Terms and Conditions

1. This document sets out the terms and conditions upon which LNP Attorneys Inc and/or any of its related or subsidiary companies (“LNP Group“) agrees to act on your behalf. All references to LNP Attorneys Inc will be a deemed referenced to the LNP Group, insofar as may be applicable. 

1.1. These terms will apply to all instructions given by you in respect of each of your particular matters.

1.2. If you do not accept or understand these terms for any reason you should notify LNP Attorneys Inc immediately in writing.

1.3. Save to the extent that you have notified LNP Attorneys Inc in writing beforehand to the contrary, any conduct by you or your agents relating to any of your particular matter/s, that could be construed by LNP Attorneys Inc as an instruction to LNP Attorneys Inc to commence, or to continue to act for you, will constitute an acceptance of these terms without the necessity for you expressly to agree to them (whether orally or in writing).

1.4. LNP Attorneys Inc may propose a variation or addition to these terms (which will apply not only to you but to other clients bound by similar terms) at any time, on notice to you in writing. Save to the extent that you have notified LNP Attorneys Inc in writing beforehand to the contrary, any conduct by you or your agents relating to any of your particular matter/s that could be construed by LNP Attorneys Inc as an instruction to LNP Attorneys Inc to continue to act for you after receipt of the proposal, will constitute an acceptance of such variation or addition without the necessity for you expressly to agree to same (whether orally or in writing). In addition to the above, these terms may be varied or added to by mutual agreement in writing at any time, for which purpose one director and/or consultant from LNP Attorneys Inc and a director who heads a department of LNP Attorneys Inc must sign such amendment or variation in order for it to be binding on LNP Attorneys Inc.

2. PROCESSING OF PERSONAL INFORMATION 

2.1. By providing your details and instructions in relation to any of your particular matter/s to LNP Attorneys Inc you are providing LNP Attorneys Inc with information which may constitute personal information.

2.2. You voluntarily, specifically and unconditionally consent to LNP Attorneys Inc:

2.2.1. processing: 

2.2.1.1. within LNP Attorneys Inc and/or any entities, affiliates, subsidiaries, joint ventures and/or partnerships, wherever situated or operating, that

2.2.1.2. operate under a name which includes Lalla, or any variation thereof, in their names (including their subsidiaries and affiliated companies);

2.2.1.3. on infrastructure belonging to any third party with whom LNP Attorneys Inc concludes an operator agreement;

2.2.1.4. personal information is dealt with in various legislation in South Africa (which will include the Protection of Personal Information Act, 2013 (“POPI”) when it comes into force) “processing” as it is currently defined in POPI includes but is not limited to the collecting, receiving, recording, organising, collating, storing, accessing, merging, transmitting and destruction of personal information;

2.2.1.5. the personal information which you or your holding company, any of your respective subsidiaries, affiliates, consultants or advisors, or any of their respective employees provide to LNP Attorneys Inc, for any purpose in order for LNP Attorneys Inc to, execute its mandate and any particular matters under its mandate and matters incidental thereto, provided that such use is not a breach of paragraph 4.6;

2.2.1.6. sending you marketing material, advertising material, newsletters or other informative material relating to itself, its professionals, the law and/or other industry developments;

2.2.1.7. storing your personal information for an indefinite period;

2.2.1.8. transmitting such personal information to other professional firm/s (wherever they may be located, including in countries which may not have data-protection laws similar to South Africa) as LNP Attorneys Inc may deem necessary for the proper execution of its mandate and/or any particular matters; and

2.2.1.9. keeping any work product or other documentation (including but not limited to opinions and agreements whether drafted by LNP Attorneys Inc and/or other professional firm/s and/or other documents received and/or prepared in connection with any of your particular matter/s) as part of LNP Attorneys Inc and internal know-how.

2.3. The submission by any of the persons contemplated in paragraph 2.2 of any personal information to LNP Attorneys Inc in any form in respect of its mandate, constitutes an acknowledgement by you that such conduct is authorised and constitutes an unconditional, specific and voluntary consent to the processing of such information as contemplated in paragraph 2.2.

2.4. You confirm that you have procured the consent of your holding company and its subsidiary/ies whose personal information is provided to LNP Attorneys Inc for the processing of such information by LNP Attorneys Inc for the aforementioned and related purposes. You indemnify LNP Attorneys Inc against any loss, liability, damage or expense (including interest and penalties) suffered or incurred by LNP Attorneys Inc due to your failure to obtain the necessary consent.

