Third-Party Managed Accounts

Managed Account Terms

These Terms and Conditions (“Terms”) govern the use of the dospay Third-Party Managed Account service provided by DOS & Co. Ltd (“dospay”). By opening or using a Management Account, you agree to these Terms.

These Terms replace any previous agreement you may have made with us for this service. From the effective date stated below, the Managed Account will be provided under these Terms only.

About Us

DOS & Co. Ltd (“dospay”, “we”, “us”, “our”) is a company registered in England and Wales (No. 08294966). Our registered office is at 56 St. George’s Square, London SW1V 3QT.

We are authorised and regulated by the Financial Conduct Authority under the Payment Services Regulations 2017 (Firm Reference No. 833374) to provide payment services.

All client funds in a Managed Account are held in a segregated, safeguarded client account.

Please read these Terms carefully

These Terms set out the rights and responsibilities of all parties using a Managed Account. If anything is unclear, contact us before proceeding. You should only use the Managed Account if you agree to these Terms in full.

1. Definitions

In these Terms:

Managed Account or Account – A segregated, third-party managed account opened by dospay in the name of the Account Holder. It is used to hold funds for clients of law firms and direct-access barristers for paying legal fees, court fees, and costs and payments associated with matters on which those firms and barristers are instructed, plus any applicable taxes, for a specific matter only.

Account Holder (“Client”, “you”, “your”) – The person or organisation that owns the funds in the Managed Account. This is normally the end-client of the law firm or barrister, in whose name the Account is held.

Approved Persons – People given specific roles on the Account, such as submitting Payment Requests, approving payments, or having read-only access. Approved Persons are identified when the account is set up, and can be updated later by agreement in writing between the Account Holder and us (and, where applicable, with the Administrator’s agreement).

Authorised Administrator (“Administrator”) – A person or organisation, usually the law firm or barrister, authorised by the Account Holder to manage and payments for the matter and/or to request payments from the Account. There may be more than one Administrator, and each Administrator may have different permissions or authorisation powers.

Business Day – Any day other than a Saturday, Sunday or public holiday in England when banks are open in London.

dospay (“we”, “us”, “our”) – DOS & Co. Ltd, the provider of the Managed Account service. We act as an independent escrow agent and payment administrator for the funds.

Account Funds – All money deposited into the Managed Account, including top-ups, minus any payments or deductions made under these Terms. These funds are held for the benefit of the Account Holder and are used to make payments, as instructed.

Payment Request – An instruction from the Administrator (or another authorised party) asking us to pay a specified amount from the Account Funds to a named payee (for example, a third-party, court, or the Administrator themselves for fees or reimbursement of expenses). A Payment Request is normally supported by documentation such as an invoice, purchase order or similar confirmation of contract.

Fees – Any charges payable to dospay for setting up and running the Account, as well as third-party charges (such as bank transfer or card processing fees) related to the Account. The main fee categories are set out in Section 5.

In these Terms, “including” means “including but not limited to”. Headings are for convenience only and do not affect interpretation. References to “written” instructions include communications by email or through our online portal, where appropriate.

2. Account Setup and Compliance

2.1 Opening an Account

To open a Managed Account, the Account Holder and any Administrator must complete our onboarding process, which includes due diligence and compliance checks. You will need to:

• Provide all information and documents we request about the Account Holder, the Administrator, any beneficial owners, the purpose of the Account, and the source of funds and wealth.

• Supply identification (such as a passport or driving licence), proof of address, corporate registration documents, and relevant contracts.

• Undergo Know Your Customer (KYC), Know Your Business (KYB), anti-money laundering (AML), sanctions, and other legal checks.

We will only open the Account once all checks are completed to our satisfaction. Do not send funds until we confirm the Account is ready; any funds sent earlier may be returned or may be frozen or paid into court.

We may refuse to open an account or set conditions if these requirements are not met.

2.2 Declarations by Account Holder and Administrator

By opening the Account, you confirm that:

• All information you give us is true, accurate, and complete, and you will promptly update us if it changes.

• All funds deposited are lawfully obtained, free from third-party claims, and not connected with any unlawful activity.

• The Administrator (if appointed) is properly authorised to act on the Account Holder’s behalf and will only request payments for the agreed matter.

• You have read and accept these Terms, and will ensure that any person you authorise to use the Account also complies with them.

