Trade mark terms and conditions
This Attorney-Led Trademark Registration Limited Scope Representation Agreement (“Agreement”) is between Pulse Global Services Limited (“Pulse”, “we”, or “our’), a limited liability company incorporated in England & Wales, and the person(s), entity, or recipient of the attorney led trademark services to be provided by Pulse (“Client”, “you”, or “your”) (together, the “Parties”).
This Agreement is effective as of the date of purchase of the attorney led trademark services (“Effective Date”).
In the event that the signing individual is entering into this Agreement on behalf of an additional person(s) or entity (to include, without limitation, a corporation, limited liability company, partnership, limited partnership, joint venture, trust, or estate), the person entering into this Agreement represents and warrants that he/she is authorized to: (i) enter into this Agreement on behalf of the entity or additional person(s); (ii) to retain Pulse to provide the trademark services set forth herein; and (iii) otherwise act on behalf of Client as required by this Agreement.
The Client explicitly acknowledges and agrees that it is the Client under this Agreement and any legal advice is provided for the exclusive benefit of the Client. Client further agrees that our services, advice and other communications with Client are confidential and Client may not, without our prior written consent, disclose them to any person (other than to your employees and agents who require access and who do not disclose them further) or otherwise made public except as required by law or other regulatory authority to which you are subject.
No person or entity other than the Client is entitled to rely on the legal advice provided by Pulse and Pulse shall have no liability in respect of advice provided to any third party other than the Client. Accordingly, the provisions of the Contracts (Rights of Third Parties) Act 1999 are excluded, save to the extent we expressly agree otherwise.
The Parties acknowledge and agree that LegalZoom.com, Inc., is not a party to this Agreement and is not liable for services performed pursuant to this Agreement.
A limited scope representation means that the amount of work the attorney performs for Client is limited to certain tasks. Any tasks outside the scope of this Agreement will be Client’s sole responsibility.
1. Firm Services and Use of Third Parties
To render the services under this Agreement, Pulse may use third-party service providers, both for services generally and for attorneys located in the United States and the United Kingdom. Any funds required for these third-party service providers are included in your original payment and require no additional payment.
Pulse utilizes attorney and support staffing services from Pulse Business, LLC, and Pulse IP, LLC, which are located in the United States. Neither Pulse Business, LLC, nor Pulse IP, LLC, are providers of legal services regulated by the Solicitors Regulation Authority. Those third-party service providers are acting on behalf of Pulse in the provision of legal services under this Agreement and the Client acknowledges that it has no contractual or other relationship with the third-party providers. All contract lawyers or attorneys provided by Pulse Business, LLC, or Pulse IP, LLC, are licensed to practice law by the appropriate body in their respective jurisdiction(s). Services performed by attorneys in the United States are governed by the applicable ethical rules in the state(s) of the licensed attorney.
Pulse may utilize marketing, technology, and staffing services of LegalZoom.com, Inc. or other third parties. LegalZoom.com, Inc. (“LegalZoom”)is not a law firm or an attorney or a regulated provider of legal services, may not perform services performed by an attorney. No attorney-client relationship or privilege is created with LegalZoom. The terms and conditions of this Agreement are the sole set of terms and conditions applicable to the services hereunder and shall replace any terms and conditions set forth on the LegalZoom website specifically as related to these services.
Pulse agrees to ensure that the disclosure of any of Client’s confidential information to third parties will be governed by confidentiality obligations at least as stringent as the obligations that Pulse has to Client.
Pulse retains the right to subcontract services under this Agreement to another law firm. The law firm/organisation used by Pulse in cases in which Pulse chooses to subcontract services:
(i) in the United Kingdom is:
The Strategic Partner Ltd
Dowgate Hill House
14-16 Dowgate Hill
London EC4R 2SU
(ii) in the United States is:
Dunlap, Bennett, & Ludwig PLLC
1717 Pennsylvania Ave, #1025
Washington, DC 20006
In the event that Pulse subcontracts services for Client to an external law firm, references in this Agreement to “Pulse” and/or “your attorney” shall be deemed to mean that third party firm specified above and/or the attorney working on Client’s file.
In addition to the funds paid for the services hereunder, Client shall also be responsible for applicable filing fees. See below for more information.
