1. The firm and its partners
Tetra Law is a private limited company incorporated under Belgian law and whose object is to practise the profession of attorney-at-law. Its registered seat is at Avenue Louise 240/3, 1050 Brussels. Tetra Law is registered with the Crossroads Bank for Enterprises under the number 0841.890.120 (RLE Brussels).A list of partners is available on request. The attorneys practising within the Firm are entered either at the Ordre français des avocats du barreau de Bruxelles or at Nederlandse Orde van advocaten bij de balie van Brussel.
2. Scope
These general terms and conditions apply to all engagements that are accepted by Tetra Law including any follow-up engagements and new engagements. Clients instructing Tetra Law will be deemed to agree to be bound by these general terms and conditions with respect to that case and all subsequent cases, subject to any change (of which clients are duly informed). If the general terms and conditions are only notified to a client after a case has been entrusted to Tetra Law, they are deemed to agree to be bound if the case is not withdrawn once the general terms and conditions have been notified.If there are contradictions among the French, Dutch and English-language versions, the French will prevail. These general terms and conditions are liable to change and can be viewed online at www.tetralaw.com.
Without prejudice to the terms of clause 3, below, these general terms and conditions apply not only to Tetra Law but to any party involved in performing the engagement entrusted to Tetra Law or who might be liable on any ground by dint of said engagement, as well as to universal successors in title.
3. The performance of engagements
All engagements are accepted and carried out exclusively by Tetra Law, even where clients expressly or tacitly entrust engagements to a person related to Tetra Law. A related person is any past or present attorney and/or partner of Tetra Law.Tetra Law assumes exclusive responsibility for the services rendered by its partners, associates and staff. No party other than Tetra Law assumes any obligation vis-à-vis any client or any other party with respect to the services rendered by Tetra Law. You agree that you will litigate against no party other than Tetra Law relative to services rendered by it.
The client undertakes to immediately provide Tetra Law with any information in its possession that would be useful or necessary to enable Tetra Law to duly perform its mission. Under no circumstances shall Tetra Law be held liable for any damage resulting from inaccurate, incomplete, imprecise, or misleading information provided by the client.
4. Scope of liability
Barring any provision of law to the contrary, Tetra Law’s liability is limited to the amount of cover under the professional indemnity insurance that has been contracted by the Brussels bar and Tetra Law.Our professional third-party liability is covered by a primary policy taken out by the Brussels bar with Ethias, a public limited company under the laws of Belgium with its registered offices at 4000 Liège, Rue des Croisiers 24. The insured amount is EUR 2,500,000.00 per claim for all types of damage. The geographical insurance cover is worldwide, with the exception of liability cases that fall under the laws or jurisdictions of the United States of America and Canada.
Our professional third-party liability is covered by a second-ranking policy taken out with Ethias, mentioned above, and Allianz, a limited company, with its registered seat at Boulevard du Roi Alber ll 31, 1000 Brussels. This policy comprises additional cover of EUR 2,500,000.00 per claim, once the primary policy has been exhausted. The geographical insurance cover is worldwide, with the exception of liability cases that fall under the laws or jurisdictions of the United States of America and Canada.
Our professional third-party liability is covered by a third-ranking policy taken out with HDI Global SE, with its registered seat at 1150 Brussels, Avenue de Tervueren 273, and AIG Europe, a limited company incorporated under English law with its Belgian branch located at Boulevard de la Plaine 11, 1050 Brussels. This policy comprises additional cover of EUR 7,500,000.00 per claim, once the primary and second-ranking policies have been exhausted. The geographical insurance cover is worldwide, with the exception of liability cases that fall under the laws or jurisdictions of the United States of America and Canada.
Our professional third-party liability is covered by a fourth-ranking policy taken out with AIG Europe and HDI Global SA, mentioned above. This policy comprises additional cover of EUR 10,000,000 per claim, once the primary, second-ranking and third-ranking policies have been exhausted. The geographical insurance cover is worldwide, with the exception of liability cases that fall under the laws or jurisdictions of the United States of America and Canada.
If requested in writing, Tetra Law can contract additional insurance for individual cases. The premiums are then charged to the client.
The right to claim indemnification extinguishes if Tetra Law is not given written notice within one year that there has been discovered an event or situation giving rise or potentially giving rise to liability on Tetra Law’s part.
In the event of a contractual breach attributable to Tetra Law and one or more of its agents, the client shall have recourse exclusively against Tetra Law and waives the right to invoke the liability of its agents, including its directors, associates, and employees.
