The services provided by Pierstone BV, with registered office avenue de la Toison d'Or 22, 1050 Brussels (Company no 0760.585.611) ("Pierstone") are subject to the general terms and conditions sent with this invoice and/or mentioned on the back and as available on the Pierstone website (www.pierstone.be)
1. Pierstone is incorporated under Belgian law for the purpose of providing legal services.
2. These general terms and conditions are for the benefit of Pierstone, as well as its partners, any other persons working for or in association with Pierstone, any persons engaged by Pierstone, and any other persons for whom Pierstone may be held responsible. If a client calls upon a lawyer or consultant employed by Pierstone to provide services, the agreement for such services shall be deemed to be concluded between the client and Pierstone; therefore, no contractual relationship shall arise between the client and an individual lawyer or consultant of Pierstone. A lawyer or consultant of Pierstone cannot be sued by the client on either a contractual or non-contractual basis by the client for damages arising from the contractual relationship between Pierstone and the client. For contractual damages caused by the actions of an employee or consultant of Pierstone, the client will only have a claim against Pierstone. These terms and conditions apply to all files handled by Pierstone as soon as they have been provided to the client, without any further separate communication to this end being required for matters subsequently entrusted to us.
3. Pierstone's liability shall in any case and regardless of the cause of the damage even in case of gross negligence be limited to the amount which, in the relevant case, is paid pursuant to the relevant professional liability insurance policy applicable at that time (generally for indication purposes only and subject to applicable exclusions and changes over time, 2.500.000 EUR in first order, 5.000.000 in second order and 5.000.000 EUR in third order), plus the amount of the deductible which must be borne by Pierstone pursuant to the applicable insurance policy in the matter concerned. If, for whatever reason, no payment takes place under the insurance mentioned in the preceding paragraph, the liability will be limited to half of the fees paid to Pierstone in the relevant case during the relevant calendar year during which the claim is received. In any event, any right to compensation shall expire if the claim is not brought before the competent court within one (1) year after the facts on which it is based become known to the client or should reasonably have become known to the client.
4. In acting upon instructions, Pierstone may call upon (and is responsible for) its lawyers and employees and, where appropriate, may engage third parties to provide services. Pierstone is not liable for any damage caused by third parties, unless expressly provided otherwise.
5. Third parties engaged in connection with the performance of a client assignment may wish to limit their liability in relation thereto. Pierstone expressly stipulates that all client assignments also confer on it the express or implied authority to accept such limitations of liability in the name and on behalf of its clients.
6. Any fee estimate provided by Pierstone is an approximation only. If any of the assumptions on which an estimate is based proves to be incorrect or if the instructions or scope of the assignment change, Pierstone's estimate may no longer be accurate. No estimate or budget should therefore be considered definitive.
7. Unless provided otherwise, Pierstoneʼs statements of fees are due and payable within fifteen (15) days from the date of the statement. If an advance is requested, it must be paid immediately and in any case before Pierstone must provide any services. Unless provided otherwise, our statements of fees are governed by the Act of 2 August 2002 on the fight against late payment in commercial transactions. All past due balances shall, without further notice, be increased by (i) interest for late payment at the statutory rate determined by the Act of 2 August 2002 and (ii) a supplement of 10% of the balance due to cover extrajudicial (i.e. collection) costs. This supplement shall be at least EUR 250 and is without prejudice to Pierstoneʼs right to claim additional damages for any actual harm suffered or costs incurred. In the event of non-payment, Pierstone may also suspend performance of the assignment, after informing the client thereof. In that case, Pierstone shall not be liable for any damage or loss resulting from the suspension of services.
8. Pierstone is obliged to comply with the provisions of the anti-money laundering legislation which aims to prevent the use of the financial system for money laundering and the financing of terrorism (such as the Act of 11 January 1993, as amended). To this end, clients must promptly submit any and all information requested by Pierstone in order for the latter to comply with its obligations imposed by this legislation.
9. The client acknowledges that Pierstone, as well as its partners, associates, trainees, lawyers, consultants or other assistants, shall only be held liable on the basis of contractual liability arising from this agreement. Any action based on non-contractual liability against Pierstone, its partners, associates, trainees, lawyers, consultants or other assistants is expressly excluded.
10. The legal relationship to which these general terms and conditions apply shall be governed by and construed in accordance with Belgian law. Any dispute between Pierstone and a client or between a client of Pierstone and persons for which Pierstone is responsible, shall be submitted to mediation under Cepani rules in Brussels. If such mediation is not successful, the dispute shall be determined by binding arbitration under the arbitration rules of the CEPANI by one arbitrator appointed in accordance with said Rules. Any such arbitration shall be held in Brussels. The arbitrator shall have the discretion to order that the costs of arbitration, including fees, other costs and reasonable attorneyʼs fees, shall be borne by the losing party. The parties agree that all information concerning the fact, substance or result of any such arbitration shall remain confidential and not be disclosed except to the extent necessary to enforce the arbitration award or otherwise required by law. If, according to the applicable law, any dispute regarding the matter(s) dealt with has to be mandatory settled by the civil courts, only the courts of Belgium will have jurisdiction over any such dispute. Notwithstanding the foregoing, Pierstone reserves the right to take legal action before any other competent court, such as the relevant court in the client's jurisdiction.
11. These general terms and conditions can be relied on not only by Pierstone but also by any person engaged by Pierstone in the performance of a client assignment as well as former employees and lawyers of Pierstone if they are held liable, after leaving Pierstone, for work which they performed for Pierstone.
12. Pierstone may at any time incorporate special conditions into its engagement letter with the client, in particular as regards conflicts of interest and fee arrangements. If expressly agreed with the client, such special conditions may derogate from these general terms and conditions.
13. These general terms and conditions are subject to amendment from time to time, in which case the client shall be informed of any changes made. The new terms and conditions will enter into force one month after the client is notified thereof, unless the latter objects to the modification in writing within one month's time. Pierstone is a registered trademark and cannot be used without authorization of Pierstone BV. No implicit license shall be considered.