Introduction
When you ask Greaves Brewster LLP to do work for you, you become our client. From that point, the following terms will apply to our business relationship. These business terms should be read in conjunction with our Terms of Engagement, if such Terms have been provided to you. If you’d like us to clarify anything, please don’t hesitate to ask. Otherwise, we shall assume that you have understood and accepted our terms.
Who will be doing your work
Your work will be done by, or under the direct supervision of, a fully qualified Chartered Patent Attorney, European Patent Attorney, Chartered Trade Mark Attorney or Solicitor, as appropriate. Our firm is regulated by the Intellectual Property Regulation Board (“IPReg”). We are therefore bound by IPReg’s Code of Conduct, which you can access from the IPReg website at www.ipreg.org.uk.
Formalities and file maintenance, including the monitoring of deadlines, may also be carried out by our administrative staff, who are experienced in such matters and whose work is overseen by the partners or qualified attorneys of the firm. We monitor legal deadlines using a computerised intellectual property database which is designed specifically for that purpose.
Our partners, staff and consultants act on behalf of Greaves Brewster LLP, which is a limited liability partnership. Your business relationship is with the LLP and not with any individual who carries out work for you on the firm’s behalf.
Communication and instructions
To enable us to deal with your matter effectively, it is necessary that you provide us with clear, timely and accurate instructions, along with any documents that are required. If we ask you to confirm that we should take a proposed course of action, we will not normally take that action until we have heard from you. Where we act for two or more clients jointly it is on the clear understanding that we are authorised to act on instructions received from any one of those clients – i.e., we are not expected to seek confirmation of those instructions from the other joint client(s). If you are signing these business terms on behalf of a company or any other person or group, you hereby warrant and represent that you are fully authorised to do so and to provide us with instructions on their behalf.
When providing instructions via email, please address these to a named attorney and/or Records@greavesbrewster.co.uk. When sent via email, we accept responsibility only for instructions which have been acknowledged as received by us.
We do not take responsibility for any instructions provided to us via text or chat messages.
Our charges
We charge by the hour, or part thereof, the time we spend on technical and legal aspects of your work. In addition, we make fixed charges for certain types of work, such as filing a new patent application; these charges are to cover the associated administration. We generally calculate fees on the basis of the time spent on the matter by individuals at specific hourly rates. This may include, for example, meetings with you; reviewing documents; preparing and working on papers; making and receiving telephone calls, e-mails and faxes; preparation of any detailed cost estimates, schedules and invoices; attending at an intellectual property office or at court; and time necessarily spent travelling away from the office. If we agree a different arrangement, this will be documented in our Terms of Engagement document, which will set out the arrangements we have agreed.
We may have to pay other professionals, for example searchers or overseas IP attorneys, on your behalf. We make an additional charge to cover the administrative costs associated with such disbursements. Also, when we invoice you for disbursements paid in foreign currencies, the exchange rate we apply will include a margin to cover our conversion costs, and the risk of exchange rate fluctuations. Please ask if you would like more details of these additional charges in specific cases.
Please note that charges from other professionals are, to an extent, outside of our control and may change without notice, as may official fees levied by IP offices.
Before we start work we will, on request, give you an indication of the likely foreseeable costs. This will include our charges and any disbursements which we may have to pay out on your behalf.
It is often difficult to predict exactly how much time a job may take. Our cost indication is therefore only approximate and not a binding quote. However, we will always try to keep within our indication and in particular we will endeavour to warn you in advance if it is likely to be exceeded, so that you have the opportunity to ask us to stop work.
If you are unhappy or unclear about our charges, or have a budget you need to keep within, please discuss this with us before we start work, to avoid misunderstandings later.
We will usually invoice you after we’ve completed a piece of work for you. However, clients may be asked for payment in advance, in particular if significant disbursements (such as intellectual property office fees or overseas attorneys’ charges) are involved. In the event that payments on account of such expenditure are not made by the date prescribed, we have no obligation to make such payments on your behalf and we accept no liability for the consequences of being unable to instruct third parties, including, for example, overseas attorneys, annuity payment providers, Counsel and experts, in such circumstances.