5. Third-party intervention
Tetra Law has authority to engage the services of third parties in the context of performing its activities. Such third parties are selected with all requisite care. Acts and omissions by third parties will in no event render Tetra Law liable. Tetra Law is authorised by clients to agree on their behalf to such limitations of liability as third parties may impose.6. Trust account
Funds held by Tetra Law for clients are deposited in a trust account opened with a financial institution of Tetra Law’s choice. Tetra Law will not be liable if the financial institution with which the funds are deposited or any other institution involved in transferring funds should go into insolvency or for any other act of negligence on the part of financial institutions. Tetra Law is under no obligation to reimburse clients any funds that such financial institutions are unable to repay or transfer.Under no circumstances shall a transfer of funds be made if the client is not in compliance with the obligations referred to in Article 15 or if Tetra Law has any suspicion regarding the origin of the funds.
7. Party in whose favour counsel is given
All counsel given by Tetra Law is covered by professional confidentiality and is intended solely for the clients’ exclusive benefit. All counsel is issued solely in the context of the case in question. No third party may use or found on such counsel. Clients must, unless they have prior written agreement, refrain from disclosing counsel rendered by Tetra Law to any third party other than other professional advisers. Disclosure to other professional advisers does not in any way create any commitment or liability toward them on Tetra Law’s part. In a general vein, Tetra Law only bears obligations towards its client and not towards third parties other than where Tetra Law expressly accepts such liability in writing.Tetra Law reserves the right to confidentially divulge to the press its involvement on behalf of a client in a given settlement or court proceeding. This information may be divulged non-confidentially if clients give prior, written consent for us to do so or if Tetra Law’s involvement has become a matter of public knowledge.
8. Referencing
Tetra Law reserves the right to confidentially mention any work performed for a client in the press, publications, on the internet, in directories, or through any other means, unless the client objects or the case involves specific circumstances that would necessarily lead to the identification of the client. Such mentions may be made publicly if the client provides prior consent.9. Conflicts of interests
Tetra Law manages conflicts of interest in accordance with the rules established on this matter by the Ordre français des avocats du barreau de Bruxelles or Nederlandse Orde van advocaten bij de balie van Brussel.business competes or might potentially compete with the client in contemplation, subject always to considerations of professional confidentiality. Tetra Law might also agree to represent other clients whose activities are athwart of those of a client in areas on which they do not regular consult Tetra Law.
10. Third-party claims
The contract or relationship between Tetra Law and a client does not cause any rights to inure to third parties.Other than in cases of gross negligence or a wilful act or omission on the part of Tetra Law, clients shall indemnify Tetra Law and its related persons against any claim raised by a third party and directly or indirectly resulting from or linked to the engagement entrusted by the client to Tetra Law or to services rendered in the context of that engagement.
11. Fees
Fees are fundamentally calculated on the basis of the number of hours worked, multiplied by the hourly rates set and from time to time adjusted by Tetra Law depending on the experience of the lawyers. In some cases, the basis for calculating fees may be specially agreed with the client in the form of a blended rate, fixed charge or otherwise. Success fees are also possible, particularly in relation to litigation.Costs and outlays paid by Tetra Law on a client’s behalf are calculated separately and rebilled at cost. General overheads including postage, telephone, photocopies, etc., are charged at a fixed percentage of the legal fee.
On top of fees, travel is charged for journeys outside Brussels and stays outside Belgium, as are court fees and exceptional or special costs such as translation, loss-assessors’ reports, consulting outside professionals, setting up a data room, etc.
All amounts are quoted exclusive of VAT, and without any other similar tax, supplement or increase, which will require to be paid by the client, a third-party payer or Tetra Law on the basis of applicable regulations or have to be borne by Tetra Law.
Services are as a rule billed periodically. Clients may be asked to pay an advance. Invoices are payable within 30 days of tax point. Failure to make payment of an invoice when due will, without prior warning, automatically trigger a charge of interest at the legal rate on commercial transactions starting as of the due date. A sum set at 15 per cent of the invoice amount is also due as liquidated damages subject to a minimum of EUR 500 and capped at EUR 12,500, without, prejudice to our right to claim compensation in such greater sum as might be sustained in terms of losses and costs incurred.
12. Records
Tetra Law is under a duty to keep records of files once they are closed. Original documents entrusted to Tetra Law are returned to clients before archiving. Records are kept for ten years, after which they are destroyed without prior notice to the client.13. Data protection
Tetra Law processes data covered by professional secrecy in accordance with the rules established in this matter by Article 458 of the Criminal Code and the ethical rules set forth by the bar associations.Tetra Law is careful to protect its clients’ and third parties’ privacy when performing its engagement duties and takes care to ensure the confidentiality of the information data passed to it or to which it has access. Where private data is processed, it is done in compliance with the Act of 30 July 2018 on the protection of individuals with regard to the processing of personal data, as well as the Regulation nr 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (“General Data Protection Regulation” or “GDPR”). Tetra Law is the controller in this respect. Terms referred to in this clause carry the meanings and interpretations relative to data processing as are contained in Belgium’s said Act of 30 July 2018 or any amendments that have been made to it since its enactment. The aims pursued when processing such information are:
- to manage and process case files in relation to the engagements entrusted to Tetra Law;
- to manage risks and assess their nature;
- client administration and managing contacts;
- information and promotional material that is distributed among the clients of Tetra Law (e.g. newsletters that contain a range of items such as legislation updates or conference invitations), where Tetra Law believes it could be of relevance to the people it is sent to;
- adherence to the statutory and regulatory requirements incumbent on Tetra Law, above all in relation to health and safety, and combating money-laundering.