2. Included Limited Legal Services
Client and Pulse agree that Pulse is not engaged to represent Client generally in intellectual property or trademark matters, but rather, that such representation is limited to certain specific attorney led trademark legal services (“Limited Services”) as further described in detail below, and do not include any other services. We will provide the Limited Services in accordance with the relevant law in force at the date of delivery of the Limited Services.
While performing the Limited Services, Pulse:
- Does not promise any particular outcome;
- Relies on Client’s disclosure of information;
- Does not have to provide more services than set forth in this Agreement; and
- May advise that limited representation is not reasonable for Client, and advise that Client needs additional services or another lawyer.
In the provision of the Limited Services, Pulse is entitled to assume that:
- you will provide us with all information which is relevant to the matter; and
- ensure that all information provided to us is complete in all material respects and not misleading.
By entering into this Agreement, Client hereby retains Pulse to provide the Limited Services which will be limited to the following:
a. A single consultation of up to thirty (30) minutes (“Initial Consultation”) for Client with an order for a single trademark. A Client with an order for multiple trademarks is entitled to a single consultation with additional time for each additional mark (to be established by Pulse in its sole discretion);
b. A trademark search including UK Intellectual Property Office;
c. A review of Client’s search results and, as deemed necessary by Pulse, consultation on potential conflicts;
d. Preparation and filing of your trademark application with the UKIPO, where your attorney will serve as attorney of record (subject to the limitations herein).Pulse may sign the trademark application on behalf of the Client. In such case, the Client shall defend, indemnify, and hold harmless Pulse from any harm resulting from any statements made by the Client in the application which are false or misleading.
e. Other tasks as mutually agreed upon by Client and Pulse. Pulse retains sole discretion with respect to whether a task or service is in or out of scope under this Agreement.
Subject to additional terms (see below), the term of this Agreement is for a period of 120 days from the Effective Date (the “Term”). Client shall maintain control over which services within the Limited Services it would like to utilize, however such Limited Services must be completed within the Term. Additionally, regardless of whether Client chooses to proceed with some, all, or none of the possible services hereunder (i.e., Client has a trademark search completed but does not proceed with an application; or Client never completes any services after the Initial Consultation), the Limited Services will be deemed completed at the end of the Term.
If Client files an application pursuant to the services rendered hereunder and Client’s application is: (1) approved by United Kingdom Intellectual Propery Office (“UKIPO”); (2) rejected by the UKIPO and Client does not retain Pulse as counsel; or (3) objected to by a third party and Client does not retain Pulse as counsel; then Pulse may remove itself as the attorney of record on Client’s trademark application/registration unless they are retained by Client for additional services. This date hereinafter is referred to as the “First Non-Covered Action Date”.
3. Excluded Legal Services
The Limited Services have express exclusions, which include, without limitation, the following:
a. Work for a client where the attorney believes there is a conflict (whether such conflict relates to the client or the mark itself);
b. Responses to Office Action(s). Office Actions may be issued for a variety of reasons. Pulse may choose to respond to Office Actions as part of the Limited Services. It shall be within Pulse’s sole discretion to determine if an Office Action falls within the scope of the Limited Services;
c. Work related to an opposition, appeal, or objection subsequent to the filing of Client’s trademark application;
d. Representation for responses to third-party objections of any kind (whether before or after the date of filing of the trademark application);
e. Any work related to intellectual property litigation, cease & desist demands, and/or claims of infringement, including without limitation, requests for the attorney to participate in any deposition concerning any trademark application filed pursuant to this Agreement;
f. Monitoring of marks;
g. Any work required or permitted after the First Non-Covered Action Date; and
h. Any other service not included as a Limited Service under this Agreement.
4. Client Submitted Information and Materials
Specific types of filings may have an applicable filing deadline set by the UKIPO. If there is an applicable filing deadline, Pulse may set a due date for all applicable materials and fees before the UKIPO filing deadline to allow ample time for Pulse to prepare and submit the filing. Pulse’s due date will be conveyed to Client in writing. If Client fails to provide required materials and funds by Pulse’s due date, regardless of whether or not such the filing deadline has passed, Client explicitly releases Pulse from all liability related to that specific filing and/or any effect it may have on Client’s trademark application or trademark rights as a whole, and Client shall indemnify and hold Pulse harmless from all claims related to same.
In connection with analysis of the trademark, and if applicable, preparation of the trademark application and subsequent filings, Client is required to submit information and/or materials to Pulse. Client is prohibited from submitting physical documents or materials (whether an original or copy) to Pulse. In the event that Client does submit any physical item to Pulse in connection with the Limited Services, Client recognizes that Pulse specifically disclaims liability for such submissions, may retain digital copies of such submissions, and will not return those materials to Client.