2.5. You undertake to notify the Information Officer of LNP Attorneys Inc (“IO”) in writing of any changes or errors to the personal information which you provide to LNP Attorneys Inc. LNP Attorneys Inc will update your personal information within a reasonable time after you have notified the IO of any changes or errors.

2.6. Unless legislation in South Africa you may withdraw your consent given under this paragraph 2 at any time on at least 10 (ten) days written notice sent to the IO.

2.7. Should you believe that LNP Attorneys Inc has utilised your personal information contrary to legislation in South Africa as read with this paragraph 2, you undertake to first attempt to resolve any concerns with LNP Attorneys Inc by addressing a complaint in writing to the CE. If you are not satisfied with the outcome of such process, you have the right to lodge a complaint with the Information Regulator, once established in terms of the Protection of Personal Information Act, 2013 (“POPI”).

2.8. Various terms have been used in this paragraph 2 which are defined in POPI and should bear the meanings assigned to them in POPI.

3. AUTHORITY 

LNP Attorneys Inc is given the usual authority given to professionals to act on your behalf as necessary or incidental to your particular matter/s which, without limiting the generality of the aforegoing, includes the authority to incur all expenses which it considers necessary or desirable for the proper conduct of any of your particular matter/s.

4. PROFESSIONAL DUTIES 

4.1. In order to discharge its professional duty, LNP Attorneys Inc will throughout the handling of your particular matter/s rely on you to supply all necessary instructions and information promptly, and immediately advise it of any relevant change in circumstances.

4.2. The advice provided by LNP Attorneys Inc relates to the specific instructions and circumstances which you provide. You must not rely on the advice provided by LNP Attorneys Inc in different circumstances. Unless specifically instructed otherwise by you, LNP Attorneys Inc will not update the advice provided to you.

4.3. LNP Attorneys Inc is free to act for any other person, subject to any legal requirements to which it is obliged to adhere and subject to the provisions of these terms of engagement.

4.4. The relevant LNP Attorneys Inc attorney or other professional (each of whom is hereafter referred to as a “professional”) dealing with your particular matter will advise you if he/she becomes aware of any new instruction which is received by LNP Attorneys Inc and which could result in a conflict. Whilst LNP Attorneys Inc has put provisions in place to conduct conflict checks when considering accepting an instruction, it is possible that the relevant professional dealing with your particular matter may not be aware of LNP Attorneys Inc representing another client in circumstances in which there could be a conflict regarding your particular matter (“conflicting matter”). If the relevant professional dealing with your particular matter becomes aware of a conflicting matter, he/she will bring that to your attention and:

4.4.1. if this occurs at or shortly after the commencement of your particular matter, after discussion with you, LNP Attorneys Inc, reserves, at its election, the right to withdraw from your particular matter or to put in place Chinese Walls or other reasonable arrangements of a similar kind, such that all professionals at LNP Attorneys Inc who are dealing with your matter and the conflicting matter do not have access to confidential information of any LNP Attorneys Inc client in respect of which the conflict applies, other than their own client. In addition, no professional or other staff member of LNP Attorneys Inc working on your particular matter will be involved in the conflicting matter. In such circumstances, it is agreed that LNP Attorneys Inc may continue to represent you and such other client/s and that in such circumstances all professionals at LNP Attorneys Inc who are dealing with your matter and the conflicting matter will no longer owe fiduciary duties to any LNP Attorneys Inc client in respect of which the conflict applies, other than to their own client/s;

4.4.2. if this occurs at a progressed stage of your particular matter, in order to be fair to you and to other client/s of LNP Attorneys Inc, he/she will let you know and LNP Attorneys Inc will put in place Chinese Walls or other reasonable arrangements of a similar kind in accordance with paragraph 4.4.1. In such circumstances, it is agreed that LNP Attorneys Inc may continue to represent you and such other client/s (or their holding company or their respective subsidiaries). If such Chinese Walls or other reasonable arrangements cannot be put in place, LNP Attorneys Inc reserves the right to withdraw from your particular matter and/or the conflicting matter/s. Of course, you may terminate your mandate to LNP Attorneys Inc at any time if you so wish. If LNP Attorneys Inc withdraws, it will provide you with all reasonable assistance required for the purposes of handing over your particular matter to your new advisors. You shall remain liable for LNP Attorneys Inc’s fees, hard costs and soft costs (see paragraph 6) incurred up until the date on which you instruct LNP Attorneys Inc to hand your particular matter over or the date upon which LNP Attorneys Inc withdraws from that matter.

