General Terms and Conditions

Article 1. Conditions

1.1 Only these general terms and conditions, alongside any specific terms and conditions, apply to all offers originating from Mosa BV.

1.2 These general terms and conditions shall take precedence over any other general terms and conditions of the client. Clients are deemed to know and irrevocably accept these conditions, and thereby expressly and fully waive the applicability of their own general and/or specific terms and conditions.

1.3 These general terms and conditions can be consulted at any time on the website of Mosa BV.

1.4 Deviations from these conditions are only valid if expressly agreed upon in writing by the parties.

1.5 If any provision forming part of these conditions or of the agreement should be void or invalid, the remaining provisions of the conditions and the agreement shall remain in full force and effect, and the provision concerned shall be replaced without delay, in consultation between the parties, by a provision that approaches the intent of the original provision as closely as possible.

Article 2. Scope of the Services

2.1 Mosa BV provides legal services.

2.2 The specific assignments are determined in mutual consultation with the client.

Article 3. Deadlines

3.1 The execution periods put forward by Mosa BV are purely indicative, unless expressly agreed otherwise. Mosa BV can never be held liable by the client in the event of late execution.

3.2 Late execution can never give rise to any right to compensation, nor to a right to postpone payment obligations or terminate the agreement.

Article 4. Information and Processing of Personal Data

4.1 Mosa BV informs the client upon first request about the execution of its assignment and about the progress of the handling of the case. The steps to be taken in the file are preferably discussed in advance. The client shall provide all useful information to Mosa BV promptly and throughout the entire duration of the assignment, if necessary at the request of Mosa BV.

4.2 By signing/accepting the agreement, the client confirms that, in the event of a dispute, Mosa BV has explained to him/her, in accordance with Art. 444, paragraph 2 of the Belgian Judicial Code (Ger. W.), what possibilities of alternative dispute resolution exist and why these would be useful for promoting his/her case.

4.3 The client provides cooperation to Mosa BV so that the latter can comply with its obligations regarding anti-money laundering regulations. This implies, among other things, that the client shall provide a copy of their identity card and disclose their address upon first request. If the client is a legal entity, the following information must be provided: name, registered office, list of directors, and provisions regarding the authority to bind the legal entity. The client/legal entity shall provide the articles of association to Mosa BV upon first request, as well as proof of UBO (Ultimate Beneficial Owner) registration. In the case of a foreign company, it shall submit a document from which the ultimate beneficial owner of the client/legal entity can be determined.

4.4 The client indicates that they have taken note of Mosa BV’s privacy statement, as published on the website.

4.5 In any case, the client gives express permission to Mosa BV to process personal data (in accordance with Art. 4.1 of the General Data Protection Regulation – GDPR), data relating to criminal convictions and offenses (in accordance with Art. 10 GDPR), as well as special categories of personal data (in accordance with Art. 9.1 GDPR) that may be included herein, for one or more specific purposes as described in the scope of service and the task of Mosa BV.

4.6 The client will also be informed regarding the processing of his/her personal data on the basis of the statutory provisions in force to prevent money laundering and the financing of terrorism.

Article 5. Retention of Documents

The client is responsible for the preservation of the legal items and documents transferred to him/her by Mosa BV, and this for the statutory and regulatory periods. Mosa BV will also retain the documents for the statutory periods.

Article 6. Recourse to Third Parties

6.1 Outside the usual tasks performed within the law firm, the client agrees that Mosa BV may call upon other lawyers, legal and tax service providers for specific assignments for the execution of its assignment.

6.2 If it is necessary for the execution of the assignment to call upon a judicial officer (bailiff) or a translator, the client leaves the choice thereof to Mosa BV.

6.3 Mosa BV will only call upon other third parties, such as notaries, experts, or accountants, chosen in consultation with the client, with the express consent of the client.

6.4 The costs associated with appointing a third party shall be borne by the client.

Article 7. Quotation / Offers

7.1 Unless otherwise stated, offers from Mosa BV are valid for 30 days. Unless otherwise agreed between the parties, offers are non-binding. Assignments are only considered definitive after they have been expressly accepted by the client and Mosa BV.

7.2 The prices stated in the offer are an indication based on suspected services. The offers always concern a first estimation to the best of our ability based on the data known at that time.

7.3 All mentions included in the offer are complementary to the general terms and conditions mentioned here.

Article 8. Fees and Costs

8.1 If there is an offer, it includes the detailed statement of fees and costs.

8.2 Activities that are not included in an offer are invoiced at the basic fee of EUR 275.00/hour (excl. VAT).

8.3 Invoicing will be sent electronically by email to the client. The client shall pay Mosa BV’s invoices within 30 days after the invoice is sent, unless expressly stated otherwise on the invoice. Mosa BV may, if necessary for good service delivery, determine a shorter payment term with justification.

