Terms of Service

(Effective as of: 04.10.2022)

Present Terms of Service (‘ToS’) sets out the general terms and conditions under which KassaiLaw provides its services.
In this ToS, references to ‘we’, ‘us’, and ‘our’, refer to KassaiLaw.

1. General

1.1. KassaiLaw provides a wide range of legal and business advisory and mentoring services, personalized to our client’s needs (‘Services’). You can find out more about the nature of these Services on our Expertise page.

1.2. The person receiving the Service (‘Client’) is any natural or legal person to whom KassaiLaw provides Services on any legal basis (‘Engagement’). In certain cases, or at your request, we may enter into a written agreement for the Engagement (‘Client Agreement’).

1.3. These ToS apply to all Services we provide to you in relation to any matter, unless otherwise expressly agreed in writing. Any terms and conditions from the Client contrary to these ToS, or any extension, amendment, or waiver of the ToS shall only be applicable in case it is exclusively stated in writing at the latest when the Engagement is entered into. Your new or continuing instructions to us will amount to your acceptance of these ToS without reservation.

1.4. The contracting entity of KassaiLaw is always specified in our proposal we send to you before starting the work (‘Proposal’) or the Client Agreement and is considered relevant for all further individual assignments (‘Assignment’) in the course of the Engagement unless specifically stated otherwise in writing thereafter. KassaiLaw provides its Services exclusively under the laws of the contracting entity.

1.5. The code of professional conduct established by the relevant bar association(s) also applies to the Services.

2. Entering into an Engagement

Typically, the Parties enter into an Engagement by the Client accepting a Proposal in writing, on the day of acceptance, or by concluding a Client Agreement. KassaiLaw has full discretion to decide whether to enter into an Engagement or accept an Assignment to be performed in the course of an ongoing Engagement. Entering into an Engagement is always subject to Client identification and other relevant procedures described in Section 3.

3. Client identification and anti-money laundering procedures

3.1. Like all other legal service providers, we are required by law to check and verify our Clients’ identity and their ownership structure, as well as obtain information about the nature and purpose of an Engagement. In some cases, we may also be required to apply further procedures and due diligence measures set forth in the applicable anti-money laundering laws and regulations, such as verifying the origin of funds and other assets. We may consequently ask you to provide, for example, formal evidence of your identity, the identity of any other person who is acting on your behalf and, if the Client is a legal entity, the identity of its beneficial owners as well as documentation indicating the origin of funds and other assets. We may also need to verify the information you provide us and for these purposes we may obtain information from external sources, for instance databases. All information and documentation obtained will be retained by us.

3.2. Generally, the above information must be provided before entering into an Engagement, but we may request further information in the course of an ongoing Engagement as well, for example, before commencing work on an individual Assignment. Please keep in mind that we are legally required to decline the Assignment or the Engagement or terminate the latter in cases where satisfactory information and documentation is not obtained.

3.3. We are required by law to report any suspicions of money laundering or financing of terrorism to the proper authorities. In such situations, we are not permitted to inform you of any suspicions we have, or that we have made or are contemplating making such report. In case of any such suspicions of money laundering or financing of terrorism, we are also required to decline the Assignment or the Engagement or terminate the latter without specifying the reasons thereto.

3.4. We cannot be held liable for losses or damages caused to you directly or indirectly as a consequence of our compliance with what we have considered to be our obligations under Section 3 including any declining of an Assignment or an Engagement or termination of the latter because we were prevented from fulfilling our obligations.

4. Conflict of interest

4.1. We take conflict of interest very seriously. Before accepting an Engagement or an Assignment, we ensure that there is no conflict of interest that, in our professional judgment, would render it inappropriate for us to provide Services to you. Accordingly, it is important that you provide us with all the information that may be relevant in determining or assessing such conflicts.

4.2. We will not provide Services to Clients in cases where any conflict of interest exists except if we have informed the Client(s) about such conflict of interest and the Client(s) concerned continue to insist on our services and expressly approves in writing that we continue to provide Services provided that is permitted by the relevant ethical regulations.

4.3. Despite the above, it is possible that subsequently circumstances arise that would prevent us from representing a Client in an ongoing or potential Engagement, in which case we undertake to inform the Client in question thereof without delay and act in accordance with the applicable code of conduct.

5. Team

5.1. At the start of an Engagement, in order to ensure a deeper understanding of your business and to develop personal relationships, one of our legal team members will be designated as your Client relationship partner. This person has overall responsibility for the management of our relationship with you, and they will be your primary contact person during our Engagement.

5.2. We work in teams to provide you with the expertise and resources required for each Engagement. KassaiLaw is entitled, at its sole discretion, to involve any collaborator as a team member during the performance of the Engagement. In deciding on the team members for the provision of the Services, we will always take into account your wishes, the expertise, experience and workloads of our team members, the individual circumstances of the Engagement and any other relevant aspects.During the Engagement, we may need to make changes to the composition of the team, such as by introducing new lawyers with a particular specialization or expertise. The approval or consent of the Client is not required for a change in the composition of a team.

5.3. For the avoidance of doubt, the Engagement is with KassaiLaw and not with any individual associated with KassaiLaw. KassaiLaw is liable for the performance of the team members according to these ToS and the relevant regulations.

6. Provision of our Services

6.1. The exact nature and extent of the Services to be provided, the specifics of an Assignment and the relevant unique circumstances thereof shall be determined by the Parties via email, Telegram, or other written communication channels. KassaiLaw cannot be held liable for any default, losses or damages arising from the dysfunctional operations of those communication services or for any hacking activities. Some or all of the above details may be determined in the Client Agreement, in case such an agreement exists. Furthermore, the nature and scope of an Assignment may change during the course of the Assignment, depending on your instructions or the conditions that apply to the Assignment at any given time.

6.2. KassaiLaw provides Services to the Client or to those persons designated by the Client in accordance with the Client’s written or oral instructions. The specific professional manner and terms for providing the Services is decided by KassaiLaw, and the Client is not entitled to demand that we follow their detailed instructions. If your instruction extends to issues requiring explicit legal expertise, we will notify you if any of those instructions seems to bear legal risks and inform you of the consequences thereof. If you still instruct us to comply with the instructions, we shall not be liable for any results and consequences arising from the instructions. We may also refuse to carry out such instructions, in the event that doing otherwise would be a breach of applicable laws, regulations or professional and ethical standards.

6.3. The provision of the Services shall not overreach the scope of the tasks stipulated for the Engagement and any relevant Assignments, however, any additional services that constitute an immanent part of the scope of the Services requested by the Client in order to reach the Client’s goal, based on the relevant professional practices will be included at the Client’s expense.

6.4. It falls under our sole professional consideration whether further services – which do not constitute an immanent part of the above-described scope – are essential to protect the Client´s interests, and following notification of the Client we are entitled to provide them at the Client’s expense.

6.5. We perform our Services based on the generally accepted professional guidelines, supporting the Client’s best interests. We undertake to provide those Services to the fullest extent of our knowledge and endeavour to do our utmost – as far as we are able – to achieve the goals set by the Client and regularly inform them about all relevant developments in their case.

6.6. KassaiLaw does not provide financial, tax-related and accounting related services; however, we can assist you in finding and involving financial and tax advisors and/or auditors or other experts. We do not provide recommendations from a commercial perspective as to whether you should conclude a particular investment or transaction.

6.7. Neither oral advice given by us with reservations, nor draft versions of written advice, may be regarded as the final professional opinion of KassaiLaw. The final professional opinion shall be contained exclusively in the finalized work product.

6.8. Our Services are tailored to the particular circumstances, facts and instructions you presented to us in the particular Assignment. All documents handed over to you by KassaiLaw in the course of the Services (legal assessments, contracts, etc.) shall be used exclusively for the sole purposes of said Assignment, and cannot be reproduced, handed over, revealed, or made available to any other third party without our prior written consent.

6.9. We can only give advice on legal positions within the jurisdictions in which we operate. However, based on our general experience, we may express views on legal issues in other jurisdictions. This is merely intended to provide the benefit of our experience, and the views we express in these cases do not constitute advice on which you are entitled to rely, and we do not bear any liability for them. If you would like us to, we will be glad to assist you in obtaining advice from lawyers qualified in other jurisdictions.

