Ogier (Jersey) LLP & Ogier Executor and Trustee Company Limited
Terms and Conditions of Business - Legal, Executor and Administration Services

1

Introduction

1.1

Ogier is a multi-jurisdictional legal and fiduciary
services provider. It includes the following
entities collectively Ogier Legal Limited
Partnership, Ogier Global Holding Company
Limited, any separate legal or limited liability
partnership (each called Ogier) and any of theirsubsidiaries, associates and undertakings(including any successor to any of them)wherever each and any of them may be situate.
A full list of jurisdictions in which Ogier operates
and the main trading entities included within
Ogier is available at www.ogier.com.

1.2

References in these Terms and Conditions andany accompanying engagement letter to we,
our, us and the firm mean Ogier (Jersey) LLP
a limited liability partnership registered in
Jersey with registration number 99, and Ogier
Executor and Trustee Company Limited(OETCL) a company registered in Jersey withregistration number 36005. Whilst a part ofOgier, this limited liability partnership alone isfully and exclusively responsible for providing
legal services to you under this engagement,
and OETCL alone is fully and exclusively
responsible for providing any administration,
executor and probate services under thisengagement.

1.3

For supplementary terms specific to theprovision of services by OETCL, please see
Schedule 1.

1.4

Any advice that we provide is for your benefit
alone for the purpose of this engagement.
Unless we expressly agree otherwise, theadvice is not to be used or relied upon by third
parties. We accept no responsibility for any
consequences arising from reliance upon our
advice by any person other than you.

1.5

We reserve the right to vary these Terms andConditions from time to time, including during
the course of the provision of legal services,
without your prior consent. These Terms andConditions and any future variations will be
published on www.ogier.com by way of public
notice to all current and prospective clients. On
the basis of such publication you shall bedeemed to have agreed to these Terms andConditions and all such variations.

2Your Authorised Representative

2.1

In our provision of legal services you authorise
us to deal with any designated representative
notified to us in writing (including by email) or bytelephone from time to time. That notification
may come from you or other professional
advisers or agents or other third parties

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providing services for you in relation to thisengagement.
3

Due Diligence3.1

We are required to complete due diligence
checks on all new and existing clients. Thesechecks will include gathering information anddocuments to identify and verify each individual
or entity for whom we act and, if applicable,
each principal or beneficial owner of that entity.
We may conduct electronic identity verification
searches.

3.2

Either the lawyer or fee earner responsible foryour engagement or a member of the legal
compliance team will contact you to agree what
information and documents are required tosatisfy our due diligence checks, including theform of those documents.

3.3

We may immediately stop acting for you if,
within a reasonable period, you fail to produce
or delay in producing any information or
documents (in a form acceptable to us) werequire for our due diligence checks. If we soterminate our engagement, that termination will
be without any liability on our part and without
prejudice to our ability to claim our fees,
disbursements and charges incurred prior tothat termination.

3.4

We are not permitted to provide final advice toenable a transaction to complete until our due
diligence checks have been finalised. Any
advice that we give to you prior to thecompletion of the due diligence checks will betaken to be preliminary advice on which you
cannot place any reliance and for which we
accept no liability.

4

Fees

4.1

Unless agreed otherwise, our fees are based ontime spent by our lawyers and other fee
earners. However we are entitled to take into
account, when assessing rates and bills
generally, other factors including theimportance, urgency, novelty and complexity ofthe matter, the values involved, the number andlength of any documents involved, any special
skills required and the firm's experience,expertise and precedents. We are always
willing to discuss with you a fair and reasonable
method to determine our fees in any specific
case.

4.2

4.3

Our billing rates vary according to theexperience, qualifications and role of theindividuals involved. Our billing rates arereviewed from time to time and may be adjusted
as we consider necessary. The rates applied
will be those in force at the time the work isundertaken. It is not our practice to notify youof changes to billing rates but we will provide up
to date information upon request.
By instructing us, you authorise us to incur andcharge for disbursements such as those relating
to registry fees, court fees, courier services,
government fees, travel expenses and otherthird party charges. In addition, a sundry
expenses charge of up to 4% of fees may be
included in each invoice to cover general
expenses which it is not practical to charge on aprovision basis such as those relating totelephone calls, printing and regulatorycompliance which are not included withinstandard or fixed fees billed.

