Terms & Conditions

1. Principles of Construction

Unless otherwise specified:

1.1 References to an "entity" shall include any legal or natural person, regardless of how and where incorporated or established.

1.2 References to a "person" shall include individuals, companies, firms, partnerships, joint ventures, associations, states, governmental agencies, or any other body, whether or not having separate legal personality.

1.3 Words in the singular shall include the plural and vice versa; references to any gender shall include all other genders.

1.4 General terms shall be interpreted broadly and not be restricted or limited by context or specificity.

1.5 The terms "includes" and "including" shall be interpreted without limitation.

1.6 A reference to a party includes its successors and permitted assigns.

1.7 Any provision referring to two or more persons shall benefit or bind them jointly and severally.

1.8 Headings are provided for convenience only and shall not affect the interpretation of these GTCs.

1.9 In calculating any period of time prescribed by these GTCs, the reference date shall be excluded. If the final day of a period is not a Business Day, the period shall end on the next Business Day.

1.10 Any reference to a statutory provision shall be deemed to include any modification, re-enactment or extension of that provision in force at the time.

2. Parties to These GTCs

These GTCs apply between PATTAX and the Subscriber. Additional roles referenced herein include:

2.1 End Clients

An "End Client" is any entity that is a client of the Subscriber. Under certain conditions, an End Client may access a restricted interface of the PATTAX Platform to validate, verify, or otherwise interact with renewal-related information. This limited access does not grant the End Client full use of the PATTAX Platform. An End Client may become a "White Label Client" if it obtains direct access to the PATTAX platform.

2.2 The Managing User

The "Managing User" is an individual designated by the Subscriber as the primary point of contact for PATTAX on all legal, financial, and contractual matters. Each Subscriber must designate exactly one Managing User.

Where a Subscriber is operationally divided into multiple Subscriber accounts (e.g., due to multiple currencies or billing addresses), a single Managing User may be assigned to more than one such Subscriber account.

2.3 The User(s)

"Users" are individuals acting on behalf of a Subscriber and authorized to issue binding instructions to PATTAX. By default, only the Managing User is considered a User. Additional Users may be appointed by the Managing User through the platform interface.

Each End Client must be assigned exactly one User. The Managing User will act as the default User for any End Client where no specific User is assigned.

Where a Subscriber is operationally divided, a User may be assigned to more than one Subscriber's account.

Each user can be assigned a different reminder routine.

2.4 Appointment and Approval of Users

Users are identified via unique credentials (e.g., username, shortname, userID, password, email). All Users must be approved by both the Subscriber and PATTAX. The Subscriber remains fully responsible for all actions or omissions of any appointed User.

3. Financial Terminology

3.1 Deposit Balance

The "Deposit Balance" is the net amount on the Subscriber's Current Account, calculated as:

the sum of all payments received by PATTAX plus possible credit notes issued by PATTAX,
minus the total of all invoices issued plus the possible interest charged on the contractual interest producing balance.

3.2 Credit Ceiling

The "Credit Ceiling" is the maximum credit line extended to the Subscriber by PATTAX, as defined in the Contract (Table 1, Section 1.4).

3.3 Available Credit

The "Available Credit" equals the Deposit Balance plus the Credit Ceiling.

3.4 Interest-Producing Balance

The "Interest-Producing Balance" is:

On any day:
- the total of all invoices issued where the payment term specified in 1.5 of the table 1 of the Contract plus the possible interest charged on the interest producing balance.
- minus the sum of all payments received by PATTAX plus possible credit notes issued by PATTAX,
For each calendar month, the highest Interest-Producing Balance of any day of the month.

Note: When a User or the Managing User accesses the platform, the Deposit Balance, Credit Ceiling, and Available Credit shall be displayed clearly. The Interest-Producing Balance is only available to the Managing User.

4. Glossary of Terms

Unless otherwise required by the context, the following definitions apply throughout the GTCs, the Contract, the Platform, and related correspondence:

