General terms of engagement | ENG

1. Application and interpretation

These general terms and conditions apply for the engagement of all services that Björneman Advokat AB, registration no. 559338-5239 (”Björneman Advokat”), provides you.

By hiring Björneman Advokat, you are deemed to have accepted these terms and conditions, which, when applied in addition to the confirmation of the engagement letter, constitute the content of the agreement between you and Björneman Advokat. The same applies if you give Björneman Advokat new work or continued instructions on work Björneman Advokat is currently performing. To the extent that the current work on a Matter is extended or work on new matters is added, these terms and conditions apply regardless of whether the terms and conditions are sent to you again or not.

These general terms of engagement may be changed by Björneman Advokat from time to time. The latest version is always available on Björneman Advokat’s website, www.bjornemanadvokat.se. Changes to the terms and conditions only apply to work that has begun after the changed version has been posted on Björneman Advokat’s website. At your request, Björneman Advokat will send over a copy of the latest version of these general terms and conditions.

The terms and conditions apply, subject to possible changes, for all services that Björneman Advokat provides you (including such services that are provided after Björneman Advokat’s initial work on a Matter).

Björneman Advokat shall, in cooperation with you, carry out all work professionally and through the use of the specialist knowledge available within Björneman Advokat. When carrying out work on a Matter, Björneman Advokat must follow the rules of the Swedish Bar Association (Swe: Sveriges advokatsamfund) on good legal practice, as well as corresponding rules within other relevant bar associations – including the Council of Bars and Law Societies of Europe (CCBE) within the EU in regard to cross-border work within the European Economic Area (EEA).

In these terms and conditions and (if applicable) in the confirmation of work on a Matter, the reference ”services” means legal counselling, as well as other services. When referring to ”the Matter”, it means all parts and aspects of the case. It is considered together to constitute one and the same Matter, even if it involves several legal or physical persons, includes several instructions (notified at the same time or on different occasions), is handled by several people within Björneman Advokat, addresses several areas of law or if separate invoices are issued, or if Björneman Advokat represents several legal entities or natural persons.

2. Services

For each Matter, the proprietors of Björneman Advokat have the main responsibility for the services that Björneman Advokat provides you (”Project Manager”). The Project Manager is free to choose the lawyers and other personnel that they deem should handle work on the Matter to ensure that it is carried out in an appropriate manner.

Björneman Advokat’s services and work products are designed solely based on the circumstances, facts, and instructions presented to Björneman Advokat in the individual Matter. Björneman Advokat has the right to assume that these circumstances, facts, and instructions are complete and correct.

Björneman Advokat does not provide tax advice. The advice provided in regard to a Matter does not cover the possible tax consequences of that Matter.

Björneman Advokat does not provide advice on or based on the legal situation in any jurisdiction other than Sweden, unless Björneman Advokat’s lawyer is qualified in another jurisdiction and Björneman Advokat has agreed in writing to provide advice on the legal situation in that jurisdiction.

While it is Björneman Advokat’s policy to inform its clients and others about developments in the legal field in certain cases and on a general basis (e.g. through newsletters), the advice Björneman Advokat gives you on a Matter is based on the legal situation at that time. Björneman Advokat does not undertake to update them with regard to subsequent changes in the legal situation.

3. Communication

Björneman Advokat communicates with its clients and others who are involved in a Matter in several ways, including via email and the internet. Although email and the internet are efficient ways to communicate, they involve risks from a security and confidentiality standpoint. Björneman Advokat assumes no responsibility for these risks. If you would prefer Björneman Advokat not to communicate via email and the internet in connection with a Matter, please notify the Project Manager.

There is a risk that Björneman Advokat’s spam and virus filters catch and separate legitimate emails, and you should, therefore, always follow up all important emails with a phone call.

4. Identification

Under the law, Björneman Advokat must verify clients’ identities and ownership relationships for work on certain Matters and gather information about the nature of the case and its purpose. Björneman Advokat may therefore ask for identity documents and other documentation about you, your company, or another person involved in the Matter. Such a request may be submitted even after the work on the Matter has begun. In cases where Björneman Advokat is obliged to verify the information provided, Björneman Advokat can obtain information from external sources. If you do not provide the requested documentation, Björneman Advokat may be obliged to decline or resign from the engagement.

