1. Definitions
In these general terms and conditions, the following terms are used with the following meanings, unless expressly stated otherwise:
- Crowe Spark Legal and/or Crowe Legal: the BV CROWE SPARK LEGAL, with registered office at 2610 Antwerp, Sneeuwbeslaan 14 with company number 0871.193.226 and its associated lawyers.
- Client: the natural person or legal entity who calls on the services of Crowe Spark Legal BV.
2. Scope
These terms and conditions apply to any service provided by Crowe Spark Legal to the Client. Agreements that might differ from one or several provisions of these general terms and conditions will only replace the provision(s) of which they constitute a derogation, but will not affect the application of the other provisions of these general terms and conditions.
3. Contractual relationship
The lawyers associated with Crowe Spark Legal perform their services in the name and on behalf of Crowe Spark Legal BV. Crowe Spark Legal is the only contracting party of the Client for any services performed by its affiliated lawyers. The list of lawyers associated with Crowe Spark Legal and their status can always be consulted on the branch’s website (www.crowelegal.be).
4. Subject of the service
Crowe Spark Legal and the Client will agree on the precise object of the service at the start of the cooperation and, if necessary, adapt and/or expand the scope thereof during the further course of the cooperation. The Client agrees that the determination of the precise object of the service and any adjustment and/or extension thereof may take place without formal requirements and may appear, among other things, from correspondence, email traffic and, where appropriate, the tacit acceptance of services or from the payment of invoices. Crowe Spark Legal’s commitment is a best efforts obligation.
5. Internal division of tasks
Unless expressly objected by the Client, Crowe Spark Legal may distribute or redistribute the files or certain parts and aspects thereof entrusted to it by the Client internally to the lawyers associated with Crowe Spark Legal. This internal distribution will take place based on the preferential matters of the lawyers and partners affiliated with Crowe Spark Legal.
6. Appeal to third parties
Apart from the usual tasks that are performed in the law firm, the Client agrees that Crowe Spark Legal can appeal to third parties such as translators, bailiffs, experts, notaries, accountants, revisers, etc.
If the execution of the assignment requires appealing to third parties, the Client leaves its choice to the lawyer. The same applies to the performance of simple tasks such as filing procedural documents, appearing at an (introductory) hearing, etc. by a local lawyer.
Crowe Spark Legal engages the aforementioned third parties in the name and on behalf of the Client, who will be deemed to have contracted directly with these third parties. Unless agreed otherwise, the payments, fees and costs of these third parties shall be borne in full by the Client and, where appropriate, they shall be paid directly by the Client to these third parties. If these costs are advanced by Crowe Spark Legal, they will be charged to the Client. Crowe Spark Legal cannot be held personally liable for the intervention of these third parties.
7. Information
Crowe Spark Legal informs the Client about the execution of their assignment and the progress of the handling of the case.
The Client provides all useful information with a view to the performance of the agreed service provision for the entire duration of the assignment, if required by Crowe Spark Legal. Crowe Spark Legal is not liable for any damages resulting from incorrect or incomplete information provided by the Client.
In principle, the Client will only provide Crowe Spark Legal with copies of documents relevant to the case. Crowe Spark Legal cannot at any time be responsible for its storage after the case has been closed. Crowe Spark Legal shall keep the file gathered during the assignment for at least 5 years after the closure of the file, after which it shall be destroyed. If the Client handed over original documents to Crowe Spark Legal, the Client will retrieve these at the latest upon closing the case if they cannot be destroyed after archiving.
8. Costs and fees
Unless agreed otherwise in writing, the services provided by Crowe Spark Legal are charged on the basis of an hourly rate per time unit worked. The rate can be adjusted in the interim by Crowe Spark Legal. It can also be adjusted in the meantime, as a result of certain factors such as (among others) the importance of the case, the degree of difficulty of the case, the urgency of the case, the result.
Crowe Spark Legal and the Client can, in addition to charging the services based on a rate per unit of time worked, agree on other formulas for calculating the fees and costs. These formulas can include, but are not limited to:
- the charging of a fixed amount per file or per instance;
- the charging of only the damage clause and/or the legal costs per case, regardless of the outcome of the case;
- the charging of a fixed amount per year that is invoiced pro rata and periodically, in principle monthly;
- success fee.
The office expenses of Crowe Spark Legal consist of the material expenses resulting from the handling of a file. These are costs for opening the file, correspondence, registered letters, fax, telephone, copies, court order, travel expenses, etc. These costs were not listed restrictively and are sometimes specific to the case.
The legal costs and expenses that the lawyer must pay to third parties, such as bailiffs, the court registry, translators and public authorities, are generally paid directly by the Client to the third party.
VAT must be paid on the costs and fees of Crowe Spark Legal at a rate of 21% (currently).
9. Payment terms, payment methods and advances
Crowe Spark Legal reserves the right to request an advance payment from the Client before the start and during the course of its work by means of an advance invoice and to only start or continue its work after payment of this advance invoice. The settlement takes into account the advances previously charged.
The fees and costs are in principle charged monthly to the Client. These invoices are payable within 15 days following the date of the invoice. If part or all of an invoice is not paid on the scheduled due date, the balance of all other invoices (even those that are not yet due) will also become due and payable automatically and immediately. In this case, Crowe Spark Legal also has the right either to suspend the performance of its work in all files with the Client in question until all invoices have been paid in full, or to cancel the global cooperation with the Client with immediate effect. Crowe Spark Legal is not liable for damage resulting from the suspension or termination of its activities.