2.3 Purpose of the Account

The Account may only be used for the specific matter agreed when it is opened. All payments must relate directly to that matter. You must not use the Account as a general or personal account or for unrelated transactions. If the matter changes or ends, you must tell us (see Section 9 on closure).

2.4 Ongoing Compliance

We have a continuing legal duty to monitor transactions. You agree that:

• We may request more information or documents at any time to confirm the purpose or details of a payment.

• Payments may be delayed or refused if they raise compliance concerns or breach legal or policy requirements.

• We may freeze or close the Account if we find false information was given or the Account is used unlawfully.

3. Operation of the Managed Account

3.1 Safeguarding of Funds

• All Account Funds are held in trust for the Account Holder in a segregated client account, separate from our own funds.

• No interest is paid on Account Funds.

3.2 Ownership of Funds

• The Account Holder retains ownership of the funds until they are paid out in accordance with these Terms.

• The Administrator has no ownership rights in the funds except for any agreed fees payable to them, plus any applicable VAT.

• The Administrator’s authority to request payments is limited to the matter and does not give them unrestricted access.

3.3 Authorised Users and Instructions

• We will only act on instructions from Approved Persons.

• The Account Holder and Administrator can agree an “Approval Protocol” at setup, defining who can request and approve payments.

• Payments to the Administrator always require explicit approval from the Account Holder.

• Approved Persons can be updated later by agreement in writing between the Account Holder and us (and, where applicable, with the Administrator’s agreement).

• You are responsible for keeping login credentials secure. We may rely on any instruction that appears to come from an Authorised Person.

3.4 Statements and Records

• We maintain records of all transactions and will make account information available through our portal or periodic statements.

• Statements will show the current balance, all deposits, payments, and fees.

• You should review statements promptly and report any errors without delay.

3.5 Portal and Communications

• We provide a secure online portal to submit Payment Requests, approve payments, and view account details.

• You must keep your login details secure and tell us immediately if you suspect unauthorised access.

• Instructions should be given through the portal unless otherwise agreed. Email instructions from a registered contact will be treated as valid.

4. Payment Requests and Disbursements

We only release funds from the Account when a valid Payment Request has been received and approved in line with the agreed Approval Protocol.

4.1 Submitting a Payment Request

A Payment Request is usually submitted by the Administrator through our portal and must include:

• Payee details – Name, bank details (or card details if applicable), and payment method.

• Invoice or supporting document – A genuine invoice describing the goods or services, the amount due, and any taxes. It should normally be addressed to the Account Holder or matter.

• Amount and purpose – Exact payment amount, with a short description such as “court fees” or “settlement in accordance with settlement agreement”.

• Date required – If payment is time-sensitive, state the due date.

Example: If the Administrator needs to pay £5,000 for court fees, the Payment Request will include the court’s invoice, the court’s bank details, and note “Court Fees for Issuing Claim”.

Requests must relate only to the agreed matter. We may reject requests that lack documentation, are incomplete, or appear unrelated to the matter.

4.2 Approval Process

• We notify the relevant approvers when a Payment Request is submitted.

• By default, the Administrator approves all payments, and the Account Holder must approve any payment to the Administrator.

• The parties may agree approval rules at setup (for example, payments under £10,000 to suppliers can be processed without Account Holder approval).

• If a Payment Request is rejected or queried, we will not process it until both parties confirm the next steps.

Example: If the Administrator submits a £15,000 invoice for expert witness services, and the agreed rule is that anything above £10,000 needs the underlying client’s approval, we will not pay until the Account Holder has also approved.

4.3 Executing Payments

• Payments are made from cleared funds only; we do not provide credit or overdrafts.

• We aim to process approved payments within two Business Days, often sooner.

• Confirmation of payment can be provided if required (for example, SWIFT confirmation for international transfers).

4.4 Multi-Currency Payments

• We can make payments in other currencies, converting funds at the live market rate plus any applicable costs.

• The Account Holder bears the exchange rate risk.

• Rates and charges will be shown in the account portal.

Example: If a supplier requires €10,000, we will purchase €10,000 at the prevailing rate from our suppliers before debiting the Account with the sterling cost. You accept that exchange rates can change between approval and payment, and that you bear any such fluctuation risk.

