TERMS AND CONDITIONS VAMO VARUMÄRKESOMBUDET AB
These terms and conditions of engagement (“Terms and Conditions of Engagement”) apply to all services that VAMO VARUMÄRKESOMBUDET AB, org. no. 556878–3012 (the “Law Firm”) provides to its clients (the “Client”). When the Client hires the Law Firm, the Client is deemed to have accepted these Terms and Conditions which constitute an integral part of the agreement between the parties (the “Agreement”). The Law Firm and the Client are hereinafter referred to individually as a “Party” and collectively as the “Parties”.
1 THE ENGAGEMENT
1.1 The scope of the Engagement (“the Engagement”) shall be agreed upon in writing between the
parties at the beginning of the Engagement, for example, via email. At the Client’s request, the Law
Firm shall provide a written order confirmation.
1.2 The Law Firm’s description of the Engagement and its scope is hereinafter referred to as
the “Engagement Description”.
1.3 If the Client makes reference to deviating terms and conditions in its order or in other
documentation, these shall not be applicable.
1.4 The Agreement between the Parties consists of the Engagement Letter and these Terms and
Conditions. The Engagement Letter takes precedence over these Terms and Conditions if and to the
extent that they are not compatible with each other.
2 THE LAW FIRM’S COMMITMENTS
2.1 The Law Firm shall ensure that the Engagement is conducted in accordance with what is stated in
the Agreement and in accordance with good practice in the industry.
2.2 Unless otherwise agreed upon between the Parties, the Law Firm shall have the right to take the
measures that the Law Firm considers necessary or desirable to carry out the Engagement. For
example, the Law Firm shall have the right to engage other advisers and professionals on
behalf of the Client and also incur reasonable costs to the Client within the framework of the
Engagement. If the Law Firm engages other advisers and professionals, then the Law Firm may request that the Client engages them directly and thereby assumes direct responsibility for
the payment of fees and costs incurred.
2.3 In cases where the Law Firm makes statements concerning other jurisdictions, this will not
constitute legal advice. Statements concerning other jurisdictions will be based on our general
experience. In cases where there is a need for legal advice from other jurisdictions, the Law Firm can assist with obtaining this expertise, but will not be responsible for this advice.
3 THE CLIENT’S COMMITMENTS
3.1 The Client is responsible for remunerating the Law Firm in accordance with what is stated in the
Agreement.
3.2 The Client shall provide accurate information in order that the Law Firm can carry out the
Engagement in accordance with the Agreement, including but not limited to relevant data and facts
concerning the Client’s business and any expansion plans that are relevant to the Engagement. The
Client warrants that the Client has the right to enter into this Agreement and is entitled to pursue it in
accordance with its wording.
3.3 The Client shall review received documents and communicate such decisions that the Law Firm
reasonably requests and otherwise implement agreed measures, so that the Law Firm has the
opportunity to follow the agreed schedules and otherwise act in a timely manner, for example, with
regards to the authorities.
4 PRICES AND PAYMENT TERMS
4.1 For the performance of the Engagement, the Client shall pay remuneration in accordance with what
is stated in the Agreement or, if the price is not specifically agreed upon, then the Client shall pay
remuneration in accordance with the Law Firm’s current price list and fee levels. Unless otherwise
agreed, VAMO’s hourly rate is SEK 1,900 (excl. VAT).
4.2 (a) For work on an open account, the time spent on the case is charged at the current hourly rate
(currently SEK 1,900 excl. VAT).
4.2 (b) The fixed price for the work performed will mostly apply to all types of reporting of received
documents (e.g. office actions, refusals, applications for opposition, etc.), but also to other entrusted
work, subject to specific agreement. The fixed price for reporting is usually SEK 1,900 – 3,800 unless otherwise
specified.
4.2 (c) In the event work on an application is suspended during the processing of the case, the Law
Firm’s fee will be charged for the first class of the application.
