1.Introduction

1.1These Standard Terms of Engagement apply to all matters in which you instruct us.

1.2 By instructing us, or continuing to instruct us after receiving a copy of these Standard Terms of Engagement, you accept these terms and agree to be bound by them in our engagement with you.

2. Scope of Services

2.1 We will provide legal advice and representation solely within the scope of your instructions.

2.2 Our initial understanding of the scope of work for each matter will be outlined in the Engagement Letter and/or our fee quote. If this understanding is incorrect, please notify us immediately, as it may impact our cost estimates and the calculation of our Legal Costs.

2.3 If any of our advice relies on specific facts or assumptions, you must verify them and inform us immediately if they are incorrect.

2.4 Unless agreed otherwise, our work does not include:

• (a) advice on laws outside Cyprus; or
• (b) tax advice, including tax treatment of transactions or settlements.

2.5 We do not advise on the commercial viability, financial implications, or bona fides of any party involved in a matter.

2.6 Unless otherwise required by law or agreed in writing, our duties are owed only to you, not to any third party, even if a third party has agreed to cover our Legal Costs.

2.7 Our work is intended solely for your use in connection with the specific matter for which we are engaged. We are not responsible for any other use of our work.

2.8 Once our work on a matter is complete, we will only update you on deadlines, obligations, or legal changes if you specifically engage us to do so.

3. Basis for Calculating Legal Costs

3.1 The Legal Costs you will be liable to pay are made up of:

• (a) our professional fees;
• (b) internal expenses, including non-legal services used on your behalf;
• (c) disbursements, or charges from third-party providers incurred for your matter; and
• (d) any applicable taxes.

3.2 Our professional fees are calculated at an hourly rate of EUR 270 for the time spent on your matter. This includes drafting and reviewing documents, meetings, phone calls, research, court appearances, and other activities necessary to fulfill our engagement with you.

3.3 Hourly rates may vary depending on the complexity or urgency of the work.

3.4 If we agree on a fixed fee for specific work, this fee will only apply to that work. Additional work will be billed at hourly rates unless otherwise agreed. Fixed fees do not include internal expenses or disbursements, which are billed separately.

3.5 Disbursements will either be passed on at cost or billed directly to you for payment by the due date.

4. Invoicing and Payment Terms

4.1 Invoices are generally issued monthly, or as agreed, and are payable within 30 days. Interest of 5% may be charged on overdue amounts. If payment is delayed, we may suspend or terminate our services until payment is received.

5. Confidentiality and Privacy

5.1 We treat all information you provide as confidential and use it only to deliver the legal services we have agreed upon. We are bound by professional confidentiality obligations under Cyprus law.

5.2 For details on how we handle your personal information, please refer to our Privacy Policy at https://pioannou.com/privacy-policy/

6. Client Responsibilities

6.1 You agree to provide accurate, complete, and timely information relevant to our engagement, including responding promptly to requests for information or documentation.

6.2 You agree to comply with all applicable Know Your Customer (KYC) and anti-money laundering (AML) requirements, providing us with any identification or verification documents we may request to fulfill our legal and regulatory obligations. Failure to provide the required documentation may result in the suspension or termination of our services.

7. Conflicts of Interest

7.1 We have procedures to manage and minimise conflicts of interest.

7.2 To help us check for conflicts, please inform us of:

• (a) all names and entities associated with you;
• (b) any other parties involved in the matter, including those with potentially opposing interests; and
• (c) any additional information we may reasonably need.

7.3 You agree that we may represent other clients, including those in competing industries or with interests that may conflict with yours, as long as we do not disclose your confidential information without consent.

7.4 In situations where you are one of several bidders or financiers, you agree that we may act for other bidders or their financiers, provided we do not share your confidential information.

7.5 If we hold confidential information relevant to another client due to our work with you, you agree that we may act for the other party, provided we take steps to protect your confidential information.

8. Termination

8.1 You may end our engagement at any time with written notice.

8.2 We may end our engagement if:

• (a) a conflict of interest arises that requires us to stop representing you;
• (b) we are asked to act unlawfully or unethically;
• (c) we feel there has been a loss of trust or confidence;
• (d) you reject a reasonable settlement;
• (e) you disregard our advice;
• (f) you hire another law firm for the same matter without our agreement;
• (g) you do not agree to reasonable rate adjustments;
• (h) you do not accept an updated cost estimate or fixed fee;
• (i) you lose legal capacity; or
• (j) external factors prevent us from continuing effectively.

8.3 We will inform you of any decision to end our engagement and the reasons for doing so.

8.4 Upon termination, we will stop acting on the matter. You will remain responsible for all Legal Costs up to that date, which will be payable immediately.

9. Limitation of Liability

9.1 Our liability for any claim, loss, or damage arising out of or in connection with our services, including any negligent act or omission, is limited to the amount of fees paid by you in respect of the matter giving rise to the claim. This limitation applies to all liabilities, claims, and expenses of any kind, including, but not limited to, damages for loss of profits, revenue, anticipated savings, business, data, or goodwill.

9.2 We shall not be liable for any indirect, incidental, special, or consequential loss or damage, or any punitive damages, arising from or related to our services, even if we have been advised of the possibility of such damages.

9.3 Our liability shall not extend to:

• (a) any loss or damage arising as a result of your failure to provide accurate, complete, and timely information or instructions;
• (b) any decision, action, or omission taken by you based on our advice where such advice is based on incomplete or inaccurate information provided by you;
• (c) any services provided by third parties or any reliance on such services, even if we recommended the third party.

9.4 You agree that, except in cases of proven fraud, willful misconduct, or gross negligence, any claim against us must be brought within 12 months from the date of the alleged loss or damage. This provision does not exclude liability for any matter that cannot legally be limited or excluded under applicable law.

9.5 You acknowledge and accept that the above limitations on our liability are a reasonable and fair allocation of risk given the nature of the services provided and the fees charged.

10. Indemnity

10.1 You agree to indemnify and hold us harmless from and against all claims, liabilities, losses, damages, and expenses (including reasonable legal fees) arising out of or in connection with:

• (a) any breach by you of these Standard Terms of Engagement or any Engagement Letter;
• (b) any action or claim made by a third party against us in relation to the services provided to you, except where caused by our proven negligence, willful misconduct, or fraud; and
• (c) any reliance on inaccurate, incomplete, or misleading information provided by you.

10.2 This indemnity applies to direct and indirect losses and includes costs we may incur in defending any claim brought against us that falls within the scope of this indemnity.

11. Governing Law and Jurisdiction

11.1 These terms are governed by the laws of Cyprus, and any disputes will be subject to the exclusive jurisdiction of Cyprus courts.

12. Amendments

12.1 We may update these terms periodically. You will be notified of any significant changes, and continuing engagement with us will be considered acceptance of the revised terms.