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Indelible IP Limited (“Indelible IP”) is committed to providing a high quality, personal, friendly, efficient and reliable service. These Terms of Business apply to all work which is undertaken on your behalf, and set out clearly our responsibilities and your rights.
Indelible IP Limited is a limited company, registration number 10103603, and having its registered office at Woodfield House, Llanishen, Chepstow, Monmouthshire, NP16 6QS.
Indelible IP Limited and its directors and attorneys are regulated by the Intellectual Property Regulation Board (“IPReg”) and are bound by its Professional Code of Conduct. These can be viewed at www.ipreg.org.uk.
Our services are provided to you by Indelible IP and the contract under which those services are provided are with Indelible IP and not with any individual director, employee or agent of Indelible IP Limited.
Terms of Engagement
The services of Indelible IP are supplied to you as the Instructing Client. You agree that these Terms shall be the exclusive basis on which any services are provided, unless otherwise agreed by us in writing. Where we have a conflict of interest we will promptly advise you of the position and will not be able to accept instructions.
We are required by law to establish the identity of any person or company prior to undertaking services on their behalf, and will request suitable identification and documentation as part of the initial engagement in line with current guidance from IPReg.
In order to ensure that we can respond quickly and in accordance with your instructions please provide clear instructions in writing, either by email, fax or post. It is recommended that all oral instructions are confirmed in writing.
We endeavour to provide an acknowledgement of all correspondence from you, whether by post, fax or email, within 24 hours of receipt. If you do not receive an acknowledgement, or if instructions are time critical, it is recommended that you call us to confirm safe receipt.
During the provision of services to you there may be official deadlines imposed by the UK Intellectual Property Office or other intellectual property offices outside the UK. We will promptly notify you of all such deadlines and the actions required by you to ensure that those deadlines are met. It is your responsibility to provide us with complete and timely instructions, and payments on account where requested, in order for us to meet such official deadlines. We do not accept any liability for any missed deadlines, failure to pay official fees, or to renew, or problems which arise as a result of you not providing us with complete and timely instructions, and/or payments for funding where required. We do not accept any responsibility or liability for updating you on a change in the law or any other change in circumstances after the conclusion of the transaction or matter.
You agree to supply us immediately with any changes in name, address, legal status, ownership or contact details for you or your company.
We have a professional obligation of confidentiality, as covered by our Professional Code of Conduct a copy of which is available from IPReg at www.ipreg.org.uk, unless you instruct us to disclose your information or we are compelled to disclose it by law.
We have a clear and transparent charging system which we believe allows us to provide quality services, backed by over 25 years’ experience, at a fair and competitive price. We have an hourly rate for some work, calculated by reference to the actual time spent providing the agreed services to you, to include, but not be limited to, drafting documents, letters and emails, telephone conversations, travel time for matters conducted on your behalf, meetings, preparing notes and records of meetings and telephone conversations, and research.
A number of standard types of service, such as registering trade marks in the UK and EU, attract instead a fixed fee structure, but with specified issues excluded, and these are clearly set out at the time of engagement on a matter. Where there are certain exclusions, those actions attract our hourly fee to reflect the more complex nature of the matter, with a number of these also attracting fee caps, thereby providing clear control over costs.
We will provide you with an estimated costs schedule for work based on the information and instructions you provide at the commencement of a piece of work. These are provided in good faith based on information at the time, but are not binding, as costs may be affected by matters beyond our control, such as exchange rate fluctuations. Furthermore, for some matters the amount of work required to conclude a case cannot be accurately forecast, particularly if the matter involves a third party dispute. Where during the course of a matter issues arise which will incur additional costs to those originally estimated we will promptly advise you of the position and any estimated/potential costs to deal with such an issue.
We may require payment in advance for some of our services, in particular those which require the payment of third party expenses and official fees, such as to the UK Intellectual Property Office (“UKIPO”), EU Intellectual Property Office (“EUIPO”) or World Intellectual Property Organisation (“WIPO”), or to cover the costs of overseas associates in other jurisdictions.
Where expenses or third party expenses and official fees are incurred in a currency other than pounds sterling these will be recorded using the exchange rate applicable at the point of recording in our accounting system. Such expenses and official fees will be invoiced at a figure which include an allowance to cover our costs in handling the currency exchange and any additional bank charges for arranging such payments, as well as an allowance for exchange rate fluctuations between the recording of the amount in our accounting system and payment of the invoiced amount by you.
Terms of Payment and Client Funds
Our invoices are payable immediately on presentation, and may be interim invoices for ongoing matters to allow effective management of costs.
If you wish to raise a query in relation to an invoice this should be raised within seven days of receipt with the person who has sent the invoice.
Invoices can be paid by electronic transfer to our bank account, and should include the invoice number and client name as a reference. It is also recommended that email notification that payment has been made is sent to us at firstname.lastname@example.org. If payment is made by cheque, and this is for payment in advance of work being undertaken, there will be a delay in commencing work to wait for funds to clear.
