Terms and Conditions of Mandate
of the Law Firm
Attorney Dennis Tatari
– im Folgenden “Kanzlei” genannt –
for contracts with the Law Firm, which have as their object the provision of legal advice and information, an attorney's business service (e.g. extrajudicial representation of the Client or preparation of contracts and expert opinions) or the representation of the Client in a judicial or official proceeding (hereinafter referred to as "Mandate" or "Advisory Service"); they shall also apply to the initiation of the contract as well as to subsequent contracts with the Client.
1. Establishment of the Mandate
The mandate comes into effect through the acceptance of a corresponding offer by the Client. The contractual partner of the Client is the Law Firm. Unless agreed upon in writing, there is no claim to the handling of the case by a certain lawyer or employee of the Law Firm.
The Law Firm shall be obliged to act at the earliest upon acceptance of the mandate. If the client has the right of withdrawal, the Law Firm shall be obliged to act at the earliest upon acceptance of the mandate and after expiry of the right of withdrawal or before its expiry upon the client's express request.
2. Scope and Subject of the Mandate
Specific consulting services within the scope of a mandate result from the respective mandate agreement. In addition, and unless otherwise agreed in writing for the respective mandate
(i) the consulting service refers exclusively to the law of the Federal Republic of Germany; if individual aspects of the activity concern foreign law, the Law Firm shall at most carry out a plausibility check - by written agreement, however, a suitable foreign Law Firm may be engaged for this purpose,
(ii) the Law Firm shall provide the consulting services exclusively to the Client; the Law Firm shall not assume any liability or responsibility towards third parties, unless such third parties are included in the scope of protection of the mandate by written agreement,
(iii) the Law Firm shall be obligated to file an appeal only if this has been agreed upon in writing as the content of the mandate,
(iv) the Law Firm shall take as a basis the facts stated by the Client, in particular figures; the verification of the correctness, completeness and regularity of the documents and figures handed over, in particular the bookkeeping and balance sheet, shall only be part of the mandate if this has been agreed in writing.
3. Obligations of the Law Firm
The Law Firm provides the consulting services with due diligence; it is not responsible for achieving a specific economic success. In particular, it is obliged to the following:
a. Legal Review
The Law Firm carefully evaluates the Client's case, informs the Client about the result of the evaluation and legally represents the Client's interests towards third parties within the scope of the respective mandate.
The Law Firm is entitled and obliged to maintain confidentiality in accordance with the statutory provisions. This obligation relates to everything that is entrusted to the Law Firm by the Client or otherwise becomes known to the Law Firm within the scope of the mandate (confidential information) and continues to exist after the termination of the mandate. The Law Firm undertakes to keep confidential information strictly secret and not to disclose it to any third party without prior written consent and to use the confidential information only for the provision of the advisory services and the purpose pursued thereby.
Such information shall not be Confidential Information that (i) was already in the public knowledge prior to being disclosed by the Client; (ii) becomes in the public knowledge through no fault of the Law Firm; (iii) was developed by the Law Firm independently and without the use of the Client's Confidential Information; (iv) was disclosed to the Law Firm by a third party without breach of any confidentiality obligation; (v) is required to be disclosed to third parties by law, governmental order or court order. If the Law Firm has to disclose confidential information to third parties due to an official or court order, the Law Firm shall inform the Client thereof in due time in advance in order to give the Client the opportunity to pursue its interests in confidentiality.
The duty of confidentiality shall not apply in the event that the Client makes use of a legal expenses insurance. Furthermore, the duty of confidentiality does not apply if the professional code of conduct or other legal provisions permit exceptions or if the enforcement of or defense against claims arising from the Client relationship or the defense of the Law Firm's own case require disclosure.
The Law Firm shall bind its employees and all other persons who assist in its professional activities (e.g. sub-agents) to confidentiality in writing.
c. Custody of Funds
Funds received on behalf of the Client shall be held by the Law Firm in trust and shall be disbursed promptly upon the Client's written request to the entity designated by the Client. Other assets, in particular securities and other documents of monetary value, shall be forwarded to the entitled party without delay.
d. Data Protection and Data Security
The Law Firm shall comply with the applicable data protection regulations and shall take all reasonable and proportionate precautions against loss of data and access by unauthorized third parties to the Client's data and shall continuously adapt them to the state of the art.