4.4

Where significant or unusual third party
payments are required we may forward any
related invoices to you for direct payment.

4.5

Although we may from time to time, at yourrequest,provideestimatesof
fees,
disbursements and charges that we anticipate
will be incurred, these are only estimates andthe actual fees, disbursements and charges
ultimately invoiced may vary from thoseestimates. We will endeavour to inform you assoon as possible if it appears that any estimate
is likely to be exceeded or if there are significant
changes to the variables on which the estimate
was based. You may request an update on feesat any time during the course of ourengagement.

4.6

4.7

4.8

4.9

If another member of Ogier records time in acurrency other than that in which the invoice isbeing produced, the fees of that other Ogier
member will be converted to the same currency
as that in which the invoice is being issued using
the relevant Financial Times rate as we may use
from time to time.
Our mandatory due diligence procedures may
result in a charge depending on the extent of thedue diligence required. In the event that we arerequested to provide copies of due diligencerecords to third parties, we may charge a fee
depending on the extent of the due diligencerequired and will action only subsequent toreceipt of a signed mandate of release by you.
We will add to your invoice any value added tax,
goods and services tax or other similar tax that
may be chargeable on all or any part of theservices which we provide as part of ourengagement or any disbursements or charges
in relation to those services.
In the event that you are required to withhold or
make any deductions in respect of any tax orsimilar levy, you will pay to us such additional

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amount as will ensure we receive the same total
amount that would have been received if there
were no such withholding or deduction.
5

Payments on Account and Client Account
Funds

5.1

We reserve the right to request a payment on
account of fees, disbursements and/or charges.

5.2

All clients' money accepted by the firm will beheld in an account separate from the firm's
money. It will be held on trust. We pay intereston clients' money in certain circumstances. If
you would like further details of this, please do
not hesitate to ask us.

5.3

Where we are holding money for you, on
account or otherwise, we may use this money
towards payment or part-payment of any of ouroutstanding invoices. We will always inform you
when this is being done. Should you inform us
in writing of a bona fide dispute in relation to ourfees, disbursements or charges, we will placesuch funds on a suspense account pending
resolution of any such dispute.

5.4

Any monies retained in our client account(irrespective of the reason for which they areheld) shall be placed on account with a bank. In
the event of such a bank being unable to meetits obligations to its creditors for any reason(including but not limited to any form ofinsolvency), we shall not be liable to any person
for any costs, claims or expenses or any losses(whether consequential or otherwise), damages
or liabilities howsoever arising and your liability
for payment of our fees, disbursements andcharges shall remain unaffected.

5.5

Paragraph 5.4 shall not apply in respect ofundertakings we provide to any of our clients orto third parties as part of the legal services
which we provide (unless otherwise expressly
stated in the terms of the undertaking).

5.6

Where we are holding money for you on
account or otherwise and we have suspicions ofmoney laundering or any illegal activity wereserve the right to refuse to transfer out suchmoney without the prior sanction of any relevant
authorities.

6

Payment

6.1

Invoices are usually rendered monthly inarrears and generally include all fees,
disbursements and charges incurred up to thedate of the invoice. Interim invoices may be
issued. Unless otherwise agreed with us,
payment is due immediately.

6.2

If payment is not made within 30 days, we may
charge interest at a monthly rate of 2%.

6.3

Without prejudice to our right to claim interest, if
payment is not made when due (or if we request
payment on account of fees, if payment is notmade when requested), we may stop acting for
you and retain documents and papers

belonging to you, together with our own records,
pending payment in full of all amounts due to
us.
6.4

6.5

Where we are instructed by more than one
client, responsibility for our fees will be joint andseveral unless agreed otherwise with us.
You remain personally responsible for paymentof our fees where it is intended that our fees will
be met from any source other than your own
funds. You are liable when payment is due,
whether or not monies are available from any
such other intended source. Without limitation,and for the avoidance of doubt, this includes
where you instruct us as representative foranother party, as trustee or as liquidator,
receiver or administrator of a company and ourfees, disbursements and charges are intended
to be met out of the other party's assets, or trust
or company assets, as the case may be.