4.5 Card Payments

Where suppliers require payment by card:

• We can use our corporate card to make the payment and recover the amount (plus any card fees) from the Account.

• This is treated as if the supplier had been paid by bank transfer.

4.6 Payments to the Administrator

• The Account can be used to pay the Administrator their agreed fees or commissions plus any applicable VAT at the same time as supplier payments.

• These payments always require Account Holder approval.

4.7 Limits and Controls

• We can apply limits, such as dual approval for high-value payments.

• No single Payment Request may exceed the available balance plus any agreed fees or commissions (and any applicable VAT).

• We will usually flag unusual or unexpectedly large payments for confirmation.

5. Fees and Charges

Unless otherwise set out in your Account Opening Summary, the costs of operating a Managed Account are set out below. Your specific fee rates may be confirmed in a separate Fee Schedule. Those details form part of these Terms.

5.1 One-Time and Recurring Fees

• Compliance Fee – A one-off charge to cover due diligence, KYC/AML checks, and onboarding. This is payable once we begin compliance work and is non-refundable.

• Account Opening Fee – A one-off charge for setting up the account, documentation, and portal access.

• Monthly Platform Fee – A recurring fee (monthly or annual) for maintaining the platform and account services. This may be waived or included within transaction fees if agreed.

5.2 Transaction Fees

• A percentage fee is applied to each payment from the Account.

• The fee is based on the gross payment amount, including any VAT or sales tax.

• The fee, plus VAT, is deducted from the Account when the payment is made and normally covers standard payment costs.

• This fee includes all domestic Faster Payment, BACS and CHAPS fees, but does not include any international payment fees.

Example: If the Transaction Fee is 3% and a supplier is paid £1,000, we will deduct £30 plus VAT (£36 total) from the Account.

5.3 Other Possible Charges

• Foreign exchange – If currency conversion is required, any provider costs will be passed through at cost.

• Card payments – Any card issuer fees for paying a supplier by card will be charged to the Account.

• Unusual banking fees – Exceptional charges (for example, for special account arrangements) will be passed through or deducted from the Account.

• Taxes – VAT or other applicable taxes will be added to our fees.

5.4 Payment of Fees and Responsibility

• The Account Holder and Administrator are each responsible for their own breaches and obligations under these Terms, and each indemnifies us separately for their own breaches.

• Fees are normally deducted from the Account when due.

• If fees are deducted from the Account but, under your separate agreement, the Administrator is responsible for them, the Administrator must reimburse the Account Holder.

• We may withhold unpaid fees from amounts payable to the Administrator.

• If fees remain unpaid when the Account is closed, we may issue an invoice, payable within 14 days.

5.5 Changes to Fees

If we change our standard fees, we will give at least 30 days’ notice. You may close the Account if you do not agree to the changes. Fee changes apply only going forward.

6. Parties’ Responsibilities and Obligations

These responsibilities ensure the Managed Account runs smoothly, securely, and for its intended purpose.

6.1 Account Holder’s Responsibilities

The Account Holder is the owner of the funds. You must:

• Fund the Account – Deposit the required funds in line with the matter’s needs. Deposits must be from an account in your name or another pre-approved source.

• Use for agreed purpose only – Ensure all payments relate to the agreed matter and comply with law.

• Approve payments responsibly – Review each Payment Request and only approve valid, expected costs. If you will be unavailable, arrange delegated approval in advance.

• Provide information – Update us promptly on any changes to your details, the matter, or your agreement with the Administrator.

• Maintain sufficient balance – Keep enough funds in the Account to meet upcoming payments and fees.

• Comply with law – Ensure all transactions meet legal and tax obligations.

• Indemnify us – Protect us against loss or claims resulting from your own breach of these Terms.

6.2 Administrator’s Responsibilities

The Administrator is authorised to request payments for the matter. You must:

• Act in good faith – Always act in the Account Holder’s best interests and for the benefit of the matter.

• Submit accurate requests – Ensure all Payment Requests are genuine, supported by correct documentation, and in line with the agreed budget.

• Avoid unauthorised self-payment – Only request payment to yourself for agreed fees or reimbursements.

• Manage the budget – Do not exceed the agreed budget without the Account Holder’s approval.

• Communicate clearly – Submit requests promptly and give enough detail for the Account Holder to decide.

• Cover agreed fees – Pay any dospay fees you have agreed to bear.

