2. Account, access and acceptable use

2.1. Registration. Use of the Platform requires an account. The Customer warrants that the information supplied on registration is accurate and complete and undertakes to keep it up to date, in particular its legal name, registered office, enterprise or VAT number, billing address and the identity of its authorised users.

2.2. Authority. The natural person who registers or who places an order warrants that they are authorised to bind the Customer. PITCH is entitled to rely on that authority and on any instruction, approval, comment or acceptance given from the Customer's account without further verification.

2.3. Credentials. Access to the account is personal. The Customer is responsible for keeping its credentials confidential and for all use made of the Platform under those credentials. The Customer shall notify PITCH without delay at info@iprhq.com of any suspected unauthorised access. Where multi-factor authentication is offered, PITCH may require it.

2.4. Acceptable use. The Customer shall not, and shall not permit any third party to: (a) use the Platform other than for its own legal needs or those of an entity within its own group; (b) resell, sublicense or make the Platform available to third parties as a service; (c) use the Platform or any Deliverable to provide legal services to third parties; (d) apply automated means to extract, copy or scrape content from the Platform, or use the Platform to train or fine-tune any machine-learning model; (e) attempt to circumvent access controls, probe or test the security of the Platform, or interfere with its operation; or (f) submit content that is unlawful or that the Customer is not entitled to submit.

2.5. Availability. The Platform is made available on an "as is" and "as available" basis. PITCH does not warrant that the Platform will be uninterrupted, error-free, or fit for any purpose beyond its stated functionality, and may carry out maintenance, updates and changes to the Platform, including changes to its features and interfaces. PITCH will use reasonable efforts to schedule planned maintenance outside business hours and to give advance notice of maintenance likely to cause material disruption. Where a Deliverable, a filing or an official deadline is affected by unavailability of the Platform, PITCH will take reasonable alternative measures, including accepting instructions by e-mail.

2.6. No service-level commitment. No availability, uptime or response-time commitment applies to the Platform unless expressly agreed in a written service level agreement. Articles 2.5 and 2.6 do not affect the obligations of PITCH in respect of the Deliverables themselves, which are governed by Articles 4, 6 to 9 and 13.

2.7. Suspension of access. PITCH may suspend access to the account or to parts of the Platform with immediate effect where required by law or professional rules, where there are reasonable grounds to suspect a breach of Article 2.4 or a security incident, or in accordance with Article 10.6 (non-payment). PITCH will inform the Customer of the suspension and its reason, and will lift it once the ground for suspension has ceased. Suspension does not relieve the Customer of its payment obligations for Services already rendered, and PITCH will continue to observe its professional obligations, including in relation to running deadlines.

3. Orders, formation of the contract and delivery

3.1. Catalogue. The Platform displays the Services available at any given time, with their description, scope and price. The catalogue is maintained by PITCH and may be changed at any time. A Service shown on the Platform is an invitation to order and not a binding offer.

3.2. Formation. The contract is concluded when PITCH confirms the order to the Customer by e-mail or on the Platform, or, where earlier, when PITCH begins performing the ordered Service. PITCH may decline any order at its discretion, in particular where a conflict of interest exists or arises, where identification under Article 5.4 cannot be completed, where the requested Service falls outside PITCH's professional competence or authorisation in the relevant jurisdiction, or where the Customer has outstanding invoices.

3.3. Customer inputs. The Customer shall provide, without delay, all information reasonably required for the Service, including its answers to the intake questionnaire, the identity and details of any counterparty, the commercial terms sought, and any existing agreement, right or correspondence relevant to the matter. The Customer undertakes to ensure that this information is correct, complete and not misleading, and that it is entitled to provide it. PITCH is not liable for any damage resulting from information that was incorrect, incomplete, misleading or supplied late, and Deliverables are produced on the basis of the information available to PITCH at the time of production.

3.4. Automatically gathered context. In producing a Deliverable, PITCH may supplement the Customer's inputs with information drawn from public sources, including company registers, intellectual property registers, published annual accounts and the Customer's own website. The Customer acknowledges that such sources may be incomplete or out of date, that PITCH does not verify them exhaustively, and that the Customer remains responsible for reviewing the resulting Deliverable against its actual circumstances. Article 4.7 applies.

