1.1 These terms and conditions are the “Terms” defined in the Retainer letter between the named client (“you”) and Oldham, Li & Nie Solicitors of Suite 503, St. George’s Building, 2 Ice House Street, Central, Hong Kong (“OLN”) in respect of all work that OLN will undertake for you in the matter in respect of which you have recently instructed us and to any other matter in which you instruct us in the future. (“Instructed Matters”).
1.2 The Terms and OLN’s Retainer (“Retainer”) apply to the exclusion of all other oral and written terms in respect of all work that OLN undertakes for you unless otherwise agreed by OLN in writing. Neither the Terms nor the Retainer may be amended unless agreed by OLN and you in writing.
1.3 These Terms may be amended from time to time by OLN. In the event of any change to the Terms, reasonable efforts will be taken by OLN to give you seven days’ prior written notice and, if you do not raise any written objection to such revisions during such period, then the revised Terms shall be binding upon you.
1.4 A Chinese version of these Terms is available on OLN’s website (www.oln-law.com/ChineseTerms) for reference purposes only. In the event of any conflict between the English and Chinese versions of these Terms, the English version shall prevail.
1.5 Part of OLN’s services may be rendered by companies owned and controlled by OLN. For such purpose, the reference to “the Firm” includes OLN’s service companies which currently comprise OLN Corporate Services Limited, OLN Accounting Services Limited and OLN IP Services Limited.
- Fees & Payment
2.1 OLN’s charges are calculated according to various factors provided for by the Legal Practitioners Ordinance, primarily reflecting the time expended in carrying out your instructions, the complexity of the Instructed Matters and the seniority and experience of the handler concerned. Each Partner, Associate, Trainee Solicitor, Legal Executive or Legal Clerk (“Fee Earner”) is allocated an hourly rate and this ordinarily forms the basis of OLN’s charges to you. OLN reserves the right to alter these rates from time to time without further notification to you. In such circumstances the new rate will be payable from the date shown in OLN’s next invoice. When new Fee Earners join the Firm their charging rates will in general be based upon the hourly charging rate then applied to other such Fee Earners of similar qualification and experience. The Firm has a formal system of time recording, so that there is an accurate record of the time spent on each client’s matter.
2.2 As mentioned in the Retainer, from time to time OLN may ask you to pay costs on account of future fees or disbursements which OLN is likely to incur on your behalf. As the Instructed Matters progress, whether contentious or non-contentious, monies on account may, in OLN’s discretion, be used up to settle fee invoices, OLN may request additional amounts from you to ensure that a balance is maintained throughout the duration of the engagement.
2.3 OLN reserves the right to submit monthly invoices to you, each of which is a final invoice for the amounts stated, before completion of the matter.
2.4 All OLN invoices rendered are payable immediately and you agree to settle such invoices within 30 days. After this time, all outstanding invoices will be subject to interest at the rate of 2% per month. OLN reserves the right to exercise a lien over your file, papers or work product until all such invoices are paid in full.
2.5 From time to time, OLN shall submit invoices to you setting out costs and disbursements and the fee notes of Counsel and other third parties (if any) received by OLN in connection with the Instructed Matters. Invoices will usually be delivered on a monthly basis or upon completion of recognised stages or work in your instructions or at a time OLN deems appropriate by virtue of the value of work done or disbursements incurred to that date or the length of time that may have elapsed since receipt of your initial instructions or delivery of OLN’s previous invoice. Invoices delivered in accordance with this paragraph represent OLN’s final invoices to you for the work to which they are stated to relate and you agree to pay them.
2.6 OLN may, in its absolute discretion, use any amounts that it holds on account or other funds deposited with OLN to settle any such invoices.
2.7 It is your right to demand a “taxation” (that is review by the court) of any of the invoices delivered by us. This right must be exercised within 30 days of delivery. After 30 days a taxation may be ordered if you apply to the court but the court has the discretion whether to order taxation and to impose terms.
2.8 In the event that you request OLN to send invoices to parties other than you, then you as the client unconditionally and irrevocably guarantee to OLN the payment of those invoices. OLN will look to you for payment of those invoices irrespective of the fact that they are addressed to a third party.
