1. Introduction

1.1    These terms of business, together with any relevant written quotation or the terms of any engagement letter or similar that I issue to you, form the contract between us (contract) and apply to all services provided to you (Services), the client (you), by my and my practice Phillips Notary (I/me/my). These terms of business constitute the entire contract between you and us and supersede and extinguish all previous agreements, arrangements, promises, warranties, assurances, representations and understandings, whether oral or in writing, relating to its subject-matter. Each party to the contract agrees that it shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the contract, and each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the contract. This clause does not apply if you are acting as a consumer. General information on consumer rights is in clause 14 of these terms of business.

1.2    Please read these terms carefully before you instruct me. These terms tell you what a notary does, how I will provide Services to you, how you and I may change or end the contract, what to do if there is a problem and other important information. You can contact me using the details provided in my email, engagement letter or quotation or at the address above. If you fail to complete any requested formalities but you continue to instruct me in relation to any Services, you will be deemed to have accepted these terms.

1.3    My acceptance of your instruction will take place when I confirm acceptance to you in writing or commence work on the Services, whichever is sooner, at which point a contract will come into existence between you and me. If I am unable to accept your instruction, I will inform you of this and will not charge you for any service.
 

2. Why a Notary?

2.1    It is almost always the case that you have been asked to see a notary because you have a document that needs to be used abroad. Seeing a notary is never a mere rubber-stamping exercise.  The international duty of a Notary involves a high standard of care.  This is not only towards the client but also to anyone who may rely on the document and to Governments or officials of other countries.  These people are entitled to assume that a Notary will ensure full compliance with the relevant requirements both here and abroad; and to rely on the Notary’s register and records. Great care is essential at every stage to minimise the risks of errors, omissions, alterations, fraud, forgery, money laundering, the use of false identity, and so on.

2.2    I offer appointments during and outside of business hours. I am also prepared to make home visits or visit corporate clients at their place of business. If I visit clients, I will make an additional charge to cover travelling time and expenses.  Occasionally I may not be able to see you within the timeframe you require, or I may decide that I am not able to act for you in which case I will advise you that that is the case and will provide you with the necessary information to locate an alternative notary.

3. Signatures

The Notary should normally witness your signature.  Please do not sign the document in advance of your appointment with me.

4.  Papers to be Sent to Me in Advance

 

4.1    It will save time, expense and mistakes if, as long before the appointment as possible, you can let me have the originals or photocopies of:
(a)    The documents to be notarised;
(b)    Any letter or other form of instruction which you have received about what has to be done with the documents;
(c)    Your evidence of identification.

 

5. Identification

 

5.1    I will need you to produce by way of formal identification the original of (in preferred order):
(a)    Your current passport (or, if not available);
(b)    A current new driving licence (with photo) or national identity card

 

5.2    If neither of the above are available, at least two of the following
(a)    A current government or police issue certificate bearing a photo or other formal means of identification;
(b)    A utility bill, credit card or bank statement showing your current address which should not be more than 3 months old or council tax bill;

 

5.3    You must also bring any other means of ID which may be referred to in the papers sent to you as being required such as a foreign Identity Card. I may also ask to see further evidence of identity such as marriage certificates etc and will advise you of this if necessary.

 

6. Proof of Names

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In a case where the name on the document is different from the name you are currently using, or there has been a variation in the form of spelling of the name over the years, please provide me as appropriate with Certificates of Birth, Marriage or Divorce Decree or Change of Name Deed showing all the different names that you use.  If there has been a change of name, then I will need to see a copy of the Deed Poll or Statutory Declaration which dealt with it.

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7.  Advice on the Document

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If you bring a document to me for authorisation as a Notary, I will advise you as to the formalities required for completing it. However, I will not be attempting to advise you about the transaction itself.

 

8.  Written Translations:  It is essential that you understand what you are signing.  

 

8.1    If the document is in a foreign language which you do not understand sufficiently, I may have to insist that a translation be obtained.  If I arrange for a translation, a further fee will be payable and I will provide you with details of this.

