General Conditions

These conditions apply to all commissions undertaken by DKCO Attorneys-at-law, hereafter DKCO, however only to the extent they are not in conflict with any specific terms agreed upon between DKCO and the client.

In addition to these general conditions, the Code of Conduct established by the Finnish Bar Association applies to all commissions.

These conditions are subject to amendments by DKCO from time to time. The latest version of the general conditions is published at the DKCO website, www.dkco-law.com. Amendments in the general conditions only apply to commissions initiated after the amendments have been published at the website.

Work methods and commission
Our attorneys and associates usually work in teams in order to provide the resources and knowledge needed for a specific commission. During the course of the commission changes may be done in the working team and the resources allocated to the commission. External advisors, consultants and experts may be consulted if needed, however always subject to a prior separate agreement with the client.

An attorney is appointed to care for the overall client relationship between You and DKCO. His/her task is to guarantee the best possible understanding of Your business and to develop the relationship between You and DKCO. DKCO also appoints an attorney responsible for the work performed in each separate commission. This attorney may be the attorney in charge of client relationship or another attorney with the specific competence required in the commission.

DKCO accepts the commission as a commission for DKCO and not as a commission for a specific attorney. This applies even if it is Your explicit or implicit intention to have the commission performed by one or several specific individuals. All DKCO attorneys, lawyers and other staff involved in the commission undertake the commission in compliance with these conditions. These staff members do not have any personal responsibility towards You, unless stipulated by mandatory provisions. The commission is therefore a contract between You and DKCO and not between You and any individual connected to DKCO.

All issues in a dispute, business transaction or business project are considered as one (1) commission, even if they involve several associated companies, it is handled by different attorneys within DKCO and even if different invoices are issued.

DKCO’s counselling is adapted to the commission and the circumstances that have been presented to DKCO. Therefore it is not possible to use the advice or rely on the advice for any other purpose, than for which it was supplied. If not agreed otherwise between You and DKCO, the counselling does not include taxation issues of the commission. If not agreed otherwise, DKCO will not make any independent verification of the information provided to DKCO for the commisison. If not agreed otherwise, DKCO will assume that the information and material provided is correct and complete and that no relevant information or documentation has been withheld. Without any delay, DKCO must be informed about changes in such provided information and material. The advice given by DKCO in the commission only refers to Finnish and Åland legislation, and hence no other jurisdiction, unless otherwise explicitly agreed. If and to the extent that DKCO provides general advice on the legislation in other jurisdictions, it is only within the scope of DKCO´s general experience of legal issues in such jurisdictions, unless otherwise expressly agreed. Such statements are not to be considered as legal advice. However, DKCO will assist You to obtain legal advice from a legal service provider within the foreign jurisdiction.

Secrecy
The attorneys, lawyers and other staff of DKCO are bound by professional secrecy in accordance with the Code of Juridical Procedure, the Attorneys-at-Law Act, as well as the Finnish Bar Association’s Code of Conduct. DKCO will not disclose any information which is not public, unless the disclosure is a part of the commission or unless DKCO has obtained Your consent. Information and material given to external advisors, consultants and experts are limited to information and material relevant for the commission.

Personal data and its protection
DKCO is handling certain data to perform the commission. In the context of some commissions, DKCO is forced by law to obtain and keep evidence and certain documentation concerning its clients’ identities, representatives and ownership, in order to prevent money laundering and financing of terrorism. In some cases DKCO is also obligated to verify the origin of its clients’ funds and other assets, and to verify if the clients is a politically exposed person. Therefore, DKCO may ask you to provide documentation on Your identity, Your company or on any other person connected to the commission. Such a request may be done before a commission is initiated or during the course of the commission. If you do not comply with such a request, DKCO might, according to mandatory provisions and the professional Code of Conduct, be forced to immediately resign from or terminate the commission and relationship with You. DKCO may also be forced to disclose information to the authorities, when this is prescribed by law. More information on how DKCO is handling personal data can be found in the privacy policy, which can be found at www.dkco-law.com. The terms of the privacy policy are, where relevant, integrated in the general conditions.

Publicity and marketing
Unless otherwise agreed, DKCO reserves the right to use Your name and a brief summary of the commission, in offers to other clients and in information given to legal catalogues and databases. In transactions and similar commissions, You accept that DKCO may publish, when the transaction/commission has become publicly known, inform about DKCO acting as your legal counsel in the commission in its marketing material or on its website . Information about the transaction only contains information that is already publicly known. If DKCO has any reason to believe that You may react negatively to such publication, DKCO will obtain Your prior consent.

Documentation and copyright
DKCO’s documentation is both physical and digital. When a document is received by DKCO, it is digitized and stored in our digital database.

