1. Principles of construction

Unless otherwise specified:

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

1.2. References to a "person" 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 include the plural and vice versa; references to any gender include all other genders.

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

1.5. The terms "includes" and "including" are 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 benefits or binds them jointly and severally.

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

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

1.10. Any reference to a statutory provision includes 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.

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 several Subscriber accounts (e.g. due to several currencies, offices or billing entities), a single Managing User may be assigned to more than one Subscriber account.

2.3. The User(s). "Users" are individuals acting on behalf of a Subscriber and authorised to issue binding instructions to PATTAX. By default, only the Managing User is a User. Additional Users may be appointed by the Managing User through the Platform. Each End Client must be assigned exactly one User; the Managing User acts 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 account. Each User may be assigned a different reminder routine.

2.4. Appointment and approval of Users. Users are identified by unique credentials (e.g. username, short name, user ID, 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 balance of the Subscriber's current account with PATTAX, calculated as the sum of all payments received by PATTAX plus any credit notes issued by PATTAX, minus the total of all invoices issued plus any interest charged on the Interest-Producing Balance.

3.2. Credit Ceiling. The "Credit Ceiling" is the maximum credit line extended to the Subscriber by PATTAX, as specified in § 1.4 of Table 1 of the Contract.

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 whose payment term (§ 1.5 of Table 1 of the Contract) has expired, plus any interest already charged, minus the sum of all payments received by PATTAX and any credit notes issued by PATTAX. For each calendar month, the relevant Interest-Producing Balance is the highest Interest-Producing Balance of any day of that month.

Note. When a User or the Managing User accesses the Platform, the Deposit Balance, Credit Ceiling and Available Credit are displayed. The Interest-Producing Balance is available to the Managing User only.

4. Glossary

Unless the context otherwise requires, the following definitions apply throughout these 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.
  • Annuity / Renewal Fee: 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.
  • 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. In some jurisdictions, the use of PATTAX's local agent requires a power of attorney signed by the patent owner; the Platform indicates where this applies.
  • Bibliographic Information: identification and status data relating to intellectual property rights, including application numbers and dates, publication numbers and dates, grant/registration numbers and dates, jurisdiction codes (two-letter ISO codes), granting procedure (national or European) 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 the issuance of invoices. The Subscriber remains solely liable for payment irrespective of the Billing Address.
  • Binding Instruction: an order confirmed on the Platform by pressing "Order Confirmation" and accepted by PATTAX under the agreed payment conditions.
  • Batch Instruction: a grouped request for the execution of several Binding Instructions.
  • Branch: a grouping of patent families within an End Client's portfolio, typically organised in line with the End Client's internal structure.
  • Business Day: any weekday that is not a public holiday in Belgium or in the relevant jurisdiction.
  • Charge: any amount invoiced by PATTAX for its Services.
  • Confidential Information: all non-public information disclosed in the context of the Agreement, including business operations, data, technology, source code, financials and client data.
  • Contract: the contract signed between PATTAX and the Subscriber to which these GTCs apply.
  • 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 follow the format "YYYYMMMDD" (e.g. 2026OCT15).
  • 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.
  • Governing Date: the application or grant date that is the basis for computing the Official Due Date.
  • Granting Procedure: the procedure under which a patent was granted (usually national or European).
  • GTCs: these General Terms and 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. Unlike the Family grouping, it 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.
  • Official Due Date (or Patent Office Due Date): the latest date on which an annuity may be paid to a Patent Office without incurring a late surcharge.
  • Order Confirmation: the button on the Platform by which a User confirms an order; pressing it creates a Binding Instruction.
  • Other Services: any non-automated service accepted in writing by PATTAX that supports or complements the core Platform Services.
  • 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 a given annuity without a late surcharge. The PATTAX Due Date is displayed on the Platform for each annuity.
  • PATTAX: PATTAX SRL, the legal entity operating the Platform and providing the Services under these GTCs.
  • PATTAX Platform (or 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: the filing date of the earliest patent application from which a later application claims priority. Priority dates have no impact on PATTAX's Services.
  • Privacy Policy: PATTAX's privacy policy, available at https://pattaxip.com/privacy-policy.
  • 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, a User, an End Client, a Branch or an 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 and employing, or employed by, one or more registered patent attorney(s).
  • Subscriber Registration: submission of the required information via the Platform to become a Registered Subscriber.
  • Subscriber's Currency: the billing currency selected during Subscriber Registration. The currency may not be changed after registration; a change requires the creation of a new Subscriber account.
  • 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, attribution of a Credit Ceiling and payment term, and signature of a Contract.
  • Urgent Instruction: an Instruction submitted less than fourteen (14) days before the applicable due date.
  • VAT: for EU-based Subscribers, a valid VAT number must be recorded. No access is granted without it.
  • Writing / in writing: an email, a document uploaded to the Platform, or a signed document (on paper or electronically). Electronic signatures as defined in Regulation (EU) No 910/2014 (eIDAS) have the same legal validity as handwritten signatures for all acts and notifications under these GTCs.