6.10. Although we may, in certain cases and on a general basis (for example through newsletters) inform our Clients on developments within a certain field of law, the advice we give you in an Engagement is based on the state of the law at the time it is given. Unless we have specifically agreed otherwise, we do not undertake to update the advice we have provided to take account of any subsequent changes in the state of the law.

6.11. We believe in sharing our knowledge and experiences whenever and wherever we can, therefore, we publish information and articles on various topics on our website (‘Content’). However, any and all Content is designed and intended for general informational purposes only and are current at the time of publication but may not reflect the most current legal developments and may not apply to all jurisdictions or circumstances. The Contents therefore do not constitute legal advice on any matter and should not be relied upon as such. We disclaim all liability in respect to actions taken or not taken based on any or all the Contents to the fullest extent permitted by law. You should seek local legal counsel in relation to any particular matters you or your organisation may have.

6.12. Our advice never entails any guarantee of a particular outcome.

6.13. We reserve the right to suspend our Services and to cease acting on your behalf with immediate effect and to retain all documents in our possession relating to the Engagement in the event of a material breach of contract by you until such breach is sufficiently remedied by you, if that is possible, within reasonable time. In any event, we are entitled to all fees and expenses having arisen in the course of our Services provided to you until the date of the suspension regardless of whether any final work product has already been provided to you.

7. Cooperation with other advisors

7.1. We have an extensive network of international advisors, and we will gladly help you identify and instruct other advisors in relation to specific matters. In the event that we consider it necessary to engage any consultant, expert, or foreign lawyer on your behalf in connection with any Engagement, we will consult with you before doing so.

7.2. These advisors are considered to be independent of us and we assume no responsibility or liability for recommending them to you or for advice given by them in their services, unless we specifically agree otherwise in writing prior to their engagement. You will be directly responsible for their fees and expenses.

8. Communication channels

8.1. Unless instructed otherwise, we communicate with our Clients and other parties in a variety of ways, including via the internet, by e-mail or chat, and documents sent to you will not be encrypted. Although we exercise due care in data security in accordance with industry standards, these channels involve security and confidentiality risks for which we cannot accept any responsibility. If you would like a greater level of security in electronic communications, let us know and we will find and implement a mutually acceptable e-mail protocol, incorporating encryption standards.

8.2. In the course of the Engagement, e-mail and electronic communication is considered and accepted by Parties as communication in writing.

8.3. We use spam filters and anti-virus programs which may sometimes reject or filter legitimate emails. Therefore, you should follow-up important emails by telephone or other channels in case you do not receive any response from us within reasonable time.

8.4. In order to make our work more effective, we use electronic work-tools and cloud-based solutions (e.g., document management systems, processing and analytical tools, collaboration platforms, e-signature services and virtual data rooms). We take reasonable measures to ensure that we maintain a high level of information security, and that suppliers of these IT solutions to us also do so, however, there are still residual risks. We therefore accept no liability for losses or damages arising due to use of these services.

9. Exchange of information

9.1. You need to make all information and documents in your possession that are required for the performance of the Engagement available to us. We cannot be held liable for any damages arising from your failure to meet these obligations, including if the provided information is not valid, is inaccurate or otherwise defaulted.

9.2. When you are expected to provide specific information or documents to KassaiLaw in order for us to be able to keep the deadline for the performance of the work, and you delay in supplying the necessary information by the deadline thereto set by KassaiLaw on the basis of our professional opinion, KassaiLaw cannot then be held liable for the damages arising from failure to meet the performance deadline.

9.3. In case of email communications, we indicate the level of priority in case of all new tasks and cases assigned, and also any follow ups, in the subject line of the email in the following way:

a) 8/10Feedback in merit is needed from Client in the same week for KassaiLaw to meet the deadline and undertake liability.

b) 9/10 Urgent work: Deadline is the following day, so feedback in merit is needed from Client on the same day to meet the deadline and undertake liability.

c) 10/10 Very urgent: Deadline is on the same day, so feedback in merit is needed from the Client immediately, on the same day to meet the deadline and undertake liability.

For the sake of clarity please note, that in case you fail to meet the deadline for feedback relevant to the level of urgency, we are entitled to invoke Section 9.2.

9.4. Unless specified otherwise, we will accept instructions from those persons we have reason to presume have a right to instruct us on your behalf. In cases where a Client Agreement is signed, the contact persons of the Parties specified therein are deemed to be authorized persons in relation to any instructions or other declarations. In the course of the performance of the Engagement, the employees of the Parties may contact each other, but they shall always inform the contact persons thereof.

10. Fees and Expenses

10.1. The principles of charging fees for the provision of the Services are always determined at the start of an Engagement. Unless otherwise agreed at the start of an Engagement, our fees are determined based on a number of factors, such as time spent, the complexity of the work and urgency of the matter, the qualifications, experience and resources required, the amount of work, the risks assumed (if any) by KassaiLaw, and the result achieved.

10.2. Upon request we can, wherever possible, provide you with an estimate of our likely fees at the start of an Engagement. Any fee estimates are based on an assessment of information available at the time and do not constitute a fixed price offer. As fee estimates are also based on the agreed scope of our involvement at the start, we reserve the right to revise and adjust these estimates in case the scope changes or other circumstances cause them to become inaccurate.

10.3. We are always very flexible with our pricing structures, and we are open to many solutions to best fit our Clients’ needs. Therefore, we may agree on pricing principles other than those described in Section 1. You can find our Clients’ most preferred pricing schemes at our Pricing page, and we are open to discuss other possibilities as well. Please, keep in mind that where we agree on a fixed or capped fee-based structure, we determine our fees based on the information you provide us with at the start and the agreed scope of the Engagement or the Assignment. Therefore, in case the scope or the tasks change significantly during our performance, we reserve the right to withdraw from the agreed pricing structure and continue working on an hourly basis, of which we will inform you.

10.4. In certain cases, we will request an advance payment before we commence work, which will be used to settle future invoices. The total amount of our fee and expenses may be more or less than the amount of the advance payment.

10.5. No further document – which is not clearly a condition in relation to the Engagement – is necessary to certify the completion of our performance in order to act on collection of the fees.

10.6. We review our hourly rates from time to time. We will inform you of any increase in the hourly rates prior to the continuation of the ongoing assignment. The application of the increased hourly rates requires your explicit approval. In case you do not reply to the notification within 2 days, the increased hourly rates shall be considered to be approved.

10.7. Effective on January 1 of each year, our hourly rates are adjusted to reflect inflation officially declared in the relevant jurisdiction, which adjustment is not subject to the approval process described in Section 6. and shall come into effect automatically.

10.8. In case of urgent task requests, meeting the performance deadline is subject to the following urgency fees:

a) if the deadline is on the same business day, the hourly fee is two (2) times the ordinary applicable hourly fee,

b) if the deadline is on the next business day, the hourly fee is one and half (1,5) times the ordinary applicable hourly fee,

c) if meeting the deadline requires weekend or holiday work (including relevant public holidays and predefined holidays at KassaiLaw of which the Client has been notified or was aware of), the hourly fee is two (2) times the ordinary applicable hourly fee,

d) if meeting the deadline requires work outside the regular business hours (9-18), the hourly fee is one and half (1,5) times the ordinary applicable hourly fee.

In case of point a), for requests arriving after 16:00 (CET), the term ‘same business day’ shall be understood as the next business day. In case of point b., for requests arriving after 16:00 (CET), the urgency fees are calculated as if the deadline were on the same business day, i.e., the fees determined in point a. are applicable.

We reserve the right to decline to carry out urgent tasks within the requested deadline, if, according to our judgment, they cannot be completed with due professional diligence and quality by the requested date.

10.9. In addition to our fees, we are entitled to be reimbursed for any reasonable expenses which arise during and in connection with the provision of the Services. These expenses are typically telephone calls, copying, etc. All further expenses other than the above (i.e.: court or authority fees, notarization, translation, taxi, courier services and other such costs) shall be borne entirely by the Client. Such expenses shall be paid by the Client either beforehand, directly to the relevant authority or afterwards via KassaiLaw in connection with the fees as stipulated in the relevant invoice. In case we incur expenses in any foreign currency, we reserve the right to be reimbursed for any losses as a result of changes in the currency exchange rate between the date of invoice and the date of payment.

