Standard Terms of Engagement

Conveyancing Services Limited – T/A PROPERTY LAW SERVICES and/or
CG Legal & Conveyancing Limited – T/A PROPERTY LAW SERVICES BAY OF PLENTY

1. General

These Standard Terms of Engagement (“Terms”) apply to every current and future engagement between you and the firm, whether or not a further copy is provided to you.

We may amend these Terms from time to time. Where we do, we will provide you with the amended Terms, and any continued instructions from you after that date constitute acceptance of them.

Our relationship with you is governed by New Zealand law, and the New Zealand courts have exclusive jurisdiction.

2. Services

The services we will provide to you (“the Services”) will be recorded in writing, together with any further instructions you give us in writing (or which we record in writing).

Scope limitation. We do not provide tax, bright-line, GST, accounting, investment or financial advice. We strongly recommend that every client obtain independent advice from a qualified tax professional or accountant on any tax or GST implications arising from their transaction. Our engagement is strictly limited to conveyancing services in relation to the transaction and does not extend to advising on tax, GST, accounting or financial matters.

3. Communications and Authority to Act

You will provide us with contact details, including your email address, postal address and telephone numbers. You must tell us promptly if any of your contact details change. We may provide documents and other communications to you by email or other electronic means.

We may take and accept instructions from an individual client who is the sole owner, or from any authorised director, trustee or officer in the case of a company or trust. Where we act for more than one joint owner, instructions from one joint owner bind all joint clients unless you tell us otherwise in writing at the outset of the engagement. You confirm that any person giving us instructions is properly authorised, and we may rely on instructions given verbally, in writing or electronically.

4. Fees and Charges

The basis on which we charge our fees is set out as follows:

If we have provided a written fixed fee quote in an email or by way of a letter, that fee applies only to the agreed scope of the Services. Work falling outside that scope will be charged on an hourly basis. We will advise you as soon as reasonably practicable if it becomes necessary to provide services outside the agreed scope and, if requested, provide an estimate of the likely further costs.

Each author’s charge-out rate is $350 plus GST per hour. Each transaction will be billed on an hourly basis unless a fixed fee quote has been provided to you in writing before any work commences.

5. Fee Deposit – Non-Refundable

Upon acceptance of these Terms of Engagement, the Client agrees to pay an upfront fee deposit in the amount of $300.

The fee deposit is payable immediately upon acceptance of these Terms of Engagement and before commencement of the Services.

The deposit will be applied towards our professional fees for work undertaken in connection with the Client’s matter.

Where the Client subsequently cancels, withdraws instructions, or elects not to proceed with the transaction, we reserve the right to retain the deposit to the extent that it covers professional services already performed and any other amounts lawfully payable under these Terms of Engagement.

Any unused portion of the deposit will be refunded where required by law. Where our professional fees exceed the deposit, the Client remains liable for the outstanding balance.

6. Disbursements and Expenses

In providing the Services, we may incur disbursements and make payments to third parties on your behalf. You authorise us to incur disbursements reasonably necessary to provide the Services, which may include search fees, registration fees, and travel and courier charges. You also authorise us to make payments to third parties reasonably required to undertake the Services, which may include experts’ costs or counsel’s fees.

These amounts will be included in our invoice to you, shown as “disbursements”, when the expenses are incurred, or in advance where we know we will be incurring them on your behalf.

7. Office Service Charge Fee (Administrative Expenses)

In addition to disbursements, we may charge a fee of up to $250, or such other amount as may apply, to cover out-of-pocket costs not included in our fee and not recorded as disbursements. These include photocopying and printing, postage and telephone calls, and Electronic/DocuSign facility.

8. GST

Our services will usually attract Goods and Services Tax (GST). Where GST applies, it is payable by you on our fees and charges.

9. Invoices

We will send you interim invoices, usually monthly, and on completion or termination of the engagement. We may invoice you more frequently where we incur a significant expense or undertake a significant amount of work over a shorter period.

10. Payment

Invoices are payable within 7 days of the date of the invoice, unless alternative arrangements have been agreed with us in writing.

You authorise us to deduct our fees and other expenses from funds held in our trust account on your behalf, on provision of an invoice to you, unless those funds are held for a particular purpose.

If you have difficulty paying any of our accounts, please contact us promptly so that we can discuss payment arrangements.

If your account becomes overdue, we may:

• require interest on any amount more than 14 days overdue, calculated at 5% above the overdraft rate our firm’s main trading bank charges us, for the period the invoice remains outstanding;
• stop work on any matter in respect of which we are providing services to you;
• require payment of further fees in advance, or other security, before recommencing work; and
• recover from you in full all costs we incur (including on a conveyancing practitioner, solicitor or client basis) in seeking to recover the amounts from you, including our own fees and the fees of any collection agency.