 

8.2    If you arrange for a professional translation, the translator should add his/her name, address, relevant qualification, and a certificate stating: “Document X is a true and complete translation of document Y, to which this translation is attached.”

 

9. Oral Interpreter

 

If you and I cannot understand each other because of a language difficulty, we may have to make arrangements for a competent interpreter to be available at our interview and this may involve a further fee.

 

10. Companies, Partnerships etc

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10.1    If a document is to be signed by you on behalf of a company, a partnership, a charity, club or other incorporated body, there are further requirements on which I may have to insist.  Please be prepared for these and telephone with any point of difficulty before attending on the appointment.

 

10.2    In each case:  
(a)    Evidence of identity of the authorised signatory (as listed above).
(b)    A copy of the current letterhead (showing the registered office if it is a company).
(c)    A Letter of Authority, Minute, Resolution or Power of Attorney, authorising you to sign the document.

 

10.3    Additionally, companies: Certificate of Incorporation and of any Change of Name, a copy of the Memorandum and Articles of Association, Details of Directors and Secretaries.  In all instances I will be carrying out various company searches, which may have an effect on the level of fees charged.

 

10.4    Additionally, partnerships, clubs, etc: A Partnership Agreement; or relevant Trust Deed; or Charter; or Constitution/Rules.11    Notarial

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11. Charges and Expenses

 

11.1    Details of my charges are set out below. Please note that if I have to make payments on your behalf such as legalisation fees, translator or interpreter fees, or other costs such as travelling expenses, your approval to these will be obtained and you are normally required to make payment in advance of any such amounts.

 

11.2    Charges: If the matter is simple, I will endeavour to charge a fixed fee to include disbursements such as legalisation fees, postage, consular agent fees, courier fees, travelling expenses, translating costs and so on. I do not charge VAT, however any VAT charged by other service providers instructed on your behalf will be passed on to you. 

 

11.3    For more complicated or time-consuming matters the fee will be based on the amount of time spent on your matter. This may include time spent on preliminary advice, drafting and preparation time, making and receiving telephone calls, correspondence written and received in all formats, arranging legalisation and record keeping. My fees will not be reduced unless previously agreed between us in writing.
 
11.4    Occasionally unforeseen or unusual issues arise during the course of the matter which may result in a revision of my fee estimate. Examples of this could include where additional documents are required to be notarised, additional translations or legalisations are needed to meet the requirements of the receiving jurisdiction, third party fees are adjusted to reflect external factors such as fuel price changes and so on. I will notify you of any changes in the fee estimate as soon as possible. I reserve the right to make additional charges if I am required to carry out additional work or if the matter proves to be unusually difficult or time consuming.

 

11.5    If you do not provide information I have reasonably requested, or if you give me incomplete or incorrect information, I may either end the contract or make an additional charge of a reasonable sum to compensate me for any extra work that is required as a result.  

 

11.6    Disbursements: Some documents require legalisation before they will be accepted for use in the receiving jurisdiction by obtaining an apostille through the UK Foreign Commonwealth & Development Office (FCDO) and, for some countries, additional legalisation is required through the relevant embassy or consulate. I will be required to incur third party expenses on your behalf which I will include on my invoice to you. I will endeavour to provide an estimate of all third-party costs at the outset of the matter. Miscellaneous costs such as bank charges or major photocopying may also be passed on to you. Where disbursements are likely to be in my view substantial, I may ask for those to be paid in advance.

 

11.7    If you do not collect documents from me as arranged or if, after a failed delivery to you, you do not re-arrange delivery or collect them I will contact you for further instructions and may charge you for any further delivery costs. If, despite my reasonable efforts, I am unable to contact you or re-arrange delivery or collection I will consider you to be in breach of contract and I may end the contract on immediate written notice.

 

11.8    If you pay all or part of an invoice in a currency other than the currency in which it was issued, I reserve the right to charge you for the full cost of converting that payment into the currency in which the invoice was issued. If an invoice is issued in a currency other than sterling, I reserve the right to charge you for any loss caused by a change in the exchange rate between that currency and sterling between the date of the invoice and the date of payment.

