General Terms of The Engagement Letter for Law Firm GLIMSTEDT
1. General principles
Law firm GLIMSTEDT provides legal services to clients in response to client requests delivered orally or in writing, including by email, and adheres to the professional rules and guidelines for lawyers in Estonia. The content and extent of the legal services and the principles for payment are agreed between the parties before the work concerned is carried out.
The goal for the firm is to provide top-quality legal services to its clients. One single client manager is responsible for all relations with the client and is specifically named as such in the preamble of the client contract. The client manager is aided by a team of specialists covering a range of legal areas and puts together the best possible team to suit the nature and the amount of work to be done. Where needed our lawyers are able to work together with the client’s specialists in various areas at the client’s address. External advisers to the firm, including law firms in other countries, are only ever involved with prior agreement from the client and the firm is not responsible for invoices they may submit or for covering their costs.
The work requested by the client is analysed and a quotation for the job is given as quickly as possible. The firm has the right to decline to take a case on if there is a conflict of interest between clients. The firm cannot provide legal services to the client if circumstances arise that harm or could harm the ability of the firm or a lawyer to act in the sole interests of a client, unless the firm has informed the client of these circumstances but the client still insists that the firm or the particular lawyer should provide the legal services.
The client pays the firm on a per-case basis. Depending on the type of work needed, we agree an appropriate payment system for each order. We generally find the best solution for the client’s needs using one of three approaches:
Hourly rate basis – this system is recommended if it is not possible to predict the amount of work accurately, or for smaller engagements. With the hourly rate system we can send a report of work done before each invoice is submitted, to give a clear picture of how much work has been involved and to allow the client to ask any detailed questions. The client has the right to be informed by the firm about the applicable hourly rate at any time.
Fixed project fee – this system is recommended for clients if the task is quite clear and the firm can forecast the amount of work required. A fixed fee ensures clarity for both sides and means the client knows exactly how much the firm will invoice for its services regardless of what the actual amount of work turns out to be.
The combined fee system – in cases where the effectiveness of our work is the key factor in deciding whether the client reaches the outcome they are seeking, we can agree on a combination of different forms of fees. In such cases a fixed fee might be combined with a performance fee or there might be a capped time-based fee.
If no other agreement is made, the client will pay the firm on an hourly rate basis as agreed in the contract. The minimum calculation unit for the hourly rate is five minutes. The firm has the right to change the hourly rate unilaterally, giving the client a minimum of thirty days advance notice. If the client does not agree to the change in the hourly rate, they have the right to terminate their contract. The hourly rate is increased by 50% for urgent work that requires other work to be set aside, or has to be done outside of normal working hours, at weekends or on national holidays. Such an increase in the hourly rate is only permissible if the client has been informed of it in advance.
On top of the fees for the work of the firm, the client is also responsible for costs stemming directly from the provision of legal services, such as state fees or expenses for photocopying, translation or travel, unless specifically agreed otherwise. The firm generally submits an invoice to the client once a month together with a report on the time spent on legal services, the work done and the costs of the services. The client is required to pay the invoice within seven days of it being submitted. The client must inform the firm of any comments about the invoice or about the work reflected in the invoice within the same deadline. If no comments are submitted, the client is understood to have accepted the invoice in full. The client agrees that the firm will submit invoices electronically. If the client does not pay the invoice by the payment date, the firm has the right to demand a late payment penalty of 0.1% of the unpaid amount for each day that it is unpaid, and to withhold any completed work or any materials submitted by the client or created or collected for the benefit of the client until the invoice is paid in full. The client must pay the firm all additional costs, including legal costs, incurred by the firm in recovering overdue amounts.
The client signs a contract permitting the lawyers of the firm to represent and defend the client to third parties in Estonia and abroad. Limits on the rights of representation are agreed in writing. If a lawyer from the firm needs to demonstrate the right to represent the client, the client will furnish the lawyer with a power of attorney.
Information that becomes known to the lawyer during the provision of legal services is confidential, unless there is a direct obligation under the law to disclose the information or unless an authorisation or task given by the client gives permission to do so.
The firm has the right to disclose to third parties that the client is a client of the firm, the matters on which the firm is advising the client and the general nature of the legal services that the firm is providing to the client. The firm may not, however, reveal the details of such matters, such as the terms of the contract, except in cases where they have already been published or if the client has expressly agreed, nor may it reveal the size of the legal fees paid to the firm.
The client accepts that it is no breach of confidentiality for the firm and the lawyer to save or otherwise process in their own databases or document management systems or in payment and accounting systems the personal data, information and documents on the provision, completion and accounting of legal services, where the firm has obtained or collected that data as part of the provision of legal services or while acting in the interests of the client.