10.10. Payment of our fees, costs and expenses is not contingent on the ultimate outcome of the Engagement.

10.11. By entering into an Engagement, you explicitly declare that you have no debts towards any other law firms on the basis of legal fees or any other expenses.

11. Invoicing and payments

11.1. In general, we will invoice you on a monthly basis. Depending on the Engagement, we may alternatively invoice less frequently or upon the completion of certain tasks. In case we incur any significant disbursements, we may send you a separate invoice for those at any time.

11.2. Each invoice specifies the due date. A late-payment statutory interest will be charged, if not stipulated otherwise, on any overdue amounts from the due date until payment is received. We reserve the right to cease acting for you with immediate effect and to retain all documents in our possession relating to the Engagement until all outstanding fees and disbursements are paid in full.

11.3. If you have any queries on any invoice, let us know as soon as reasonably practicable, but at the latest, within 3 working days of the invoice date. If any element of an invoice is queried, that part of the invoice which is not subject to query is to be paid within the due date specified on the invoice.

11.4. In addition to fees and costs incurred, value added tax will be added to the invoices, where applicable.

12. Liability

12.1. KassaiLaw has professional liability insurance and undertakes to maintain liability insurance of at least the minimum legally applicable amount at all times.

12.2. Your relationship is with KassaiLaw alone and not with any other entity or individual associated with KassaiLaw and acting under its brand (even if your expressed or implied intention is that the Services be carried out by specific individual(s)). Therefore, no party other than KassaiLaw shall have any liability towards you for the Services provided except as may be prescribed by mandatory law.

12.3. KassaiLaw’s liability for the performance of the Assignment shall only apply from the date of its acceptance by KassaiLaw, including if KassaiLaw is entrusted with taking over an ongoing assignment performed by third party consultants. Unless otherwise agreed in writing, the scope of such an Assignment shall under no circumstances include the comprehensive supervision of the work performed up to and including the date of entering into an Engagement or starting an Assignment, and we proceed on the presumption that the documents prepared and handed over to us are in every way complete, accurate and updated, and that the tasks related to the case handed over to us have been appropriately and accurately performed.

12.4. KassaiLaw’s liability is limited – to the extent permitted by applicable law – to pure economic Loss directly caused to the Client as a result wilful conduct, on our part in the course of the provision of the Services. KassaiLaw shall not be held liable for lost profits and/or indirect damages.

12.5. The ceiling on KassaiLaw’s financial liability for rendering the Services shall be the higher of a) the highest amount that the insurance company will reimburse in the relevant case, or b) the amount of legal fees actually paid by the Client as consideration for the relevant Assignment. A price reduction or any other remedy cannot be available in addition to damages. Neither do we accept any obligation to pay penalties.

12.6. KassaiLaw shall not be held liable for Losses arising from any information and data that was hidden or not revealed to KassaiLaw or that was handed over to KassaiLaw but subsequently turns out to be invalid, inaccurate, nor that which results from any changes in legislation that occurs following our delivery of the Services, or from any legal interpretation by a court or other authority which is at variance with the interpretation of the same provisions by KassaiLaw.

12.7. KassaiLaw shall not be held liable for any Loss if such Loss is due to the provision of false, misleading or incomplete information or documentation or due to acts or omissions of any person(s) other than those which are exclusively attributable to KassaiLaw.

12.8. KassaiLaw shall assume no liability for Losses arising in connection with the use of documents, unless the Losses directly derive from the use of the finalized and unchanged version of the documents handed over by KassaiLaw to the Client, or from the amended version thereof agreed upon with KassaiLaw and only from the use of such documents in the originally determined circumstances. For the avoidance of doubt, we shall not be liable for any Loss suffered as a result of your use of our work products or advice in any other matter or for any other purpose or at any other time than for which they were given.

12.9. KassaiLaw shall not be held liable for any Losses arising from the fact that an unauthorized person sought to instruct KassaiLaw, and KassaiLaw did not comply with those instructions.

12.10. Our advice is confined to legal matters in the specific Engagement, and insofar as we provide mathematical calculations or express views or mention factors relating to non-legal matters, we accept no liability for any potential consequences thereof.

12.11. We will not accept any liability for any Loss suffered as a result of events beyond our control, provided that we could not have reasonably anticipated such events at the time we accepted the Engagement and whose consequences we could not reasonably have avoided or overcome.

12.12. In the event of Loss caused by one of our subcontractors we are not liable to an extent greater than the extent to which we can receive compensation from such subcontractor or the subcontractor’s insurance. We shall, however, not bear any liability for other advisors or professionals, whether recommended by us or for any advice or services given by them, regardless of whether they report to us or to you.

12.13. For the sake of clarity, we will not assume any liability for Loss which has arisen as a result of you, as a consequence of the Services provided by us, having been charged tax or being at risk of being charged tax.

12.14. We are not responsible for the appropriateness of any commercial or strategic decisions taken by you.

12.15. We cannot be held liable for any Loss incurred or suffered as a consequence of us complying with the applicable rules and professional and ethical standards or by us fulfilling our duties and obligations under law or such professional and ethical standards.

12.16. Where any Loss is suffered by you for which we would otherwise be jointly and severally liable with any third parties, the extent to which such Loss shall be recoverable by you from us, as opposed to the third party, shall be limited so as to be in proportion to our contribution to the overall fault for such Loss.

12.17. Our liability shall be reduced by any amount which may be obtained under any insurance maintained by or for you or under any contract or indemnity which you are a party or a beneficiary to, unless it is contrary to the agreement with such insurance provider or other third party will be prejudiced thereby.

12.18. If you have, or are considered to have, accepted any exclusion or limitation of liability from any other adviser or professional, our total liability to you shall be reduced by the amount of contribution that we could have been able to recover from that adviser or professional if its liability to you had not been so excluded or limited (and regardless of whether that other adviser or professional would have been able to pay the contribution to us).

12.19. For purposes of this ToS, ‘Loss’ shall mean any and all liabilities, obligations, losses, damages, claims, deficiencies, penalties, taxes, levies, actions, judgments, settlements, suits, costs, legal fees, accountants’ fees, disbursements, or expenses.

13. Confidentiality, disclosure of information and reportable arrangements (DAC 6)

13.1. We have a duty of confidentiality regarding all information that is entrusted to us or which we otherwise acquire knowledge of within the scope of our legal practice. We protect Client information in accordance with the applicable rules and professional and ethical standards. In certain instances, however, we may be required by law to disclose confidential information. We may also disclose such information with your consent or in connection with a dispute between you and us. We reserve the right to disclose confidential information to our insurance providers in case of any such dispute.

13.2. According to law, we may be obliged to disclose information to the relevant tax authorities in respect of your VAT number and the amounts which we have invoiced you.

13.3. In case we engage other advisers or professionals in the course of an Engagement, we may communicate to them all materials and other information which we believe may be relevant to them in advising or carrying out other work for you. The same applies to materials and other information that we have obtained as a consequence of the identification and verification procedures carried out by us according to Section 3.

13.4. In cases where we agree to carry out an Engagement for more than one Client, we have the right to disclose materials and other information that one of the Clients has imparted to us to the other Clients. In some cases, we also have a professional obligation to disclose such materials and information to the other Clients.

13.5. When a particular matter has become publicly known, we have the right to announce our participation for marketing purposes. Such announcement may only contain information about the matter that is already in the public domain. Furthermore, in our information and reference materials used for marketing purposes, we shall be entitled to refer to and include the Client, the nature of the work performed for the Client, the value of the assignment and that of the transaction constituting the object of the assignment and display the Client’s owned or licensed logotypes. If we have reason to assume that you do not want us to use such information, will we ask for your consent before doing so.

13.6. As regards the EU Directive concerning the automatic exchange of information which relates to reportable cross-border arrangements (DAC 6), in light of our duty of confidentiality we are restricted from reporting any such arrangements to the tax authorities and from informing other advisers about their obligation to report them unless you expressly instruct us to do so and in connection therewith release us from our duty of confidentiality. If you give us such instruction, we will treat this as part of our Engagement.