 

11.9    Invoices: All my invoices are payable without discount, deduction, withholding, set-off or counterclaim. If you are acting in a business capacity and you are required by law to make any deduction or  withholding from any payment, you shall do so and the sum due in respect of such payment will be increased to ensure that I receive and retain a sum equal to the amount which I would have received and retained had no such deduction or withholding been required. 

 

11.10    Payment can be made by cash/card/bank transfer.  Payment of my fee and disbursements is due when the document has been prepared which I may retain as well as other property that belongs to you pending payment of my fees and expenses in full. I may ask you to settle the full amount pertaining to any given instruction, including my fee and associated disbursements (such as FCDO apostille costs and consular charges etc.) in advance or before I release your documentation from my possession.

 

11.11    If you think an invoice is wrong, please contact me promptly to let me know. You will not have to pay any interest on any amount subject to a bona fide dispute until the dispute is resolved (but you must pay any undisputed amounts when due). Once the dispute is resolved I may charge you interest on correctly invoiced sums from the original due date. I reserve the right to charge interest at 4% per annum above the base lending rate of The Bank of England accruing on a daily basis on all sums outstanding from the date of the issue of the invoice until payment in full.

 

11.12    Without prejudice to our other rights, I reserve the right to suspend or terminate my Services if any undisputed sum is not paid within 14 days of its due date. Even if someone else has agreed to pay or is responsible for paying all or part of your legal costs, I may address my invoices to you and you will, in any event, be solely responsible for paying them. Whether or not I accept that any third party will pay any part of my invoices, I will not assume any liability towards them, unless I expressly agree in writing to do so.

 

12. Typical Stages of a Notarial Transaction

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12.1  Each notarial matter is different and the requirements and timescales will vary greatly according to whether the client is a private individual or a company and in particular according to the processing times of third parties such as the FCDO, legalisation agents, translating agencies and couriers, etc. Some of the typical key stages are likely to include:

 

(a)    Receiving and reviewing the documents to be notarised together with any instructions you may have received
(b)    Liaising with your legal advisors or other bodies to obtain the necessary documentation to deal with the document (e.g. information from Companies House or foreign registries, powers of attorney, etc.)
(c)    Checking the identity, capacity and authority of the person who is to sign the document
(d)    If a document is to be certified, checking with the issuing authorities that the document/award is genuine. In the case of academic awards, this would entail checking with the appropriate academic institutions. In which case I may need to pay an additional fee on your behalf, which I shall pass on to you 
(e)    Meeting with the signatory to verify their identity and to ascertain that they understand what they are signing and that they are doing so of their own free will and ensuring that the document is executed correctly
(f)    Drafting and affixing or endorsing a notarial certificate to the document 
(g)    Arranging for the legalisation of the document as appropriate
(h)    Arranging for the storage of copies of all notarised documents in accordance with the requirements of the Notarial Practice Rules 2019 

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12.2  I will not be responsible for supplying the Services late or not supplying any part of them if this is caused by you not giving me the information I need within a reasonable time of my asking for it.  

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12.3  If you wish to make a change to the Services, please contact me as soon as possible. If the change is reasonably possible, I shall let you know about any effect on price, timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.  

 

13. Notarial Records and Data Protection

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13.1  When I carry out my work for you, I am required to make an entry in a formal register, which is kept by me as a permanent record.  I will retain a copy of the notarised documentation with that record. My practice is a registered with the Information Commissioner’s Office. Personal data received from clients is held securely and not capable of being accessed externally. Data collected as part of notarial records is used solely for the purposes of meeting our professional legal responsibilities as Notaries Public. For full details of my DATA PROCESSING POLICY and PRIVACY POLICY terms please see www.phillipsnotary/dataprocessing and www.phillipsnotary/privacypolicy.

