Terms Of Engagement
Terms Applying
These conditions shall apply to all work carried out and advice provided by Law Trust Company (LTC), so far as they are not expressly varied by agreement in writing with LTC. Each provision of these conditions is to be construed as a separate provision applying and surviving even if any other provision is held to be inapplicable or unenforceable. If a Client company is a member of a group of companies, these conditions shall apply to the holding company of the group and its subsidiaries and associated companies
The Client
The client of LTC ("the Client") shall (subject to the following provisions) be the person, firm or company from whom LTC receives instructions. The Client shall be liable for all costs, charges and expenses in respect of work carried out and advice provided by LTC. Instructions received from any person, firm or company ("the Agent") acting on behalf of another (including without limitation his employer or partner or, in the case of a solicitor, accountant or other agent, his client) are accepted on the basis that the Agent has all necessary authority to give the instructions. If the Agent does not disclose that he is acting as agent and provide to LTC full details (including the name and address) of his principal, or if the Agent requires that all correspondence is with the Agent, the Client shall be the Agent, who shall be deemed to act as principal for all purposes in his dealings with LTC.
Basis of Acting
LTC will act for the Client either to carry out specific instructions or on a retained basis (to review and advise on the Client's legal affairs on an on-going basis).
Estimates
On the request of a Client when giving its initial instructions, LTC will provide an estimate of the likely cost. This estimate will be for guidance only and may be increased or decreased during the course of the transaction.
Payment Terms
Payment of all invoices rendered by LTC is due on delivery of the invoice to the Client. LTC may charge interest at the rate of 3% over the base rate from time to time of Barclays Bank Ghana limited accruing on a daily basis from the date of delivery of the invoice to the Client. LTC will not charge interest if the invoice is paid within 30 days of such date.
LTC may, in the course of carrying out the instructions of the Client, need to make payments to third parties on behalf of the Client. LTC may require payment from the Client on account of such disbursements and/or the professional fees of LTC. LTC may suspend and refrain from taking any action in relation to a Client's affairs without any liability to LTC (even in the case of the loss of any rights of the Client) if LTC has specified that it will not take any action unless a payment on account is made and such payment has not been made in full, or if any invoice of LTC rendered to the Client has not been paid in full within 30 days of its delivery to the Client. Any such suspension of work or any cancellation by the Client of the instructions given to LTC shall be without prejudice to the rights of LTC to invoice and be paid for work undertaken and advice provided whether prior to the date of suspension or cancellation or after the date of suspension or cancellation.
Warranties and authority
The Client represents and warrants to LTC that to the best of his knowledge any instructions given by him and that all information provided to LTC will be complete and accurate.
The non-Ghana resident Client authorises LTC to complete and sign in the name of the Client such the Court and other official forms and applications as are necessary or desirable to carry out the lawful instructions of the Client, and the Client will indemnify LTC in respect of all costs, claims, demands and expenses that may result from exercise of the authority given by this clause.
Liability
Where instructions or advice are received or given orally by the Client to LTC and are not confirmed in writing, LTC shall have no liability to the Client for any misunderstanding or misinterpretation whether on the part of LTC or the Client.
Office Hours
LTC offices are open on weekdays (excluding public holidays) between the hours of 9am and 5pm. Mail, faxes and e-mail received outside of these hours (other than by prior arrangement) may not receive attention until the next working day. Partners are virtually on call for retainer clients on a 24/7 basis.
Ownership of Files
The contents of all LTC files belong to LTC. Files which are not longer current, including those containing details of or otherwise relating to the affairs of Clients which may still be in force but for which LTC no longer has responsibility, may, at the option of LTC, be retained by LTC or destroyed. Specific arrangements may be made with the agreement of LTC for maintenance of files or records on a longer term basis. Such arrangements may include a charge made by LTC for this service.
LTC retains the copyright and all other rights in all documentation prepared by LTC and provided to the Client. The Client's use of such documentation is restricted to the purpose for which it was prepared. Standard forms prepared by LTC for the Client may only be used by persons other than the Client with LTC's prior written consent.
General
These Conditions are considered by the parties to be reasonable in all the circumstances. However it is acknowledged that the Conditions may become invalid because of the change in circumstances and accordingly if any of the Conditions shall be found to be void or ineffective for whatever reason but would be deemed to be valid and effective if part of the wording were deleted these Conditions shall apply with such modifications as may be necessary to make them valid and effective.
Jurisdiction
The Client's relationship with LTC will be exclusively governed by and construed in accordance with the laws of Ghana , whose courts will have exclusive jurisdiction in any dispute.