7

Confidentiality, Intellectual Property andData Protection

7.1

References in these Terms and Conditions to
Client Information means all the details we holdabout you and the matters upon which we are
instructed by you, whether those details aresupplied by you or come from third parties.

7.2

Subject to clauses 7.5 and 7.6, we shall not at
any time disclose to any person, and shall treat
as confidential, any Client Information.

7.3

7.4

7.5

(c) such information is already in the publicdomain (otherwise than as a result of
unauthorised or improper conduct of therecipient);(d) disclosure is required by any law, regulation,
rule, code or order of any court, tribunal or
judicial equivalent or pursuant to any direction,
request or requirement (whether or not having
the force of law) of any governmental, regulatory
or supervisory body; or. (e) disclosure is authorised pursuant to clause
2.1.
7.6

7.7

Where such Client Information consists ofpersonal data about you and/or your officers,
employees, shareholders, beneficial owners,
associates, agents and, where applicable, family
members you acknowledge that we may process
such personal data in accordance with any dataprotection legislation applicable to us and our
privacy policy which is available here. Bothparties will comply with applicable dataprotection legislation.
Any information related to the business,customers, finances, partners, employees or
consultants, of any Ogier entity which is
identified as or can reasonably be considered asconfidential shall be considered Ogier
Confidential Information. Subject to clause
7.5, you shall not at any time disclose to any
person (other than your directors, officers,
employees, consultants and agents on a need toknow basis and provided they are subject tosimilar standards of confidentiality) Ogier
Confidential Information.
Neither party shall disclose to any third parties
any Client Information or Ogier Confidential
Information, as the case may be, unless:(a) such disclosure is permitted by these Terms
and Conditions;(b) the other party has consented to suchdisclosure;

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We may disclose Client Information for legitimate
business purposes to any of the following, which
may be in another country:(a)other members of Ogier;(b)

service providers or agents who aresubject to duties of confidentiality suchas auditors, credit reference agencies,
insurers, debt collectors and providersof computing facilities.

The legitimate business purposes for which we
may use and disclose Client Information include
but are not limited to:(a)theprovision
andcontinuous
improvement of our services;(b)

general client and matter management,
undertaking internal conflict of interest
checks, anti-money laundering andfinancing of terrorism checks, analysing
Ogier's performance and generatinginternal financial and marketing reports;(c)

assessing legal and financial risks andcollecting debts;(d)ensuring that our client care is of thehighest quality;(e)marketing Ogier's services to you in the
future, which may involve contacting
you or, where applicable, individuals
within your organisation using thecontact details that you have provided
to us.

7.8

From time to time we may wish to refer to you asa client of Ogier in publications or othermarketing material. We may also wish to referto matters on which we have acted for you where
we reasonably consider that such matters are in
the public domain or are otherwise not of aconfidential nature.
Unless you advise us
otherwise in writing (either generally or in relation
to any particular matter), we will take it that youconsent to this.

7.9

If we have suspicions of money laundering
based on information obtained by us
professionally, it may be necessary or
appropriate for us to report those suspicions to
the relevant authorities. Such a report does notbreach any duty of confidentiality owed bylawyers to their client, and we shall not be liable

for any losses suffered by you or a third party asa result of a delay in providing our services or ourrefusal to provide information regarding suchdelay.
7.10

7.11

Where any transfer of Client Information as
described in these Terms and Conditions is toany person in another country, such transfer ison the basis that anyone to whom we pass it
provides an adequate level of protection.
However:(a)that other country may not provide thesame level or type of statutory (otherlegal) protection as your country; and(b)in some circumstances, your Client
Information may be accessed by law
enforcement agencies and otherauthorities to prevent and detect crimeand comply with legal obligations.

