standard terms & conditions

1. General 

1. 1 Ruessmann, Beck & Co SRL (BE1001916661) is a limited liability company incorporated under the laws of Belgium and engaged in the practice of the legal profession (hereinafter referred to as “the Firm”).  It operates under the brand name RB Legal. 

1.2 Unless agreed otherwise, these General Terms and Conditions (“T&Cs”) apply to all agreements and any other kind of legal relationship among the Firm and another party (the “Client”) pursuant to which the Firm performs or will perform legal services (the “Services”).  They are also available under www.rblegal.eu.

1.3 Those individuals who have been authorized by the Firm to accept a request for Services are referred to in these T&Cs as Partners. 

1.4 Under applicable legislation – including the Act on the prevention of money laundering and terrorist financing – the Firm is obliged to verify the identity of its Clients and their Ultimate Beneficial Owner(s) and report unusual transactions to the authorities under certain circumstances.  The Client agrees to provide to the Firm all necessary documentation (company statutes, IDs, etc) for the latter to be in a position to comply with its obligation under the applicable laws.  The Firm commits to treat any documents received with professional care. 

1.5 Both the Firm and any person associated or formerly associated with the Firm may rely on these Terms and Conditions.  Persons associated with the Firm include employees, advisors, partners, independent contractors and shareholders of the Firm.

1.6 The Firm shall have the right to amend these T&Cs.  The amended T&Cs shall apply to all new contracts for Services. 

2. Standard of care 

2.1 In the performance of the Services, the Firm shall to the extent possible exercise reasonable competence, skill and diligence and apply the standard of care of a good professional service provider. 

2.2 The Firm shall at all times be entitled to designate or replace the person or persons who will perform the Services, even if the Services were requested with the intention that they be carried out by a specific person. 

2.3 Requests for Services are deemed to have been directed to the Firm only and not to any person associated with it.  By means of requesting the Firm to perform Services, the Client waives any right to hold any person associated or formerly associated with the Firm liable on any ground whatsoever.  This paragraph constitutes a third-party stipulation that any person associated or formerly associated with the Firm may always invoke. 

3. Information: disclosure and confidentiality

3.1 The Firm will hold in strict confidence any confidential information obtained regarding the Client and its business and will not disclose it to others without the Client’s permission except as may reasonably be necessary for the purposes of providing legal services by the Firm or as permitted or required by law. 

3.2 The Firm may hold or obtain confidential information about another (prospective) client which might reasonably be expected to be material to the matter or matters upon which the Firm advises the Client.  Just as the Firm respect and will uphold its duty of confidentiality to the Client, the Client accepts that the Firm will owe Client no duty to disclose such information about another (prospective) client or its business.  This will be so even where the Client interest’s is adverse to it.

3.3 Where the Firm holds confidential information about the Client or its business, the Firm shall not be precluded from acting or continuing to act for another (prospective) client where that information might reasonably be expected to be material to it and it has an adverse interest to Client provided that it is reasonable for the Firm to act in those circumstances and that all proper steps are taken by the Firm to ensure that confidential information about Client and its business is safeguarded, protected and not disclosed including, if appropriate, by the establishment of internal information barriers within the Firm. 

3.4 Details which identify the individual to whom the T&Cs are sent together (if relevant) with such details of other key individuals within the Client’s organisation supplied to the Firm will be entered on to the Firm’s database.  The Firm will use these details primarily to provide Client with legal services and for administrative and accounting purposes, and to enable the Firm to undertake any searches with credit reference agencies and so that the Firm can send Client relevant information about the Firm and its services and about developments and events which the Firm considers may be of interest to Client.  By accepting the engagement letter and the T&Cs, Client signifies consent on behalf of all relevant individuals.

4. Correspondence by e-mail and other electronic material

4.1 Unless otherwise directed by Client, the Firm corresponds by e-mail or other electronic media.  The transmission of emails and other forms of data transmission shall be non-encrypted unless the Client, with respect to any specific message, has requested the usage of encryption means currently in use with the Firm.

4.2 As with any other means of delivery, electronic correspondence carries the risk of inadvertent misdirection or non-delivery.  It is the responsibility of the recipient to carry out a virus check on any attachments received.  As internet communications are capable of data corruption, the Firm does not accept any responsibility for changes made to such communications after their despatch.  All risks connected with sending commercially sensitive information relating to Client’s business are borne by the Client and are not the responsibility of the Firm.  If Client does not accept this risk, Client should notify the Firm in writing that e-mail is not an acceptable means of communication.

4.3 Neither party shall be liable towards the other party for any damage resulting from the transmission of viruses and/or other irregularities in electronic communication, and/or for messages or data, which are not received or received in non-correct or damaged format.  

5. Fees and Invoicing 

5.1 Invoices are sent electronically.  Invoicing for services shall take place monthly, in accordance with the Firm’s then-current hourly rates of the persons involved in the performance of the services at the time the services are performed, unless otherwise agreed in writing. the Firm shall have the right to amend its hourly rates annually.  If Client requires a purchase order it shall inform the Firm accordingly and communicate the relevant details without undue delay. 

5.2 Invoices are payable by the Client.  Client will be responsible for payment if a third party who has agreed to pay fees on Client’s behalf fails to do so.  

