General Terms and Conditions of Use

GENERAL TERMS AND CONDITIONS OF USE AND ENGAGEMENT FOR TRADEMARK FILING THROUGH THE REGISTMARK PLATFORM

These General Terms and Conditions (hereinafter, “Terms”) govern the use of the platform accessible via the website www.registmark.com (hereinafter, the “Website”) and the engagement of Garbagnati Intellectual Property Srl, with registered office at Via Cherubini 6, Milan, VAT no. 10292920963 (hereinafter, the “Company”), for the trademark filing service.

Acceptance of these Terms constitutes a legally binding agreement between the User (as defined below) and the Company.

WHEREAS:

The Company has developed and operates an online platform acting as a technical-administrative tool to facilitate communication between the User and the Company, for the purpose of engaging the Company to file trademark registration applications with various intellectual property offices.
The Company makes use of the professional services of its employees, registered in the relevant roll of the Order of Industrial Property Consultants.
The User is a professional or a business intending to use the Service exclusively for purposes related to their commercial, entrepreneurial, craft or professional activity.
The relationship between the Company and the User is a business-to-business (B2B) relationship, with the consequent exclusion of consumer protection regulations.

NOW, THEREFORE,
THE PARTIES AGREE AND STIPULATE AS FOLLOWS:

DEFINITIONS
1. For the purposes of these Terms, the following terms shall have the meanings set out below:
  1. Terms: these General Terms and Conditions of Use and Engagement.
  2. Company: Garbagnati Intellectual Property Srl, as identified above.
  3. Website: the website www.registmark.com and the related technology platform.
  4. User: the natural or legal person acting for professional or business purposes who uses the Service.
  5. Service: the technical-administrative activity of filing a trademark application, carried out by the Company acting as agent, on the basis of the instructions and materials provided by the User.
  6. Trademark: the distinctive sign (word, figurative, combined, etc.) that the User intends to register.
  7. Offices: the intellectual property offices selected by the User for filing (e.g. UIBM, EUIPO, WIPO, foreign national offices).
  8. SLA (Service Level Agreement): the time frame within which the Company undertakes to file a trademark application, starting from the date of receipt of payment and complete documentation.
  9. Business Day: any day from Monday to Friday, excluding Italian national holidays and those of the city of Milan, and official closures of the competent Offices.
SUBJECT MATTER OF THE SERVICE
1. The Service consists of an agency arrangement whereby the User engages the Company to carry out, in their name and on their behalf, the formal filing of a trademark registration application with the selected Offices.
2. The Service is qualified as a mere technical-administrative filing and representation tool before the competent offices. The Company may provide, where expressly and separately requested through the dedicated consultation form available on the Website, advice on the following:
  1. assessment of the distinctiveness, novelty or lawfulness of the Trademark and the existence of absolute requirements for filing the trademark application;
  2. strategies for classifying goods and services under the applicable Nice Classification;
  3. prior art searches or likelihood-of-confusion analyses with third-party trademarks and the existence of relative requirements for filing the trademark application;
  4. absence of bad-faith intent in filing the trademark application.
3. In the absence of an explicit request for advice, the User declares to have independently carried out all necessary legal and substantive verifications and assumes full responsibility for the choices made.
4. Where the User declares to have independently carried out prior art searches, the User waives any claim or dispute against the Company in relation to potential earlier trademarks and/or third-party rights.
5. The engagement consists in the representation of the User before the competent office, until its revocation.
6. The names of the IP Consultants working permanently or temporarily for the Company are listed in the “About Us” section.
TRADEMARK APPLICATION REGISTRATION PROCEDURE
1. Briefly, the trademark application registration procedure consists of the following steps:
  1. filing of the trademark application;
  2. formal examination by the competent Office;
  3. publication of the trademark, from which a 3-month period runs during which anyone who believes they have a legitimate interest may file an opposition;
  4. at the end of the opposition period, or upon its successful conclusion where an opposition was filed, the trademark is definitively granted and the relevant certificate issued;
  5. the trademark then has a duration of 10 years from the filing date and may be renewed for further 10-year periods with no maximum term.
SCOPE OF APPLICATION AND B2B NATURE OF THE RELATIONSHIP
1. The Service is intended exclusively for Users acting in the exercise of their entrepreneurial, commercial, craft or professional activity. Use for purposes unrelated to such activity (consumer use) is excluded.
2. By accepting these Terms, the User declares and warrants that they are not a “consumer” within the meaning of applicable law and that the Trademark being filed is intended to distinguish goods or services in the context of an economic or commercial activity.
ENGAGEMENT PROCESS