If we have to work on a file for more than a month or so we may send you “interim” invoices to keep things up to date, allowing you more easily to keep track of your intellectual property costs. Alternative charging arrangements may be possible if you need them.
If, for any reason, a matter or an application does not proceed to completion, grant or registration (as may sometimes be the case), we will be entitled to charge you for work done and expenses incurred.
Please also note that, unless you agree some other arrangement with us, we will regard the person (or company) that instructs us as responsible for paying us.
When we act for a company we are relying exclusively on the continuing representations of the directors that your company is and will be able to pay our fees in accordance with the Terms of Engagement and our Business Terms. For the avoidance of doubt, the directors will be personally liable in the event that the company is not able to pay our fees. We recommend that each director should take independent legal advice in relation to their liability to pay our fees in accordance with the terms of this paragraph. In such circumstances the instructing director, and any other director(s), shall be jointly liable to pay our fees, along with your corporate entities.
Late payment of fees
Our invoices are due for payment within 30 days of issue. We may charge interest on late payments, at a rate of 8% over the Bank of England base rate in force from time to time, and in exceptional cases we may suspend work on your files until you have settled our invoices.
Please let us know if you require a hard copy of our invoices and we will arrange for these to be sent to you.
If a bill is unpaid after 60 days, we have the right to suspend work on the matter to which the bill relates. We may also cease to act on any other matter for you and may apply, where appropriate, to be taken off the record as your representative for the matter. We would, however, tell you before we took such a step.
You and we may agree that your costs will be paid by a third party. In such circumstances you will remain liable to pay such costs until paid by any such third party.
We are entitled to retain any papers or other property belonging to you in our possession pending payment of our costs; this is known as a ‘general lien’.
We are not entitled to sell property held under a lien but we are entitled to hold property even if the value of it exceeds the amount due to us in respect of costs. If we are involved in court proceedings, we may have additional rights in any property recovered or preserved for you whether it is in our possession or not and in respect of all costs incurred, whether billed or unbilled.
VAT
Invoices, quotations and estimates are subject to VAT at the prevailing rate, where applicable, which is currently 20%.
Your money
If you pay us any money in advance of work being carried out, or if we hold any of your money for any other purpose, for example pending completion of a legal transaction, we will hold such monies in a client bank account separate from the firm’s professional business accounts. Please note that we will not pay you any interest on the money we hold in this way.
Instructing us
We can only work to your specific instructions. If we need your instructions by a certain deadline (for instance, a deadline set by an intellectual property office), we will tell you about that and do our best to remind you as the deadline approaches. However, ultimately it is your responsibility, once we’ve requested your input, to make sure that we receive it in good time.
Please note that without your instructions or if you delay in providing us with information required to submit an application or do something before a deadline, we may be unable to take action to prevent for example a patent or trade mark application from lapsing.
Keeping us informed
The quality of our advice depends very much on the information you give us, for instance about your technical work, your competitors and your business strategies generally. Please keep us up to date about your activities and plans – we like to hear how you’re getting on and we can more easily tailor our advice to suit your needs.
It is also important to tell us, promptly, of any change in your contact details, or in the ownership of your rights and assets. It is usually advisable to record such changes at the relevant intellectual property offices, and in some cases it is crucial to do so. Also, it allows us to keep you informed about your IP rights.
If we do not have your up to date contact details, then we cannot take responsibility for informing you about developments on your IP rights, in particular procedural deadlines. This may result in loss of some or all of your rights, as we will be unable to take action on your files without your instructions.
Tax advice
Any work that we do for you may involve tax implications or necessitate the consideration of tax planning strategies. We are not able to advise you on any such issues, or the likelihood of their arising.
Your files
Whilst we are acting for you, and unless you say otherwise, we will keep our files relating to your ongoing work. We will transfer these files to you, or to another patent or trade mark attorney, if you wish. However we reserve the right to delay the file transfer until you have paid all our outstanding charges. We also reserve the right to keep a copy of the file. We may ask you to reimburse us for the costs involved in transferring files.