Access: Any use of the Platform by a User, from login to logout.
Access Code: Confidential credentials (e.g., username, password, or other authentication method) issued by PATTAX to a Managing User or User. These credentials remain the exclusive property of PATTAX.
Agent: Any third party or subcontractor to whom PATTAX delegates performance of Services.
Agreement(s): These GTCs, the Privacy Policy, and the Contract between PATTAX and the Subscriber.
Other Services: Any non-automated service accepted in writing by PATTAX that support or complement the core Platform services.
Annuity / Renewal Tax: A recurring fee (typically annual) required to maintain the validity of a patent in a given jurisdiction. Synonym: Maintenance Fee. Includes US maintenance fees even if not annual.
Annuity / Renewal Tax Due Date: The last date on which a renewal tax can be paid to a Patent Office (PO) without penalty.
Authority: Any national or regional body empowered to grant or manage patents.
Automated Payment: A payment that can be processed through PATTAX's automated systems for the supported jurisdictions. Some jurisdictions such as Poland and Cyprus may require additional documentation (e.g., power of attorney).
Bibliographic Information: Identification and status data related to intellectual property rights (such as patents, trademarks, or designs), including but not limited to application numbers, registration numbers, jurisdiction codes (e.g., ISO codes), filing dates, and legal status. This information may be retrieved from the FOVEA IP database or any other relevant source.
Billing Address: The address designated by the Subscriber for drafting all invoices. If the Subscriber wish the invoices to be sent to a different address than the one in the Contract, both the Subscriber and the entity to which the bill is sent remain each individually, and totally responsible for the full payment of PATTAX invoices.
Binding Instruction: A confirmed order initiated on the Platform (e.g., via the "PAY" button) and accepted by PATTAX under agreed payment conditions.
Batch Instruction: A grouped request for the execution of multiple Binding Instructions.
Branch: A grouping of patent families within an End Client's portfolio, typically organized in line with the internal End Client's management structure.
Business Day: Any weekday that is not a public holiday in Belgium or in the relevant jurisdiction.
CCA (Credit Card Account): The Subscriber's credit or debit card used for payments.
Charge: Any amount invoiced by PATTAX for its services.
Confidential Information: All non-public information disclosed in the context of the Contract, including but not limited to business operations, data, technology, source code, financials, and client data.
Contract: The binding contract signed between PATTAX and the Subscriber to which these GTCs are attached.
Country: A sovereign state issuing patents. An "Automated Country" is one for which PATTAX provides automated payments.
Currencies: Currencies supported by PATTAX for invoicing and payment, as listed on the Platform.
Dates: Unless otherwise agreed, all dates must follow the format "YYYYMMMDD" (e.g., 2024MAR20).
Days: Unless specified, all references to "days" are to calendar days.
EPO: European Patent Office.
Family: A group of related patents filed in different jurisdictions for the same invention.
Force Majeure: Any unforeseeable and uncontrollable event (such as war, natural disaster, cyberattack, epidemic, pandemic, health crisis or terrorist act) beyond a party's reasonable control, rendering performance temporarily or permanently impossible.
Fovea IP: Patent information database accessed by PATTAX for bibliographic validation.
GTC: These General Terms & Conditions.
Instruction: A formal request by a Subscriber or User for the performance of a Service.
Invention ID: An identifier of a group of related patents filed in different jurisdictions for the same invention. This grouping is similar to the 'family' grouping but, unlike the family grouping, MAY be changed by the User.
ISO Code: A two-letter country or authority code (e.g., EP for European Patent, UP for Unitary Patent, OA for OAPI, FR for France).
Jurisdiction: A legal area, such as a country or a group of countries (e.g., EPC Contracting States), covered by a single patent authority.
Law Firm: A general or IP-specific law firm that may or may not be a PATTAX Subscriber.
Patent: Any patent or equivalent IP right, including applications, certificates, etc.
Patent Identifier or Patent ID: A unique code composed of an ISO country or regional code and a national or regional application number, used to identify a specific patent or patent application.
PATTAX Due Date: The latest date on which a Subscriber can instruct PATTAX to pay any given annuity
PATTAXIP / PATTAX / PT: The legal entity operating the Platform and providing the services under these GTCs.
Platform: The digital interface where Subscribers and Users manage and access PATTAX's services.
PO (Patent Office): A national or international authority responsible for granting patents.
Priority Date: means the filing date of the earliest patent application from which a later application claims priority. It is used to determine the novelty and precedence of a patent. Priority dates have no impact on PATTAX's services.
Senior Executive: A company officer with authority equivalent to a director or partner.
Service(s): All services provided by PATTAX, automated or otherwise.
Short Name (or ID): A unique identifier (such as a name, a reference or a number) assigned within the Platform by (or for) a specific Subscriber to designate a Subscriber, User, End Client, Branch, Family or Invention. Short Names are unique within the scope of each Subscriber.
Subscriber (Registered Subscriber): Any entity (e.g. a firm, university, company, or public body) using PATTAX's services employing or employed by one or more registered patent attorney(s)
Subscriber Registration: Submission of required information via the Platform to become a Registered Subscriber.
Subscriber's Currency: The billing currency selected during Subscriber registration. Currency may not be changed post-registration. A change requires the creation of a new Subscriber profile.
Subscriber Data: Any data submitted by the Subscriber through the Platform.
Test Visitor: An unregistered user accessing the Platform without full credentials. Status is upgraded to "Subscriber" upon submission of identity information, and attribution of a credit ceiling and payment terms.
Urgent Instruction: An Instruction submitted less than fourteen (14) days prior to the applicable due date.
VAT: For EU-based Subscribers, a valid VAT number must be recorded. No access is granted without it.
White Label Client: An End Client with direct access to the Platform, typically via a separate agreement. One User must be designated. Invoices may be sent directly to the White Label Client or through the Subscriber.
Writing / Formal Writing: Either a signed paper document (blue ink), or a scanned copy with confirmation of receipt by the other party. Electronic signatures, as defined in Regulation (EU) No. 910/2014 (eIDAS), shall have the same legal validity as handwritten signatures for all acts and notifications under these GTCs.

