1. General

The law office of Asianajotoimisto Salonen Oy LSL legal (later referred to as ”law office”) is a limited company with business ID 2591357-8 and its registered address is Temppelikatu 4 A, 00100 Helsinki, Finland.

These General terms for commissions are applied to the services offered by the law office to their customers (later referred to as “customer” or “principal”). The law office reserves the right to revise these General terms for commissions to reflect, among others, changes in legislation or common practices. These General terms for commissions (in their current revised form) are also applied to the possible later commissions ordered by customer unless otherwise agreed.

The law office’s staff is obligated to adhere to the law, secrecy orders, and ethical guidelines, such as the guidelines for professional ethics among lawyers provided by the Finnish Bar Association. As part of the guidelines for professional ethics among lawyers, the existence of potential lack of impartiality is checked prior to accepting a particular commission.

2. Law office’s liability – limitation of liability

The law office’s liability regarding possible negligence, omission, breach of contract, or other claims made in conjunction with the commission is limited to a maximum of one (1) million euros (1,000,000 €) unless some other case-specific limitation of liability has been agreed on in writing. The stated maximum limit of one (1) million euros is enforced also when the advocacy service is provided on behalf of several customers; in such cases the maximum limit of one (1) million euros shall cover all the compensations made to the customers in question.

The law office is not liable for direct or indirect damages or loss, or damages to third parties or claims made by third parties.

3. Charges

Law office fees

The law office’s charging is based on the amount of time spent on a particular work task using hourly charging. The prices of hourly rates and the amount of fees are affected by the nature and urgency of the specific case, the amount of work and the level of interest, the possible foreign language used, and the required special expertise. Commissions are charged in 15-minute units of time, and the smallest chargeable unit of time is 15 minutes. In carrying out a commission, travel times, possible waiting times, and court recess times are counted as chargeable time for the assignment. When defining a commission, applying fixed rates or agreeing on some other means of determination of fees can be separately agreed in writing. The provided cost estimates are suggestive only unless otherwise agreed together with the customer.

The law office reserves the right to request a reasonable advance payment regarding fees and expenses.

The law office reserves the right to revise their pricing without prior notice to correspond with increased costs.

Costs and other fees

The law office shall separately charge the commission-related necessary costs, such as travel expenses, reports by experts, official fees, and document reproduction. Other chargeable fees may include, among others, the fees of domestic or foreign experts, public agents, and lawyers.

Taxes

Currently valid VAT is added to all fees, expenses, and other charges.

4. Invoicing, legal expenses insurance, and the law office’s pooled account

Invoicing

Invoicing shall occur each calendar month unless otherwise agreed.

All invoices shall be payable in full on the due date marked in the invoice unless otherwise agreed. In case an invoice is not paid by the due date, the law office can: (a) interrupt handling the commission or withdraw from the commission in compliance with section 8 of these terms; and (b) charge penalty interest for any overdue and unpaid payments in accordance with the current Finnish Interest Act.

In case customers wish to use e-invoicing via an electronic invoicing service provider, the advocacy provider shall attempt to cooperate with the customer’s service provider to utilise e-invoicing. The law office is not liable for the e-invoicing service provider’s potential negligence and/or breach of contract, for example, if the service provider fails to process customer’s data in compliance with the law. Customer shall guarantee that they have the right to provide the law office with access and right to use to the possible e-invoicing service utilised, and customer commits to compensating potential costs, losses, or other liabilities to the law office that the office may incur from interaction with the e-invoicing service provider.

In case legal representation is provided in the same case for a number of differenr clients, all clients have joint responsibility for the expenses and billing.

In case a third party is responsible for paying an invoice to the law office, the invoice is sent for payment to the said third party.1 In case the said third party fails, for any reason, to pay the submitted invoices, the customer/principal is personally responsible for their payment.

In case a court should decrease the law office fees payable by the counterparty from their original amount, the law office has the right to charge the customer the complete amount of the law office’s total fees.

If the law allows or is otherwise separately so agreed, the law office can retain the customer’s possible assets, documents, or other property until all overdue invoices from the law office have been paid in full or use the said property to cover the unmade payments.

