Terms and Conditions for Advokat Foerster AB

These general terms apply, together with the Swedish Bar Association Code of Conduct, to all services provided by Advokat Foerster AB (“A.F. AB”) to clients, unless otherwise agreed in writing.

1. Assignments 

1.1 Assignments are agreements with A.F. AB and not with any individual associated with A.F. AB. Assignment are carried out by, or on behalf of, A.F. AB. Its owner and all persons working for or engaged by A.F. AB are covered by these general terms and no such person has any personal liability, unless follows from applicable mandatory Swedish law. 

1.2 All aspects of a matter (such as a dispute) shall be considered as one assignment, irrespective if it includes (for example) more than one legal and/or natural person, several areas of law, several instructions, separate invoices, or A.F. AB represents more than one legal and/or natural person. 

1.3 A.F. AB may be prevented to act if there is a conflict of interest. A.F. AB will check whether there is a conflict of interest according to the code of conduct of the Swedish Bar Association before an assignment is accepted. Notwithstanding such check, circumstances may later show or arise that prevent A.F. AB from acting and require A.F. AB to resign from an assignment. 

2. Client identification and information to authorities and banks etc.

2.1 A.F. AB is, in relation to certain matters, required to ascertain the client’s identity and ownership as well as to obtain information about the nature and purpose of the matter before the work is commenced. Such control may be made in relation to all matters. A.F. AB may therefore require, among other things, identification for the client and any person involved in the matter on behalf of the client and, in relation to legal entities, the individuals having the ultimate control over them (beneficial owners) together with information and documentation evidencing the origin of funds and other assets as well as the purpose and nature of the matter. A.F. AB may also require information and documentation during an assignment. Information provided to A.F. AB may be verified through information from external sources. A.F. AB will retain information and documentation provided to, or collected by A.F. AB, in connection with these controls. 

2.2 A.F. AB is legally required to report suspicions of money laundering or financing of terrorism to the relevant financial intelligence unit. A.F. AB is prevented from informing clients of suspicions or that a report has, or may be, made. In case of suspicions of money laundering or financing of terrorism, A.F. AB is required to decline or cease to act in an assignment. This also applies in case A.F. AB does not receive required information or documentation, or it is not satisfactory. 

2.3 In certain situations, A.F. AB is required to provide information about a client’s VAT number and the value of services performed. By retaining A.F. AB, clients consent to that A.F. AB provides such information according to applicable rules to the tax authorities. Clients also consent to that A.F. AB, according to applicable rules, provides information about the client to its bank where A.F. AB holds client funds. 

3. Personal data 

A.F. AB is controller of personal data provided by or obtained from clients and others. For information about how A.F. AB processes personal data, see Privacy Notice at www.advokatfoerster.com.  

4. Advice and matter management 

4.1 A.F. AB’s advice is tailored to the circumstances in the specific matter, the facts presented to us and the client’s instructions. The advice may therefore not be relied on by any other than the client and not used for any other purpose or matter than for which it was provided. Advice and matter management are based on Swedish law as is at the time the advice is given or a certain measure is taken. Unless otherwise agreed in writing, A.F. AB does not undertake to update advice or take any other measure to take account of subsequent changes in the law. A.F. AB may share its view on non-legal matters but does not accept liability for any potential consequences thereof. A.F. AB’s advice does not include tax or potential tax consequences. The advice is further not a guarantee for a specific outcome and shall never be understood as such. 

4.2 Subject to prior agreement, A.F. AB may assist in obtaining advice from other jurisdictions and experts within other fields, such as financial and technical. Unless otherwise agreed in writing, third parties will be retained by the client and be considered independent from A.F. AB. A.F. AB assumes no liability for recommending a third party, their fees and costs, or their advice and information, irrespective if the advice is addressed to A.F. AB or directly to the client. When cooperating with a third party, A.F. AB is entitled to provide the third party with such information and documentation about the client and the matter that may be assumed that the third party needs (including such information possessed due to the controls pursuant to Section 2, above). 

4.3 A.F. AB communicates primarily electronically and by e-mail if not otherwise agreed in writing. A.F. AB assumes no liability for potential risks connected therewith. In some cases, our security systems may reject e-mails and clients are therefore recommended to follow up important e-mails over the phone. 

4.4 After conclusion of a matter A.F. AB keeps (or stores at a third party) all relevant documentation and other relevant work products generated in the matter, on paper and electronically, for a time period considered adequate for the particular matter, however not shorter than the requirements under the rules of the Swedish Bar Association. 

5. Fees, costs and expenses insurance etc. 

5.1 A.F. AB’s fees shall accord with the rules of the Swedish Bar Association. This means that, unless otherwise agreed in writing, the fees are based on several factors such as time spent, time constraints, nature, complexity and importance of the matter, skill required, and result achieved. 

