of Third Parties) Act 1999
Unless otherwise stated, no provision in the contract is enforceable under the Contracts (Rights of Third Parties) Act 1999 by a person who is not a party to the contract other than any lawyer or other person employed or engaged by
Contracts4U and any other entity in the group of companies of which
Contracts4U forms a part, although the parties may rescind or vary the contract without the consent of any person.