Legal expenses insurance

In case the customer has legal expenses insurance, information related to the insurance must be sent to the law office as soon as possible after the commission has been agreed on or after the commission has been submitted to the law office.

Customer must pay the law office’s invoice in compliance with the invoice’s terms of payment to the office regardless of a possible legal expenses insurance unless separately otherwise agreed between the customer and the law office. It is the customer’s sole responsibility to make claims for compensation based on the insurance from the insurance issuer in accordance with the insurance terms. The law office shall assist in making compensation claims based on the legal expenses insurance.

In case the insurance company that issued the legal expenses insurance, either based on insurance terms or for some other reason, does not compensate for all law office fees or expenses, the law office has the right to charge the customer the difference between the compensation and the total amount of fees and expenses.

In case legal action that is unlikely to fall under the coverage of the legal expenses insurance is agreed on with the customer, the law office has the right to charge the customer for these actions.

5. Law office’s pooled account

The law office has a bank account (pooled account) in a financial institution used by the office, and funds that belong to customers are collected to this account. Funds in the pooled account are handled as if the customer had deposited the funds directly to the financial institution in question. The law office is not responsible for the capability to pay of the financial institution that holds customers’ funds.

The law office is entitled to use the customer-specific funds in the pooled account, and the potentially accrued interest of these funds, to pay the office for outstanding payments by the customer.

6. Distance selling

Distance selling is defined as an agreement regarding advocacy services made via a sales or service provisioning system without the parties being simultaneously present and by using one or several means of distance communications (telephone, postal mail, data network, email, telefax, or some other means of entering into an agreement so that the parties are not simultaneously present).

Advance information for distance selling are available on the law office Web site at www.Isl-legal.fi.

7. Cooperation

Based on the commission, the law office shall manage customer’s benefits and rights. The law office shall handle the commissions with due diligence, professionalism, and within a reasonable time frame considering the prevailing conditions in each case.

Customer is responsible for the right to define the commission target to the extent that the commission requires.

The law office is not obligated to perform background checks regarding customer’s prior rights unless separately thus agreed.

Customer is to contribute to the fluency of cooperation between the law office and customer, in particular by:

1. presenting the required background information related to the case and circumstances, and by providing all necessary documentation prior to starting work on the commission;

2. providing extensive, correct, and accurate commission-related information at the start of the commission and during it;

3. replying promptly to all requests by the law office regarding additional commission-related information and instructions; and by

4. notifying of all commission-related changes in circumstances without delay.

The law office is entitled to trust that customer has provided correct and necessary information related to the case.

In case customer’s instructions are not received well in advance before the case-specific due date, the law office has the right to apply for an extension of term if such a possibility exists and the circumstances do not otherwise indicate. The law office is entitled to a reasonable fee due to costs incurred by submitting the above-mentioned application.

Once documentation produced by the law office is delivered to customer for perusal and commenting, customer must verify the correctness of the documents’ content. The law office has the right to trust their conclusion of customer acceptance regarding documentation content unless customer reports otherwise without delay.

The law office’s aim is to provide high-quality and faultless service to their customers. Any dissatisfaction with the law office’s services must be reported to the office within two (2) weeks of performing said services, and in any case within a maximum of three (3) months of performing the operations from which the dissatisfaction arose. Dissatisfied customers may file a written complaint to the Disciplinary Board of the Finnish Bar Association. Consumers also have the right to present disputes to the Consumer Protection Office or to an ordinary court.

8. Electronic communications

Communication with customers takes place, among other means, via email. Sending information and documents via email is not completely without risk, and for instance outside parties may acquire unencrypted information; also, email messages may contain malicious software.

The law office is not liable for any damages due to electronic communications unless the said damages are the result of intentional or negligent violation of the law office’s professional duties.

Customer must inform the law office in advance in case they do not approve the use of electronic communications.

9. Interrupting or terminating a commission

Customer can, at any point, terminate a commission they have ordered from the law office.

In case of failure to comply with the commission-related instructions and/or failure to make due payments for commission-related fees or expenses in compliance with the terms of payment, the law office has the right to assume that customer’s intention is to terminate the commission.

