Terms and conditions
General Terms and Conditions (2016:1)
1.1 These general terms and conditions apply to all services which Wesslau Söderqvist Advokatbyrå provides to their clients.
1.2 When we are retained by you to provide a service, we will consider you to have accepted these general terms and conditions.
1.3 If a written confirmation of assignment has been provided to you in connection with a specific assignment, the terms and conditions in the confirmation shall take precedence over these terms and conditions if and to the extent that the confirmation and the terms and conditions are inconsistent with each other.
2 Identification and personal information
2.1 We are required by law to confirm our clients’ identity and to investigate ownership relationships as well as inform ourselves about the matter and in some events the sources of funds and other assets. As a rule this takes place before commencement of the assignment. We may therefore request, among other things, identity documents as well as documentation demonstrating where funds and other assets come from. We are also obligated to verify the information which is provided to us. For this purpose, we may obtain information from external sources, for example from data bases. All information and documentation obtained in connection with the investigations set forth in this subsection will be retained for future reference.
2.2 When we are retained by you, we will consider this to include your consent to process of your personal data for the purposes set forth in this section 2 and in subsection 4.10.
3 Assignment and services
3.1 In providing our services, we observe the Code of Conduct of the Swedish Bar Association (Sw: Sveriges Advokatsamfund).
3.2 The performance of services to you may engage several of our lawyers. The sole purpose of this is to ensure that you will be offered the expertise and the resources required for the adequate performance of the assignment. The number of lawyers involved in the assignment may vary over time. At the start of the assignment a partner in charge will be assigned. You are welcome to address any queries you may have to the partner in charge.
3.3 In order for us to carry out the assignment, complete and correct information necessary for the performance of the assignment must be provided to us without delay. In addition, you must ensure that your personnel are available to give us such assistance as we may reasonably request in order for us to be able to perform the assignment within the agreed time frames or in general within a reasonable time and with maintenance of quality. During the performance of the assignment, you must procure that information regarding any changes in the prerequisites for the assignment is forwarded to us without delay.
3.4 If you, or a third party designated by you, fails to provide information and material timely, or to take actions which are required for us to be able to perform the assignment, this may cause delay or incur increased costs for you. In these events we cannot accept responsibility for the delays or increased costs, regardless of whether the increased costs are attributable to increased fee expenses or other costs.
3.5 Unless otherwise specifically agreed in the confirmation of engagement, the assignment will be based on the information and the material provided by you. When performing the assignment, we will assume the accuracy and completeness of the information and material provided to us, which entails that we will not make any independent verification of the information and the material that you give us. We will not accept responsibility for conclusions or recommendations where such conclusions and/or recommendations have been made on the basis of incorrect or incomplete information from you or from a third person designated by you.
3.6 Our services are adapted to the circumstances of the individual assignment, the facts and the information which are presented to us and the instructions you give us. As a consequence of this, you may not rely upon a specific advice or work result in connection with another matter or utilise the advice or work result for another purpose than that for which it was rendered.
3.7 Drafts of documents provide to you by us within the performance of an assignment do not constitute our final positions. This entails that you may not rely upon such drafts, or act, or refrain from acting, on the basis of such drafts.
3.8 Unless otherwise specifically agreed, our advice does not include possible tax consequences for the specific assignment or assessments of the legal situation in jurisdictions other than Sweden. We do however have a comprehensive network of other professional advisers and experts in Sweden and abroad and will gladly assist in locating and instructing other professional advisers and experts on particular questions, for example in obtaining necessary advice from lawyers in jurisdictions other than Sweden. 3.9 If we instruct, engage and/or otherwise work together with other professional advisers or experts, these advisers or experts must be considered to be independent of us, which means that we take no responsibility for having recommended them to you or for advice or other services they provide to you. We do not accept responsibility for fees or expenses which such advisers or experts invoice you.
3.10 The agreement for the assignment is entered into with Wesslau Söderqvist Advokatbyrå and not with any natural person affiliated with us. We thus accept your assignment as an assignment of the law firm and not of a specific lawyer. This will apply regardless of that it may have been your explicit or implicit intention that the work should be carried out by one or several specific persons.