14. Market Abuse Regulation – Insider lists

14.1. In case you are required draw up an insider list under Article 18 of the EU Market Abuse Regulation (596/2014/EU), and you consider that certain information to which we have access to in the course of our Engagement constitutes insider information, you are required to notify the lawyer responsible for the specific Assignment immediately and request that we draw up an insider list of the employees and direct contributors of KassaiLaw who have access to the insider information. In absence of such notification, we do not keep insider lists.

14.2. If you request a copy of our insider list, we will provide it to you as soon as possible, provided that your request is made no later than five years after the list was prepared or dated by us. You are required to keep confidential any insider list provided by us and to use it only in order to comply with MAR.

15. Data protection

15.1. Both KassaiLaw and the Client shall proceed in compliance with applicable data protection regulations.

15.2. We process the personal data of the Client or connected persons and third parties relating to the performance of the Services in accordance with our Privacy Policy.

15.3. During the term of the Engagement, Client shall inform KassaiLaw about any change in its data subject to reporting obligations pursuant to the identification provisions on money laundering, including any change in the person of the ultimate beneficial owner, within 5 working days after any such change is made known to Client.

15.4. If any change occurs in the company data of Client, and someone other than KassaiLaw has executed the submission of the said change to the court of registration or other relevant authorities, the Client shall inform KassaiLaw about the change within 5 calendar days.

15.5. We do not accept liability for any Losses arising from your failure to inform us in accordance with Sections 3. and 15.4.

16. Intellectual Property

16.1. The intellectual property rights in all documents and work products created by KassaiLaw in the course of the Services and delivered to the Client in any (printed or electronic) format are the sole property of KassaiLaw, although you have the right to use them for the purpose for which they were provided. Unless agreed otherwise in writing, no document or other work product generated by us may be generally circulated or used for marketing purposes.

16.2. We have the right to improve upon and use freely all the solutions devised during the work, and all the information and know-how created by us and contained in the documents handed over to the Client.

17. Non-solicitation

During the term of the Engagement and for a period of 2 years after the termination thereof, Client shall not, without KassaiLaw’s prior written consent, directly or indirectly, (i) solicit or encourage any person to leave the employment or other service or assignment of KassaiLaw, or (ii) hire, on behalf of Client or any other person or entity, any person who has left the employment or assignment within a period of 2 years following the termination of that person’s employment or assignment with KassaiLaw. In the event of a breach of Client’s obligation described herein, Client is obligated to pay to KassaiLaw a penalty of EUR 70,000/breach.

18. KassaiLaw Star-tup Toolkit

18.1. We understand the increasing need to speed up processes efficiently, so we have prepared some packages with fixed prices that cover the topics that occur most often when starting up your company. You may find these packages under the Start-up Toolkit section of our website.

18.2. When you have found a package you like, you can send us the request by entering your name, email address and selecting the items in the package you would like to receive. By sending your request, you are also requesting a free of charge kick-off meeting with us.

18.3. At the kick-off meeting, you will be able to discuss your individual requirements with one of our experts, and you can decide whether or not you want to order the package. If you do choose to order, we will then send you confirmation of that order being placed.

18.4. In each individual case we do a 5-hour consultation and customizing included within the fixed prices, based on our brief but pragmatic questionnaires that are directed at discovering your project’s or company’s unique aspects.

18.5. The packages are compliant with the Swedish or Hungarian jurisdiction, depending on what you request.

19. KassaiLaw Entrepreneurship Academy

19.1. We believe in life-long learning, and we are dedicated to sharing our knowledge with as many people as possible. That is why we offer courses in a variety of topics via the KassaiLaw Entrepreneurship Academy. You can find our courses here.

19.2. We are constantly upgrading and adding new options to our list of courses, and we are always very flexible in adapting to your needs by customizing existing courses and topics to your preferences, or by adding new topics you would like to hear about. Do not hesitate to contact us with any special requests.

19.3. The details of the collaboration in the framework of the KassaiLaw Entrepreneurship Academy are subject to further discussions with you since we always prepare a tailormade offer that considers your specific preferences and needs.

20. Amendments

20.1. We may amend these ToS from time to time. The current version can always be viewed on our website. Amendments will become effective only in relation to Assignments initiated after the amended version has been posted on our website, unless expressly agreed otherwise.

20.2. In case we have stated specific terms in respect of an Engagement or part of an Engagement in writing, those terms shall prevail if and to the extent there are any inconsistencies between them and these ToS.

21. Complaints

21.1. We are committed to ensuring that you are satisfied with our Services and that we meet your expectations. If, for any reason, you are dissatisfied with our Services or have a complaint, you should notify your Client relationship partner as soon as possible. Alternatively, you may also contact us at office@kassailaw.com. All complaints received will be investigated in accordance with our internal procedures.

21.2. Any complaint shall be submitted within a reasonable time and in any event no later than 60 days from when you became aware or should have become aware of the circumstances giving rise to the complaint. We accept no liability for any complaint made after the expiry of such 60-day period or later than twelve months after the date of our relevant invoice for the Assignment to which the complaint refers.

21.3. If we or our insurance pays compensation to you in connection with your complaint, you must, as a condition for such payment, transfer the right of recourse against the third party to us or our insurance provider.

22. Termination

22.1. An Engagement is considered terminated when we have carried out the Client’s instructions in relation to the Engagement in question. You may also terminate cooperation with us at any time with a written request.

22.2. Pursuant to the relevant rules and professional and ethical standards, in certain circumstances we have a right and even an obligation to terminate an Engagement. These circumstances include, for example, inadequate client identification, suspicion of money laundering or terrorist financing, conflict of interest, material breach of contract, failure to pay invoices due, insufficient instructions, or if confidence and trust no longer exist between us.

22.3. The termination of the Engagement for any reason does not affect your obligation to pay our fees for Services provided and expenses incurred prior to and including the date of termination. Within 30 days after termination for any reason, Parties are obliged to settle and pay all fees and expenses in connection with the Services provided until the date of termination. KassaiLaw is obliged to return or delete all documents or any other goods that are owned by Client and which were handed over to KassaiLaw in the course of the assignment.

23. Document retention

23.1. While an Engagement is ongoing, we may store documents and work results produced by us or by you or a third party electronically in a central system to provide the team working for you with easy access to necessary information.

23.2. Unless otherwise agreed in writing or required by law, we retain copies of all relevant engagement-related materials for ten years from the termination of the Engagement, after which the materials are destroyed without further notice. We retain these materials primarily in electronic format. Costs for printing, copying, or sending the archived materials or any other administrative measures may be charged to you in case you request such actions.

23.3. Since we are under an obligation to retain the above documents, we cannot meet a request to return or destroy a document (without keeping a copy) prior to the expiration of the retention period.

23.4. Unless otherwise agreed, all original documents will be returned to you when an Engagement has ended. If we send valuable documents to you at your request, this will be at your own risk. We will keep a copy of those documents according to Section 2.

24. Governing law and dispute resolution

24.1. The present ToS and the Engagement shall be governed and construed in accordance with the provisions of the laws of the country where the contracting entity of KassaiLaw is registered, including any regulations governing the legal activities, as applicable.

24.2. Any dispute that may arise shall be settled in mutual agreement by the Parties. If a dispute arises, Parties must use all reasonable endeavours acting in good faith to resolve the dispute by joint discussions. A Party may not commence court or any other legal proceedings in relation to a dispute until it has exhausted the requirement for negotiation in merit. In case a dispute is not settled with one accord, it is to be solved by a competent court of justice exclusively having competence in the country of the registered seat of the contracting entity of KassaiLaw, and it falls under such jurisdiction.

24.3. The Client may only initiate legal proceedings for the enforcement of claims arising from the assignment after notifying us in writing of any such intention. The enforcement of such claims may take place within 6 months from the date when the Client becomes aware, or with due care ought to have become aware of the facts which give rise to the liability or the alleged liability of KassaiLaw, but not later than within twelve months from the date of the occurrence of the disputed action or default.

24.4. For the sake of clarity, any claims arising from Loss sustained by the Client or regarding liability matters may only be enforced directly by the Client against KassaiLaw itself and only if directly in connection with the performance of the Assignment. The Client agrees that it will not initiate any litigation or non-litigation procedure against the members, employees, other contributors and subcontractors of KassaiLaw.

