Terms and Conditions of Business

Purchase of Model Documents and Guidance Notes

1. General

1.1. Thank you for instructing Edward Connor Solicitors (‘ECS’) to provide your organisation with model document(s) which have been tailored specifically for churches and/or other Christian organisations and general guidance notes on how to complete the model document(s) (together referred to in these Terms as ‘the Model Document Pack’)

1.2. These Terms of Business (the ‘Terms’) explain the basis upon which we will provide you with the Model Document Pack.

1.3. In these Terms ‘we’ or ‘us’ means Edward Connor Solicitors or any successor organisation.

1.4. The expressions ‘you’ or ‘your’ ‘the organisation’ or ‘the Client’ refer to our client which is the church or other Christian organisation described in our covering correspondence.

1.5. Please note that we are not providing the Model Document Pack for use by anyone except the Christian organisation that is our client. Please see the section below headed ‘Licence to use this pack’.

1.6. These terms are subject to change from time to time and are updated on our website.

2. Our aims

2.1. To be experts in law for Christian organisations, including churches – Edward Connor Solicitors is a team of Christian solicitors and specialists who have expertise in charity law and other legal disciplines that are relevant to the requirements of Christian organisations, such as property and employment matters. They are each actively involved in churches and other Christian charities themselves so understand how they operate.

2.2. To have empathy – As well as being professional in our approach, we seek to be loving, patient and gentle combining our legal expertise with a pastoral heart – supporting and praying for our clients as they work through complex legal processes. You can trust us to provide advice that is both legally robust whilst seeking to be biblically faithful. It is our aim to work as the Apostle Paul did, ‘…in purity, understanding, patience and kindness; in the Holy Spirit and in sincere love; in truthful speech and in the power of God…’ (2 Corinthians 6 v 6-7)

2.3. To be cost-effective – Whatever your legal budget, expert legal help should not come at the expense of your ministry; we see ourselves as gospel partners, not business partners. With our help and prayer, we support your organisation to be more effective in serving Christ. Our Model Document Packs help churches and other Christian organisations to be legally compliant but also act in line with biblical principles. This is something Edward Connor Solicitors can do at excellent value for money because our charge out rate is often lower than the commercial rate for the equivalent level of qualification and experience of our staff.

2.4. Our Model Document Packs are an excellent way of getting quality legal template documents, carefully tailored for churches and other Christian organisations at a fraction of the cost of production.

3. Organisations we serve

3.1. Please note that Edward Connor Solicitors is a Christian charity. One of the aims of our charity is to support the Fellowship of Independent Evangelical Churches (“FIEC”). Therefore, we may be unable to act for you if there is a potential conflict of interests with FIEC that might be relevant to us providing you with the Model Document Pack.

3.2. As a Christian charity, we are only able to act for organisations who can confirm in writing their agreement to our Statement of Faith (as defined and set out in our governing document) and who act consistently with it.

4. Limitations on our advice

4.1. We are qualified to advise on the laws of England and Wales. If you require advice from lawyers in other jurisdictions we may refer you to lawyers who can help but such advice is not included in the Model Document Packs that we provide.

4.2. We are not qualified to provide advice in relation to taxation, including VAT, or other financial matters. You will need to be separately advised on the tax, VAT and financial implications of any legal advice that we provide to you. We may be able to assist you with finding appropriate advisers in these areas.

4.3. We have prepared the Model Document Pack as a template only. It is not tailored to the particular needs of your organisation in so far as these might differ from churches and other Christian organisations in general, and we will make no amendments to the template documentation before sending it to you. You are required to make your own assessment as to whether the Model Document Pack is suitable or appropriate for your particular organisation and the particular circumstances in which you intend to use it.

4.4. The legal effect of the documents that you produce also depends upon the accuracy and appropriateness of the details that you insert into the model documents. Please refer carefully to the guidance notes that are contained within the Model Document Pack.