5. Application and acceptance

5.1. These GTCs apply to all Services provided by PATTAX and form an integral part of any Contract entered into between PATTAX and the Subscriber. They are available at https://pattaxip.com/terms-conditions. By signing a Contract with PATTAX, the Subscriber acknowledges that it has read and understood the version of the GTCs in force on that date and accepts to be bound by it.

5.2. The GTCs may be updated from time to time in accordance with Article 21. By placing an order, the Subscriber confirms that it has knowledge of and accepts the GTCs in force on that date.

5.3. No variation of these GTCs binds PATTAX unless expressly agreed in writing and signed by a Senior Executive of PATTAX. The terms of the Contract signed by the Parties prevail over these GTCs.

5.4. PATTAX is not obliged to carry out an Instruction unless a Binding Instruction has been formed in accordance with these GTCs. Each Binding Instruction is carried out strictly in compliance with the GTCs. No other document or statement, written or verbal, whether made before or after the date of the Instruction, forms part of the agreement between the Subscriber and PATTAX in respect of the Binding Instruction or imposes any liability on PATTAX.

6. Users and Access Codes

6.1. Each User must be designated by the Managing User. PATTAX may refuse any such designation without having to justify its refusal.

6.2. A User's Access is limited to the patent information of those End Clients designated by the Subscriber's Managing User.

6.3. The Subscriber and its Users must ensure that all Access Codes are kept secure, that Access Codes are provided only to Users and not disclosed to any other person without PATTAX's prior written consent, that only Users have Access, and that each User uses the Access Codes allocated to him or her personally on each occasion of Access.

6.4. The Subscriber must notify PATTAX in writing immediately if it knows or suspects that any of the above obligations has been breached.

6.5. The Subscriber is liable for all Charges and other liabilities arising from any Access or Instruction by its Users, or by any other person using Access Codes issued to the Subscriber or its Users.

6.6. Access Codes remain the property of PATTAX. PATTAX may take such measures in relation to Access and Access Codes as it considers necessary to safeguard the Platform.

7. Instructions and operation of the Platform

7.1. Instructions are given exclusively in accordance with the procedures published on the Platform. Instructions sent by any other means may not be accepted.

7.2. An Instruction becomes a Binding Instruction, and PATTAX is obliged to begin performing it, only when (i) the User has pressed "Order Confirmation" on the Platform, (ii) PATTAX has confirmed its acceptance by a confirmation email sent to the Subscriber's email address, and (iii) the Subscriber has made satisfactory payment arrangements in accordance with the Contract.

7.3. PATTAX is not bound to accept a request for a non-automated service and is under no obligation to continue offering any non-automated service. When Instructions for non-automated services are accepted, PATTAX and the Subscriber agree in advance on the applicable charges.

8. Reminders

8.1. The Platform comprises features that enable Users to receive tailor-made reminders. Reminders may be sent by email or displayed on the Platform.