• Comply with law – Ensure that your requests do not involve illegal or sanctioned activity.

• Indemnify us – Protect us against loss or claims resulting from your own breach of these Terms.

6.3 dospay’s Responsibilities

As the service provider, we will:

• Safeguard funds – Hold all Account Funds in line with law and these Terms.

• Process payments correctly – Act only on valid instructions and take reasonable care to avoid errors.

• Work promptly – Process approved payments within stated timeframes, keeping you informed of any delays.

• Maintain records and access – Keep accurate records and provide account access via our portal or statements.

• Provide support – Offer reasonable assistance during UK business hours and emergency contact where required.

• Meet compliance obligations – Monitor transactions and perform required checks.

• Maintain confidentiality – Protect your information except where disclosure is legally required.

• Act professionally – Deliver our service with reasonable care and skill, within the limits of these Terms.

• Remain neutral – We will not mediate disputes between you and any other party, but will hold funds until instructed jointly or by court order.

7. Data Protection and Confidentiality

7.1 Data Protection (Privacy)

We collect and use personal data when providing the Managed Account service. We comply with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.

What we collect

We may collect:

• Identification details (name, date of birth, copies of ID)

• Contact details (address, phone, email)

• Financial details (bank account information)

• Due diligence information (source of funds/wealth, background check results)

• Communications with us (emails, portal messages)

• Transaction data (payments, invoices)

Why we collect it

We use personal data to:

• Verify identities and prevent fraud or money laundering

• Set up and operate the Account

• Process and confirm payments

• Meet legal and regulatory obligations

• Communicate about the Account

We do not use personal data for unrelated marketing unless you give consent.

Legal basis

We process data on the basis of:

• Contract – to perform our obligations under these Terms

• Legal obligation – to meet AML and regulatory requirements

• Legitimate interests – to ensure secure and effective service

Sharing data

We may share data with:

• Banks and payment processors

• Compliance and ID verification providers

• Regulators or public authorities

• Professional advisers or insurers

We do not sell or rent your data.

International transfers

If data is transferred outside the UK/EEA, we ensure appropriate safeguards are in place.

Your rights

You have the right to access, correct, or request deletion of your personal data, subject to our legal obligations to retain certain records.

Retention

We normally retain data for the life of the Account plus at least six years, as required by law.

Security

We apply technical and organisational measures to protect data, including encryption, access controls, and regular security reviews.

7.2 Confidentiality

We treat all information about your Managed Account, transactions, and matter as confidential.

Our commitment

We will not share your confidential information except:

• To provide the service

• As required by law or regulation

• Where you give consent

Your commitment

You must keep any non-public information about our processes, fees, or systems confidential.

Exceptions

Information is not confidential if it:

• Becomes public through no breach of these Terms

• Was lawfully known to the recipient before disclosure

• Is developed independently

• Comes from a third party without a duty of confidence

Duration

These confidentiality obligations start when you first share information with us and continue for at least five years after the Account closes, or indefinitely for trade secrets.

Publicity

We will not use your name or matter in marketing without your consent.

8. Liability Limitations

8.1 Our role

We provide an administrative payment service only. We do not:

• Guarantee that suppliers will deliver goods or services as agreed

• Guarantee the performance of the Administrator

• Confirm that goods or services have been received or are satisfactory

• Judge whether a price is reasonable

Any dispute about the matter or payments is between you and the other party, not dospay.

8.2 Reliance on instructions

We may act on any instruction that reasonably appears to come from an Authorised Person.

We are not responsible for losses caused by fraudulent or unauthorised instructions if they pass agreed security checks, unless we have failed to follow those checks.

You must safeguard your login and authorisation details.

8.3 What we are not liable for

We are not liable for:

• Indirect or consequential loss (including loss of profit, opportunity, or reputation)

• Losses caused by third parties, such as banks or payment processors

• Fraud, negligence, or misconduct by your suppliers or the Administrator

• Losses caused by the insolvency of a bank holding Account Funds

• Delays or failures due to events outside our control, including natural disasters, strikes, cyber-attacks, or changes in law

8.4 Liability cap

Where liability is not excluded above, our total liability to the Account Holder and Administrator (combined) is limited to the higher of:

• The total fees you have paid us for the Managed Account service, or

• £10,000

This limit does not apply to our own fraud, wilful misconduct, or any liability that cannot be excluded by law.