4.2 (d) In the event work on an application for a grant from the SME fund is suspended while the matter is being processed, the Law Firms’s fee for the first class of the trademark application and time spent will be charged.
4.3 All prices and fees are quoted in SEK exclusive of VAT and other fixed additional taxes that are
incurred after the Engagement commences.
4.4 The Law Firm may request an advance payment of fees and expenses. Sums paid in advance will
be used to settle future invoices. The total amount for costs and services rendered can be higher or
lower than the amount paid in advance.
4.5 The Client shall pay remuneration to the Law Firm in accordance with the invoice. Invoicing shall
be done monthly in arrears. Payment shall be made no later than 10 days (unless otherwise agreed)
after the date displayed on the invoice. In case of late payment, interest will be charged in accordance
with the Swedish Interest Act (1975:635) from the date payment was due until payment is received.
4.6 The Law Firm shall be entitled to reimbursement of expenses and costs associated with the
Engagement. For example, this may include registration fees, investigation costs, costs for other
advisers and professionals, courier and travel costs, costs for agency staff, copying, fax and telephone.
4.7 If possible, the Law Firm can, before an Engagement at the Client’s request, provide an estimate
of what the fee may amount to and also periodically keep the Client informed of the accrued fees as
the Engagement progresses. The Parties agree that an estimate is based on the information that the
Trademark Agent has access to at the time of the estimate and is not a fixed price offer.
5 TERMINATION/CANCELLATION
The Client may at any time terminate the Agreement/cancel the parts of the Engagement that have
not been performed. In the event of such a cancellation, the Trademark Agent has the right to
remuneration for work performed and costs incurred. An Engagement entered into at a fixed price
cannot be prematurely terminated unless full remuneration is paid. In the event work on an application
is suspended during the processing of the case, the Law Firm’s charge for first class of the application
is charged.
6 INTELLECTUAL PROPERTY RIGHTS
Copyright and other intellectual property rights to the work product that the Law Firm generates in an
Engagement belong to the Law Firm (this does not apply, for example, to trademark and design applications/registrations), but the Client has the right to use the results for the purposes for
which they are provided. Unless otherwise agreed, documents or other work product generated by the
Law Firm is not to be made widely available or used for marketing purposes.
7 LIABILITY AND LIMITATION OF LIABILITY
7.1 Excluding the limitations below, the Law Firm is responsible for damage incurred as a result of the
Law Firm’s negligence in the performance of their obligations under the Agreement.
7.2 The Law Firm’s services are suited to the conditions of the individual Engagement, the information
and facts presented by the Client, and the instructions that have been received. The Client can
therefore not rely on specific advice on any other matter or use it for purposes other than that for
which it was provided. The Parties agree that the Law Firm’s advice is based on the information
that the Law Firm has access to at the time that the advice is being provided and that the Law Firm is not liable for damage resulting from incomplete or inaccurate information or instructions that has been provided by the Client.
7.3 Other advisers and professionals shall be considered independent of the Law Firm (whether they
are engaged directly by the Law Firm or whether they are engaged by the Client). The Law Firm
shall not be responsible for other advisers and professionals, neither for the choice of them nor for the
advice and other services they provide to the Client. This applies regardless of whether they report
directly to the Law Firm or to the Client.
7.4 The Law Firm’s services provide no guarantees, e.g. that a preliminary investigation will result in a
trademark being accepted for registration, that a trademark will be approved for registration by a
responsible authority (with or without a preliminary investigation being carried out) or that a dispute
will be won based on an investigation report.
7.5 The Law Firm is not liable for damages incurred as a result of the Client’s use of work results or
advice in any other context or for any other purpose than for which it was provided or for damages to
third parties that results from the Client’s use of the Law Firm’s work results or advice. or for damages to third parties that results from the Customer’s use of Vamo Trademarks’ work product or advice.
7.6 The Law Firm’s liability shall, unless intent or gross negligence is involved, be limited to the
estimated remuneration for the actual Engagement. In any event, the Law Firm’s liability is limited to
a sum of MSEK 1 per claim, event and year.