8.2. Reminders are decision-making aids. They are not guaranteed to be exhaustive and do not constitute a contractual obligation of PATTAX. PATTAX is not liable for any loss or damage arising from a missed or undelivered reminder.

8.3. Failure to receive a reminder does 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.

8.4. Except in cases of fraud or intentional misconduct 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 reminders or for any other reason.

9. Preventive safety routines

PATTAX makes two preventive safety routines available on the Platform. They are included in the subscription at no additional charge. Like the reminders, they are decision-making aids: they do not constitute a contractual obligation of PATTAX and do not relieve the Subscriber of its own duty to monitor its portfolio and deadlines.

9.1. Quarterly portfolio comparison. Approximately every three months, PATTAX makes a copy of each User's portfolio and compares it electronically with the previous copy. The resulting lists are made available to each User, with a copy to the Managing User:

  • List 1: patents marked "abandoned" in the new copy and not in the previous one (abandoned during the last quarter). No action is needed unless the User changes its mind regarding the abandonment.
  • List 2: patents on the new copy for which no Instruction has been recorded although their PATTAX Due Date has passed (possibly overlooked). Instructions can still be given for payment within the grace period.
  • List 3: patents on the previous copy that no longer appear on the new one. They should be patents transferred to another User or properly deleted; a patent improperly deleted requires immediate action.
  • List 4: patents on the new copy that were not on the previous one (added during the last quarter).

9.2. Monthly Patent Office Check. In more than 50 jurisdictions, PATTAX monitors whether renewals have actually been recorded by the relevant Patent Office as having been paid. Each month, PATTAX makes available to the Subscriber a report on all its patents that had a due date during the calendar month one to two months earlier (example: in March, the report covers patents due in January), indicating for each patent whether the Patent Office has recorded the payment (List 1), has recorded non-payment (List 2), or no information is available (List 3). For patents in List 2 or 3, the Subscriber generally still has three to four months to act before the end of the grace period. The Patent Office Check covers, for a normal worldwide portfolio, more than 90% of all patent annuities.

9.3. PATTAX is aware of the value of certain patents and recommends that Users carefully review the outputs of both safety routines. The Subscriber must review these outputs promptly and inform PATTAX of any potential problem detected.

9.4. High-value patents. The Subscriber must inform PATTAX in writing of any patent in its portfolio that has a high financial value. Article 16.5 applies.

10. Subscriber's obligations

10.1. The Subscriber shall:

  • sign a Contract with PATTAX, to which these GTCs apply;
  • provide PATTAX with 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 notarised (including any power of attorney required by a Patent Office or local agent) are duly executed or notarised and sent to PATTAX. The order date is deemed to be the date on which PATTAX receives all requested documents. The same applies to any Other Service that PATTAX has accepted in writing to perform on behalf of the Subscriber;
  • be solely responsible for the accuracy of any information given by the Subscriber or its Users to PATTAX;
  • agree with PATTAX on a Subscriber's Currency and pay all invoices in accordance with the Contract, either by bank transfer within the payment term or, where the Subscriber has opted for a current account, by keeping its current account sufficiently funded.

10.2. Credit line and current account.

10.2.1. PATTAX grants each Subscriber a Credit Ceiling specified in the Contract. The Credit Ceiling may be zero. The Available Credit is the maximum value of the Instructions a User may give at any time.

10.2.2. The Subscriber may opt, in the Contract, for a current account with PATTAX in the Subscriber's Currency. The Subscriber sends, when convenient, lump sums to its current account; PATTAX acknowledges receipt. Each invoice issued by PATTAX is then automatically settled by withdrawal from the current account, first from the positive Deposit Balance and, if insufficient, from the Credit Ceiling.

10.2.3. When the Available Credit is insufficient for an order, the Platform warns the User and the order is refused. The Subscriber may then replenish its current account, request an increase of its Credit Ceiling, or reduce its order.

