1. Introduction
Welcome to LEXcellence AG, Mühlegasse 18, 6340 Baar/Zug, Switzerland (“Law Firm“).
These Terms and Conditions (“Terms”) govern your use of our services and any related applications (collectively, the “Services”). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree with any part of these Terms, you should not use our Services.
2. Definitions
- “Client” refers to any individual or entity that uses our Services.
- “Services” refer to any legal services, consultations, resources, or other professional services provided by Law Firm.
3. Basis
3.1. Legal basis
The contractual relation is subject to the rules concerning mandate, as set out in Articles 394 ff. of the Swiss Code of Obligation (CO). In addition, the Law Firm must comply with professional rules and is under the supervision of the Cantonal Surveillance Authority (Lawyers` Surveillance Authority of the Canton Zug).
3.2. Contractual document
The Client and the Law Firm each receive a signed copy of this Engagement Letter.
4. Scope of mandate
Legal services and/or representation in Switzerland. Scope of each activity will be confirmed trough e-mail.
In the interest of the Client, the Law Firm undertakes to perform the Services professionally and carefully. Under no circumstances will a certain achievement (e.g. success in the process) be owed. Unless otherwise agreed, the mandate also covers the collection of possible disputed sums and compensation of the parties.
5. Management of files
The Law Firm will decide on the most appropriate method of managing the tasks with regard to the fulfilment of the mandate. The Law Firm will be entitled to manage a digital file in addition to or instead of paper files. This may, in particular, include details of the address and invoice data, e-mail correspondence as well as copies of all received and outgoing documents. The file would be accessible for all employees of the law firm, who are bound by the lawyers` professional secrecy.
Files and other documents in connection with this mandate will be kept safe for ten years following the end of the mandate. The safekeeping of the files can be done in paper form or using other archiving methods such as electronic or optical storage media. After the expiry of that safekeeping period, the Law Firm will be entitled to destroy these files without prior notification to the Client.
The Law Firm may outsource the maintenance or the running of its information system to third parties. The Client agrees with that behaviour in general. The Law Firm will ensure that all the requirements of rules concerning the legal profession and data protection rights are fulfilled. If any consulted third parties can gain access to the Client’s data, they will be committed to maintain strict confidentiality.
6. Information on the Client`s side
Client is obliged to provide the Law Firm with all relevant documents in a timely manner. The Law Firm will act under the presumption that it received all relevant information and that all information and documents received by the Client are correct. If the Information includes private personal data, the Client hereby stipulates that he/she has a proper consent of each data subject.
7. The Client’s money
Any money collected by the Law Firm on behalf of the Client is deposited in a client money account, which is a collective account used for all clients. This account is managed separately from the other financial resources of the Law Firm. The Law Firm will inform the Client, at its own initiative, about any incoming payments. The Client`s funds are not interest-bearing – unless otherwise agreed in a particular case. The Law Firm will be obliged to deliver the money on first demand, but the Law Firm may offset such funds against fee and expenses claims.
8. Basis for calculating is the fee hourly rates.
Adjudicated compensations by the court or any other public authorities will be set off against the fee; the Law Firm will be entitled to any additional amounts, and in the event of a lower amount, the Client is obliged to pay the difference.
9. Repayment of expenses / charges
Expenses incurred by the Law Firm due to postage, telecommunication, photocopying, research on the internet and in databases, as well as other minor expenses, will be charged at a flat fee of 3% of the total fee (VAT not included). All other expenses (such as expenses for travel and legal procedure fees etc.) will be compensated at net cost.
Fees and costs that are charged to the Client by third parties (e.g. authorities or courts) are not advanced by the Law Firm – even if the invoice will be made out in the name of the Law Firm. In the case that the Law Firm might, but is not obliged to advance such expenses, it is entitled to full reimbursement by the Client.
