Please contact us to receive a client specific copy of these General Terms of Engagement that can be signed, dated and returned to us.

1. Our Team

Our Partners and professional staff are members of the Chartered Institute of Patent Attorneys and/or the Institute of Trade Mark Attorneys and/or the European Institute of Professional Representatives and/or solicitors of the Senior Courts of England and Wales. We are qualified to advise upon legal issues relating and ancillary to all aspects of intellectual property and related matters. All of our Partners and professional staff must comply with the respective codes of professional conduct issued by the relevant professional bodies and will carry out your engagement with professional care, skill and attention. D Young & Co LLP is regulated by the IP Regulation Board (IPREG).

2. Identity of Client and Authority

We have a policy of compliance with European Anti Money Laundering Regulations. As part of this it is necessary for us to establish the identity of our clients and for us to require our clients to assist us in our compliance with Anti Money Laundering Regulations so far as it is practicable.

We need to be able to identify formally the person who is our client and who has authority to give instructions on the client's behalf. Unless other instructions are received in writing, we will assume that the person (whether corporate or individual or other) who first contacted us with the instructions will be our client and they will have the obligations regarding charges in paragraph 7 below. If we accept instructions from legal representatives or other agents they will be considered to be our client unless we are told otherwise. Any advice and/or service provided by us is for the benefit of the client only and may not be used or relied upon by anyone else.

Unless otherwise agreed we will assume that any person within the client's organisation may instruct us on behalf of the client unless they clearly do not have such authority.

We rely on each client to give us accurate and sufficient information to enable us to act properly for them and also to advise us of any relevant changes in circumstances.

3. Client's Instructions

We need all instructions to be given in writing or immediately confirmed in writing and we accept no liability for any loss incurred by the client because of failure to do so.

It is the client's responsibility to ensure that we actually receive any instructions sent to us by post, fax or email.

Patent Offices often impose time limits and failure to meet those limits may damage or destroy the rights concerned. We accept no liability if proper instructions are not received in reasonable time so as to allow action to be taken within the time limits. We will endeavour to inform the client of applicable time limits, but we do not undertake to give reminders. If we receive late instructions we may not be able to implement them in time, in which case the client's rights may be lost irrevocably. In the event of late instructions or late payments to us, urgency charges may be incurred which we would have to pass on to the client.

We will generally assume that the client's overriding instruction is not to let the client's rights lapse unless specifically instructed to the contrary. However, if we specifically request instructions and receive no response, we will assume that no further action is to be taken.

As part of carrying out the client's instructions, it may be necessary for us to involve third parties such as search agents, external solicitors, counsel or foreign associates. We may either instruct them on the client's behalf or require the client to engage them directly. We will use reasonable care and skill in selecting the appropriate third party but will not be liable for any losses, liabilities, costs or expenses that may result from any act or default (such as negligence) of that third party.

4. Searches

Any searches you request may be carried out by us, by Patent Offices or by an independent specialist search firm. Due to the limitations and occasional errors in classifications, indices, computer databases and official records, no search can be guaranteed for comprehensiveness or accuracy. We will endeavour to point out any particular limitations when reporting search results and may recommend extending the search.

5. Electronic Mail

In the course of our work for you, we may communicate with you and your personnel using email and we will do so on the basis that you accept the risks (including, but not limited to, the security risk of interception of, or unauthorised access to, such communications, delays or non-receipt and the risk of viruses) except in the case of our fraud or reckless disregard of our professional obligations. We will carry out commercially reasonable procedures to check for the then most commonly known viruses and you agree to do the same.

6. Documents Governing our Engagement

These General Terms of Engagement may be accompanied, preceded or followed by correspondence (including, without limitation, email correspondence) containing specific terms of engagement relating to the particular matter on which we are instructed. These General Terms of Engagement shall be read in the context of such specific terms of engagement. These terms and any specific terms provided will, for the particular matter at hand, supersede any previous terms of engagement provided to the client by D Young & Co LLP or its predecessor partnership.

7. Fees and Disbursements

We charge on the basis of a combination of hourly rates according to the seniority and experience of staff and scale fees for certain kinds of work. Details of costs and expenses will be provided on request. We may give non-binding estimates of future costs, which will be given in good faith, based on knowledge existing at the time. If the actual charges are likely to greatly exceed the estimate, we will inform the client of this.

We will invoice the client on a regular basis and payment on those invoices is due 30 days after the date of the invoice. We reserve the right to charge interest for late payment at the statutory rate (see footnote 1) and to suspend further work if outstanding charges are not paid. The client is responsible for the settlement of all its invoices and other expenses in relation to work carried out unless we agree an alternative arrangement.

If the business of the client or of the person responsible for paying our fees and expenses is transferred to another undertaking, the client is required to procure that the new undertaking assumes all the relevant liabilities under these terms of engagement so that we may invoice and receive payments from that new undertaking.

Funds may be required in advance for expenses as well as in general circumstances. VAT (if any) is payable on fees and on most disbursements. Disbursements charged include search fees, official fees, translators, overseas agents, court fees, counsel fees, international phone calls, facsimiles and courier charges. We also charge for printing and photocopying.

 

8. Limit on Liability

The aggregate liability of D Young & Co LLP and of all consultants to and employees, agents and members of D Young & Co LLP to the client, whether in contract or in tort, in respect of advice and services shall not exceed the highest of the following:

(a) £1million;

(b) three times the fees for the particular matter in respect of which the liability is incurred;

(c) the lower of the available insurance cover at the time the claim is paid after taking into account all other relevant insured claims and the amount actually recoverable in practice from the insurance company concerned; and

(d) such amount, if any, as has been agreed with the client in writing,

provided always that nothing in these terms of engagement shall attempt to limit our liability for fraud or reckless disregard of our professional obligations.