Payment may be made by electronic transfer.

11. Fees and Disbursements in Advance

We may ask you to pre-pay amounts to us, or to provide security for our fees and expenses. We may do so at any time, on reasonable notice.

12. Third Parties

Although you may expect to be reimbursed by a third party for our fees and expenses, and although our invoices may at your request or with your approval be directed to a third party, you remain responsible for payment to us under these Terms if the third party fails to pay.

13. Trust Accounting

We operate a trust account. All money received from you or on your behalf will be held to your credit in that account.

Payments out of the trust account will be made either to you or to others with your authority. Written authorisation from you — and, where we act for more than one of you, from all of you — will be required before any payment is made to a third party. Before making a payment to another account, we may require verification of the account details, by provision of, for example, a copy of a deposit slip, cheque or bank statement showing the account number, a signed authority from you including the bank account details, or a signed letter from the relevant financial institution providing the account details.

A full record of our trust account is kept at all times. A statement of trust account transactions detailing funds received and payments made on your behalf will be provided to you periodically and at any time on your request.

Unless it is not reasonable or practicable to do so, where we hold significant funds for you for more than 4 weeks, we will place them on an interest-bearing deposit with a bank registered under section 69 of the Reserve Bank of New Zealand Act 1989, subject to you having completed to the bank’s satisfaction any request for information relating to the deposit or any certification the bank requires. Interest earned on the interest-bearing deposit, less withholding tax and an interest administration commission payable to us of 5% of the interest, will be credited to you. There will also be an additional administration fee of $350 plus GST for the initial transfer and documentation required to transfer funds to the interest-bearing term deposit account.

14. Authority to Journal Funds Between Files

You authorise us to journal funds held in our trust account on your behalf from one of your files to another of your files, where that transfer is reasonably necessary to complete a transaction in respect of which you have engaged us.

This authority is given on the following basis:

(a) Implied in the retainer. This authority is implied in, and forms part of, our retainer. It applies to every engagement unless you tell us otherwise in writing at the outset, or withdraw it in writing at any time.

(b) Scope. The authority extends to journalling between any of your files, necessary to complete transactions.

(c) Contemporaneous settlements and completion of a purchase. Where you are purchasing a property and the funds required to complete that purchase are not yet available in cleared funds, we may apply funds held to your credit on another of your files — including, where applicable, the proceeds of a contemporaneous sale of another property — toward completion of the purchase, so that settlement can occur on the day appointed. Where a purchase depends on the proceeds of a sale, or where completion of two or more transactions must occur together, you authorise us to journal funds between those files on the settlement date in whatever order is required to complete each transaction. You acknowledge that funds journalled from a sale file will have been applied toward the purchase before the sale proceeds are finally reconciled.

(d) Notice. Where we journal funds under this authority, we will record the transfer in our trust account records, show it in the statement of trust account transactions provided to you under clause 13, and advise you as soon as reasonably practicable after the transfer is made.

(e) Limits. This authority applies only to funds properly held to your credit and not held for a particular purpose.

15. Confidentiality and Personal Information

We will hold in confidence all information concerning you or your affairs that we acquire in the course of acting for you. We will not disclose that information to any other person except:

(a) to the extent necessary or desirable to enable us to carry out your instructions; (b) as expressly or impliedly agreed by you; (c) as necessary to protect our interests in respect of any complaint or dispute; or (d) to the extent required or permitted by law.

16. Verification of Identity

The Anti-Money Laundering and Countering Financing of Terrorism Act 2009 requires us to collect from you, and retain, information required to verify your identity. We may therefore ask you to show us documents verifying your identity, such as a passport or driver’s licence, and we may retain copies of those documents. We may also perform such other customer verification checks as to your identity, and checks as to the source of any funds associated with any transaction to which the Services relate, as we consider to be required by law.

17. Compliance

We are obliged to comply with all laws applicable to us in all jurisdictions.

We may be required to undertake customer due diligence on you, persons acting on your behalf, and other relevant persons such as beneficial owners and controlling persons. We may not be able to begin acting, or to continue acting, for you until that due diligence is completed.

To ensure our compliance and yours, we may be required to provide information about you, persons acting on your behalf, or other relevant persons to third parties, such as government agencies. There may be circumstances in which we are not able to tell you or those persons that we have provided such information.