Documents in original, and documents that can not be stored electronically due to law or other regulation, will be stored physically and will be returned to the client when the commission is completed, has ended or when otherwise necessary. Unless otherwise agreed, DKCO will send all original documents to You when the commission has been completed. DKCO will retain copies of the documents for its own filing.

DKCO owns the copyright and other intellectual property rights to the results of the work performed by DKCO in a commission. Naturally, You are entitled to use the results for the purpose or purposes for which the work has been performed. DKCO appreciates it if You will not disseminate such work or use it for marketing purposes.

Fees and invoicing
Unless otherwise agreed, the following factors determine the fees:

a) The skill and experience that the commission necessitates
b) The results achieved
c) The time consumed
d) The value represented by the commission
e) Possible risks for DKCO, and
f) The time pressure during the commission

DKCO’s fees are harmonized with the rules on remuneration of the Finnish Bar Association.

In addition to the fees, costs for travel, accommodation, and other expenses may be invoiced to you. DKCO will pay costs for your expense and then invoice them to you afterwards. Alternatively DKCO may ask you to pay such costs in advance or forward the invoice to you for payment. If the fees are significant, DKCO has the right to payment in advance, provided that the fees are necessary for pursuing the commission.

DKCO applies monthly invoicing. If requested, DKCO can provide you with regular information on the fees accumulated. Unless otherwise agreed, the payment condition concerning invoices from DKCO is ten days. DKCO applies interest on overdue payment according to the Interest Act.

If you are entitled to insurance indemnity to cover all or part of DKCO’s fees, you are nevertheless responsible to ensure that DKCO’s fee is paid in the amount and at the rate it is charged and matures. Insurances do not cover VAT and normally have a significant excess and a maximum amount.

If your insurer advances or pays part of the fees on account, such payment is deducted from DKCO’s claims only at the time of the actual payment. DKCO reserves the right to issue an on-account invoice for its fees. If this occurs, the final invoice for the commission is to specify the total fee, at which point the fee you paid on account will be deducted.

DKCO reserves the right to request an advance, both prior to a commission and during on-going work. DKCO’s right to an advance payment remains in force during the commission. The advance will be used to settle future disbursements and invoices. Normally advance payments are deducted from invoices when a commission is completed. As an attorney normally is unable to request an advance that is greater than the expected fee, DKCO’s final fee usually will be higher than the amount advanced.

DKCO always tries to provide legal services for fees that are attractive. At your request, DKCO will give you an estimate of the fees for the commission prior to its commencement. DKCO can also, if and to the extent appropriate and possible, agree on a budget or other arrangement for the assignment. For defined and less extensive commissions, where time required can be estimated in advance, a quote is provided under certain specified conditions.

DKCO reserves the right to revise its fee estimate, budget or other arrangement when DKCO has reason to believe that the estimate is no longer accurate or if the objectives are no longer attainable. All amounts are stated net of VAT.

Limitation of Liability
DKCO´s liability is limited to final written performances. DKCO is not under any circumstances responsible for spoken comments or draft documents, neither for course materials, newsletters or similar materials which are not connected to a specific commission. If You wish to act based on a spoken statement, please notify us in order for us to formulate a written and tailored performance to You, on which You can rely. The limitations of liability terms presented in the general conditions, are applicable to the performance of DKCO’s partners and other staff, as well as to the performance of former partners and former staff, regarding any damage or loss that You may have suffered.

The maximum liability of DKCO for damage caused to the client, is limited to direct economic damages, caused by fault or neglect. Our liability is reduced by any amount You receive from insurance or other compensation You are entitled to.

DKCO is not responsible for loss of production or profits or for any other indirect damage, loss or consequential loss. DKCO shall not have any liability to third parties as a result of Your use of the documents or other advice from DKCO. Unless otherwise agreed, DKCO will not be liable if schedules are not kept, or if any part of the work can not be completed within the proposed time frame, or if DKCO is unable to start or continue its work because of circumstances outside its control.

If DKCO at Your request agrees in writing that a third party may rely on the advice or a document drafted by DKCO and explicitly accepts responsibility also towards third parties, it should not increase or otherwise affect DKCO’s responsibility. DKCO’s liability towards such third parties is equal to its responsibility towards You. Any amount DKCO pays to third parties as a result of such liability, shall correspondingly reduce DKCO’s liability towards You. Even if DKCO has specifically agreed that third parties may rely on the advice or a document drafted by DKCO, DKCO assumes no counselling responsibility towards such third parties.

If DKCO terminates the commission or the relationship with You due to circumstances on Your account or if it is required by law or the code of conduct, DKCO assumes no liability for any damage the termination might cause. DKCO’s limitations of liability under these terms or under any separate agreement are applicable also to DKCO’s attorneys, lawyers and former staff jurists.