The law office shall only terminate a commission for justified reasons when, for example, customer fails to pay the law office’s invoices in compliance with the terms of payment or fails to make the expense or advance payment requested by the law office; or customer instructs the law office to act against the law or to be in breach of the guidelines for professional ethics among lawyers; or when it becomes indisputable that the relationship of trust between customer and law office is lost.

After either party terminates the commission relationship, customer is obligated to pay all the law office fees and expenses accrued by the commission termination date. A commission is considered completely terminated only when handling the commission no longer requires action by the law office according to the law or the guidelines for professional ethics among lawyers.

10. Using external services

In carrying out the commission, the law office may require services by third parties, such as domestic or foreign experts, public agents, and lawyers. The need for and use of such services is reported separately to customer. A third party in question is regarded as being in a direct contractual relationship with customer and acting as customer’s direct representative unless otherwise agreed on in writing.

The law office is in no way liable for any third-party advice or neglect. In these cases, customer must present their claims directly to the third party, and customer has no right to make any claims related to these issues to the law office.

Customer is responsible for all third-party charges regardless of whether customer is directly invoiced by the third party or if the fees and expenses of the said parties are included in charges addressed to customer by the law office.

11. Information retrieval

When the law office retrieves customer-related information from public registers (such as trade register, real estate register, trademark database, credit information register) in conjunction with carrying out the customer’s commission, the law office has the right to assume that the data in the register(s) in question is extensive, faultless, and current at the time of making the inquiry.

12. Privacy policy

In connection with the commission, the law office can process customer-provided personal data and data retrieved from credit information registers (“personal data”). Personal data can be related to customer or other persons. Processing personal data shall take place in compliance with the Personal Data Act.

The law office shall process and store personal data depending on what kind of information has been retrieved from customer or from third parties on behalf of customer. The law office shall process personal data related to customer or third parties to be able to provide advice to customer and to carry out the customer’s commission according to the instructions and in the interest of customer. The law office shall act as controller for customer-related personal data and process this data for the purposes of carrying out the commission (such as invoice handling and fulfilling their regulatory obligations) unless otherwise instructed by customer. In case customer exercises their right of inspection, the law office shall provide customer with the requested information.

13. Copyrights

All copyrights and other immaterial rights pertaining to documents and other materials created by the law office for customer – in whatever form – shall be the property of the law office under all circumstances. Customer has the non-exclusive right to utilise the said documents and materials for the sole purpose for which they have been created for customer. Customer does not have the right to use, copy, modify, save, distribute, or share documentation or other materials created by the law office for purposes other than the intended use or purpose of the particular commission.

14. Confidentiality

The law office has the professional and legal obligation to keep all customer-related issues confidential unless customer requests or the law requires a disclosure of information.

15. Lack of impartiality

In cases of potential lack of impartiality between customer and the law office or between customer and another customer employing the law office, the office shall attempt to clarify, in cooperation with customer, whether lack of impartiality exists. In case lack of impartiality does exist, the law office may be obligated to withdraw from the customer’s commission and/or another customer’s commission.

In terms of lack of impartiality, customer is considered the law office’s current customer only when the office is handling at least one commission for the customer in question. A commission is not seen as active if a final invoice for the commission has been sent or no action has been taken for the commission in over 12 months, no further action is expected, or the commission has been terminated in some other way.

16. Consumer protection

In cases that comply with the Consumer Protection Act, customer is entitled to cancelling a commission under that legislation. The law office shall notify customer whether the right of cancellation in question applies to them and shall adhere to all other regulations set for consumer protection in the said legislation.

For more information, please visit (www.Isl-legal.fi), section Advance information for distance selling.

17. Applicable law and dispute resolution

Finnish law is applied to all our commission relationships, excluding existing conflict-of-law rules. Any disputes arising from this agreement are finally solved in Finland via one-person arbitration in accordance with the rules of the Arbitration Committee of the Finnish Central Chamber of Commerce. However, the parties have the right to refer issues regarding overdue payments to the Consumer Protection Office or to a competent Finnish ordinary court. In addition, customer may refer a free-related dispute or an issue related to a lawyer’s conduct to the supervision of the Finnish Bar Association’s Disciplinary Board (www.asianajajaliitto.fi tai www.valvontalautakunta.fi)

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