4.5. LNP Attorneys Inc’s acceptance of an instruction from you shall not preclude LNP
Attorneys Inc from:

4.5.1. continuing on behalf of any client with any instruction adverse to your interests (including in litigious matters against you) which were given before you first became a client of LNP Attorneys Inc;

4.5.2. taking on new instructions adverse to your interests, which flow from or are related to any instruction contemplated in paragraph 4.5.1, even after you have been a client for some time;

4.5.3. accepting any future instruction/s from any of its existing clients (or those clients’ holding company or respective subsidiaries) against you (including in litigious matters), and this shall not create an obligation upon LNP Attorneys Inc to terminate its mandate or to withdraw from your particular matter/s.

4.6. LNP Attorneys Inc will not disclose, other than to:

4.6.1. any person who is employed by LNP Attorneys Inc subject to paragraph 4.4.1 and provided that it is LNP Attorneys Inc’s policy where its clients are in competition with each other or otherwise are likely to have continuous opposing interests not to staff their matters with overlapping
professionals;

4.6.2. any other persons expressly permitted in these terms of engagement;

4.6.3. its insurers and/or insurance intermediaries;

4.6.4. any person otherwise entitled at law to demand same, any of your confidential information which it obtains as a result of acting for you, other than as necessary to carry out its mandate. Similarly, it will not disclose to you any confidential information which it has obtained as a result of acting for any other client.

4.7. If you cease to be a client of LNP Attorneys Inc, you acknowledge that LNP Attorneys Inc ceases to have any fiduciary obligations to you and only has the obligation not to disclose your confidential information. Accordingly, LNP Attorneys Inc will be entitled to act for any of its clients against you and your interests, even in litigation against you, unless LNP Attorneys Inc is in possession of information confidential to you which would be relevant to the particular matter of the LNP Attorneys Inc client in question.

5. FEES AND DISBURSEMENTS 8 

5.1. LNP Attorneys Inc charges a fee with careful regard, in each instance, to the urgency and importance of the work done, the complexity, difficulty or novelty of the matter, the skill, labour, expertise, special knowledge and responsibility involved on the part of the professional, the time expended, the quality of the work done, the experience and seniority of the professional and the value added to you. In certain instances, the fee will be determined with reference to the time expended and the charge-out rate of the professional concerned. In certain instances, LNP Attorneys Inc may agree to provide you with an all-inclusive fee in respect of a particular matter, in which case the agreed fee will be charged without reference to the time expended and the charge out rate of the professional concerned and time sheets will not be maintained in such an instance. Should you require greater clarity in this regard, please discuss your concerns with the relevant professional at the outset of the particular matter.

5.2. LNP Attorneys Inc reserves the right, from time to time, to call for a deposit to cover its fees.

5.3. Disbursements incurred by LNP Attorneys Inc on your behalf (e.g. counsel’s fees, sheriff’s fees, courier charges, revenue stamps etc.), (” “), will be charged at cost. It is LNP Attorneys Inc’s policy that you will be required to pay a sufficient deposit to cover such hard costs before LNP Attorneys Inc incurs same.

5.4. Certain charges such as photocopies, faxes, electronic mails and printing etc. (“soft costs”) will be charged to you and recovered from you on an ongoing basis. A list of the current rates of LNP Attorneys Inc’s soft costs is available to you on request.

5.5. Estimates of fees and expenses are given for guidance only on the basis of information then known by LNP Attorneys Inc and should not be regarded as quotations.

5.6. Invoices will reflect fees, hard costs and soft costs, exclusive of VAT. VAT will be charged at the rate applicable from time to time.

5.7. Interim accounts will be submitted at monthly intervals during the course of a matter although LNP Attorneys Inc may decide to bill at longer intervals at its discretion. See paragraph 8.

5.8. You have the right to give LNP Attorneys Inc written notice to set a limit on the fees which you may wish to incur to LNP Attorneys Inc in relation to a particular matter. If that limit is reached, the professional dealing with your particular matter in respect of which a limit has been set will notify you thereof and await your further instructions as to whether or not you wish to proceed. You should understand that, particularly in relation to litigation matters, it is not possible to limit your liability in relation to the other party’s/ies’ costs.

5.9. Should you require to have LNP Attorneys Inc’s charges reviewed by any competent authority, LNP Attorneys Inc shall do so with all reasonable despatch and you will be furnished with reasonable notice of the date of the review. Such review shall proceed on the basis of LNP Attorneys Inc’s internal tariff referred to above. LNP Attorneys Inc reserves the right to claim:

5.9.1. payment of the charges as determined on review if the amount so determined exceeds the amount of the original invoice; and

5.9.2. the costs of preparing for and attending the review or briefing a costs consultant to do so on LNP Attorneys Inc’s behalf.