8.4 Mosa BV reserves the right at all times to request an advance payment (retainer) from the client before commencing its services. This advance will always be expressly communicated to the client. In deviation from Article 8.3 of these general terms and conditions, this advance must be paid immediately.

8.5 The office costs of Mosa BV are fixed at a flat rate of 5% of the fees for the delivery of professional services. These costs do not include additional costs that must be paid to the judicial officer (bailiff), court registry fees (rolrechten), and expert assessments.

8.6 21% VAT is due on the total amount of fees and costs of Mosa BV.

8.7 A change in fees will always be communicated to the client by email. The new fees will also apply to ongoing files. Clients who do not agree with the fee change must notify Mosa BV by email within 8 days. If the client does not agree with an interim invoice or the final statement, he/she must object to it in writing within 8 days of receipt. If Mosa BV receives a sum on its third-party (escrow) account in favor of the client, the latter expressly agrees that outstanding invoices may be offset against this amount. Mosa BV will notify the client of this by email.

8.8 The client expressly agrees to the rates of Mosa BV, even if the costs of the file were initially covered by the legal expenses insurer. If, for one reason or another, this insurer does not (longer) intervene or only partially intervenes, the client agrees that he/she will be responsible for the payment (of the remaining balance) of the invoices. If, in the case of a business client, the legal expenses insurer does not bear the VAT (21%) on the fee, the client agrees to bear this VAT.

8.9 With respect to a business client (entrepreneur/company): Any unpaid invoice shall, automatically and without notice of default, accrue default interest at a rate of 12% per year on the invoice amount incl. VAT from the due date, even if a period of grace is granted. In the same case, the outstanding invoice will also be increased by a fixed compensation of 12% of the total amount of the invoice to cover extrajudicial collection costs, with a minimum of EUR 250.00, without prejudice to the costs of any collection or legal fees due to Mosa BV.

8.10 With respect to a consumer client: A first payment reminder will be sent on the day following the due date of the unpaid invoice. In the absence of payment within 14 calendar days (starting the day after sending the payment reminder by email) after this first reminder, default interest equal to the statutory interest rate (in accordance with the Law of August 2, 2002 on combating payment arrears in commercial transactions) will be charged on the remaining balance of the total invoice amount incl. VAT for each unpaid invoice. This interest is calculated from the calendar day following the day on which the reminder was sent to the client. In addition, a flat-rate compensation will be due, specifically:

• EUR 20.00 if the balance due is less than or equal to EUR 150.00;
• EUR 30.00 increased by 10% of the amount due on the bracket between EUR 150.01 and EUR 500.00 if the balance due is between EUR 150.01 and EUR 500.00;
• EUR 65.00 increased by 5% of the amount due on the bracket above EUR 500.00 with a maximum of EUR 2,000.00 if the amount due is higher than EUR 500.00.

8.11 The fact that Mosa BV does not (immediately) apply Articles 8.9 and 8.10 of these general terms and conditions does not mean that it waives its right to charge interest and compensation. Mosa BV reserves the right to do so at a later date.

8.12 If there are several outstanding invoices, the flat-rate compensation will be due on each of the invoices.

8.13 Late payment of one invoice will result not only in all services of Mosa BV being suspended (without Mosa BV thereby defaulting on its commitments), but also in all outstanding invoices becoming immediately and entirely due.

Article 9. Liability

9.1 Mosa BV is responsible for the execution of the agreed assignment. However, if the client is of the opinion that Mosa BV is liable, the client must provide full and sufficient proof that the alleged damage was effectively caused by an error of Mosa BV or its employees.

9.2 Mosa BV bears no responsibility for acts or errors of third parties and/or the client; it is only responsible for its own proven errors.

9.3 In any case, Mosa BV is only liable for direct damage. Mosa BV can under no circumstances be held liable for indirect damage.

9.4 Damage as a result of incorrect, incomplete, or unreceived information from the client always falls under the client’s own responsibility.

9.5 In the event that damage occurs, this cannot give rise to suspension of payment or non-payment of Mosa BV’s invoices. Debt set-off against the amount of the invoice is excluded.

9.6 The parties recognize and accept that they cannot invoke a concurrence of contractual and extra-contractual liability. If a claim falls under the agreement, only the contractual arrangement will be applied, and any possible claim based on extra-contractual liability is waived. The parties confirm that the contractual agreements between them fully and exclusively govern their mutual relationship.

9.7 Mosa BV is insured for its professional liability for an amount of EUR 1,250,000 per individual lawyer. The liability of Mosa BV is in any case limited to the coverage of its professional liability insurance. Mosa BV informs the client that for the specific handling of his/her case, which is the subject of this agreement, higher insurance can be concluded subject to the payment of an additional premium.

