General conditions

Novel Law BV (“Novel”) is a limited liability company (besloten vennootschap) incorporated under Belgian law, with registered office at Generaal Lemanstraat 55/1, 2018 Antwerp, Belgium. Its corporate object is the practice of the legal profession. Novel is registered with the Crossroads Bank for Enterprises (Kruispuntbank van Ondernemingen) under number 1043.386.537 (RLE Antwerp, division Antwerp).

These general terms and conditions apply to all services delivered by Novel for a client, even if the client commissioned an assignment with a view to the execution by one or more specified persons. Novel is exclusively liable for the performance of services by its lawyers and employees. Only Novel has or will have any obligation towards the client or any other person in connection with the services performed by its lawyers and employees. The client accepts not to file any claim regarding any of these services against any other person than Novel. These general terms and conditions also apply to each person involved in the execution of the assignment and/or any person on whom any liability could rest, including former lawyers and/or employees, including their heirs. Each such person may invoke these general terms and conditions, including the limitations of liability, as beneficiary of a stipulation for the benefit of a third party (beding ten behoeve van een derde), which is deemed accepted upon its stipulation.

The general terms and conditions are not applicable if and to the extent that Novel and the client agree in writing to deviate from the general terms and conditions. In such case, the provisions of the general terms and conditions that have not been deviated from, remain applicable in full. These general terms and conditions have force of law in the relation between Novel and the client and are deemed to have been accepted by the client if it has not expressed any objection within a reasonable time after the notification hereof. Payment of the fees due entails acceptance of the general terms and conditions.

The liability of Novel is limited to the amount covered by the professional liability insurance taken out by Novel, unless such arrangement is not possible under Belgian law. Each lawyer of Novel is covered by the professional indemnity insurance policy provided by the Order of Flemish Bars (Orde van Vlaamse Balies). In addition, Novel has taken out second-rank top-up cover with AG Insurance NV, Emile Jacqmainlaan 53, 1000 Brussels, Belgium, and third-rank top-up cover with HDI Global SE, Belgian branch, Tervurenlaan 273, 1150 Brussels, Belgium, both arranged through the insurance broker Vanbreda Risk & Benefits NV, Plantin en Moretuslei 297, 2140 Antwerp, Belgium. The client indemnifies Novel against all claims by third parties that are in any way related to or arise from the client’s assignment and/or the work performed for the client. The compensation shall also include the costs of defence.

Novel may, as appropriate, involve third parties in the performance of services on behalf of the client and will apply the necessary diligence in this regard. Novel is not liable for any acts or omissions of such third parties. Furthermore, Novel is authorised to accept, on behalf of the client, limitations of liability of third parties.

The funds Novel receives from clients and that it needs to hold for them will be placed on a third party account (derdenrekening) with a credit institution of Novel’s choice. Novel accepts no responsibility towards the client nor towards any other person for bankruptcy or any act or omission of the credit institution with which Novel holds the funds or through which funds are being transferred. As a result, Novel cannot itself be held responsible to repay or transfer amounts that the credit institution concerned is unable to repay or transfer.

Any advice rendered by Novel is solely for the use by the client and is only given in the context of the assignment for which it has been produced. Third parties may not use Novel’s advice. Furthermore, no third party may rely on it. The client accepts that it will not disclose Novel’s advice to third parties without Novel’s prior written consent (except, if necessary, to other professional advisers of the client, but without any obligation or liability from Novel towards them).

Unless agreed otherwise, the services performed will be charged on an hourly basis whereby the applicable hourly rate varies according to the seniority of the lawyer. The applicable hourly rate does not include secretarial or other office expenses. These expenses are charged at a lump sum of 7% of the fees that are due. Specific costs and expenses, such as travel expenses, are charged separately, VAT included. The fees do not include VAT. Unless agreed otherwise, the services performed are invoiced on a monthly basis. The fees should be paid within fifteen (15) days from the date of Novel’s invoice. In the event of a late payment and following the serving of a notice of default (ingebrekestelling) by Novel, interest is due at the statutory rate (wettelijke interest). Any dispute should be notified in writing, within fifteen (15) days from the date of the invoice. In the absence of such notification, the invoice will be deemed to have been accepted.