3.5. Turnaround. Any turnaround time indicated on the Platform is an estimate expressed in business days, runs from the moment the Customer has completed the intake and paid where payment in advance applies, and is suspended for as long as PITCH is awaiting information, instructions or clarification from the Customer. Indicated turnaround times are estimates and do not constitute a fixed term (vaste termijn), except where expressly agreed in writing.

3.6. Review workspace. Document Deliverables are made available to the Customer in the on-screen review workspace on the Platform, where the Customer may submit its comments and requested changes clause by clause. The review workspace is the primary channel for the Customer's comments. Where PITCH also sends a copy of a Deliverable by e-mail or in another file format, comments made in that copy are taken into account only where they are also submitted through the review workspace or expressly accepted by PITCH in writing.

3.7. Revision rounds. Unless the product description states otherwise, the price of a fixed-price document Deliverable includes one round of revisions, to be requested within thirty (30) calendar days of delivery. Revisions must stay within the scope of the Service as ordered. Requests that change the scope, that introduce a new transaction structure, party or jurisdiction, or that are made after that period, are treated as a new order or are charged at PITCH's applicable hourly rates, in each case after PITCH has informed the Customer and the Customer has approved.

3.8. Acceptance. A Deliverable is deemed accepted where the Customer has not submitted comments through the review workspace within thirty (30) calendar days of delivery, or where the Customer signs, files, sends to a counterparty or otherwise puts the Deliverable into use. Acceptance does not limit PITCH's liability under Article 13, nor the Customer's rights in respect of defects that could not reasonably have been discovered on review.

4. Artificial intelligence and human review

4.1. AI-assisted production. PITCH uses artificial intelligence systems in producing the Services. These systems are used to gather and structure context, to search and analyse legal and registry sources, to triage detections, to draft and to check documents. The Customer is informed of this and accepts it as an essential characteristic of the Services. Where the Customer interacts with a conversational or agent interface on the Platform, that interface is identified as an AI system.

4.2. Human review is mandatory. No Deliverable is released to the Customer before it has been reviewed and approved by a lawyer or IP attorney of PITCH acting under their own professional responsibility. AI output is an internal working product until that approval. No document is filed, sent to a counterparty, published or submitted to an authority, and no enforcement action is initiated, without the express prior approval of a PITCH professional. This principle may not be waived, including at the Customer's request.

4.3. Unreviewed output. Where the Platform displays draft text, suggestions, triage results, scores, classifications or preliminary analyses that have not yet been through the review under Article 4.2, such material is marked as unreviewed and is provided for information only. It does not constitute legal advice, may not be relied upon, and PITCH accepts no liability in respect of it. Only the approved Deliverable constitutes PITCH's advice.

4.4. Limits of AI. The Customer acknowledges that AI systems can produce output that is incorrect, incomplete, internally inconsistent or that cites sources inaccurately, and that the review under Article 4.2 is designed to detect and correct such output but is a human process subject to the standard of care of Article 1.5. PITCH does not warrant that a Deliverable is free of error, and the Customer remains responsible for reviewing each Deliverable before use.

4.5. Customer data and model training. The Customer's inputs, matter data and Deliverables are not used to train, fine-tune or otherwise improve any third-party foundation model. PITCH contracts with its AI suppliers on terms that exclude the use of PITCH's data for their own model training and that provide for zero or limited retention. PITCH may use Customer data internally to improve its own systems, prompts, templates and quality controls, and in that case only in aggregated or de-identified form, except where the Customer has given separate written consent.

4.6. Confidentiality controls on AI processing. Before any content is sent to an external AI provider, PITCH applies automated controls intended to detect and remove or mask directly identifying and privileged information, and logs the call. Certain processing, including detection of personal data, extraction and the generation of vector representations, is carried out on infrastructure operated by PITCH within the European Union. These controls are designed so that personal data is not submitted to models operated by third parties, and PITCH has in addition switched off the training and improvement of those models on its content. The models PITCH uses, and the providers that operate them, are set out in the IPRHQ Privacy Policy and are kept up to date there.

