Article 1 Engagements

Only LAW FIRM shall be the Service Provider (Opdrachtnemer) of the Client (Opdrachtgever). Sections 7:404 and 7:407(2) of the Dutch Civil Code (Burgerlijk wetboek) shall not apply. LAW/FIRM shall perform the engagement awarded to it exclusively for the benefit of the Client. No third party may derive LAW FIRM rights whatsoever from the manner in which the engagement is performed or from its results. The Client shall indemnify LAW FIRM against any claims relating to or ensuing from the work LAW FIRM performs for the benefit of the Client.

Article 2 Fees and expenses

LAW FIRM shall periodically send the Client an invoice for fees, office expenses, and out-of-pocket expenses. Unless expressly agreed otherwise, the fee shall be based on the hourly rate applicable at that time. The lawyers' hourly rates shall vary based on the level of experience of the lawyers handling the matter. An hourly rate may be increased by a factor of 1.25 in cases involving a stake of more than EUR 1,000,000. LAW FIRM shall be entitled to adjust its applicable rates periodically. The new rates shall also apply to ongoing cases from the date on which the new rates are established. Office expenses will be charged at a fixed percentage of 5% of the fee. Out-of-pocket expenses, such as bailiffs' fees, court fees, fees for extracts, and costs relating to engaging third parties, such as lawyers in other jurisdictions, are expressly excluded from the scope of office expenses and will be invoiced separately. LAW FIRM shall always be entitled to request an advance payment for the work to be performed and the costs to be incurred. Such advance payments will be settled during or at the end of the engagement.

Article 3 Payment

Invoices must be paid within 14 days of the invoice date. If payment is not made within this term, the client shall be in default by operation of law. In that case, LAW FIRM may claim statutory commercial interest and reimbursement of any extrajudicial collection costs incurred. The extrajudicial collection costs are calculated for private clients on the basis of 'Besluit vergoeding voor buitengerechtelijke incassokosten' (Decree on compensation for extrajudicial collection costs). In all other situations, the collection costs amount to 15% of the outstanding invoices with a minimum of EUR 150. If a party other than the Client, the debtor, is ultimately responsible for bearing the costs of the invoice, the Client shall remain jointly and severally liable for paying the invoice.

Article 4 Engagement of third parties

In the context of performing engagements, LAW FIRM shall be authorized to engage the services of third parties on the Client's behalf and at the Client's expense. In this respect, LAW FIRM shall be considered as having been authorized by the Client to accept any limitations and/or exclusions of liability on behalf of the Client. LAW FIRM shall not be liable for any defects in the performance of said third parties. If and when necessary, LAW FIRM may, if so requested, transfer to the Client any claims it may have against third parties.

Article 5 Liability and lapse

LAW FIRM will process the Client's personal data in the context of performing the engagement(s) awarded by the Client. On the basis of legislation applicable to LAW FIRM, LAW FIRM will be obliged to ascertain the identity of the Client and to verify it in certain cases. By awarding the engagement, the Client shall be deemed as having consented to the provisions of this article. The client confirms to be aware and accepts that the management of the client's digital access to files and other documents and storage of digital files of LAW FIRM in general are outsourced to selected processors, who will store the files in data centers in the EU or in other countries, provided that an equivalent level of security as in the EU is guaranteed. These processors guarantee the security of personal data with due observance of appropriate technical and organizational security measures. LAW FIRM has concluded processor agreements with these processors as referred to in the General Data Protection Regulation (Algemene Verordening Gegevensbescherming) and will send a copy of such to the client at its first request. LAW FIRM will not retain the personal data for longer than strictly necessary, or longer only on the basis of a statutory obligation, if such applies.

Article 6 Personal Data

LAW FIRM processes personal data of the client in the context of executing the assignment(s) provided by the client. Pursuant to the legislation applicable to LAW FIRM, LAW FIRM is obliged to establish and, in certain cases, verify the client's identity. By issuing the assignment, the client is deemed to agree to the provisions of this article. The client confirms being aware and accepting that the management of the client's digital access to files and other documents and the storage of LAW FIRM's digital files in general will be outsourced to selected processors, who will store the files in data centers in the EU or in other countries, provided that an equivalent level of security as in the EU is guaranteed. These processors guarantee the security of personal data in compliance with appropriate technical and organizational security measures. LAW FIRM has concluded processor agreements with these processors as referred to in the General Data Protection Regulation (AVG) and will send a copy thereof to the client upon first request. LAW FIRM does not retain personal data longer than strictly necessary, or longer solely on the basis of a legal obligation, if applicable.

Article 7 Miscellaneous

LAW FIRM shall digitally store and retain a file for 10 years after the last invoice is sent. After this retention period has expired, the entire file will be destroyed and, therefore, no documents from that file may be requested from LAW FIRM.

These general conditions shall also apply to any additional and/or follow-up engagements awarded by the client.

The clauses in these general conditions shall be considered to have been drafted partly for the benefit of all of the practice companies-shareholders and all of the lawyers and employees working for LAW FIRM as well as all persons who are engaged by LAW FIRM during its performance.

Article 8 Applicable law and dispute resolution

The legal relationship between LAW FIRM and client shall be governed by Dutch law. The Roermond branch of the Limburg District Court shall have exclusive jurisdiction to hear disputes between LAW FIRM and the Client, unless another court is designated by mandatory law. If LAW FIRM is the claimant in proceedings, it shall be entitled to submit the dispute to the competent court in the client's city or town of residence.