Terms and Conditions

1.      Magrez Law SC SPRL (hereinafter, "Magrez Law") is a professional law firm established under the laws of Belgium taking the form of a private limited liability company with registered office at 7 Leon Frederic Street, 1030 Brussels, Belgium.

2.      These Terms and Conditions apply to all services provided by Magrez Law. These Terms and Conditions are available for consultation by the client on the website: https://www.magrez-law.com/terms-and-conditions. When a client uses the services of Magrez Law, the client is deemed to know and accept these Terms and Conditions without reservation. Any terms and conditions of the client contrary to these Terms and Conditions shall only be applicable upon the prior, express and written acceptance of Magrez Law. Any extension, amendment or waiver of these Terms and Conditions must be expressly and previously agreed upon in writing by Magrez Law.

3.      Without prejudice to the provisions of Articles 4 and 11, all tasks are exclusively accepted and performed by Magrez Law. Magrez Law is solely and exclusively responsible for the services provided by Magrez Law.

4.      With or without client’s prior approval, Magrez Law may also call upon lawyers outside of Magrez Law to perform some tasks. These lawyers shall be solely and exclusively responsible for the services they provide.

5.      The client may terminate the assignment of Magrez Law at any time without penalty. The client shall pay the fees for the services already performed at the time of termination.

6.      Magrez Law undertakes to perform its services within a reasonable time. In any event, Magrez Law will not be held liable for exceeding the time limits due to the client, third parties or force majeure events.

7.      The lawyers of Magrez Law are subject to a duty of professional confidentiality. The client undertakes to keep confidential all correspondence, notes, acts of procedures, etc. provided by Magrez Law. Magrez Law may be led to reveal the name of its clients and information about the cases that are or have been handled namely but not exclusively in the context of a tender offer and in strict compliance with the Lawyer’s Code of Professional Ethics. The information provided in this context shall not relate to client privacy. The communication of such information will always be subject to the prior approval of the client.

8.      The views, opinions, writings, agreements, etc. provided by Magrez Law (“Advice”) are protected by intellectual property rights and may only be used with the express prior written consent of Magrez Law. Any Advice given by Magrez Law is for the benefit of the client and is only issued in respect of the specific matter at stake. Advice provided by Magrez Law shall not be used by third parties. The client agrees not to disclose Advice to third parties without the prior written consent of Magrez Law. Communication of Advice to any professional adviser of the client does not create any commitment or liability of Magrez Law towards said professional adviser. Magrez Law only has obligations to the client and not to third parties unless Magrez Law accepts such liability expressly and in writing.

9.      The liability of Magrez Law is limited to the amount which, in the matter at stake, is covered by the professional liability insurances undertaken by Magrez Law. If, for any reason whatsoever, these insurances would not provide coverage, the liability would be limited to the total fees generated by the specific matter without exceeding €5,000.00. In any event, the right to compensation expires if the claim for compensation has not been notified in writing to Magrez Law within six months following the closure of the specific matter. The liability of lawyers working within Magrez Law is covered by a collective insurance policy subscribed by de Orde van Vlaamse Balies (“OVB”). The OVB has subscribed an insurance policy with the insurance company Amlin Europe NV, having its registered office in Amstelveen, the Netherlands- register of commerce nr. 33055009, with branch office in Belgium – RPR 0416.056.358, and authorized under code number 0745. The guarantee of the policies mentioned above applies to consequences of activities exercised in the entire world with the exception of USA and Canada with a cap of 1.250.000 EUR and subject to the terms and exceptions included in the insurance policies.

10.    The client guarantees and holds harmless Magrez Law and the lawyers working within Magrez Law against any claims of a third party arising from the performance by Magrez Law of any service requested by or provided on behalf of the client.

11.    Magrez Law is entitled to use non-lawyer third parties (such as bailiffs, technical advisors, trademark and patent agents, etc.) for the performance of the services with or without client’s prior approval. Magrez Law undertakes to choose such third parties with care but is in no event liable for any act or omission of such parties. Magrez Law is authorised by the client to accept on its behalf any liability limitations of these third parties.

12.    The fees are either fixed fees for specific matters or calculated based on the number of hours worked multiplied by the agreed upon hourly rate. The fixed fees in connection with IP prosecution (trademark and patent) are due on the date of the application or on the date of the final instructions sent to Magrez Law's agent, whichever is sooner. These fixed fees are final in any event including namely but not exclusively if the relevant IP right is not obtained. Magrez Law reserves the right to require payment of a retainer fee before completion of any service. Fees may be charged from the first consultation. General office costs (such as postage, telephone, fax, photocopies, etc.) and bank charges are calculated using a flat-fee by type of expense. All amounts are exclusive of VAT and of any tax, surcharge or similar increase which is to be paid by the client in accordance with the applicable laws and regulations. Payment terms of Magrez Law invoices are net 15 days. Default interests will be due at a rate determined in accordance with the Belgian Act of 2 August 2002 after 15 days from the invoice date. Any transaction or exchange costs are to be paid by the client. Any complaint regarding an invoice must be addressed to Magrez Law within 15 days of the invoice date. Otherwise, the invoice will be deemed accepted.

13.    If, after the conclusion of the contract or the letter of agreement, unforeseen circumstances arise which make Magrez Law’s performance of the services more difficult or more expensive, Magrez Law is entitled to adapt its work and related fees to the new situation.

14.    The rights and obligations of the parties shall be governed by, and these Terms and Conditions shall be construed and enforced in accordance with, the Laws of Belgium, excluding its conflict of laws rules to the extent such rules would apply the Law of another jurisdiction. The parties consent to the jurisdiction of the courts of Belgium and agree that venue shall lie exclusively in Brussels. 

15.    The invalidity of any clause or part of any clause of these Terms and Conditions does not affect the validity of the other provisions.