General Terms and Conditions

These terms and conditions apply to services provided to clients by Nordic Star Law Offices, St. Petersburg (“Law Offices”). These general terms supersede any of the client’s general terms, if not otherwise agreed in writing with a client in a particular assignment. In case of any discrepancies between these general terms and conditions and an engagement letter entered into with you, the latter shall prevail.

    • Your engagement is always between you and Law Offices and not with any individual. Partners and persons working for us have no personal liability to you, except as provided by mandatory law.
    • Every assignment is managed by a “responsible partner”. The responsible partner decides the number of internal staff and other resources required by the assignment based on the level of involvement agreed between the client and Law Offices.
    • Engaging external professionals, such as law firms in other jurisdictions, is always subject to your prior approval and we do not accept liability for fees or expenses charged by them.
    • At the beginning of an assignment, we normally agree on the scope of our services and the level of our involvement in that particular assignment. This scope may thereafter be changed, expanded or reduced. Where there is a significant change in the scope of services in connection with your representation a written confirmation will be provided to you on request.
    • The legal service provided to you by Law Offices is based on the facts and instructions provided by you in connection with your specific assignment and cannot be relied on in any other assignment.
    • Our services only cover legal advice. Where specifically so agreed, our services may also include tax advice and assessment of or advice on potential tax consequences. Our services do not cover advice in other areas (such as any financial, accounting, environmental or technical advice).
    • Our lawyers are qualified to give advice on legal matters only in the jurisdiction in which they are qualified or authorised to practice law. Based on our general experience in legal matters, we may give views on legal issues in other jurisdictions, but this does not constitute legal advice and we do not assume any liability relating to any such views.
    • Providing proper legal advice requires that you have provided us with all relevant information concerning the assignment and that you keep us informed of any changes concerning such information.
    • Unless we agree otherwise, our fees are determined on the basis of a number of factors such as: (i) time spent; (ii) qualifications, experience and resources required; (iii) business interest involved; (iv) risks assumed (if any); and (v) time constraints.
    • Our fees will be determined irrespective of whether such fees will be reimbursed to you pursuant to an insurance policy (for legal expenses or otherwise) or whether in a given dispute the losing party is ordered to pay the costs of the winning party. We will also invoice our clients directly in cases where legal expenses are covered by a third party.
    • Fee estimates are always indicative and based on information available to us at the time the estimate is given. They cannot be regarded as fixed quotes, unless so specifically agreed in writing.
    • We are entitled to take such action as deemed necessary or advisable to carry out the assignment and to incur reasonable out-of-pocket costs on your behalf, unless otherwise instructed.
    • We invoice on a monthly basis, unless otherwise agreed. The term of payment is 10 days.
    • In addition to our fees, we invoice any direct external expenses that arise from the assignment.
    • In the event that you are required to deduct any tax or other sum from any payment, you should pay and bear such additional amount as will be necessary for us to receive the full amount of the invoice as if no such deduction had been applied.
    • We reserve the right to charge interest on any payments that are not paid prior to or on the due date at the rate of 10% per annum.
    • Before accepting an assignment, we always conduct an internal conflict check.
    • Notwithstanding such checks, circumstances may arise that prevent us from acting for you in an already ongoing or future assignment. In such situations, we treat our clients in compliance with the rules of professional conduct applicable in the Russian Federation.
    • E-mail messages may be blocked by our e-mail security arrangements, and we advise you to follow up on important e-mail messages by phone or by other means of communication. Should the client so require, e-mail encryption can be used for our communications. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
    • We process personal data in accordance with laws applicable to the protection of personal data (“Data Protection Laws”) for, amongst others, the purposes of identifying our client, checking conflicts of interest, handling assignments, managing client relationships and marketing. Those persons whose personal data we process are entitled, in accordance with the Data Protection Laws, to obtain information on the personal data processed by us and to request that we rectify or erase their personal data.
    • Copyright and other intellectual property rights in all materials we generate in the course of our assignment belong to us. However, you have the right to use such materials for the purposes for which they are provided.
    • We will keep the information you disclose confidential in accordance with the rules of professional conduct applicable in Russian Federation.
    • In assignments involving publicly listed companies, we comply with applicable securities laws.
    • In the event that you instruct us to work with or agree on us working with other service providers in connection with your assignment, we have the right, unless you specifically instruct us otherwise, to disclose to them such confidential information and materials that we deem necessary for the overall performance of the assignment.
    • When a transaction or similar arrangement has become publicly known, you agree that we may disclose our involvement on your behalf in our marketing materials and on our website. Such disclosure may only contain information that is already in the public domain.
    • We carry out insurance of our professional liability in accordance with the requirements of the legislation of the Russian Federation for compulsory insurance. Our liability is limited in accordance with this section regardless of the terms and conditions of this additional professional indemnity insurance.
    • We are not liable for any advice or documents provided to you if they are used for any other purpose than that for which they were originally prepared.
    • Our services are provided solely to you, and we will not accept any liability towards any third party.
    • We will not assume any liability for work performed by any external advisors (including other law firms) possibly engaged by us for your benefit.
    • Provisions purporting to limit personal liability for malpractice only apply to the extent permitted by law.
    • You may terminate our engagement at any time by submitting a written notice to us.
    • To the extent permitted by the applicable attorney rules, we may terminate your assignment if you fail to pay our invoice when due.
    • In some cases, we may be obligated or allowed in accordance with the rules of professional conduct applicable in the Russian Federation to terminate our engagement with you. In this case, the termination of the assignment is not a breach of contract.
    • In connection with any termination, you are obligated to pay our fees for services provided and expenses incurred prior and up to the termination.
    • Your relationship with Law Offices is governed by Russian law.
  12. CLAIMS
    • Any claims must be presented to us in writing within 12 months from when you received our advice or from when the assignment, or the relevant part thereof, can reasonably be deemed to have been completed, whichever occurs first.
    • If your claim against us is based on a third-party (including authorities) claim against you, we are entitled to answer and settle such claim on your behalf, provided that you are indemnified by us. If you settle, achieve a compromise on or otherwise take any action relating to such a claim without our consent, we will have no liability for such a claim. If you are compensated by us or our insurers in respect of a claim, you must assign the right of recourse against third parties to us or our insurers.
    • Any dispute, controversy or claim arising out of or relating to our assignment will be finally settled in the State Commercial (‘Arbitrazhny’) Court for St. Petersburg and Leningradskaya Oblast’, unless otherwise agreed with the client in writing.