8.5 Your indemnity to us

The Account Holder and each Administrator separately indemnify us against any claim, loss, or cost (including legal fees) arising from:

• Your breach of these Terms

• Fraud, negligence, or misconduct by you

• Disputes between you and the other party or any third party

• Actions we take in line with your instructions

• Taxes, fines, or penalties resulting from holding or transferring your funds (unless caused by our own fraud or wilful misconduct)

8.6 Mitigation and cooperation

All parties must take reasonable steps to limit losses and cooperate in resolving any issue, including helping to recover funds paid in error.

9. Termination and Closure of Account

The Managed Account normally stays open until the matter is complete or the funds are no longer needed. It can be closed in the following situations.

9.1 Completion or mutual agreement

• The Account will be closed when the Account Holder and Administrator confirm in writing that the matter is complete or the Account is no longer needed.

• Any remaining balance will be returned to the Account Holder within five Business Days of receiving payout instructions, after deducting final fees.

• We will provide a closing statement and disable further activity on the Account.

9.2 Inactivity or zero balance

• If the Account has had no funds for three months, we may close it after notifying both parties.

• If an Account is opened but never funded by the agreed deadline, we may treat the request as withdrawn.

9.3 Termination by dospay

• We may resign from our role by giving at least 20 Business Days’ notice to both parties.

• During this notice period, you should arrange an alternative for holding the funds. We will transfer the balance as jointly instructed.

• We may terminate immediately if there is a serious breach of these Terms, unlawful activity, or non-compliance with KYC/AML requirements.

• If there is a dispute about who should receive the remaining funds, we may hold them until jointly instructed or pay them into court.

9.4 Effect of closure

When the Account is closed:

• No new Payment Requests will be accepted, except to wind down the matter.

• Final fees will be calculated and deducted.

• Any remaining funds will be returned to the Account Holder or as agreed in writing.

• Provisions that survive closure (such as confidentiality, liability limits, and indemnities) will continue to apply.

10. Dispute Resolution and Governing Law

10.1 Disputes between Account Holder and Administrator

• We do not mediate disputes between you.

• If a payment is disputed, we will hold the funds until we receive joint written instructions or a court order.

• You should first try to resolve disagreements directly, using any dispute process in your separate contract.

• If the dispute cannot be resolved promptly, either party may apply to court.

• In extreme cases, we may pay disputed funds into court and take no further role.

10.2 Disputes involving dospay

• If you have a complaint about our service, contact us first. We will follow our internal complaints procedure.

• If a dispute cannot be resolved, it will be governed by English law and subject to the exclusive jurisdiction of the English courts.

• Nothing prevents a party from seeking urgent interim relief in another jurisdiction if necessary.

10.3 General legal points

• Only the parties to these Terms (dospay, the Account Holder, and the Administrator) may enforce them, except that our staff and affiliates may rely on liability limits and indemnities.

• These Terms, together with any incorporated schedules, are the entire agreement for the Managed Account.

• Any change to these Terms must be in writing and agreed by all parties (or notified under our standard update process).

• Failure to enforce a right does not waive it.

• If part of these Terms is invalid, the rest will still apply.

11. Miscellaneous Provisions

• Assignment – You may not transfer your rights or obligations under these Terms without our written consent. We may transfer our rights and obligations to an affiliate or successor, provided they are bound by equivalent terms and regulatory obligations.

• No partnership or agency – Nothing in these Terms creates a partnership, joint venture, or agency relationship between us and you, or between the Account Holder and Administrator, beyond the authority specifically granted for operating the Account.

• Costs – Each party is responsible for its own costs, except where these Terms or a separate agreement provide otherwise.

• Notices – Formal notices must be sent to the addresses or emails recorded for each party. You must keep your contact details up to date. A notice is deemed received:

o Immediately, if sent via the dospay portal

o On the same Business Day, if sent by email during UK business hours (or the next Business Day if sent after hours)

o Two Business Days after posting by first-class mail within the UK

• Execution – These Terms may be signed in counterparts or accepted electronically. You will be deemed to have accepted them by your use of the Managed Account.

• Effective date – These Terms take effect as soon as the Account Holder (and Administrator, if applicable) takes any active step to open or operate the Managed Account.

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