Any information or documentation that you give us will be treated as strictly confidential, even if you cease to be our client.
Unless you instruct otherwise, we will keep the electronic and/or paper files for at least six years after the relevant intellectual property right (for example, a patent or a trade mark registration) has expired. For a “family” of associated rights we will keep all files for at least six years after the last of the rights has expired. Active files are generally kept on our premises; files for completed matters may be stored, under appropriate conditions, elsewhere. Files which we decide not to keep will be safely destroyed, in a way that safeguards the confidentiality of their contents. No charge will be made to you for such storage.
Disclosure of Documents
To comply with court and tribunal rules, all documentation relevant to any issues in litigation, however potentially damaging to your case, has to be preserved and may be required to be made available to the other party in the litigation. This aspect of proceedings is known as ‘disclosure’.
Subject to this, we will not reveal confidential information about your case except as provided by these terms of business and where, for example, your opponent is ordered to pay your costs, and we have an obligation to reveal details of the case to them and to the court.
Intellectual Property
We own all of the intellectual property rights to the documentation or other materials we create in the provision of our legal services to you (“Materials”). Subject to your payment of our fees, we grant you a non-exclusive, personal, non-transferable, non-sublicensable, worldwide royalty-free licence to use the Materials for any purpose we mutually agree. The above licence of Materials may be revoked if you fail to pay our fees when due. We reserve all rights in the Materials not expressly granted under these Terms of Business.
You are not permitted to use our name in any statement or document you may issue unless our prior written consent has been obtained. The only exception to this restriction would be statements or documents that, in accordance with applicable law, are to be made public.
Anti-money laundering legislation
In certain cases, in order to comply with anti-money laundering regulations, we may need to obtain evidence of your identity or of the identity of other parties connected with the work you instruct us to do.
Under the Proceeds of Crime Act 2002, we must notify the National Crime Agency (NCA) if we suspect that proceeds of crime are involved in the work we are instructed to do, or if we become aware of any suspicious circumstances relating to our clients’ financial affairs. We are not however allowed to tell you if we have notified any suspicious circumstance involving your work. In the unlikely event that we had to make such a notification, we could not conduct any further work on your files, or organise any financial transactions on your behalf, until we had clearance to do so from the NCA. Whilst we will always do our best to obtain clearance as quickly as possible, nevertheless our inability to act for you in such a situation could jeopardise the rights that we handle for you and we would be unable to warn you of that. Please understand that in such situations we must comply with the law.
By accepting these business terms, you agree not to hold us liable for any loss or damage which results from our compliance with the Proceeds of Crime Act 2002 or any anti-money laundering legislation.
Experian
We may undertake a search with Experian for the purposes of verifying your identity, and/or the identity of the directors of your company. To do so Experian may check the details you supply against any particulars on any database (public or otherwise) to which they have access. They may also use your details in the future to assist other companies for verification purposes. A record of the search will be retained.
We may also keep a record of your credit and payment history, and determine our proposed fee arrangements and our payment terms, based on that information and our risk assessment of credit.
Complaints
We hope that you will be happy with the work we do for you and with the way you are treated here.
If you’re not, please let us know and we will do all we can to put matters right. In the first instance, we would prefer you to talk to the person handling your work. If you’re not happy about doing that, you can speak to any of our partners.
If you wish to make a formal complaint, please write to The Practice Manager, Greaves Brewster LLP, Copa House, Station Road, Cheddar, BS27 3AH. Your complaint will be reviewed by at least two members of our senior management team and we will reply to you within seven days of receiving it.
If you are still dissatisfied, you are entitled to take your complaint to the Intellectual Property Regulation Board (“IPReg”). Please note that you will usually need to contact IPReg within twelve months of the matter you are complaining about.