4.7. Automated context building. Where the Platform derives the Customer's business context automatically from a domain name or other identifier, the resulting context is a machine-generated hypothesis about the Customer's sector, activities, products and counterparties. It is presented to the Customer for confirmation and is subject to review under Article 4.2. The Customer shall correct any context that is inaccurate. PITCH is not liable for a Deliverable that is unsuitable because the Customer failed to correct context presented to it for confirmation.

4.8. No automated decision-making. PITCH does not take decisions producing legal effects concerning the Customer, or concerning any natural person, based solely on automated processing. Every substantive decision in the Services is taken by a PITCH professional.

4.9. Transparency and marking. PITCH complies with the transparency obligations applicable to it under Regulation (EU) 2024/1689 (the AI Act), including informing users that they are interacting with an AI system and, where applicable, marking AI-generated content in a machine-readable format. Where a Deliverable carries such marking, the Customer shall not remove, alter or obscure it, and shall take it into account when the Deliverable is further distributed or incorporated into other documents.

4.10. Customer's own AI use. Where the Customer uses AI systems of its own to process, amend or generate content that it submits to PITCH, the Customer remains responsible for that content under Article 3.3. PITCH is entitled to assume that content submitted by the Customer is accurate and that the Customer has verified it.

5. Legal services, professional secrecy, conflicts and identification

5.1. Lawyer-client relationship. The Services are legal services rendered by PITCH as a law firm. The lawyers of PITCH are members of the Antwerp Bar and of the Order of Flemish Bars and fall within the scope of Article 428 ff. of the Belgian Judicial Code, including the applicable deontological rules. Nothing in these Terms derogates from those rules, and any provision that would do so is to that extent inapplicable.

5.2. Professional secrecy. PITCH observes its professional secrecy with the utmost care in respect of all information relating to the Customer and its matters. Professional secrecy is not affected by the use of the Platform or of the systems described in Article 4, and PITCH's suppliers are engaged on terms that reflect this.

5.3. Conflicts of interest. Before accepting an order, PITCH carries out a conflict check on the Customer and any counterparty identified. PITCH will inform the Customer immediately of any potential or existing conflict of interest as soon as it is identified. The parties undertake to make the necessary arrangements to avoid or resolve the conflict. Conflicts of interest are always limited to the agreed Service. Where a conflict cannot be resolved, PITCH may decline or discontinue the Service under Article 14 and will refund any amount paid for the part not performed.

5.4. Identification. PITCH will proceed with the identification of the Customer and, where applicable, its directors and ultimate beneficial owners, in accordance with the Act of 18 September 2017 on the prevention of money laundering and the financing of terrorism and on the restriction of the use of cash. The Customer shall spontaneously provide any document enabling that identification, as well as any change in the required data. Where the Customer has a risk profile by reason of its capacity, location or business activity, it shall provide additional information or documentation at PITCH's request. PITCH may suspend or decline the Service, and may withhold delivery, for as long as identification is not complete.

5.5. Duty to report. Only in specific situations, with the exception of assisting in the defence of rights or the assessment of the legal position, and only as far as required by anti-money laundering legislation and deontology, PITCH will inform the President of the Antwerp Bar where it knows, suspects or has reasonable grounds to believe that monies, funds or transactions are used for money laundering or the financing of terrorism. It is for the competent President of the Bar to decide, taking into account the professional secrecy of the lawyer, whether the matter should be reported to the Financial Intelligence Processing Unit.

5.6. Jurisdictions covered. Unless expressly stated otherwise in the product description, Deliverables are prepared under Belgian law and, where relevant, European Union law, and any Deliverable concerning intellectual property rights addresses Benelux and European Union rights. PITCH does not advise on the laws of any other jurisdiction. Where a matter requires local law advice or local representation, PITCH will propose the engagement of a local agent under Article 1.7. The Customer shall not use a Deliverable in a jurisdiction for which it was not prepared without first obtaining local advice.

5.7. Scope of the retainer. Each order is a discrete engagement limited to the Service ordered. Unless the Customer has subscribed to a monitoring or managed service, PITCH assumes no ongoing duty to advise the Customer, to monitor developments in law or in the Customer's portfolio, to warn of deadlines, or to update a Deliverable after delivery.

