General conditions for provision of legal services

We, Dittmar & Indrenius render legal services and advice (“Services”) to our client (the “Client”) subject to these general conditions (the “General Conditions”), which the Client is deemed to have accepted by engaging us (unless, and to the extent, otherwise agreed in a writing).

The Services are rendered by Dittmar & Indrenius as a legal entity. Any agreement is between the Client and us, and not with any of our partners or other individuals associated with us. No partner or other individual has any liability to the Client, except as provided by mandatory law.

We are often required by law to identify the Client and its representatives, ownership structure, beneficial owners and in some cases the origin of funds and other assets, as well as to ascertain compliance with sanctions. The Client shall provide us with all information necessary for such identification, and we may also obtain information from other sources, as well as verify and use information provided to us as part of our provision of Services to the Client. We are obliged to report suspected money laundering or financing of terrorism to the authorities. We have the right and, as applicable, the obligation to decline or suspend an assignment or provision of Services based on such suspicions or in order to comply with sanctions regulations or national decisions on freezing of assets. We are not liable for any loss or damage to the Client arising out of or in connection with our compliance with these requirements.

In the performance of the Services we owe a duty of care and loyalty to the Client. We operate in accordance with applicable law and the rules of the Finnish Bar Association. As members of the Finnish Bar Association, we do not render any services or advice under any other laws than those of Finland.

The Services may neither be relied on in any other matter nor used for any other purpose than that for which they are rendered. Unless specifically agreed in writing by us, we do not provide Services to any other party than the Client, and no other party is entitled to rely on them.

We do not provide financial, investment, business or accounting services or advice, and we do not advise the Client on the merits of any investment or transaction. We only render tax advice if specifically so agreed by us in writing.

All copyrights and other intellectual property rights in and to the work products we generate to the Client vest in us, save for the Client’s right to use them solely for the purpose for which they were provided to the Client by us.

We process personal data as a controller. More information on our processing of personal data is available in the privacy policy on our website.

Our fee principles comply with the rules of the Finnish Bar Association and our fees are normally determined based on a number of factors, including (i) the nature, extent and complexity of the Services, (ii) the time spent and amount of work required, (iii) the skills, qualifications and expertise of the resources required, (iv) the importance, value and business interests at stake, (v) risks assumed (if any), (vi) the urgency and any time constraints, (vii) the value added and positive results achieved for the client, and (viii) any other factors agreed with the Client. Any fee estimates or quotes are indicative only and not binding unless expressly stated otherwise in writing.

In addition to the professional fees, we charge a few actual expenses (such as government charges and international travel), and a standard expense charge as a percentage of the professional fees covering general office expenses related to the carrying out of the assignment. According to the rules of the Finnish Bar Association, the fixed expense charge is not recoverable by the Client from the opposite party in a dispute.

All amounts are indicated exclusive of value added tax and similar charges, which will be charged as applicable. Unless otherwise agreed, we invoice on a monthly basis. The term of payment is 14 days.

We will keep the information you disclose and our communications with you confidential in accordance with our statutory confidentiality obligation. In some exceptional cases we may, however, be required to make certain disclosures based on applicable laws or regulations. Finnish tax law includes an obligation under Directive 2018/822 (DAC6) to report cross-border tax planning arrangements to the authorities. Unless otherwise agreed, we will under attorney-client privilege refrain from such reporting. The Client or its other advisors are responsible for fulfilling such reporting obligation.

We may publish the fact that we have represented the Client in a matter, once the matter has become public. We may name the Client as our client and provide a general description of the assignment when preparing offers or making submissions to league tables, legal directories, and parties evaluating law firms.

Our total aggregate liability per each assignment arising out of or in connection with the provision of the Services is limited to (i) EUR 2,000,000 if our fees exceed EUR 100,000 (excluding VAT), and (ii) EUR 1,000,000 if our fees are EUR 100,000 or less (excluding VAT). We shall not be liable for any indirect loss (including any consequential, incidental, punitive, or other indirect loss), liquidated damages, penalties, or loss of goodwill, contract, data, operation, income, synergies, or business opportunities. We have no liability for any services or advice provided by third parties, whether reporting to us or directly to the Client, or for damages resulting from any tax imposed, or the risk of any tax being imposed, on the Client as a result of our Services or otherwise. We are not liable for any claim for damages which is not submitted in writing within 24 months of the earlier of (i) the date on which the advice giving rise to the damage was provided, or (ii) the completion of the assignment.

All limitations of liability inure also to the benefit of our current and previous partners or other individuals currently or previously associated with us.

We maintain a professional liability insurance exceeding the requirements imposed by the Finnish Bar Association. The relationship between the Client and us, and fees and charges payable by the Client, are not affected by any insurance coverage that may be existing or available to the Client. According to the rules of the Finnish Bar Association, we shall inform the Client of a possible compensation of legal expenses from an insurance policy or public funds. We urge the Client to investigate these possibilities.

Any agreement between the Client and us, the Services and the General Conditions are governed by and construed in accordance with Finnish law, excluding any choice of law provisions thereof.

Any disputes between the Client and us, or any partner or other individual associated with us, arising out of or relating to any agreement between the Client and us, the Services or the General Conditions are to be finally and exclusively settled by arbitration in accordance with the Arbitration Rules of the Finland Chamber of Commerce. The seat of arbitration shall be Helsinki, Finland. However, we are also entitled to recover our fees and charges in any court of competent jurisdiction.