9. Conflicts of Interest

We aim to develop and maintain strong relationships with our clients and will respect and protect our clients' legal rights. We cannot act simultaneously for two clients whose interests in a particular matter conflict unless both parties agree. Such agreement may be warranted where the technology of two clients is materially different or where we staff the matters with two different and segregated teams. However, sometimes a conflict situation cannot be resolved by the client giving us authority to continue to act. If approval cannot be obtained or we are not prepared to act because both of the clients' interests on the particular matter cannot be kept paramount, we will have discretion to determine which client we continue to act for.

We will not always be able to identify conflicts and therefore the client must notify us of matters in their knowledge which might constitute or give rise to a conflict situation. We have a duty to act in the client's best interests on the matters on which it instructs us and we will not act against the client for another client.

10. Confidentiality

We are under a professional duty to keep information and documentation concerning our clients confidential unless it is already in the public domain. We may be required to disclose information by law or regulation and if so we will inform the client of the requirement to disclose it unless prohibited under the relevant law or regulation. We will not use our clients' confidential information for the advantage of any third party and will not use confidential information obtained from any client to the advantage of another.

11. Papers and Filing

Our files remain our property at all times. If the client would like to transfer its work to other professional advisers, we will copy such of the files relating to the client's work that the client requests (at the client's expense) and release the copy files when all of our charges have been paid.

We store files for at least six years from when the file is closed. Unless you tell us otherwise, we may destroy the client's files at the end of that period. Renewals are handled separately.

12. Relationship with D Young & Co LLP

D Young & Co LLP is the party contracting with the client and D Young & Co LLP alone will perform the engagement. No personal duty of care to the client is assumed by any consultant to, or member or employee of D Young & Co LLP, whether or not that person is described as a Partner. The client therefore agrees (to the extent such agreement is enforceable) that it will not bring any claim whether in contract, tort (including negligence), under statute or otherwise against:

(a) any consultant to, or employee or member or agent of D Young & Co LLP, whether or not that person is described as a Partner;

(b) any consultant to, or employee or member or agent of, any service company owned or controlled by or on behalf of any of the members of D Young & Co LLP, whether or not that person is described as a Partner,

and that those members, consultants, employees and agents shall be entitled to rely on these General Terms of Engagement insofar as they exclude or limit their liability.

13. Privilege

In general, communications between a UK patent attorney or trademark attorney and his client are privileged under legislation (see footnote 2). Certain communications between a solicitor and his client are also covered by a concept of law known as legal professional privilege. That means that others, including the courts, are not entitled to discover the content of such communications where they concern professional advice. Privileged status can be lost if the document in question is circulated to a person other than the addressee of the document.

14. Raising queries/concerns

We are confident that we will provide the client with a high quality of service in all respects. However, if the client has concerns about our work, it is asked to please discuss those concerns initially with the member of our professional staff who manages the client's work. Any concerns so raised will be dealt with in accordance with our formal complaints procedure, a copy of which can be obtained by contacting any Partner.

If the client's concerns are not resolved, the matter may be taken forward with the appropriate regulatory body.

For issues relating to the level of service received, the matter should be referred to the Legal Ombudsman. Any referral to the Legal Ombudsman should be made within 12 months of the matter arising and within 6 months of receiving a final response from us on the matter. The Legal Ombudsman can be contacted as follows:

Telephone: 0300 555 0333 (9am-5pm)

E-mail: enquiries@legalombudsman.org.uk

Web: www.legalombudsman.org.uk

Write to:

Legal Ombudsman
PO Box 15870
Birmingham
B30 9EB

 

15. Termination

The client can terminate its/his instructions by notice in writing to us at any time. We may terminate our engagement with the client with good reason and on giving reasonable notice. If the client or we decide that we will stop acting for the client, the client will pay our charges and expenses up to the time of our ceasing to act, such payment to be made within 30 days of the date of our invoice.

16. Severability

If any provision in these terms of engagement is or becomes illegal, invalid or unenforceable in any jurisdiction that shall not affect: (a) the validity or enforceability in that jurisdiction of any other provision of the terms; or (b) the validity or enforceability in other jurisdictions of that or any other provision of the terms.

17. Governing Law and jurisdiction

These terms of engagement will be governed by and interpreted in accordance with English Law.

The client agrees that the courts of England are to have exclusive jurisdiction to settle any disputes, including any non-contractual disputes, which may arise out of or in connection with these General Terms of Engagement or our engagement, and that accordingly any suit, action or proceedings arising out of or in connection with these terms or our engagement shall be brought in those courts.

18. Third Parties

Except for individual members of D Young & Co LLP, its employees, agents and consultants, a person who is not a party to this agreement shall have no right to enforce any of the provisions of these terms of engagement.

19. Defined Terms

In these terms of business:

(a) D Young & Co LLP means D Young & Co LLP a limited liability Partnership incorporated in England and Wales with registered number OC352154 whose registered office is at 120 Holborn, London EC1N 2DY and any successor practice and any service company owned or controlled by or on behalf of D Young & Co LLP or any of its members;

(b) General Terms of Engagement means the terms set out in this document;

(c) Partner means a member of D Young & Co LLP or a member of professional staff or consultant with equivalent standing and qualifications;

(d) We, us and our means or refers to D Young & Co LLP.

20. Client Acceptance

Please contact us to receive a client specific copy of these General Terms of Engagement that can be signed and dated and returned to us.

Footnotes:

1. 8% plus a reference rate, which is subject to fluctuation over time. 
2. Section 280 Copyright, Designs and Patents Act 1988 and section 87 Trademarks Act 1994.