5.2 Subject to the above section A.F. AB endeavours to provide legal services at attractive fee rates and is always willing to discuss our fees with the client. On request, A.F. AB will provide the client with a fee estimate at the start of an engagement and, depending on the nature of the engagement, A.F. AB may also agree on a budget or other fee arrangement. 

5.3 In addition to fees, disbursements for travel and other expenses may be charged. A.F. AB is not under obligation to pay expenses on behalf of the client and is entitled to obtain advance payment or forward the relevant invoice to the client for payment. 

5.4 All fees are exclusive of value added tax, which will be charged on fees and expenses if required. 

5.5 A.F. AB invoices monthly by sending an invoice by post or e-mail addressed to the client. Invoices are due 15 days from the date of the invoice. In the event of delayed payment, interest will be charged pursuant to law. 

5.6 A.F. AB is entitled to request advance payment before accepting any matter or commencing or continuing work. Advance payment will be used to settle future invoices. Our total compensation may be higher or lower than the advance payment. A.F. AB may also issue a preliminary invoice (Swe. a conto), payment of which will reduce payment of the total fee pursuant to the final invoice. 

5.7 A.F. AB’s right to fees, other payments, and to invoice etc. according to the above, is not affected by any potential expenses’ insurance or any other insurance of the client. This means, among other things, that the fees are not limited to a certain hourly rate, maximum amount or any decision of the insurance company. 

6. Limitation of liability etc. 

6.1 A.F. AB is liable for damage caused to its client due to negligence (Swe. försummelse) on part of A.F. AB in performing its undertakings to the client. A.F. AB’s liability is limited to five times the fee for the assignment or five hundred thousand (500,000)  euros, whichever is higher. The limitation applies also to multiple instances of loss or damage that have been caused by a single act or omission or the same type of act or omission. A.F. AB accepts no liability to pay penalties or liquidated damages.

6.2 A.F. AB’s liability is further limited to the actual damage incurred by client. This means, among other things, that the liability shall be reduced by all sums that may be obtained by the client under any insurance, agreement, indemnification, unless contrary to the terms thereof. 

6.3 In case another advisor’s liability towards the client is more limited than A.F. AB’s, any liability for A.F. AB shall be reduced by the compensation A.F. AB could have been awarded from such advisor, should its liability not have been limited. 

6.4. A.F. AB is not liable for use of advice or documents in relation to third parties, or for any third party’s use of advice or documents from A.F. AB. 

6.5 A.F. AB is not liable for damage caused by A.F. AB complying with law or other rules applicable to its business. 

6.6 Claims against A.F. AB shall be made as soon as the client (which includes its employees and representatives) has become aware of the circumstances on which the claim is based. To be valid a claim must be made no later than the later of twelve months (i) from the date of the last invoice for the assignment at hand and (ii) the date when the client (which includes its employees and representatives) has become aware, or after reasonable investigations should have become aware, of the circumstances on which the claim is based. 

6.7 The limitation of liability applies also in relation to each of the persons that have been working on behalf of A.F. AB. 

6.8 If A.F. AB, or its insurance company, pays compensation for any claim, the client shall transfer the right of recourse by way of assignment or subrogation to A.F. AB or its insurance company. 

6.9 Any other liability, and other remedies than compensation for damages according to this section, are excluded. 

7. Miscellaneous 

7.1 Copyright and other intellectual property rights in all work results generated by A.F. AB belong to A.F. AB, but the client may use the result for the purposes it is provided. Unless otherwise agreed in writing, documents and other work results may not be generally circulated or used for marketing purposes. 

7.2 Clients undertake to inform A.F. AB in writing if it provides A.F. AB with insider information. 

7.3 A.F. AB may retain external parties for certain services, such as IT and bookkeeping. 

8. Applicable Law and Dispute Resolution 

8.1 Swedish substantive law applies to all assignments of A.F. AB and these general terms. Any dispute, controversy or claim arising out of or in connection with the assignment, the terms thereof (including theses general terms) or the breach, termination or invalidity thereof, and A.F. AB’s advise and actions, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the “SCC”). 

8.2 The Rules for Expedited Arbitrations shall apply, unless the SCC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules shall apply. In the latter case, the SCC shall also decide whether the Arbitral Tribunal shall be composed of one or three arbitrators. The seat of the arbitration shall be Stockholm and the language shall be English. 

8.3 Under certain conditions, clients that are consumers may turn to the Swedish Bar Association Consumer Disputes Committee to have fee disputes and other financial claims tried. For more information see www.advokat- samfundet.se/Konsumenttvistnamnden/ .