1.1 These terms and conditions (“Terms”) will apply to all services (“Services”) provided by Ostrogothic Limited trading as Ravenna (“we”, “us” or “Ravenna”) to the client (“you” or the “Client”).
1.2 These Terms will form the agreement between you and us (“Agreement”) and can only be amended or varied by agreement between you and us.
1.3 Please note that our Services are intended for businesses and organisations only or for individuals engaged in a trade or profession, our Services are not intended for or supplied to consumers.
1.4 We provide general advisory and consultancy services in relation to the provision of professional advice. Our Services may be provided free of charge (“Free Services”) or may be subject to fees and charges (“Paid Services”).
1.5 If you wish to contact us please email us at hello@ravenna.co.uk or call and leave a message for us on 0203 826 7690. Please note that calls and appointments may be recorded for training and quality purposes.
2.1 The Service is being offered to assist you in the choice of a suitable law firm for the immediate and/or long term legal needs of your business. We do not provide legal advice and we are not regulated by the Solicitors Regulation Authority. One of the consequences of this is that you will not have access to the Solicitors Regulation Authority Compensation Fund and we are not obliged to arrange Professional Indemnity Insurance in connection with the assistance we provide to you.
2.2 We will not be obliged to provide Free Services or Paid Services and we may decline to provide any Services requested, for any reason.
2.3 We agree to supply the Services with reasonable skill and care.
2.4 Except as provided in this Agreement all warranties, representations, conditions and all other terms implied by law are excluded from this Agreement.
2.5 Services may be provided by email, telephone, video conference, in-person meeting or in such other manner as we may determine.
2.6 We may provide some of the Services through third parties. Whether or not we sub-contract out any of the Services to third parties is at our discretion and you agree that you do not have the right to object to any third party providing the Services.
3.1 Ostrogothic Limited is a wholly owned subsidiary of Russell-Cooke LLP. We are not entitled to receive commission payments or are otherwise incentivised by Russell-Cooke, and no law firm (Russell-Cooke included) pays us for referrals. We are not offering a marketing service or review portal and law firms do not pay for recommendations or to receive favourable reviews from us.
3.2 Our advisors have complete freedom to recommend the law firms and lawyers who they deem most suitable. If they do put Russell-Cooke forward, you will be given at least one other choice of law firm. If an individual contacts Ravenna who is not representing a business then that person may be referred to Russell-Cooke as Ravenna is a service for businesses and does not deal with individual legal needs.
3.3 We plan to grow, expanding our expertise and knowledge of the UK’s law firms, as well as knowing more about what businesses are looking for from their lawyers. At that point we may charge a fixed fee for the Service.
4.1 Any conclusions, reports or advice which we provide (“Advice”) should not be regarded as or relied upon as being a comprehensive opinion concerning the matters discussed. The Advice will be prepared on the basis of information, data and materials which were available to Ravenna at the time of providing such Advice. Accordingly any conclusions, opinions or judgements made in the Advice should not be regarded as definitive or relied upon to the exclusion of other information, opinions and judgements.
4.2 Please note that policies, practices and advice will change over time and we do not warrant that the Advice will remain appropriate as circumstances and current best practice and understanding change.
4.3 Any decisions made by you, or by any organisation, agency or person who has read, received or been provided with our Advice (“Recipient”) are decisions of the Recipient and we will not make, or be deemed to make, any decisions on behalf of any Recipient. We will not be liable for the consequences of any such decisions.
4.4 Any Recipient must take into account any other factors apart from the Advice of which they and their advisers are or should be aware.
4.5 The information, data, conclusions, opinions and judgements set out in the Advice may relate to certain contexts and may not be suitable in other contexts. It is your responsibility to ensure that you do not use the information we provide in the wrong context.
4.6 Any rankings or ratings of professional advisers have been prepared in good faith on the basis of evidence and information available to us. Such ratings or rankings rely on information available and are not entirely objective. Decisions about which information and evidence to include in such ratings or rankings or the weight to be attached to any such information and evidence are a matter of judgement. Other organisations or individuals may reach different conclusions on the basis of the same available information.