Intellectual Property Rights in the outputs ofGenerative AI used for such purposes vest in
Ogier to the extent permitted by law.
7.17

Nothing in this clause 7 grants or purports togrant Intellectual Property Rights in the Client
Content to us or any other member of Ogier. We
will not hold ourselves out as having Intellectual
Property Rights in the Client Content.

7.18

For the purposes of this clause 7:

You must ensure that any Client Information
provided to us has been provided legitimately
and that there is a legitimate basis under any
applicable data protection legislation forproviding such data to us.

7.12

We, being Ogier (Jersey) LLP or OETCL, asappropriate, are primary data controller in
relation to this engagement.

7.13

You acknowledge that Ogier holds all Intellectual
Property Rights in our, or any other member ofOgier's,asrelevant,
working
papers,correspondence, files and records (other thanstatutory corporate records) and all informationand data held by us or another member of Ogier
relating to carrying out our services and ourduties and, except to the extent required by law
and regulation, you shall not have any right ofaccess thereto or control thereover.

7.14

All Intellectual Property Rights in original
materials that we generate for our clients vest on
creation in us. You are entitled to use thosematerials for the purposes for which they wereobtained and for all reasonably associatedpurposes. Subject to the provisions of applicableprofessional rules, you are not entitled to receiveor review our internal correspondence relating to
your matters irrespective of whether our fees on
those matters included the production of that
correspondence.

7.15

In connection with the receipt of our Services you
may provide us with Client Content in which you
own or have a licence to use the Intellectual
Property Rights. Subject to clauses 7.2 and 7.5,
you acknowledge and agree that we may use the
Client Content for the purpose of providing or inconnection with our provision of the services andyou grant us a licence/ sub-licence, as
appropriate, for these purposes.

7.16

Subject to clauses 7.2 and 7.5, you acknowledge
and agree that we may use Generative AI inconnection with the provision and continuous
improvement of our services and that all

4 Ogier
JERLAW-46437638-4(a)Client Content means any document,
information and data provided to us by
you or on your behalf, and which may
include Client Information;(b)

Generative AI (GenAI) means a type of
artificial intelligence that can create
new content, such as text or images, bylearning patterns from existing data. It
uses algorithms and techniques suchas deep learning and machine learning
to generate data that is similar to or avariant of the input data; and(c)Intellectual Property Rights means
patents, rights to and in inventions,trade-marks, trade names, domainnames, service marks, service names,
copyright and related rights, source
code, topography rights, rights to
extract information from databases,
database rights, rights in designs,
design rights, rights in get-up and lookand feel, goodwill and the right to sue
for passing off or unfair competition,
moral rights, confidential information
including know how and trade secrets,
and rights of confidence, and all rights
or forms of protection of a similar natureor having equivalent or similar effect toany of them which may subsist
anywhere in the world, whether or not
any of them are registered andincluding applications for registration of
any of them.

8

Limitation of Liability

8.1

If you, or a party whom you represent or who
otherwise may claim through you, suffer or incur
any loss or damage (of whatsoever kind andhowsoever arising) arising out of, or inconnection, with our services (whether caused,or contributed to, by any act, omission orstatement or by any delay in acting or arising in
any other way in connection with our services),you and any such party may only have recourse
to the assets of the firm in respect of that loss
or damage. For the purpose of this clause theassets of the firm include all rights or claims(including any indemnity) of the firm or thepartners or any other employee or consultant of
the firm pursuant to any professional indemnity
or similar insurance held or maintained byOgier.

8.2

Apart from the firm's assets, you and any suchother party will have no recourse to the personalassets of any partner, employee or consultant,their respective personal representatives or any
related person. You agree not to bring a claim
against any of our employees or consultants
personally. This paragraph shall not exclude or
limit the liability of the firm for the acts oromissions of its employees performed under
the firm's supervision or within the scope of theemployee's contract of employment with the
firm.
8.3

Our aggregate liability in contract and in tort(including negligence) or under statute orotherwise, for any loss, liability or damage
suffered by you or any other person that may
arise from or in connection with our services
shall be limited to £5,000,000. This is agreed
as a reasonable limitation on our liability.