5. Application and Acceptance

These GTCs apply to all Services provided by PATTAX and form an integral part of any contract entered into between PATTAX and the Subscriber. By signing a contract with PATTAX, the Subscriber acknowledges that they have read, and understood the current version of the GTCs and unconditionally accepted to be bond by it.

The GTC's, which may be updated from time to time, are applicable to all Services of PATTAX. By ordering a Service, the Subscriber expressly recognizes that he has knowledge of and that he accepts the present GTC's unconditionally. No variation of these GTC's will be binding upon PATTAX unless, and to the limited extent, expressly agreed to in writing and signed by a Senior Executive of PATTAX. These GTC's prevail over and supersede any other terms of business.

In accordance with these GTC's, PATTAX shall not be obliged to carry out an Instruction unless a Binding Instruction is formed pursuant to these GTCs. Each Binding Instruction shall be carried out strictly in compliance with the GTCs. No other document or statements, written or verbal, whether made before or after the date of Instruction shall form any part of the agreement between the Subscriber and PATTAX in respect of the Binding Instruction or impose any liability on PATTAX.

6. Users access codes

Each User must be designated by the Subscriber (represented by his Managing User). Any such designation may be refused by PATTAX without PATTAX needing to justify its refusal.

The access of a User is limited to all the patent information of those end clients designated by the Subscriber's Managing User.

The Subscriber/User must ensure that:

all allocated Access Codes are kept secure,
access Codes are provided only to Users and not disclosed to any other person without the prior written consent of PATTAX,
only Users have Access, and
each User uses the Access Codes allocated to them personally on each occasion of Access.

The Subscriber must give written notice to PATTAX immediately if the Subscriber knows or suspects that there has been any breach of the above obligations.

The Subscriber agrees that he shall be liable for all Charges or other liabilities arising from any Access or Instruction by its Registered User, or by any other person using Access Codes issued to the Subscriber/User.

Access codes always remain the property of PATTAX and PATTAX may take such measures in relation to Access and Access Codes that it considers necessary to safeguard the functions.

7. Instructions and operations of the Platform

Instructions shall be given exclusively in accordance with the procedures published on the Platform. Instructions sent or issued by any means other than through the Platform may not be accepted.

Even if PATTAX has received an Instruction, and irrespective of whether the Instruction is given through the Platform, a Binding Instruction will not be binding on PATTAX and PATTAX will not be obliged to begin to perform the Instruction, until such time as:

PATTAX confirms its acceptance of the Instruction by a confirmation email sent to the Subscriber's Email Address; and
the Subscriber has made satisfactory payment arrangements in accordance with the Contract.

PATTAX is not bound to accept the Subscriber's requests that PATTAX perform a non-automated service and PATTAX is under no obligation to continue offering any or all of the non-automated services.

When Instructions for non-automated services are accepted and provided, PATTAX and the Subscriber must agree in advance about the charges implied.

8. Reminders

If the Platform manages the Subscriber's portfolio, the Platform comprises features that enable the User to receive tailor made reminders as per the instructions given in the Contract.

These reminders are sent once a month (by default on each 21rst). It is the Subscriber's duty to ascertain that reminders are sent on each agreed upon dates.

Reminders may be sent by email or displayed via the Platform interface. PATTAX shall not be held liable for any loss or damage arising from a missed or undelivered reminder.

These reminders are decision-making aids and are not guaranteed to be exhaustive and shall not be construed as a contractual obligation.

Failure to receive a reminder shall not relieve the Subscriber of its responsibility to provide timely binding Instructions. It is the Subscriber's sole responsibility to monitor relevant deadlines and ensure timely compliance.

Except in cases of intentional malice on the part of PATTAX, only the Subscriber is liable for any damage caused by the failure to pay an annuity due to a lack of due date reminders or for any other reason.

To minimize the effect of such incidents, PATTAX recommends that the Subscriber subscribes to the "Patent Office payment Verification" service offered by PATTAX.

9. Preventive safety routines

9.1 Quarterly routine

If the PATTAX platform manages the Subscriber's portfolio, approximately every 3 months (and no more than every 4 months) PATTAX will -- free of charge - make a full copy of each User's portfolio and will electronically compare this copy with the previous copy made approximately 3 months earlier.