7.7 The Law Firm is not liable, unless intent or gross negligence is involved, in any circumstance for loss
of profits, loss of or improper production, loss of goodwill or other indirect losses or damages, including
any liability the other Party has towards third parties, or loss of information.
7.8 The Client is responsible for ensuring that the Law Firm has access to current contact details at all
times and is responsible for ensuring that the Law Firm can contact the Client.
8 COMPLAINTS
8.1 If the Client for any reason is not satisfied with the Law Firm’s services and wants to make a
complaint, this should be done as soon as the Client becomes aware of the circumstances giving rise
to the claim in order for the claim to be considered.
8.2 Claims may not be submitted later than six months after the latter of (i) the date of the Law Firm’s
final invoice for the Engagement to which the claim relates, and (ii) the date on which the circumstance
underlying the claim became known or could have been known to the Client if reasonable enquiries
were carried out.
9 CONFIDENTIALITY
Each Party undertakes to not disclose to any third party, without the consent of the other Party during
the Engagement and for a period of three (3) years thereafter, information about the other Party’s
business that can be regarded as business or trade secrets or which by law, is subject to confidentiality
requirements. Business or trade secrets shall always be regarded as information that the Party
considers to be confidential. Confidentiality does not apply to such information as the Party can prove
became known to the Party in a manner other than through the Agreement or which is common
knowledge. Confidentiality does not apply when the Party is obliged to disclose information by law. If
the Party is required to disclose information by law, they shall inform the other party thereof before
the disclosure is made.
10 FORCE MAJEURE
If a Party is prevented from fulfilling its obligations under this Agreement due to circumstances beyond
the Party’s control, such as lightning strikes, fire, official intervention, war, terrorist attacks, acts of
war, industrial disputes, blockades, major accidents, currency restrictions and errors or delays in
services from subcontractors due to circumstances specified herein, this shall constitute grounds for
exemption that entail a postponement of the time of performance and exemption from liability for
damages and other possible consequences.
11 AMENDMENTS AND ADDITIONS
11.1 In order to be binding, any amendments and / or additions to the Agreement shall be made in
writing and signed by authorised representatives from both Parties.
11.2 These Terms and Conditions of Engagement may from time to time be amended by the Law Firm.
The current version is always published on the Law Firm’s website vamotrademarks.com. Amendments apply with respect to all engagements regardless when they were initiated and are applicable as soon as the amended version has been posted on the website.
12 SEVERABILITY
If any provision of this Agreement or any part thereof is found to be invalid, this does not signify that
the Agreement in its entirety is null and void, but shall, to the extent that the invalidity substantially
affects the performance of the Party or exchange of the Agreement, allow for reasonable adjustment
to be made.
13 GOVERNING LAW AND DISPUTE RESOLUTION
13.1 Swedish substantive law applies to the Agreement as applicable between Swedish parties.
Disputes arising in connection with the Terms and Conditions of Engagement shall be finally settled by
arbitration under the Rules for Expedited Arbitration of the Arbitration Institute of the Stockholm
Chamber of Commerce. The seat of arbitration shall be Gothenburg and the language of the
proceedings shall be Swedish.
13.2 If the disputed amount of the submitted claim does not exceed three (3) times the applicable
price base amount according to the Social Insurance Code (2010: 110), the dispute shall, in contrast to
what is stated in clause 13.2 above, be settled in the first instance by the District Court in Gothenburg.
The Party has the right with such claims to apply for an order to pay at the Swedish Enforcement
Authority.
13.3 The Parties undertake, without limitation in time, not to disclose the existence or content of the
arbitration ruling in connection with this Agreement or information about negotiations, arbitration or
mediation in respect of the Agreement. The provisions of this clause shall not apply unless otherwise
stipulated by law, other regulations, government bids, stock exchange rules or good practice on the
stock market or otherwise required for the execution of a judgment.