Terms of Service

(Effective as of: 04.10.2022)

Present Terms of Service (‘ToS’) sets out the general terms and conditions under which KassaiLaw provides its services.
In this ToS, references to ‘we’, ‘us’, and ‘our’, refer to KassaiLaw.

1. General

1.1. KassaiLaw provides a wide range of legal and business advisory and mentoring services, personalized to our client’s needs (‘Services’). You can find out more about the nature of these Services on our Expertise page.

1.2. The person receiving the Service (‘Client’) is any natural or legal person to whom KassaiLaw provides Services on any legal basis (‘Engagement’). In certain cases, or at your request, we may enter into a written agreement for the Engagement (‘Client Agreement’).

1.3. These ToS apply to all Services we provide to you in relation to any matter, unless otherwise expressly agreed in writing. Any terms and conditions from the Client contrary to these ToS, or any extension, amendment, or waiver of the ToS shall only be applicable in case it is exclusively stated in writing at the latest when the Engagement is entered into. Your new or continuing instructions to us will amount to your acceptance of these ToS without reservation.

1.4. The contracting entity of KassaiLaw is always specified in our proposal we send to you before starting the work (‘Proposal’) or the Client Agreement and is considered relevant for all further individual assignments (‘Assignment’) in the course of the Engagement unless specifically stated otherwise in writing thereafter. KassaiLaw provides its Services exclusively under the laws of the contracting entity.

1.5. The code of professional conduct established by the relevant bar association(s) also applies to the Services.

2. Entering into an Engagement

Typically, the Parties enter into an Engagement by the Client accepting a Proposal in writing, on the day of acceptance, or by concluding a Client Agreement. KassaiLaw has full discretion to decide whether to enter into an Engagement or accept an Assignment to be performed in the course of an ongoing Engagement. Entering into an Engagement is always subject to Client identification and other relevant procedures described in Section 3.

3. Client identification and anti-money laundering procedures

3.1. Like all other legal service providers, we are required by law to check and verify our Clients’ identity and their ownership structure, as well as obtain information about the nature and purpose of an Engagement. In some cases, we may also be required to apply further procedures and due diligence measures set forth in the applicable anti-money laundering laws and regulations, such as verifying the origin of funds and other assets. We may consequently ask you to provide, for example, formal evidence of your identity, the identity of any other person who is acting on your behalf and, if the Client is a legal entity, the identity of its beneficial owners as well as documentation indicating the origin of funds and other assets. We may also need to verify the information you provide us and for these purposes we may obtain information from external sources, for instance databases. All information and documentation obtained will be retained by us.

3.2. Generally, the above information must be provided before entering into an Engagement, but we may request further information in the course of an ongoing Engagement as well, for example, before commencing work on an individual Assignment. Please keep in mind that we are legally required to decline the Assignment or the Engagement or terminate the latter in cases where satisfactory information and documentation is not obtained.

3.3. We are required by law to report any suspicions of money laundering or financing of terrorism to the proper authorities. In such situations, we are not permitted to inform you of any suspicions we have, or that we have made or are contemplating making such report. In case of any such suspicions of money laundering or financing of terrorism, we are also required to decline the Assignment or the Engagement or terminate the latter without specifying the reasons thereto.

3.4. We cannot be held liable for losses or damages caused to you directly or indirectly as a consequence of our compliance with what we have considered to be our obligations under Section 3 including any declining of an Assignment or an Engagement or termination of the latter because we were prevented from fulfilling our obligations.

4. Conflict of interest

4.1. We take conflict of interest very seriously. Before accepting an Engagement or an Assignment, we ensure that there is no conflict of interest that, in our professional judgment, would render it inappropriate for us to provide Services to you. Accordingly, it is important that you provide us with all the information that may be relevant in determining or assessing such conflicts.

4.2. We will not provide Services to Clients in cases where any conflict of interest exists except if we have informed the Client(s) about such conflict of interest and the Client(s) concerned continue to insist on our services and expressly approves in writing that we continue to provide Services provided that is permitted by the relevant ethical regulations.

4.3. Despite the above, it is possible that subsequently circumstances arise that would prevent us from representing a Client in an ongoing or potential Engagement, in which case we undertake to inform the Client in question thereof without delay and act in accordance with the applicable code of conduct.

5. Team

5.1. At the start of an Engagement, in order to ensure a deeper understanding of your business and to develop personal relationships, one of our legal team members will be designated as your Client relationship partner. This person has overall responsibility for the management of our relationship with you, and they will be your primary contact person during our Engagement.

5.2. We work in teams to provide you with the expertise and resources required for each Engagement. KassaiLaw is entitled, at its sole discretion, to involve any collaborator as a team member during the performance of the Engagement. In deciding on the team members for the provision of the Services, we will always take into account your wishes, the expertise, experience and workloads of our team members, the individual circumstances of the Engagement and any other relevant aspects.During the Engagement, we may need to make changes to the composition of the team, such as by introducing new lawyers with a particular specialization or expertise. The approval or consent of the Client is not required for a change in the composition of a team.

5.3. For the avoidance of doubt, the Engagement is with KassaiLaw and not with any individual associated with KassaiLaw. KassaiLaw is liable for the performance of the team members according to these ToS and the relevant regulations.

6. Provision of our Services

6.1. The exact nature and extent of the Services to be provided, the specifics of an Assignment and the relevant unique circumstances thereof shall be determined by the Parties via email, Telegram, or other written communication channels. KassaiLaw cannot be held liable for any default, losses or damages arising from the dysfunctional operations of those communication services or for any hacking activities. Some or all of the above details may be determined in the Client Agreement, in case such an agreement exists. Furthermore, the nature and scope of an Assignment may change during the course of the Assignment, depending on your instructions or the conditions that apply to the Assignment at any given time.

6.2. KassaiLaw provides Services to the Client or to those persons designated by the Client in accordance with the Client’s written or oral instructions. The specific professional manner and terms for providing the Services is decided by KassaiLaw, and the Client is not entitled to demand that we follow their detailed instructions. If your instruction extends to issues requiring explicit legal expertise, we will notify you if any of those instructions seems to bear legal risks and inform you of the consequences thereof. If you still instruct us to comply with the instructions, we shall not be liable for any results and consequences arising from the instructions. We may also refuse to carry out such instructions, in the event that doing otherwise would be a breach of applicable laws, regulations or professional and ethical standards.

6.3. The provision of the Services shall not overreach the scope of the tasks stipulated for the Engagement and any relevant Assignments, however, any additional services that constitute an immanent part of the scope of the Services requested by the Client in order to reach the Client’s goal, based on the relevant professional practices will be included at the Client’s expense.

6.4. It falls under our sole professional consideration whether further services – which do not constitute an immanent part of the above-described scope – are essential to protect the Client´s interests, and following notification of the Client we are entitled to provide them at the Client’s expense.

6.5. We perform our Services based on the generally accepted professional guidelines, supporting the Client’s best interests. We undertake to provide those Services to the fullest extent of our knowledge and endeavour to do our utmost – as far as we are able – to achieve the goals set by the Client and regularly inform them about all relevant developments in their case.

6.6. KassaiLaw does not provide financial, tax-related and accounting related services; however, we can assist you in finding and involving financial and tax advisors and/or auditors or other experts. We do not provide recommendations from a commercial perspective as to whether you should conclude a particular investment or transaction.

6.7. Neither oral advice given by us with reservations, nor draft versions of written advice, may be regarded as the final professional opinion of KassaiLaw. The final professional opinion shall be contained exclusively in the finalized work product.

6.8. Our Services are tailored to the particular circumstances, facts and instructions you presented to us in the particular Assignment. All documents handed over to you by KassaiLaw in the course of the Services (legal assessments, contracts, etc.) shall be used exclusively for the sole purposes of said Assignment, and cannot be reproduced, handed over, revealed, or made available to any other third party without our prior written consent.

6.9. We can only give advice on legal positions within the jurisdictions in which we operate. However, based on our general experience, we may express views on legal issues in other jurisdictions. This is merely intended to provide the benefit of our experience, and the views we express in these cases do not constitute advice on which you are entitled to rely, and we do not bear any liability for them. If you would like us to, we will be glad to assist you in obtaining advice from lawyers qualified in other jurisdictions.

