Terms of Engagement

TERMS OF ENGAGEMENT

INTRODUCTION

These Terms of Engagement (“Terms”) will apply to all legal, advisory, project and consulting services and related (“Services”) provided by Ayesha Dawood Attorneys (“we”, “our”, “us”) to our Clients (“you”).

These Terms are effective immediately and supercede any prior arrangements, documentation or agreements. By engaging us you are deemed familiar with these Terms and it is your responsibility to either request a copy of these Terms or to obtain an updated copy from our website. Our Terms are available on request.

Ayesha Dawood Attorneys may, if it deems necessary amend these Terms during the course of an engagement. Amendments will be published on our website. In the event that you do agree to the amendments, you may cease your engagement with us from the date on which the amendments are effective by providing us with written notice. You will remain liable for any fees invoiced prior to the date on which your engagement ceases.

AUTHORITY

By appointing us to provide the Services, you warrant that you are duly authorised to instruct us and grant us the authority to act on your behalf in relation to all matters necessary or incidental to the proper provision of the Service including:

– Signing any and all necessary documents;
– Incurring and any all necessary legal expenses; and
– Engaging counsel and any and all appropriate expert third parties.

JURISDICTION

Ayesha Dawood Attorneys practices South African law.

FOREIGN LAW

We may when necessary and appropriate, obtain advice on matters of foreign law from suitably qualified foreign legal advisers on your behalf. For this purpose we shall be deemed to be authorised by you to disclose all relevant information to the foreign legal adviser. In such circumstances our role will be limited to obtaining and communicating the advice rendered by the foreign legal adviser without responsibility or liability on our part for the accuracy or content of such advice.

SERVICES

We offer legal services as and when required.

We also offer and we may also agree, should you wish on the Scope of Work comprising the Services to be undertaken on each occasion. The Scope of Work agreed will be documented and signed by both you and us and that document will become a schedule to and an integral part of these Terms. We also offer

Insourcing (where we can assist you in your business in house for a period) and Virtual Counsel (where you can access our expertise and advice on a regular/ defined period) Services which will be agreed in a Scope of Work.

FEES AND DISBURSEMENTS

Our fees are based upon the appraisal of the professional Service offered. In determining the fee in each matter we give consideration to:

– The time and labour expended;
– The skill, specialised knowledge and responsibility required to perform the Services;
– The volume and length of documents to be reviewed or prepared;
– The urgency and circumstances in which the matter is undertaken and any time limitations imposed, including those imposed by you;
– The degree of risk assumed by us in undertaking the Services including the amount or value of the matter or risks involved;
– The experience, reputation and ability of the personnel working on your matter;
– The possibility that the acceptance of the instructions will preclude engagement of us to other clients;
– If your instructions require us to work outside normal business hours or in weekends and public holidays we reserve the right to increase our hourly rates.
– Our fees will be billed at the standard rate in force when our Services are delivered.
– The fee structure agreed upon.

FEE OPTIONS

We have 3 fee options available: Hourly Fee; Flat Fee & Retainer Fee

Hourly

Unless agreed to otherwise, we operate on an hourly fee basis. Out fees are billed at the standard rates in force when our Services are delivered.

We require that you pay a deposit prior to commencement of Services. The amount of deposit will vary depending on the nature of the matter and must be paid up-front. You are required to maintain the deposit by paying our invoices in full, irrespective of the deposit held. Services will only commence once the deposit has been received in full.

We will invoice you for work done that month and deduct our fees and disbursements for that month from the deposit unless we have agreed otherwise (for example, where you have instructed us to invest your monies as permitted in law).

Flat Fee

We also offer flat fee structures for certain Services especially projects with specific deliverables which may include research, preparation of documents, reports and opinions. Flat fee structures vary and we will be happy to assist you with payment terms where possible should you have budgetary constraints.
We require that you pay a deposit prior to commencement of Services. The amount of deposit will vary depending on the nature of the matter and must be paid up-front. The deposit may be equal to the proposed fee or it may be a percentage of the proposed fee.