Alternatively, if your complaint relates to work done on a European patent or patent application, you can refer it to the European Patents Institute (“EPI”). Contact details for these two bodies are shown below:
Intellectual Property Regulation Board (IPReg)
5th Floor, The Outer Temple
222-225 Strand
London
WC2R 1BA
Tel: 020 7353 4373
Website: www.ipreg.org.uk
Email: ipreg@ipreg.org.uk
Institute of Professional Representatives before the European Patent Office
PO Box 260112
80058 München
GERMANY
Tel: +49 89 242 052 0
Fax: +49 89 242 052 20
Website: www.patentepi.com
Email: info@patentepi.com
IPReg deals with complaints about professional misconduct. If however your complaint relates to the quality of our service, you may be entitled to ask the Legal Ombudsman for help. We will always do our best to resolve such complaints ourselves, but if you are still dissatisfied then we would encourage you to contact the Legal Ombudsman, which provides a free, independent and impartial complaint resolution service. We will be happy to give you more information about the Ombudsman scheme if you wish.
Please note that you should ideally contact the Ombudsman within six months of your last contact with us, if you want their help with an unresolved complaint.
Contact details for the Legal Ombudsman are:
Legal Ombudsman
PO Box 15870
Tamworth
B77 9LE
Tel: 0300 555 0333
Website: www.legalombudsman.org.uk
Email: enquiries@legalombudsman.org.uk
Conflict of Interest
If there is a conflict of interest which prevents us from acting for you, we will tell you the reason and give you reasonable notice in writing. If you or we decide that we should stop acting for you, you will pay our charges up to that point.
Consumer Contracts Regulations
If these Business Terms are signed away from our premises, or if the agreement set out herein is considered to be an ‘off premises’ or ‘distance’ contract under the Consumer Contracts Regulations 2013, you may have the right to withdraw from the contract, without charge, within 14 days of the date on which you asked us to act for you. This right is not available to those acting in the capacity of a business. However, if we start work with your consent within that period, you lose the right to receive a full refund. Your acceptance of these terms and conditions of business will amount to such consent. If you seek to withdraw instructions, you should give written notice by email or letter to the person named in the Terms of Engagement which accompanies these terms of business as being responsible for your work. If this right is available to you, and you wish to exercise it, you may choose to use the following form:
To: Greaves Brewster LLP, Copa House, Station Road, Cheddar BS27 3AH, United Kingdom, +44 (0) 1934 745 880, PracticeManager@greavesbrewster.co.uk
I/We [*] hereby give notice that I/We [*] cancel my/our [*] contract for the supply of the following service [*],
Requested on [*], Name of client, Address of client,
Signature of client (only if this form is notified on paper),
Date:
Our liability
Because Greaves Brewster LLP is a limited liability partnership, any claim in connection with work done by us will be the responsibility of the firm. To the extent permitted by applicable law, by asking Greaves Brewster LLP to work for you, you agree that you will not bring any claim in connection with that work against any individual member, partner or employee of the firm.
Our services and any associated advice or reports are provided by us for your sole use and reliance. Only you, as our client, may rely on any advice, opinion or report given to you or any part of it unless expressly agreed in writing by us. We accept no responsibility for any reliance by any third parties that may be placed on any advice or report we may provide unless expressly agreed in writing by us. If you ask us to introduce other professional consultants to you, we will endeavour to do so. Any advice given by them will be their responsibility, direct to you, and not ours. Subject to legal requirements, we treat all information about matters dealt with by us as confidential.
Where there is any claim made against us, the amount recoverable from us shall be limited to such proportion of the claim as is determined to be just and equitable in the light of the relative responsibility that:
- we have in the matter; and
- you (including any director, employee, agent, subsidiary or affiliate) has in the matter; and
- any other person unrelated to you who may be liable (“Third Party”) has in the matter. Any limitation, exclusion or restriction on the liability of a Third Party howsoever arising (including but not limited to bankruptcy, insolvency or death) (“Liability Limitation”) shall be ignored for the purposes of determining the responsibility of the Third Party. In such circumstances our total liability under any claim will be limited to the maximum sum which could have been claimed against us excluding any sums which could have been claimed from a Third Party except for the Liability Limitation.