10.2.4. Whenever a User logs in, the Platform displays the Deposit Balance, the Credit Ceiling and the Available Credit. The Managing User may also view the Interest-Producing Balance.

10.3. Interest and payment delays. Interest on late payments, and the consequences of substantial payment delays, are governed by Articles 7 and 11 of the Contract. If the Subscriber fails to pay within the payment term, the unpaid balance becomes an Interest-Producing Balance. PATTAX does not pay any interest on positive Deposit Balances.

11. PATTAX's obligations

PATTAX provides the Services and the accepted Other Services to the Subscriber in good faith and, in doing so:

  • exercises reasonable skill and care, using suitably skilled and experienced personnel and Agents;
  • provides the Subscriber with the documentation needed to carry out any Binding Instruction;
  • informs the Subscriber within a reasonable time of becoming aware that an additional step is required to perform an Instruction, or that further information or documentation is required from the Subscriber.

12. Quotes and charges

12.1. Depending on the Subscriber's choice in the Contract, invoices are issued per order (by default), per patent, per Invention ID or per End Client ID.

12.2. The Subscriber may at any time obtain a quote on the Platform in the Subscriber's Currency. Charges and quotes are recalculated every day and apply only to orders placed the same day, unless frozen.

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

12.4. Frozen quotes. PATTAX honours the charge quoted in any short-term quote if the order is placed the same day or if the quote is frozen. A short-term quote may be frozen for up to 35 days: if the Subscriber orders the payment of the renewals listed in a frozen quote within that period, the charge is the amount quoted, subject to Article 1.1 of the Contract (increase of more than 5% in exchange rates or official fees). A medium- or long-term budget is for information purposes only and cannot be frozen. Any frozen quote may be withdrawn by PATTAX without notice or justification. Freezing a quote does not prevent any late-order surcharge.

13. Payments, refunds and credits

13.1. Payments to PATTAX are made to the bank account specified in the Contract.

13.2. No interest or other payment is due by PATTAX to the Subscriber in respect of current accounts.

13.3. If, for whatever reason, an amount is due by PATTAX to the Subscriber, it is paid by crediting the Subscriber's current account with PATTAX or, where the Subscriber has no current account, by bank transfer.

13.4. No refund or credit is given to a Subscriber who fails to cooperate with PATTAX or to provide the information and documentation necessary to carry out an Instruction.

13.5. No refund is given if the Subscriber cancels one or more Instructions after PATTAX has performed them or instructed an Agent to do so. If the Instruction has not yet been performed, 70% of the charge is refunded and credited to the Subscriber's current account.

13.6. If PATTAX determines that it is unable to carry out an Instruction as a result of a legal or other circumstance, PATTAX notifies the Subscriber and credits the amounts paid to the Subscriber's current account.

14. Termination

14.1. The Subscriber may terminate the Contract at any time, without cause and without penalty, by email to PATTAX, with immediate effect upon receipt, as set out in Article 15 of the Contract.

14.2. PATTAX may terminate the Contract, the Access and all unperformed Binding Instructions:

  • with thirty (30) days' notice sent by email; or
  • immediately, by notice in writing, if the Subscriber is in material breach of any obligation under the Agreement(s) and the breach either cannot be remedied or has not been remedied within thirty (30) days of PATTAX's written request to remedy it; or
  • immediately if the Subscriber becomes insolvent, enters into liquidation, bankruptcy or judicial reorganisation, or is subject to any similar event.

14.3. Either Party may terminate immediately if the other Party is subject to an insolvency event.

14.4. Where one or more Binding Instructions remain to be completed at the date of termination, PATTAX allows the Subscriber such restricted Access as is necessary to complete them, without being obliged to change its operating procedures.

15. Consequences of termination

15.1. Articles 13, 15, 16, 18 and 19 survive termination of the Agreement, the Access or any Binding Instruction.

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

15.3. Any positive Deposit Balance is repaid to the Subscriber within thirty (30) days of the date of termination, after deduction of all amounts due to PATTAX.