As a result of this comparison PATTAX will send three EXCELL electronic files to each User with a copy to the Managing User:

The first shall be a list of all the patents that are marked 'abandon' in the new file and not in the former file. They have thus been abandoned during the last quarter.
The second are patents listed on the new list where no instructions have been registered by PATTAX despite the fact that their PATTAX due date is past. For these cases instructions can still be received for a payment within the 6-month grace period. Accordibly, they may have been inadvertently overlooked during the last quarter.
The third being a list of those patents that were listed on the former list and not on the new list. They should be patents that have been:
- transferred to another user. These are OK.
- properly deleted because (as an example) the client has quit the Subscriber. These are OK.
- Improperly deleted. Appropriate action should be taken immediately.

No action is needed on list 1 unless the user changes his mind regarding abandonments and, usually, lists 2 and 3 are blank and need no action.

For the avoidance of doubt and except in cases of intentional malice on the part of PATTAX, it is reminded that only the Subscriber is liable for any damage caused by the failure to pay an annuity due to a lack of due date reminders or for any other reason and this even if PATTAX has a contractual obligation to send reminders This is based on the principle that you cannot be held liable to compensate for an important damage that could not have occurred if you would not have made an unintentional error.

9.2 Monthly Patent Offices check

Surveillance, in more than 40 important jurisdictions, that renewals have actually been registered by the pertinent Patent Office as having been paid.

For an annual fee to be agreed upon between the parties, PATTAX sends the Subscriber each month a report about ALL its patents having had a due date during the calendar month that was 2 months earlier (example: PATTAX sends in March 202X an EXCELL file comprising all the PA's patents that were due for renewal in January 202X) mentioning either:

List 1 Payment has been recorded by the pertinent Patent Office.
List 2 Non-payment has been recorded by the pertinent Patent Office.
List 3 No information is available.

After receiving these monthly reports, for those patents listed in list 2 or 3 the Subscriber still has 3 months to act before the end of the grace period.

This Patent Office Check:

may be ordered and implemented even if the Subscriber does not pay its annuities through PATTAX.
is a safety measure that ascertains that all the Subscriber's annuities have been paid and properly recorded in each Patent Office,
is available and implemented in more than 40 jurisdictions and covers for any "normal", worldwide portfolio more than 90% of all patent annuities.

9.3

The above two safety routines are unique features of the Platform. PATTAX is fully aware of the value of certain patents and recommends users to carefully implement the above safety routines.

9.4

It being essential to keep certain valuable patents alive PATTAX has organized the above check routines. If the Subscriber has such valuable patents in his portfolio, this must be reported to PATTAX by the Subscriber.

10. Subscriber's Obligations

10.1 The Subscriber shall:

sign a contract with PATTAX of which these GTCs are a formal attachment.
provide PATTAX all information and documents necessary to enable PATTAX to provide the Services. The Subscriber shall ensure that any documents which need to be executed or notarized are duly executed or notarized and sent to PATTAX. The order date is deemed conclusively to be the date on which PATTAX physically receives all requested documents. The above applies also to any additional service that PATTAX has formerly accepted in writing to perform on behalf of the Subscriber.
be the sole responsible for the accuracy of any information given by the Subscriber/User to PATTAX
agree with PATTAX about a currency and pay all invoices either:
1. by credit card and/or
2. by using a current account.

10.1.1 Credit Card (CC) payment

When the CC company approves any payment, an invoice addressed to the Subscriber's Billing Address is automatically and instantly made available to the User on the Platform. It is printable and paid for immediately by the CC company.
Should the CC company decline the transaction PATTAX does not accept the order and recommends that the Subscriber either:
1. Decreases the number of patents to be paid, or
2. Asks the CC company to increase their credit ceiling.

10.1.2 Current account

Preliminary remarks.

PATTAX will maintain a current account for any Subscriber including those who pay by credit/debit card for recording any potential credit/debit. Any invoice that is paid by credit/debit card is not included in this account.
The PATTAX current account payment system is similar to the current accounts that Patent owners, or their representatives, open with POs except that:
1. Subscribers are given the possibility by PATTAX to have a negative deposit balance up to a credit ceiling contractually agreed upon between PATTAX and the Subscriber, and
2. Invoices are payable within a contractually agreed upon number of calendar days, and if not paid within the agreed number of days an interest is automatically accrue on the outstanding amount which the Subscriber shall be liable to pay.
3. The available credit is the total of the credit ceiling granted to the Subscriber by PATTAX, plus the (positive or negative) deposit balance. When any User logs into the Platform, to prepare a quote or a budget or deal with a reminder he is automatically informed of:
  1. the current deposit balance of the current account of the Subscriber with PATTAX,
  2. the maximum credit allowance (credit ceiling) contractually agreed upon, and of
  3. the total of i and ii above (= the maximum available credit) which is the maximum value of the instructions he may give during this session (if paid by current account).

