These general terms and conditions (hereinafter referred to as "General Terms and Conditions") specify BEETZ’ procedure for intervening for and/or on behalf of the client within the framework of its mission of providing advice, assistance, representation and drafting documents to obtain, maintain, exercise or defend industrial property rights, ancillary rights, and rights related questions or issues.
"BEETZ" means the company Beetz & Partner mbB , registered under registration number 74 in the commercial register of the Munich District Court (AG München), with whom the Client has entered into a contract, the intellectual property consultants, their staff and administrative personnel intervening on behalf and for the account of BEETZ.
"Client" means the physical or legal person to whom Beetz renders the Services defined in the Contract.
"Contract" means all the contractual documents governing the rights and obligations of the Parties within the framework of the Services that BEETZ provides to the Client.
"Proposal" means the written proposal of Services that BEETZ sends to the Client.
"Representation" means any request for intervention formulated in writing by the Client to BEETZ."Parties" means BEETZ and the Client.
"Services" means all the services provided by BEETZ.
3.1. Every Service provided by BEETZ is governed exclusively by the Contract, which comprises:
3.2. The conditions, rights and obligations mentioned in the Contract are the only terms and conditions applicable to any Service provided by or on behalf of BEETZ, including the services provided by BEETZ jointly with a third party designated by BEETZ. The Contract takes precedence over any other general or specific terms and conditions originating from the Client. Save with BEETZ' prior written agreement, which must explicitly be mentioned in the Proposal or the Representation, the Client's general or specific terms and conditions are not applicable and cannot be invoked against BEETZ regardless of the time at which they may have been brought to its attention.
3.3. The fact that BEETZ does not have recourse at any given time to any of the clauses of these General Terms and Conditions cannot be construed as BEETZ waiving the right to have recourse to any such clause(s) at a later stage.
3.4. Acceptance of the Proposal by the Client or of the Representation given to BEETZ to perform a Service, or simple payment of an invoice, marks the Client's acceptance of the Contract, including these General Terms and Conditions.
3.5. In the event that a clause or condition is declared null and void by a court ruling, such nullity shall not entail the nullity of these General Terms and Conditions nor of the Contract.
4.1. BEETZ undertakes to perform the Services conscientiously and properly, in accordance with professional standards and in compliance with the laws and regulations applicable.
4.2. BEETZ shall provide the Services in accordance with the obligation of confidentiality to which all industrial property consultants are subject.
4.3. BEETZ is mindful of situations that may give rise to a conflict of interest. Consequently, BEETZ undertakes to refrain, in the same case, from advising, assisting and representing clients with opposite interests unless all the parties have given their consent.
5.1. The Parties acknowledge that certain Services may require compliance with certain obligatory deadlines imposed by law or by third parties. Consequently, the Client undertakes to provide to BEETZ in good time all the information and instructions necessary to enable correct performance of the Services. More particularly, the Client undertakes to respond promptly to all communications from BEETZ and to provide to BEETZ all the information requested by BEETZ or any other useful information prior to the deadline indicated in the said communications.
5.2. The Client undertakes to notify BEETZ immediately of any change regarding the information supplied to BEETZ.
5.3. The Client shall be solely liable for any damage that may result from wrong, incomplete or belated information. Any lack of complete and adequate response from the Client, where applicable prior to the deadline indicated by BEETZ, BEETZ may suspend the performance of its Services in full or in part and/or may not be held liable for any damage the Client may suffer as a direct or indirect result of such suspension.
5.4. BEETZ shall submit to the Client any document that it regards as requiring a signature. The Client shall return to BEETZ all the documents required, signed as requested by BEETZ, prior to the deadline indicated by BEETZ. BEETZ cannot be held liable for any damage the Client may suffer as a direct or indirect result of failure to meet the deadline indicated by BEETZ.
5.5. All communication by BEETZ shall be sent to the Client’s latest address (email or postal address) as indicated by the Client or one of its representatives. The Client must immediately inform BEETZ of any change of address and/or status. BEETZ cannot be held liable for any loss of rights or any damage suffered by the Client if it has not been duly informed of the changes that have occurred.
6.1. BEETZ shall provide the Services agreed with the Client in the context of a Contract. However, the Client may at any time put an end to BEETZ' intervention by serving it written notice to this effect. Such cancellation is at the Client’s risk and entails the immediate payment of fees for any Services commenced. BEETZ has the same option of cancellation, in compliance with the professional obligations defined by applicable law.
6.2. In the event of default or delay of payment by the Client of fees, expenses, charges or dues invoiced by BEETZ, or if the Client fails to meet any of his obligations under the terms of the Contract, BEETZ may cancel the Contract eight days after having served notice of default by registered letter or courier without having received a response, without prejudice to BEETZ' right to claim damages and/or to suspend the performance of its Services.