Retainer

Retainer fees are ideal if you require regular access to our Services and on -going work and support. They encompass commercial matters, litigation, pro-active scoping of laws and regulations, compliance/ governance support, advice and attendances.

Retainer fees can either be set for a fixed period or be on-going subject to you providing us one month’s written notice of termination.

Retainer fees are for each specific retained month and are not refundable should you not make use of the full amount of time provided in your Retainer fee. If we do work that exceeds the Retainer’s parameters in a given month, we do not deduct this excess from the following month’s Retainer. We may invoice you for excess work done on an agreed basis.

Retainer fees are payable in advance on or before the 7th day of the month in which we render Services. The advance payment requirement is one of the rationales for the discount we apply to our retainer fees.

Disbursements

The following disbursements will be charged to your account.

– Counsel’s fees;
– Third party Costs: costs paid to third parties on your behalf or third party charges for Services on your behalf;
– Revenue stamps;
– Sheriff’s fees;
– Telephone call including International calls made on your behalf;
– Courier fees;
– All printing, photocopying and necessaries;
– Accommodation and Travel where applicable (Please refer to our Travel Expense terms)

Fee-Related Comments

Fee quotations are valid for 30 days from the date the quotation is issued.

We will only commence work once we have received the requisite deposit or agreed fee. We will suspend work on your matter if our fees remain unpaid after they fall due. We will close your file, should our invoices remain unpaid within 10 days of the date on which payment was due. You agree to indemnify us and waive any claim you may have against us which may arise out of our suspension of work on your file or should we close your file due to non – payment of our invoices. You agree to pay all costs we may incur in recovering overdue amounts from you including but not limited to collections fees, interest at the prescribed legal rate, attorney’s fees on an attorney and own client scale and 3rd party providers’ fees and disbursements.

PAYMENT TERMS

All invoices are to be paid within 7 days of receipt of invoice or as set out in any Scope of Work.
Payments must be paid into our account, details of which are stated on our invoices.

TRAVEL EXPENSES

All air travel shall be business class and all accommodation shall be at a five star graded hotel. While we do not charge you for auto mileage for local travel in Johannesburg all other auto travel will be at the car hired rates or country guidelines allowable per kilometer where a personal auto is used.

CLIENT’S MONIES

We hold clients’ money in an account separate from the firm’s money (this includes deposits). This account is known as a “Trust Account”.

We reserve the right to pay fees and disbursements out of these funds unless these funds are to be specifically held in reserve for other purposes.

Interest on balances in our Trust Account is by law payable to the Law Society unless you instruct us to invest these monies in an interest bearing account for your benefit, in which case we require a written mandate from you in this regard. If you would like further information, do not hesitate to ask us.

FICA

The Financial Intelligence Centre Act No. 38 of 2001 as amended (“FICA”) imposes certain legal obligations on law firms.

One of our principle obligations in terms of FICA is that prior to acting for a client we are obliged to collect and verify certain prescribed information. We will request information from you which we are obliged to obtain and the documentation to be furnished to us to verify such information. Our failure to comply with FICA imposes severe penalties on us.

We will and can only begin working on your file once we have received the FICA documents. Please send the required documentation and information to us either by email, fax or hand delivery.

INSURANCE COVER

We hold professional indemnity insurance through the Attorneys Insurance Indemnity Fund.
The Law Society maintains the Attorneys Fidelity Fund for your protection against misappropriation of trust funds.

CONFIDENTIAL INFORMATION

We will during the course of our engagement with you have access to Confidential and Proprietary information. We honour the attorney and client confidentiality privilege and do not disclose such Confidential and Proprietary information except under compulsion of law.

CONFLICT OF INTEREST

We will conduct a conflict check prior to retention. We will only commence work once we have confirmed there is no conflict of interest. We will immediately advise you if we become aware of any potential conflicts of interest during the course of our work.

