General terms and conditions for legal services

1. The contractual relationship

These general terms and conditions apply to all services provided by Advokatfirmaet Halvorsen & Co AS.

When establishing the client relationship or for each new assignment we undertake, the client will receive an assignment confirmation stating the specific conditions regarding the calculation of fees and agreed hourly rates in the case, unless the work involved in preparing the confirmation is considered disproportionate in relation to the nature of the assignment. 

The agreement between Advokatfirmaet Halvorsen & Co AS and the client consists of the following documents (in case of conflict, in the order stated): (i) the assignment confirmation and (ii) these general terms and conditions. Any deviations from these terms and conditions must, in order to be validly agreed, be approved by the general manager of the law firm.

2. The service

At the start of an assignment, the parties must agree on the scope of our services and the persons who will work on the assignment, including who will be the lawyer responsible for the case for the assignment. We will always ensure that the lawyers/
lawyers working on the assignment are the right ones based on the content of the assignment and our shared requirements for quality and efficiency. When the assignment requires it, we will work in teams to offer the expertise and resources that provide the best possible result for the client.

Each assignment has a lawyer responsible for the case. The lawyer in charge of the case will ensure that the work is carried out by the lawyer(s)/associate lawyer(s) appointed, based on the need for specialised expertise and experience, as well as available capacity. As far as possible, we will also accommodate the client's wishes with regard to the staffing of the assignment. To the extent possible, we will utilise documents and information from our knowledge database in order to provide our clients with the best possible quality of assistance in a fast and cost-effective manner.

We will communicate with whichever of the client's employees or designated partners or advisors is deemed appropriate in each case and relationship. We request that you notify us at the beginning of the assignment if the matter is subject to special confidentiality or if there are specific persons authorised to discuss the matter (e.g. that we will only communicate with a specific named person).

We assume that the client accepts communication by e-mail, despite the fact that this is not a secure method of communication and that information may disappear, go astray, etc. We would also like to point out that we must use security solutions that may result in e-mails not reaching us. If it is not desirable for us to communicate by e-mail, we ask for feedback as soon as possible and preferably before the assignment begins. 

Our lawyers are only qualified to advise on Norwegian law. We can assist in arranging contact with a lawyer abroad to provide advice on foreign law should the need arise. We disclaim any liability for any errors in advice provided by foreign lawyers regarding foreign law.

The law firm's goal is to promote the client's interests in the best possible way within the framework of these terms and conditions as well as the Norwegian Courts of Justice Act, the Norwegian Bar and Law Society Regulations, the Code of Conduct for Lawyers and the law firm's internal procedures for case management.

In our advice and assistance, we rely on the information and documents concerning the actual circumstances of the assignment that we receive from the client, or from other sources as agreed or instructed by the client. In order for the assessments we make and the advice we give to be as good as possible, the client must provide us with all information and documents of importance to the case.

We are not liable for any loss resulting from the outcome of the case not being in accordance with the law firm's assessment of the possible outcome of the case.

Subject to agreement with the client, we may assist in engaging other specialists. Unless otherwise agreed, such engagements will be on behalf of the client, and the client will be responsible for payment of the remuneration and expenses of the advisers engaged. We will have no liability for advice and assistance provided by such advisers. This applies even if the advice is received by us and then communicated to the client, and even if we are the engaged adviser's principal or client.

3. Conflict of interest

We cannot accept assignments if there is a conflict of interest in relation to another client. Before an assignment is established, we will conduct an internal search to investigate whether there is a conflict of interest or other circumstances that mean that the firm cannot or should not take on the assignment. The same is done in established assignments if a new counterparty enters the case. 

The law firm reserves the right to withdraw from an assignment if a conflict of interest is identified.

It is not normally considered to be a conflict of interest to accept assignments for clients who are competitors. A conflict of interest is considered to exist if one of the assignments is related to the competitive relationship, or there are other special circumstances that mean that we should not be able to accept assignments for both clients.

4. Fees and invoicing

Our fees will be calculated on the basis of the staffing and time required for the performance of the assignment in accordance with our current hourly rates. Unless otherwise stated in the assignment confirmation, invoicing will be based on time spent. The minimum feasible hourly unit is 15 minutes.

We reserve the right to subsequently calculate the fee on a discretionary basis when the nature and performance of the assignment so requires. Factors here include the experience and expertise of the lawyers involved, the nature and difficulty of the case, the values involved, the results achieved and any special deadlines that apply to the assignment. Our fees are not conditional on the outcome of the case. The fee is payable regardless of whether the assignment is completed. 

If we provide an estimate of our fees, this is only intended to be a price indication (excluding VAT and disbursements) of what the fees are likely to be. An estimate will be based on the information we have about the case at the relevant time. An estimate can therefore not be perceived as a fixed price agreement. In cases where a fixed price has been agreed for the entire assignment, we reserve the right to invoice up to the agreed amount based on the number of hours spent on the case. 

Invoicing occurs every 14 days with a 10-day payment deadline, even if the assignment is not completed. 

We reserve the right to request advance payment of fees. Payments may be set off against any invoice we have sent to the client, except in cases where the payment was made for a specific purpose. This provision does not affect the right to dispute the amount of the invoice.

If the client has any objections to the invoice amount, complaints must be sent to us in writing within the payment deadline. In the absence of a complaint within the payment deadline, the invoice amount shall be deemed accepted by the client.

We reserve the right to change hourly rates in line with the annual adjustment of our hourly rates.

5. Expenses

In addition to our prices, assignment-related expenses and disbursements, including fees, travel and accommodation expenses, major copying and mailing costs, etc. will be charged to the client. We normally incur limited expenses on behalf of our clients and charge them in arrears, but may request an advance for expenses or forward a current invoice for payment.