Practically, each Subscriber:

Is granted a credit ceiling on its current account with PATTAX of an agreed upon maximum amount.
Sends, when convenient, lump sums to its current account.
Each invoice issued by PATTAX is automatically paid by a withdrawal from the current account.
When the available credit is insufficient, the Platform warns the User and requests the User to decrease his order or to take one of the other measures provided for to deal with the issue.
The financial conditions on which delayed payments are accepted by PATTAX are specified in the Contract.
If the payment date is not met by the Subscriber, the unpaid balance is carried forward into his current account as an interest producing debt.
When any managing user logs into the Platform, he may be informed about the current interest producing debt (if any).

10.2 Interest

At the beginning of each calendar month the system will:

Look at the deposit balance
Deduct from this balance all recently issued Invoices that are, contractually, not due for payment
Calculate the contractual interest on any overdue amount during the past month

For each calendar month where the balance is or has been negative PATTAX will charge the next month the agreed upon interest on the highest credit granted during this calendar month. This interest will automatically be deducted from the Subscriber's balance for the next month.

Unless otherwise agreed upon in writing, if any payment is delayed more than 1 month after the expected payment due date, PATTAX will stop paying future annuities until settled.

11. PATTAX Obligations

PATTAX shall provide the Services and the 'Accepted other services' to the Subscriber in good faith and in doing so shall:

exercise reasonable skill and care using suitably skilled and experienced personnel and Agents.
provide the Subscriber with the documentation needed to carry out any Binding Instruction.
inform the Subscriber within a reasonable time of becoming aware that:
1. some additional step is required, in order to perform an Instruction, or
2. further information or documentation is required from the Subscriber.

12. Quotes and Charges

Depending on the user's wishes, invoices will be issued on a per patent or (by default) per order basis.

The Subscriber may at any time obtain a quotation on the Platform in the Subscriber's Currency.

Charges and quotes are recalculated every day and are only applicable to orders placed the same day unless frozen.

In case of gross and proven miscalculation, PATTAX reserves the right to change the invoiced amount.

13. Frozen quotes

Short term quotes and medium/long term budgets are available as contractually agreed upon. PATTAX guarantees that it will honor the charge quoted in any short term quote if ordered the same day or if frozen as explained below. A medium/long term budget is for information purpose only and cannot be frozen.

Short term quotes may be kept up to 28 days which means that if the Subscriber orders the payment of the renewals listed in a frozen quote, the PATTAX charge will be the amount quoted in the frozen quote.

Any frozen quote may be unilaterally withdrawn by PATTAX without notice and/or justification.

Freezing a quote does not prevent any 'late order' surcharge.

14. Payments, Refunds and Credits

14.1 Payments to PATTAX shall be made at the Bank account specified in the Contract.

14.2 No interest or other payments whatsoever shall be due by PATTAX to the Subscriber in respect of current accounts.

14.3 If, for whatever reason, an amount is due by PATTAX to the Subscriber this amount is automatically paid by crediting the amount to the Subscriber's current account with PATTAX.

14.4 No refund or credit will be given or issued to a Subscriber who fails to co-operate with PATTAX or to provide the information and documentation necessary to enable PATTAX to carry out any Instruction.

14.5 No refund will be given if the Subscriber notifies PATTAX in writing or otherwise that it wishes to cancel one or more Instructions after PATTAX has performed the Instruction or instructed an agent to do so. If not yet performed, a 70% refund will be granted and transferred to the Subscriber's current account.

14.6 If PATTAX determines it is unable to carry out an Instruction as a result of a legal or other circumstance, PATTAX will notify the Subscriber/user and transfer the amounts paid to the Subscriber's current account.

14.7 Interest to be paid by the Subscriber to PATTAX is only payable when PATTAX finances the Subscriber. Therefor interest charges are applied strictly. No interest is due if the client pays by credit card.

15. Delayed payments

A Subscriber who does not pay by credit card may opt in the Contract for one of the credit plans offered by PATTAX to all its Subscribers.

Therefore, both parties must sign the Contract.

The procedure is as follows:

The Subscriber must open a current account with PATTAX in the currency of the Subscriber.
Both parties must agree on a maximum credit (the Credit ceiling) that PATTAX will allow the Subscriber to withdraw. This amount may be zero.
If and when he wishes, the Subscriber may send any amount to this current account.
PATTAX will acknowledge receipt of this amount.
When one or more renewal payment(s) is/are ordered by the Subscriber the charge amount is immediately invoiced by PATTAX to the Subscriber and this amount is withdrawn from the current account balance.
If the amount deposited is insufficient, the non-paid part of the invoice is withdrawn from the credit account up to its ceiling.
If the ceiling is not high enough, the order is refused by PATTAX and the Subscriber must:
1. Ask for an increase of the credit ceiling, or
2. delete one or more patents from his order, send more money and reorder a few days later for those patents that have been deleted from his order.