16. Limitations of liability

PATTAX has substantially improved the safety of patent annuity payments by implementing the two preventive safety routines described in Article 9. Despite the professional care with which PATTAX handles its payment portfolio, a residual risk exists. PATTAX's liability is engaged only within the limits defined in this Article.

16.1. Obligation of means. PATTAX undertakes, on behalf of the Subscriber, to pay the renewal fees relating to the intellectual property rights clearly designated by the Subscriber and confirmed by PATTAX, using all reasonable means in accordance with the Contract. PATTAX is bound only by an obligation of means and is not liable for damages resulting from the non-payment of an annuity, except in cases of gross negligence or intentional misconduct directly attributable to PATTAX.

16.2. Remedies. 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 IP right cannot be restored and the Subscriber suffers loss as a result, compensate the Subscriber for such loss, provided always that PATTAX's maximum aggregate 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).

16.3. Exclusions. PATTAX is not 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 any claim in respect of any loss resulting from information not complying with the requirements of Article 10.1;
  • 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 17 below.

No compensation is payable if the Subscriber or its Users have not properly reviewed and acted upon the outputs of the preventive safety routines described in Article 9, except in cases of fraud by PATTAX or its Agents.

16.4. Excluded losses. PATTAX has 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.

16.5. High-value patents. The Subscriber shall draw PATTAX's attention in writing to any patent in its portfolio that has a high financial value. If requested by the Subscriber, an additional double-check arrangement may be organised, either by the Subscriber or by PATTAX. The Subscriber acknowledges that it retains, under all circumstances, primary responsibility for monitoring and maintaining its intellectual property rights, and undertakes to:

  • maintain a parallel monitoring of renewal deadlines, in addition to the monitoring carried out by PATTAX (as required by some Patent Offices in their restoration procedures);
  • 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 and any resulting financial consequences;
  • use reasonable endeavours at all times to mitigate any loss it may suffer.

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

16.6. Fraud and gross negligence. Nothing in this Article excludes PATTAX's liability in the event of fraud, intentional misconduct or gross negligence, in accordance with Article 5.89 of the Belgian Civil Code.

17. Force Majeure

17.1. A Party is not liable to the other for any delay or failure to perform an obligation under the Agreement(s) to the extent that such delay or failure is due to Force Majeure. The time for performance of any obligation affected by Force Majeure is extended accordingly.

17.2. 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 endeavours to mitigate its effect on the performance of the obligation.

17.3. If a Force Majeure event prevents a Party from performing an obligation for more than one month from the date on which it was due, the Parties shall discuss the circumstances and implement such alternative arrangements as they agree are fair and reasonable.

18. Confidentiality

18.1. Each Party undertakes to keep any Confidential Information received from the other Party, or in its possession as a result of Access, an Instruction, the formation of any Binding Instruction or an attempt to resolve a dispute under Article 25, in strict confidence, and not to use, disclose, publish or otherwise make it available to any third party other than its professional advisers bound by equivalent confidentiality obligations, save as strictly necessary for the proper performance of its obligations. This obligation subsists for as long as the Subscriber has Access and for a period of five years thereafter.

18.2. The obligations of confidentiality do not extend to information which: is or becomes public knowledge otherwise than through the fault of the receiving Party; is already in the possession of the receiving Party; is legally acquired from a third party by the receiving Party; or is required to be disclosed by any law, authority, judicial body, regulator or stock exchange.

19. Data protection

19.1. PATTAX processes personal data relating to the Subscriber's Managing User, Users and contact persons as a data controller, for the purposes of managing the contractual relationship, operating the Platform and sending Service-related communications, in accordance with Regulation (EU) 2016/679 (GDPR) and the Privacy Policy available at https://pattaxip.com/privacy-policy.

19.2. Where Subscriber Data contains personal data relating to the Subscriber's End Clients or other third parties, PATTAX processes such data as a processor on behalf of the Subscriber, solely for the purpose of providing the Services and in accordance with the Subscriber's documented instructions. PATTAX implements appropriate technical and organisational measures to protect such data and does not transfer it outside the European Economic Area without appropriate safeguards.