4. Obligations of the Client
For the successful processing of the mandate, the Client undertakes the following:
The Client shall provide the Law Firm, without being requested to do so, with all documents and information necessary for the execution of the mandate in such a complete and timely manner that the Law Firm has a reasonable amount of time to process them. The same shall apply to the provision of information on all processes and circumstances which may be of importance for the execution of the respective mandate.
b. Comprehensive Information
The Client shall fully and truthfully inform the Law Firm about all facts related to the mandate and shall provide the Law Firm with all documents and data related to the mandate in an orderly manner. During the term of the mandate, the Client shall contact courts, authorities, the opposing party or other parties only in agreement with the Law Firm and shall forward to the Law Firm all information received from them during the processing of the mandate.
c. Provision for Absence and Change of Address
The Client shall inform the Law Firm immediately in case of change of his contact details and shall arrange for a substitute in case of unavailability for more than one week.
d. Thorough Review of Communications and Letters from the Law Firm
The Client shall thoroughly check the messages, drafts and letters sent to it by the Law Firm to ensure that the factual information contained therein is truthful and complete.
Rights arising from the mandate relationship may only be assigned with the prior written consent of the Law Firm.
5. Electronic Communication
The Client revocably agrees that communication (including the sending of invoices) between him/her and the Law Firm may be made by e-mail without any restrictions. The Client confirms that it is aware that electronic communication by e-mail involves security risks. If the Client does not agree to electronic communication by e-mail and/or wishes to use encryption procedures, the Client shall inform the Law Firm accordingly. The Law Firm cannot assume any liability for the security of data and information transmitted by e-mail and shall not be liable to the Client for any damages incurred.
The Client is aware that e-mails can be moved to the spam folder even if they originate from legitimate senders. He therefore also regularly checks this folder for arrivals and adjusts the settings of his e-mail program.
6. Payment Obligation of the Client
The mandate shall be invoiced in accordance with the respective individual remuneration or fee agreement with the Law Firm. If no remuneration or fee is agreed, it shall be based on the German Lawyers' Fees Act (Rechtsanwaltsvergütungsgesetz). With the exception of criminal cases or certain social law matters, the fees incurred for the work of the Law Firm under the RVG are based on the value in dispute of the mandate.
If lower fees than those provided for in the RVG are agreed in extrajudicial matters, such an agreement shall only be binding if it has been concluded at least in writing or text form.
The Client shall be obligated to make an appropriate advance payment upon the Law Firm's request and to settle the Law Firm's claims for payment in full upon termination of the mandate; this shall apply regardless of whether the Client is entitled to claims for payment or reimbursement against a legal expenses insurance, the opposing party or third parties in this context.
b. Reimbursement of Costs
The Client is advised that in labor court disputes out of court as well as in the first instance there is no claim for reimbursement of attorney's fees or other costs against the opposing party; in such proceedings each party shall bear its own costs regardless of the outcome. This also applies in principle to costs in proceedings of voluntary jurisdiction.
c. Assignment for Security
In order to secure the Law Firm's claims for payment against the Client, the Client assigns to the Law Firm accepting the assignment any and all claims for payment of money against the opposing party, the court cashier, the Client's legal expenses insurance or other third parties liable for reimbursement in the amount of the fee claim, with the authorization to notify the party liable for reimbursement of the assignment on behalf of the Client.
7. Legal Expenses Insurance
a. If the Client wishes to make use of a legal expenses insurance policy maintained by the Client and instructs the Law Firm to claim insurance benefits, the Law Firm shall be irrevocably released from its obligation of confidentiality.
b. The Client is informed that the Law Firm will charge a business fee according to VV 2300 RVG based on the value of the matter. The value of the matter in dispute is the expected costs for the matter for which cost coverage is requested. The business fee is not covered by the legal expenses insurance.
c. The existence of legal protection insurance does not change the contractual and service relationship between the Client and the Law Firm; the Law Firm provides and invoices its services exclusively for and to the Client, and the Client, conversely, pays the remuneration owed to the Law Firm. The Law Firm shall promptly return to the Client any reimbursements received by the Law Firm, provided that the Client has not caused the Law Firm to be in arrears.
d. It is pointed out to the Client that an insurance benefit with regard to the lawyers' remuneration usually only covers the statutory minimum fees according to the Lawyers' Remuneration Act (Rechtsanwaltsvergütungsgesetz) minus a deductible agreed upon according to the insurance contract and that the insurance benefit usually does not result in a complete coverage of his financial expenses for legal advice and representation.