16. Termination

16.1 Each Party may terminate the Contract, Access and all unperformed Binding Instructions:

with a thirty (30) days notice sent by email, or
immediately if the other Party is subject to an Insolvency Event.

16.2 PATTAX may also terminate the Contract, Access and all unperformed Binding Instructions:

immediately or at such later date as PATTAX may stipulate by notice in writing when the Subscriber is in material breach of any obligation imposed by the Contract and the breach either cannot be remedied or has not been remedied within thirty (30) days of PATTAX written request to remedy the same, or
without prejudice to its rights under paragraph 16.1 and 16.2 § 1, and, provided that one or more Binding Instruction remains to be completed, PATTAX shall allow the Subscriber such restricted Access as necessary to perform any unperformed Services in relation to Binding Instructions.

16.3 The Subscriber may terminate the Contract, Access and all Binding Instructions:

immediately upon notice to PATTAX in Formal Writing if PATTAX is in material breach of any obligation imposed by the Contract and the breach either cannot be remedied or has not been remedied within thirty (30) days of the Subscriber's written request to remedy the same, provided that a material breach by PATTAX of an obligation relating only to a specific Binding Instruction shall not entitle the Subscriber to terminate any other Binding Instruction;
upon giving thirty (30) days' notice in Formal Writing to PATTAX or, where available, by following the procedures for termination published on the Platform provided that PATTAX shall not be obliged to change its operating procedures when fulfilling any Binding Instructions to accommodate a Subscriber who has voluntarily terminated its Access.

17. Consequences of Termination

17.1 Clauses 14, 15, 16 and 17 shall survive termination of the Contract, Access or of a Binding Instruction.

17.2 On any termination in accordance with clause 14, all outstanding amounts due to PATTAX by the Subscriber in respect of all Binding Instructions together with any interest accrued shall become immediately due and payable.

17.3 If Access is terminated in accordance with clause 16.2 or 16.3, any balance standing to the credit of the Subscriber's Pre-payment Balance shall be repaid to the Subscriber and no later than the date on which Access is terminated.

18. Limitations of Liability

PATTAX has substantially improved the safety of patent annuity payments by implementing the two safety routines described in article 9.1 and 9.2 of these GTCs.

Despite the professional care with which PATTAX handles its payment portfolio and the unique safety measures that PATTAX implements, a minute risk still exists.

Subject to the implementation of the two safety routines (9.1 and 9.2), if a right cannot be restored and as a result the Subscriber suffers any loss, damage, cost or expense, PATTAX's liability shall be engaged only within the limits defined in this Article.

18.1 PATTAX undertakes, on behalf of the Subscriber, to monitor and pay the renewal fees relating to the intellectual property rights clearly designated by the Subscriber and confirmed by PATTAX. PATTAX undertakes to use all reasonable means to ensure the payment of the annuities, in accordance with the terms set out in the Contract. It is bound only by an obligation of means and shall not be held liable for any damages resulting from the non-payment of an annuity, except in cases of gross negligence or intentional misconduct directly attributable to PATTAX.

18.2 Where an act or omission of PATTAX or one of its agents results in a renewal not being carried out by the due date, PATTAX shall, as applicable:

Seek renewal within the grace period and pay all additional amounts required to effect the renewal,
If the IP right has lapsed, seek restoration of the IP right and pay all amounts required to effect such restoration, or
if the relevant IP right cannot be restored and the Subscriber suffers any loss, damage, charge, cost, or expense as a result, compensate the Subscriber for such loss, damage, charge, cost, or expense; provided always that PATTAX's maximum liability shall not exceed the PATTAX fees paid by the Subscriber during the 24 calendar months preceding the missed event (including any legal costs and expenses incurred by the Subscriber).

18.3 Exclusions of liability PATTAX shall not be held liable in the following cases:

absence, delay or insufficiency of instructions provided by the Subscriber;
failure or delay by the Subscriber in providing the necessary funds;
incomplete or inaccurate information provided by the Subscriber. The Subscriber waives and undertakes to waive any claim it might otherwise have in respect of any direct or indirect loss resulting from information not complying with the requirements of Article 7;
error, delay, failure or regulatory changes by patent offices or their affiliates;
loss, damage or destruction of any document or item while in the custody of postal services or courier companies;
force majeure within the meaning of Article 5.226 of the Belgian Civil Code and/or Article 19 bellow.

No compensation shall be payable if the Subscriber or its Users have not properly followed the preventive safety routines described above, except in cases of fraud by PATTAX or its agents.