19.3. The Subscriber warrants that it is entitled to communicate to PATTAX the personal data it submits through the Platform and that it has informed the data subjects concerned where required.

20. Severability

20.1. If one or more provisions of the GTCs are deemed invalid, void, unenforceable or illegal, the validity and enforceability of the remaining provisions are not affected. If a provision is deemed invalid in a specific jurisdiction, it remains in full force and effect in any other jurisdiction.

20.2. In both cases, the Parties agree to replace in good faith the invalid provision by a valid and enforceable provision which corresponds as closely as possible to the commercial intent of the Parties. The same applies in the event of a gap in the GTCs.

20.3. This Article has no effect if the severance alters the basic nature of the GTCs or is contrary to public policy.

21. Variation of the GTCs

21.1. PATTAX may modify these GTCs without the consent of the Subscriber, provided that:

  • the provisions applicable to a Binding Instruction formed before the modification remain those in force at the time the Instruction was given;
  • the modified GTCs become effective thirty (30) days after the Subscriber has been notified of the modification by email and the modified GTCs have been published on the Platform and at https://pattaxip.com/terms-conditions.

21.2. The Subscriber may terminate the Contract in accordance with Article 14.1 before the modified GTCs take effect.

22. Waiver

22.1. A waiver of any right under the GTCs is effective only if given in writing and, in the case of PATTAX, by a Senior Executive. It applies only to the person to whom it is addressed and to the circumstances for which it is given.

22.2. A failure by a Party to exercise or enforce any right under the GTCs is not a waiver of that right and does not bar its exercise or enforcement at any subsequent time.

22.3. No single or partial exercise of any right or remedy under the GTCs precludes or restricts its further exercise or the exercise of any other right or remedy.

23. Notices

23.1. Notices under the Agreement(s) are sent by email: to PATTAX at admin@pattaxip.com, and to the Subscriber at the email address specified in the Contract or notified through the Platform. PATTAX may also serve notices on the Subscriber by uploading them to the Subscriber's area of the Platform and alerting the Subscriber by email.

23.2. The receiving Party acknowledges receipt within two (2) Business Days. Failing acknowledgement, the sending Party may serve the notice by registered post to the other Party's registered office, in which case the notice is deemed received five (5) Business Days after posting.

23.3. A notice uploaded to the Subscriber's area of the Platform is deemed received on the next Business Day.

24. Assignment

24.1. The Subscriber may not assign any right or obligation arising under the Agreement without PATTAX's prior written consent, which PATTAX may grant or withhold at its discretion.

24.2. PATTAX may assign or subcontract any right or obligation arising under any Binding Instruction without the consent of the Subscriber, PATTAX remaining liable for the performance of its Agents.

25. Disputes, governing law and jurisdiction

25.1. Except for urgent interlocutory relief, no dispute between the Parties is submitted to the competent court before the following procedure has been followed: the Party that considers that a dispute has arisen notifies the other Party in writing with particulars of the dispute and the amount claimed, if any; the authorised representatives of the Parties meet and negotiate in good faith to resolve the dispute without legal proceedings; if the dispute is not resolved within ten (10) Business Days of receipt of the notice, either Party may request that it be escalated to Senior Executives, who negotiate in good faith or agree on a process (mediation, conciliation, expert determination) to resolve it. Each Party bears its own costs of this procedure and the Parties bear equally the costs of any third party jointly appointed.

25.2. If the dispute has not been resolved, or a process to resolve it has not been agreed, within fifteen (15) Business Days of its submission to the Senior Executives, either Party may commence legal proceedings.

25.3. The Agreement(s) and any dispute arising out of or in connection with them, including non-contractual obligations, are governed by Belgian law. The French-speaking courts of Brussels (Belgium) have exclusive jurisdiction. However, PATTAX may bring proceedings for the recovery of unpaid amounts before the courts of the place of the Subscriber's registered office.