MARCH 2024
1. Scope of application
1.1 Law&Pepper Advocaten is the trade name of Law&Pepper Advocaten B.V. (Ch. of Comm. number: 17215745) and Law&Pepper Arbeidsrecht en Bouwrecht B.V. (Ch. of Comm. number: 92416993). These law firms have an alliance. They practise law individually and for their own account. In these terms and conditions each of them is referred to as ‘Law&Pepper Advocaten’.
1.2 Law&Pepper Advocaten refers to one of the legal entities from Article 1.1 of these terms and conditions with whom a client enters into an engagement as evidenced by the engagement letter or otherwise. An engagement is therefore explicitly only formed with the legal practice that is stated in the engagement letter.
1.3 These general terms and conditions (‘General Terms and Conditions’) apply to any engagement granted to Law&Pepper Advocaten, including any follow-up engagements, additional and/or new engagements, as well as to all legal relationships as a result thereof or in connection therewith.
1.4 The General Terms and Conditions are also stipulated for the benefit of persons who are or were formerly affiliated with Law&Pepper Advocaten and the persons working for it (whether or not in employment), advisers, partners and shareholders, as well as for any third party who, whether or not in employment, is engaged by Law&Pepper Advocaten in the performance of any engagement or who is or may be liable in that respect, as well as for all respective legal successors (‘third-party clause’). An overview of the partners and lawyers of Law&Pepper Advocaten has been published on the website of Law&Pepper (www.lawandpepper.com).
1.5 The applicability of any general terms and conditions of the client is explicitly and unequivocally rejected.
1.6 These terms and conditions are available in a Dutch and English version. Only the Dutch text is binding in the event of any dispute about the content and/or purport and/or interpretation of the General Terms and Conditions.
2. Engagement
2.1 Any engagement is deemed to have been granted exclusively to Law&Pepper Advocaten, and not to any person affiliated with Law&Pepper Advocaten. That also applies if it is the intention of the parties that an engagement will be performed by a specific person affiliated with Law&Pepper Advocaten. The scope of Sections 7:404 and 7:407 (2) of the Dutch Civil Code has been excluded. In derogation from the provisions of Section 7:409 of the Dutch Civil Code, the persons affiliated with Law&Pepper Advocaten are not personally bound or liable, and the engagement does not end upon their death, even if the engagement was granted with a specific person in mind.
2.2 Engagements are formed after Law&Pepper Advocaten has accepted the engagement in writing, and after the engagement letter and the General Terms and Conditions, signed for approval by the client, have been returned to Law&Pepper Advocaten, or if Law&Pepper Advocaten has started to perform the engagement. If Law&Pepper Advocaten and the client have agreed that an advance payment must be made before the start of the engagement, Law&Pepper Advocaten is only obliged to carry out the activities after the client has transferred the advance payment to the bank account designated by Law&Pepper Advocaten.
2.3 Law&Pepper Advocaten reserves the right at all times to only accept engagements on the basis of advance payment; or to only continue the performance of engagements already accepted after an advance payment is made to cover the fees and disbursements due in the future.
2.4 If any advance should remain after performance of the engagement and after setoff, Law&Pepper Advocaten will refund this amount to the client.
2.5 The client may terminate the engagement at all times. Law&Pepper Advocaten may also terminate the engagement, for example for serious cause and/or to the extent that on reasonable grounds Law&Pepper Advocaten considers itself unable to perform the engagement in accordance with the client’s wishes. In that case, the client will receive a final invoice on the basis of the hours worked.
2.6 When asked and on its own initiative, the client will provide Law&Pepper Advocaten with all information that may be relevant to the correct performance of the engagement. The client guarantees the correctness and completeness of all information provided to Law&Pepper Advocaten.
2.7 Under the applicable regulations (including the Dutch Money Laundering and Terrorist Financing (Prevention) Act), Law&Pepper Advocaten is obliged to establish the identity of the client, and to report any unusual transactions to the authorities under certain circumstances, without informing them. Moreover, under the laws and regulations (including Directive 2018/822 (Mandatory Disclosure)) Law&Pepper Advocaten is obliged under certain circumstances to report certain cross-border tax or other transactions to the competent authorities. Law&Pepper Advocaten assesses independently whether there is a duty to report and does not require any permission to this end. A notification to the parties involved may possibly be sufficed with in case of reliance on lawyer-client privilege or an obligation of confidentiality. In cases such as these, the duty to report may rest with the client.
2.8 The client grants permission, whether or not in connection with the engagement, for the processing of any provided personal data and other data within the organisation of Law&Pepper Advocaten and for bringing the data to the knowledge of persons affiliated with Law&Pepper Advocaten for whom taking note of such data is useful in connection with the performance of the engagement or customer relationship management. The client also grants permission for communication making use of all means of communication customary at that time, in particular the Internet and e-mail.
2.9 An engagement is only performed for the client’s benefit. Third parties cannot derive rights from the content and/or results of activities carried out and/or the manner in which the engagement has or has not been performed, not even if they can be regarded directly or indirectly as party having an interest in the result of the activities. Law&Pepper Advocaten does not accept any liability towards third parties for activities carried out for the benefit of a client.