Travel time is treated as working time, if it is not used differently, and will be charged according to the hourly rates. Travel expenses will be reimbursed according to the ticket and/or hotel prices. The hotels will be average business hotels. The Law Firm travels 1st class by train and economy class by flights up to three hours travel time. Longer flights can be made in business class. If the Law Firm uses its private car, the rate of CHF 1 per km will apply. Each and every need to travel needs to be confirmed by the Client. Confirmation by email is sufficient.
10. VAT
The fee and the expenses are exclusive of VAT and are subject to VAT as long as no exception according to the law is given. In the event that the Swiss Federal Tax Administration makes VAT claims against the Law Firm in connection with the work for the Client, then the VAT can be charged to the Client ex post within 10 years after issuing the invoice.
11. Retainer Fee
The Law Firm might claim a retainer fee.
The Client will immediately pay the retainer fee if claimed. The advance payment will be credited towards the Law Firm`s performance, including charges, expenses and VAT.
The Law Firm reserves the right to not to start or to suspend the provision of the commenced services in cases the retainer fee was not paid or has been fully exhausted.
The retainer fee will be paid to the account of:
LEXcellence AG, Mühlegasse 18, 6430 Baar
Bank: UBS AG in Zug
IBAN: CH 940027327315309601T
12. Invoicing
The Law Firm will properly prepare invoices for the fee and expenses claims. The invoice will provide detailed information on the performances rendered.
Invoices are issued periodically, as a rule monthly, at the latest at the end of the mandate.
The invoice must be paid within ten days from the date of the invoice. In the event of default on payment, the Law Firm will charge default interest after due date in the amount of 5%, as well as relevant expenses (time, costs, fees, etc.).
In the event that one or more invoices and/or the retainer fee falls overdue, the Law Firm reserves the right to suspend or abandon the mandate.
To secure the fee and expenses claims, such as the reimbursement of costs for the opposing parties or the Attorney-at-Law, as well as the refund of a registration fee, court advance and caution money for the process, the Client assigns to the Law Firm its claims against courts, public authorities, opposing parties, contracting parties or any third parties. The Law Firm decides, at its sole discretion, concerning any arrangements for the enforcement of the assigned claims. The payments received from the assigned claims will be cleared only towards the Client, whereas any outstanding remuneration is due for any efforts in connection with the collection procedure. Assigned claims exceeding the amount due to the Law Firm resulting from the performance provided, will be passed back to the Client at the end of the mandate.
13. Release of Professional Secrecy
The Law Firm will be released from its professional secrecy in the event of fee and expenses claims and related charges and, in the event, when the Law Form claims fees against the Client, including starting collection actions or court proceedings.
14. Correspondence
In the absence of instructions from the Client, the Law Firm assumes that it is authorised to communicate, among other ways, also by email. The Client is aware of the fact that emails can be blocked, changed and/or read by third parties.
Concerning the use of other means of telecommunication, such as freely accessible conference or video call platforms, WhatsApp, Facebook, Skype, Zoom, Telegram, Teams or further forms of communication, the Law Firm will assume that the Client has given its consent until revoked.
15. Termination of the mandate
The management of the mandate is based on mutual trust. The mandate relationship – and therefore the Power of Attorney can be revoked by either Party at any time with effect for the future.
The termination of the mandate for the reason of the Client’s late, missing or overdue payments, will not be considered as being an inappropriate time and will not cause any liability for the Law Firm.
16. Limitation of Liability
The Law Firm will only be liable to the Client for direct damage that has been caused to the Client by the Law Firm’s gross negligence or wilful misconduct while performing the services rendered in the framework of this mandate.
17. Salvatorian Clause
In case one or more of the provisions of this Engagement Letter are or will become ineffective, the effectiveness of the remaining provisions will not be affected. The Parties agree to replace any ineffective provision by an effective one that comes as close as possible to the intended economic purpose.
18. Applicable Law/ Place of Jurisdiction
Swiss Law is exclusively applicable to this Engagement Letter and any services resulting thereof. For a decision about any related disputes, the courts of the Canton Zug will have exclusively jurisdiction.