Our firm will act on the basis of the terms and conditions defined below in any file entrusted to us, unless otherwise agreed and subject, at all times, to any applicable legal or professional rules. Our goal is to provide you with the highest quality legal services. To achieve this, it is essential that we and our clients have a perfect knowledge of the terms and conditions applicable to our firm's interventions, as well as the working methods of each of us. Throughout our speech, we will need your full cooperation and that of your staff. It is understood that you will provide us with all the information and assistance that we consider necessary so that our firm can represent and assist you in a timely, effective and professional manner. 1.- Our services The services that we will provide for any specific file will be defined at the beginning of the same, and may vary by mutual agreement during its progress. The services will be provided for the exclusive benefit of the recipient of these conditions. Any person who is not a party to this agreement may not enforce it, unless otherwise provided in writing. Our services will include the tax aspects of the file as long as it has been expressly agreed at the beginning of the file or during its development. 2.- Persons in charge of your file We will inform you, at the beginning of the file, of the Partner and the other lawyers who will act on your behalf, as well as of the changes that may occur during the development of the file. 3.- Setting our fees We will agree in a separate document, the fees that will be applied to each file, specifying whether we wish to receive a provision of funds. In the absence of any other agreement, our usual hourly rates will apply and will be communicated to you upon request. These hourly rates are reviewed and adjusted periodically. All expenses incurred, including disbursements, will also be charged. We consider that your initial instructions authorise us to make any reasonable expenses, without the need to inform you. If the expenses are substantial, as a general rule, we will ask you for a provision of funds before incurring such expenses or we will ask you to pay them directly. 4.- Value added tax (VAT) In Spain, we are obliged to invoice our clients for VAT which will be added to the amount of our fees and, where applicable, to our expenses, at the current rate. Any amount communicated in the form of an estimate, estimate, hourly rate or other information relating to costs, shall not include VAT or any other equivalent tax which we may be required to charge. 5.- Payment of our fees Unless we agree otherwise: Our fees will be billed to you on a monthly basis. If you have any questions about an invoice, you should raise them with the Partner responsible for the matter as soon as possible. Our bills are due within thirty days of the date of issue. In the event of a challenge to part of the fees, the fraction that is not the subject of this challenge must be settled within thirty days. In the event that any of our bills remain unpaid after the expiry of the thirty-day period (from the date of the invoice) and until payment of all outstanding sums, we reserve the right (subject, in each case, to the provisions of public policy or professional standards applicable in the jurisdiction concerned) to: • Charge interest on the outstanding amount (including VAT and expenses) from the date of our invoice, at a rate equal to the annual rate increased by 3%, compounded monthly, at which banks offer to grant deposits (in the currency of the invoice) to first-class banks for periods equal to one month, as this rate is published or certified by a first-ranking bank chosen by us and having its principal office in the jurisdiction of the relevant currency; • Stop acting on your behalf; • To exercise a right of retention over the documents and writings that belong to them, as well as over our own file. In the event that we hold funds on your behalf, in the form of a provision or otherwise, we may use them for the payment of all or part of our bills. We will keep you informed systematically. 6.- Conflicts of interest and confidential information Subject to the legal provisions or professional standards in force, the following clauses shall apply: 1 . We will not act on behalf of any other client in respect of any matter in which we are already acting on their behalf, unless expressly authorised by them or, where we are acting on their behalf, exclusivity has been waived. However, you agree that, in any other case, we will be free to act on behalf of any other client, whether in general or in a particular matter in which you may have an interest, even if there exists, or may exist, a conflict between your interests and those of another client, unless we consider it unappropriate in the circumstances. 2 . A conflict of interest may arise between the interests of another customer and yours in certain circumstances: The foregoing clause permits us to act on behalf of another customer in any matter or matter in which you may have an interest, including (a) purchase, sale or lease agreements, mergers, acquisitions, financing, insolvency, restructuring, and (b) the resolution of any dispute, whether in court or otherwise. Unless we expressly agree otherwise, we may also act more generally for another customer who is one of your competitors. 3 . We are obliged to respect the professional secrecy of our clients. Consequently, without prejudice to any legal obligation imposed on one or the other: • We undertake to ensure that all documents and information communicated to us, within the framework of our mission, are not disclosed to any other client of the firm without their express consent (or in the event that, and with their consent, represent you and another client in the same case); • You agree that we will not be obliged to communicate or use on your behalf any document or information for which we are obliged to respect the duty of confidentiality towards another client (or any other person). • You acknowledge the fact that we have documents and/or information for which we are obliged to respect the duty of confidentiality and which relate or may relate to a matter that we handle for another client, and this will not prevent us from acting on behalf of that other client in respect of this matter without your consent. However, in such a case, we will take all measures we deem appropriate to ensure the confidentiality of your documents and/or information. 7.- Liability insurance coverage If you entrust us with a file in which your liability comes into play, you must verify that you have taken out an insurance policy that covers both your civil liability and your legal and legal expenses. In such a case, you must inform us and notify your insurers as soon as possible of this potential risk and of our intervention. 8.- Appointment of other experts and lawyers from other jurisdictions It may be necessary, during a file, to call on one or more experts external to the firm, such as: accountants, consultants or specialized advisors. We will discuss this with you when the time comes, determining the people who need to be appointed and the expenses that may be incurred. 9.- Conservation of documents The original documents that we write for our clients are protected by the copyrights that belong to our firm. The fees you pay for our work entitle you to make use of these documents for the purposes for which they are intended. However, you do not own the reproduction rights, unless expressly authorized in writing by us. Unless otherwise provided for in applicable law, we are required to retain documents relating to a file for which we have been responsible, for a period of ten years after its closure. Unless otherwise agreed, we will dispose of the file without having to inform you.