2.10 For the purpose of the performance of the engagement, Law&Pepper Advocaten is authorised to engage third parties and to accept any terms and conditions, including limitations of liability of third parties, also on behalf of the client. Law&Pepper Advocaten is not liable for any errors, shortcomings and/or unlawful acts of these third parties. Law&Pepper Advocaten will be allowed to enforce these terms and conditions against the client if it concerns the performance of the engagement by the third party. The client indemnifies Law&Pepper Advocaten and the persons affiliated with Law&Pepper Advocaten against all third-party claims that are related in any way with or result from the engagement granted to and accepted by Law&Pepper Advocaten and/or the activities that have been carried out for the client. This indemnity also includes the costs of legal assistance.
2.11 In the selection and engagement of third parties, Law&Pepper Advocaten will as much as possible consult with the client in advance and exercise due care.
2.12 The client hereby gives Law&Pepper Advocaten permission to submit to third parties any data relevant to these third parties for the performance of the engagement.
2.13 Law&Pepper Advocaten excludes any liability that is the result of or is in any way related to the insolvency of these third parties or any other failure to fulfil their obligations.
3. Liability
3.1 Any liability of Law&Pepper Advocaten and the persons affiliated with Law&Pepper Advocaten, its employees, advisers, partners and shareholders arising from or connected with the performance of an engagement is limited to the maximum amount paid out in that specific case under the professional liability insurance taken out jointly by Law&Pepper Advocaten, plus any applicable excess. The content and the conditions of this insurance policy are in accordance with the requirements set for them by the Netherlands Bar Association.
3.2 If, for any reason whatsoever, the above insurance policies do not entitle to payment or if no payment is made, the liability of Law&Pepper Advocaten is limited at most to twice the amount that Law&Pepper Advocaten has invoiced to the client in the relevant case and that the client has paid, subject to a maximum of EUR 50,000.
3.3 Claims in connection with the alleged liability of Law&Pepper Advocaten must be submitted as soon as possible in writing and supported by reasons. Any claim for damages expires 12 (twelve) months after the day on which the client has discovered the loss and the liability of Law&Pepper Advocaten in that respect. Any liability for indirect loss or consequential loss is excluded under all circumstances.
4. Fee, costs and payment
4.1 The fee is calculated on the basis of the number of hours worked, multiplied by the applicable hourly rate, plus turnover tax (or a surcharge or similar increase that a client, payer or Law&Pepper Advocaten is obliged to pay under the applicable regulations).
4.2 The disbursements paid by Law&Pepper Advocaten for the client’s benefit will be charged separately, plus turnover tax if such is due on the disbursements. Disbursements are expenses incurred for the client’s benefit, such as court fee, travel and accommodation expenses, costs of an expert, bailiff’s costs, costs of extracts, courier costs, translation costs, etc.
4.3 In principle, the work and disbursements are invoiced to the client on a monthly basis subject to a term of payment of 14 days after the invoice date, after which invoices are immediately due and payable. Setoff and suspension by the client are explicitly excluded. In case of late payment, the client owes statutory interest on the amount due to Law&Pepper Advocaten, and all judicial and extrajudicial costs associated with the collection of the invoice are payable by the client.
4.4 Law&Pepper Advocaten is entitled to suspend or discontinue the assigned activities if invoices older than 60 days have not been paid, advance invoices or interim invoices have not been paid, the credit risk in respect of a client is estimated as being too high or if the continuity of a client’s business operations is insufficiently certain. In the event of suspension or discontinuation of its activities, Law&Pepper Advocaten will notify the client in writing. Law&Pepper Advocaten is not liable for loss arising as a result of suspension or discontinuation of its activities for this reason.
4.5 Law&Pepper Advocaten is allowed to ask the client to provide security or additional security, which does not include an advance invoice, if the Dean of the Netherlands Bar Association grants Law&Pepper Advocaten written permission for this purpose.
4.6 If Law&Pepper Advocaten carries out activities for the benefit of multiple parties, these parties are jointly and severally liable for the fulfilment of their obligations towards Law&Pepper Advocaten.
4.7 After the case has been concluded, the file will be kept for the term prescribed by law. After that period, Law&Pepper Advocaten has the right to destroy the file.
4.8 Law&Pepper Advocaten does not have a foundation for third-party funds and cannot receive third-party funds for the client’s benefit.
5. Complaints procedure
5.1 The complaints procedure of Law&Pepper Advocaten applies to the services of Law&Pepper Advocaten. This procedure is the procedure applied by Law&Pepper Advocaten to handle a client’s complaint about the services provided by a lawyer of Law&Pepper Advocaten.
This complaints procedure has been published on the website of Law&Pepper Advocaten (https://www.lawandpepper.com/en/about-law-and-pepper/complaints-procedure/).
6. Applicable law and competent court
6.1 Dutch law applies to the legal relationship between Law&Pepper Advocaten and the client, including any liability claim.
6.2 Subject to the provisions of Article 5, only the Court of Oost-Brabant has jurisdiction in the first instance to hear a dispute between Law&Pepper Advocaten and a client, without prejudice to the authority of Law&Pepper Advocaten to submit a dispute to any other competent court.
The General Terms and Conditions have been filed at the Registry of the Court of Oost-Brabant under registration number 4/2024 and can be consulted on the website of Law&Pepper Advocaten: (www.lawandpepper.com).