18.4 PATTAX shall have no liability to the Subscriber for:

Pure economic loss;
Any loss, damage, charge, cost, or expense of an indirect or special character;
Loss of profit or anticipated profit;
loss of intellectual property rights,
Loss of contract, business, or business opportunity; or
Depletion of goodwill or similar loss.

18.5 High-value patents The Subscriber will draw in Formal Writing the attention of PATTAX to any patent in its portfolio that might be valued at more than 100 000 EUR if lost.

If there are such patents the Subscriber must subscribe to the special Patent Office monthly check described in 9.2 above.

The Subscriber acknowledges that it retains, under all circumstances, primary responsibility for monitoring and maintaining its intellectual property rights.

The Subscriber undertakes to:

maintain a parallel monitoring of renewal deadlines, in addition to the monitoring carried out by PATTAX (as requested by some patent offices in their restoration procedure);
Provide PATTAX in a timely manner with all instructions necessary to pay renewal fees, and verify the proper receipt of such instructions;
Make available sufficient funds within the required deadlines to allow PATTAX to perform its obligations;
Subscribe to and maintain appropriate insurance covering the risks related to lapses, invalidity, or loss of intellectual property rights, as well as any resulting financial consequences.
The Subscriber shall at all times use reasonable endeavours to mitigate any loss, damage, loss of economic value of a title, loss of customers, loss of business, loss of profit or anticipated profit, loss of contract, damage to reputation, damage to goodwill, or any other economic, commercial or financial consequence, charge, cost or expense it may suffer.

PATTAX shall not be held liable for any missed payment or delay where the Subscriber has failed to comply with the above obligations.

18.7 Fraud or gross negligence This clause shall not have the effect of excluding PATTAX's liability in the event of fraud or gross negligence, in accordance with Article 5.89 of the Belgian Civil Code.

19. Force Majeure

19.1 A party shall not be liable to the other for any delay or failure to perform an obligation imposed by the Agreement(s) to the extent such delay or failure is due to Force Majeure and the Subscriber and PATTAX agree that the time for performance of any obligation affected by Force Majeure shall be extended accordingly.

19.2 Whenever an obligation cannot be performed timely as a result of Force Majeure then the Party unable to perform must:

notify the other in writing as soon as reasonably possible on becoming aware of the Force Majeure; and
use all reasonable endeavors to mitigate the effect of the Force Majeure on the performance of the obligation.

19.3 If a Force Majeure event prevents a Party to perform an obligation for more than a month from the date on which the obligation was required, or would normally be expected to be performed, PATTAX and the Subscriber shall discuss the circumstances and implement such alternative arrangements as the parties may agree are fair and reasonable.

20. Confidentiality

20.1 Parties undertake to keep any Confidential Information received from the other Party or in its possession which relates to the other as a result of Access or an Instruction or the formation of any Binding Instructions or through an attempt to resolve a dispute under the Article 26 in strict confidence and secrecy and shall not use, disclose, publish or otherwise make available to any third party, other than its professional advisers who have undertaken to be bound by the terms of the Contract, any such information save as is strictly necessary for the proper performance of its obligations under the Conditions. This obligation shall subsist for as long as the Subscriber has Access and for a period of five (5) years thereafter.

20.2 The obligations of confidentiality under sub Article 20.1 do not extend to information which:

is or becomes public knowledge otherwise than through the fault of the person to whom the Confidential Information is disclosed.
is already in possession of the person to whom the Confidential Information is disclosed.
is legally acquired from a third party by the person to whom the Confidential Information is disclosed; or
is required to be disclosed to other persons by any law, authority, judicial body, regulator or stock exchange.

21. Severability

If one or more provisions of the GTCs shall be deemed to be invalid, void, unenforceable or illegal, the validity and enforceability of the remaining provisions of the GTCs shall not be affected thereby.

Similarly, if one or more provisions of the GTCs shall be deemed to be invalid, void, unenforceable or illegal in a specific jurisdiction, such provision or provisions will remain in full force and effect in any other jurisdiction.

In both cases described hereabove, Subscriber and PATTAX hereto agree to replace in good faith such void, unenforceable or illegal provision or provisions by a valid and enforceable provision or provisions, which correspond as closely as possible to the commercial intent of the Parties. The same shall apply in the event that the GTCs contain any loopholes.

The present clause of the GTCs has no effect if the severance alters the basic nature of the GTCs or is contrary to public policy.

22. Variation

22.1 PATTAX may modify the GTCs without the consent of the Subscriber provided that:

the provisions of the GTC that shall apply to a Binding Instruction formed prior to the Conditions being modified by PATTAX continue to be those published on the Platform at the time that the Instruction relating to the Binding Instruction was given;
where the amendment relates to Access or any matter other than the formation and terms of a Binding Instruction, the amended GTCs shall only become effective seven (7) days after the date on which the Subscriber is notified of the amendment; and
where the amendment relates to a Binding Instruction (other than any Binding Instruction referred to in sub clause 22.1 § 1., the amended GTCs shall only become effective at the time the Subscriber is notified of the amendment.