8.4

If you have agreed to limit the liability of a coadviser, you also agree that our liability ofwhatsoever nature and howsoever arising islimited in the following way: our liability excludes
any amount which we would have been entitled
to recover from that co-adviser in contribution
proceedings had you not agreed to the limitation
with that co-adviser.

9

Termination

9.1

You may terminate our engagement at any timeby notice in writing.

9.2

In addition to the grounds for termination underparagraphs 3.3 and 6.3, we may also stop
acting for you in any of the following
circumstances: (i) we believe that your actions
may potentially breach any laws, regulations,rules or codes; (ii) we consider there has beena breakdown in confidence and trust betweenus; or (iii) in any other circumstances where, in
our opinion, it is not appropriate or possible for
us to continue acting.

9.3

If for any reason we cease to act for you before
the conclusion of the matter, you will be
responsible for our fees, disbursements andcharges incurred up to the date of terminationand for any fees, disbursements and charges
associated with the transfer of your files toanother adviser of your choice.

10

General

10.1

As a matter of policy we will not accept ageneral retainer to act for you and we reserve
the right not to accept instructions in respect ofany matter, or to decline to continue to act
further on the grounds of conflict of interest orotherwise (as to which our determination shallbe final). It is a condition of our engagementthat you agree that we may represent, now andin the future, existing or new clients in any
matters that are not substantially related to ourwork for you.

10.2

We are prohibited by professional rules
governing the conduct of lawyers from acting in
any matter where there would be a conflict of

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interest or significant risk of a conflict of interest.
Without your prior consent, we cannot and will
not represent any client adverse to you in a
specific legal matter if we have obtained
confidential information from you that is material
to that matter. However, in instances in which
we have no such material confidential
information, you agree that we can represent
other clients in legal matters, even thosepotentially or actually adverse to you or any ofyour affiliates, without your further consent. In
order to minimise the likelihood of a conflictarising, you must notify us as soon as possible
as you become aware of a potential conflict, or
situation that may give rise to a conflict.
10.3

We will retain documents relating to thisengagement in accordance with our current
record retention policy. All documentation(including original documentation) that we holdor are requested to hold for you in safekeeping
will be held by us at your risk and we accept no
responsibility or liability whatsoever orhowsoever arising in relation to the storage ordestruction or loss of any such documentation.
We recommend that you retain a copy of all
such documents for your own reference.

10.4

In order to communicate with you efficiently, we
may communicate with you by unencrypted email, unless you expressly instruct otherwise,
either generally, or for highly confidential
messages. Internet communications, however,cannot be guaranteed to be secure or error-free
as they may be intercepted, corrupted, lost,arrive late or contain viruses. We do not accept
liability for any interceptions, errors oromissions in the context of a message sent byinternet transmission.

10.5

Our advice is applicable to Jersey law in force
at the time we provide our services and we are
not responsible for advising on changes in thelaw after we have delivered our advice. We are
not responsible for compliance with any laws or
regulations of any jurisdiction other than Jersey.

10.6

You agree that you will provide us with all
information and documentation that may
reasonably be required for us to advise you in
relation to our engagement (and do not rely
upon us having any documentation or
information that you may have provided to us in
relation to any prior engagement). You further
agree to ensure that such information anddocumentation is and remains true, accurate
and complete in all material respects and is not
misleading. We will not seek to independently
verify the truth, accuracy or completeness of
information and documentation you supply to us
save where we specifically agree in writing to do
so.

10.7

We rely on the strict understanding that, if
appropriate, you have obtained, or will obtain,
proper professional advice as to the laws of
every relevant jurisdiction other than Jersey. At

no time is the advice given by us to be regardedor construed as evaluating or recommending acommercial decision or a given course of action.
The determination and the consequences ofany course of action are matters entirely to be
determined by you.
We do not provide
investment advice and unless otherwise agreed
by us in writing we do not provide tax advice.
10.8

We will not be liable for any failure or delay inproviding any services as a result of
circumstances beyond our control including,
without limitation, fire, flood, storm, earthquake,wars and riots.