4.5. The Model Document Pack is based on the law that is current at the time that we send it to you, and so the contents may be out of date at any point in time after that date. We will not be responsible for updating you of future changes to the law, unless we have expressly agreed to do so as part of an ongoing engagement. If you will be using this documentation again in the future, we recommend contacting us at that point to check that it is up to date.

4.6. Where our Model Document Pack contains links to websites and other resources provided by third parties, these links are provided for your information only. We have no control over the contents of those websites or resources, and your use and reliance on their content is entirely at your own risk.

4.7. The Model Document Pack is not suitable for use by consumers such as private individuals. Nor is it intended for use by those in the legal services profession, or for anyone else purporting to provide advice to others.

5. Licence to use this pack

5.1. We own all intellectual property rights, including copyright, in the Model Document Pack. All such rights are reserved.

5.2. In order to help other churches and Christian organisations, we reserve the right to reuse the Model Document Pack in any way in accordance with the aims of our charity, including (but not limited to) by publicising them on our website, or by using them for the benefit of other clients or prospective clients.

5.3. Subject to these Terms, we grant you a non-exclusive, non-transferrable licence to access, download, print, save and use the Model Document Pack, but only for the purpose for which it was provided to you. That licence cannot be transferred or shared by you with any other person or organisation. In other words, the Model Document Pack is intended for your use only, and you agree not to sell, share or give it to anyone else for them to use for their own purposes or to pass on to others.

5.4. One of our aims as a charity is to serve churches and Christian organisations by charging lower than commercial rates for the use of our resources. We can only afford to do this if each organisation that uses our model documentation pays a contribution to our costs of preparing the documents. It is also vitally important that churches and Christian organisations are using the most up to date version of the documents that we produce.

5.5. We reserve the right to terminate your licence and your access to our Model Document Pack with immediate effect, and to claim damages and/or seek injunctive relief, if we find you have breached the restrictions contained in these Terms.

5.6. We may also terminate this licence with immediate effect if you do not pay our fees.

5.7. Upon termination of this licence (for any reason):

5.7.1. the licence granted to you under these Terms shall cease immediately;

5.7.2. you must cease all use of the Model Document Pack and any documents that have been produced by using it; and

5.7.3. you must delete or remove all copies of the Model Document Pack and any documents that have been produced by using it from all computer equipment in your possession and destroy or return to us all copies in your possession.

6. Fees for the Model Document Pack

6.1. We charge standard fees for each Model Document Pack, which will be notified to you with these Terms in our covering correspondence.

6.2. All our fees are subject to VAT (which means that VAT will be charged in addition to our fees).

6.3. Payment in full is due prior to the Model Document Pack being sent to you. Please refer to our invoice for the methods of payment

6.4. Please note we are unable to accept any cash payments.

6.5. Disbursements are charges paid to external parties on your behalf. It is unlikely that we will incur any disbursements in providing the Model Document Pack, unless discussed with you separately. Any such third party costs are payable in advance at cost unless otherwise agreed.

7. Fees for any additional work

7.1. Should you instruct us to carry out any additional matters outside the scope of providing the Model Document Pack, we reserve the right to charge additional fees in relation to such work based upon our current hourly rates. If this happens we will discuss with you the options available to you, any additional work that this will entail and the likely fees and disbursements. Wherever possible, we will seek to guide you towards the most cost-effective solution.

7.2. Our charges for any additional work outside the scope of the Model Document Pack are normally based on the time spent dealing with such a matter, and if you wish to instruct us to carry out additional work then we will provide you with details of our current hourly rates. These vary according to the level of seniority and expertise of each fee earner. Other factors may also be taken into account, for example, complexity, value, importance to the client and urgency.

8. Delivery of pack by email only

8.1. The Model Document Pack will be delivered to you in Word format, by email only to the email address provided by you. If, for any reason, we are unable to deliver the Model Document Pack to you, we will notify you and arrange for a refund.