9.8 If the client does not set any special insurance requirements, he/she accepts the insurance contract of Mosa BV. The client accepts that the compensation for the damage he/she suffers as a result of a professional error by Mosa BV is in any case and somehow limited to the amount covered by the insurance of Mosa BV. This limitation does not apply in the event of intent (opzet) or gross negligence (grove fout) of Mosa BV.

9.9 If the professional liability insurer does not cover the damage, without Mosa BV being at fault for this, the compensation based on a professional error by Mosa BV is limited in principal sum, costs, and interest to an amount equal to the value of the agreement, unless the parties agree otherwise.

9.10 Insurance company details and policy conditions:

• The professional liability of Mr. Massimo Maesen is insured through a collective policy concluded by the Order of Flemish Bars (Orde van Vlaamse Balies) with Amlin Europe NV, registered office in Amstelveen, the Netherlands – Commercial Register no. 33055009, Belgium Branch – RPR 0416.056.358 – Company authorized under code no. 0745, under policy number LXX034899.
• The Professional Civil Liability guarantee (AMLIN) has been acquired for EUR 1,250,000.00 per claim, with a deductible (excess) of EUR 2,500.00 per claim and per lawyer. For a Mosa BV trainee/intern (stagiair), there is a deductible of EUR 1,250.00. For cases resulting from an appointment by the Legal Aid Bureau (BJB), the deductible is EUR 300.00 (regardless of whether it is a fully qualified lawyer or a trainee).

Article 10. IT

Mosa BV uses legal software to optimize its operations and to ensure they run as efficiently as possible. It ensures that its software is sufficiently secure. If an incident should nevertheless occur, Mosa BV cannot be held liable for certain viruses that might spread via the IT network of Mosa BV.

Article 11. Force Majeure

11.1 Force majeure is any event that forms an insurmountable obstacle to the normal execution of the parties’ obligations and that forces them to temporarily or permanently cease operations. An event of force majeure only exists if the cause and consequence of the event are beyond the reasonable control of one of the parties. Non-limiting examples include: fire, explosions, terrorist attacks, earthquakes, tsunamis, storms or other severe weather conditions, war or civil war, revolutions, strikes, blockades, riots, epidemics, pandemics, machinery breakdown, an act committed by the government or any other authority, lock-out and the consequences associated therewith, delivery problems with suppliers, bankruptcy of a supplier, etc.

11.2 In the event of a force majeure situation due to which one of the parties cannot perform its contractual obligations for more than one month, the parties will consult with each other regarding the future execution of the agreement. If a compromise cannot be reached, each of the parties will have the option to terminate the agreement, without observing a notice period or paying compensation.

11.3 The termination will be notified to the other party by registered letter. In order to validly invoke termination due to force majeure, the registered letter must be sent within two working days after certainty exists regarding the existence of the force majeure.

11.4 All services already delivered and costs incurred by Mosa BV up to the cessation of the agreement due to force majeure will be claimable by Mosa BV.

Article 12. Termination of the Agreement

12.1 The client can terminate the agreement at any time by informing Mosa BV thereof in writing. Mosa BV will transfer its final statement of costs and fees to the client, taking into account its performances up to the termination of the agreement. The client cannot claim any compensation from Mosa BV.

12.2 Upon first request, Mosa BV will return/deliver the documents of the file to the client or to the succeeding lawyer.

12.3 Mosa BV may terminate the agreement at any time by notifying the client thereof in writing. To determine the moment at which it ceases its performances, Mosa BV must take into account the possibility for the client to obtain the necessary assistance from another lawyer in time. The period for this is set at 14 days, which the client expressly agrees to.

Article 13. Disputes

13.1 Clients must make their complaints regarding the services delivered and/or invoices known to Mosa BV within 8 days after the invoice date, by registered letter or by email with read and delivery receipt, indicating the reasons for the protest.

13.2 Complaints do not suspend the payment obligation of the client.

13.3 The complaints must be clearly described so that Mosa BV can take the necessary steps to remedy the complaints insofar as they are grounded. In the absence of complaints, the client is deemed to accept the delivered services, goods, and transferred invoices.

13.4 The client/individual consumer has the possibility to file a complaint with the ombudsman service Ligeca OCA. The ombudsman service can be reached on the website https://oca.ligeca.be/nl/.

13.5 In the event of complaints, Mosa BV will consult with the client. Mosa BV strives as much as possible for an amicable solution.

13.6 Only Belgian law applies.

13.7 Any disputes will be settled before the courts of the judicial district where the registered office of Mosa BV is established.