Effective as of 12 June 2026
By signing an Order Form which references these Terms of Engagement (Advisory Services) (each "Order Form" and "Terms"), the Client (as defined in theOrder Form) is consenting to be bound by and become a party to these Terms (and together with all Order Forms and its schedules, the "Agreement").
1.1. The Client wishes for the Law Firms (as defined in the Order Form)to provide the Client legal services pursuant to laws (such as advocacy act)applicable in the country of incorporation of the individual Law Firm, in thematters agreed by the Parties in the Order Form (the "Advisory Services").
1.2. This Agreement is to establish (i) contractual terms and conditions, (ii) calculation of fees, and (iii) other terms and conditions of cooperation for the provision of the Advisory Services.
1.3. The scope of the Advisory Services is specified in Schedule No. 1 (Services & Fees) of the Order Form and in future Orders (if any).
2.1. The Client may order additional Advisory Services in person, by phone, or in writing (including electronically, each an "Order").
2.2. Orders placed by phone or in-person may require a confirmation by the Client, in which case, the Law Firm will request such confirmation.
2.3. The Law Firm may accept an Order explicitly or by commencing its performance and providing the Advisory Services. If the Law Firm cannot accept an Order, the Law Firm will notify the Client without undue delay.
2.4. If the Client, at a time of placing an Order, already retains an attorney who provides the Client with advisory services in substantially same matter, the Client must disclose this information to the Law Firm no later than with the placing of an Order.
2.5. If the Client discloses to the Law Firm their e-mail address, it is understood (unless the Client informs the Law Firm otherwise) that they agree with using these means for their communication and that they consider this manner of providing information as sufficiently secure and confidential in respect of protecting Client's interests. This applies to any other electronic communication such as via slack, zoom and/or Teams.
3.1. The Advisory Services will be provided by the Law Firm’s employees or by subcontractors. The Advisory Services provided by subcontractors are considered to be provided by the Law Firm.
3.2. The Advisory Services will be provided in English unless theParties agree otherwise or the use of a different language is required by law.
3.3. When providing the Advisory Services, the Law Firm must follow specific instructions of the Client while exerting expert care, adhering to applicable laws, and protecting legitimate interests of the Client. The LawFirm may not follow Client’s instructions that are in violation of laws or bar regulations; the Law Firm will inform the Client in such a case.
3.4. To enable the Law Firm to meet its obligations properly, theClient must give the Law Firm all necessary assistance, documents, and information, and duly inform the Law Firm about all facts required for a proper provision of the Advisory Services and meeting other obligations in accordance with this Agreement. The completeness and accuracy of the documents and information provided to the Law Firm for the purpose of providing the AdvisoryServices is the Client's responsibility.
4.1. The contractual fee for the Advisory Services provided is specified in the Order Form or in any Order, as applicable (the "Fee").
4.2. If requested by the Client, the Law Firm will estimate the time needed to complete specific tasks. The Fee estimate is based on the expectation of the Client's active and timely cooperation and smooth communication. Failure to provide requested information, documentation, or responses may lead to delays and adjustments to the estimated Fees. Any request that is out of scope related to Advisory Services, such as changes to standard documentation or additional communication, is not covered in the estimated Fees, unless explicitly agreed otherwise.
4.3. For the avoidance of doubt, the Advisory Services shall include research, analyses (including preparation), processing case reports, and proposing and drafting legal solutions. The Advisory Services do not include any tax or accounting advice, unless explicitly agreed otherwise to engage external advisors.
4.4. The Fee does not include cash expenses the Law Firm incurs in connection with the Advisory Services (e.g., court and administrative fees, notary fees, cost of (certified) translations of documents, travel expenses, cost of accommodation, courier services), unless agreed otherwise. The above expenses may be paid by the Law Firm and subsequently charged to the Client or requested by the Law Firm to be paid by the Client.