9. Money Laundering Regulations 2017 and Proceeds of Crime Act 2002

9.1. We have to ensure that we are not unwittingly drawn into transactions which launder money or are funded by the proceeds of crime. Depending on the nature of the organisation and the purpose for which you intend to use the Model Document Pack, we may ask you to provide evidence of identity and other information for your organisation and/or the people who manage it.

9.2. Subject to the section headed ‘Data protection’ below, any personal data we receive from you for the purpose of preventing money laundering or terrorist financing will be used primarily for that purpose or:

• otherwise with your consent;
• as permitted by or under another enactment; or
• as required by a regulatory authority

9.3. The Proceeds of Crime Act prevents us from being involved in any arrangements which involve property or money which in any way constitute, whether in whole or in part, a person’s benefit from any form of criminal conduct. If we become aware of, or suspect, any such circumstances we will have to make a disclosure to the National Crime Agency (NCA) whose consent would then be required before we can continue to act. Such a disclosure would be without any reference to you and without us being able to disclose it to you.

9.4. Subject to the section headed ‘Liability’ below, we shall not be liable for any loss arising from or connected with our compliance with any statutory obligation which we may have, or reasonable belief we may have, to report matters to the relevant authorities under the provisions of money laundering and/or terrorist financing legislation.

10. Liability

10.1. In accordance with normal professional practice, our liability to you in respect of any claim for loss is limited to the maximum amount payable in respect of that loss under the terms of our professional indemnity insurance. Subject to the following clause 10.2, it is specifically understood and agreed that:-

10.1.1. Unless otherwise previously agreed in writing, Edward Connor Solicitors (‘ECS’) will assume no liability whatsoever to any third party (i.e. other than to you as our client);

10.1.2. ECS shall assume no liability whatsoever for any loss that may arise from information or documents provided by you or on your behalf to the extent that the same is misleading, incomplete or incorrect;

10.1.3. ECS shall not in any circumstances be liable for the acts or omissions of any third party in relation to our or their work or documents, including without limitation any barrister or expert, whether or not engaged by ECS on your behalf;

10.1.4. ECS’s directors, managers, consultants and employees will at all times act only on its behalf and you agree that in no circumstances whatsoever will such individuals assume or have any personal liability to the Client for any loss howsoever arising out of, or in connection with, work carried out for you; and

10.1.5. The maximum limit of ECS’s liability to you, whether for breach of contract, negligence or otherwise, is £3 million in any one claim which is the current level of our professional indemnity insurance.

10.2. We only limit our liability to the extent the law allows. We do not exclude our liability (if any) to you for personal injury or death resulting from our negligence, for loss resulting from our fraud / fraudulent misrepresentation or for any matter which it would be illegal to exclude or attempt to exclude.

11. Professional indemnity insurance

11.1. We are obliged to put in place professional indemnity insurance to cover the legal advice provided. Cover is renewed each year and the applicable insurer may change from year to year. Details of the current insurer and insurance cover, including contact details of our insurer and the territorial coverage of the policy, can be inspected at our office or are available on request.

11.2. To comply with our regulatory obligations and the terms of our professional indemnity insurance, we may disclose relevant documents and information to insurers, brokers and insurance advisers on a confidential basis. This could include details of any circumstances arising from our work for you that might give rise to a claim against us. You consent to such disclosure by us even if the documents and information in question are confidential and/or subject to legal professional privilege.

12. Equality and diversity

12.1. Edward Connor Solicitors is committed to promoting equality and diversity in all dealings with clients, third parties and employees, acting in accordance with its governing document and doctrinal commitments. Please contact us if you would like a copy of our equal opportunity and diversity policy.

12.2. We recognise that everyone is different and has something unique to offer. Edward Connor Solicitors wants to respect and understand these differences and to make the most of everyone’s talents.

12.3. Please let us know if you require any reasonable adjustments to ensure that you are not at a disadvantage when it comes to using our services.