3.11 Copyrights and other intellectual property rights in the results of the work we create for you is our property, but you have the right to use the result for the purposes for which we have been retained. Unless otherwise specifically agreed in the confirmation of engagement, no document or other result of our work may be published or used for marketing.
4 Confidentiality, retention and disclosure of information
4.1 The information you provide to us will be protected in an appropriate manner and in accordance with the Code of Conduct of the Swedish Bar Association.
4.2 We will communicate with you, and with others who are involved in an assignment, in different manners, including via e-mail. Even though e-mail is an efficient way to communicate, it involves security and confidentiality risks. We do not accept any responsibility for these risks. If you prefer not to communicate with us in a certain manner, for example via e-mail, we kindly request that you inform the partner in charge.
4.3 Our spam and virus filters and other security arrangements can sometimes reject or filter out legitimate e-mail. You are therefore advised to ensure the proper receipt of important e-mail via telephone with the partner in charge.
4.4 When an assignment is completed, or has terminated for another reason, we will retain (at our offices or with a third party, and in paper or electronic form) in essence all documents and work results which have been received or prepared in the scope of the assignment. The documents and the results of our work will be retained for the period which in our opinion is advisable given the nature of the assignment, however in no event for a shorter time than that required by law or by the Code of Conduct of the Swedish Bar Association.
4.5 Given that we are responsible for retaining essentially all documents and results of our work which were received or prepared in connection with the assignment, we cannot comply with a request to return (without making and retaining a copy of the document involved) or destroy a document or a result of our work before the retention period has ended. In cases where you request us to remove an electronic document in our document management system, we will comply with your request to the extent it is permitted by law and the Code of Conduct of the Swedish Bar Association (however we will in these events retain a paper copy of the documents which have been removed, or save a copy in an electronic storage medium), and we will normally expect compensation if the work is time-consuming.
4.6 Unless otherwise specifically agreed in the confirmation of engagement, we will deliver to you all original documents when an engagement is completed or terminated for another reason. In accordance with the provisions of subsection 4.4, we will however retain copies.
4.7 If we engage or cooperate with other professional advisers or experts in an assignment, we reserve the right to make available to them such material and other information as we consider may be of relevance for the adviser or expert to be able to advise or otherwise perform services rendered.
4.8 When a matter has become generally known, we reserve the right to provide information of our participation and other aspects of the matter that are already generally known, in marketing and in our web page.
4.9 If value added tax is not payable on our services to you, we are in some instances required by law to provide your VAT number, as well as information of the value of the services rendered, to the tax authorities. When we are retained by you, we will consider this to include your consent to our providing this information to the taxing authorities.
4.10 We are required by law to report suspicions of money laundering or terrorist financing to the Finance Police. We are also prevented by law from informing you of those suspicions or of reporting to the Finance Police.
5 The market abuse directive
5.1 We expect you to inform us if we are required to create and convey a list of insiders in order to fulfill obligations under the market abuse directive (2003/6/EC) and the implementing rules (collectively ”MAR”). If you request a copy of a list of insiders which you instructed us to convey, we will deliver it as soon as possible after a re- quest which is made within five years and one day after the list was prepared or dated. You are required to keep every list of insiders delivered to you by us confidential and to use the information contained therein solely for the purpose of fulfillment of your obligations pursuant to MAR.
5.2 We will take all necessary measures to ensure that the persons who appear in a list of insiders are aware of the legal and other obligations which that entail and of the consequences which exist for misuse and improper dissemination of price sensitive information.
6 Termination of the assignment
6.1 You may terminate the cooperation with us at any time by request, in writing that we discontinue work in the assignment(s). You are however liable to make payment for the services rendered and expenses incurred prior to the termination of the assignment.
6.2 In the event that suspicions of money laundering or terrorist financing exist, we are, in accordance with the provisions of subsection 4.10, required to decline or discontinue the assignment.
