General conditions

1. Legal information

1.1
Every lawyer-service provider, including HBSV Advocaten BV itself, is required to provide you with certain information:

HBSV Advocaten BV is a firm of associated lawyers that provides its services in the form of a private limited company (­Besloten Vennootschap – BV) under Belgian law, has its registered office at 2000 Antwerp, Jordaenskaai 16/001 and is registered with the Crossroads Bank for Enterprises under number 0578.994.384.

HBSV Advocaten BV can be reached during office hours at:

- Email: secretariaat@hbsv-law.be
- Telephone: 03 206 78 78

1.2
The lawyers that are a part of HBSV are members of the Flemish Bar Association (Orde van Vlaamse Balies – OVB). In this capacity, they are required to abide by the code of professional practice of that Bar Association, comprising, inter alia, their ethical obligations under the Code of Ethics: professional duty of confidentiality, independence and impartiality, the use of a third-party account and upskilling through continuous training.

The code of professional practice and the code of conduct are available on the website of the Flemish Bar Association at: www.advocaat.be.

2. Applicability
2.1
These General Terms and Conditions are applicable to all services provided by and all Agreements concluded with the firm HBSV Advocaten BV, its partners, staff, interns and all persons employed by or contracted to the firm, subject to a written agreement to the contrary, in which case the General Terms and Conditions are only applicable insofar as they do not deviate from that provided for in that agreement.

HBSV Advocaten BV reserves the right to amend and/or modify its General Terms and Conditions at all times.

2.2
The General Terms and Conditions are provided to a new Client no later than when an agreement is entered into to first work for them, or on 01 March of each year to existing Clients. If the Client does not raise any reservations after receipt of the General Terms and Conditions, they are deemed to be accepted by the Client. Such acceptance means that these General Terms and Conditions take precedence over the general terms and conditions of the Client.

2.3
In the event of there being conflicts between the general terms and conditions of the Client and the General Terms and Conditions of HBSV Advocaten BV, then the latter shall prevail, subject to a written agreement to the contrary.

2.4
These General Terms and Conditions supplement the special terms and conditions listed in the cooperation agreement and/or the confirmation that work is to be performed for the Client. In the event of any conflicts between the terms and conditions, then the special terms and conditions shall prevail.

3. Agreement
3.1
The Agreement only takes effect once HBSV Advocaten BV has confirmed that it accepts the Client in terms of entering into a lasting lawyer-client relationship or has confirmed that it shall take on the case in question.

For every new case, the Client shall request in writing that HBSV Advocaten BV take it on.

A contractual relationship between the Client and HBSV Advocaten BV exists even if the Client has only entered into an agreement with one or more specific lawyers at HBSV Advocaten BV.

The obligations on the part of HBSV Advocaten BV are not obligations to achieve a result but rather obligations for the firm to perform to the best of its ability, unless explicitly otherwise agreed to in writing between the Parties.

3.2
HBSV Advocaten BV has the right to amend the special terms and conditions at any time should the circumstances between the time of entering into the agreement and its execution change to such an extent that HBSV Advocaten BV can no longer fulfil its obligations under the same conditions, terms or price.

HBSV Advocaten BV shall inform the Client hereof in writing. If the Client does not consent to the amended terms and conditions, then any comments must be submitted to HBSV Advocaten BV in writing within five calendar days of receipt of the amended version. The Client is deemed to have accepted the amended terms and conditions after the expiry of this period.

The Parties can consult with each other with respect to the amended terms and conditions. If the Parties are unable to reach an agreement, the dispute can be brought before the competent court or the Agreement can be terminated by mutual consent, subject to HBSV Advocaten BV being compensated in full for the services already performed.

3.3
If the Client enters into a contract with a specific lawyer who is a part of HBSV Advocaten BV, then that lawyer can assign the tasks and cases to any other lawyer who is a part of HBSV Advocaten BV, without the Client being able to object to such a decision.

4. Fees and expenses, invoices and payment
4.1
HBSV Advocaten BV determines its fees on the basis of the experience and expertise of the lawyers working on the case in question, as well as the specifications of that case. HBSV Advocaten BV informs the Client of the fee upon the commencement of the lawyer-client relationship.

HBSV Advocaten BV checks the determined fee for each new case the Client brings to the firm and shall inform the Client in writing if a different fee shall be charged for the case in question.

The Client is assumed to consent to the proposed fee if the Client does not dispute it in writing within five workdays of receipt of the written notification from HBSV Advocaten BV.