11

Governing Law and Jurisdiction

11.1

The terms of this engagement are governed by
the laws of Jersey. Subject to clause 12 bothparties submit to the non-exclusive jurisdictionof the courts of Jersey in respect of any disputearising out of or in connection with the terms ofthis engagement.

12

Arbitration and Waiver of Legal Proceedings

12.1

Any claim, dispute and controversy arising out ofor in connection with our engagement (including,
without limitation, any question regarding thisengagement’s existence, validity or terminationor any claims of professional negligence) may,at Ogier’s sole option, be referred to and finallyresolved by arbitration under the LCIA Rules,
which Rules are deemed to be incorporated byreference into this clause. Judgment on theaward(s) rendered by the arbitrator may beentered in any court having jurisdiction thereof.

12.2

The number of arbitrators shall be one.

12.3

The seat, or legal place, of arbitration shall be
Jersey.

12.4

The language to be used in the arbitralproceedings shall be English.

12.5

If a court action has been initiated by you at thetime that Ogier chooses to submit the matter toarbitration, then it is agreed that such court
action is to be discontinued, unless the arbitrator
finds that Ogier has waived such right by
substantially participating in the court action
without having raised its right under this clause.

September 2024

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Schedule 1 - OETCL specific terms and conditions

3

Proper Instructions1

3.1

We may rely and act upon Proper Instructions.
Proper Instructions means instructions andinformation:

Definitions
Administrator/ Executor means the executors
or administrators (as applicable) of the estate ofthe deceased.
Gross Negligence in relation to a personmeans a standard of misconduct beyond
negligence whereby a person acts with or fails
to act with actual appreciation of an obvious,
unacceptable risk involved or acts or fails to act
with serious disregard of or indifference to an
obvious, unacceptable risk.
Losses means any loss, cost, charge, expense,
payment, interest, demand, claim, proceeding,suit, penalty, damages, legal fees, liability,
obligation, detriment, adverse judgment, order orother sanction.

2

Indemnity

2.1

Neither OETCL nor any of its employees shall,in the absence of fraud, wilful default or Gross
Negligence, be liable for any Losses suffered or
incurred by your estate at any time from any
cause whatsoever arising out of any act oromission on the part of OETCL in connection
with OETCL's duties pursuant to theengagement with the Administrator/ Executor.

2.2

The Executor/ Administrator shall indemnify (ona full indemnity basis) OETCL and its employees
against any Losses which may be suffered or
incurred by OETCL and its employees from time
to time in connection with the provision ofservices save where such Losses arise from thefraud, wilful default or Gross Negligence of
OETCL.

2.3

The indemnity set out at clause 2.2:(a)extends to any Losses suffered or
incurred in respect of proceedings,
claims or demands brought against any
indemnified person by any third party
arising out of or in connection with theprovision of the services in connection
with your estate;(b)

may be called upon in respect of claims,
proceedings or demands whether or
not OETCL is a party and whether or
not OETCL has suffered any Losses;
and

(c)

may be called upon in respect of claims,
proceedings or demands brought
against an indemnified person who (i)has ceased to be an Ogier entity; or (ii)has ceased to be an employee of an
Ogier entity.

7 Ogier
JERLAW-46437638-4(a)given or purportedly given by you or any
person we reasonably believe to beauthorised by you;(b)given by letter, fax or any means ofelectronictransmission(including
email, any client service portal or othermeans of communicating over theinternet) that is received by us in a form
legible to us; or(c)given by means of telephoniccommunication subject to you andOETCL having first agreed in writing thecircumstances in which telephonicinstructions may be given and whether
and when written confirmation of such
telephonic instructions is required.

3.2

We are not under any duty to make any enquiry
as to the genuineness or authenticity of any
instructions or the authority or identity of theperson giving them.