e. The Client agrees that the Law Firm, pursuant to Sec. 86 of the German Insurance Contract Act (Vertragsversicherungsgesetz) in conjunction with the General Legal Expenses Conditions of the legal expenses insurers, shall as a rule pay out cost reimbursements directly to the legal expenses insurer to the extent that the legal expenses insurer has provided services to the Client.
f. Insofar as the Law Firm is also commissioned to conduct correspondence with the legal expenses insurance company, the latter is expressly released from the obligation to maintain confidentiality in relation to the legal expenses insurance company. In this case, the Client assures that the insurance contract with the legal protection insurance continues to exist, that there are no premium arrears and that no other lawyers have been instructed in the same matter.
The Law Firm is entitled to use other Law Firms, attorneys-at-law and other competent third parties for the processing of the mandate. If this results in additional costs, the Law Firm is obliged to obtain the Client's prior consent. The Law Firms, attorneys-at-law and other qualified third parties shall act as subcontractors within the scope of the mandate. They are separately bound to secrecy.
9. File Storage
a. File Destruction
The Client is informed that the Law Firm's files, with the exception of the costs file and any titles, will be destroyed six years after termination of the mandate (Sec. 50 (2) sentence 1 BRAO), unless the Client collects these files from the Law Firm beforehand. Otherwise, Sec. 50 (2) sentence 2 BRAO shall apply.
b. Handing Out Files
Upon request of the Client, the Law Firm shall provide the Client with the hand files digitally within a reasonable period of time, subject to a statutory right of retention. The Law Firm may make and retain copies or photocopies of documents it returns to the Client.
10. Liability and Limitation of Liability
a. Professional Liability Insurance
The Law Firm maintains professional liability insurance (Sec. 51 BRAO). The minimum insurance amount required by law is EUR 250,000.00; the Law Firm has quadrupled this amount to EUR 1,000,000.00.
If the Client wishes to insure liability in excess of this amount, there is the possibility of additional insurance for each individual case, which can be taken out at the Client's request and expense. The Law Firm undertakes to expressly point out the possibility of a higher insurance if the foreseeable risk of damage threatens to exceed the liability amount. If the Client comes to this conclusion, he shall be obliged to inform the Law Firm thereof without delay.
b. Maximum Liability Amount
The liability of the Law Firm arising from the mandate existing between it and the Client for compensation for damage caused by simple negligence is limited to EUR 1,000,000.00 (Sec. 52 (1) sentence 1 no. 2 BRAO). This limitation of liability shall not apply in the event of gross negligence or intentional causation of damage, nor shall it apply to liability for culpably caused damage due to injury to the life, body or health of a person.
c. Beginning of the Limitation of Liability
The limitation of liability shall apply from the beginning of the Client relationship with the Law Firm, i.e. it shall have effect back to the time of the acceptance of the respective assignment. The Law Firm assures that it is not aware of any liability claims arising at the time of the conclusion of the Client relationship.
The limitation of liability shall apply to the entire activity of the Law Firm for the Client, i.e. in particular to all commissioned consulting services and future consulting services of the Law Firm. A renewed agreement of the limitation of liability is not required for these orders.
The Client's claims for damages arising from the Client-lawyer relationship between the Client and the Law Firm shall become time-barred after three years. The limitation period shall commence at the end of the calendar year in which the claim arose and the Client became aware of the circumstances giving rise to the claim and the person of the debtor or should have become aware of such circumstances without gross negligence. Irrespective of such knowledge on the part of the Client, however, the limitation period shall expire no later than six years after termination of the mandate. This shall not apply in the case of intentional or grossly negligent acts of the Law Firm or its legal representatives or vicarious agents and for claims for damages based on injury to life, body, health or freedom.
f. Third Party Liability
The Law Firm is only liable for the careful selection of third parties who are brought in in consultation with the Client, for example for advice on foreign law. The Law Firm is not liable for damages caused by deficiencies in the performance of carefully selected third parties.
g. Expansion of the Group of Liable Persons
The limitation of liability also applies in favor of the Law Firm's employees and subcontractors.
h. Priority of Individual Agreements
Individual contractual liability limitation agreements shall take precedence over this limitation of liability, but shall not affect the validity of this limitation of liability - unless expressly provided otherwise.
i. Joint Creditor
If justified claims subject to the limitation of liability are asserted against the Law Firm by the Client and/or one or more third parties entitled to rely on the Client-lawyer relationship, the maximum liability amount pursuant to Sec. 10 letter b. of these General Terms and Conditions shall be due to all - also future - creditors entitled to claim together only once (cf. Sec. 428 BGB). Accordingly, the Law Firm may pay the Client with debt-discharging effect vis-à-vis all creditors.