Pursuant to the applicable professional rules of conduct, Novel can use the name of a client for marketing purposes or in a context that can be perceived as an advertisement by lawyers pursuant to the applicable professional rules of conduct.

Novel is subject to anti-money laundering regulations. Novel may therefore ask the client to provide all relevant information in the context of money laundering prevention (e.g. articles of association, copy of identity card of managing persons, etc.). The client shall provide such requested information immediately. Novel may be obliged to report suspicious activities to the President of the Bar (stafhouder) without informing the client thereof. Where Novel is of the opinion that its work for a client may constitute a breach of the anti-money laundering regulations, Novel has the right to immediately and unilaterally cease its services to the client and to terminate the client relationship. Novel is not liable for any damage resulting from (i) the termination of its client relationship on the basis of suspected breaches of the anti-money laundering regulations or (ii) the fulfilment of any other obligations under the anti-money laundering regulations.

Novel processes personal data in connection with the services provided to the client in accordance with Regulation (EU) 2016/679 (GDPR) and applicable Belgian data protection legislation. Novel acts as a controller for the personal data it processes in the context of its services and will process such personal data only for the purposes of providing the services, complying with its legal and professional obligations (including anti-money laundering, record-keeping and conflict checks), managing the client relationship and defending its legal interests. Further information on the processing of personal data by Novel, including the client’s rights, is set out in Novel’s privacy notice available on its website.

The client acknowledges and agrees that Novel may, in the course of providing its services, use closed, secure, access-controlled artificial intelligence environments and other technology tools (including, where appropriate, generative AI tools operated under confidentiality and professional secrecy safeguards) to process the client’s documents, correspondence and file in order to deliver, enhance and streamline the services performed for that client. Novel will take appropriate organisational measures to protect the confidentiality of such information and to ensure that it is not used to train publicly available models and is not disclosed to third parties outside the scope of the assignment. Professional secrecy and attorney-client privilege remain fully preserved. The client may at any time object to the use of such tools in respect of its file by notifying Novel in writing.

Any complaint regarding Novel’s services should in the first instance be addressed in writing to Novel, which will endeavour to resolve the matter amicably with the client. If the complaint cannot be resolved in this way, the client may, where applicable, submit the dispute to the competent out-of-court dispute resolution body for the legal profession, including the Ombudsdienst Consumentengeschillen Advocatuur (Ligeca) for consumer clients, and to the competent authorities of the Antwerp Bar Association (Balie Antwerpen). The parties may also agree to submit the dispute to mediation by a mediator accredited by the Federal Mediation Commission (Federale Bemiddelingscommissie) before initiating court proceedings. Recourse to a complaints procedure or mediation does not affect the client’s or Novel’s right to bring the dispute before the competent court.

If any provision of these general terms and conditions would at any time be considered to be invalid or inapplicable, the validity and applicability of the remaining provisions of the general terms and conditions will not be affected. In this case the invalid or inapplicable provision will be deemed to be automatically replaced by a valid and applicable provision that, to the largest extent possible, has an equivalent effect.

These general terms and conditions as well as the relation between Novel and the client are subject to Belgian law, and, to the extent applicable, by and in compliance with the rules of conduct of the Order of Flemish Bars (Orde van Vlaamse Balies) and the Antwerp Bar Association (Balie Antwerpen). Any dispute arising out of or in connection with the relation between Novel and the client and with these general terms and conditions will be subject to the exclusive jurisdiction of the courts of the judicial district of Antwerp, and to the extent applicable, of the competent authority of the Antwerp Bar Association (Balie Antwerpen).