5. Processing of personal data
The firm processes the personal data of the client, such as name, ID code, contact details, business activities, or other personal data that the client has disclosed to the firm or that the firm has discovered about the client while providing legal services, to the reasonable extent needed for providing legal services and carrying out its work, to meet its obligations with regard to preventing money laundering, for client relationship management, and for marketing. The firm adheres to the Personal Data Protection Act in handling the personal data of clients. The firm does not send the personal data of clients to any third party without the agreement of the client, except to meet the objectives stated above, to aid the providers of services like accounting to the firm, when legally obliged, or when permitted by the client contract. The firm stores the personal data of the client throughout the duration of the client contract and afterwards for as long as the law requires, for example for accounting purposes, or to protect the rights of the firm, for example against claims. The client has all the rights granted by the Personal Data Protection Act, including the right to be informed and the right to demand corrections to the data or their removal.
6. Distribution of advertising information
Unless the client has refused, the firm has the right to send the client free proposals for the further provision of legal services, in the form of a newsletter of legal news, questionnaires on the quality of the firm’s services or on client satisfaction, marketing materials, and invitations to events organised by the firm, such as client seminars. The offers are sent out in the name of the firm. The client has all the rights granted by the Personal Data Protection Act. The client has the right to stop receiving such offers by following the instructions contained in each offer or by informing the firm of this desire by emailing firstname.lastname@example.org.
7. Intellectual property rights
All copyrights and other intellectual property rights arising from the provision of legal services belong to the firm. Where the results of the provision of legal services have been transferred to the client, the client has the right to use them for the purpose for which they have been transferred.
8. Exchange of information
The client agrees that information will be exchanged electronically over the internet. The client hereby agrees that information will be exchanged by email in encrypted form. The client understands that the proper provision of legal services requires the client to have given the firm all the information relevant to the task, and to inform the firm of any changes to that information. The firm returns original documents to the client at the client’s request and if the firm does not have the right to withhold them. The firm has the right to require documents or data from the client that are needed for fulfilling its obligations in preventing money laundering and terrorism financing.
The firm and its lawyers will do the very best they can to provide top quality legal services to the client, but neither the firm nor its lawyers can guarantee a successful outcome for the client. The firm and its lawyers are liable for direct material damage caused to the client by gross negligence or wilful breach of the law during the provision of legal services. The liability of the firm and its lawyers to the client for damages caused while carrying out its work is in any case limited to 1,000,000 euros. If new information emerges, such as a change in the legislation or in legal precedent, or if other circumstances change after the legal services have been provided to the client, the firm has no obligation to change or correct the information in any form or any document of legal standing given to the client during the provision of legal services if the client has not requested a new engagement. If it is necessary to use outside experts, consultants, patent attorneys or others during the provision of legal services, the firm is not liable for the accuracy of their analysis, explanations or other information. The limits on liability contained in this point do not apply in cases or to the extent where limits of liability are not permitted by law.
The firm and its lawyers are only able to give legal advice that draws on Estonian law. The firm and its lawyers may give opinions on questions relating to the law in other countries, but this may not be considered as the provision of a legal service, and the firm is not liable for such opinions.
If the client is not satisfied with the provision of legal services to any degree, the client may contact the client manager or the managing partner of the firm, who will do their very best to find a rapid solution to the client’s problem. Both sides will make every effort to resolve disputes arising from the contract through negotiation. If no agreement can be reached, the dispute will be taken for resolution to the Harju District Court.
11. Duration of the contract
The contract comes into force when agreement is reached on all important conditions, and it has no limit of duration.
The client has the right to terminate the contract at any time by informing the firm of this in written form such as by email. If the firm or its lawyers are at that point engaged in carrying out work requested by the client, the client has the right to terminate the contract a minimum of seven days before the next action under the contract, such as a court session. Termination of the contract does not remove the right of the firm to be paid for work that has already been done in full or in part, or to be covered for expenses incurred for legal services.
The firm has the right to terminate the contract with good reason without giving notice at least in writing, especially if circumstances arise that mean the firm cannot reasonably be expected to continue providing legal services, such as a conflict of interests, suspicion of money laundering, continued non-payment of fees, a failure to give instructions, or instructions that are impossible or illegal to carry out.
The contract is governed by the laws of the Republic of Estonia. Matters not covered by the contract are regulated by the terms of an authorisation agreement as described in the Law of Obligations Act, with adjustment made for the exceptions arising from the Bar Association Act.