CONFIDENTIALITY OF COMMUNICATIONS AND THE INTERNET

We do not guarantee the confidentiality of any communications sent by e-mail, the Internet, the contact form of this website or left on voice messages. While the majority of Internet messages reach their destination safely, the Internet is neither private nor secure, nor do Internet services guarantee prompt and accurate delivery of messages. We advise you, for security and reliability reasons, consider the risks of using the Internet for sending to us or receiving from us messages or documents which are confidential or time critical.

We may correspond with you by electronic communication unless you instruct us not to do so. We will take all reasonable care but will not be responsible for any risks associated with electronic communication. If you choose to contact us or send us documents, or ask us to communicate with you or send you documents via electronic communication we will assume that you wish communications between yourselves and ourselves to be conducted via the Internet notwithstanding the security and reliability issues mentioned above.

Unsolicited information may not be treated as confidential and will not be protected by attorney client privilege. Accessing or using this website does not create an attorney client relationship unless we agree to represent you.

RETENTION OF FILES

We retain files for a minimum period of 5 years from the commencement of the matter or such other period as the law may prescribe. We may destroy such files as we consider appropriate after this period without any prior notice to you. By default, we store documentation in a digital format on various forms of digital media. This practice may require that we have documentation in our possession converted into digital format by third party service providers, which you specifically consent to.

COPYRIGHT

Copyright in and to documents and content created for you in the course of carrying out work for you generally vests in Ayesha Dawood Attorneys.

TERMINATION OF INSTRUCTIONS

You are liable for fees and disbursements up to the date of termination and any fees and disbursements attendant with the transfer of such work to an adviser of your choice. We reserve the right to withhold files if our fees and disbursements are unpaid.

LIMITATION OF LIABILITY

You agree that we (or our servants, agents, contractors or other persons for whom we may be liable in law or in whose favour this constitutes a stipulation alteri) will not be responsible for any indirect or consequential loss including loss of profits, damage suffered by you during the course of or following from the Services, however same may arise and whether arising in contract or delict.

FORCE MAJEURE

We will not be liable in any way for failure in performing our obligations under these Terms if the failure is due to causes outside our reasonable control including but not limited to vis maior, casus fortuitous and force majeure which will include acts or omission of government, government agencies, provincial or local authority, any laws or regulations having the force of law, civil strife, riots, insurrection, sabotage, acts of war, illegal strikes, interruption of transport, floods, storms, fire or acts of God without limitation eiusderm generis.

DISPUTES

In the event that any claim, matter or dispute arises between you and us out of or in connection with these Terms or your use of or access to the website then we undertake to use our best endeavours to settle such dispute amicably and expeditiously. We accept that both you and we shall meet within 5 business days to resolve the dispute. Where the dispute has not been resolved after we have met and it appears that no resolution may be possible, such claim, matter or dispute may, at our election be referred to an independent arbitrator. If we are unable to agree to the appointment of an independent arbitrator, any one of us may request the chairman of the Johannesburg Bar Council to appoint an arbitrator to determine the matter in accordance with the Arbitration Act. The cost of arbitration shall be borne equally by each party.

LINKS TO THIRD PARTY WEBSITES

Our website has been designed to be a resource for information on matters that might be of interest to current or potential clients. Consequently, there are links throughout the website to third party websites. These links are provided for convenience only and do not mean that we endorse or recommend the information contained in the linked websites or guarantee its accuracy, timeliness or fitness for a particular purpose. We take no responsibility for the content or practices of third party websites.

GOVERNING LAW

These Terms shall and be governed by and interpreted according to the laws of the Republic of South Africa. The parties hereby consent to the jurisdiction of the South African courts in the event of any dispute arising out of or in connection with these Terms or the Scope of Work.
These Terms of Engagement were published on 27 October 2014.