4.2
The fee is calculated on the basis of a fixed hourly rate, subject to the notification of a fixed case rate or any other modality for remuneration. HBSV Advocaten BV reserves the right to charge a success fee over and above the standard fee for given cases. HBSV Advocaten BV shall charge an hourly rate of 150% of the basic rate for urgent work, work performed in the evenings and/or work performed during the weekend. The stated fee is always exclusive of VAT.

HBSV Advocaten BV reserves the right to add 10% to the invoiced sum for office expenses. In the event of extraordinary expenses that do not fall under the office expenses, the Client shall be informed thereof in advance in writing.

Costs that arise from contracting third-party services are always charged separately, where these third parties do not invoice the Client directly.

4.3
HBSV Advocaten BV has the right to demand a retainer from the Client for each new case and during the performance of the services. In the absence of the payment of the retainer in good time and/or in full, HBSV Advocaten BV has the right to suspend its obligations or terminate the lawyer-client relationship by means of a written notification and without any compensation being payable, notwithstanding the right to compensation on the part of HBSV Advocaten BV.

Retainers that have been paid will always be deducted from the final invoice for the case in question.

4.4
Upon closing a case, HBSV Advocaten BV shall always provide a final invoice to the Client. The Client is entitled to request a performance overview. HBSV Advocaten BV reserves the right to send interim invoices for long-term cases.

Invoices are always payable within a period of 14 days.

All invoices are emailed in electronic form to the Client, unless the Client does not provide an email address or expressly requests that invoices be mailed.

4.5
Any dispute pertaining to invoices/retainer fees must be submitted in writing within 15 days of the invoice date. Where such is not done, the invoice/retainer fee is deemed to be accepted.

Should payment not be received from the Client-Company by the due date at the latest, interest on arrears shall be payable by law and without notice of default being required, which is equal to the interest rate as provided for in article 5 of the Law on combatting late payments dated 02/08/2002. Moreover, fixed compensation of 10%, with a minimum of 250.00 EUR, shall be payable. All invoices not yet due shall become immediately due and payable. All payment terms consented to in writing are voided by law the moment that HBSV Advocaten BV is required to take judicial steps with respect to ongoing nonpayment or if it emerges that the solvability of the Client-Company is in jeopardy.

Should payment not be received by the due date, the Client-Individual shall be served notice of default, with a final period of notice of 14 days to perform the payment. If the Client-Individual still fails to perform the payment within this period, interest on arrears shall be payable by law and without further notice of default being required, which is equal to the interest rate as provided for in article 5 of the Law on combatting late payments dated 02/08/2002. Moreover, fixed compensation shall be payable of:
-20.00 EUR for sums up to 150.00 EUR;
-30.00 EUR + 10% of the invoice amount for sums between 150.01 and 500.00 EUR;
-65.00 EUR + 10% of the invoice amount for sums greater than 500.01 EUR;
up to a maximum of 2,000.00 EUR plus the statutory interest.
A surcharge of 7.50 EUR is added for every further reminder served by registered letter.

HBSV Advocaten BV reserves the right to suspend its services where an invoice is not paid in good time.  Where payment is still not received, despite numerous reminders being sent, HBSV Advocaten BV reserves the right to terminate the lawyer-client relationship in its entirety or for those services not yet performed.

5. Termination
5.1
Pursuant to the code of ethics for the legal profession, the Client can end the lawyer-client relationship at any time in writing, without being required to state the reasons therefor. The statement of fees and the cost sheet for all services performed up to the date of termination and the advanced expenses shall then be immediately due and payable.

5.2
HBSV Advocaten BV reserves the right to terminate the lawyer-client relationship with immediate effect when, inter alia:

- The Client does not fulfil their obligation to pay after a demand is issued to do so;
- A breach of trust occurs;
- A conflict of interest or another ethical issue occurs.

HBSV Advocaten BV shall, to the extent possible, ensure that the termination of the Agreement does not result in the Client sustaining damage.

6. Cooperation on the part of the Client and the service provided by HBSV Advocaten BV
6.1
The Client shall provide to the lawyer tasked with performing the assignment in question all useful information in a timely manner and throughout the duration of the assignment, if necessary with such provided at the lawyer’s request.

The Client is responsible for the accuracy, the completeness and the veracity of the information and the documents provided to the lawyer. HBSV Advocaten BV is not obliged to check the authenticity and regularity of the documents provided to it or the accuracy of the information provided to it, but it is entitled to do so.

HBSV Advocaten BV refers to its professional confidentiality on ethical grounds. The information and documents received will consequently only be provided to third parties subject to the consent of the Client.

