Terms of service

Validity of the terms – these terms apply to the legal services we provide which you have ordered from us by means of an agreed order/request, either (I) in writing or (II) in person / by telephone. Terms agreed in our mutual communication take precedence over the terms set out here.

Commencement of legal services – the contract for the provision of services becomes effective: (I) on the date the order for our services is confirmed or (II) on the date we begin providing our services, whichever occurs earlier.

Definitions

The following words and expressions in these terms have the meanings set out below:

services – the legal services specified in the order for services (or your services, where the context so requires);

order for services – any written or oral / telephone order for our services or request for their performance;

contract – (i) these terms, plus (ii) any other terms expressly agreed in writing, plus (iii) the order for services confirmed by us to which they relate;

“We” or “our” – Bold Legal s.r.o., at Karlínské náměstí 235/13, 186 00 Prague 8

Up-to-date information – when providing our services, it is not assumed that we have at our disposal information from previous, already closed files that we have kept for you, because such information may no longer be up to date; we therefore neither infer nor presume its accuracy.

you or your – the party or parties to this contract (other than us).

Our services and liability

Services – we will perform the services in accordance with the applicable regulations governing the legal profession and with professional care.

You also confirm to us that the scope of the services you have requested is sufficient for your purpose. We provide legal services solely for the purposes specified in the contract.

Deliverables – you may not publish the results of the services, pass on the benefit of the services we have provided to anyone else, or refer to our work, except where:

this is expressly permitted by the contract,

this is done with our prior written consent,

this is required by generally binding legislation, or

this is done in relation to your advisers, provided that you inform them in advance that we accept no liability for the use of the information concerned;

Liability to you only – we accept no liability to anyone other than you.

If a third party makes a claim against us for compensation for damage arising from the results of services which we did not provide to that third party, and at the same time those are results of services provided to you which you passed on to the third party without our consent, you undertake to compensate us for any harm (including any costs of proceedings) that we incur in this connection.

Oral advice and drafts – you may rely only on the final documents we deliver, not on oral opinions or preliminary drafts of such documents.

If you wish to rely on oral advice, please always tell us so, and we will provide you with written confirmation of that advice – you may then rely on such output in full.

Monitoring – after the date on which the services were provided, we do not update our advice for changes in the applicable legislation or its interpretation without a further corresponding order for services.

Refusal

Inability to provide services – we will be obliged to refuse to provide services if:

we are providing/have provided services in the same matter to another person and your interests conflict with that person's interests, or

the handling of the matter to which the services relate affects our interests or the interests of persons close to us (and these interests are not mutually compatible), or

our interests and yours are in themselves not mutually compatible, or

as a result of our current capacity being fully utilised. As soon as we become aware of any of the above circumstances, we will inform you in writing without delay

Your obligations and responsibility

Duty to provide information – to enable us to provide our services to you properly, please make sure that:

all information provided to us by you, or by anyone who works for you or with you, is:

(a) provided in good time, and

(b) accurate and

(c) complete, and further that

all assumptions (presumptions) you have made are reasonable

Unless agreed otherwise, we do not verify the accuracy of the information you provide against third-party sources.

Your commitment – in our many years of experience, the quality of the services we provide depends on the proper and timely performance of your obligations under this contract, in particular (but not exclusively) providing documents and giving instructions. We are not liable for any harm resulting from their non-performance.

Our fees and charges

Payment for services – you undertake to pay us the fee for the services and the cash expenses necessary for their

provision. Unless we state otherwise in writing, any estimates of our fees or of the amount of cash expenses are indicative and not binding.

Basis of our fees – our fee reflects not only the time spent providing the services but also other factors, such as complexity, urgency, use of foreign languages or inherent risks. Unless agreed otherwise in writing, we will charge you for the time actually spent, by the minute, and for the expenses actually incurred; the exception is the first 15 minutes, which are charged in full once commenced.

Expenses – you will pay all related expenses incurred in connection with the legal services: cash expenses in their actual amount (in particular travel costs, postage, expert fees, witness allowances, etc. in the case of disputes, and other expenses evidenced by documents – costs of documents obtained from remote fee-based registers, e.g. the Land Register or the Central Register of Enforcements), etc.

Taxes – you will also pay all applicable taxes, including VAT, payable in connection with the services we provide. If any similar tax applies, you agree that the price of our services will be increased so that we receive a net amount after tax equal to the originally agreed price before the increase under this sentence.