Further, Client represents and warrants that all information and materials submitted in connection with its trademark application are accurate, complete, and not misleading.
5. Client Responsibilities
Client acknowledges its responsibility for the following:
a. Client agrees to cooperate and respond promptly to all inquiries and requests for information from Pulse;
b. Client agrees to keep Pulse updated with current contact information (including without limitation, telephone numbers, physical address, and email address);
c. Client agrees to regularly check the email address provided to Pulse for correspondence related to this Agreement, and further accepts responsibility for receipt of communications sent via email.
Pulse disclaims any and all responsibility related to emails or correspondence not received by Client, whether due to Client’s security or anti-spam software, or any other problems within Client’s email system.
6. Electronic Communication
Client agrees to receive communication by email. Pulse is not obligated to send correspondence by UK or international postal mail.
Client understands that the UKIPO encourages the use of and prefers that trademark applicants utilize the online application system for filing trademark applications. If Client proceeds with a trademark application filed by Pulse, Client authorizes Pulse to: (1) file the trademark through the online UKIPO system; and (2) submit documents and communications electronically on Client’s behalf. Client agrees that Pulse may authorize the UKIPO, on Client’s behalf, to contact Client at the email address on file with Pulse. If Client does not want to utilize the online application system for its trademark application, Client must notify Pulse as quickly as possible – in this event, Client is likely to be assessed additional filing fees by the UKIPO.
Pulse disclaims all damages, or whatever nature, caused by Client’s failure to update and/or check its email address on file. In the event that Pulse withdraws as counsel of record (for any reason) after Pulse has filed Client’s trademark application with the UKIPO, Pulse will provide Client’s then-current email address to the UKIPO. Client explicitly authorizes this disclosure of contact information.
7. Sharing of Information
Client agrees that Pulse may share Client’s order information with LegalZoom.com, Inc., parent company of Pulse.
Generally, information received by Pulse from Client is subject to legal professional (sometimes referred to as attorney-client) privilege. However, Pulse may be under an independent ethical duty to reveal privileged information (i.e., if it involves the commission of illegal or fraudulent acts committed in the course of this engagement, if it involves the intent to commit a crime, or if Pulse is required to disclose the information by law or court order). Pulse will not share legally privileged information with any third party unless explicitly permitted by the terms of this Agreement or otherwise required under applicable law or in accordance with written instructions by Client.
Information and documents obtained from Client by Pulse are subject to Pulse’s Data Retention Policy and applicable legal requirements. If you would like a copy of Pulse’s policy, please email your request to [email protected], specifying “Data Retention Policy Request” in the subject line. Please note that in the event that Pulse’s Data Retention Policy and applicable legal requirements differ, the stricter obligation will apply. Pulse may update its Data Retention Policy to comply with prevailing law and practice, and Client data will be handled in accordance with the then current Data Retention Policy.
Pulse may store some or all of Client’s files on a variety of platforms, including third-party cloud-based servers. Pulse conforms with its professional obligations in relation to cybersecurity and data protection and although Pulse takes every precaution to ensure security of these platforms, there is still a risk that Client’s confidential or privileged information may be disclosed. By entering into this Agreement, Client consents to Pulse’s use of such storage services.
Data Protection: Our use of any personal data provided by you (“Personal Data”) is regulated under the UK General Data Protection Regulation and any legislation it amends or replaces under English law (“UK GDPR”). You consent for our use of your Personal Data in connection with the services we provide. We will perform those services in accordance with the UK GDPR and Pulse’s Data Protection Policy, a copy of which can be provided on request to [email protected]
8. No Attorney-Client Privilege with LegalZoom
Client understands that information submitted through the LegalZoom.com website (including, without limitation, using the questionnaire on the LegalZoom.com website) or to employees of LegalZoom.com, Inc. not working for Pulse will not be protected by attorney-client privilege, and Client is hereby discouraged from submitting any non-public information through those avenues.
9. Pulse Global Services Limited
Pulse Global Services Limited is authorised and regulated by the Solicitors Regulation Authority (SRA No. 617803) in the conduct of legal services. The professional standards and regulations applicable to Pulse may be found here: https://www.sra.org.uk/solicitors/standards-regulations/. Pulse Global Services Limited is a subsidiary of LegalZoom.com, Inc.