6. Fixed-price document deliverables

6.1. Inclusions. The price shown for a document Deliverable covers the intake, the production of the document, the review and approval under Article 4.2, delivery through the review workspace, and one round of revisions in accordance with Article 3.7.

6.2. Exclusions. Unless expressly stated in the product description, the price does not include: negotiation with or correspondence to a counterparty; advice on the transaction beyond the document itself; adaptation to the law of another jurisdiction; translation; execution, notarisation, registration, filing or publication; tax advice; or any subsequent advice on the operation, interpretation or enforcement of the document. These may be ordered separately or are charged at PITCH's applicable hourly rates after prior agreement.

6.3. Prices. Prices shown on the Platform are exclusive of VAT and of any disbursement or official fee, unless stated otherwise.

6.4. Use of the Deliverable. A document Deliverable is prepared for the Customer and for the transaction and counterparty identified at intake. Subject to Article 11.2, the Customer may reuse the Deliverable within its own organisation and, where the nature of the document so requires, as a basis for agreements with its own customers, suppliers or counterparties. The Customer does so on its own responsibility. PITCH's review under Article 4.2 covers the Deliverable as delivered and does not extend to any amended or reused version, nor to its suitability for a different transaction, counterparty or jurisdiction.

6.5. No reliance by third parties. A Deliverable is addressed to the Customer alone. No third party may derive any right from it, and PITCH accepts no duty of care towards any third party to whom the Customer discloses it. Article 13.6 applies.

6.6. Date of the Deliverable. A Deliverable reflects the law and the facts known to PITCH at the date of delivery. PITCH has no obligation to update it.

7. Subscription services

7.1. Scope. Subscription Services, including trademark register watching, domain monitoring and monitoring of other online use of the Customer's brands, are provided at the tier, for the brands or rights, and for the territories specified at the moment of subscribing. The billing unit and the scope of each tier are as described on the Platform.

7.2. Term and renewal. Unless stated otherwise at the moment of subscribing, a subscription runs for an initial term of twelve (12) months and renews automatically for successive periods of twelve (12) months. Either party may terminate a subscription with effect from the end of the then-current term by giving written notice at least one (1) month before that date. Notice may be given from the account on the Platform. PITCH will remind the Customer of the renewal date and of the notice period at least two (2) months in advance.

7.3. Monthly subscriptions. Where a subscription is expressly offered on a monthly basis, it renews monthly and may be terminated by either party with one (1) month's written notice.

7.4. Payment. Annual subscriptions are payable in advance for the full term. Monthly subscriptions are payable monthly in advance. Amounts paid for a term in progress are not refundable on termination by the Customer, except where the Customer terminates for a material breach by PITCH that PITCH has failed to remedy under Article 14.3.

7.5. Nature of the service. Monitoring is a detection service. PITCH does not warrant that every relevant application, registration, domain name, listing, publication or use will be detected, that detections will be free of false positives, or that a detection will be actionable. Detection depends on the coverage, accuracy and timeliness of sources outside PITCH's control.

7.6. Content of the tiers. The data tier provides detections only. The data-and-analysis tier adds AI-assisted triage and prioritisation, subject to Articles 4.2 and 4.3. The managed tier adds review by a PITCH professional and a recommended course of action. No tier includes the taking of legal action. Oppositions, cancellations, cease-and-desist letters, takedowns and proceedings are ordered and charged separately.

7.7. Deadlines arising from detections. Detections may be subject to short statutory deadlines, in particular opposition periods. In the data and data-and-analysis tiers, PITCH does not assess or monitor such deadlines, and it is for the Customer to act on a detection in time. In the managed tier, PITCH will identify the applicable deadline where the detection is one on which the Customer may act, and Article 9.4 applies.

7.8. Changes to the subscription. PITCH may add to, modernise or replace the sources, techniques and interfaces used, provided the subscription as a whole remains at least equivalent in scope and quality. A change that materially reduces the scope of the subscription is a change to these Terms and is subject to Article 17.

7.9. Changes requested by the Customer. The Customer may add brands, rights or territories at any time, charged pro rata for the remainder of the term. Removals take effect at the next renewal date.

7.10. Effect of termination. On termination, monitoring ceases on the last day of the term. PITCH will keep detections and evidence available to the Customer for ninety (90) days after termination, after which they are deleted in accordance with the retention rules set out in the IPRHQ Privacy Policy, subject to PITCH's own retention obligations.