4.5. Unless agreed otherwise (e.g., in Order Form), the Law Firm shall issue invoices for the Advisory Services monthly in arrears. The Fee is exclusive of all taxes (e.g., VAT), which shall be paid by the Client. From the perspective of the VAT requirements, the Law Firm will report the provision of the Advisory Services as a continuous activity, and the activities specified in invoices are partial fulfilment of the Advisory Services. Each partial delivery will be deemed as a service provided on the date of the relevant invoice issuance.
4.6. In the event that a timeline is agreed upon between the parties, the estimated Fees are subject to compliance with this timeline. If the agreed timeline is not met due to delays on the Client’s side, this may result in an increase in the Fees.
4.7. If the applicable Order Form provides for a fixed-term subscription, retainer, minimum commitment or other fixed fee arrangement, such fees are agreed for the full fixed term specified in the Order Form and are payable regardless of whether the Client uses the full scope of Advisory Services during that period, unless the Order Form expressly provides otherwise. If the Client terminates the Agreement before the end of the fixed term for any reason other than a material breach by the Law Firm, all unpaid fees for the remaining fixed term become immediately due and payable.
5.1 When providing the Advisory Services, the Law Firm will alwaysfollow the principle of confidentiality of all the information provided by theClient unless an applicable law specifies otherwise. The Law Firm may disclose confidential information to its subcontractors and to third parties (such as counterparty or its legal counsel), if instructed by the Client.
6.1. In accordance with Act No. 253/2008 Coll., on Certain MeasuresAgainst the Legalisation of Proceeds from Crime and Financing of Terrorism as amended, Eldison law firm is in certain circumstances legally required to conduct client identification (KYC procedure) and, where applicable, client due diligence prior to or during the provision of legal services.
6.2. Where we determine that such obligations apply to our engagement with you, we may ask you to provide certain information and documents, including a valid proof of identity, details regarding your ownership and control structure (where applicable), and information about the nature and purpose of the intended business relationship or transaction. In that case, please be aware that until we have received the required information and completed the necessary checks, we are unable to commence or continue the provision of legal services.
7.1. The contractual relationship based on these Terms is governed by the laws of the country of incorporation of the Law Firm.
7.2. Any dispute arising under these Terms and other related agreements will be subject to the jurisdiction of the courts of the country of incorporation of the Law Firm.
8.1. These Terms apply to the Advisory Services provided from the earlier of (i) the date of the Agreement or (ii) the date of commencement of the provision of the Advisory Services, in which case the conclusion of these Terms in writing is deemed as a confirmation of their verbal acceptance from the date when the provision of the Advisory Services commenced.
9.1. These Terms may be amended or replaced by a written agreement at any time.
9.2. The contractual relationship established in accordance with theseTerms may be terminated by an agreement or a receipt of a written notice of anyParty by the other Party. If the relationship is terminated by the Client, theClient will pay a contractual fee and the expenses incurred in relation to the provided Advisory Services in accordance with these Terms.
9.3. The Agreement may always be terminated by the Law Firm if compelled by law or by a decision of a competent court or bar association.
9.4. If any provision of the Agreement is or becomes invalid or ineffective, this will not affect the validity and effectiveness of the remaining provisions. The Parties agree that at the request of any Party, they will immediately co-operate to replace the invalid or ineffective provision with another one that best corresponds to the intent of the invalid orineffective provision.
9.5. The confidentiality and non-disclosure, responsibility and governing law and jurisdiction-related provisions will remain in effect regardless of the termination of the Agreement or termination of the provision of the Advisory Services.
9.6. These Terms fully supersede all the previous versions of terms or other arrangements between the Parties and are applicable regardless of the content of a previous offer or a similar document.
9.7. From time to time, the Law Firms may update these Terms. The LawFirms will notify the Client of any update and provide the updated Terms atleast thirty (30) days before they take effect, using the Client’s contact email address. If the Client does not agree with the updated Terms, the Client may notify the Law Firms by email within thirty (30) days of receiving the notice. In that case, the current Terms will continue to apply until the end of the then-current term or period. Unless agreed otherwise, the updated Terms will apply from the next renewal or new Order.