Terms of Engagement
Buddle Findlay is one of New Zealand's leading commercial and public law firms. Commitment and integrity are values that sum up our approach to doing business. We strive for excellence in everything we do.
Download a PDF version of our Buddle Findlay Terms of engagement and information for clients.
Introduction
Unless agreed otherwise, these Terms of Engagement (Terms) apply whenever you ask us to act for you on a matter. We may change these Terms from time to time, and will publish the latest version on our website. If you continue to engage us, then you accept the latest Terms.
Our relationship with you is governed by New Zealand law and the New Zealand courts have non-exclusive jurisdiction.
Our team
We will nominate an experienced senior lawyer - usually a partner - who will be responsible for our relationship with you. A partner or another experienced senior lawyer will also be responsible for each instruction you give us. They will involve others to assist as appropriate.
Our services
We will represent and advise you on legal matters in accordance with your instructions. We will work with you to ensure there is a clear understanding of the scope and timetable of each instruction.
Confidentiality
Maintaining client confidentiality is fundamental. We will not disclose your confidential information unless required and authorised by you or by the law, or the New Zealand Law Society’s Rules of Conduct and Client Care.
We will sometimes need to collect, use and disclose personal information about people associated with you or with your transaction in order to carry out your instructions. Please make these people aware that this might happen.
We will comply with all applicable laws when we collect, use or disclose personal information about you or people associated with you.
Conflicts of interest
In the event of a conflict, we may be unable to act for you.
We have procedures for dealing with situations where the interests of two or more clients may conflict. If a legal or business conflict arises, we will contact you as soon as possible to resolve the situation.
In some circumstances, we may act for other clients whose business or legal interests differ from yours. If that happens, we will take appropriate steps to maintain the confidentiality of any of your information that is relevant to the matter.
Our fees
Usually, we charge for our services by reference to the time spent, charged at the relevant hourly rates. We review our hourly rates annually.
Our fees may take into account factors such as complexity, the specialised knowledge required, the value of the transactions involved, urgency and the overall result. The fees we charge will be in accordance with the Rules of Conduct.
Expense recoveries
We charge a service charge for general office services. This charge is normally 3.5% of the fee for our legal services, and covers costs such as routine photocopying, communications, postage and couriers.
Fees estimates
We are able to work with our clients to manage the cost of our services. We can provide estimates on request and can report to you on progress against such estimates. In some circumstances, it may be possible to provide a fixed quote. Please talk to the lawyer handling your instruction.
Mid-Town Agency Services Limited (MTA)
MTA is a special-purpose company that is related to Buddle Findlay and does certain work (for example, database searches, registration and certification) on behalf of our clients. You will be charged an MTA administration fee if you use this service.
Disbursements
We will charge you for any external disbursements including travel and accommodation costs, fees for experts, witnesses and others we engage on your behalf and external charges such as the fees charged by government or other agencies for the work carried out for you by us or MTA.
GST (goods and services tax)
We charge GST at the rate required by law. Our stated hourly rates and any cost estimates exclude GST unless otherwise expressly stated.
Overseas withholding tax
If you are required by law to make a deduction for any tax, levy, duty or other similar charges outside New Zealand from any amount payable to us, the amount payable shall be the amount of any such deduction PLUS the payment that would have been due if no deduction had been required. You must also provide us (on our request) reasonable documentation to verify the amount of any tax, levy, duty or other similar charges withheld and paid to a tax authority.
Invoices and payments
We will usually send you an invoice each month and when a matter is concluded. Our invoices are payable within 14 days of the date of the invoice.
You are liable to pay our invoices whether or not you expect someone else to reimburse you and whether or not you receive that reimbursement.
If an invoice is not paid, we may choose not to do any further work and retain custody of your file until we are paid in full or alternative arrangements are made. We may also charge interest at a rate of no more than 5% per annum above our principal banker's usual commercial overdraft rate on any amount outstanding one month after the date of the invoice.
Trust account
We have a trust account to hold funds we receive from clients (except funds received as payment of our invoices). If we hold significant funds on your behalf we will normally deposit those funds in an interest bearing bank account. In that case we will need to obtain your IRD number and we will charge an administration fee of 6% of the gross interest earned.
We may deduct from any funds held on your behalf in our trust account any fees, expenses or disbursements for which we have provided an invoice.
Our monitoring obligations
We are obliged to comply with all laws applicable to us in all jurisdictions, including (but not limited to):
Anti-money laundering and countering financing of terrorism laws
Laws relating to tax and client reporting and withholdings.
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 this 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 government agencies. There may be circumstances where we are not able to tell you or such persons if we do provide information.
Please ensure that you and/or any of the persons described previously are aware of and consent to this. It is important to ensure that all information provided to us is accurate. If the information required is not provided or considered by us to be potentially inaccurate, misleading, or in contravention of any law, we may terminate or refuse to enter into an engagement.
Electronic communications
We may communicate with you and others by electronic means, unless you instruct us not to. Electronic communications may be intercepted or corrupted. We do not accept responsibility for the corruption of an electronic communication and will not be liable for any connected damage or loss.
Use of external records
In providing our services to you, we may rely on information provided to us by third parties (eg government agencies, public registries, witnesses or experts). If the information provided by such sources is inaccurate or incomplete, we do not accept responsibility for any such errors or omissions and will not be liable for any connected damage or loss.
Files and documents
File retention
Usually, we will retain your files in electronic format only, unless there is a compelling need to retain a physical record.
We have procedures for destroying our files when an appropriate time has elapsed after a matter has concluded. Other arrangements can be made if you prefer.
Intellectual property
We retain all ownership rights in all intellectual property of any kind created by us for you. You may not reproduce our intellectual property or provide it to a third party without our express consent.
Uplifting of files
If our engagement is terminated, we may retain copies of documents or records that are delivered to you or another lawyer.
Termination
You may terminate our engagement at any time. We may terminate the engagement in any of the circumstances set out in the Rules of Conduct.
If our engagement is terminated you must pay all fees for work done and other charges incurred up to the date of termination.
Limitation of liability
To the extent permitted by law, our total liability to you (or any other person) in connection with any matter (or series of related matters) on which you engage us is limited to the greater of:
The amount available to be paid out under any relevant insurance held by us up to a maximum of NZ$20,000,000 or
The greater of:
NZ$2,000,000 and
five times the amount of our applicable fee (excluding our service charge, disbursements and GST).
This limitation applies to liability of all kinds, whether in contract, tort (including negligence), equity, statute or otherwise.