If the Client does not cooperate as required in accordance with the agreements reached, HBSV Advocaten BV reserves the right to terminate the lawyer-client relationship.

6.2
The service provided by HBSV Advocaten BV comprises all the standard services that can be expected of a lawyer, such as (but not limited to) counselling, providing mediation support and providing support in legal proceedings.

The Parties agree that, on the basis of the defined assignment, the competences of HBSV Advocaten BV cannot be interpreted restrictively. HBSV Advocaten BV can take any initiative and perform any action that it deems useful or necessary for the performance of its assignment and promoting the interests of the Client.

The exact objective of the assignment can be modified or expanded during the period in which services are provided. Such a modification/extension can be evident from correspondence, the acceptance of services or the payment of invoices/retainer fees.

6.3
HBSV Advocaten BV shall inform the Client in a timely manner on the performance of the assignment and the progress of the case. The Client is kept informed using the provided email address.

6.4
If it is necessary for the performance of the assignment to engage a bailiff or a translator, then the Client shall allow HBSV to engage that party. The same applies with respect to performing basic tasks (filing a procedural document, appearing at an (introductory) court session, etc) by a local lawyer.

HBSV Advocaten BV shall only engage other third parties, such as notarial experts or accountants, with the explicit consent of the Client, and those parties shall be selected in consultation with the Client.

7. Copyright protection
7.1
The Client is not permitted to duplicate, disseminate or use in any manner whatsoever, whether personally or with the assistance of other parties, the advice, notes, contracts, procedural documents and all other intellectual work, irrespective of their form, composed by HBSV Advocaten BV without its prior written consent.

8. Requirement of identification
8.1
The preventative aspect of the money laundering legislation (the Law of 11 January 1993 on the prevention of the use of the financial system for the purpose of money laundering and terrorist financing, Official Gazette dated 09 February 1993) is likewise declared to be applicable to the legal profession. In this respect, reference is made in particular to article 3, article 7, article 26 and article 44 of the Law of 11 January 1993.

The aim of the money laundering legislation is to curb a range of money laundering practices. In respect of the preventative aspect, lawyers are required to fulfil a number of administrative obligations and report specific transactions.

8.2
Pursuant to the requirement of identification, as imposed by law, the lawyer is obliged to verify the identity of the Client. The Client shall, upon request, provide all the required identification details by means of official documents as well as, where applicable, the details of their mandatories.

The President of the Bar must be informed of the specified suspect transactions, who shall subsequently transmit that information to the Financial Intelligence Processing Unit. In principle, this obligation of disclosure does not apply in the context of a (potential) legal dispute or in determining a legal status. The lawyer and the President of the Bar may not inform the Client that information was disclosed or that an investigation has been launched.

8.3
HBSV Advocaten BV can request at any time to view the identity card of the Client or of that Party’s authorised representative.

9. Processing personal data and case files
9.1
After the conclusion of each assignment, HBSV Advocaten BV archives the case file and retains it for a period of five years. After the aforementioned five-year period, the case file is permanently destroyed.

Original documents can be returned to the Client and, where appropriate, can be archived by that Party.

The Client declares that they have taken cognisance of and received a copy of the latest privacy policy as published on the website (https://www.hbsv-law.be/en/general-conditions).

9.2
The Client explicitly permits HBSV Advocaten BV to process the information set out in article 6 and, where applicable, the personal data, data concerning criminal offences and convictions and the special categories of personal data included therein, for one or more specified purposes, as defined in the objective of the service provided in article 6.

HBSV Advocaten BV moreover reserves the right to process this data for the purpose of its legitimate interests or the legitimate interests of third parties, exercising the fundamental right of freedom of expression or information and/or for the establishment, exercise or defence of a legal claim.

9.3
The Client has the right to demand from HBSV Advocaten BV access to, the rectification of, deletion of and the transfer of their personal data or to withdraw consent for or object to the processing of their personal data by emailing hbsv@hbsv-law.be with ‘GDPR’ in the subject line.

HBSV Advocaten BV undertakes to provide the Client with a motivated response to their demand within a period of one (1) month. Depending on the complexity of the demand(s) and the number of such demands, where necessary that period can be extended by another two (2) months.  The response must provide motivated reasons why the lawyer shall or shall not accede to the Client’s demand(s).

Where applicable, the lawyer reserves the right to charge a reasonable fee, with due regard for the administrative expenses associated with compliance to the demand(s).

If the Client believes that HBSV has acted in an unlawful manner with respect to the processing of personal data or has not sufficiently complied with the demand(s) addressed to HBSV Advocaten BV, the Client can submit a complaint to the national data protection authority.