3.3

In order to communicate with you efficiently, we
may communicate with you by unencrypted email, unless you expressly instruct otherwise,
either generally, or for highly confidential
messages. Internet communications, however,cannot be guaranteed to be secure or error-free
as they may be intercepted, corrupted, lost,arrive late or contain viruses. OETCL shall beentitled for all purposes in relation to dealings
with all persons to rely on the authenticity andaccuracy of all information and communicationsof whatever nature (including through facsimile,email, client service portal, the internet or similarsystems) received by OETCL in good faith inconnection with the performance of its duties andshall not be responsible or liable to any person
for any Losses arising by virtue of any suchinformation or communication not being
authentic and/or accurate or any communicationtransmitted to or by OETCL having beeninterfered with, intercepted or manipulated byany person.

3.4

We shall not be obliged to take or omit to takeany action pursuant to instructions where in our
opinion we have doubts as to the authority of theperson giving the instructions, such instructions
are not sufficiently clear and/or precise or do notcontain sufficient information to allow OETCL tocomply materially with such instructions.

3.5

Neither OETCL nor any OETCL employee shallincur any liability in respect of any action taken
or not taken by OETCL or any OETCL employee
in good faith in reliance upon Proper Instructions
and you irrevocably indemnify OETCL and the
OETCL employees against Losses suffered or
incurred by any of them resulting from any action
taken or not taken by OETCL or the OECTCL

(b)employees in good faith in reliance upon Proper
Instructions.
3.6

In providing services to you, OETCL may refuse
to act or take any action or omit to take any
action which, in its opinion:(a)

may be contrary to any Law or
Regulation;(b)

may be inconsistent with any duty owed
by us to you; or(c)would result in the risk of prosecution orother sanction of any kind in any
jurisdiction or the withdrawal of, or
imposition of any conditions in respectof, any licence, consent or otherauthorisation issued to OETCL by any
legal, governmental or regulatory
authority in any applicable jurisdiction.

4

Payments on Account and Client Account
Funds

4.1

We reserve the right to request a payment on
account of fees, disbursements and/or charges
and, in particular stamp duty payable on
obtaining the grant of probate or administration
which we have to incur in probate matters.

4.2

If stamp duty payable is not paid in advanceinterest will be charged on the advance of thefunds by the firm at a rate of 2% above the Bankof England base rate per month.

4.3

All clients' money accepted by us will be held inan account separate from the firm's money. It will
be held on trust. We pay interest on clients'
money in certain circumstances. If you would likefurther details of this, please do not hesitate to
ask us.

4.4

All monies and other liquid assets collected by
OETCL in the administration of an estate, if
being held for some time, will be held in a client
account on your behalf.

4.5

Once OETCL has control of estate assets, it isour policy to deduct the fees, once invoiced, fromthe estate on an ongoing basis. If there are no
liquid assets in the estate, then we reserve theright to look to the person or firm instructing us.

4.6

Occasionally, work will have been commenced
leading to the anticipated grant of probate oradministration, registration of the lasting powerof attorney or Royal Court delegate appointment
but for some reason we will not be able to takeout the grant, register the lasting power or obtain
the delegation appointment. If this should apply,
then fees will be due and payable for the entire
period during which work has been done.

5

Termination

5.1

The engagement of OETCL shall terminate:(a)

immediately upon the distribution of theEstate and the payment of our fees;

8 Ogier
JERLAW-46437638-4

upon 30 days' written noticetermination given by you to us.

of

5.2

Where the engagement of OETCL has been
terminated pursuant to Schedule 1 para 4.1 (b)such termination will be without liability orcontinuing obligation to the executors or
administrators (as applicable) of the estate of thedeceased or to OETCL except for any
obligations of the executors or administrators (asapplicable) of the estate of the deceased underparagraph 4, or Schedule 1 paragraph 2 of theseTerms and Conditions and for the indemnity andconfidentiality provisions contained in theseTerms and Conditions.

6

GeneralThe Administrator/ Executor of the estate of thedeceased hereby agree to appoint Ogier(Jersey) LLP, 44 Esplanade, St Helier, Jersey
JE4 9WG, Channel Islands as its agent forservice of process in Jersey.