6. PAYMENT 

6.1. LNP Attorneys Inc’s invoices are due and payable against presentation.

6.2. In the absence of specific written instructions to the contrary, LNP Attorneys Inc shall have the right to appropriate from any amounts held by it in trust from time to time, such amounts as may be necessary to defray hard costs incurred on your behalf or to pay interim and/or final fee and soft cost accounts. LNP Attorneys Inc may from time to time require you to pay reasonable amounts on account of anticipated fees and/or soft costs. However, such amounts are, in the normal course, intended to be held against payment of the final account to be rendered to you and you are expected to settle interim accounts without recourse to such amounts.

6.3. Payment of LNP Attorneys Inc invoices shall be made without set-off and you shall not be entitled for any reason whatsoever to withhold payment of any fees, hard costs or soft costs incurred by or owing to LNP Attorneys Inc whether it incurred any such hard costs or soft costs in your name or in the name of LNP Attorneys Inc.

7. LITIGATION (IF APPLICABLE) 

7.1. The basis of LNP Attorneys Inc’s charges in relation to litigation matters, as between LNP Attorneys Inc and yourself, is the same as that set out in paragraph 6 and is not related to any tariff of fees laid down by any competent body in relation to litigation in any court or tribunal.

7.2. If you are successful, you may be entitled to an order for the payment of your costs by another party. It should be noted in relation to any such costs order that:

7.2.1. such an award is at the discretion of the Court;

7.2.2. quasi-judicial bodies and other tribunals do usually not make cost orders;

7.2.3. you will be personally liable to LNP Attorneys Inc for the costs and charges due by you in terms of paragraph 6, regardless of any order made against your opponent;

7.2.4. it is probable that your opponent will not be ordered to pay the full amount you have to pay to LNP Attorneys Inc. This means that even if you are successful in your litigation you will be liable to pay all of LNP Attorneys Inc’s fees, hard costs and soft costs without being able to recover the full amount from your opponent. Also, LNP Attorneys Inc’s account will be payable upon presentation whereas the amount that you are able to recover from your opponent, will in all likelihood, take some time to be finalised and collected;

7.2.5. if your opponent is funded by legal aid, you are unlikely to recover any costs even if you are successful;

7.2.6. your opponent may be unwilling or unable to pay either the sum for which you have been given judgment or the costs he/she/it has been ordered to pay. In that event you will still be obliged to pay all LNP Attorneys Inc’s fees, hard costs and soft costs.

7.3. If you are unsuccessful, you may be ordered to pay your opponent’s costs as well as the costs and charges due by you to LNP Attorneys Inc.

8. FILE STORAGE 

At the end of a matter, LNP Attorneys Inc will only have the obligation to store that information in relation to your file which it is obliged to store as a matter of law, after which LNP Attorneys Inc has the right to destroy that information. If you want LNP Attorneys Inc to store anything in your file beyond what LNP Attorneys Inc is obliged to store by law, LNP Attorneys Inc will only do so if you make a special arrangement with LNP Attorneys Inc and it agrees on a suitable financial arrangement for the storage and retrieval from storage and for supplying copies of any documents contained therein. LNP Attorneys Inc shall decide, in its discretion (subject to the requirements of any law) on the format in which any information is to be stored.

9. TERMINATION OF MANDATE 

Without prejudice to its other rights and remedies, LNP Attorneys Inc will have the right to cease work and/or withdraw from any of your particular matter/s and/or terminate its mandate by giving you written notice at your last known address, inter alia, in the event that:

9.1. you fail promptly to supply any information or instructions needed by LNP Attorneys Inc to act on your behalf or to advise LNP Attorneys Inc immediately of any relevant change in circumstances;

9.2. any account remains unpaid for more than 30 (thirty) days after presentation;

9.3. LNP Attorneys Inc determines, in its sole discretion, that it is not in a position to properly perform an instruction given by you to it;

9.4. LNP Attorneys Inc considers, in its sole discretion, that any part of the conduct required to be undertaken by LNP Attorneys Inc on your behalf is inappropriate;

9.5. LNP Attorneys Inc takes a decision to withdraw from any particular matter under its mandate in the circumstances set out in paragraph 4.

10. CLIENT CARE 

10.1. At LNP Attorneys Inc we commit ourselves to offering our clients the highest standards in client care including endeavouring to add value to the development of a positive and productive relationship.