5. Personal data

Within the scope of the engagement, Björneman Advokat may gain access to personal data about, among other things, you, your employees, and other persons involved in the Matter. Björneman Advokat will process such personal data in accordance with Björneman Advokat’s privacy policy.

6. Immaterial rights

Copyright and other intellectual property rights to the work results Björneman Advokat generates while working on a Matter belong to Björneman Advokat, but you have the right to use the results for the purposes for which they were produced. Unless specifically agreed, no document or other work result generated by Björneman Advokat may be publicly distributed or used for marketing purposes.

7. Privacy and disclosure of information

Björneman Advokat protects the information you provide to Björneman Advokat in an appropriate manner and in accordance with good legal practice. In some cases, however, Björneman Advokat is obligated by law to disclose such information. Additionally, Björneman Advokat is allowed, in accordance with good legal practice, to release such information in certain situations. 

In cases where Björneman Advokat performs work on a Matter for more than one client, Björneman Advokat has the right to disclose material and other information that has been provided by one client to the other clients. In some cases, Björneman Advokat also has a lawyer’s ethical obligation to share such material and information with the other clients.

If Björneman Advokat engages or collaborates with other advisors or experts for work on a Matter, Björneman Advokat has the right to disclose such material and other information that Björneman Advokat considers may be relevant for the advisor or expert to be able to provide advice or perform other services for you.

By law, Björneman Advokat may be obligated to provide information to the tax authority about your VAT number and the amounts that Björneman Advokat has invoiced you. By hiring Björneman Advokat, you are considered to have consented to Björneman Advokat submitting this information to the tax authority.

8. Fees and expenses

Björneman Advokat’s fees are charged according to principles that comply with good legal practice and are usually determined based on a number of factors, such as time spent, complexity, the expertise, skill, experience and resources required for work on a Matter, the values that the Matter concerns, any risks for Björneman Advokat, time pressure, and results achieved.

If it is possible, Björneman Advokat can, prior to beginning to work on a Matter, and at your request, make an estimate of what Björneman Advokat’s fee may amount to, as well as continuously keep you informed of the calculated fee as long as the Matter continues. The estimate is based on the information that Björneman Advokat has access to at the time of the estimate and is not an offer of a fixed price.

In addition to the fees, Björneman Advokat charges compensation for expenses. This may apply, for example, to registration fees, research costs, costs for other advisers and experts, courier and travel expenses, costs for hired staff, and the like.

In addition to the fee and reimbursement of expenses, value-added tax (VAT) is added in cases where Björneman Advokat is obliged to charge it.

9. Invoicing and payment

As a rule, Björneman Advokat invoices you monthly in arrears. The invoices can either be on account or final. An “on account” invoice does not necessarily indicate an exact estimate of the amount to be paid for the services Björneman Advokat has performed. In cases where Björneman Advokat has invoiced you on account, the final invoice will indicate the total fee for the work performed or part of the work performed with a deduction for the fee invoiced on account.

In some cases, Björneman Advokat will request a retainer, an advanced payment on fees and expenses. Amounts paid in advance will then be used to settle future invoices. The total amount for services rendered and costs may be higher or lower than the retainer amount.

Each invoice specifies a due date (normally, the due date is no earlier than 15 days from the invoice date). In the event of non-payment, late payment interest is charged on all outstanding amounts from the due date until payment is received at the late payment interest rate that applies according to the Swedish Interest Act (Swe: räntelagen).

The obligation to pay the invoiced amount exists regardless of the outcome of court proceedings and regardless of whether the amount has been deemed by the court or arbitrator that tried the case to exceed reasonable compensation.

Obligation to pay also exists if legal protection insurance or other insurance can be claimed for work on the Matter. Such reimbursement is normally collected by Björneman Advokat only after work on the Matter has been completed and is paid to the client when all of Björneman Advokat’s invoices have been settled.