13. Data protection

“Data Protection Legislation” means the Data Protection Act 1998, the Privacy and Electronic Communications Regulations (EC Directive) Regulations 2003 (SI 2426/2003 as amended), and all applicable laws and regulations, including any replacement UK or EU data protection legislation relating to the Processing of Personal Data, including, where applicable, the guidance and codes of practice issued by the Information Commissioner’s Office.

13.1. The information you provide about yourself (including that of any individuals involved in instructing us) will be used primarily for the provision of the Model Document Pack to you and for related purposes including:

• compliance with legal and regulatory obligations and good practice, e.g. identifying clients and verifying their identity
• ensuring the firm’s policies are adhered to
• operational reasons, such as recording transactions, training and quality control
• statistical analysis
• updating and enhancing client records
• analysis to help us manage and improve our practice

13.2. Our use of your information is subject to your instructions, Data Protection Legislation, other relevant legislation and our duty of confidentiality.

13.3. Please note that our work for you may require us to give information to third parties such as experts, regulators, insurers, brokers and other professional advisers. On occasion, those parties may be located outside the UK and the European Union.

13.4. We may disclose and exchange information with law enforcement agencies and regulatory bodies.

13.5. Information may be held at our offices. We have security measures in place to seek to ensure there is appropriate security for information we hold. We may use a third party service provider to store some or all of your data in the Cloud.

13.6. Under Data Protection Legislation you have a right of access to the personal data that we hold about you. To make a request for your personal information contact Gemma Adam by emailing: info@edwardconnor.com

You also have the right to:

• object to processing of personal data that is likely to cause, or is causing, damage or distress
• prevent processing for the purpose of direct marketing
• object to decisions being taken by automated means
• in certain circumstances, have inaccurate personal data rectified, blocked, erased or destroyed; and
• claim compensation for damages caused by a breach of the Data Protection Legislation.

For further information on how your information is used, how we maintain the security of your information and your rights to access information we hold on you please contact Gemma Adam by emailing: info@edwardconnor.com

If you have a concern about the way we are collecting or using your personal data, you should raise your concern with us in the first instance or directly to the Information Commissioner’s Office at https://ico.org.uk/concerns/

13.7. We would like to use the information you provide to us to contact you by email or post to send you information about Edward Connor Solicitors and its products, services and events. If you would like to receive such information please confirm your contact details by inserting them in the space provided at the end of these terms. You can unsubscribe at any time by emailing: info@edwardconnor.com

14. Complaints procedure / dissatisfaction or complaint

14.1. We are committed to providing high quality legal advice and client care. If you consider that the Model Document Pack is defective and does not conform to your expectations, please notify us as soon as possible by replying to our email with full details of your concern and a copy of the relevant Model Document Pack attached, or by calling us on 01858 411568 or by post to 39 The Point, Market Harborough, LE16 7QU. If we agree, we will (at our own cost) amend or replace the Model Document Pack (as appropriate) or, if not possible, agree a reduction in price (up to a full refund).

14.2. If you are still unhappy about any aspect of our service in providing the Model Document Pack or wish to make a complaint, then contact Gemma Adam, the Managing Director of Edward Connor Solicitors, on 01858 411568 or gemma.adam@edwardconnor.com or by post to 39 The Point, Market Harborough, LE16 7QU.

14.3. We have a written procedure that sets out how we handle complaints. It is available from our office on request.

14.4. We have eight weeks to consider a complaint. If we have not resolved it within this time, you may complain to the Legal Ombudsman. If you are not happy with our handling of your complaint you can ask the Legal Ombudsman to consider the complaint. The Legal Ombudsman’s contact details are:

PO Box 6806
Wolverhampton
WV1 9WJ
Tel: +44 (0)300 555 0333
Email: enquiries@legalombudsman.org.uk
Website: www.legalombudsman.org.uk

14.5. Normally, you will need to bring a complaint to the Legal Ombudsman within six months of receiving a final written response from us about your complaint or within six years of the act or omission about which you are complaining occurring (or if outside of this period, within three years of when you should reasonably have been aware of it).