7 Fees and expenses
7.1 Our intention is to provide you with legal services at commercially viable fees. We are prepared to discuss fee levels with you and, where the assignment is clearly defined, to agree on a fixed fee arrangement. Where requested, we will on or before the commencement of an assignment provide a fee estimate. Where the nature of the assignment allows, a budget or other fee arrangements may be agreed upon. An estimate of the fee in an assignment is based upon the information available at the time of the estimate and shall not be construed as an offer of a fixed price. All fee amounts are communicated excluding value added tax.
7.2 Our fees conform to the provisions of the Code of Conduct of the Swedish Bar Association. Unless otherwise specifically agreed in the confirmation of engagement, our fees are determined on the basis of the engagement’s extent and nature, the engagement’s difficulty and its significance for you, the expertise and experience which the assignment requires, the values which the assignment involves, possible risks for us, the time which is made available to us for the completion, the achieved result and the time spent on the assignment.
7.3 Upon request, we will provide a more detailed report of the work involved in the assignment. Since our fees are only in part dependent on the time expended, we do not undertake to report each action or measure taken is detailed with specification of time spent.
7.4 In addition to our fees, expenses for travel and other expenditures attributable to the performance of the assignment may be invoiced to you. Normally we pay expenses in limited amounts and invoice them in arrears. We may, however, request advance, or direct payment from you, for expenses.
7.5 In cases where a fixed fee has been agreed, it will be conditional upon (i) that the information basis of the assignment provided by you prior to the agreement is complete and accurate and (ii) that your obligations set forth in section 3 are duly and timely fulfilled.
7.6 In court and arbitration proceedings the losing party may be required to pay the winning party’s litigation expenses (including attorney fees). It is, however, not always all of the winning party’s expenses that are reimbursable. Regardless of whether you are the winning or the losing party, you are required to make payment for the services rendered and for the expenses we have incurred in connection with representing you in court or arbitration proceeding.
7.7 If you have insurance for legal expenses, you may under certain circumstances and to a certain extent obtain reimbursement from the insurance for expenses for legal advice. The right to insurance indemnity is normally limited in various ways, for example deductibles will apply and the insurance is limited to a maximum amount, which entails that the insurance reimbursement will not cover all costs. The most important terms and conditions of the insurance often appear when the insurance company confirms the insured event in writing. For complete information on the terms and conditions of the insurance it is necessary for you to read the terms and conditions of the insurance policy.
7.8 In certain cases natural persons may be entitled to public legal aid. If public legal aid is granted, specific terms and conditions apply to the fees charged. Public legal aid does in no event cover an obligation to reimburse the other party’s legal costs.
7.9 In the event you wish to utilize insurance for legal expenses or public legal aid, you are required to inform us before or upon commencement of the assignment.
7.10 Even where insurance for legal expenses or similar is applicable, we are entitled to receive fees and reimbursements in accordance with ordinary principles and with the provisions of this section 7. This entails that we are not bound by such indemnity limitations which may apply in the insurance policy, and that such limitations do not affect your responsibility for invoiced amounts in excess of the insurance indemnity. Regardless of legal insurance, we reserve the right to invoice, on an ongoing basis, fees and reimbursements expenses attributable to the assignment.
8.1 Invoicing on a regular basis is a good way to keep you informed about the fee amounts incurred and to avoid unpleasant surprises at the termination of an assignment. Generally we invoice on a monthly basis. The invoices can be either on account or final. An invoice on account does not necessarily provide an exact estimate of the amount which is to be paid for the services rendered. In events where we invoice on account, the final invoice will state the total fee for the assignment or part of the assignment with a deduction for the fee amount invoiced on account.
8.2 Every invoice has a due date (normally the due date is not earlier than 10 days from the date of the invoice). If payment is not made timely, penalty interest will be charged, at the interest rate applicable according to the Interest Act, from the due date until we have received payment of the invoice.
8.3 In certain cases we will request a retainer deposit before commencement of work in the assignment. The retainer deposit will be used to settle our future invoices. The total amount of our fees for the assignment may be higher or lower than the retainer deposit.