11. Results of the Law Firm Activity
a. To the extent that the Law Firm makes available to the Client any text samples, drafts, templates or other results of the Law Firm's activity prepared or edited by the Law Firm, such results may be used by the Client only internally and in accordance with the purpose of the consulting services without the prior and written consent of the Law Firm. The Law Firm shall in no case be liable for any use or modification of such results of the activity to which it has not agreed.
b. All results of consulting services are preliminary only, unless explicitly designated by the Law Firm as final results. The Law Firm assumes no liability with respect to preliminary results. If the Client makes any decisions based on the preliminary results, the Client assumes sole responsibility.
c. The Client agrees to keep all results of the Law Firm's activities confidential. Any non-agreed disclosure of the results to third parties (including affiliates) not party to this engagement agreement is permitted only with the prior and written consent of the Law Firm, unless the Client is required by law or court or regulatory order to disclose. Without prior written consent, the Law Firm shall have no liability to any third party (including affiliates) with respect to the results.
d. The Client is entitled to disclose the results to its advisors, provided that the advisors advise the Client in connection with the advisory services and agree that the results shall be kept confidential, that the Law Firm shall have no liability to them, and that the results may be disclosed to third parties (including affiliates) only with the prior written consent of the Law Firm.
e. In the event that the Client discloses, directly or indirectly, the results of the Law Firm's activities to third parties (including affiliates) outside the scope of this Agreement without prior written consent, the Client shall indemnify the Law Firm against all third party claims related thereto and reimburse the Law Firm for any damages incurred by the Law Firm in connection with the unauthorized disclosure to third parties, including any court costs and attorneys' fees incurred for legal defense.
12. Duration and Termination of the Mandate
The mandate relationship is concluded for an indefinite period of time. It shall not end as a result of the death or incapacity of the Client or as a result of universal succession or dissolution.
The mandate relationship may be terminated by either party at any time with immediate effect - except untimely; the termination must be in text form.
13. Protection of Intellectual Property
All intellectual property and know-how of the Law Firm existing at the time of the conclusion of the mandate, including its adaptations, modifications and further developments, shall remain with the Law Firm.
After the provision of the respective consulting service owed and in the case of ongoing consulting after the expiry of one (1) year, the Law Firm shall be entitled to use the name, the logo and the type of concrete activity for the Client within and outside the Law Firm as a reference, unless the Client expressly objects thereto. In this respect, the Client releases the Law Firm from the obligation to maintain confidentiality.
15. Arbitration Board
Pursuant to Sec. 36 VSBG, the Client has been informed that the arbitration board of the legal profession, Rauchstraße 26, 10787 Berlin, www.s-d-r.org, is responsible for disputes arising from the mandate relationship. The attorneys at law are generally willing to participate in dispute resolution proceedings at the arbitration board of the legal profession.
For service contracts that are concluded online, there is the possibility of dispute resolution on the online dispute resolution platform (OS platform) of the EU.
16. Final Provisions
a. Place of Jurisdiction
If the Client is a merchant, a legal entity under public law or a special fund under public law or has no general place of jurisdiction in Germany, it is agreed that Berlin shall be the exclusive place of jurisdiction for all disputes arising from or in connection with the mandate relationship.
b. Applicable Law
These General Terms and Conditions of Mandate, the Mandate and Fee Agreement as well as all orders placed in accordance with these General Terms and Conditions of Mandate and the Mandate and Fee Agreement shall be governed exclusively by German law.
c. Place of Performance
The place of performance shall be the registered office of the Law Firm, unless another place of performance is agreed in writing.
d. Severability Clause
Should any provision of these terms and conditions be or become invalid or unenforceable in whole or in part, this shall not affect the validity of the remaining provisions. In place of the invalid or unenforceable provision, the parties undertake to agree on a provision that comes as close as possible to the economic content of the invalid provision.
The German version of this General Terms and Conditions of Mandate shall prevail.