Except for special conditions as to the contrary, explicitly agreed upon by Remarkable Europe, these conditions are applicable to the legal relation between Remarkable Europe and the Client. These standard conditions are applicable to all services provided by Remarkable Europe such as but not limited to I) research as to existing trademarks, designs and models, domain names, commercial names and corporate names as well as trademark surveillance and verification of the use of trademarks II) activities in view of the filing, registration and maintaining of trademarks, designs and models or the registration of domain names III) the creation of names and/or logos and IV) consultancy and counselling. They prevail any of the Client’s conditions as to the contrary, also when priority has been stipulated in the latter. They are deemed to be accepted by the Client unless the Client protests in writing by registered mail within 5 days after receipt. If it appears that one of the standard conditions is not valid or not applicable, the other standard conditions will continue to take full effect.
All offers of Remarkable Europe are without engagement and remain subject to the verification of the documents and/or information to be furnished by the Client. The prices mentioned in the offers only apply to the offered services. Modifications as compared to the described services in the original offer will be taken into account. Except for an agreement as to the contrary, the period of validity of an offer is 1 month.
3. Conclusion of the agreement
An agreement between Remarkable Europe and the Client only takes effect after confirmation by the Client, by letter, fax or e-mail, of the order to Remarkable Europe to render the services as described in the offer, and after acceptance by Remarkable Europe. The acceptance is deemed to have taken place if Remarkable Europe has not declared to refuse the order within 7 working days after the forwarding of the confirmation in writing of the order. Any person or firm who passes an order and requests to charge it to a third party, remains personally co-liable for the payment thereof. If an accepted order is entirely or partly cancelled before Remarkable Europe started the execution thereof, the Client undertakes to pay Remarkable Europe a fixed indemnity of 35% of the accepted order, without prejudice to Remarkable Europe’s right to claim a higher indemnity if more important damages can be proven. In case of cancellation by the Client after Remarkable Europe started the execution of the accepted order, the Client will, to Remarkable Europe’s choice, obliged to full payment of the accepted order or the already executed works by Remarkable Europe.
The rates are VAT excluded and include all fees and expenses for the interventions as indicated in the accepted offer. If it is impossible to estimate the global price of certain performances (for instance in respect with consultancy or procedures) beforehand, the fees and expenses will be invoiced on monthly base or at the end of the order via subsequent calculation in conformity with the agreed rates per unit. Transportation and accommodation expenses will be invoiced separately if and in so far as they are not explicitly provided in the accepted offer. As far as the rendering of services as to the filing of trademarks, designs and models is concerned, the rates do not include the expenses and fees that might be incurred due to potential objections or remarks of the competent trademark authorities or to the potential opposition by third parties. The amount of these additional expenses and fees will depend on the services to be rendered. As far as the international and the separate national filings of trademarks are concerned, the rates do not enclose the taxes of priority, publication and registration. The rates as communicated to the Client may be subject to exchange rate fluctuations, to modifications to the rates operated by the competent trademark authorities and to modifications to the fees and expenses charged by the foreign correspondents.
5. Invoicing and payment
All invoices are payable at the latest 30 days after the date of issue. In the event of late payment or in lack of (full) payment, a statutory interest of 1,5% per month will be charged ipso jure and without any prior formal notice, every started month being considered as an entire month, as well as a fixed indemnity of 15% on the due invoiced amount with a minimum of € 125.
In case a valid power of attorney is not (timely) provided or in case one or more invoices are not (timely) paid, Remarkable Europe reserves the right to suspend her performances or to cancel possible orders or contracts. All costs, risks or inconveniences (such as the potential lapse or extinction of the rights as to trademarks and/or designs and models) resulting from this cancellation or suspension are at the charge of the Client. Any protest must be notified by registered mail within 5 working days as from the date of the sending of the invoice. Any complaint after expiry of this delay is unfounded.
6. Delivery terms
Remarkable Europe will use all reasonable efforts to execute the order within the mentioned terms, that are merely indicative. The non-respect of the terms as set forth can, in no event, give rise to the non-payment, the cancellation of the order or the fact that Remarkable Europe would owe any indemnity whatsoever.