10. Applicable Terms
This Agreement may be supplemented and/or amended by agreement in writing but Pulse is not free to amend provisions which are a matter of applicable professional regulation or law. If any provision of this conflicts with any mandatory element of those regulatory requirements, the latter shall prevail.
11. Exclusion of Losses
We shall not be liable for any indirect loss or damage or any loss of profit, income, production or accruals arising in any circumstances whatsoever, whether in contract, tort, under statute or otherwise, and howsoever caused (including our negligence or non-performance). Nothing in this Agreement exempts us from liability arising from our fraud; or from our negligence resulting in death or personal injury; or in any circumstance where applicable law or regulatory requirements prohibit the exclusion of such liability.
12. Cap on Liability
Unless prohibited by law, our aggregate liability in any circumstances whatsoever, whether in contract, tort, under statute or otherwise, and howsoever caused (including our negligence or non-performance), for losses arising from or in connection with the Limited Services provided shall in relation to each matter be limited the sum of £3 million (three million pounds sterling) or, such lower sum as permitted under the SRA regulation from time to time.
We carry professional indemnity insurance. The insurance covers our practice carried on from any office based within England and Wales and will extend to acts or omissions wherever in the world they occur.
13. Resolution of Disputes
Pulse is committed to customer satisfaction. If you have a complaint about the corporate legal services under this Agreement, please contact us by emailing [email protected]. If we cannot resolve the issue promptly, we will provide a copy of our complaints procedure.
This resolution detailed in this policy is independent of any regulatory scheme that governs attorney conduct in the UK, and thus that may be applicable to an individual attorney’s conduct. The conduct of individual attorneys in the UK is governed by Solicitors Regulation Authority and/or the Intellectual
Property Regulation Board.
a. Term. As set forth above, the Term of this Agreement is for a period of 120 days from the Effective Date, unless terminated earlier in accordance with its terms (the “Term”). All Limited Services are deemed completed on the termination of this Agreement either on expiry of the Term or for any other reason.
b. Termination. This Agreement may be terminated:
i. by Client for any reason by giving written notice of such termination. Such termination shall be deemed effective when received. Pulse shall perform no additional services and advance no further costs on Client’s behalf after receipt of the notice. Client agrees to execute and return a change of representative form immediately if requested by Pulse. Upon termination, all Limited Services will be deemed completed.
ii. by Pulse at any time for good reason by giving you reasonable notice in written communication and provided that we also explain to you the basis of our decision.
iii. by either party for material breach of any provision of this Agreement by the other party, if the material breach is not cured within 10 days of written notice specifying the nature of the breach; or
iv. by Pulse, if required under the ethical rules of conduct of the attorney or if required due to a conflict of interest. Pulse shall inform Client in writing if it becomes aware that it has represented a client with an interest in Client’s matter. If, at any point, a conflict of interest is found between Client and another client represented by Pulse, Pulse shall cease to act for you unless permitted by SRA regulation and appropriate informed consent has received from both parties. If a conflict of interest is found which requires Pulse to decline representation, or if both parties do not consent, Pulse will not find alternative counsel.
c. Withdrawal. In the event that Pulse terminates this Agreement for any reason before the end of the Term and Pulse has filed a trademark application on Client’s behalf that has not yet registered, Client will withdraw as the attorney of record with the UKIPO.
15. Fees and payments
Client understands and acknowledges its responsibility for the following:
a. Pulse is a law firm regulated in England & Wales to provide all Limited Services to the Client. The obligation to make payments for the Limited Services is to Pulse, but LegalZoom collects those payments on behalf of Pulse.
b. Service Fees Due Immediately. The purchase price for the Limited Services (“Service Fees”) is due in full immediately upon entering into this Agreement. For clarity, this Agreement shall not commence until the Service Fees have been paid in full. It is expressly understood that this fee is not a retainer, but a flat fee based upon the scope set forth herein.
c. Refunds. The amount paid for the Limited Services is nonrefundable.
d. Overdue account or payment dispute. In the event that Client has an overdue account or payment dispute with Pulse, Pulse may suspend Client’s account and access to the Limited Services hereunder until the account is brought current or such dispute is resolved.
