TERMS AND CONDITIONS OF BUSINESS 1. Introduction 1.1 KLT Legal is a Guernsey legal practice which provides legal advice solely in relation to the laws of the Bailiwick of Guernsey. 1.2 The terms and conditions of business set out in this document (Terms of Business) and in the Engagement Document (as defined below) set out the basis upon which KLT Legal will undertake work for you. If there is any conflict between these Terms of Business and the terms in the Engagement Document, the terms in the Engagement Document will prevail. 1.3 These Terms of Business supersede any terms of engagement previously in force. They override any other terms and conditions stipulated or incorporated by you in your instructions or any negotiations unless otherwise expressly agreed by us in the Engagement Document. 1.4 These Terms of Business apply to all work carried out by us for you in relation to your matter, including any work undertaken before the commencement or deemed commencement of our engagement in accordance with the Engagement Document. Your continued instruction of us constitutes acceptance of these Terms of Business save to the extent otherwise expressly agreed in the Engagement Document. 1.5 We reserve the right to vary these Terms of Business from time to time, including during the course of the provision of Services, without your prior consent. These Terms of Business and any future variations will be published on our website (www.kltlegal.gg) by way of public notice to all current and prospective clients. You will be bound by any revision of these Terms of Business upon such publication. 2. Definitions and interpretation 2.1 In these Terms of Business: Engagement Document means a letter or email of engagement provided by us to you or your Representative and (if applicable) any other email or document detailing the scope of work and/or the fees for work we propose to undertake for you; Guernsey means the Bailiwick of Guernsey, including the islands of Guernsey, Alderney and Sark; matter means a specific transaction or issue in relation to which you ask us to provide the Services whether or not it has been defined in the Engagement Document; Privacy Notice means the privacy notice for clients available on our website at www.kltlegal.gg; Regulation means any law, regulation, order, rule of court or rule or code of professional conduct with which we are obliged to comply from time to time; Representative means any person notified to us as being, or appearing to us (acting reasonably) to be, your representative, agent, adviser or other intermediary acting on your behalf and where such person is a firm, business or other organisation includes any person acting, or appearing to us (acting reasonably) to be acting, on its behalf; Services means all services we provide to you in relation to the relevant matter; we, us, our and KLT Legal means or refers to the legal practice carrying out business under the name KLT Legal or Kerrie Le Tissier t/a KLT Legal, and any successor practice or entity; and you, your and Client means any person or persons to whom KLT Legal has agreed to provide any Services and who is, or are, named as our client in the Engagement Document. 2.2 Unless the context otherwise requires, words (including definitions) denoting the singular number include the plural and vice versa. 2.3 References to any Regulation include references to such Regulation as it may be replaced, amended, extended or consolidated from time to time. Le Haut Terrain, Rue de la Vallée, St Pierre du Bois, Guernsey, GY7 9SE © KLT Legal 2021 T: +44 (0)1481 266649 | E: [email protected] | kltlegal.gg 1 TERMS AND CONDITIONS OF BUSINESS 3. Our services 3.1 KLT Legal provides legal services. We do not provide tax, accounting or investment advice or advice on the commercial terms of any matter involving a Client. 3.2 Our Services will be provided with reasonable skill and care by, or under the supervision of, a Guernsey Advocate. 3.3 All Services provided to you will be on the basis of the then current applicable law and, unless otherwise expressly stated in the Engagement Document, we have no duty to notify you of any change of law after the conclusion of your matter. 3.4 We will keep you informed of the progress of your matter and will provide a progress report on request. 3.5 We owe a duty of care to our Client and, unless otherwise agreed by us in writing, to no one else. Any Services we provide to a Client are for their benefit only. Unless we expressly agree otherwise, our Services may not be used by or relied on by any other person and we do not accept any responsibility for the results or consequences of those other persons relying on our Services. 3.6 You are responsible for providing us with complete and accurate information and instructions relating to your matter and for keeping us informed of any material changes in your instructions, knowledge or circumstances or any matter which has or might have a bearing on the matter or the provision of our Services. 3.7 We will assume that you have obtained or will obtain appropriate advice in relation to the laws of all applicable jurisdictions other than Guernsey. 3.8 You will remain responsible for the management, conduct and operation of your affairs and your business. 4. Compliance and due diligence 4.1 In providing the Services we are obliged to comply with various Regulations, including those relating to anti-money laundering and countering the financing of terrorism. 4.2 We may ask you to provide us with due diligence information and documentation (Due Diligence) prior to our engagement, or during the course of our engagement, where we are required to obtain this under the Regulations. Our provision of the Services, or continued provision of the Services, will be conditional upon us receiving any requested Due Diligence in a form acceptable to us. 4.3 You must immediately notify us of any material changes to Due Diligence provided. In particular, you must immediately notify us of any changes in the beneficial ownership or control of the Client (where the Client is a legal person or a legal arrangement) and any change in the usual residential, business, correspondence or email addresses, or in contact telephone numbers, of any person in respect of which we have requested such Due Diligence. 4.4 Where there is a material change to any Due Diligence provided, you must provide us with such additional Due Diligence as we may reasonably require in order for us to comply with the Regulations. 4.5 Where in our opinion compliance with the Regulations requires us to do or refrain from doing anything in relation to your matter, or to transfer or not transfer or otherwise deal with or refrain from dealing with any monies or assets that we may hold or control for you on account or otherwise, we will not be liable to you for any loss whatsoever arising from our action or inaction, notwithstanding any instruction or direction from you or your Representative. 4.6 In particular, if you fail to provide us with any Due Diligence as and when we require it and in a form acceptable to us, we may without liability decline to provide the Services, or any further Services, and/or suspend and/or terminate our engagement with you. 5. Fees and expenses 5.1 The basis upon which fees and expenses will be charged are set out in the Engagement Document. 5.2 We reserve the right to request that monies be paid up front (‘on account’) by you to cover future fees and/or expenses. All such client money accepted by us will be held in a client account separate from our own money in accordance with the applicable Regulations and clause 7 below. 5.3 Where any fees or expenses in relation to a matter are not paid when due, we may require payment of such fees © KLT Legal 2021 2 TERMS AND CONDITIONS OF BUSINESS and expenses and/or a payment on account of anticipated fees and expenses before continuing with the provision of the Services. 5.4 Where we are instructed by or on behalf of a Client in its capacity as trustee of a trust (whether such capacity is expressed or not), the Client, in its own capacity, agrees to pay all our fees and expenses not paid by it in its capacity as trustee. 6. Invoicing and payment terms 6.1 We will usually invoice you in respect of our fees and expenses monthly and on completion of your matter. 6.2 Our invoices are due for payment on receipt without any deduction, set-off or counterclaim. We may suspend or terminate the provision of further Services until payment is received. 6.3 If an invoice remains unpaid for 30 days after the date of the invoice we may charge interest at a monthly rate of 1.5% until payment is made. 7. Client money 7.1 KLT Legal does not provide any banking or money transfer service or general facility to hold money on behalf of any person. However, we will hold money on behalf of a Client (by placing that money in a client account with a bank of our choice) if we request a payment on account of our fees and expenses or that service is expressly set out in the Engagement Document. 7.2 We reserve the right to pay our fees and expenses in relation to any matter on which we are acting for you, whether individually or with others, or for a company beneficially owned in whole or in part by you, out of monies held for you in our client account.