Tetra Law assures its clients that it has appropriate technical and organisational measures in place to protect the information given to it from unauthorised or from unlawful processing and against any accidental loss, destruction or corruption of the relevant data. Where data is communicated by clients or at their request, they implicitly warrant that they do so with the consent of the persons concerned and in accordance with relevant law. Clients will require to indemnify Tetra against any claims by the persons in question, who shall at all times be entitled to access and request rectification of the data of concern to them and may object to that data being processed for the purposes of promoting Tetra Law’s services. These rights can be exercised by sending a dated, signed, written request to the Data Protection Officer, at Avenue Louise 240/3, 1050 Brussels, either by regular post or by e-mail to info@tetralaw.com, to which the writer must attach a photocopy of their identity card. Questions on data protection and data processing by Tetra Law can also be sent to the following addresses
14. AML obligations
Tetra Law has a duty under the law and under its bar rules to properly identify and verify the identity of its clients and of beneficial owners within the meaning of the law. It requires to be permanently vigilant for indications that could suggest money laundering and the financing of terrorism, and to report any incidents to the Chairperson of the Ordre français des avocats du barreau de Bruxelles or, where applicable, to the Chairperson of the Nederlandse Orde van advocaten bij de balie van Brussel, subject to compliance with the exception relating to professional secrecy, who may then communicate the facts to the Financial Information Processing Unit (Cellule de Traitement des Informations Financières/Cel voor Financiële Informatieverwerking).In order to comply with these rules, clients shall provide Tetra Law with at least the following information and documents:
- Documentary evidence of a client’s identity and home address where they are a private individual;
- The corporate constitution and make-up of its management where the client is a legal entity;
- Documents to prove the address and identity of the client’s representatives;
- The beneficial owner form drawn up by Tetra Law ;
- Information proving the identity and home address of the relevant beneficial owners, including any documents of identity of theirs including later changes in any information contained in them.
Tetra Law is also entitled to demand and be sent information on contemplated transactions and their context so that it can comply with its vigilance duty. Documents needed for this purpose are specifically requested on an ad hoc basis by Tetra Law depending on the risk identified. If such information or documentation is not sent to Tetra Law within a fortnight of them being requested, Tetra Law can terminate its engagement or turn it down, and no compensation claim shall lie to the client in such event.
Data gathered by Tetra Law is stored by Tetra Law in hard or soft copy for a period of ten years and is covered by Tetra Law’s professional confidentiality, albeit without prejudice to Tetra Law’s reporting obligations to the bar chairman where it has suspicions of money-laundering or the financing of terrorism.
15. DAC 6
The services provided by Tetra Law in the context of cross-border arrangements may fall within the scope of the Law of 20 December 2019, which transposes Council Directive (EU) 2018/822 of 25 May 2018 amending Directive 2011/16/EU as regards the mandatory automatic exchange of information in the field of taxation in relation to reportable cross-border arrangements ("DAC 6"), as well as other regional and EU legislation transposing said Directive or any future national or international legislation on the exchange of information applicable to legal services. The client acknowledges and accepts Tetra Law’s compliance with these obligations.Under DAC 6, any intermediary providing aid, assistance, or advice regarding the design, marketing, or implementation of a potentially aggressive cross-border arrangement that meets the hallmarks set out in DAC 6 or any future national or international legislation on the exchange of information may be required to report such arrangements to the competent tax authority. However, an intermediary bound by professional secrecy must inform all other intermediaries involved that it is unable to fulfil the reporting obligation. If no other intermediary is involved, the intermediary subject to professional secrecy must notify the client of its own reporting obligation.
Due to their heightened professional secrecy obligations, lawyers may only notify their own clients of the reporting requirement, so that the client can fulfil the DAC 6 reporting obligation as the beneficiary of the arrangement. In such cases, the client may authorize Tetra Law to submit the DAC 6 report on their behalf.
The client agrees that any costs incurred by Tetra Law in fulfilling its DAC 6 obligations will be charged to them.
16. Respect for ethical rules
Tetra Law commits to uphold the codes of conduct laid down by the bar associations on whose rolls its attorneys are entered. You can get further information on these codes of conduct from the two sections of the bar (or ‘orders’):- the Ordre français des avocats du barreau de Bruxelles (www.barreaudebruxelles.be); and
- the Nederlandse Orde van advocaten bij de balie van Brussel (www.baliebrussel.be).