10. Liability and limitations of liability

Your relationship is with Björneman Advokat only and not with any other legal entity or natural person related to Björneman Advokat (even if your expressed or implied intention is for the services to be performed by certain persons). Thus, no one other than Björneman Advokat shall be liable for the services provided, unless otherwise required by mandatory law. Without limiting the generality of what has been said in the foregoing section, these general terms of engagement and (if applicable) the confirmation of the engagement letter, to the extent that they contain limitations of liability, shall apply to the benefit of every legal entity or natural person related to Björneman Advokat (for example, shareholder, managing director, board member, employee, or consultant). Limitations in terms of amount shall then refer to Björneman Advokat and the legal entity and natural persons related to Björneman Advokat on an aggregated level.

Björneman Advokat has liability insurance adapted to the business. Liability for damage that you may have incurred through error or negligence by Björneman Advokat in the execution of work performed on a Matter is limited to the amount reimbursed according to this liability insurance.

Björneman Advokat’s liability shall be reduced by amounts that you can obtain from insurance that you have taken out or that you are otherwise covered by, or according to an agreement or a letter of indemnity that you have entered into or are the beneficiary of, provided that it is not incompatible with the insurance terms or the terms according to the agreement or the letter of indemnity and that your rights according to the insurance, the agreement, or the letter of indemnity are not thereby restricted.

Other advisers and experts shall be considered independent of Björneman Advokat, regardless of whether Björneman Advokat hired them or whether you contracted them directly. Björneman Advokat is thus not responsible for other advisers and experts, neither for their selection nor because Björneman Advokat has recommended them or for the advice and other services they provide. This applies regardless of whether they report to Björneman Advokat or to you.

If Björneman Advokat, together with another adviser or expert, is responsible for one and the same damage and if you, or are considered to have, accepted a disclaimer or limitation of liability in relation to the other adviser or expert, Björneman Advokat’s liability shall be reduced by the amount that Björneman Advokat retroactively could have obtained from the adviser or expert if their liability had not been excluded or limited (and regardless of whether the adviser or expert would have been able to pay the amount to Björneman Advokat or not).

Björneman Advokat is not responsible for damage caused by you using Björneman Advokat’s work results or advice in any other instance or for any other purpose than for which they were intended. Björneman Advokat is also not responsible for damage caused to third parties as a result of you using Björneman Advokat’s work results or advice.

Björneman Advokat is not responsible for damage caused to you by the fact that you, as a consequence of the services Björneman Advokat provided, are taxed or risk being taxed.

Björneman Advokat is not responsible for damage arising as a result of circumstances beyond Björneman Advokat’s control which Björneman Advokat could not reasonably have anticipated at the time of accepting engagement to work on the Matter and whose consequences Björneman Advokat could not reasonably have avoided or overcome either.

If at your request, Björneman Advokat allows an outside person to rely on Björneman Advokat’s work results or advice, this shall not mean that Björneman Advokat’s liability increases or otherwise be affected to Björneman Advokat’s detriment. Björneman Advokat can be held liable in relation to such a third party only to the same extent that Björneman Advokat could have been held liable towards you. Amounts that Björneman Advokat may be obliged to pay to such an outside person shall correspondingly reduce Björneman Advokat’s liability in relation to you and vice versa. No attorney-client relationship is extended between Björneman Advokat and the outside person. What was said in the preceding also applies in cases where Björneman Advokat issues certificates, statements or the like to an outside person at your request.

11. Liability insurance

Björneman Advokat has adapted liability insurance for the business with a well-known insurance company. Björneman Advokat does not report the size of the insurance coverage but can, on request, provide a certificate from the insurance broker confirming that the insurance cover is market-based.

12. Complaints and claims

If for any reason, you are dissatisfied with Björneman Advokat’s services and wish to make a complaint, you are asked to notify the Project Manager of this in accordance with the provisions in the following paragraph.

Claims must be made in writing, submitted to the Project Manager via email, and accompanied by an account of the alleged error or negligence and the damage you have suffered as a result. In order to be asserted, the claim must be made within a reasonable time but no later than six months after the time you became aware (or, after reasonable investigations, could have become aware) of the damage and that the damage may have been caused by Björneman Advokat’s alleged error or neglect. Under no circumstances can a claim be made after the expiration of the statute of limitations.

If your claim is based on an authority’s or other third party’s claim against you, Björneman Advokat shall have the right to meet, regulate, and settle the claim on your behalf, provided that Björneman Advokat – taking into account the limitations of liability that appear in these general terms of engagement, the engagement letter, or due diligence report, or other documents – holds you blameless. If you address, correct, settle, or otherwise take any action regarding such a claim without Björneman Advokat’s consent, Björneman Advokat shall have no responsibility for the claim.