To be admissible, any complaints and/or objections to our invoices must be made by registered letter within 8 days after they have been received. In the event of non-payment by the due date, late payment interest of 9% per annum shall be due automatically and without notice of default and compensation of 10% shall also be due on the outstanding balance with a minimum of EUR 125.00, without prejudice to our right to demand compensation for the real damage suffered and costs incurred. The mention of this invoice in our accounts serves as proof that it was sent to and received by the addressee.
If several Clients jointly call on the services of Crowe Spark Legal for the same assignment or file, they jointly and severally undertake to pay the fee statements (fees, costs and success fee).
10. Liability
In the event of a failure attributable to Crowe Spark Legal in the performance of its service, including professional errors committed by the lawyers affiliated with Crowe Spark Legal, who perform their services in the name and on behalf of Crowe Spark Legal, only Crowe Spark Legal can and will be held liable by the Client, but not the partners, lawyers or appointees affiliated with Crowe Spark Legal.
Crowe Spark Legal, its lawyers-partners and lawyers-employees are insured for their professional liability. The cover of this insurance contract applies to the consequences of acts and actions performed worldwide, for activities performed by the insured persons from their branch/offices located in Belgium and subject to the clarifications made by the insurance contract. However, the requirements imposed in the United States or Canada, or under the legislation or jurisdiction of the United States or Canada, are not insured.
With regard to the specific terms and conditions of insurance cover, Crowe Spark Legal refers to the text of the above-mentioned insurance contracts, the provisions of which shall take precedence at all times over the summary of these insurance terms and conditions provided for in these general terms and conditions. Upon request, a copy of these insurance contracts will be made available to Client free of charge.
Crowe Spark Legal cannot be held liable for any shortcomings of third parties that it engages, not even if these third parties charge their remuneration/fees and costs to Crowe Spark Legal and/or these third parties would be regarded as a subcontractor of Crowe Spark Legal. Crowe Spark Legal cannot be held liable for the choice of third parties engaged by Crowe Spark Legal or the Client on its recommendation.
The Client considers the ordinary insurance of the lawyer to be sufficient and accepts that the compensation for the damage they suffer as a result of a professional error on the part of a lawyer is limited to the amount for which the lawyer is insured. This limitation does not apply in the event of intent or gross error on the part of the lawyer. If the professional liability insurer does not cover the damage, without the lawyer being at fault, the compensation on the grounds of a professional fault of the lawyer is limited in principal, costs and interest to the amount of the fees paid by the Client in the file concerned.
Under no circumstances can Crowe Spark Legal be held liable for indirect damage, consequential damage, loss of use or loss of profit suffered by the Client or third parties.
11. Third-party funds
Crowe Spark Legal will transfer all amounts it receives for the Client to the Client. If Crowe Spark Legal cannot transfer an amount, it will inform the client of this. However, Crowe Spark Legal may withhold sums from the amounts it receives on behalf of the Client to cover the outstanding invoices. This provision does not prejudice the right of the Client to contest the fee statements of Crowe Spark Legal.
12. Intellectual property rights
The Client is not permitted to disseminate, disclose or use in any manner whatsoever the opinions, memoranda, memos, agreements and design agreements, procedural documents and any other intellectual works, in whatever form, drawn up and provided by Crowe Spark Legal without the prior written consent of Crowe Spark Legal, except in the context of the assignment granted to Crowe Spark Legal.
13. Identification obligation
Crowe Spark Legal is subject to the legislation on preventing the use of the financial system for money laundering and terrorist financing (as amended from time to time by the Act of 11 January 1993, as most recently amended by the Act of 18 September 2017 on preventing money laundering and terrorist financing and limiting the use of contacts (Belgian Official Gazette 06 October 2017). This legislation imposes an obligation to provide proof of identity and requires the reporting of unusual transactions. As a result of the aforementioned legislation, Crowe Spark Legal is legally obliged, among other things, to identify their Clients and keep proof of their identification. The Client will provide all requested identity details by means of official documents and, where appropriate, the data of its representatives.
14. Processing of personal data
Crowe Spark Legal considers the privacy and protection of personal data of Client extremely important. The lawfulness of the processing of the personal data of Client, its security and confidentiality, is essential for Crowe Spark Legal.
Crowe Spark Legal’s policy on the processing of personal data is set out in Crowe Spark Legal’s Privacy Policy, which is available on the website.
15. Termination and consequences of the termination of the agreement
Both the Client and Crowe Spark Legal can terminate the agreement at any time by informing each other in writing. The completion of the assignment does not, however, affect the financial arrangements made between the parties. If a success fee has been agreed, it remains due.
16. Partial nullity
Should one or several provisions of the general terms and conditions be null and void, unenforceable or invalid, such nullity, unenforceability or invalidity shall not affect the enforceability and validity of the other provisions and of the remaining part of these general terms and conditions. Provisions that are affected or invalidated by nullity continue to be binding for the portion thereof that is legally permissible. The Parties undertake to replace the provisions that are null and void or invalid with valid provisions that approximate the intention of the Parties as closely as possible.
17. Changes to the general terms and conditions
These general terms and conditions may be changed from time to time. The applicable terms and conditions can be consulted at any time on the Crowe Spark Legal website.
18. Applicable law and competent court
The agreements between Crowe Spark Legal and the Client are governed exclusively by Belgian law. The Parties shall preferably settle their disputes amicably. Only the courts of the judicial district of Antwerp, Antwerp Division, are competent to take cognisance of any dispute between the parties.
Version 25 August 2022