13.2  You acknowledge and agree that in accordance with the Notaries Practice Rules 2019, a copy of a notarial act in the public form or the record of a notarial act in private form preserved by me may, upon payment of a reasonable fee, be issued by me to any person or authority having a proper interest in the act. Under our Data Retention Policy and in accordance with the Notaries Practice Rules 2019, copies of notarial acts in the public form are preserved indefinitely and records of notarial acts in private form are preserved for 13 years.

 

14. Consumer Cooling Off Cancellation Period –Consumer Contracts Regulations 2013 (CCR)

 

14.1    Where the CCR apply (typically where you are an individual consumer and I have accepted instructions from you given by telephone or by electronic means or at a meeting away from my office, such as your home or place of work) you have a cancellation period of 14 days after the date you sign my retainer letter or the date on which you continue to give me instructions, whichever is earlier.

 

14.2    You can cancel your contract within the cancellation period by giving me a clear statement and I will reimburse all payments received from you by the same method that you used, at no cost to you, without undue delay, and not later than 14 days after the day on which you inform me of the cancellation.

 

14.3   If you ask me to begin work during the cancellation period, you can still cancel but you must pay me an amount in proportion to the work which I have performed and this proportion will not be reimbursed to you.

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14.4    You may use the annexed model cancellation form set out in Annex to notify me of your decision to cancel but this is not obligatory.

 

15. Exclusions and Limitations of Liability

 

15.1    The contract you make is with me only.

 

15.2    Nothing in these terms shall limit or exclude my liability for:
(a)    death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable); 
(b)    fraud or fraudulent misrepresentation; or 
(c)    any matter in respect of which it would be unlawful for us to exclude or restrict liability.

 

15.3    Subject to clause 15.2: 

 

(a)    I shall under no circumstances whatsoever be liable to you, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any: (i) loss of profit; or (ii) any indirect or consequential loss arising under or in connection with this contract; and 
(b)    my total liability to you in respect of all losses arising under or in connection with the contract, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall in no circumstances exceed £100,000.00 or, if greater, the amount recoverable under my professional indemnity insurance.
 

15.4    If I engage third parties to advise you or act for you, I will not be liable in respect of any advice given or work undertaken by them (regardless of whether such persons were introduced by me).
 

15.5    If I fail to comply with this contract, I am only responsible for loss or damage you suffer that is a foreseeable result of my breaking this contract or my failing to use reasonable care and skill, but I am not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both my and you knew it might happen, for example, if you discussed it with me prior to instructing me. 

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15.6    I do not exclude or limit in any way my liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by my negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the Services including the right to receive services which are of satisfactory quality and supplied with reasonable skill and care. 

 

15.7    I only supply the Services to you for private use. If you use the Services for any commercial, business or re-sale purpose I will have no liability to you for any loss of profit, loss of business, business interruption or loss of business opportunity.

16. Termination/ Your Right to Cancel

 

You may terminate your instructions to me at any time by giving me reasonable written notice. All fees and disbursements incurred up to the date of termination will be charged.

 

17.  Termination by Me

 

I reserve the right to terminate my engagement by you if I have good reason to do so, for example, if you do not pay a bill or comply with my request for a payment on account or you fail to give me the co-operation which I am reasonably entitled to expect.

 

18. Insurance

 

In the interests of my clients, I maintain professional indemnity insurance at a level of at least £1,000,000.00 per claim.

 

19. Complaints

 

19.1    My notarial practice is regulated through the Faculty Office of the Archbishop of Canterbury:  

 

The Faculty Office 
1, The Sanctuary 
Westminster 
London  SW1P 3JT 
Telephone 020 7222 5381        
Email Faculty.office@1thesanctuary.com     
Website www.facultyoffice.org.uk  

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19.2    If you are dissatisfied about the Service you have received, please do not hesitate to contact me.  

 

19.3    If we are unable to resolve the matter you may then complain to the Notaries Society of which I am a member, who have a Complaints Procedure which is approved by the Faculty Office.  This procedure is free to use and is designed to provide a quick resolution to any dispute.  