7.1. At the Client's request, BEETZ shall provide, indicatively, an estimate of the expenses, charges, dues and fees that the Client will incur when ordering the Services. This estimate shall be communicated subject to the express reservation of variations that may occur such as, for instance, changes in official charges or dues, changes of the fees charged by professional colleagues abroad, variations in exchange rates, costs of intellectual services (e.g. processing of observations made by administrations or of oppositions by third parties) and when the case at hand is more complex than initially envisaged.
7.2. Save if the Parties have agreed a lump sum in writing, the Services provided by BEETZ shall be invoiced on the basis of hourly billing rates which BEETZ has communicated to the Client when it transmitted its Proposal or when BEETZ accepted the Representation or, if no such rates have been transmitted, on the basis of BEETZ' standard hourly billing rates which the Client may ask BEETZ to supply. The hourly billing rates vary according to the qualification and experience of the persons providing the Services. In addition, BEETZ’ standard hourly billing rates may be adjusted / indexed annually. The services provided by third parties engaged by BEETZ (foreign agents, external service providers, etc.) are not included in BEETZ' fees. If the external service provider invoices the Client directly, BEETZ shall confine itself to forwarding the invoice to the Client and the latter shall directly pay the service provider.If the charges and dues are not directly invoiced to the Client by the third party concerned, the amount of such charges and dues (charges for filing, research etc.) shall be specified in the invoice BEETZ sends to the Client.
7.3. BEETZ is at all times entitled to charge retainer fees. An invoice shall be issued for this purpose. Retainer fees are not necessarily commensurate with the state of advancement of the Services or of the level of charges and dues incurred at the date of the Client’s request. The Client undertakes to pay the retainer fees without delay.
7.4. Invoices other than those for retainer fees are payable within 30 days from the date of the invoice into BEETZ' account indicated on the invoice. Any sum not paid on the due date shall, ipso jure and without prior notice, entail interest for delay of payment and recovery charges pursuant to the legislation in force. Over and above the statutory lump-sum recovery charges, BEETZ shall be entitled to a reasonable indemnity equal to 10% of the amount of the invoice, with a minimum of €150 in respect of all other recovery costs above the said lump sum incurred as a result of the delay in payment, without prejudice to BEETZ' right to claim full compensation for the damage it has suffered.
7.5. Any contestation of BEETZ' invoices is admissible only if it has been notified by registered letter received no later than 14 days after the date of such contested invoice.
8.1. BEETZ shall make every effort to ensure the due, timely and proper performance of the Services. However, the obligations assumed by BEETZ are best efforts obligations.
8.2. If BEETZ fails to meet one of its obligations, its liability for any damage caused to the Client and proven by the latter (including the loss of an intellectual property right) shall be limited to the amount of 10.000.000EUR. In any case, no action, whatever its nature, grounds or procedure, can be instituted by the Client more than six months from the day on which the Client has or should have had knowledge of BEETZ' failure to meet one of its obligations.
8.3. BEETZ cannot be held liable for any damage caused by or due to the intervention of third parties, and in particular any damage caused by the products or services of third parties, if it was not BEETZ who decided to have recourse to these third parties. If it is BEETZ who decided to have recourse to third parties, BEETZ' liability for any damage caused to the Client by the intervention of these third parties is limited as provided for in Article 8.2 and 8.4.
8.4. BEETZ can never be held liable for damage caused directly or indirectly by force majeure as defined in Article 9 below.
9.1. Performance of the obligations of the Parties shall be suspended in the event of force majeure that is of such a nature as to prevent or delay the performance of contractual obligations of either Party. Force majeure means any event that is beyond the control of the Party invoking it and against which it could not reasonably protect itself. The following in particular (but not exclusively) constitute cases of force majeure: a strike at the Client or at a third party whose help is required to provide a Service (for instance, an intellectual property office), the unavailability of a public IT or logistics service, etc.
9.2. If the case of force majeure has effects beyond a period of three months, either Party may, after sending a registered letter to the other Party, immediately and ipso jure cancel the Contract, without any compensation or notice being due as a result thereof.
If the Client's situation changes, e.g. because of death, bankruptcy, dissolution or change of the Client's company or because of any other circumstance impairing the Client's solvency, BEETZ has the right to demand that all sums due be fully paid immediately, even before their due date, or demand guarantees that the commitments will be duly and properly kept (guarantees that are subject to BEETZ' approval), without prejudice to BEETZ' right to suspend implementation of the Contract or to cancel it in accordance with Article 6.
If there is a dispute, controversy or claim about the establishment, interpretation, implementation or termination of the Contract, the Parties shall endeavour to seek an amicable settlement. If no amicable settlement has been reached within 30 days of the dispute arising, the matter shall be brought exclusively before the courts of the principal place of business of the BEETZ’ firm with whom the Client has entered into an agreement. The law of the country of the principal place of business of the BEETZ firm with whom the Client has entered into an agreement is applicable.