A. Bermon Lawoffice & Legislative Services
1. Bermon Lawoffice & Legislative Services, established on Sint Maarten, hereinafter: “Bermon”, is a limited liability company (in Dutch: ‘naamloze vennootschap’), whose object is to practice law in the broadest sense. The Statutory name is : Bermon N.V. "N.V." may be replaced by "Inc.", "Ltd" or "S.A.".
2. Any and all stipulations in these General Terms & Conditions have also been made on behalf and for the benefit of the directors of the limited liability company mentioned above and on behalf and for the benefit of any and all persons engaged & employed (or having been employed) by or for Bermon, carrying out the assignments of Clients, whether or not as employees of Bermon, and whether or not this concerns lawyers or other staff members of Bermon.
B. Assignments and work by third parties;
3. All assignments and all works and services commissioned by Client are deemed to have been exclusively given to and accepted by Bermon and shall be deemed to be handled, carried out and / or executed by Bermon exclusively. Articles 7:404, 7:407 second paragraph and 7:409 of the Civil Code are hereby excluded; the managing directors of Bermon, as well as the persons employed by Bermon are not severally bound nor liable.
4. These General Terms & Conditions shall be applicable to any and all offers and agreements under which Bermon offers or supplies services. Deviations from these General Terms & Conditions shall only be valid, if they have been agreed on explicitly and in writing.
5. In the framework of executing the assignments Bermon is authorized to engage third parties in case such services are needed and / or required in the interest of the case or matter or upon request of the Client. By the selection of third parties services providers, the utmost care and due prudence will be observed.
Bermon has the right to accept any limitations of liability (on behalf of the Client) stipulated by third party service providers.
C. Limitation and exclusion of liability;
6. Any and all liability of Bermon shall be limited to the amount of Naf 25,000.—or the amount that is the result of the addition of (A) the amount, which is (successfully) claimable and (actually) recovered under our professional liability insurance and (B) the applicable deductible (amount of own risk) for Bermon under mentioned insurance policy.
7. Each and any liability for errors and omissions committed by third parties as mentioned under clause 5 is excluded; Bermon shall not be liable for any failure, fault or shortcomings of such service providers.
8. Changes in the power of the Client or his representatives or agents, even if they have been entered in the public register, shall only be in force and effect towards Bermon, after Bermon has been given notice hereof in writing.
9. Any and all rights of action and other rights or powers on whatever account towards Bermon in connection with services rendered by Bermon, shall become null and void and shall be considered to be waived, in any case after the expiration of one (1) year after the moment at which the person or party concerned became familiar with, or could have been familiar in reason with, the existence of these rights of action or other rights or powers.
10. The Client shall indemnify and holds Bermon harmless from and against any and all third party claims, actions or demands – including expenses to be incurred by Bermon in connection therewith - arising from or relating in any way to the works or services carried out for the Client by Bermon, unless they result from gross negligence or willful misconduct by Bermon.
E. Fees, Expenses and payments;
11. Our professional fees for services vary from US$ 185,-- to US$ 350,-- per hour. Unless otherwise agreed upon, professional fees payable by the Client shall be calculated on the basis of the number of hours worked multiplied by the applicable hourly rate as established for a particular lawyer working at Bermon.
12. The professional fees charged by Bermon shall be increased with a surcharge for administrative costs.
13. Bermon reserves the right to change the hourly rate for the various lawyers as well as the percentage of the surcharge for administrative costs from time to time at its full discretion.
14. Bermon has the right to increase the hourly fee with a certain factor to reflect the complexity, the urgency or importance of the matter. A factor can also be applied in case work and services are necessary and have to be rendered in the weekend and / or in the evening and / or on official holidays and/or during vacation time of the lawyer.
15. Out of pocket expenses (disbursements) made and paid by Bermon in connection with the engagement, such as court administration fees, bailiff fees, costs of external experts, and travel expenses, will be billed separately.
16. In case a fixed price is agreed for rendering certain services, and the rendering of the services leads to extra work and performances that cannot be deemed in reason to be included in the fixed price, Bermon timely informs the Client about the financial consequences of this extra work or performances.
17. Bermon has the right to request a deposit / advance payment for services to be rendered and third party fees.
18. Payments shall be made without deduction or compensation in U.S. or ANG currency at the offices of Bermon either by cash or (certified) check or by wire transfer into a bank account designated by Bermon, within 15 days of the date of the invoice.
19. If the Client does not object explicitly and in writing to the invoice within a period of four (4) weeks after he / she can be deemed to have received the invoice, the invoice will be considered approved by Client.
20. In the event that Client has not paid the invoice sent to him on the due date at the latest, he \ she shall automatically be in default, without any further notice of default being required. In case Client fails to pay one or more invoices, Bermon has the right to discontinue or suspend any and all activities for the Client at once and until the outstanding invoice(s) have been settled in full.
21. Bermon is authorized to set off monies received on behalf of the Client against outstanding fees, disbursements and outstanding invoices.
22. Notwithstanding all other rights of Bermon, all unpaid invoices are subject to interest of 1,5 % per month and reasonable collection fees, including but not limited to reasonable attorney fees. Part of the month will be regarded as a whole month.
23. All collection costs of Bermon made with regards to the enforcement of payment of outstanding invoices, including out of court collection costs ex art. 6: 96 sub 2c of the Civil Code will be for the account of the Client. Parties hereby agree that these costs amount to at least 15% of the outstanding (principal) amounts. Bermon reserves the right to claim more than 15% if the real collection costs are higher.
F. Escrow account;
24. Bermon will ensure that escrow funds from third parties are deposited on a separate bank account in the name of Stichting Derdengelden Bermon. The rightful claimant(s) to these funds shall not be entitled to interest payments and any costs connected with the payment of these funds to the rightful claimant(s) will be borne by this / these claimant(s).
If a Client is the rightful claimant of any escrow funds as mentioned above and if an amount in trust is due and claimable, Bermon does have the right to offset the amount payable against any and all outstanding amounts of this Client.