1. The engagement is completed through the following technical stages on the Website:
  1. Account Creation and Acceptance: The User creates their account and accepts these Terms.
  2. Trademark Upload: The User uploads the digital file of the Trademark, confirming that it accurately represents the sign to be filed, and specifying whether it is a word mark or figurative/combined mark.
  3. Selection of Classes and Goods/Services: The User selects the classes of interest (applicable Nice Classification) and specifies the relevant goods/services.
  4. Selection of Countries/Offices: The User selects the Offices with which to file.
  5. Entry of Owner Details: The User enters the personal and contact details of the person who will be the owner of the Trademark, who will also be the recipient of the relevant invoicing.
  6. Upload of Engagement Letter: The User uploads the engagement letter/power of attorney, available on the platform, duly completed and signed by the authorised person.
  7. Summary and Payment: The system presents an order summary with a breakdown of costs (Company fees and official fees). The User proceeds to payment via the provider. Payment completes the mandate and starts the SLA.
  8. Formal Pre-check: The Company carries out a completeness and formal integrity check of the documentation and the absence of evident formal deficiencies.
  9. Filing: The Company proceeds with filing at the competent Offices, using, where necessary, its network of local agents.
  10. Confirmation: The Company notifies the User of the completed filing, providing the date, time and case number.
  11. Continuation: The Company monitors the status of the trademark and notifies the User of its publication, the deadline for filing opposition applications, and, where applicable, the registration and transmission of the registration certificate. The Company also communicates any formal notices, objections, office actions, oppositions, invalidity or revocation actions issued against the trademark application. Professional fees relating to such activities (formal notices, objections, office actions, oppositions, invalidity or revocation actions) are expressly excluded and will be subject to a separate quotation.
  12. Renewal: Prior to the expiry of the trademark’s validity period (approximately 10 years from the filing date), the Company will inform the User with reasonable advance notice of the possibility of proceeding with renewal and the related fees and official charges, which are excluded from the filing fee.
USER OBLIGATIONS AND DECLARATIONS
1. The User declares, warrants and assumes full and exclusive responsibility for the following:
  1. The uploaded Trademark file is correct, final and faithfully represents the sign to be registered.
  2. The owner’s details are truthful, complete and up to date, and the User is legally authorised to grant the engagement in the name and on behalf of the owner.
  3. The selection of classes and the description of goods/services are correct, adequate and sufficient for their commercial purposes.
  4. The selection of Classes has been made in accordance with the Nice Classification currently in force;
  5. The Trademark meets all formal requirements for its registration, including any authorisations from third parties or public authorities.
  6. The Trademark is lawful, not contrary to public policy or accepted principles of morality, does not infringe third-party rights (including earlier trademarks, copyright, rights to a name) and is not filed in bad faith.
  7. The engagement letter/power of attorney has been correctly completed and signed by the person with authority to do so.
  8. Of having understood that the Service does not include substantive legal advice, unless explicitly requested, and of having independently carried out all appropriate verifications.
COMPANY OBLIGATIONS AND POST-FILING ACTIVITIES
1. The Company undertakes to carry out the mandate received with the required professional diligence, proceeding with the formal filing of the Trademark application in accordance with the instructions and materials provided by the User and within the agreed SLA.
2. The Company, its registered Consultants and collaborators undertake to keep strictly confidential all information and documentation received or produced in the course of the engagement, the opinions and advice provided, and all communications exchanged with the Client, the Offices and other professionals involved, subject to legal obligations, the right of defence and the legitimate interest in protecting their claims.
3. For filings in jurisdictions requiring a local representative, the Company will use qualified professionals within its network
4. The post-filing activities included in the fees, which will be carried out until the mandate is revoked/withdrawn, are:
  1. Forwarding to the User of official filing confirmation notices.
  2. Communication of any routine status updates (e.g. publication of the application, grant of registration).
  3. Transmission of the registration certificate in digital format, once issued by the Office.
  4. Transmission of any communications received from the Office
  5. Communication of the trademark renewal deadlines
5. The Company acts independently in the interest of the Client. The Company will refuse or terminate engagements giving rise to an actual or potential conflict of interest, unless the parties provide written informed consent where permitted. Should a conflict arise during the engagement, the Company will promptly inform the Client and, where the conditions to continue are not met, will apply the withdrawal procedure set out in these Terms.