6.10. Although we may, in certain cases and on a general basis (for example through newsletters) inform our Clients on developments within a certain field of law, the advice we give you in an Engagement is based on the state of the law at the time it is given. Unless we have specifically agreed otherwise, we do not undertake to update the advice we have provided to take account of any subsequent changes in the state of the law.

6.11. We believe in sharing our knowledge and experiences whenever and wherever we can, therefore, we publish information and articles on various topics on our website (‘Content’). However, any and all Content is designed and intended for general informational purposes only and are current at the time of publication but may not reflect the most current legal developments and may not apply to all jurisdictions or circumstances. The Contents therefore do not constitute legal advice on any matter and should not be relied upon as such. We disclaim all liability in respect to actions taken or not taken based on any or all the Contents to the fullest extent permitted by law. You should seek local legal counsel in relation to any particular matters you or your organisation may have.

6.12. Our advice never entails any guarantee of a particular outcome.

6.13. We reserve the right to suspend our Services and to cease acting on your behalf with immediate effect and to retain all documents in our possession relating to the Engagement in the event of a material breach of contract by you until such breach is sufficiently remedied by you, if that is possible, within reasonable time. In any event, we are entitled to all fees and expenses having arisen in the course of our Services provided to you until the date of the suspension regardless of whether any final work product has already been provided to you.

 

7. Cooperation with other advisors

7.1. We have an extensive network of international advisors, and we will gladly help you identify and instruct other advisors in relation to specific matters. In the event that we consider it necessary to engage any consultant, expert, or foreign lawyer on your behalf in connection with any Engagement, we will consult with you before doing so.

7.2. These advisors are considered to be independent of us and we assume no responsibility or liability for recommending them to you or for advice given by them in their services, unless we specifically agree otherwise in writing prior to their engagement. You will be directly responsible for their fees and expenses.

 

8. Communication channels

8.1. Unless instructed otherwise, we communicate with our Clients and other parties in a variety of ways, including via the internet, by e-mail or chat, and documents sent to you will not be encrypted. Although we exercise due care in data security in accordance with industry standards, these channels involve security and confidentiality risks for which we cannot accept any responsibility. If you would like a greater level of security in electronic communications, let us know and we will find and implement a mutually acceptable e-mail protocol, incorporating encryption standards.

8.2. In the course of the Engagement, e-mail and electronic communication is considered and accepted by Parties as communication in writing.

8.3. We use spam filters and anti-virus programs which may sometimes reject or filter legitimate emails. Therefore, you should follow-up important emails by telephone or other channels in case you do not receive any response from us within reasonable time.

8.4. In order to make our work more effective, we use electronic work-tools and cloud-based solutions (e.g., document management systems, processing and analytical tools, collaboration platforms, e-signature services and virtual data rooms). We take reasonable measures to ensure that we maintain a high level of information security, and that suppliers of these IT solutions to us also do so, however, there are still residual risks. We therefore accept no liability for losses or damages arising due to use of these services.

 

9. Exchange of information

9.1. You need to make all information and documents in your possession that are required for the performance of the Engagement available to us. We cannot be held liable for any damages arising from your failure to meet these obligations, including if the provided information is not valid, is inaccurate or otherwise defaulted.

9.2. When you are expected to provide specific information or documents to KassaiLaw in order for us to be able to keep the deadline for the performance of the work, and you delay in supplying the necessary information by the deadline thereto set by KassaiLaw on the basis of our professional opinion, KassaiLaw cannot then be held liable for the damages arising from failure to meet the performance deadline.

9.3. In case of email communications, we indicate the level of priority in case of all new tasks and cases assigned, and also any follow ups, in the subject line of the email in the following way:

a) 8/10Feedback in merit is needed from Client in the same week for KassaiLaw to meet the deadline and undertake liability.

b) 9/10 Urgent work: Deadline is the following day, so feedback in merit is needed from Client on the same day to meet the deadline and undertake liability.

c) 10/10 Very urgent: Deadline is on the same day, so feedback in merit is needed from the Client immediately, on the same day to meet the deadline and undertake liability.

For the sake of clarity please note, that in case you fail to meet the deadline for feedback relevant to the level of urgency, we are entitled to invoke Section 9.2.

9.4. Unless specified otherwise, we will accept instructions from those persons we have reason to presume have a right to instruct us on your behalf. In cases where a Client Agreement is signed, the contact persons of the Parties specified therein are deemed to be authorized persons in relation to any instructions or other declarations. In the course of the performance of the Engagement, the employees of the Parties may contact each other, but they shall always inform the contact persons thereof.

 

10. Fees and Expenses

10.1. The principles of charging fees for the provision of the Services are always determined at the start of an Engagement. Unless otherwise agreed at the start of an Engagement, our fees are determined based on a number of factors, such as time spent, the complexity of the work and urgency of the matter, the qualifications, experience and resources required, the amount of work, the risks assumed (if any) by KassaiLaw, and the result achieved.

10.2. Upon request we can, wherever possible, provide you with an estimate of our likely fees at the start of an Engagement. Any fee estimates are based on an assessment of information available at the time and do not constitute a fixed price offer. As fee estimates are also based on the agreed scope of our involvement at the start, we reserve the right to revise and adjust these estimates in case the scope changes or other circumstances cause them to become inaccurate.

10.3. We are always very flexible with our pricing structures, and we are open to many solutions to best fit our Clients’ needs. Therefore, we may agree on pricing principles other than those described in Section 1. You can find our Clients’ most preferred pricing schemes at our Pricing page, and we are open to discuss other possibilities as well. Please, keep in mind that where we agree on a fixed or capped fee-based structure, we determine our fees based on the information you provide us with at the start and the agreed scope of the Engagement or the Assignment. Therefore, in case the scope or the tasks change significantly during our performance, we reserve the right to withdraw from the agreed pricing structure and continue working on an hourly basis, of which we will inform you.

10.4. In certain cases, we will request an advance payment before we commence work, which will be used to settle future invoices. The total amount of our fee and expenses may be more or less than the amount of the advance payment.

10.5. No further document – which is not clearly a condition in relation to the Engagement – is necessary to certify the completion of our performance in order to act on collection of the fees.

10.6. We review our hourly rates from time to time. We will inform you of any increase in the hourly rates prior to the continuation of the ongoing assignment. The application of the increased hourly rates requires your explicit approval. In case you do not reply to the notification within 2 days, the increased hourly rates shall be considered to be approved.

10.7. Effective on January 1 of each year, our hourly rates are adjusted to reflect inflation officially declared in the relevant jurisdiction, which adjustment is not subject to the approval process described in Section 6. and shall come into effect automatically.

10.8. In case of urgent task requests, meeting the performance deadline is subject to the following urgency fees:

a) if the deadline is on the same business day, the hourly fee is two (2) times the ordinary applicable hourly fee,

b) if the deadline is on the next business day, the hourly fee is one and half (1,5) times the ordinary applicable hourly fee,

c) if meeting the deadline requires weekend or holiday work (including relevant public holidays and predefined holidays at KassaiLaw of which the Client has been notified or was aware of), the hourly fee is two (2) times the ordinary applicable hourly fee,

d) if meeting the deadline requires work outside the regular business hours (9-18), the hourly fee is one and half (1,5) times the ordinary applicable hourly fee.

In case of point a), for requests arriving after 16:00 (CET), the term ‘same business day’ shall be understood as the next business day. In case of point b., for requests arriving after 16:00 (CET), the urgency fees are calculated as if the deadline were on the same business day, i.e., the fees determined in point a. are applicable.

We reserve the right to decline to carry out urgent tasks within the requested deadline, if, according to our judgment, they cannot be completed with due professional diligence and quality by the requested date.

10.9. In addition to our fees, we are entitled to be reimbursed for any reasonable expenses which arise during and in connection with the provision of the Services. These expenses are typically telephone calls, copying, etc. All further expenses other than the above (i.e.: court or authority fees, notarization, translation, taxi, courier services and other such costs) shall be borne entirely by the Client. Such expenses shall be paid by the Client either beforehand, directly to the relevant authority or afterwards via KassaiLaw in connection with the fees as stipulated in the relevant invoice. In case we incur expenses in any foreign currency, we reserve the right to be reimbursed for any losses as a result of changes in the currency exchange rate between the date of invoice and the date of payment.