If Björneman Advokat pays compensation to you due to your claim, you must, as a condition for the payment, transfer to Björneman Advokat or its insurer the right of recourse against third parties through subrogation or assignment.

Clients who are consumers can, under certain conditions, turn to the Consumer Disputes Committee (Swe: konsumenttvistnämnden) of the Swedish Bar Association to have fee disputes and other financial claims against Björneman Advokat tried. For further information, see advokatsamfundet.se/Konsumenttvistnamnden.

13. Termination of work

You can terminate your engagement of services with Björneman Advokat at any time by requesting in writing that Björneman Advokat resigns from work on a Matter. However, you must pay for the services Björneman Advokat performed and for the expenses Björneman Advokat had before work on the Matter ended.

The law, as well as good legal practice, clearly states under which circumstances Björneman Advokat has the right or is obligated to decline or withdraw from work in a Matter. This may, for example, be the case in the event of unsatisfactory client identification, suspicions of money laundering or terrorist financing, conflict of interest, non-payment of Björneman Advokat’s fees and costs, lack of instructions, or a loss of trust between you and Björneman Advokat. If Björneman Advokat resigns from working on a Matter, however, you must still pay for the services Björneman Advokat performed and for the expenses Björneman Advokat incurred before the resignation. Work on a Matter ends in all cases when it has been completed.

14. Archiving

When work on a Matter has been completed or otherwise terminated, Björneman Advokat will archive (with Björneman Advokat or with a third party and in paper or electronic form) all essential documents and work results accumulated and generated on the Matter. The documents and work results will be archived for a period, which in Björneman Advokat’s opinion, is necessary due to the nature of the Matter, but never for a shorter time required by law or good legal practice.

Because Björneman Advokat is legally responsible for archiving all essential documents and work results accumulated or generated in its work on the Matter, Björneman Advokat cannot accommodate a request to restore (without making and keeping a copy) or destroy a document or work result before the archiving period has expired. If you ask Björneman Advokat to empty an electronic file in Björneman Advokat’s document management system, Björneman Advokat will comply with your request to the extent that the law and good legal practice allow (but Björneman Advokat will in these cases retain a paper copy of the documents that are removed or save them on some electronic media storage). In addition, Björneman Advokat normally requires compensation for the work if it is time-consuming.

If you and Björneman Advokat do not have an agreement stating otherwise, Björneman Advokat will provide you with all original documents when work on a Matter has been completed or otherwise terminated. Björneman Advokat will, however, keep a copy of the original documents for Björneman Advokat’s own archive.

15. Applicable laws and dispute resolution

Björneman Advokat’s engagement to work on a Matter and these general terms of engagement shall be governed by and interpreted in accordance with Swedish law. Disputes that arise as a result of these terms and conditions and/or Björneman Advokat’s work on a Matter shall be finally and validly settled by the Arbitration Institute of the Stockholm Chamber of Commerce (SCC). The Rules for Expedited Arbitrations shall be applied unless the SCC, taking into account the degree of difficulty of the case, the value of the object of dispute and other circumstances, decides that Arbitration Rules shall be applied. In cases of the latter, the SCC also decides whether the arbitration board shall consist of one or three arbitrators. The seat of the arbitration shall be Malmö. The language of the proceedings shall be Swedish.

Arbitration proceedings invoked with reference to this clause and information that emerges during such proceedings, as well as decisions or arbitral awards issued as a result of the proceedings, are subject to confidentiality and may not, in the absence of the other party’s express consent, be shared with third parties. However, a party shall not be prevented from disclosing such confidential information in order to preserve its right in relation to the other party or if such obligation is mandated by law or similar.

Regardless of what is stated in this point, Björneman Advokat has the right to file a lawsuit against you in general court regarding overdue payments. Consumers who have complaints or claims against Björneman Advokat due to work carried out also have the right to turn to the Consumer Disputes Committee of the Swedish Bar Association to have their claim tried. In such cases, Björneman Advokat is obligated to participate in the committee’s examination and to follow the committee’s decision.

The Swedish version of the general terms of engagement takes precedence over translated versions.