Invoices and payments – We will send you, on a monthly basis, a statement of the legal services provided in the previous calendar month. We will first send you a timesheet with a detailed breakdown of the work performed. If you do not comment on it within one week (7 days), the statement will be deemed approved. We issue invoices monthly after the statement has been approved or deemed approved, with a payment term of fourteen (14) days. If you do not pay an invoice by its due date, we may charge you default interest of 0.05% for each day of your delay. Any objections to issued invoices must be notified within 14 days with detailed reasons; this does not affect the due date. If you are in default with payment of any monetary obligation to us, we reserve the right to stop providing legal services to you.

Confidentiality

Confidential information – we have agreed that confidential information provided to us will be used only in connection with the provision of legal services and will not be disclosed to any third party without the prior written consent of the contracting party concerned, except where:

this is required by law or by insurers.

However, we may also disclose confidential information to other suppliers or service providers if they are: (I) bound by a duty of confidentiality and also (II) properly involved in the matter concerned.

The mutual obligation to keep confidential the information received in connection with this confidentiality arrangement lasts for three (3) years after its receipt.

The above does not apply to information which (I) is publicly available, or (II) we have received from a third party that has no duty of confidentiality towards you, or (III) was known to the receiving party.

References – Everyone likes to be able to show the results of their work. Therefore, without prejudice to our duty of confidentiality, we too wish to refer to your company in our marketing activities. By entering into the contract, you consent to our use of your company's logo and of the area of law in which we provided services to you for marketing purposes.

Services for others – the markets in which we provide services are small, and you therefore agree that we may provide services to your competitors or to other persons between whom there may be a conflict of interest or another kind of disagreement. This applies on condition that we do not disclose your confidential information and that we comply with the ethical rules applicable to the legal profession.

Intellectual property protection

Licence – where, as part of our services, we create elements that are protected by copyright, we grant you a non-exclusive, non-transferable licence, unlimited in time and territory, to use them for your internal purposes, unless the document is by its nature intended to be used in dealings with your business partners or communicated to the public.

Liability

Other types of harm – you agree that we are not liable for loss of profit, alleged damage to reputation, loss of business opportunity, anticipated savings or benefits, or any indirect harm.

Our liability – you agree that we are liable for harm related to the services provided only if it arose solely as a result of our act or omission.

Our total liability (including interest) for all claims relating to the services or the contract (including, but not limited to, claims arising from negligence) is limited to (I) five times the fee paid for the services or (II) the amount of compensation for damage, whichever is lower. It is agreed that our fee has been determined taking into account the limitations set out in this provision.

Termination of services

Immediate termination – we may terminate the contract with immediate effect by notice without a notice period if:

the necessary trust between us and you has been undermined, or

you do not provide us with sufficient cooperation, or

despite our advice, you insist on carrying out an instruction that is contrary to legislation or professional rules, or

you do not pay a reasonable advance on the fee for our services, even though we have agreed on it.

You may terminate the contract at any time, without giving reasons and without a notice period.

Assistance after termination – for fifteen (15) days following termination of the agreement, we will take any urgent steps needed to protect your rights and interests, unless you tell us that you do not require such protection.

Dispute resolution

Agreement – if a dispute arises between us, we will try to resolve it primarily amicably by agreement.

Governing law and jurisdiction – the contract is governed by Czech law. The general courts of the Czech Republic will have exclusive jurisdiction over any dispute, whether contractual or non-contractual, unless otherwise stated below.

Limitation period – the right to compensation for damage incurred becomes time-barred one (1) year from the date on which it could first have been exercised against the other party.

Consumer provisions

Disputes with consumers – if we do not reach mutual agreement on resolving a disagreement that has arisen between us and you are a consumer, under the Consumer Protection Act you may resolve any disputes with us out of court with the participation of an intermediary, which is the Czech Bar Association – www.cak.cz.

General provisions

Entire agreement – the contract constitutes the entire agreement between us and you in connection with the services and supersedes any prior agreements, opinions or discussions. No party is liable to any other party (e.g. for negligence or otherwise) in respect of representation or services that are not expressly the subject of the contract.

Your conduct – If you are part of a group to which we provide services and that group consists of more than one participant, an act or omission of one participant will be deemed an act or omission of you as a whole.

Assignment – Unless the contract expressly provides otherwise, neither we nor you may assign or transfer rights or obligations under this contract without the prior written consent of the other party, except for the assignment of receivables for the purpose of their collection.

Written form – Wherever the contract refers to acting in writing, this means acting in paper or electronic form (including e-mail, unless there is reasonable doubt as to the identity of the sender); we have agreed that there is no reasonable doubt as to the identity of the sender where the e-mail message concerned was sent, even without a signature, from the e-mail account from which that sender has previously communicated with the other party.

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