Commercial terms

Last amended 4 July 2019

1. Application

These commercial terms apply for assignments performed by Aabø-Evensen & Co Advokatfirma AS ("AAECO" or "we"). We will normally issue a contract of engagement. The commercial terms and contract of engagement together constitute the assignment agreement (the “Agreement”). Even if the Agreement describes a specific assignment, the Agreement will apply for any new assignment AAECO may perform for the client, unless otherwise agreed to in writing before the assignment is commenced.

2. Execution of the assignment

The assignment shall be executed in accordance with the Agreement and in accordance with the rules that apply for executing legal assignments in Norway. Reference is made to Clause 13.

The assignment may be changed during its execution. AAECO's assistance will only apply to matters governed by Norwegian law. If AAECO provides statements relating to laws in other countries, this shall not be deemed as legal advice. Tax matters relating to the assignment will not be included in the advice provided otherwise is explicitly stipulated in the Agreement.

All assignments are deemed to be assigned to AAECO and will be performed by AAECO’s qualified staff, unless the Agreement specifically states that the work shall be performed by named individuals.

The advice AAECO will provide pursuant to the Agreement shall only be provided to the client. No party other than the client may be able to use or rely on the advice provided by AAECO.

3. Fees and expenses

AAECO’s fee is normally determined based on the number of hours used in executing the assignment, however consideration shall be made to the nature, size and complexity of the assignment, the values involved in the assignment, the specialist expertise required for the assignment and the result achieved. If requested, clients who are consumers will be informed of AAECO’s standard hourly rates.

All outlays and expenses AAECO may have for executing the assignment will be in addition to the fee and will be invoiced without any mark-up. Included with fees and outlays/expenses will be any value added tax in accordance with the rules that may apply at any time. 

If AAECO is asked to invoice a party other than the client, this does not exempt the client from his/her obligation to pay AAECO’s fees, outlays and expenses in accordance with the Agreement.

If AAECO assists the client in disputes before courts or arbitral tribunals, the client is obligated to cover AAECO’s fees, outlays and expenses in accordance with the Agreement, irrespective of the decision the court/arbitral tribunal may make regarding costs.

If the Agreement is cancelled or terminated, AAECO can claim fees, outlays and expenses that have accrued until the date cancellation or termination came into effect.

AAECO’s hourly rates are adjusted as of 1 January each year. Such adjustment also applies for ongoing assignments, unless otherwise stipulated in the Agreement.

Any fee estimate AAECO may provide for an assignment is only an estimate based on the information received about the nature and scope of the assignment and is not binding.

Claims the client may have or acquire against AAECO cannot be offset in AAECO’s claims for fees, outlays and expenses. Any complaints regarding invoices must be sent in writing within one month of the invoice date.

4. Invoicing

AAECO normally invoices each month in arrears, however invoicing may occur more or less often. AAECO is entitled at all times to require an advance or on-account payment from the client.

The invoices shall specify who has performed the work, what the work entailed, time spent (the minimum unit of time is 15 minutes) and the date the work was performed. Unless otherwise specifically agreed to, necessary travel time is invoiced according to standard hourly rates.

Invoices are normally due for payment 15 days from the invoice date. If the client has objections to the invoice, the disputed amount must be paid by the due date.

In the event of delayed payment of invoices, AAECO can: (i) claim penalty interest in accordance with the rate that applies at any time pursuant to the Act relating to interest on overdue payments etc., in addition to recovery and collection costs, (ii) cease performance of the assignment and any other assignment being performed for the client, and (iii) exercise right of retention for any document (physical or electronic).

5. Duty of confidentiality

AAECO and AAECO’s employees have a duty of confidentiality in accordance with the laws that apply for lawyers and their assistants. Unless otherwise stipulated in the Agreement or mandatory rules of law, the client consents to confidential information disclosed to one or more employees at AAECO may be shared with other AAECO employees.

If AAECO represents multiple clients in the same case, the client consents to the relevant information and personal data AAECO has received from the client may be shared with the other clients.

If, as part of the Agreement, AAECO engages other advisers or AAECO cooperates with other advisers engaged by the client or a party acting on behalf of the client, the client consents to AAECO being entitled to share relevant information and personal data with such advisers.

The above also applies if other clients in the same case or other advisers are established outside of the EU or EEA.

6. Conflict of interest

In relation to conflicts of interest, AAECO will act in accordance with the applicable laws relating to legal practice, the code of conduct for legal practitioners, and our duty of confidentiality for documents and information we receive in connection with the assignment.

Within the framework of what is stated above, this entails that:

  • AAECO shall not accept assignments for other parties if such assignments will entail a risk of breach of AAECO’s loyalty, confidentiality and duty of independence in relation to the client,

  • AAECO will not, in the same case, act on behalf of multiple clients if conflicting interests exist or arise between these clients in the case or there is a clear risk of this occurring,

  • AAECO shall not accept assignments for other parties against the client if the client objects to this, unless there are no grounds for the objection based on the different nature of the assignments and that

  • AAECO is not prevented from accepting assignments from parties that the client considers to be competitors.

If the provisions relating to conflict of interest shall apply for multiple companies in the same group as the client, this must be stipulated in the Agreement.

7. Personal data

AAECO will process personal data to the extent necessary for the fulfilment of the Agreement. We can also process personal data for following up the client and for our knowledge management. Unless otherwise agreed, AAECO is the data controller. Information regarding how we process personal data is stipulated in our privacy policy; http://www.aaboevensen.com/privacy-policy.

