1 Services provided by PAMC

1.1 At PAMC our founding partner is allocated to each assignment and will be your main point of contact and the one who is primarily responsible for the services we provide to you. The Partner responsible for the assignment is completely free, at   her own discretion, to appoint the assisting personnel  whom   she judges should handle the assignment so as to ensure that it is carried out cost-effectively and in your best interest.

1.2 PAMC’s services are tailored to the circumstances of the individual assignment, the facts presented to PAMC and the instructions you give to PAMC. You are therefore not able to rely on a particular piece of advice in connection with any other matter or use it for a purpose other than the one for which it was provided.

2 Personal identification and data 

2.1 PAMC, may, in some situations, be obliged by law to verify the identity and ownership status of its customers, as well as, in some cases, the origin of resources and other assets. This means that PAMC can request personal identity documents pertaining to you and the persons representing you and, if you are a legal entity, the natural persons who have ultimate control and/or ownership over you (known as “beneficial owners”), as well as documentation indicating where resources and other assets originate from. PAMC is also obliged to verify the information supplied to PAMC and, to this end, PAMC may obtain information from external sources, e.g. databases. PAMC will retain all the information and documentation which PAMC has acquired in connection with these checks.

2.2 When you use PAMC’s services, you are deemed to have given your consent for PAMC to process your personal data for the purposes specified in this section 2. In general, PAMC also needs to process the personal data of your representatives and beneficial owners for the same purposes and you are responsible for ensuring that these persons agree to this processing. If you want information about what personal data more exactly PAMC processes, if you want to amend certain personal data or if you have other queries regarding how PAMC processes personal data, please contact the Partner who is responsible for the assignment you have allocated to us. 

2.4 PAMC cannot be held liable for any harm or loss which you suffer directly or indirectly as a consequence of PAMC complying with the obligations incumbent upon PAMC under section 2.1  . 

3 Powers 

3.1 When you use PAMC’s services, you are, in so doing, granting PAMC the right, unless you advise PAMC otherwise, to take the actions which PAMC deems to be necessary or desirable for handling the assignment in your best interest. For example, PAMC will be entitled to engage other competent consultants and experts at your expense and may also in other ways incur other reasonable costs for you. If PAMC engages other consultants and experts, PAMC may ask you to contract these directly, thereby making you responsible for paying their fees and costs directly instead of through PAMC. 

4 Intellectual property rights 

4.1 Copyright and other intellectual property rights to the results PAMC generates in handling an assignment belong to PAMC alone, but you are entitled to use the results for the purposes for which they have been produced. Unless otherwise specifically agreed, no document or other results generated by PAMC may be made available for public distribution or used for marketing purposes. 

5 Confidentiality and disclosure of information 

5.1 PAMC provides suitable protection, based on generally accepted professional practice, for the information which you provide to PAMC. In some cases, however, PAMC is bound by law to disclose such information. In addition, in keeping with generally accepted professional practice, PAMC is permitted to disclose this information in certain situations.

5.2 If PAMC engages or cooperates with other consultants or experts on the assignment, PAMC is entitled to disclose such material and other information which PAMC deems relevant so that the consultant or expert can provide advice or perform other services for you. The same applies to such material and other information which PAMC has obtained as a result of the checks carried out by PAMC as described in section 2.1.

5.3 If PAMC does not charge VAT on its services to you, PAMC is bound by law in some cases to inform a competent authority of your VAT number and the value of the services supplied. When you use PAMC’s services, you are deemed to have given your consent for PAMC to provide this information to an appropriate authority. In absence of such information from your, PAMC will charge you VAT.

5.4 When knowledge regarding a matter is in the public domain,   PAMC is entitled to provide in its marketing material and on its website information about its involvement in it and about other relevant details of the matter which are already in the public domain. 
 

6 Fees and costs 

6.1 PAMC’s fees are charged according to principles which conform to generally accepted professional practice and are usually established on the basis of numerous factors, such as the time spent, the complexity of the assignment, the technical expertise, skill, experience and resources the assignment required, the values which the assignment relates to, any risks for PAMC, time pressure and the achieved results. 

6.2 PAMC charges for costs incurred over and above the fees. This may apply, for instance, to registration charges, if any,, examination costs, costs for other consultants and experts, courier and travel expenses, costs for contract staff, catering, copying and telephone.