Remarkable Europe will execute the order, entrusted by the Client, to the best of its abilities and with due observance of the existing professional practices. The to Remarkable Europe entrusted order is however always an obligation of means. The Client acknowledges that any research (of earlier references), performed by Remarkable Europe, is merely an overview at a point in time of the registered trademarks and names and remains subject to risks and limitations (also taking into account the large number of existing trademarks, names and signs) as well as to the subjective nature proper to any data research. When communicating the research results, Remarkable Europe will endeavour to avoid errors and omissions, but the Client accepts that it is impossible to exclude these.
If an order is given to Remarkable Europe for the surveillance of a trademark, Remarkable Europe will alert the Client when a third party applies for a trademark which possibly infringes the trademark rights of the Client. Remarkable Europe however cannot be held responsible when she has not signaled a infringing trademark to the Client.
If Remarkable Europe proceeds, upon request of the Client, to the filing of an intellectual property right, this does not imply any guarantee as to the legitimacy or of the validity of the concerned intellectual property right. Remarkable Europe can, because of the nature of the activities as it has been described above, in no event be held liable for the damages suffered by the Client, that may find their origin in services rendered by Remarkable Europe, except for the event of intentional misconduct, bad faith or serious error. In such case, possible damage suffered by the Client, among others in the event of loss of intellectual property right, for which the responsibility of Remarkable Europe could be at risk, will not exceed the figure of 250.000,00 EURO.The burden of proof in respect with any alleged liability of Remarkable Europe lies upon the Client.
Remarkable Europe cannot be held liable for damage caused by or due to the interference of third parties. In any case is the maximal indemnity limited to the amount that Remarkable Europe invoiced to the Client for the order.
Remarkable Europe cannot be held liable for any delay or error caused by force majeure, such as, without being limited to, acts of the government, storms, social disorder, computer failures and disturbances and intentional acts or omissions committed by third parties. In such case, the execution of the agreement is suspended.
8. Obligations of the Client
The Client undertakes to provide Remarkable Europe timely and correct information and to announce every change immediately, in order to allow Remarkable Europe to conduct the order. Remarkable Europe cannot be held liable for damage as a result of incorrect, incomplete or delayed information of the Client.
In case the situation of the Client changes, such as death, bankruptcy, dissolution or modification of the company or any other fact that endangers the solvency of the Client, Remarkable Europe has the right to demand the immediate payment of all amounts due, even before their expiry date, or to demand guarantees for the correct execution of the obligations, without prejudice to the right of Remarkable Europe to suspend or to dissolve the execution of the agreement.
9. Intellectual property rights
Remarkable Europe maintains all the intellectual property rights on the works/performances that are created/effected by Remarkable Europe (such as, without being limited to, names, logos, databases, work methods, presentations, reports and advices). The Client will refrain from reproducing entirely or partly these works/performances and from communicating these to third parties without prior authorisation from Remarkable Europe. In respect with the creation of names under the formulas BrandStorm and BrandClassic, Remarkable Europe transfers, contrary to the foregoing, the rights on the by the Client ultimately selected and the in the offer agreed number of names and logos to the Client, after the Client has paid all invoiced fees and expenses. The Client undertakes not to use the other names/logos, presented in the framework of the abovementioned formulas, unless prior authorisation of Remarkable Europe. Remarkable Europe will always have the right to further use the non-selected or acquired creations by the Client or to present these to third parties. As to the contrary, Remarkable Europe always reserves the right to use the names/logos created by Remarkable Europe for its own promotional purposes.
10. Confidentiality clause
Any information furnished by one party to the other concerning the activities, the actions, the transactions, the policies and the dealings of its business and its subsidiaries will be treated as confidential by the other party. This obligation does not apply to information that is generally available to the public.
11. Forum and applicable law
Any dispute arising from the agreement shall be dealt with exclusively by the competent courts of the judicial district Ghent – department Ghent, that will only apply the Belgian law.