2.9 Our invoices and requests for costs on account can be paid by internet/ATM or Telegraphic Transfer to our account below.
The Hong Kong and Shanghai Banking Corporation Ltd
Hong Kong Main Branch
HSBC Main Building
1 Queens Road Central, Hong Kong
Account Name: Oldham, Li & Nie, Solicitors
Account No: 652 – 059478 – 838
Swift Code: HSBCHKHHHKH
- Termination of Retainer
3.1 There may be certain circumstances, which might include, for example, a case where OLN is unable to obtain proper instructions from you, or where invoice(s) or a request for costs on account have not been paid for more than 30 days or where a conflict of interest arises, in which OLN would not be able to continue acting for you. Obviously, OLN hopes that such a situation will not arise. However, in such circumstances OLN reserves the right to cease to act for you upon reasonable notice to you and, if appropriate in contentious matters, to apply to the court to be removed from the court record as acting for you.
- Client Due Diligence Obligations and Privacy
4.1 To fulfil the requirements of the Guidelines on Anti-Money Laundering and Terrorist Financing issued by the Hong Kong Law Society, (the “AML Guidelines”), OLN must request you to provide certain documents and information to complete required client due diligence procedures.
4.2 Without limiting the generality of the above, OLN will require you to complete a Client Information Form and provide OLN with the supporting documents as set out in the Client Information Form.
4.3 OLN may request from you additional documents and information throughout the duration of OLN’s engagement when they are in OLN’s view necessary to satisfy the requirements of the AML Guidelines. You acknowledge that if such documents or information are not made available to OLN as requested, OLN may not be able to continue to act for you.
- Limitation of Liability
5.1 OLN will provide professional legal services and will use all reasonable efforts to provide the services in an efficient and timely manner, using the necessary skill and expertise to an appropriate professional standard. However, as a law firm, OLN acknowledges that there is always a possibility of claims being made against it and considers it appropriate and commercially reasonable to apply certain limitations on liability to safeguard OLN from any onerous claims.
5.2 In the event that you make a claim against OLN, OLN sets out, and you accept, the limitations which apply to OLN’s liability in respect of the provision of legal services. The limitations as set out below are accepted by both OLN and you to be fair and reasonable, given the duties OLN is undertaking as your legal representative(s), the amounts which OLN is entitled and the availability (and cost) of professional indemnity contributions.
5.3 To the extent permitted by law, you agree that to the extent that any loss or damage suffered by you is attributable to negligence, fault or lack of care on your part or on the part of any person for whom you are responsible, OLN is not liable (in contract, tort or otherwise) for any such loss or damages and shall only be responsible for such loss or damage arising as a reasonably foreseeable consequence of OLN’s default or negligence.
6.1 If any of these Terms or any terms in the Retainer seem unclear to you, please seek clarification as soon as possible from the Fee Earner responsible for the Instructed Matters, otherwise OLN shall consider that by OLN continuing to act for you, that you understand and accept these Terms and the Retainer.
6.2 In the event that the Retainer is addressed to more than one party as client, (or OLN is retained by two clients on the same matter) the obligations as provided for herein are (unless otherwise agreed by OLN in writing) joint and several obligations. You jointly and severally agree that OLN can recover all of its costs and disbursements against all of you or any one of you. You jointly and severally agree that if any of you do not wish to proceed in respect of the Instructed Matters then OLN can continue to act for the other and recover any costs to which any of you is entitled on a joint and several liability basis for the benefit of the remaining client(s).
6.3 The laws of Hong Kong shall govern the interpretation of these Terms and the Retainer and any dispute, claim or proceedings arising out of or relating to them or the breach, termination or invalidity thereof, shall be submitted to the exclusive jurisdiction of the Courts of Hong Kong.
6.4 The Retainer and these Terms together constitute a legally binding contract between OLN and you.
6.5 By submitting the signed OLN Retainer, you hereby acknowledge that you have read and accept these Terms and have discussed any questions or concerns you have regarding them and/or the Retainer and have received a copy of the same. You agree to retain OLN in accordance with these Terms and the Retainer.
We look forward to being of assistance to you.