8. Enforcement actions

8.1. Per-action basis. Takedown notices, marketplace and platform complaints, hosting and registrar notices, and comparable enforcement measures are ordered and charged per action at the price shown on the Platform. An "action" means one notice or complaint in respect of one listing, page, account or domain name on one platform, unless the product description provides otherwise.

8.2. Instruction and approval. An enforcement action is initiated only after a PITCH professional has assessed the target and the Customer has instructed PITCH to proceed. PITCH may decline to proceed where, in its professional judgement, the action is unfounded, disproportionate or contrary to its professional obligations.

8.3. No guarantee of outcome. PITCH does not warrant that an action will result in removal, suspension or any other outcome. Platforms, registrars and hosting providers decide independently and apply their own policies and timelines. The price is payable irrespective of the outcome.

8.4. Basis of the claim. Enforcement is carried out on the basis of rights the Customer holds. The Customer warrants that it holds the rights invoked, that they are valid and in force in the relevant territory, and that it is entitled to enforce them. The Customer shall inform PITCH of any licence, coexistence agreement, settlement, prior use or pending challenge that may affect the claim.

8.5. Counter-notices and escalation. The price of an action covers the notice or complaint itself. Responding to a counter-notice, a rejection or a challenge, and any subsequent proceedings (including UDRP, URS or court proceedings) are separate Services, ordered and charged separately.

8.6. Evidence. Where the Service includes an evidence pack, PITCH captures and preserves evidence of the infringing use with a trusted timestamp. PITCH does not warrant the admissibility or evidential weight of any evidence pack before any particular forum.

8.7. Risk of counterclaim. The Customer acknowledges that enforcement may provoke a counterclaim, a challenge to the rights invoked, or a claim for unjustified threats or abuse of rights under the applicable law. PITCH will advise on that risk where the managed tier or a specific advice Service applies; the Customer decides whether to proceed.

9. Filings, prosecution and official deadlines

9.1. Official fees. Official fees charged by intellectual property offices, registries and other authorities, and the fees of local agents engaged under Article 1.7, are for the Customer's account and are passed on without mark-up unless the product description states that they are included. Where official fees are payable in advance, PITCH may require payment before filing. Official fees are not refundable once paid to the authority, including where an application is refused, opposed or withdrawn.

9.2. Changes in official fees. Official fees are set by the relevant authorities and may change. Where an official fee changes between the order and the filing, the fee applicable at the moment of filing applies, and PITCH will inform the Customer before incurring it where the increase is material.

9.3. Instructions. The Customer shall give instructions in good time. PITCH must receive complete instructions and, where applicable, cleared funds no later than the cut-off communicated for the relevant deadline, or, where none is communicated, at least ten (10) business days before the deadline. PITCH is not liable for a deadline missed because instructions or funds were received later than that, or because the Customer's contact details on the Platform were out of date.

9.4. Deadlines. Deadlines shown on the Platform are calculated by PITCH's systems and are confirmed by a PITCH professional against the underlying official instrument before they are relied upon. Where a deadline is shown as unconfirmed, it is an indication only. The Customer shall verify deadlines that are material to it, and shall inform PITCH without delay of any communication it receives directly from an authority or a third party that mentions a deadline.

9.5. No renewal or maintenance duty. PITCH has no duty to renew, maintain or pay fees in respect of any right unless the Customer has ordered a Service that expressly includes it, such as a docketing or portfolio management Service, or has given a specific instruction for that renewal.

9.6. Registers and representation. Where PITCH is recorded as representative before an office, the Customer shall inform PITCH before appointing another representative or changing the ownership of a right. On termination, PITCH will hand over the files and cooperate with the transfer of representation in accordance with Article 14.6.

10. Fees, taxes and payment

10.1. Published prices. Prices are those shown on the Platform at the moment of ordering. They are expressed in euro and are exclusive of VAT and of the disbursements and official fees referred to in Articles 9.1 and 10.7.