22.2 For the purposes of this clause 22 only, the Subscriber will be deemed to have been notified of an amendment only after a notice of the amendment is delivered to the Subscriber's Email Address and posted on the Subscriber's area of the Platform.

23. Waiver

23.1 A waiver of any right set out in the GTCs can only be effective if given in writing and, in the case of PATTAX, by a Senior Executive, and applies only to the person to whom the waiver is addressed and to the circumstances for which it is given and shall not prevent the person who has given the waiver from subsequently relying on the provision it has waived in relation to other circumstances.

23.2 A failure by a Party to exercise or enforce any rights conferred upon it by the GTCs shall not be deemed to be a waiver of those rights or operate so as to bar the exercise or enforcement thereof at any subsequent time or times.

23.3 No single or partial exercise of any right or remedy under the Conditions shall preclude or restrict the further exercise of the right or remedy or other rights or remedies.

24. Notices

24.1 A Notice required to be in Formal Writing must be served:

on PATTAX by registered or recorded delivery post or courier to PATTAX's principal office address, as advised on the Platform; or
on the Subscriber by sending the Notice by registered or recorded delivery post or courier to the principal office address of the Subscriber (or, if serving by post on a Subscriber who has notified a separate postal address, at the principal postal address) as notified to PATTAX through the Platform.

24.2 A Notice to PATTAX not required to be in Formal Writing must be in writing (including electronic form) and must be:

sent by email to admin@Pattaxip.com, or
uploaded to the Subscriber's area of the Platform, or
sent by first class or recorded delivery post to the principal office address in Belgium for PATTAX as advised on the Platform;

24.3 A Notice to the Subscriber not required to be in Formal Writing may be served:

by uploading the Notice to the Subscriber's area of the Platform and at the same time alerting the Subscriber to the Notice via an email sent to the Subscriber's Email address;
by email to the Subscriber's Email Address, or
by delivery to the principal office address of the Subscriber (or, if serving by post on a Subscriber who has notified a separate postal address, at the principal postal address).

24.4 A Notice is deemed to have been served:

if uploaded to the Subscriber's area of the Platform, on the next Business Day after the Notice is uploaded;
if delivered personally, on the day when delivered; or
if sent by first class or recorded delivery post, on the day which is five (5) Business Days after the day of posting; or
if sent by email, at the expiration of one hour from the transmission of an electronic receipt from the recipient to the sender which indicates that the transmission was sent to the electronic address of the recipient (unless receipt occurs outside Business Hours in which case at 9:00 a.m. on the next Business Day).

25. Assignment

The Subscriber may not assign any right or obligation arising under the Contract unless PATTAX consents in writing, which consent PATTAX may grant or withhold with absolute discretion.

PATTAX may assign any rights or obligations arising under any Binding Instruction without the consent of the Subscriber.

26. Disputes

Except for urgent interlocutory relief, any dispute between the Parties shall not be submitted to the competent court before the following alternative dispute resolution procedure has been followed:

If a Party considers that a dispute has arisen, it shall notify in writing the other Party with particulars of the dispute and eventual amount claimed.
The authorized representative of the Parties shall meet to negotiate in good faith to resolve the dispute without resorting to legal proceedings.
If the dispute is not resolved within ten (10) Business Days of receipt of the notice of the dispute, either party may request that the dispute be escalated to Senior Executives.
The Senior Executives must negotiate in good faith to resolve the Dispute without resorting to any legal proceedings; or attempt to agree on a process to resolve all or at least part of the Dispute without resorting to any legal proceedings including, without limitation, by mediation, conciliation, executive appraisal or independent expert determination. Each of PATTAX and the Subscriber must bear its own costs of resolving a dispute under the ADR procedure and must bear equally the costs of any third party jointly appointed by them to resolve or attempt to resolve a dispute.

If the dispute has not been resolved or a process to resolve the dispute has not been agreed within fifteen (15) Business Days from the date the dispute has been submitted to the Senior Executives, then either the Subscriber or PATTAX may commence legal proceedings.

Each of the Subscriber and PATTAX confirm that any dispute shall be exclusively submitted to the French speaking courts of Brussels (Belgium) and that Belgium law shall apply to all aspects of a dispute including, without limitation, any non-contractual rights and obligations arising out of or in connection with any matter under the Contract. However, nothing in this clause prevents PATTAX from commencing proceedings in a different forum or jurisdiction if it reasonably considers that the dispute would be better adjudicated in a different forum or jurisdiction.

Terms & conditions