1.     General

These General Terms apply to all legal services provided by Luovi Attorneys Ltd (‘Luovi’) and, by engaging Luovi, the client is deemed to have accepted such terms, except as otherwise agreed in writing.

Luovi handles all assignments in accordance with the client’s instructions, applicable laws and regulations, and the Code of Conduct of the Finnish Bar Association.

2.     Scope of assignment

The scope of the assignment is agreed separately with the client before commencement and may be adjusted during the assignment as agreed with the client.

Any legal advice provided by Luovi is based on Finnish law in force at the relevant time and Luovi does not assume any responsibility to inform the client of any subsequent changes in applicable laws or regulations.

Services provided by any third party engaged on behalf of the client shall not be deemed part of the services provided by Luovi.

3.     Confidentiality and insider register

Luovi and all its employees are subject to professional confidentiality obligations under the Attorneys Act (496/1958) and the Code of Conduct of the Finnish Bar Association. Notwithstanding such confidentiality, Luovi may for marketing purposes disclose that it has acted on behalf of the client in a matter that has become publicly known, unless agreed otherwise.

The client shall inform Luovi if it is required to maintain an insider register in relation to a matter to ensure that the client complies with its obligations under the EU Market Abuse Regulation (EU) N:o 596/2014.

4.     Fees and expenses

Luovi charges an hourly rate determined based on, among other things, the nature, complexity and urgency of the assignment, the level of expertise required, and the responsibility assumed. Applicable hourly fees, fee estimates and any other terms are generally agreed with the client before commencement of the assignment.

Value added tax will be added in accordance with applicable laws.

Out-of-pocket expenses, such as registration fees, register extracts, e-signatures, courier charges, travel expenses and third-party fees, incurred by Luovi in connection with the assignment will be charged separately.

Accrued fees and expenses are invoiced monthly and invoices are payable with 14 days’ payment term. Default interest is payable on overdue amounts in accordance with the Interest Act (1982/633).

5.     Document retention

Unless otherwise agreed with the client or required by law, Luovi will retain assignment related material electronically for ten years after completion or termination of the assignment, after which the material may be destroyed without separate notification to the client.

6.     Intellectual property rights

All copyright and other intellectual property rights in any products prepared by Luovi as part of an assignment are owned by Luovi. The client may however use any such products for the purpose it was prepared for.

7.     Limitation of liability

Luovi’s liability for damages is limited to pure economic loss directly caused to the client due to an error or negligence by Luovi in the execution of the assignment, and to a maximum amount of EUR 200,000 in all instances. Luovi is not liable for any unforeseeable or indirect loss or loss incurred to a third party. Luovi’s liability is further reduced by any amount recoverable by the client under any insurance policy, contract or indemnity, any amount by which the client or a third party has contributed to the loss, and by any other amounts that may reduce liability for damages under Finnish law.

Luovi does not assume liability for any loss caused by:

(i)         any claim presented to Luovi later than 3 months after the circumstances giving rise to the claim became or should have become known to the client; or

(vi)       any third-party claim which the client has settled, compromised or in respect of which the client has taken any other action without Luovi’s written consent.

8.     Governing law and jurisdiction

These General Terms and any other terms applicable to an assignment handled by Luovi are governed by Finnish law.

Any dispute, controversy or claim arising out of or relating to these General Terms or otherwise in relation to an assignment handled by Luovi, or the breach, termination or validity thereof, shall be finally settled by arbitration in accordance with the Arbitration Rules of the Finland Chamber of Commerce. The seat of arbitration shall be Helsinki, Finland.

Notwithstanding the above, Luovi reserves the right to commence proceedings against the client concerning collection of its receivables due from the client in any court with jurisdiction over the client or its assets.

The client may also submit a complaint with respect to fees to the Disciplinary Board operating in conjunction with the Finnish Bar Association. For further details please see www.valvontalautakunta.fi.

These General Terms were last updated on 1 February 2025. Luovi reserves the right to update these General Termsfrom time to time. Any amendment will become effective only in relation to assignments started after such amendment has been published at Luovi’s website www.luovilaw.fi.