Please ensure that you, and any of the persons described above, are aware of and consent to this. It is important that all information provided to us is accurate. If the information required is not provided, or is considered by us to be potentially inaccurate, misleading or in contravention of any law, we may terminate or refuse to enter into an engagement.

18. Conflicts of Interest

We are obliged to protect and promote your interests to the exclusion of the interests of third parties and of ourselves, as set out in the Lawyers and Conveyancers Act (Conveyancers: Conduct and Client Care) Rules 2008 (“the Rules”). A situation may nevertheless arise in which we have a conflict of interest.

We have procedures in place to identify and respond to conflicts or potential conflicts of interest. If a conflict of interest arises, we will advise you of it and follow the requirements and procedures set out in the Rules. This may mean we cannot act for you further in a particular matter, and we may terminate the engagement.

19. Duty of Care

Our duty of care is owed to you alone, and to no other person. We owe no liability to any other person — including, for example, any directors, shareholders, associated companies, employees or family members — unless we expressly agree otherwise in writing. We accept no responsibility or liability whatsoever to any third party who may be affected by our performance of the Services or who may rely on any advice we give, except as expressly agreed by us in writing.

Our advice must not be referred to in connection with any prospectus, financial statement or public document without our written consent.

Our advice is opinion only, based on the facts known to us and on our professional judgement, and is subject to any changes in the law after the date on which it is given. We are not liable for errors in, or omissions from, any information provided by third parties.

Our advice relates only to the particular matter in respect of which you engage us. Once that matter is at an end, we will owe you no duty or liability in respect of any related or other matters unless you specifically engage us in respect of them.

Unless otherwise agreed, we may communicate with you and with others by electronic means. We cannot guarantee that those communications will not be lost or affected for a reason beyond our reasonable control, and we will not be liable for any damage or loss caused as a result.

20. Conduct and Client Care Rules

The Conduct and Client Care Rules are set out in the Lawyers and Conveyancers Act (Conveyancing Practitioners: Conduct and Client Care) Rules 2008.

21. Termination

You may terminate our retainer at any time.

We may terminate our retainer in any of the circumstances set out in the Rules, including the existence of a conflict of interest, non-payment of fees, and failure to provide instructions.

If our retainer is terminated, you must pay us all fees, disbursements and expenses incurred up to the date of termination.

22. Feedback and Complaints

Client satisfaction is one of our primary objectives, and feedback from clients is helpful to us. If you would like to comment on any aspect of the service we have provided — including how we can improve our service, or any concerns or complaints about it — please contact the principal, Gurpreet Kaur.

If you are not satisfied with the way we have dealt with your complaint, the New Zealand Society of Conveyancers operates a complaints service to which you may refer the issue. Matters may be directed to the New Zealand Society of Conveyancers: nzsconveyancing.co.nz.

23. Standard Conveyancing — Scope of Services

On a purchase:

1. Receiving the agreement.
2. Monitoring the conditions.
3. Taking your advice on each of the conditions.
4. Declaring the agreement unconditional.
5. Receiving your loan documents.
6. Preparing notices of sale.
7. Attendances on you to sign the loan and transfer documents.
8. Completing settlement on the day of settlement.

The standard scope of work does not include the Deed of Nomination, KiwiSaver documentation, bank guarantees, Company or Trust minutes, waivers, or private lender documents. These will require additional legal attendances. Any work undertaken in relation to these matters will be charged separately at our standard hourly rate of $350.00 plus GST, unless otherwise agreed in writing.

On a sale:

1. Receiving the agreement.
2. Monitoring the conditions.
3. Taking your advice on each of the conditions.
4. Liaising with the bank for a discharge of mortgage.
5. Preparing the settlement statement.
6. Attendances on you to sign the transfer documents.
7. Completing settlement on the day of settlement.

The standard scope of work does not include a sale by a Company or Trust. These will require additional legal attendances. Any work undertaken in relation to these matters will be charged separately at our standard hourly rate of $350.00 plus GST, unless otherwise agreed in writing.

On a refinancing:

1. Receiving instructions from your bank.
2. Liaising with the bank for a discharge of mortgage.
3. Checking rates.
4. Preparing a discharge and a new mortgage.
5. Attendances on you to sign the documents.
6. Completing settlement on the day of settlement.

The standard scope of work does not include a sale by a Company or Trust. These will require additional legal attendances. Any work undertaken in relation to these matters will be charged separately at our standard hourly rate of $350.00 plus GST, unless otherwise agreed in writing.

24. Acceptance of These Terms

Upon receipt of any instructions from you, these Terms of Engagement will be deemed to have been accepted.