These are the firm’s standing terms and apply to every matter. The scope, fee and timing for your matter are in Koby’s email — the two together form the agreement. A plain-English summary is here.
1. Who the client is
The firm does not act for, and owes no duty to, any other person, including the Client’s shareholders, directors, officers, employees, affiliates, related corporations or family members in their personal capacities. Any of them who requires legal advice should retain their own counsel.
2. What the firm will do
The services are described in the engagement email. The firm will provide them with reasonable skill and care, keep the Client informed of significant developments, and respond to enquiries promptly.
3. What the firm will not do
Unless the engagement email provides otherwise, this engagement does not include tax advice or planning; advice on the laws of any jurisdiction other than Ontario and the federal laws of Canada applicable in Ontario; accounting, valuation, or advice on the commercial merits of any transaction; monitoring or protecting any limitation period, filing deadline or renewal date other than one expressly identified; or any continuing obligation after the matter is concluded.
4. Who will do the work
Koby Smutylo is the lawyer responsible. Where it is efficient to do so, discrete tasks may be delegated to other lawyers, law clerks or agents.
5. Fees
The fee basis is set out in the engagement email. Where a fixed fee is stated, it applies to the scope described and does not change unless the scope changes. Where an estimate and cap are stated, the firm will not exceed the cap without the Client’s prior written agreement. Where an hourly rate applies, time is recorded in tenths of an hour.
6. Disbursements, taxes and accounts
The firm does not require a retainer deposit and does not hold client funds in trust.
Disbursements are billed at cost. HST applies to fees and to most disbursements. Accounts are rendered as the work is done and are payable on receipt. Interest may be charged on accounts unpaid more than 30 days after delivery, at the maximum rate permitted under the Solicitors Act (Ontario). The Client is entitled to have any account assessed under that Act.
7. Communications
Unless instructed otherwise, the firm will correspond by ordinary email, which is not a secure medium and can be intercepted, misdirected or delayed. By accepting these terms the Client consents to email and accepts that risk. Where a document is particularly sensitive the firm will use a secure alternative.
8. Confidentiality and privilege
Everything the Client tells the firm is confidential and, in most cases, privileged. Privilege belongs to the Client, and care should be taken not to waive it by forwarding legal advice to third parties.
9. Conflicts of interest
The firm has run a conflicts check on the parties disclosed to it and is not aware of any conflict preventing it from acting. The Client agrees the firm may act for other clients on unrelated matters, provided the firm holds no confidential information of the Client relevant to that matter.
10. Client identification and verification
The Law Society of Ontario requires the firm to obtain identification information from every client, and to verify identity where the firm engages in the receipt, payment or transfer of funds outside the exemptions in By-Law 7.1. The firm may decline to act, or cease acting, if the required information is not provided.
11. Cash
Under By-Law 9 the firm cannot accept $7,500 or more in cash in respect of any one client matter, subject to limited exceptions.
12. The file
At the end of the matter the firm will return original documents on request. The firm retains its file for 10 years after closing and may destroy it after that without further notice.
13. Ending the engagement
The Client may end the engagement at any time by written notice. The firm may withdraw on reasonable notice and only where the Rules of Professional Conduct permit. The Client remains responsible for fees and disbursements for work done to that point.
14. When this engagement begins
Completing this form does not, by itself, require the firm to act. The engagement becomes effective only when Koby Smutylo sends written confirmation that it has been accepted. Until then the firm is not acting, is not responsible for any limitation period or deadline, and no solicitor-client relationship exists for this matter.
15. General
These terms and the engagement email are the entire agreement about this matter and replace any earlier discussion. Any change must be in writing. This agreement is governed by the laws of Ontario.