8.4 We can accept a request from you to make an invoice out to a third party only subject to the following prerequisites (i) that it is obvious that doing so does not violate the law, (ii) that the identity and other circumstances which are set forth in section 2 have been confirmed with respect to the recipient of the invoice and (iii) that you, immediately upon our request, will make payment of any amount which have not been paid at the due date. No client relationship will come into existence between us and the recipient of the invoice.
9 Liability insurance
9.1 By means of maintaining separate liability insurance in addition to the liability insurance required by The Swedish Bar Association, we strive to ensure that we have insurance protection which is fully adequate for our business activities. Unless otherwise agreed, the law firm’s liability against you is limited to the amount which is covered by the professional liability insurance.
10 Proceeding in the event of complaints and claims
10.1 Our intention is that you shall be satisfied with our services and that they will satisfy your requirements. In the event that, for some reason, you are not satisfied or have complaints, you are required to inform the partner in charge as soon as possible. If the complaint concerns the responsible partner, the complaint shall instead be made to the Board of Directors of the law firm. At your request, we will procure that a partner who has not been involved in the assignment, will investigate your complaint and try to answer the questions that you may have.
10.2 Claims which have a connection to advice which we have given must be made as soon as you have become aware of the circumstances on which the claim is based. Claims may not be made later than twelve months after the later of (i) the day when the last invoice was issued for the assignment to which the claim relates and (ii) the day when the relevant circumstances were known to you or, after reasonable inquiry, could have been known to you.
10.3 In those cases where your claim against us is based on a third person, a taxing authority’s or other authority’s demand against you, we must have the right to respond to, settle and liquidate the claim on your behalf provided that we indemnify you. If you liquidate, settle or in any other manner take an action regarding such a claim without our consent, we will not accept responsibility for the claim.
10.4 We do not accept responsibility for damage caused to you, directly or indirectly, as a consequence of our compliance with the obligations imposed upon us in accordance with subsections 2.1 or 4.10.
10.5 For the purpose of resolution of disputes between a consumer and a lawyer, or a law firm, regarding a service rendered by the lawyer or the law firm to the consumer, there is a Consumer Complaint Board established by the Swedish Bar Association. Further information regarding the Consumer Complaint Board can be obtained in the Swedish Bar Association’s web site www.advokatsamfundet.se/konsumenttvistnamnden (in Swedish).
Below follows the contact details of the Consumer Complaint Board:
Konsumenttvistnämnden Box 27321 102 54 STOCKHOLM Telephone: +46 8-459 03 00
11 Alterations etc.
11.1 These terms and conditions may be altered or amended by us from time to time. The latest version of the agreement is always available on our web site: www.wsa.se/?lang=en.
11.2 Alterations of, and amendments to, the terms and conditions only apply to assignments which commenced after the new version of the agreement was published on our web site.
11.3 A copy of the latest version of these terms and conditions will be provided to you upon request.
12 Applicable law and dispute resolution
12.1 These general terms and conditions and (if applicable) the confirmation of engagement and all issues attributable to them, to our assignment and to our services shall be governed by, and construed in accordance with Swedish law.
12.2 Except for dispute resolution as set forth in 10,5 above for complaints to which the provisions of that section apply, disputes which arise as a result of these general terms and conditions, the confirmation of engagement (if applicable), our assignment or our services, shall be finally determined by arbitration pursuant to the Rules for Expedited Arbitration of the Arbitration Institute of the Stockholm Chamber of Commerce (Sw. Regler för Förenklat Skiljeförfarande för Stockholms Handelskammares Skiljedomsinstitut). The place of the arbitration proceeding shall be Stockholm and the language which shall be used is Swedish.
12.3 An arbitration proceeding which is commenced with reference to paragraph 12.2 as well as in- formation which is introduced during the proceedings and a decision or an arbitration award which is issued as a result of the proceedings shall be confidential and may not be disclosed to a third person without the written consent of the other party. A party shall not, however, be prevented from disclosing such information in order to preserve its rights in relation to the other party or to an insurer or if such an obligation exists according to compulsory law or a regulatory structure for an issuer or similar.
12.4 Regardless of what is stated in paragraph 12.2, we have the right to commence in a court of general jurisdiction suit relating to claims for fees.