SKOZAR Legal LLC – Terms of Service
Last Updated: 21 March 2024
1. Intro
These Terms of Service apply to all requested services performed for you by SKOZAR Legal, legal services LLC (hereinafter also referred to as “we”, “us” or “SKOZAR“). By placing any request in writing or orally with SKOZAR, you accept these general Terms of Service in which you and SKOZAR may collectively be referred to as the “parties“. The parties may supplement these Terms with a special written agreement only. The latter takes precedence in the event of a discrepancy between it and these Terms, unless these Terms explicitly exclude such precedence. A communication or agreement by email or in other written electronic form shall also constitute a written form and written communication.
2. Work with you
For the achievement of your objectives, it is imperative to provide us promptly with all up to date, accurate and complete information needed to provide our services. It is also necessary for us to work together as a team and that any changes to your objectives are communicated promptly and clearly, as well as any information that might affect the provision of our services.
3. Requesting and provision of services
The scope of our services is as agreed by the parties. It shall not be considered that SKOZAR has consented to be instructed by you unless it has specifically agreed to act for you. Any services that we are requested to perform by your managers, representatives, employees, contractors, other advisors or your affiliates or their managers, representatives, employees, contractors or advisors shall be considered to have been ordered by you. You consent that we may be instructed on your behalf by all such persons.
At SKOZAR, we will decide, within the framework of the agreement, how your request will be executed as expediently as possible. The decision, which involves the selection of a consultant, the approach to work and cooperation of multiple consultants, is in the domain of SKOZAR.
We will use all reasonable skill and care in the provision of services. Preliminary opinions do not constitute a final opinion or conclusion. The final opinions and conclusions will be given exclusively in writing. We note that certain areas of law may lack existing settled court cases or there may be differing theoretical positions on particular legal issues or interpretations. In such cases we will in good faith provide you with the advice based on what we believe is a proper interpretation of the law, but we do not guarantee that competent authorities would necessarily take the same view.
It is possible that relevant changes in law or regulation or its interpretation may occur after the provision of services or any aspect of them. Unless we have specifically agreed to the contrary, we shall not be obliged to provide any advice or checks in respect of such changes nor to revise, amend or qualify the provided services or any of them, to the extent they have already been provided when such changes occurred.
The services are provided to and for the benefit of you alone and for the purposes you have communicated to us. They cannot be used or relied upon by any other person or for any other purpose. Accordingly, you agree that you will not disclose any aspect of the services to any other person nor will you seek to rely on the same for any other purpose.
4. Payment for services and costs
By requesting services, in writing or orally, you are committing to the agreed payment to SKOZAR and to the reimbursement of costs and expenses incurred by us in providing the services.
If payment is partially or fully agreed upon the amount of time spent on the services rendered, SKOZAR will, at client’s request at the time of invoicing, provide a written statement of fees for these services. If an individual item in connection with a specific request has not been charged, we may charge it upon a next or special invoice. The time spent on your affairs will include meeting with you and any time spent considering, mutual consultation, researching, preparing and working on documents and other services, correspondence, and the making and receiving of phone calls. Travel time is charged at 50% of the hourly rate. If the hourly rate is not agreed upon, the scope of services excludes travelling. Travel kilometers are charged separately at EUR 0.37 per kilometer.
Any work and fee estimate given by us will be made in good faith but only as a guide to assist you in your budgeting assessment, whereby you will be charged for the actually provided scope of services.
By instructing us to act on your behalf, you also agree to incur costs and expenses that we consider necessary to carry out the work. Among other things, they may include stamp duties, fees of the experts we engaged with your consent, courier and post charges, travel expenses, photocopying costs and similar.
We may, at our discretion, at any time request a certain upfront payment for the envisaged services or expenses, and shall not be obliged to start providing any services until it has confirmed the receipt of the upfront payment.
We typically issue invoices for services on a monthly basis for the services rendered in the previous month, but also in other time frames at its discretion. Other pre-covered costs or payments to external partners that have been agreed or required shall be added to the invoice. The invoices shall be delivered by e-mail to the address of one of the persons in contact with us regarding the provision of services or to another general e-mail address of the client. This way you are considered to have received this invoice. An invoice must be paid within 8 days from its receipt.
The agreed fees do not include VAT, which will be charged additionally if payable. In cross-border transactions, the customer must ensure the appropriate payment and the necessary notifications to the competent tax authorities regarding VAT, and must remind us in a timely manner and prior to issuance of the invoice that we take into account any special characteristics the customer must comply with.
The client shall settle the payments cashless. SKOZAR may at its discretion, depending on the nature of a particular service, add to the invoice extra lump sum costs in the amount of up to 5% of the charges for services.
5. Provision of services outside of business hours
Any work performed on Saturday, Sunday or any other non-business day in Slovenia or on a business day but outside of our regular business hours, due to either an urgent request of the client or because the scope of requested work and availability of SKOZAR at the time of the receipt of a request requires work on non-business days or outside of regular business hours, may at our discretion be charged based on the hourly rates increased by 50%. Our regular business hours shall for the purposes of these general Terms be considered to be Monday through Thursday between 8:00 and 17:00 and on Friday between 8:00 and 16:00 CET.