The client is obligated to ensure that disclosure of personal data to AAECO takes place in accordance with legislation pertaining to personal data.

Any questions relating to AAECO’s processing of personal data can be directed to the lawyer in charge in accordance with the Agreement.

8. Engagement of other advisers

If AAECO has assisted the client by engaging other advisers, including lawyers in other countries, the client is obligated to cover the advisers’ fees and expenses, even if, for practical reasons, AAECO is invoiced for the fees/expenses. AAECO is not liable for advice provided by external advisers.

9. Communication and information

The client consents to AAECO being able to use unencrypted emails for communication, including when sending confidential information. AAECO uses filtering software to avoid unwanted emails. Due to the risk of legitimate emails being filtered out, the client must follow-up AAECO by telephone to ensure that AAECO has received important information.

When executing the assignment, AAECO may send draft documents and reports. The contents of such drafts do not represent advice from AAECO until the documents are completed or confirmed.

The client consents to AAECO being able to send the client information about applicable legal issues or otherwise that AAECO considers may be of interest to the client. The recipient may opt-out of receiving this information by using the opt-out link in the messages that are sent.

10. Copyright

AAECO has copyright to all materials AAECO prepares in connection with the Agreement and AAECO has the right to use such materials in the advice provided to other clients. By paying for AAECO’s services, the client shall acquire the right to use the materials for the intended purpose.

11. Archiving of case documents

AAECO normally stores case documents that have been received or prepared for 25 years after the conclusion of the individual assignment. These documents will then normally be shredded/deleted without notice to the client. The client can request to be sent case documents when the assignment has concluded.

12. Identity checks

Pursuant to the Norwegian Anti-Money Laundering Act (Act no. 23 of 1 June 2018), AAECO will collect information relating to the client before the assignment is commenced. This includes information regarding ownership, beneficial owners, identification and private addresses. The information will be stored and deleted in accordance with applicable legislation. If we do not receive the necessary information, we may be prevented from accepting the assignment.

13. Rules of law pertaining to lawyers and right of complaint

As a provider of legal services, AAECO is governed by the following rules of law (see https://lovdata.no/):

  • Courts of Justice Act (Act no. 5 of 13 August 1915),

  • Regulations for Advocates (Regulations no. 1161 of 20 December 1996) which also include rules for good legal practice, and

  • the Services Act (Act no. 103 of 19 June 2009).

The competent authorities are the Supervisory Council for Legal Practice (Tilsynsrådet for advokatvirksomhet) and the Advocate Licencing Board (Advokatbevillingsnemda).

If the client is dissatisfied with AAECO’s execution of the assignment under the Agreement, this matter must be raised with the lawyer in charge or managing director at AAECO as soon as possible to enable us to endeavour to find an amicable solution.

14. Limitation of liability, indemnity and insurance

If the client should suffer a loss due to negligent actions or omissions on the part of AAECO, the claim for compensation must be brought against AAECO. If AAECO is unable to cover the loss, the claim can be brought against the lawyer in charge pursuant to the Agreement or other AAECO lawyers who were responsible for the assignment, but not other lawyers/associates at AAECO.

Under no circumstances is AAECO or AAECO’s lawyers/associates liable for indirect loss or consequential loss, including lost earnings, operating losses, loss of goodwill or similar consequential loss.

Under all circumstances, liability for damages on the part of AAECO and AAECO’s lawyers/associates is limited to NOK 50,000,000. AAECO and AAECO’s lawyers/associates are not liable for damages to any party other than the client.

AAECO and AAECO’s lawyers/associates are not liable for damages unless a written claim for damages is brought against AAECO by the earlier of: (i) 12 months after AAECO’s invoice for the advice the claim for damages relates to was issued, and (ii) 30 days following the date when the client became aware or should have become aware of the grounds for the claim for damages against AAECO.

The client shall indemnify AAECO and AAECO’s lawyers/associates for any loss that AAECO and AAECO’s lawyers/associates may suffer as a result of negligent actions or omissions on the part of the client or the client’s representatives.

By law, AAECO is obligated to have liability insurance. AAECO's liability insurance company is Tryg, with organisation number 989 563 521. Contact information for Tryg can be found at: Tryg.no.

15. Termination

The client has the right to terminate the Agreement at any time. Such termination will be effective from the date written notice has been received by AAECO.

AAECO has the right to terminate the Agreement by way of written notice to the client and with immediate effect if; (i) the client or the client’s representatives provide(s) incorrect or incomplete information and this has a significant influence on the assignment, (ii) the client refuses to follow AAECO’s advice, (iii) the client does not pay AAECO’s invoices when these fall due, (iv) the client acts unlawfully in connection with the assignment, or (v) the client has acted in some other manner that provides AAECO reasonable grounds on which to terminate the Agreement.

16. Transfer

The Agreement cannot be transferred by any of the parties unless written approval has been provided by the other party.

17. Choice of law, jurisdiction and dispute resolution

The Agreement is governed by Norwegian law. Any disputes shall be resolved before the Norwegian courts, with Oslo as the exclusive legal venue. However, AAECO has the right to bring an action against the client in the client’s legal venue.

18. Amendments to the commercial terms

AAECO may amend these commercial terms at any time with effect from the date the amendment takes place. Amendments will be published on AAECO’s website: http://www.aaboevensen.com/.

Contact

Aabø-Evensen Advokatfirma AS attn. General Manager Torstein Schroeder.
Visiting address: Karl Johans gate 27, N-0159 Oslo
Postal address: Box 1789 Vika, N-0122 Oslo
Tel: 24 15 90 00
E-mail: law@aaboevensen.com