In addition, in the event that we have previously been engaged by, and advised, a Third Party which instructed us on your behalf, we hereby now agree to be engaged directly by you and to accept all liability in relation to our advice (whether provided to you or to that Third Party). This agreement is on the condition that you: (i) agree to these Business Terms; and (ii) undertake, to the extent permitted by applicable law, not to make any claim against that Third Party in relation to our advice, and instead to make any and all claims against us directly, other than to the extent such claim arises directly as a result of the negligence, act or omission of that Third Party (“Third Party Default”) (in which case the undertaking in this sub-clause (ii) shall not apply to the extent of such Third Party Default) and (iii) agree that any and all such claim(s) in connection with our advice, whether that advice is or was provided to that Third Party or you, shall be subject to the limitations of liability in these Terms of Business.
Unless we state a higher amount in our Terms of Engagement accompanying the Business Terms, our liability to you for the work undertaken is limited to an aggregate of £2,000,000 (two million pounds Sterling) with regard to any claims or losses however arising with respect to the services that we provide. Such liability is limited to our professional liability insurance and thereafter to the assets of the firm (excluding the personal assets of any partner, member or employee).
We will not be liable for any consequential, special, indirect or exemplary damages, costs or losses or any damages, cost or losses attributable to lost profits or opportunities. Notwithstanding anything to the contrary in these terms, (a) we can only limit our liability to the extent the applicable law allows; and (b) cannot limit our liability for death or personal injury caused by our negligence or for our fraud, fraudulent misrepresentations or fraudulent misstatements. The firm is not liable to you for any losses incurred as a result of any banking failure. The firm is not liable to you for losses arising from changes in the law or the interpretation thereof, that occur after the date on which the advice is given.
Please ask if you would like us to explain any of the terms above.
If we need to instruct other professionals (such as solicitors, barristers, overseas attorneys, searchers or draftsmen) in connection with the work we do for you, we will do so as your agent. We cannot accept liability for the actions of such professionals and you should always make you own independent assessment of whether such professionals are suitable and appropriate for you (although we will always seek to instruct people (wherever possible, based on our own experience) whom we believe to be trustworthy and to provide the same high quality of service as Greaves Brewster LLP provides for you. Please note that we do not accept payments from other service providers in return for referring your work to them.
Greaves Brewster LLP carries professional indemnity insurance, of an amount deemed appropriate by IPReg, through PAMIA Limited. PAMIA Limited is a specialist provider of insurance for patent and trade mark attorneys (www.pamia.co.uk).
Data Protection
We have specific duties to comply with applicable data protection law. This means that we, and any companies processing data on our behalf, will only hold and use information about you, your employees and representatives to allow us to work with you or to keep you and your contacts informed of our activities.
Information we hold may be used in those countries where we do business. Also, we may sometimes disclose limited personal information, on a confidential basis, to organisations with whom we are co-ordinating joint marketing activities, or to third parties which are also providing services to you whether in the UK or overseas. If you do not want us to disclose any information to third parties, please let us know.
We may need to virus check data storage or email. Unless you withdraw consent, we will communicate with you and others when appropriate by e-mail, third party voice or video communication service or fax, but we cannot be responsible for the security of correspondence and documents sent by these methods. Where you instruct us to do so, you agree we may store your information on a third party data storage service or cloud computing service and make it available to our personnel who need to access it to provide our services to you, and to those individuals authorised by you. We are not responsible for the security of such services, use of which is subject to the terms which apply to such services (and users are advised to review and understand those terms before using those third party services), but we only make use of these services when satisfied that the service provider has taken all appropriate steps to ensure that confidential information will be protected. Third party providers of data storage services and cloud computing services may be required to disclose the information they hold to domestic and foreign law enforcement and intelligence agencies. These providers may be subject to more wide ranging obligations of disclosure than we are as a firm of patent and trade mark attorneys.
If an individual, you may supply us with personal data about yourself (and others) for us to provide our services. Such information may include your name, address, date of birth, passport or other ID, telephone numbers, email addresses and bank account details. We may also receive similar information from other public resources, and others involved with our advice.