14.6. The Legal Ombudsman deals with complaints by consumers, some charities and some small businesses. This means some clients may not have the right to complain to the Legal Ombudsman – e.g. charities or membership organisations with an annual income net of tax of £1million or over, and many larger-scale businesses, may be unable to use the services of the Legal Ombudsman. This does not prevent you from making a complaint directly to us about the service you have received or about our fees.

15. Correspondence and record-keeping

15.1. It is your responsibility to retain copies of the Model Document Pack. We do not intend to keep a file relating to the provision of the Model Document Pack to you. We may keep a record of our correspondence with you relating to this (including recording or monitoring of calls) but arrangements may be made for this correspondence to be confidentially destroyed without further reference to you.

16. Confidentiality

16.1. The information and documentation you provide us is confidential and subject to legal professional privilege unless:

• stated otherwise in this document, eg in relation to prevention of money laundering and terrorist financing, or
• we advise you otherwise during the course of your matter

16.2. We cannot absolutely guarantee the security of information communicated by email or mobile phone. Unless we hear from you to the contrary, we will assume that you consent for us to use these methods of communication.

17. Regulated Services

17.1. Edward Connor Solicitors is authorised and regulated by the Solicitors Regulation Authority, The Cube, 199 Wharfside Street, Birmingham, B1 1RN (‘the SRA’).

17.2. This means that we are governed by a Code of Conduct and other professional rules, which you can access on the SRA’s website (www.sra.org.uk) or by calling 0370 606 2555.

17.3. We are not authorised by the Financial Conduct Authority. If, while we are acting for you, you need advice on investments or other financial matters, we may refer you to someone who is authorised to provide the necessary advice.

Governing Law

17.4. Any dispute or legal issue arising from our Terms of Business will be determined by the law of England and Wales, and considered exclusively by the English and Welsh courts.

18. Acting for more than one client

18.1. Please note that we may already be acting for another church or Christian organisation that is involved in the matter for which you intend to use the Model Document Pack. For example we may be acting for an umbrella organisation / holding trustee that has an interest or involvement in your organisation or the land or other assets owned by your organisation. This could mean that we will owe a duty to act in the best interests of two different clients in relation to the same or related matters.

18.2. We will need to consider the exact circumstances on a case by case basis, but we may be unable to act for you if there is a potential conflict of interests or dispute with another client that could be relevant to us providing the Model Document Pack to you. In the majority of cases there will be no problem with us providing you with a Model Document Pack, because another client is unlikely to be involved in the matter for which you intend to use the documentation and/or they may share a substantial common interest with you in achieving the same outcome. However, please let us know as soon as possible if you are aware of any other church or Christian organisation who may be involved in the matter and any potential conflict of interests or dispute with such an organisation.

18.3. If we agree to act for more than one client on a matter, then it is possible that we will receive information from each client that could be considered confidential. But in order for us to proceed with supplying the Model Document Pack to you we will assume that you are willing for any information received by us to be shared with the other client that is involved, but only in so far as we may have a duty to disclose such information to the other client.

19. Acceptance of Terms

19.1. Please can you arrange for a copy of these Terms to be signed by a representative who has been authorised by your organisation to instruct Edward Connor Solicitors to provide the Model Document Pack. Please return a scanned copy of the signed Terms to us by email. In the meantime, if you continue to instruct us before you are able to return signed copies, this will be taken as your acceptance of our Terms.

CLIENT ACCEPTANCE OF TERMS:

These Terms of Business are accepted for and on behalf of the Client by signing below

If purchasing our Employment Pack for a church we also confirm that the trustees have read and understood the article “Is your Pastor an office holder, employee or both?” and that they have decided the relationship between the church and the pastor is an employer/employee and/or office holder relationship as appropriate.