 

19.4    In that case please write (but do not enclose any original documents) with full details of your complaint to: 

 

The Secretary of The Notaries Society 
P O Box 876
Chichester PO19 9ZH
Email secretary@thenotariessociety.org.uk 

 

19.5    If you have any difficulty in making a complaint in writing, please do not hesitate to contact the Notaries Society/the Faculty Office for assistance.  

 

19.6    Finally, even if you have your complaint considered under the Notaries Society Approved Complaints Procedure, you may at the end of that procedure, or after a period of 8 weeks from the date you first notified me that you were dissatisfied, make your complaint to the Legal Ombudsman, if you are not happy with the result:   

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Legal Ombudsman 
P O Box 6167
Slough SL1 0EH
Tel : 0300 555 0333     
Email :  enquiries@legalombudsman.org.uk         
Website :  www.legalombudsman.org.uk  

 

19.7     If you decide to make a complaint to the Legal Ombudsman, you must refer your matter to the Legal Ombudsman within one year from the act/omission or within one year from when you should reasonably have known there was cause for complaint.

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20. Use of Technology, Devices and Artificial Intelligence

 

20.1    To the extent that I use any automated decision-making technology, including artificial intelligence, in the course of my services, I do not rely upon the same without human intervention.

 

20.2    Before using any new technology including artificial intelligence, I carry out an appropriate risk assessment to ensure that your rights are not adversely affected by the same.

 

21. Copyright

 

Unless I agree otherwise, the copyright in the original materials which I generate for you belongs to me/Phillips Notary.  Subject to payment of my fees for that material, you are permitted to make use of those materials only for the purposes for which they are created.

 

22. Notice

 

22.1    Any notice or other communication given to a party under or in connection with this contract shall be in writing, addressed to that party at the address stated in the relevant engagement letter (or, if there is no engagement letter, at its registered office (if it is a company) or its principal place of business (in any other case) or such other address as that party may have specified to the other party in writing) and shall be delivered personally, sent by pre-paid first class post or other next working day delivery service, commercial courier or email. 

 

22.2    A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 22.1; if sent by pre-paid first class post or other next working day delivery service, at 9am on the second Business Day after posting; if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed; or, if sent by email, at the time of successful transmission (or, if after 5pm, at 9am on the next Business Day) (where a “Business Day” means a day other than a Saturday, Sunday or public holiday when banks in London are open for business). 

 

22.3    The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.

 

23. Email Correspondence

 

I use e-mail wherever possible. Where you have provided me with an e-mail address, e.g., by sending an e-mail, I will assume that I may use that address for the sending of unencrypted, sensitive or confidential correspondence or documents to you. I may also, during the course of a matter, send unencrypted, sensitive or confidential information to other persons involved, unless specifically requested by them or you not to do so. All e-mails sent by me and attachments thereto should be scanned for viruses by the recipient.

 

24. Variation

 

I may, by one month’s written notice to you, modify these terms from time to time to reflect our current practice and/or changes to professional and other regulatory requirements with which we are obliged to comply.

 

25. Third Party Rights

 

This contract is between you and us. No other person shall have any rights to enforce any of its terms. Neither of us will need to gain the agreement of any other person in order to end the contract or make any changes to these terms. 

 

26. Severability

 

If a court finds part of these terms of business illegal, then the rest will continue in force. Each of the paragraphs of these terms of business operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect. 

 

27. Enforcement 

 

Even if I delay in enforcing these terms of business, I can still enforce it later. If I do not insist immediately that you do anything you are required to do under these terms of business, or if I delay in taking steps against you in respect of your breaking these terms of business which form our contract with you, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.  

 

28. Governing Law and Jurisdiction

The terms and conditions of our arrangement and the provision of these terms of business shall be governed by English law and shall be subject to the exclusive jurisdiction of the English courts in the case of any dispute. If any provision of these terms is held by any court or other competent authority to be void or unenforceable in whole or part, these terms shall continue to be valid as to the other provisions thereof and the remainder of the affected provision.