DKCO may, in addition to what is provided in these terms, apply special limits of liability for certain commissions or parts of them. Such limitations of liability will be communicated to You prior to the commencement of the commission.

Other advisors
DKCO has a network of professional advisors in both Finland and Sweden as well as in the rest of the world and is willing to assist You if necessary to find and instruct such professional advisers. Such other professional advisers should be regarded as independent of DKCO and DKCO does not assume any responsibility for the advice from these advisors or for having recommended them to You. DKCO is not responsible for any fees or costs that such advisors may charge.

If DKCO instructs such other professional advisers on Your behalf, DKCO may assist You to require fee quotes or to agree on the fee You will pay for their services. DKCO takes however no responsibility for such offers or agreements.

Communication
DKCO appreciates if You inform the attorney in charge of Your commission in the event You do not want to communicate via the internet or by e-mail. DKCO’s spam and virus filters and security arrangements can sometimes filter out e-mails. Therefore, it is ecessary to follow up important e-mails by means of a telephone call.

Insider register
DKCO assumes that You will provide information on whether You require DKCO to maintain an insider list, in order for You to fulfil Your obligations under the EU regulation no 596/2014 (market abuse regulation). DKCO will provide You with a copy of the insider list at Your request, provided the request is made within five years and one day after the date of issue. You agree to keep the insider list secret and only to use it to fulfil Your obligations under the aforementioned rules. The client is responsible for notifying DKCO whether a specific set of data constitutes inside information. DKCO assists You, if necessary, to determine whether the information in the case is inside information.

DKCO undertakes to take all necessary measures to ensure that persons on the insider list are aware of the obligations this entails and the penalties for misuse and improper circulation of sensitive information that may influence prices.

Right of withdrawal in Distance Selling
According to the Consumer Protection Act a consumer is entitled to withdraw from a contract which has been concluded by telephone, letter, e-mail, web-site or any other device that can be used for distance communication, within 14 days of receiving the confirmation. Nevertheless, the consumer is not entitled to withdraw from the contract if its execution has commenced with the consent of the consumer.

Termination of Engagement
You have the right to terminate our commission at any time by written notice to DKCO. You are obligated to pay the fees for services provided and expenses incurred prior to Your termination of the commission.

In accordance with the code of conduct established by the Finnish Bar Association, DKCO has the right to terminate the commission. According to these rules, DKCO can terminate the commission due to delay in payment. You are obligated to pay the fees for services provided and expenses incurred prior to the termination of the commission. You are committed to sign any documents needed for the termination of the commission.

Complains and claims
DKCO’s business is based on the condition that its clients are satisfied with the way services are provided and that DKCO’s counselling meets and preferably exceeds the clients’ expectations. Nevertheless, if You are dissatisfied or have a complaint against DKCO You should notify the responsible attorney as soon as possible. If You want to make claims against DKCO You should do so as soon as you, after reasonable inquiry, have become aware of the circumstances on which You base Your claim (preclusion). Claims shall be made within twelve months after You become aware of such circumstances and in any event no later than twelve months after DKCO’s latest invoice or final notice/final account for the commission (contractual limitation). If Your claim against DKCO is based on claims against you from an authority of a third party, DKCO has the right to answer, agree on and settle the claim on Your behalf, provided that You are indemnified by DKCO. If DKCO is denied this right, DKCO has no liability for the claims against You. DKCO’s payment to You requires You to transfer the right of recourse against third parties to DKCO or its insurers.

DKCO is under the supervision of the Finnish Bar Association and You always have the right to complain to the Supervisory Board or the Office of the Chancellor of Justice to determine whether DKCO has complied with the code of conduct. Details on this procedure are available at the Finnish Bar Association’s website.

Settlement and Collection of Debts
DKCO’s commission and these terms and conditions are regulated by Finnish law. Any dispute arising from these terms and conditions or any matter concerning DKCO’s business-to-business commissions shall be settled ultimately by an arbitrator in accordance with the Arbitration Act (967/1992). The arbitrator shall be appointed by the Central Chamber of Commerce. The seat of arbitration shall be Helsinki and the language of management is Swedish. Consumers can pursue their claims in an ordinary court of law. Disputes about fees can be referred for decision to the Supervisory Board of the Finnish Bar Association.

However, DKCO always has the right to pursue its claims in court against You regarding overdue debts, or take other collection actions, such as applying for injunction to pay. DKCO has always the right to pursue its claims in the District Court of Helsinki. Confidentiality rules contain exemptions for the recovery of fee claim by the attorney. Default of payment can lead to the effect that information otherwise covered by confidentiality becomes public. Collection actions can not be performed without revealing Your relationship with DKCO.