6.3 In addition to the fee and costs incurred, value added tax (VAT) applies in cases where PAMC is obliged to charge it.

7 Invoicing and payment 

7.1 PAMC normally invoices on a monthly basis. Invoices can either be on account or final. If PAMC has issued one or more monthly invoices to you, the final invoice will represent the total fee for the assignment or part of the assignment, with a deduction for the fee which has been invoiced before the final invoice.

7.2 In certain cases, PAMC will request payment of  a specific part of the total fee and/or certain costs in advance. Any amount paid in advance will be deducted from future invoices. The total amount for the services provided and costs may be higher or lower than the amount paid in advance. 

7.3 Every invoice specifies a payment due date. The payment due date is normally no earlier than 10-15 days from the invoice date, but me be earlier in cases of out-of-pocket expenses. In the event of non- payment, late payment interest may, in PAMC’s sole discretion, be charged based on the interest rate applicable under the Swedish Interest Act from the payment due date until full payment has been received.

7.4 If PAMC’s fee and costs are to be funded by you claiming e.g. expenses insurance, you still need to pay the portion of the fee and costs which exceeds the sum paid under the insurance policy. 


7.5 If you ask PAMC to send an invoice to someone else, PAMC may in PAMC’s sole discretion agree to such suggestion however subject to the following conditions: that it is evident that the invoicing is not against the law, that the personal identity and other circumstances specified in section 2 have been confirmed for the invoice recipient and that you, if requested by PAMC will pay immediately the amounts which have not been paid by the due date. No customer relationship will arise between PAMC and the invoice recipient. PAMC is entitled to add to the invoice a description of the work carried out. 


8 Liability and limits of liability 

8.1 PAMC’s liability for any loss which you may suffer as a result of any defect or neglect or breach of contract committed by PAMC is limited on a per assignment basis to 3 the contract sum in each case.  


8.2  PAMC will under no circumstances be liable for any loss of production or profit or for any other indirect harm or loss or consequential harm or consequential loss. 


8.3 PAMC’s total liability will be reduced by amounts which you may receive or would be able to receive under any insurance policy which you have taken out or which you are otherwise covered by or according

to an agreement or a letter of indemnity which you have signed or are a beneficiary of, provided that it is not incompatible with the terms of insurance or terms under the agreement or in the letter of indemnity and that your rights are not infringed under the insurance policy, agreement or letter of indemnity.

8.4 Other consultants and experts will be regarded as independent of PAMC, regardless of whether PAMC has engaged them or you have contracted them directly. PAMC is therefore not liable for other consultants and experts, either for selecting them or for recommending them, or for the advice and other services which they provide. This applies no matter whether they report directly to PAMC or directly to you. 

8.5 If you have agreed to a disclaimer or limit of liability with regard to any other consultant or expert, PAMC’s liability will be reduced by the amount which could have been payable to PAMC by the consultant or expert if their liability had not been excluded or limited, regardless of whether the consultant or ex- pert would have been capable of paying the amount to PAMC or not. 

8.6 PAMC will not be liable for any loss which occurs due to your use of PAMC’s results or advice in any other context or for any purpose other than that for which use was granted. Unless otherwise arising from the provisions in section 8.9, PAMC is not liable for harm which has affected a third party due to your use of PAMC’s results or advice.

8.7 PAMC is not liable for any loss you sustain due to your being subject to paying tax or likely to be subject to paying tax as a consequence of the services provided by PAMC. PAMC in not giving tax advise.

8.8 PAMC is not liable for harm which has occurred as a consequence of circumstances outside PAMC’s control, which PAMC could not have reasonably expected at the time the assignment was accepted and whose consequences PAMC could not have reasonably avoided or overcome either. 

8.9 If PAMC at your request allows an external person to use the results of PAMC’s work or advice, this will not increase PAMC’s liability or otherwise have a detrimental effect on PAMC. PAMC may be held liable for such an external person only to the extent that PAMC can be held liable to you. Amounts which PAMC may be obliged to pay to such an external person will reduce PAMC’s liability correspondingly with regard to you and vice versa. No customer relationship will arise between PAMC and the external person. As has been stated previously, this also applies in cases where PAMC issues, at your request, an   opinion or similar to an external person. 