10.10. Payment of our fees, costs and expenses is not contingent on the ultimate outcome of the Engagement.

10.11. By entering into an Engagement, you explicitly declare that you have no debts towards any other law firms on the basis of legal fees or any other expenses.

11. Invoicing and payments

11.1. In general, we will invoice you on a monthly basis. Depending on the Engagement, we may alternatively invoice less frequently or upon the completion of certain tasks. In case we incur any significant disbursements, we may send you a separate invoice for those at any time.

11.2. Each invoice specifies the due date. A late-payment statutory interest will be charged, if not stipulated otherwise, on any overdue amounts from the due date until payment is received. We reserve the right to cease acting for you with immediate effect and to retain all documents in our possession relating to the Engagement until all outstanding fees and disbursements are paid in full.

11.3. If you have any queries on any invoice, let us know as soon as reasonably practicable, but at the latest, within 3 working days of the invoice date. If any element of an invoice is queried, that part of the invoice which is not subject to query is to be paid within the due date specified on the invoice.

11.4. In addition to fees and costs incurred, value added tax will be added to the invoices, where applicable.

12. Liability

12.1. KassaiLaw has professional liability insurance and undertakes to maintain liability insurance of at least the minimum legally applicable amount at all times.

12.2. Your relationship is with KassaiLaw alone and not with any other entity or individual associated with KassaiLaw and acting under its brand (even if your expressed or implied intention is that the Services be carried out by specific individual(s)). Therefore, no party other than KassaiLaw shall have any liability towards you for the Services provided except as may be prescribed by mandatory law.

12.3. KassaiLaw’s liability for the performance of the Assignment shall only apply from the date of its acceptance by KassaiLaw, including if KassaiLaw is entrusted with taking over an ongoing assignment performed by third party consultants. Unless otherwise agreed in writing, the scope of such an Assignment shall under no circumstances include the comprehensive supervision of the work performed up to and including the date of entering into an Engagement or starting an Assignment, and we proceed on the presumption that the documents prepared and handed over to us are in every way complete, accurate and updated, and that the tasks related to the case handed over to us have been appropriately and accurately performed.

12.4. KassaiLaw’s liability is limited – to the extent permitted by applicable law – to pure economic Loss directly caused to the Client as a result wilful conduct, on our part in the course of the provision of the Services. KassaiLaw shall not be held liable for lost profits and/or indirect damages.

12.5. The ceiling on KassaiLaw’s financial liability for rendering the Services shall be the higher of a) the highest amount that the insurance company will reimburse in the relevant case, or b) the amount of legal fees actually paid by the Client as consideration for the relevant Assignment. A price reduction or any other remedy cannot be available in addition to damages. Neither do we accept any obligation to pay penalties.

12.6. KassaiLaw shall not be held liable for Losses arising from any information and data that was hidden or not revealed to KassaiLaw or that was handed over to KassaiLaw but subsequently turns out to be invalid, inaccurate, nor that which results from any changes in legislation that occurs following our delivery of the Services, or from any legal interpretation by a court or other authority which is at variance with the interpretation of the same provisions by KassaiLaw.

12.7. KassaiLaw shall not be held liable for any Loss if such Loss is due to the provision of false, misleading or incomplete information or documentation or due to acts or omissions of any person(s) other than those which are exclusively attributable to KassaiLaw.

12.8. KassaiLaw shall assume no liability for Losses arising in connection with the use of documents, unless the Losses directly derive from the use of the finalized and unchanged version of the documents handed over by KassaiLaw to the Client, or from the amended version thereof agreed upon with KassaiLaw and only from the use of such documents in the originally determined circumstances. For the avoidance of doubt, we shall not be liable for any Loss suffered as a result of your use of our work products or advice in any other matter or for any other purpose or at any other time than for which they were given.

12.9. KassaiLaw shall not be held liable for any Losses arising from the fact that an unauthorized person sought to instruct KassaiLaw, and KassaiLaw did not comply with those instructions.

12.10. Our advice is confined to legal matters in the specific Engagement, and insofar as we provide mathematical calculations or express views or mention factors relating to non-legal matters, we accept no liability for any potential consequences thereof.

12.11. We will not accept any liability for any Loss suffered as a result of events beyond our control, provided that we could not have reasonably anticipated such events at the time we accepted the Engagement and whose consequences we could not reasonably have avoided or overcome.

12.12. In the event of Loss caused by one of our subcontractors we are not liable to an extent greater than the extent to which we can receive compensation from such subcontractor or the subcontractor’s insurance. We shall, however, not bear any liability for other advisors or professionals, whether recommended by us or for any advice or services given by them, regardless of whether they report to us or to you.

12.13. For the sake of clarity, we will not assume any liability for Loss which has arisen as a result of you, as a consequence of the Services provided by us, having been charged tax or being at risk of being charged tax.

12.14. We are not responsible for the appropriateness of any commercial or strategic decisions taken by you.

12.15. We cannot be held liable for any Loss incurred or suffered as a consequence of us complying with the applicable rules and professional and ethical standards or by us fulfilling our duties and obligations under law or such professional and ethical standards.

12.16. Where any Loss is suffered by you for which we would otherwise be jointly and severally liable with any third parties, the extent to which such Loss shall be recoverable by you from us, as opposed to the third party, shall be limited so as to be in proportion to our contribution to the overall fault for such Loss.

12.17. Our liability shall be reduced by any amount which may be obtained under any insurance maintained by or for you or under any contract or indemnity which you are a party or a beneficiary to, unless it is contrary to the agreement with such insurance provider or other third party will be prejudiced thereby.

12.18. If you have, or are considered to have, accepted any exclusion or limitation of liability from any other adviser or professional, our total liability to you shall be reduced by the amount of contribution that we could have been able to recover from that adviser or professional if its liability to you had not been so excluded or limited (and regardless of whether that other adviser or professional would have been able to pay the contribution to us).

12.19. For purposes of this ToS, ‘Loss’ shall mean any and all liabilities, obligations, losses, damages, claims, deficiencies, penalties, taxes, levies, actions, judgments, settlements, suits, costs, legal fees, accountants’ fees, disbursements, or expenses.

 

13. Confidentiality, disclosure of information and reportable arrangements (DAC 6)

13.1. We have a duty of confidentiality regarding all information that is entrusted to us or which we otherwise acquire knowledge of within the scope of our legal practice. We protect Client information in accordance with the applicable rules and professional and ethical standards. In certain instances, however, we may be required by law to disclose confidential information. We may also disclose such information with your consent or in connection with a dispute between you and us. We reserve the right to disclose confidential information to our insurance providers in case of any such dispute.

13.2. According to law, we may be obliged to disclose information to the relevant tax authorities in respect of your VAT number and the amounts which we have invoiced you.

13.3. In case we engage other advisers or professionals in the course of an Engagement, we may communicate to them all materials and other information which we believe may be relevant to them in advising or carrying out other work for you. The same applies to materials and other information that we have obtained as a consequence of the identification and verification procedures carried out by us according to Section 3.

13.4. In cases where we agree to carry out an Engagement for more than one Client, we have the right to disclose materials and other information that one of the Clients has imparted to us to the other Clients. In some cases, we also have a professional obligation to disclose such materials and information to the other Clients.

13.5. When a particular matter has become publicly known, we have the right to announce our participation for marketing purposes. Such announcement may only contain information about the matter that is already in the public domain. Furthermore, in our information and reference materials used for marketing purposes, we shall be entitled to refer to and include the Client, the nature of the work performed for the Client, the value of the assignment and that of the transaction constituting the object of the assignment and display the Client’s owned or licensed logotypes. If we have reason to assume that you do not want us to use such information, will we ask for your consent before doing so.

13.6. As regards the EU Directive concerning the automatic exchange of information which relates to reportable cross-border arrangements (DAC 6), in light of our duty of confidentiality we are restricted from reporting any such arrangements to the tax authorities and from informing other advisers about their obligation to report them unless you expressly instruct us to do so and in connection therewith release us from our duty of confidentiality. If you give us such instruction, we will treat this as part of our Engagement.

