General Terms and Conditions
Liance Law Firm
1. Liance Law and Liance Law Firm are tradenames of Liance Law B.V. (“LLF”), a private limited liability company, incorporated under the laws of the Netherlands, whose main object is to practice law.
2. The provisions of these General Terms and Conditions (“Terms”) have been made also on behalf of the past, present and future individual partners and shareholders of LLF (“Partners”) and all legal and natural persons engaged or employed by or for LLF in the past, present or future (“Persons”).
3. The Terms shall apply to all engagements of LLF, including any subsequent engagement or modified or supplementary engagement. Any terms and conditions of the client are deemed to be explicitly rejected in advance.
4. All engagements will be deemed to have exclusively been commissioned to and accepted by LLF, even if engaged services are explicitly or tacitly intended to be performed by a specific person. The operation of article 7:404 of the Civil Code, which provides for the latter case, and the operation of article 7:407(2) of the Civil Code, which establishes joint and several liability where two or more persons have been engaged, are expressly excluded.
5. Under legislation and regulations, LLF is obliged to establish the identity of clients and to report unusual transactions to the authorities under certain circumstances, without informing the client thereof.
6. Any and all liability of LLF is limited to the amount paid out in the particular case under the professional liability insurance of LLF, plus the amount of the excess which in accordance with the terms of the insurance LLF has to bear. If and insofar the insurance company makes no payment under aforesaid insurance, for any reason whatsoever, the liability of LLF will be limited to no more than a sum equal to the amount invoiced by LLF in the particular case in the relevant year. Personal liability of Partners and Persons is explicitly excluded, and the client expressly waives all right whatsoever against Partners and Persons.
7. LLF is entitled to have itself assisted by third parties on behalf of the client, if deemed useful or necessary by LLF. LLF shall not be liable for any failure, fault or shortcoming of these third parties. LLF has the right to accept any limitations of liability stipulated by third parties whose services have been procured by LLF.
8. Save in an event of willful default or gross negligence by LLF, the client indemnifies and hold LLF harmless from and against all actions, claims or demands of third parties – including costs to be incurred by LLF in connection therewith – arising from or relating in any way to services performed by LLF for the client.
9. LLF’s has a complaints procedure which applies to work performed by or assigned to attorneys at law of LLF and can be found at LLF’s website or will be send upon explicit request.
10. Without prejudice to the provisions of article 6:89 of the Civil Code, any claim whatsoever against LLF will in any event lapse and shall become null and void if not brought before the competent court within twelve months after the moment the client has become aware or reasonably ought to have become aware of the facts or circumstances on which the particular alleged claim is based, unless they lapse or are time barred earlier pursuant to applicable law.
11. Unless otherwise agreed in writing, the fees to be paid by the client will be calculated based on the number of hours spent multiplied by the applicable hourly rates that are set at least annually by LLF. The fees are to be increased with applicable taxes and with direct expenses and disbursements paid by LLF on behalf of the client.
12. All invoices sent by LLF must be paid in full, with no deduction, discount, set-off or suspension, within fourteen days from the date of the invoice. Invoices concerning advances shall be paid at once. If no objection has been made to the invoice within a period of four weeks, the client will be considered to have approved the invoice and the right to make any kind of objection against it will have lapsed. If full payment of an invoice is overdue, the client shall be in default by operation of law without any demand or notice of default being required. In that event LLF shall have the right to suspend its services until full payment of the amount outstanding and to set-off monies received on behalf of the client against outstanding fees and invoices, direct expenses and disbursements.
13. In the event of default, LLF will charge interest at a rate of 1.5% per month or part thereof. Any and all judicial costs and the extrajudicial collection charges incurred in collecting any claim in respect of which the client is in default (submission to the Supervisory Committee included) will be fully at the client’s expense. Aforementioned costs to be paid to LLF by client amount to at least 15% of the outstanding balance including interest due, or if the costs exceed this amount, the actual costs incurred.
14. Unless expressly confirmed in writing by LLF, no third party may derive any rights from the client’s legal relationship with or a product or service provided by LLF to client and client may not reproduce or disclose any product or service provided by LLF to client.
15. The legal relationship between LLF and the client shall be governed by the laws of the Netherlands and disputes shall be decided exclusively by the competent court in the Netherlands.