In the event of disbursements of any size, the client may be asked to make an advance payment in a separate invoice. We will not add any surcharges when invoicing expenses and disbursements, with the exception of VAT where this is required. 

If we engage consultants, experts, foreign lawyers or other third parties on the client's behalf, we do so as the client's representative and the client is responsible for the third party's fees, other costs and any charges.

6. Costs in the event of disputes

This section only applies to cases where a dispute exists or where a dispute is likely to arise. 

We draw the client's attention to the fact that: 

• The client is responsible for paying our invoices in full, irrespective of the claim for legal costs made against the other party.
• If the case is lost, it is likely that the client will be ordered to pay the opposing party's legal costs in addition to its own legal costs. 
• Even if the case is won, it is not certain that the opposing party will be ordered to, or be able to, pay legal costs. In either case, the client will be responsible for paying our invoices in full.

7. Client funds

If we are to hold client funds, these will be placed in the firm's client account and disposed of in accordance with the rules of the Norwegian Bar Association. The firm's client account is a collective account for the client's funds, where the bank has made a declaration that the bank cannot set off any claims it may have against us against the account. In the event that the bank is unable to fulfil its obligations to the depositors, we are not liable for any loss the client may suffer as a result of the bank's inability to pay.

8. Insurance

The client is responsible for investigating whether their own insurance schemes cover all or part of our fees or liability for the other party's expenses. The client must take the necessary steps to obtain cover under its insurance. If desired, we can carry out the necessary investigations into whether the insurance is applicable in the case in question.

9. Confidentiality of information 

As lawyers, we have a statutory duty of confidentiality. The duty of confidentiality does not prevent us from providing information in cases where it is required by law. For example, we are required by law to report suspicions of money laundering or terrorist financing to the competent authorities. In such cases, we will not be authorised to inform the client of the suspicion or that we have reported it, or will do so.

We shall not disclose any confidential information received from our clients, unless we are told otherwise by the client. Similarly, we are obliged not to pass on, or use for our clients' benefit, confidential information received from others. 

We are occasionally asked to provide information about our experience, including cases we have handled and clients we assist. We therefore reserve the right to disclose, including for marketing purposes, that we have assisted or represented the client. 

Some information will be personal data. These will be processed in accordance with the requirements of the Personal Data Act. To the extent necessary for the fulfilment of the assignment, the firm will process personal data in accordance with the Personal Data Act and other regulations. Other parties, such as counterparties, courts and public bodies, will only have access to the personal data to the extent that this is necessary for the assignment. The client has the right to access and receive information about the processed data, as well as the right to demand correction of inadequate data. 

The law firm's general manager is the data controller pursuant to the Personal Data Act, and if you have any questions about our processing of personal data, please contact the lawyer responsible for the case. See also about the processing of personal data in the law firm's privacy policy at halvorsenco.no. 

At the end of the assignment, any original documents in the case will be returned to the client or shredded as agreed. 

10. Communication with the client

We have the right to communicate with the client via e-mail. Such e-mails may contain personal data. As there is a certain risk associated with electronic communication, the client is asked to inform us if he/she does not want us to use e-mail in communication.

11. Documents and archives

The Law Firm is required to store certain documents and information after the conclusion of the assignment for the period stipulated by law at any given time. The law firm may also retain copies of other case documents after the conclusion of the assignment, within the framework of the legislation. The documentation will then be shredded. 

Subject to full payment of our fees, the client will be entitled to use the documents for the purpose for which they were prepared.

12. Our obligations and third party rights

We only have obligations to the client named in the engagement letter or otherwise, and we disclaim any liability in relation to any third party. If a third party requests the right to utilise our advice, it will be considered, but we reserve the right to refuse such a request.

We are not responsible for services or advice provided by consultants, experts, foreign lawyers or third parties, even if they have been selected and/or instructed by us on behalf of the client.

13. Liability insurance/limitation

We hold compulsory liability insurance to cover liability for damages incurred in the course of practising law. For the services provided in an assignment, the firm and the lawyer responsible for the case shall neither individually nor jointly be liable for losses in excess of the amount covered by said insurance.

14. Termination of the engagement

The client is free to terminate our engagement at any time, unless otherwise expressly agreed or implied in the individual case. We are entitled to terminate our work on the case at any time when there are reasonable grounds for doing so. We will give reasonable notice before terminating our work. 

The client is obliged to pay our fees, costs and disbursements as well as VAT incurred up to and including the completion of the work and any work required thereafter, regardless of who terminates the engagement. 

If an engagement is terminated and a fixed fee has been agreed for the assignment, we reserve the right to invoice for the number of hours spent on the case. We have the right to retain all documents and any other assets in our possession pending payment of our claim.

15. Amendments

We reserve the right to amend or supplement these provisions, either on a general basis or in relation to an individual case. Amendments will take effect when the amended version of the terms and conditions is posted on our website halvorsenco.no.

16. Right of action

Complaints about our work should in the first instance be taken up with the lawyer in charge of the case or with the firm's general manager.

If the client believes that a lawyer has acted in breach of the rules of professional conduct, or that the fee charged is in breach of these rules, a complaint may be submitted to the Norwegian Bar Association's disciplinary committee. There are deadlines for submitting a complaint, and the complaint may be rejected if it is submitted too late. Further information about the complaints procedure can be found on the Norwegian Bar Association's website. Complaints are dealt with by the Norwegian Bar Association's regional disciplinary committee for the Romerike district as the first instance. The decision of the disciplinary committee can be appealed to the Disciplinary Board. 

Lillestrøm, 6 December 2023.1