General terms and conditions of the partnership Soliana Bonapart & Aardenburg

  1. Soliana Bonapart & Aardenburg (“SB&A”) is a partnership incorporated under Curaçao law with the objective of practicing the legal profession and in which the partners are legal persons. A list of the partners is available upon request. The partnership is established in Curaçao.
  2. All assignments shall be deemed to have been entrusted to and accepted by SB&A. The death or termination of employment of an employee or a partner’s resignation from the partnership shall not be cause for terminating an assignment, regardless of whether the assignment was granted with a particular person in mind. These general conditions apply to all assignments entrusted to SB&A by the client. These general conditions also apply to any new, additional or follow-up assignments granted by the client. The provisions of these general conditions apply equally to legal relationships that may arise as a result of, or in connection with, the use of SB&A’s website(s). Notwithstanding the provisions of law, both SB&A and the client may terminate the assignment via a notice of termination, provided that a reasonable notice period is observed.
  3. Prior to the acceptance of and during the execution of an assignment, SB&A can at all times require an advance payment in connection with the work to be carried out by SB&A The work may be suspended if no advance payment is made to cover the work.
  4. The client is required to pay a fee, plus an administration fee per invoice, the taxes and duties levied by the government, as well as any advances due to SB&A in order for SB&A to carry out an assignment. In principle, the calculation of the fee is based on an hourly rate. The client will be notified of the amount of the fee, the taxes that are levied on the fee, administrative fees and advances via an invoice. SB&A strives to send invoices to clients on a monthly basis.
  5. The client shall pay the invoice without any deductions, discounts or setoffs, within fifteen (15) calendar days from the date the invoice was sent, failing which the client shall be in default. In that case, the client will be charged 1.5% interest per month. The client will also be charged a 15% collection fee with a minimum of ANG 500.00. In the event that either SB&A or its “Stichting Derdengelden Maatschap Soliana Bonapart & Aardenburg (the Soliana Bonapart & Aardenburg Partnership Third Party Account Foundation) retains funds for a client, SB&A is entitled to offset such funds against its invoice.
  6. Assignments entrusted to SB&A will be executed exclusively for the client’s benefit. Persons other than the client may not rely on the results or the execution of the work carried out for the client and may not derive any rights therefrom, unless SB&A has explicitly agreed to this in writing. The client may not assign the rights arising from the assignment, under whatever title, to third parties without SB&A’s explicit prior written consent.
  7. If necessary, after consulting with the client, SB&A will enlist the services of third party experts from outside its organization. SB&A disclaims any liability whatsoever for faults committed by these third parties. SB&A shall exercise the necessary due care when involving third parties and when selecting such a third party, shall consult with the client as often as is customary or reasonable in its relation with the client. SB&A has the authority to accept conditions that apply in the relationship between it and the third party or those conditions that are stipulated by the third party. SB&A may invoke such conditions on the client insofar as these pertain to the execution of the assignment by the third party. The client shall never make a claim directly against such third parties. These general conditions are also being stipulated for the benefit of every third party, whether employed or not, that is involved in the execution of any assignment or that is or may be liable.
  8. When executing the assignment, SB&A shall take the appropriate measures to maintain the confidentiality of the client relationship. However, the following applies to the assignment nonetheless, unless the contrary has been agreed to:
    1. The client grants permission, whether or not in connection with the assignment, to allow information known within SB&A to be disclosed to those persons within SB&A for whom the knowledge of such information is useful in connection with executing the assignment or for relationship management;
    2. The client grants permission to communicate via all the usual means of communication at the at time, especially also the use of e-mail, the internet and faxes.
  9. Any liability on the part of SB&A is limited to the amount which may be paid out under its professional liability insurance in the matter concerned, plus the amount of the applicable deductible under the policy. The limitation of liability shall also apply in the event that an assignment is wrongly refused and as a result damage or loss may be incurred.
  10. Changes and additions to these conditions shall be binding upon the client thirty (30) days after the client has been notified of these by SB&A.
  11. The legal relationship between SB&A and its clients is governed by the laws of Curaçao. All disputes arising from this legal relationship shall be decided by the Court of First Instance of Curaçao, notwithstanding the possibility to appeal and cassation against said decision.
  12. These general conditions have been drawn up in Dutch and English. In the event of any disagreement as to its contents and scope, the Dutch version shall be binding.​

These General Terms and Conditions were filed with the Registry of the Court of First Instance in Curaçao on April 3, 2013.