We may use this personal data to provide our legal services (whether you represent a legal entity other than as an individual or otherwise), billing and other administrative purposes (including the assessment of credit terms, bad debt and/or the processing of any such data as part of those services or so as to improve the delivery of similar services in the future). We may also process this personal data to provide you (and others you act for) with information about the firm and our services (including contacting you or them by email or telephone).
You promise that you have obtained all appropriate licences, clearances and consents, when you ask us to collect and process personal data for the purposes of your matter. Where we are acting as your data processor, we shall put in place appropriate technical and organisational security measures to safeguard personal data against unauthorised or unlawful processing and against accidental loss or damage.
Unsubscribing and marketing preferences
If you’d like to unsubscribe from information about us and our services, be sent only certain kinds of information, or only receive information via a particular type of communication (e.g. email), please email us at communications@greavesbrewster.co.uk.
We will not disclose your personal data to third parties other than with your consent, where we are permitted by law or where it is in our legitimate interests to administer our database or improve our business or services.
If we collect personal data about others for you, and we consider some personal data should not be processed by us, we will return or delete it as appropriate (wherever practicable).
If you are an individual and wish to make a subject access request at any time, please contact our Practice Manager at PracticeManager@greavesbrewster.co.uk, or any one of our partners, and your request will be dealt with as efficiently as possible.
For further details of how we may process your personal information, please see our Privacy Policy here.
Cyber Risk
You should always employ an up to date, industry recognised, virus prevention software and, if possible, two-factor authentication to keep your system(s) secure. We may regard any email you provide us as secure and you acknowledge the risks associated with the use of that email.
Please notify us immediately if you suspect that you may have received an email (which purports to be from us) which is not from us (or has been tampered with) or if you consider there is any other material risk in any communication you have received. For this purpose, always contact us via our usual, original contact telephone number (hackers often include fake or alternative contact details in their emails).
Please note: text or chat messages may be inappropriate to instruct or communicate with us. We may not receive those messages and they may be insecure.
If you would like us to use your own preferred applications, cloud computing services or social media, hosting, data processing and document sharing software rather than ours, you remain and shall be liable as a result of such use, including losses, damages, fines, data losses or breach of any confidentiality duties owed by you to anyone else.
Please note: whilst we have taken all commercially reasonable steps to ensure your data and any correspondence relating to your matter is kept securely (and, in doing, we employ appropriate technical and operational measures to keep such data and correspondence secure), no system is completely secure.
Accordingly, if you have any specific security requirements or if you would like us to use any particular data vault or secure cloud application, please let us know and we would be happy to explore deploying those, and if applicable, the costs of so doing. You also agree that where any third party cloud or document applications are used, our liability is limited to the applicable terms and conditions of those third party applications, where we have provided you with a copy of such terms.
Changes to our business terms
From time to time we may need to update these terms. Our current terms will always be available here. We will assume that you have understood and accepted the most recent version of the terms, unless you let us know otherwise.
Governing law
These Business Terms, and our Engagement Terms, between you and Greaves Brewster LLP, are governed by English law, and the English courts shall have exclusive jurisdiction to settle any dispute or claim connected with them and/or under this contract.
We hope you will find our web site useful and enjoy visiting it. Please note that its content is provided for general information only. It does not, and is not intended to, constitute legal advice. Whilst we make all reasonable efforts to keep it accurate, we cannot accept liability for any consequence of your relying on it. Instead, if you have a specific query about your intellectual property rights, please contact us directly for advice. We’re looking forward to hearing from you.
Please note: links to other web-sites are given in good faith; we cannot be held responsible for the content of other websites.
Cookies
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Copyright
This site and its contents are protected by copyright and by other relevant intellectual property laws. You may not copy, store, republish, retransmit or use any material from the site without our express permission.
Our liabilities
This site is made available for public viewing on the basis that Greaves Brewster LLP accepts no liability for loss or damage arising out of use of the site or reliance upon its contents.