6. The activities of collaborators not registered in the roll and of external suppliers are carried out under the professional supervision of the Company’s Industrial Property Consultants. The Company remains responsible for the coordination and correctness of activities entrusted to its collaborators, in compliance with applicable professional conduct rules.
EXCLUSIONS
1. Expressly excluded from the Service and standard fees are all post-filing activities requiring substantial intervention, including but not limited to: handling of objections or official observations (substantive examinations, amendments to goods/services, requests for special authorisations, absolute grounds), handling of third-party oppositions, limitations, negotiation of settlement agreements, third-party observations, invalidity actions, revocation, recordals, assignments, annotations, licence recordals, changes of name or address, renewals.
2. Such activities will be subject to a separate quotation.
3. Where applicable under law (Fair Remuneration), fees are agreed in a fair, equitable and proportionate manner to the service rendered; in relationships subject to the aforementioned regulations, the Company will provide the Client with written notice regarding compliance with the statutory criteria and reference parameters.
SLA, SUSPENSIONS AND EXTENSIONS
1. The SLA for filing is 2 (two) Business Days.
2. The SLA calculation starts from the first Business Day following the date of receipt of payment, provided that the documentation is complete. Payments received after 17:00 (Rome time) are deemed received on the next Business Day. Example: a payment received on Friday at 18:00 is deemed received on the following Monday; the SLA will start running from Tuesday.
3. The SLA is suspended where the Company needs to request supplementary information or clarification from the User (e.g. non-compliant Trademark file, incomplete owner details, missing or incorrect power of attorney). The count will resume from the Business Day following receipt of all correct documentation.
4. The Company shall not be liable for delays and shall be entitled to a reasonable extension of the SLA in the event of circumstances not attributable to it, such as downtime of the Offices’ IT systems, unforeseen closures, unplanned local holidays or other third-party system interruptions. The User will be informed of such extensions.
FEES, TAXES AND PAYMENTS
1. The prices listed on the Website set out separately the Company’s fees and the estimated official filing fees. The costs of local agents, where required, are included in the fees.
2. Official fees are calculated on the basis of the rates in force at the time of the order.
3. Should the competent Office modify the fees or request an amount different from that estimated, including following a reclassification of the claimed goods/services, the Company will notify the User. The User undertakes to pay any balance requested; failing this, the filing may be abandoned and the provisions applicable to User-attributable withdrawal shall apply.
RIGHT OF REFUSAL AND WITHDRAWAL FROM THE MANDATE
1. The Company reserves the right to refuse the engagement or withdraw from a mandate already granted, at any time prior to filing or during its continuation, giving the User a reasoned notice. Such right may be exercised, at the Company’s sole discretion, in cases of suspected or manifest illegality of the Trademark, bad faith on the part of the User, risk of infringement of third-party rights, or where the engagement exposes the Company to unreasonable legal or reputational risks.
2. The Company may refuse or terminate engagements that exceed or fall outside the expertise and competencies of its own staff or collaborators, subject to the obligation to provide timely notice and, where possible, to indicate alternative solutions.
3. In the event of withdrawal from the mandate, the Company will give notice without delay by means suitable to ensure confirmed receipt (e.g. certified email or email with read receipt). From receipt of the notice and for the following 15 (fifteen) calendar days, the Company will take all necessary and useful measures to avoid prejudice to the User, including the timely forwarding of any communications received from the Offices and the indication of known deadlines. After that period, the Company will no longer be responsible for the engagement.
4. Where the withdrawal is not attributable to the User’s fraud or fault, the Company will provide a full refund of fees and official charges within 30 days, using the same payment method.
5. Where the withdrawal is due to bad faith, illegality, false declarations or other serious breaches attributable to the User, the Company will retain, as a penalty for the management activity carried out, the amount of €50 (fifty), refunding the difference.
6. Withdrawal may also be made on grounds of incompatibility on the part of the Company. In such case, nothing will be retained by the Company and the User will receive a full refund.
EXCLUSION OF REGISTRATION GUARANTEE AND REFUNDS
1. The Company undertakes a best-efforts obligation and not an obligation of result. The Service relates to the correct filing of the application, not its subsequent registration.
2. The Company provides no guarantee as to the successful outcome of the registration procedure.
3. In the event of failure to register the Trademark for any reason (e.g. official observations, third-party oppositions, invalidity), the User shall have no right to any refund, neither of the Company’s fees nor of the official fees already paid to the Offices.