10.2. It is the policy of LNP Attorneys Inc to investigate complaints and expressions of dissatisfaction fully and promptly. If you have a complaint relating to the work being carried out for you, you should raise this in the first instance with the professional dealing with the matter. If you are still dissatisfied, you should lodge a formal complaint (preferably in writing) to the Chief Executive of LNP Attorneys Inc (“CE”) giving full details of your complaint. The CE or another executive nominated by him/her will investigate the matter and will respond to you.

11. LIMITATION OF LIABILITY AND WAIVER AND INDEMNITY 

11.1. LNP Attorneys Inc’s (and its successors in practice) and LNP Group’s limitation of liability is limited to the fees (excluding disbursements and VAT) paid by you on that particular matter.

11.2. You waive any claim of whatsoever nature (including damages, loss, interest, costs, expenses or otherwise (not limited ejusdem generis)), howsoever arising whether in contract or in delict or otherwise (not limited ejusdem generis) which you may have against LNP Attorneys Inc (and its successors in practice) beyond the amount actually recovered by it under its professional indemnity insurance policy in respect of your claim. Whilst LNP Attorneys Inc will make every effort to ensure that professional indemnity insurance is in place, it gives no undertaking that there will be professional indemnity insurance in place to cover such claim or that if there is such professional indemnity insurance in place that it will be sufficient to cover your claim/s. On request LNP Attorneys Inc will send you its existing professional indemnity insurance certificate.

11.3. You waive any claim of whatsoever nature (including but not limited to damages, loss, interest, costs, expenses or otherwise (not limited ejusdem generis)), howsoever arising whether in contract or in delict or under section 19(3) of the Companies Act, 2008 (as amended or substituted) or otherwise, which you may have against any of the directors, executives, employees agents or consultants (both past and present) of LNP Attorneys Inc (and its successors in practice) (in whose favour this constitutes a stipulatio alteri capable of acceptance at any time) by reason of any negligent act or omission on the part of any of the abovementioned personnel of LNP Attorneys Inc.

11.4. You indemnify LNP Attorneys Inc (and its successors in practice), its directors, past directors employees and past employees (in whose favour, where applicable, this constitutes a stipulatio alteri capable of acceptance at any time) against any claim of whatsoever nature (including but not limited to damages, loss, interest, costs, expenses or otherwise (not limited ejusdem generis)), howsoever arising whether in contract or in delict or under section 19(3) of the Companies Act, 2008 (as amended or substituted) or otherwise, that may be made against it/them by any third party as a result of any work done, or omitted to be done, whether negligently or in breach of obligations to you or otherwise, by LNP Attorneys Inc (or its successors in practice), any director, past director, employee or past employee of LNP Attorneys Inc for you or on your behalf.

12. GOVERNING LAW 

Our relationship shall be governed by South African law and if the prescription laws of South Africa are not considered to be substantive laws thereof, by its prescription laws as well but excluding its conflict of law principles.

13. SUBMISSION TO JURISDICTION 

Insofar as, you the client, may be a foreign resident or foreign entity, by accepting these terms and conditions you irrevocably submit and consent to the jurisdiction of the High Court of South Africa in any proceedings which might be instituted against you arising out of your mandate to LNP Attorneys Inc. You furthermore waive any objection you may now or hereafter have that such action or proceeding has been brought in an inconvenient forum.

14. ADDRESS FOR SERVICE 

Your address for purpose of the service of notices and legal process (domicilium citandi et executandi) will be the last physical address which you furnished to LNP Attorneys Inc.

15. WHOLE AGREEMENT, NO AMENDMENT 

15.1. This agreement constitutes the whole agreement between you and LNP Attorneys Inc relating to the subject matter hereof and supersedes any other discussions, agreements and/or understandings regarding the subject matter hereof.

15.2. No oral pactum de non petendo between you and LNP Attorneys Inc shall be of any force or effect.

15.3. No extension of time or waiver or relaxation of any of the provisions or terms of this agreement shall operate as an estoppel against either party in respect of its rights under this agreement, nor shall it operate so as to preclude such party (save as to any extension, waiver or relaxation actually given) thereafter from exercising its rights strictly in accordance with this agreement.

15.4. To the extent permissible by law neither you nor LNP Attorneys Inc shall be bound by any express or implied or tacit term, representation, warranty, promise or the like not recorded herein, whether it induced this agreement and/or whether it was negligent or not.

16. NOTICES 

Save as set out in these terms of engagement to the contrary, where you are entitled/required to give notice to LNP Attorneys Inc you must provide such notice in writing marked for the attention of the CE.