Terms of Business

GENERAL TERMS OF AGREEMENT
Moalem Weitemeyer Bendtsen


 

1. 

Legal services 

1.1 In order to be considered a Moalem Weitemeyer Bendtsen Client, it is a condition that the Client has received and accepted our “Client Confirmation Letter” and/or accepted a separate engagement letter.
1.2

We provide legal services in accordance with the rules of the Danish Bar and Law Society, including the rules of professional conduct and ethics.  

1.3     

We comply with these general terms which prevail over our clients’ terms of business, unless otherwise agreed in writing with the client in respect of a particular assignment. 

1.4 

A partner primarily responsible to the client is allocated to each assignment. The partner decides on the number of employees and other resources needed. Any use of external resources to ensure effective handling of the assignment is subject to separate agreement with the client.

1.5 

Our legal services are based on Danish law. The opinions and directions/recommendations prepared for the purpose of an assignment apply to matters governed by the Danish legal system only, unless otherwise agreed with the client. 

1.6 

The attorneys at Moalem Weitemeyer Bendtsen have all been granted admission to practice as attorneys by the Danish Ministry of Justice and are part of the Danish Bar and Law Society. 

 

2. Confidentiality and inside information
2.1

All information received from or about the client in connection with the work performed for the client will be treated as confidential. Everyone at Moalem Weitemeyer Bendtsen are subject to a duty of confidentiality. 

2.2

We have rules for all employees and partners that comply with current legislation prohibiting any disclosure of inside information about listed companies and restricting trade in listed securities. 

2.3

We correspond, inter alia, via email. Our email correspondence is non-encrypted, and we do not accept liability for any viruses, unauthorised amendments, unauthorised monitoring, tampering or other matters resulting therefrom. 

 

3. Intellectual property rights
3.1

Our client will be granted the necessary rights in the material generated by us during the assignment, but we retain all copyrights and other intellectual property rights as regards work and material developed, designed, generated or otherwise created by us, during the period that we provide our services. 

 

4. Invoicing and retainer
4.1

In general, invoicing is based on a number of factors, including time spent, the outcome of the matter, the size and complexity of the matter, the degree of expertise required, the responsibility involved, pressure of time, etc. The estimate of the full amount of fees relating to the conclusion and closing of a case is indicative unless otherwise expressly agreed. 

4.2

We invoice our Clients per email on a monthly basis, unless other invoicing terms have been agreed upon. All invoices will include the following: (a) the period during which the services were performed; (b) the aggregate amount for the period; and (c) in the event the invoiced amount exceeds DKK 25,000, exclusive of VAT, or if the Client so requires in writing, time spent on the matter. VAT is added to the invoice according to the prescribed tax base at the time in question. In case the Client so requires in writing and if the invoiced amount exceeds DKK 25,000, exclusive of VAT, the invoice may include a short summary of the work rendered. 

4.3

Terms of payment are 21 days net from the invoice date. In case of late payment, interest will be charged in accordance with the Danish Interest Act. 

4.4

In general, we require payment in advance or separate reimbursement of disbursements and expenses, and sometimes payment of a retainer fee. Such prepaid amounts will be deposited on the client account and shall be treated as client funds. 

 

5. Client funds
5.1

All Client funds paid to Moalem Weitemeyer Bendtsen will be managed in accordance with the rules of the Danish Bar and Law Society and will be deposited in separate Client accounts. 

5.2

Pursuant to the Danish Guarantee Fund for Depositors and Investors Act, Client Funds are covered by the general cap for cover of EUR 100,000 in the event that the financial institution should become distressed. The maximum amount allowed is calculated for each client for each financial institution, and any other funds that the client might have in the same financial institution is included in the statement.

5.3 Moalem Weitemeyer Bendtsen is not liable for any loss of Client Funds in the event that the relevant financial institution should become distressed.
6. Services related to an auction processes
6.1

In the event Moalem Weitemeyer Bendtsen assists a Client in connection with an auction process, and the Client involved ceases to participate in the auction process, Moalem Weitemeyer Bendtsen is entitled to assist a new bidder in the same auction process subject to legal, ethical rules and mandatory legislation. This applies whether the Client in question chooses voluntarily to leave the auction process or the Client in question for other reasons do not proceed in the auction process. I such case, Moalem Weitemeyer Bendtsen will not, during the cooperating with the new bidder, use information or material which Moalem Weitemeyer Bendtsen has taken possession of in connection with the cooperation with the initial client.

 

7. Liability and insurance
7.1 The liability of Moalem Weitemeyer Bendtsen, including the liability of each partner and attorney, is limited to EUR 2,000,000.
7.2

Our liability for any loss covers only direct loss, thus excluding consequential loss and any indirect loss, including loss of profits, data or goodwill. 

7.3 We are not liable for any advice or services given or provided by other persons, including foreign attorneys.
7.4

Moalem Weitemeyer Bendtsen has taken out professional indemnity insurance and provided guarantee in accordance with the provisions set out by the Danish Bar and Law society. In accordance with the limitations set out in clause 7.1-7.3, the professional indemnity insurance covers all legal practice regardless of where such legal practice is carried out. The insurance company and guarantor is Codan Forsikring A/S, Gammel Kongevej 60, 1850 Frederiksberg C. 

 

8. Marketing
8.1 Moalem Weitemeyer Bendtsen is allowed to refer to the fact that we act as legal counsel for the Client as part of our general marketing activities, including using your logo in presentations of our firm’s capabilities and transactions.
8.2

Such marketing activities must yield to agreed confidentiality conditions and matters which ipso facto are subject to general confidentiality and secrecy.

 

9.

Cessation of representation

9.1 If a Client does not make use of Moalem Weitemeyer Bendtsen's services in a period of 18 months, Moalem Weitemeyer Bendtsen may within the framework of the legal, ethical rules and mandatory legislation decide that the Client-relationship has ceased, i.e. Moalem Weitemeyer Bendtsen may enter into a Client-relationship with a company which e.g. may compete with the now former Client.
9.2

We may have to cease representing a client (e.g., where the client is in breach of these terms, is subject to insolvency proceedings, is insolvent or where payment is not made according to our terms).

9.3 Any liability in connection with our services shall be governed by Danish law. Any dispute arising out of these General Terms of Engagement shall be subject to the exclusive jurisdiction of Moalem Weitemeyer Bendtsen's venue.