 

14. Market Abuse Regulation – Insider lists

14.1. In case you are required draw up an insider list under Article 18 of the EU Market Abuse Regulation (596/2014/EU), and you consider that certain information to which we have access to in the course of our Engagement constitutes insider information, you are required to notify the lawyer responsible for the specific Assignment immediately and request that we draw up an insider list of the employees and direct contributors of KassaiLaw who have access to the insider information. In absence of such notification, we do not keep insider lists.

14.2. If you request a copy of our insider list, we will provide it to you as soon as possible, provided that your request is made no later than five years after the list was prepared or dated by us. You are required to keep confidential any insider list provided by us and to use it only in order to comply with MAR.

 

15. Data protection

15.1. Both KassaiLaw and the Client shall proceed in compliance with applicable data protection regulations.

15.2. We process the personal data of the Client or connected persons and third parties relating to the performance of the Services in accordance with our Privacy Policy.

15.3. During the term of the Engagement, Client shall inform KassaiLaw about any change in its data subject to reporting obligations pursuant to the identification provisions on money laundering, including any change in the person of the ultimate beneficial owner, within 5 working days after any such change is made known to Client.

15.4. If any change occurs in the company data of Client, and someone other than KassaiLaw has executed the submission of the said change to the court of registration or other relevant authorities, the Client shall inform KassaiLaw about the change within 5 calendar days.

15.5. We do not accept liability for any Losses arising from your failure to inform us in accordance with Sections 3. and 15.4.

 

16. Intellectual Property

16.1. The intellectual property rights in all documents and work products created by KassaiLaw in the course of the Services and delivered to the Client in any (printed or electronic) format are the sole property of KassaiLaw, although you have the right to use them for the purpose for which they were provided. Unless agreed otherwise in writing, no document or other work product generated by us may be generally circulated or used for marketing purposes.

16.2. We have the right to improve upon and use freely all the solutions devised during the work, and all the information and know-how created by us and contained in the documents handed over to the Client.

17. Non-solicitation

During the term of the Engagement and for a period of 2 years after the termination thereof, Client shall not, without KassaiLaw’s prior written consent, directly or indirectly, (i) solicit or encourage any person to leave the employment or other service or assignment of KassaiLaw, or (ii) hire, on behalf of Client or any other person or entity, any person who has left the employment or assignment within a period of 2 years following the termination of that person’s employment or assignment with KassaiLaw. In the event of a breach of Client’s obligation described herein, Client is obligated to pay to KassaiLaw a penalty of EUR 70,000/breach.

18. KassaiLaw Star-tup Toolkit

18.1. We understand the increasing need to speed up processes efficiently, so we have prepared some packages with fixed prices that cover the topics that occur most often when starting up your company. You may find these packages under the Start-up Toolkit section of our website.

18.2. When you have found a package you like, you can send us the request by entering your name, email address and selecting the items in the package you would like to receive. By sending your request, you are also requesting a free of charge kick-off meeting with us.

18.3. At the kick-off meeting, you will be able to discuss your individual requirements with one of our experts, and you can decide whether or not you want to order the package. If you do choose to order, we will then send you confirmation of that order being placed.

18.4. In each individual case we do a 5-hour consultation and customizing included within the fixed prices, based on our brief but pragmatic questionnaires that are directed at discovering your project’s or company’s unique aspects.

18.5. The packages are compliant with the Swedish or Hungarian jurisdiction, depending on what you request.

 

19. KassaiLaw Entrepreneurship Academy

19.1. We believe in life-long learning, and we are dedicated to sharing our knowledge with as many people as possible. That is why we offer courses in a variety of topics via the KassaiLaw Entrepreneurship Academy. You can find our courses here.

19.2. We are constantly upgrading and adding new options to our list of courses, and we are always very flexible in adapting to your needs by customizing existing courses and topics to your preferences, or by adding new topics you would like to hear about. Do not hesitate to contact us with any special requests.

19.3. The details of the collaboration in the framework of the KassaiLaw Entrepreneurship Academy are subject to further discussions with you since we always prepare a tailormade offer that considers your specific preferences and needs.

20. Amendments

20.1. We may amend these ToS from time to time. The current version can always be viewed on our website. Amendments will become effective only in relation to Assignments initiated after the amended version has been posted on our website, unless expressly agreed otherwise.

20.2. In case we have stated specific terms in respect of an Engagement or part of an Engagement in writing, those terms shall prevail if and to the extent there are any inconsistencies between them and these ToS.

21. Complaints

21.1. We are committed to ensuring that you are satisfied with our Services and that we meet your expectations. If, for any reason, you are dissatisfied with our Services or have a complaint, you should notify your Client relationship partner as soon as possible. Alternatively, you may also contact us at office@kassailaw.com. All complaints received will be investigated in accordance with our internal procedures.

21.2. Any complaint shall be submitted within a reasonable time and in any event no later than 60 days from when you became aware or should have become aware of the circumstances giving rise to the complaint. We accept no liability for any complaint made after the expiry of such 60-day period or later than twelve months after the date of our relevant invoice for the Assignment to which the complaint refers.

21.3. If we or our insurance pays compensation to you in connection with your complaint, you must, as a condition for such payment, transfer the right of recourse against the third party to us or our insurance provider.

22. Termination

22.1. An Engagement is considered terminated when we have carried out the Client’s instructions in relation to the Engagement in question. You may also terminate cooperation with us at any time with a written request.

22.2. Pursuant to the relevant rules and professional and ethical standards, in certain circumstances we have a right and even an obligation to terminate an Engagement. These circumstances include, for example, inadequate client identification, suspicion of money laundering or terrorist financing, conflict of interest, material breach of contract, failure to pay invoices due, insufficient instructions, or if confidence and trust no longer exist between us.

22.3. The termination of the Engagement for any reason does not affect your obligation to pay our fees for Services provided and expenses incurred prior to and including the date of termination. Within 30 days after termination for any reason, Parties are obliged to settle and pay all fees and expenses in connection with the Services provided until the date of termination. KassaiLaw is obliged to return or delete all documents or any other goods that are owned by Client and which were handed over to KassaiLaw in the course of the assignment.

23. Document retention

23.1. While an Engagement is ongoing, we may store documents and work results produced by us or by you or a third party electronically in a central system to provide the team working for you with easy access to necessary information.

23.2. Unless otherwise agreed in writing or required by law, we retain copies of all relevant engagement-related materials for ten years from the termination of the Engagement, after which the materials are destroyed without further notice. We retain these materials primarily in electronic format. Costs for printing, copying, or sending the archived materials or any other administrative measures may be charged to you in case you request such actions.

23.3. Since we are under an obligation to retain the above documents, we cannot meet a request to return or destroy a document (without keeping a copy) prior to the expiration of the retention period.

23.4. Unless otherwise agreed, all original documents will be returned to you when an Engagement has ended. If we send valuable documents to you at your request, this will be at your own risk. We will keep a copy of those documents according to Section 2.

24. Governing law and dispute resolution

24.1. The present ToS and the Engagement shall be governed and construed in accordance with the provisions of the laws of the country where the contracting entity of KassaiLaw is registered, including any regulations governing the legal activities, as applicable.

24.2. Any dispute that may arise shall be settled in mutual agreement by the Parties. If a dispute arises, Parties must use all reasonable endeavours acting in good faith to resolve the dispute by joint discussions. A Party may not commence court or any other legal proceedings in relation to a dispute until it has exhausted the requirement for negotiation in merit. In case a dispute is not settled with one accord, it is to be solved by a competent court of justice exclusively having competence in the country of the registered seat of the contracting entity of KassaiLaw, and it falls under such jurisdiction.

24.3. The Client may only initiate legal proceedings for the enforcement of claims arising from the assignment after notifying us in writing of any such intention. The enforcement of such claims may take place within 6 months from the date when the Client becomes aware, or with due care ought to have become aware of the facts which give rise to the liability or the alleged liability of KassaiLaw, but not later than within twelve months from the date of the occurrence of the disputed action or default.

24.4. For the sake of clarity, any claims arising from Loss sustained by the Client or regarding liability matters may only be enforced directly by the Client against KassaiLaw itself and only if directly in connection with the performance of the Assignment. The Client agrees that it will not initiate any litigation or non-litigation procedure against the members, employees, other contributors and subcontractors of KassaiLaw.

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