5.3 The Firm shall pass on costs not included in its hourly rates to the Client, including (but not limited to) travel expenses, court registry fees, courier costs, translation costs, external counsel fees and in general all costs of third parties retained in consultation with the Client.  Unless otherwise agreed, the Firm’s invoices also include an administrative service charge in the amount of 6% of the fees incurred.

5.4 Before commencing performance of the Services, the Firm may require payment of a retainer fee.  In such case, the Firm shall not be obliged to perform any Services until the required retainer fee has been paid.  This retainer fee shall be set off against the last invoice for the Services to which the payment of the retainer fee relates. 

5.5 All amounts shall be exclusive of VAT. 

6. Payment 

6.1 Unless explicitly agreed otherwise, payments must be made in Euro (€) within fourteen days after the date of invoice, by transfer of the amount payable to the bank account stated on the invoice or otherwise to be designated by the Firm.  Any costs related to the bank transfer of the fees are born by Client.  

6.2 If Client has a query about any bill, Client can contact accounting@rblegal.eu or the relevant client partner.  Any query relating to part of a bill, shall not affect payment of the unqueried part or any other bills.

6.3 If payment is not done within 60 days from the date of receipt of the invoice, the Firm has the right to charge interests at the rate applicable according to articles 4 and 5 of the Belgian Act of 2 August 2002 fighting late payments in commercial actions on the amount not paid on time up to and including the day of payment in full. 

7. Liability 

7.1 Unless otherwise provided for by the professional rules and/or laws that may be applicable, Client agrees that Client’s relationship is solely with the Firm and that any advice given or other work done for Client by a partner, member, consultant or employee of the Firm will be given or done by that individual on behalf of the Firm and that no such individual will owe a personal duty of care to Client.  Client agrees that Client will not bring any claim or proceedings of any nature in any way in respect of the provision of services by the Firm against any individual partner, member, consultant or employee of it and that any claims in respect of services provided shall be brought against the Firm alone.  

7.2 The Firm relies on the Client for the accuracy of the information and/or documentation that Client provides.  The Firm is not liable, in any event, for any indirect or consequential economic loss or damage (including loss of profits, turnover and clientele) suffered by Client or any third party arising from the provision of the Firm’s services or advice.  The Firm’s liability to Client is limited to that proportion of the loss or damage suffered by Client which is ordered against the Firm by a Court, or otherwise arises, after taking into account the Client’s contribution (if any) to the relevant loss and damage or that of any other person responsible and/or liable to Client for such loss or damage.  The Firm will not be responsible for any increased liability falling upon the Firm by reason of any limit which Client may have agreed with any other advisor or which may otherwise have fallen upon the Firm by reason of the contributory negligence of any other person against whom Client does not make recovery for any reason.

7.3 Any liability of the Firm for expenses, damages, losses or liabilities arising from the provision of services by the Firm or in connection with a breach of contract or wrongful act, or based on any other legal ground, shall under no circumstances exceed the amount paid out in the matter concerned under the professional liability insurance policy of the Firm, plus the amount of the deductible under that insurance policy.  If the insurer declines to pay a claim, the liability for the total damages arising out of or connected with the agreed-upon Services shall be limited to the amount received by the Firm from the Client for those Services and under no circumstances exceed €1 million.

7.4 If the Firm retains the services of third parties (including other firms operating under the same brand name) in the performance of Services, the Firm shall not be liable for any damage that is caused by the errors or omissions of such third parties. In the event such a third party wishes to limit its liability, the Firm shall have the right to accept such limitation on the Client’s behalf.  the Firm shall assign the rights it can enforce towards the relevant third party in connection with damage caused by that third party to the Client at the Client’s first request.

7.5 Any limitation of liability will apply only to the extent permitted by Belgian law and Belgian Bar rules.  Nothing in these terms shall exclude or restrict liability arising from fraud or reckless disregard of professional obligations.  Any limitation does not apply to any liability for death or personal injury caused by negligence.

8. Termination 

8.1 Client and the Firm may terminate an agreement to provide services in good faith by giving written notice.  The Client shall be obliged to pay all fees for the Services performed until the moment of termination.  The Firm is entitled to keep Client’s documents until all outstanding fees are paid in full, including as applicable interests for late payment.

8.2 The Firm will decide to stop acting for Client only with good reason and on giving Client reasonable notice.  Failure to pay bills in accordance with the agreed terms constitutes good reason.

9. Claims and Jurisdiction

9.1 Claims by the Client expire twelve months after the Services to which the claim relates have been performed.  In addition, any claim for compensation of damage will expire one year after the date on which the Client became aware of the damage as well as the Firm’s liability for such damage. 

9.2 Unless otherwise agreed, Belgian law governs the legal relationship among the Firm and the Client.  Any disputes between the Client and the Firm shall in the first instance attempted to be solved amicably, failing of which the dispute shall be submitted to the competent Court in Brussels, Belgium, without prejudice to the Firm’s right to submit a dispute to any other competent court.  We reserve the express right to seek and recover damages and costs as appropriate.

9.3 the Firm’s complaint procedure applies to all Services provided by the Firm and is available at www.rblegal.eu.