8.10 The limit of liability as described in these terms and conditions or in a separate agreement with you applies to PAMC. It also applies in every respect and for the benefit of partners or former partners in PAMC, of employees and of other persons who work for or are engaged or have been engaged by PAMC. 

9 Complaints and claims procedure 

9.1 If you are, for any reason, dissatisfied with PAMC’s services and wish to lodge a complaint, PAMC requests you to inform the Partner responsible for the assignment to this effect as soon as possible but under no circumstances later than two (2) months from receiving PAMC’s final invoice.  

9.2 If PAMC or PAMC’s insurer pays you compensation in connection with your claim, you must, as a condition of payment, transfer to PAMC or PAMC’s insurer the right of redress against third parties by means of subrogation or assignment. 

10 Liability insurance 

10.1 PAMC is holding a liability insurance policy.  

11 Termination of assignment 

11.1 You can at any time terminate your cooperation with PAMC by requesting PAMC in writing to resign from the assignment. You must in all cases pay for the services supplied by PAMC and the costs which PAMC incurred prior to the assignment being terminated. 

11.2 PAMC and applicable professional standards, if any, determine under what circumstances PAMC is entitled or is obliged to decline or resign from an assignment. This may be the case, for example, when the customer is unable to provide satisfactory identification, when money laundering or terrorist financing is suspected, when there is a conflict of interests, when payment has not been made, when insufficient instructions have been provided or there is no longer any trust between you and PAMC. If PAMC resigns from the assignment, you must in all cases pay for the services PAMC provided and the costs which PAMC incurred prior to resignation. The assignment is terminated, under any circumstances, when it has been completed. 

12 Archiving 

12.1 When an assignment has been completed or terminated in some other manner, PAMC will archive (at the premises of PAMC or a third party, in hard copy or electronic form) substantially all documents and results which have been accumulated and generated during the assignment. The documents and results will be archived during the period required, in PAMC’s view, by the nature of the assignment, but never for a shorter period than the time required by law or generally accepted professional practice. 

12.2 As PAMC is obliged to archive substantially all the documents and results which have been accumulated and generated during the assignment, PAMC cannot fulfil a request to restore (without making and keeping a copy) or destroy a document or result before the archiving period has expired. If you should request PAMC to empty an electronic folder in PAMC’s document management system, PAMC will comply with your wish to the extent permitted by law and generally accepted professional practice (but PAMC will in these cases retain a hard copy of the documents which are removed or save them on another electronic storage medium) and normally on a chargeable basis if the task is time-consuming. 

12.3 Unless PAMC specifically agrees otherwise, PAMC will return to you all original documents when an assignment has been completed or terminated in another manner. PAMC may in all cases retain a copy of the original documents. 

13 Amendments, precedence and language versions 

13.1 If confirmation of the assignment has been provided to you in connection with a specific assignment, the terms and conditions in the confirmation will take precedence over these general terms and conditions if and to the extent the terms are incompatible with each other. 


13.2 These general terms and conditions have been drafted in Swedish and in English. The English version prevails.

14 Applicable law and settlement of disputes 

14.1 These general terms and conditions and (if applicable) the confirmation of the assignment and all issues relating to them, PAMC’s assignment and PAMC’s services will be governed and interpreted in accordance with Swedish substantive law. 


14.2 Any dispute concerning these general terms and conditions, the confirmation of the assignment (if applicable), PAMC’s assignment and PAMC’s services will be settled definitively by arbitration according to the rules of the Arbitration Institute of the Stockholm Chamber of Commerce (SCC). The place of arbitration and the seat of arbitration will be Stockholm. The language which will be used is English unless you and PAMC both agree to use Swedish instead. 


14.3 Arbitration which has been requested with reference to section 14.2 and information which emerges during proceedings, as well as any decision or arbitration reported during proceedings will be subject to confidentiality and may not be disclosed to any third party without the explicit consent of the other party. A party will not in all cases be prevented from disclosing such information in order to retain its right in relation to the other party or to an insurer or if such an obligation applies according to binding law or regulations for issuing or similar bodies.

14.4 Irrespective of what is stated in section 14.2, PAMC is always entitled to initiate legal proceedings in any competent district court in any competent jurisdiction when it comes to PAMC’s unpaid invoices. PAMC is then also entitled to file for injunction or take similar precautions to safeguard its claim against you.