If an invoice is not paid within 30 days of issue we reserve the right to charge interest and to cease work pending payment of the outstanding sum. A notification in this regard will be issued to you if payment has not been received in this time frame, and in such circumstances Indelible IP is under no obligation to preserve your rights and shall not be held responsible or liable for any loss of rights.
All our charges and any disbursements and expenses incurred on your behalf are subject to VAT as specified by HMRC.
Where payment in advance is received, unless the work is immediately undertaken and fees incurred upon receipt, the funds will be transferred to our client account, where such money is held in trust, separate from the firms’ own funds. This is a requirement of IPReg. Once the instructed work is undertaken a receipted VAT invoice is issued and the funds are transferred to the firms’ main bank account. Where funds are held in such a client account we pay no interest due to the relatively short periods of time such funds are usually held.
Limitation of Liability
Indelible IP carries professional indemnity insurance through PAMIA Limited, an approved insurer of IPReg. IPReg requires that we carry professional indemnity insurance to a minimum value of £1 million. This is the maximum limit of our liability to you in respect of any or all work undertaken.
The advice provided by us is based on your instructions and the information you provide, and for the specific circumstances you indicate and should be considered within that context. We do not accept any responsibility if that advice is then applied by you to a different matter or different circumstances.
During the course of providing services to you it may be necessary to instruct other professionals, such as solicitors, searchers or overseas attorneys, and in those circumstances we will do so as your agent. We cannot accept liability for the actions of such professionals, but we do always instruct people we believe provide a high quality of service and whom we believe to be trustworthy.
We do of course hope that you will be happy with the service provided by us.
If however you do have any reason to be dissatisfied please let us know as soon as possible and we will work with you to resolve any concerns.
If you feel that you have reason to make a formal complaint, please write to us at Indelible IP Limited, Woodfield House, Llanishen, Chepstow, Monmouthshire, NP16 6QS. You will receive an initial acknowledgement within 24 hours of receipt of the complaint, and a formal reply within 7 days.
If your complaint cannot be resolved you are entitled to make a complaint to IPReg (www.ipreg.org.uk). Please be aware that this should be made within 12 months of the matter complained of. IPReg deals with complaints about professional misconduct, but if your complaint relates to quality of service and you have not been able to resolve your complaint directly with us the Legal Ombudsmen (www.legalombudsmen.org.uk) may be able to assist with the unresolved complaint.
The person responsible for all matters concerning the privacy and processing of any personal data, also known as the data controller, can be contacted as follows:
The Data Controller, Indelible IP Limited, Woodfield House, Llanishen, Chepstow, Monmouthshire, NP16 6QS
They can be contacted at email@example.com or you can write to the above address.
Under the General Data Protection Regulation, you have certain rights regarding your data. You have the right to ask us for a copy of any data we hold about you. You have a right to have any data that is incorrect, corrected. You have the right to object to the use of your data. You have the right to have your data provided to you to take elsewhere in a suitable format. You have the right to have your data deleted in certain circumstances. If you wish to exercise any of these rights, please contact our data controller. You also have the right to lodge a complaint about the use of your data with the Information Commissioner. Details for the Information Commissioner and making a complaint can be found on their website at www.ico.org.uk
When you instruct us to undertake work for you we collect your name, company, telephone number, address and email address. We will only use this data to undertake your instructions, to respond to your enquiries, or to advise you of any issues relating to your pending or registered IP. We will enter these details into our secure case management system, our accounting system, and our CRM system. We will keep your information for 6 years following the expiry of a registered IP right or the conclusion of our working relationship. This period is recommended by our professional indemnity insurers to allow for any issues in relation to the advice provided or the IP rights obtained. We will also keep some of the invoicing information in our financial records. We are processing this data because we have a contract with you to supply services and we also have legal obligations to maintain financial information. As a client, we may also in the future wish to send you information that may be of interest to you. We will do this on the basis of our legitimate interest to provide our services. If we introduce this facility we will provide you with a link to opt into and out of this information.
A copy of our full Data Protection Policy is available upon request and is provided with these Terms of Business at the time of engagement.
Our files remain our property at all times. In the event that you transfer your cases we will provide copies relating to your work at your expense.
We will retain all files for 6 years following completion of a matter or expiry of a protected right.
We retain ownership of copyright in all material and documentation prepared by us and provided to you. Your right to use such material is limited to the purpose for which it was prepared.
We reserve the right to terminate our agreement if overdue invoices are unpaid. In such circumstances we will notify you of the position in writing.
There may be other exceptional circumstances where it becomes necessary to terminate the relationship, and if this arises we will notify you in writing with full reasons for the termination.
In the event you wish to terminate your relationship with Indelible IP Limited you must do so in writing.
We and you agree that the Contracts (Rights of Third Parties) Act 1999 shall not apply to this agreement.
We and you agree that these Terms shall be governed exclusively by the law of England and Wales and you and we each agree to submit to the exclusive jurisdiction of the Courts of England and Wales.