e. Suspended Accounts. If LegalZoom or Pulse encounters evidence of suspicious activity in connection with the Client’s account, including, but not limited to, evidence that the Client’s account is being used by someone who is not authorized to do so, the Client acknowledges that Pulse, in its sole discretion, may require LegalZoom, to temporarily disable the Client’s account for a reasonable amount of time in order to investigate. In the event that LegalZoom disables the Client’s account, the Client understands that unless otherwise required by law or a court order, no information about the Client’s account will be provided to anyone outside LegalZoom or Pulse, including the Client or any authorized contact, until the investigation is complete. Additionally, the Client understands that Pulse, in its sole discretion, or LegalZoom, acting on the instructions of Pulse, may decide not to send any documents associated with the Client’s account to the Client or file any such documents with any government authority, while the Client’s account is disabled. The Client acknowledges that neither Pulse nor LegalZoom will be liable for any delays caused by these policies and procedures.
f. Filing Fees. In addition to the Service Fees, Client is responsible for all applicable filing fees related to its trademark application (if Client chooses to file an application with the UKIPO), including, without limitation, the initial application fees. Filing fees are set by the UKIPO and are nonrefundable for any reason once the filing is submitted to the UKIPO, regardless of whether Client’s trademark application eventually proceeds to registration or is rejected by the UKIPO. Filing fees are assessed per class. Client may request a summary of then-current filing fees from its attorney at any time.
16. No Guarantee
Neither Pulse nor your attorney can guarantee a particular result. There is no guarantee that any trademark application filed will result in the registration of the proposed mark, or that conducting a search will increase the likelihood that the proposed mark will be registered, that the results will be complete. Trademark examiners at the UKIPO each have subjective opinions and these may vary from examiner to examiner. Although your attorney may offer an opinion about possible results regarding your trademark application, neither Pulse nor your attorney can guarantee any particular result.
You acknowledge that no statement(s) by Pulse or your attorney should be construed as a promise or guarantee. Further, any opinion offered by your attorney in the future will not constitute a guarantee.
Any notices required or otherwise sent under the Agreement must be in writing sent via email. Notices shall be deemed sent on the same business day as transmitted (or the next business day if sent on a weekend or holiday). Notices shall be sent to the parties at the following addresses:
If to Client: to Client’s email on file with Pulse.
If to Pulse: [email protected]
18. Right to Refuse
Pulse reserves the right to refuse service to any individual or entity.
19. Anti-money Laundering
You agree to provide us promptly with all the information and evidence we require from time to time in order for us to comply with the Law and our Regulatory Requirements pertaining to, amongst other things, anti-money laundering and/or anti-terrorism measures. You acknowledge that we are under an obligation to report certain circumstances to the relevant regulators and/or criminal authorities and we may be required to cease acting in certain circumstances without necessarily giving you details as to the reason for ceasing to act.
20. Force Majeure
Neither you nor we shall be liable for any failure to perform, or delay in performing, any obligations (other than payment and indemnity obligations) if and to the extent that the failure or delay is caused by Force Majeure and the time for performance of the obligation, the performance of which is affected by Force Majeure, shall be extended accordingly.
Each of these terms shall be severable and distinct from the others and if any term is held to be illegal, invalid or unenforceable, in whole or in part, the remaining terms shall not be affected.
22. Equal Treatment
Consistent with law, our regulatory requirements and our internal policies and procedures, we will not discriminate in the way we provide or refuse to provide our services on the grounds of race or racial group (including colour, nationality and ethnic or national origin); sex (including marital status, gender reassignment, pregnancy, maternity and paternity); sexual orientation (including civil partnership status); religion or belief; age; or disability.
23. Governing Law
This Agreement is governed by the laws of England & Wales, and the Client hereby consnts to submit to the exclusive jurisdiction of the courts of England and Wales.
24. Other Services
In the event that Client has purchased additional products or services to be rendered by or through LegalZoom.com, Inc., the terms of this Agreement are only applicable to the Limited Services rendered hereunder and supersede and replace any other terms or policies (including the terms and policies of LegalZoom.com, Inc.).
Pulse bears no responsibility for the provision of any products or services outside those provided under this Agreement.
This Agreement contains the entire agreement of the Parties with regards to the subject matter. No other agreement, statement, or promise made on or before the Effective Date of this Agreement will be binding on the Parties. Pulse is not responsible for the proper operation of its website(s). Client expressly assumes all risks for technical difficulties in placing its order(s) or submitting any information (including any privileged or confidential information) over the Internet.
Updated: March 24 2021