General terms and conditions FB-tax bv

FB-tax bv, a limited liability company under Belgian Law, having as director “advocaat”/”avocat” Ferenc Ballegeer, registered with the Brussels Bar (Belgium – “Tableau” of  the “Nederlandse Orde van Advocaten bij de Balie te Brussel”) and working under the name FB-tax (hereinafter “FB-tax”), is a Belgian law firm, registered with the Crossroads Bank of Enterprises under the number 1004.642.361, with offices in Brussels, Belgium. Its purpose is practicing law (“advocatuur”/”profession d’avocat”). Lawyers are bound by the rules of the relevant Bar (“Balie”/”Barreau”) of which they are members.

When calling upon the services of FB-tax, and to the extent they are not explicitly modified in the engagement letter or in any other written agreement, the following terms and conditions shall apply to every assignment accepted by FB-tax. Unless agreed otherwise in writing, these general terms and conditions prevail over all other conditions proposed or purportedly imposed by the instructing party.

1. Any liability of FB-tax shall be assessed against best efforts and shall always be limited to the amount actually paid out under the professional liability insurance policy (i.e. the policy “burgerlijke beroepsaansprakelijkheid van advocaten” (policy LXX034899 or the policy that replaces this policy), of which the Orde van Vlaamse Balies (“Flemish Bar”) is “verzekeringsnemer”/”preneur d’assurance”.

If for whatever reason, no monies are paid out under the aforementioned insurance policy, FB-tax’s total liability will be limited to the amount of fees charged by FB-tax in relation to the instructions that gave rise to liability. In any case, a claim will be time barred and foreclosed 3 months from the date when the alleged event or circumstance giving rise to the claim is discovered unless FB-tax receives notice thereof, in writing, by registered letter within the said 3 month period.

2. FB-tax will not be liable for any services rendered and/or acts or omissions by any third party that is called upon, in agreement with the client (e.g. bailiffs, accountants, auditors, notary publics, etc.).

3. The relationship between the instructing party and FB-tax shall be exclusively governed by the laws of Belgium, provisions of private international law are excluded. Any disputes between the instructing party and FB-tax shall be exclusively decided by the relevant court within the jurisdiction of Brussels.

4. FB-tax shall have the right to terminate the relationship with the contracting party upon written notice to that effect, in the event e.g. that FB-tax is unable to obtain clear instructions on how FB-tax should proceed, if bills are not paid 1 month after they were issued, if the instructing party requires FB-tax to act in a way which is contrary to its professional duties or in the event that FB-tax reasonably determines, in its sole discretion, that it would be unethical to continue the relationship with the instructing party. Upon termination of the relationship with the instructing party, all unpaid fees, disbursements and charges will become immediately due and payable. FB-tax preserves the right to retain all papers or documents in its possession until its costs and expenses have been paid in full.

5. The English text is a translation. The Dutch and the French text of these general terms and conditions are equivalent. The Dutch and the French text of these general terms and conditions shall prevail in the event of any difference(s) between the English and the Dutch or French text.

6. Depending on the nature of the services that FB-tax must provide to the instructing party, he may be obliged to strictly comply with legislation and counter regulations regarding anti-money laundering and anti-terrorism financing. In such a case, FB-tax has mainly to comply with identification and vigilance obligations towards the instructing party / client. In that context, FB-tax is obliged to keep information about the identification, the characteristics of the instructing party / client and the purpose and nature of the transaction for 10 years. To this end, FB-tax may carry out audits using external electronic databases. The instructing party / client is aware of the extensive identification obligations imposed by the applicable preventive anti-money laundering legislation and accepts that the corresponding costs and fees will be charged.

This procedure requires the cooperation of the client and obliges clients who work in the form of a legal person or other legal arrangement to inform their lawyer of the ultimate beneficiary behind this legal form. The client undertakes to inform FB-tax of any change that may affect his or her status. The client undertakes to provide the information requested by FB-tax on first request. If the client refuses to provide the information after it has been requested, FB-tax will not be able to enter into the business relationship and, if he has already acted provisionally, he will have to terminate his further intervention. In addition, the anti-money laundering legislation obliges FB-tax in certain circumstances to report possible suspicions of money laundering or terrorist financing in which the client would be involved to the Stafhouder/Bâtonnier of his/her bar. FB-tax is not liable to the instructing party/ client for the consequences of any reporting made in good faith.