10.2. VAT. VAT is charged at the rate applicable at the moment of the taxable event. Where the Customer is established in another EU Member State and supplies a valid VAT identification number that PITCH is able to verify, VAT is reverse-charged to the Customer. The Customer is responsible for the accuracy of the VAT number it supplies and shall indemnify PITCH for any VAT, interest or penalty arising from an incorrect number.

10.3. Payment. Unless agreed otherwise, fixed-price Deliverables and per-action Services are payable in advance at checkout, and subscriptions are payable in advance in accordance with Article 7.4. Where PITCH invoices instead of charging at checkout, invoices are payable within thirty (30) calendar days of the invoice date, without discount and without set-off, to the bank account stated on the invoice.

10.4. Advance payments. Where the parties agree that all or part of the fees are to be paid in advance, PITCH is entitled not to start or to stop the Services until the agreed amounts have been paid in full, subject always to its professional obligations.

10.5. Late payment. Where the Customer fails to pay an invoice in full by its due date, the outstanding amount bears interest by operation of law and without prior notice of default at the rate provided for by the Act of 2 August 2002 on combating late payment in commercial transactions, and the Customer owes a fixed indemnity for recovery costs of ten per cent (10%) of the outstanding amount, with a minimum of EUR 150, without prejudice to PITCH's right to recover higher costs actually incurred and reasonably justified. Where PITCH owes the Customer a sum under these Terms and fails to pay it by its due date, the Customer is entitled to interest and to a fixed indemnity on the same terms.

10.6. Non-payment. In the absence of full and timely payment, or where there are legitimate indications that payment will not be made, PITCH is entitled, after having given the Customer written notice and a reasonable period to remedy, to suspend all or part of the Services and access to the Platform, to require payment guarantees or securities, or to require immediate payment of all outstanding amounts. Notice and a remedy period are not required where the Customer has been declared bankrupt or is subject to judicial reorganisation proceedings. PITCH will at all times observe its deontological obligations, in particular in relation to running deadlines and proceedings in progress.

10.7. Disbursements. Costs advanced by PITCH in connection with the Services, including official fees, court fees, registration fees, the fees of third parties engaged under Article 1.7, translation costs and travel costs, are passed on to the Customer and shown separately on the invoice, together with the VAT due. Supporting documents are provided on simple request.

10.8. Third-party funds. Funds received by PITCH on behalf of the Customer are placed in a third-party account at a financial institution chosen by PITCH, in accordance with the rules of the Bar. PITCH is not liable towards the Customer or any other person for errors, wrongful acts or shortcomings of that financial institution, and cannot be required to repay such funds where the financial institution fails to repay or transfer them.

10.9. Indexation. Prices for subscription Services and any agreed hourly or recurring fixed rates are indexed automatically on each anniversary of the start of the subscription or of the engagement, in accordance with the consumer price index published by STATBEL. Indexation does not require prior notice and does not constitute a change subject to Article 17.

10.10. Price changes. PITCH may change catalogue prices for new orders at any time. For a subscription in progress, a change of price other than indexation takes effect only at the next renewal date and is notified to the Customer at least two (2) months before that date; where the Customer does not accept the new price, it may terminate the subscription with effect from the renewal date by giving notice before that date.

10.11. Refunds. Where PITCH does not perform an ordered Service, or declines or cancels an order under Articles 1.4, 3.2, 5.3 or 5.4, it refunds the amount paid for the part not performed. Beyond that, amounts paid are not refundable, save for the Customer's rights in the event of breach by PITCH. As the Customer is an enterprise, no right of withdrawal applies.

11. Intellectual property

11.1. The Platform. All intellectual property rights in the Platform and in the systems behind it, including the software, the databases, the models, prompts, templates, clause libraries, scoring methods, taxonomies, interfaces, documentation and the IPRHQ and PITCH names and logos, belong to PITCH or its licensors. The Customer receives a non-exclusive, non-transferable right to use the Platform for the duration of its account and for the purpose of receiving the Services. No other right is granted, expressly or by implication.

11.2. Deliverables. Upon full payment of the price for the Deliverable, PITCH transfers to the Customer all transferable intellectual property rights in the Deliverable as delivered, for all territories and for the full term of the rights, for all modes of exploitation required for the Customer's use of the Deliverable under Article 6.4, including the right to amend it.