10. Liability and insurance
10.1
HBSV Advocaten BV is not liable for damage resulting from incorrect or incomplete information or documents provided by the Client.

HBSV Advocaten BV shall under no circumstances be liable for damage that results from a case in which the possible negative outcome of legal proceedings was communicated.

HBSV Advocaten shall under no circumstances be liable for any indirect damage.

10.2
HBSV Advocaten BV is not liable for any damage resulting from the performance of third parties that it has engaged.

10.3
HBSV Advocaten BV has taken out professional liability insurance for a sum of 2,500,000.00 EUR under its primary professional liability policy. The Client shall receive a copy of the terms and conditions of this policy free of charge, on request.

Liability on the part of HBSV Advocaten BV and its lawyers, in both a contractual and a noncontractual sense, vis-à-vis the Client and third parties for any damage, loss event or expense that is the direct or indirect result of a service provided, the performance of or the failure to perform by HBSV Advocaten BV is in any event limited to the insured sum, except in the case of wilful misconduct or fraud.

If, for any reason, the professional liability insurance company declines to provide cover, the liability is limited to the sum of the paid fees for the case in question.

11. Miscellaneous provisions
11.1
In the event force majeure, the Parties are discharged from fulfilling their obligations without such resulting in any form of liability for the duration of the force majeure.  Force majeure is taken to mean any situation that is outside of the control of the Parties and that wholly or partially prevents, delays or renders impossible the performance of the Agreement and that could not be reasonably anticipated at the time that the Agreement was entered into. If a Party is confronted with a force majeure situation, the other Party must be forthwith informed thereof in writing. The Party affected by the force majeure shall endeavour to limit the consequences of that force majeure insofar as is possible.

Force majeure is deemed to include, without being restricted to such: any event caused by a situation such as a strike, lockout, public disturbance, civil unrest/rioting, a terrorist attack, a terrorist threat, whether or not officially declared to be such, civil war, military intervention, local or national legislation imposed by the authorities, a natural disaster, an epidemic or pandemic (including COVID-19), fire, flood, storms, earthquakes, a volcanic eruption, vandalism, labour shortage or shortage of transport, a power or water-supply failure, the revocation or expiry of a permit awarded to the company or any other circumstances that are reasonably beyond the control of the Parties.

‘Financial force majeure’ shall however not give a Party the right to suspend payments.

11.2
All confidential information received by the Client remains the property of HBSV Advocaten BV.

Both Parties undertake to maintain complete confidentiality with respect to the confidential information of the other Party and not to disclose it to third parties without the advance written consent of that other Party. This obligation to maintain confidentiality remains in force after the termination of this Agreement, unless the Parties agree otherwise in writing. The Parties shall make every reasonable effort to secure confidential information and shall engage appropriate security measures to prevent the unauthorised disclosure or use thereof.

Upon the termination of the Agreement, irrespective of the reason therefor, all confidential information shall be forthwith returned to the Party requesting such.

11.3
If any provision of the General Terms and Conditions is voided under the law or is declared void by a court order or is in any sense unlawful, invalid or unenforceable, or becomes such under the laws of any jurisdiction, the remaining provisions are severable, are unaffected thereby and remain in force.

If such a situation arises and leads to a considerable imbalance with respect to the rights and obligations of the Parties, and this situation cannot be settled through the application of the remaining provisions of this Agreement, the Parties shall negotiate in good faith in order to formulate a clause that represents the original intent of the Parties as closely as possible.

12. Disputes, applicable law and competent Court
12.1
Any complaint with respect to the services provided by HBSV Advocaten BV must be submitted in writing to HBSV Advocaten BV within 15 calendar days of the performance of that service and no later than 15 calendar days after the final invoice for the case in question.

Every complaint must be emailed to secretariaat@hbsv-law.be, unless a registered notification is required. Any message sent to another email address shall not be a valid written notification.

12.2
In the event of a Client having a complaint, such does not entitle that Party to the nonpayment of or offsetting of the payment of the payable retainer or invoice sum.

12.3
All demands shall be time-barred one year after the date of the final invoice.

12.4
These General Terms and Conditions and all Agreements are governed solely by and interpreted in accordance with Belgian law.

12.5
In the event of any dispute with respect to the performance or interpretation of these General Terms and Conditions or any Agreement between the Parties, the Parties shall make every effort to reach an amicable solution.

In the absence of an amicable solution, all disputes fall exclusively under the courts with material jurisdiction in the court district of the registered office of HBSV Advocaten BV.