6. Liability
We do not accept any liability, in respect of the services, in favour of anyone other than you.
SKOZAR shall be liable only for direct damages caused by SKOZAR to the client during or as a result of the performance of its services, and provided that they are caused by gross negligence or intentionally. Any liability for indirect damages or other damages (for example, for resulting damages including loss of profit, loss of saving and damages as a result of loss of data) as well as for damage caused by third parties, are expressly excluded. The client releases SKOZAR and its associates performing legal and other counselling services from their duties to protect confidentiality and professional secrecy in case the client should raise claims against SKOZAR or its associates.
7. Confidential information
Any agreement on our services, our service specifications and service conditions stated in the documents constitute our trade secret.
We will treat all information provided to us by you or on your behalf for the purposes of providing the services as strictly confidential and we will not use or disclose this information except for the purposes of providing the services (which you acknowledge may require us to disclose information to third parties, including your other advisers). This obligation will not apply to any information which is in or comes into public domain or becomes known to us otherwise than as a result of our breach of the services agreement, nor does it apply to information which is already lawfully in our possession at the time it is communicated to us.
With respect to the disclosure of information to an external partner to whom you have consented to provide services, you hereby release us from the duty of confidentiality and professional secrecy for the purposes of providing the necessary information to such persons.
You agree that we will not be under any obligation to disclose to you any information in respect of which we owe a duty of confidentiality to another client or any other person and you agree to us acting for you notwithstanding that we may hold such information and further notwithstanding that it may be important to the subject matter of the services. Where we consider it necessary or otherwise appropriate, we will arrange as we see fit in order to ensure that the confidentiality of such information is maintained.
SKOZAR carefully considers any personal information in accordance with the applicable regulation.
8. Work of SKOZAR’s associates
In individual cases of instructions or in connection therewith, it may be necessary or more feasible that before any third party or public body, you are represented by or acted for, by an individual who, by his or her position otherwise acts on behalf of SKOZAR, and is also individually authorized to act on behalf of the client (an “Associate”), such as a sub-authorizee of SKOZAR, or upon a Power of Attorney outwardly directly as your authorizee.
Nonetheless, in terms of contractual relationship and liability, these actions are considered to be acts of SKOZAR and not of the associate. In such cases, therefore, any liability for the so rendered services and mandates rests exclusively with SKOZAR and not with the associate. To the extent the law mandatorily stipulated for any direct liability of such associate, it is considered and you expressly agree that by accepting these general Terms, you have waived any (including future) claims you might have under the law against the associate, regardless of their nature, and that you may pursue such claims only against SKOZAR which takes them over. Thereby the associate is wholly discharged from liability for any claims and you expressly agree that you waive any such claims directly against the associate in advance, irrevocably and in full. For the avoidance of doubt, by this provision SKOZAR does not acknowledge in advance any merit of any claim. This provision always applies to every instruction and by accepting these Terms you expressly agree that it is not modified by the parties for an individual instruction or by a special agreement.
9. Involvement of external partners
In connection with the provision of our services, it may be necessary that we make available other experts who are not associates of SKOZAR. Such procurement and cost estimates will be discussed with you in due time. SKOZAR shall not be liable for the services rendered by a subcontractor for which the client has given its consent.
10. Intellectual property
SKOZAR shall retain and keep all copyright, database rights and other intellectual property rights and related rights in all works and other things developed, designed, created or produced by us or our associates in the course of providing the services.
11. Termination of services agreement
Subject to restrictions applying under the law, either party may terminate the services agreement at any time with immediate effect by a written notice to the other party via e-mail. Notwithstanding the termination, the client is required to pay us for all services rendered and expenses incurred and shall reimburse us for all reasonable costs associated with the termination.
12. Publication of references
Unless agreed otherwise, we will consider that you agree that we present your company with your logo as our valued client on our website, social media and in our other publications. If you request to remove the publication, we will respect your decision.
13. Validity and changes to the Terms of Service
To each request for services, the respective applicable Terms of Service of SKOZAR shall apply. The applicable Terms are those that were last published. The general Terms of Service are subject to change from time to time without notice and apply to any services you have requested after that date.
14. Governing law and jurisdiction
The contractual relationship and all issues related to it shall be assessed and interpreted in accordance with the Slovenian law. If the parties fail to amicably settle any dispute arising out of or in connection with the contractual relationship, the court in Ljubljana shall have jurisdiction.
15. Special provisions if the client is a consumer
These provisions apply if our contracting party is a consumer within the meaning of the Slovenian Consumer Protection Act (Zakon o varstvu Potrošnikov).
SKOZAR does not accept upfront any out-of-court consumer dispute settlement provider.
In the event of a consumer dispute, notwithstanding the provision of Clause 14 of these Terms, the general rules on the territorial jurisdiction of courts in consumer disputes shall apply.