5.1 You agree to supply us with the necessary information and materials which we reasonably need for us to be able to perform the Services. If you do provide us with this information and materials or do not provide the information and materials in a timely fashion we will be liable to you for any failure to carry out the Services as a result.
5.2 You agree that you will not, without our prior written consent, at any time from the date we start supplying the Services to the expiry of six months after the completion of the Services, solicit or entice away from us or employ or attempt to employ any person who is, or has been, engaged by us as an employee, advisor or sub-contractor.
6.1 All intellectual property rights and any other rights in any products and materials developed by us in any media, including, without limitation, emails, reports, documents, data, diagrams and specifications (including drafts) in relation to or arising from the Services (“Outputs”) shall be owned by us.
6.2 Any Outputs provided by us to you must be used strictly for the purposes intended and you are not permitted to publish, share or otherwise disclose or make available any Outputs.
6.3 We hereby license all such rights described in clause 7.1 to you free of charge and on a non-exclusive, worldwide basis to such extent as is necessary to enable you to make reasonable use of the Outputs and the Services as is envisaged by the parties.
7.1 We agree to keep in confidence all information which is of a confidential nature in relation to your business or affairs and which has been disclosed to us and we will collect and store it in accordance with our privacy policy.
7.2 We agree to restrict disclosure of such confidential material to such of our employees, advisors or sub-contractors as need to know the information for the purpose of discharging your obligations to us, and to those professional advisers and providers whom you have agreed we may contact.
8.1 The following provisions set out the entire financial liability of Ravenna (including without limitation any liability for the acts or omissions of its employees, agents and sub-contractors) to the Client in respect of:
8.1.1 any breach of the Agreement howsoever arising;
8.1.2 any use made by the Client of the Services, the Outputs or any part of them; and
8.1.3 any representation, misrepresentation (whether innocent or negligent), statement or tortious act or omission (including without limitation negligence) arising under or in connection with the Agreement.
8.2 All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Agreement.
8.3 Nothing in these conditions excludes our liability:
8.3.1 for death or personal injury caused by Ravenna’s negligence; or
8.3.2 for fraud or fraudulent misrepresentation.
8.4 Subject to clause 9.2, 8.2 and clause 9.3:
8.4.1 We shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any:
a. loss of profits;
b. loss of business;
c. depletion of goodwill;
d. loss or corruption of data or information;
e. loss of anticipated savings;
f. pure economic loss; or
g. or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under this Agreement.
8.4.2 Our total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of this Agreement shall be limited to:
a. In the case of Paid Services the total fees paid for the relevant Services; and
b. In the case of Free Services, the sum of £250.
9.1 Without prejudice to any other rights or remedies to which we may be entitled under these Terms, we shall be entitled to terminate the Agreement (and any Services then being provided to you) on notice to you in the event that:
9.1.1 you fail to pay any invoice when due; or
9.1.2 you cease to trade, become insolvent, or become unable to pay your debts as they fall due; or
9.1.3 you fail to co-operate with us in the performance of the Services; or
9.1.4 you are in material breach of any other provision of the Agreement and, if the breach is capable of remedy, have failed to remedy that breach within 30 days.
9.2 Termination of the Agreement, howsoever arising, shall not affect or prejudice the accrued rights of the parties as at termination or the continuation of any provision expressly stated to survive, or implicitly surviving, termination.
10.1 Each of the parties agrees that it has the power to enter into the Agreement and has obtained all necessary approvals to do so.
10.2 Both parties shall be released from their respective obligations in the event of national emergency, war, prohibitive governmental regulation or if any other cause beyond the reasonable control of the parties or either of them renders the performance of the Agreement impossible.
10.3 Each party acknowledges that these Terms contain the whole agreement between the parties and that it has not relied upon any oral or written representations made to it by the other or its employees or agents and has made its own independent investigations into all matters relevant to it.
10.4 If any term of this Agreement is, or is found to be, illegal, invalid or unenforceable, the remaining terms shall continue in full force and effect and will not be affected by such illegality, invalidity or unenforceability.
10.5 This Agreement will be governed by English law and any proceedings arising out of or in connection with this Agreement may be brought in any court of competent jurisdiction in England and Wales.