LIMITATION OF LIABILITY AND INDEMNITY
1. The Company shall not be held liable for damages, costs or losses arising from errors, omissions, incompleteness or illegality attributable solely to the User, with particular reference to the matters set out in Art. 5.
2. Except in cases of fraud or gross negligence, the Company’s total liability, on any grounds (contractual or non-contractual), arising from the provision of the Service for a single filing matter, shall in any case be limited to a maximum amount equal to the net fees paid by the User for that specific matter.
3. The User undertakes to indemnify and hold harmless the Company, its directors, employees and agents from any claim, sanction, cost or expense (including legal costs) brought by third parties and arising from unlawful acts or omissions attributable to the User, such as the infringement of third-party intellectual property rights or the bad-faith filing of a Trademark.
PROCESSING OF PERSONAL DATA
1. The Company acts as “Data Controller” for the personal data of the User and the Trademark owner. Processing is aimed at the performance of the contract and compliance with legal obligations.
2. Third-party service providers (e.g. [PSP], hosting providers, local agents) act as “Processors” or “sub-processors”.
3. For filings in non-EEA countries, data transfers may be necessary. The Company adopts appropriate safeguards (e.g. Standard Contractual Clauses) for such transfers.
4. For full details, please refer to the complete Privacy Policy, available on the Website.
COMMUNICATIONS
1. All communications between the parties will take place via the email address provided by the User or through the reserved area on the Website. The User is required to monitor these channels.
2. Where a request for supplementary information is not fulfilled within 7 (seven) Business Days, the Company will send a reminder. After a further period of 15 (fifteen) Business Days without a response, activities may be suspended. It is understood that, as long as the mandate is in force, the Company will take necessary and useful measures to avoid prejudice where known and imminent deadlines exist, or will proceed with withdrawal pursuant to the procedure set out in these Terms.
3. Such periods may be shortened where necessary to comply with procedural deadlines.
UNILATERAL AMENDMENTS TO THE TERMS
1. The Company reserves the right to unilaterally amend these Terms for justified reasons (e.g. regulatory changes, evolution of the Service). Amendments will be communicated to the User with at least 30 days’ notice and will apply to engagements granted after their entry into force.
APPLICABLE LAW AND JURISDICTION
1. These Terms and any relationship arising therefrom are governed by Italian Law.
2. For any dispute relating to the interpretation, performance or termination of this agreement, the Court of Milan shall have exclusive jurisdiction.
FINAL PROVISIONS
1. Force Majeure: Neither party shall be liable for non-performance due to force majeure events.
2. Assignment of Contract: The User may not assign the contract without the prior written consent of the Company. The Company may assign the contract to third parties in the context of a business transfer or transfer of a business unit, or conferral of the engagement.
3. Intellectual Property of the Website: All intellectual property rights relating to the Website, software and content (excluding materials uploaded by the User) are the exclusive property of the Company.
4. Partial Invalidity: The possible invalidity or ineffectiveness of one or more clauses shall not affect the validity of the remaining provisions.
5. Entire Agreement: These Terms constitute the entire agreement between the parties and supersede any prior understanding, whether oral or written.
6. Language: The prevailing language of the contract and communications is Italian
SPECIFIC APPROVAL PURSUANT TO ARTICLES 1341 AND 1342 OF THE ITALIAN CIVIL CODE
1. The User declares to have carefully read, understood and to specifically approve, pursuant to and for the purposes of Articles 1341 and 1342 of the Italian Civil Code, the following clauses:
  1. Art. 2.3 (Subject Matter of the Service), providing for the User’s declaration of having independently verified the registration requirements of the Trademark.
  2. Art. 6 (User Obligations and Declarations), specifying the declarations and warranties provided by the User as conditions for engaging the Company.
  3. Art. 8 (EXCLUSIONS) che indica le attività espressamente escluse dal corrispettivo e che saranno oggetto di preventivo separato.
  4. Art. 9 (SLA, Suspensions and Extensions): with particular reference to the Company’s right to suspend the SLA and obtain extensions.
  5. Art. 10 (Fees, Taxes and Payments): with reference to the obligation to pay any official fee adjustments.
  6. Art. 11 (Right of Refusal and Withdrawal from the Mandate): providing for the Company’s right of withdrawal and the application of a penalty payable by the User in the event of the User’s bad faith or illegality.
  7. Art. 12 (Exclusion of Registration Guarantee and Refunds): excluding the right to a refund of fees and taxes in the event of failure to register the Trademark.
  8. Art. 13 (Limitation of Liability and Indemnity): limiting the Company’s liability to a maximum amount and providing for an indemnity obligation payable by the User.
  9. Art. 15.2 (Applicable Law and Jurisdiction): establishing the exclusive jurisdiction of the Court of Milan.

General Terms and Conditions of Use

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