11.3. Retained materials. The transfer in Article 11.2 does not extend to the underlying templates, standard clauses, models, methods, know-how and general legal knowledge embodied in the Deliverable, in which PITCH retains all rights and which PITCH remains free to use for other clients. The Customer obtains, as part of the transfer in Article 11.2, the right to use those elements as incorporated in the Deliverable, but acquires no right in them as such.

11.4. Customer materials. The Customer grants PITCH a non-exclusive, royalty-free licence to use the materials, data, trade marks, logos and documents it submits, to the extent required to provide the Services, including where relevant for the purpose of enforcement actions, filings and proceedings conducted on the Customer's behalf. The Customer warrants that it holds the rights required to grant this licence.

11.5. Reference. PITCH shall not name the Customer, or use its name or logo, as a reference or in any marketing material without the Customer's prior written consent.

11.6. Feedback. Where the Customer submits suggestions or feedback on the Platform, PITCH may use them freely to improve its services, without obligation and without acquiring any right in the Customer's confidential information.

12. Confidentiality

12.1. Obligation. Each party shall keep confidential the non-public information it receives from the other party in connection with the Services, shall use it only for the purpose of the Services, and shall disclose it only to those of its personnel and advisers who need to know it and who are bound by an equivalent obligation. PITCH's obligation under this Article is in addition to, and does not limit, its professional secrecy under Article 5.2.

12.2. Exceptions. This Article does not apply to information that is or becomes public other than through a breach of this Article, that the receiving party already lawfully held without an obligation of confidence, that it develops independently, or that it is required to disclose by law, by a court or by a competent authority. Where disclosure is required, the disclosing party shall, where lawful and practicable, inform the other party in advance.

12.3. Duration. This Article survives termination for a period of five (5) years, and indefinitely in respect of trade secrets and of information covered by professional secrecy.

13. Liability

13.1. Professional liability insurance. The lawyers of PITCH are insured for their professional liability through the Order of Flemish Bars with the professional liability insurers Amlin Europe NV, Koning Albert II-laan 9, 1210 Brussels, and AG Insurance NV, E. Jacqmainlaan 53, 1000 Brussels. Where the professional liability insurer intervenes, PITCH's liability is limited to the amount paid out by that insurer, increased by the amount of the deductible.

13.2. Limitation in the absence of cover. Where the professional liability insurer does not intervene, PITCH's liability for all claims arising from or in connection with a given Service is limited to the higher of (a) five (5) times the fees paid to PITCH for the Service that gave rise to the damage, excluding VAT and disbursements, and (b) EUR 25,000; and PITCH's aggregate liability for all claims arising from or in connection with these Terms is in any event limited to EUR 125,000.

13.3. Excluded heads of loss. Subject to Article 13.4, PITCH is not liable for loss of profit, loss of turnover, loss of anticipated savings, loss of opportunity, loss of goodwill or reputation, loss of customers or suppliers, loss or corruption of data, claims by third parties against the Customer, or any indirect or consequential loss.

13.4. Liability that cannot be limited. Nothing in these Terms excludes or limits the liability of either party for its own fraud or intentional fault, for its gross negligence or that of its agents, for death or personal injury, for non-performance of the essential obligations that are the subject matter of the contract, or for any other liability that cannot lawfully be excluded or limited. Articles 13.1 to 13.3 are to be read subject to this provision.

13.5. Notification of claims. The Customer shall inform PITCH of any claim by registered letter within the earlier of one (1) year after the damage occurred or six (6) months after the Customer became aware or should reasonably have become aware of the facts giving rise to the claim, and in any event within the applicable statutory limitation period. This Article does not shorten any limitation period of mandatory application.

13.6. Third parties. Unless PITCH has stated otherwise in writing, the Customer is the sole beneficiary of the Services and the only party entitled to invoke rights under these Terms. The Customer shall indemnify PITCH against claims by third parties arising in connection with the provision of the Services, except to the extent that such claims result from PITCH's intent, fraud or gross negligence, or from non-performance of an essential obligation.

13.7. Customer liability. The Customer is liable for damage resulting from its breach of Articles 2.4, 3.3, 8.4 or 11.4, subject to Article 13.3 applying equally in its favour and to Article 13.4.

13.8. Relationship to professional rules. This Article does not derogate from any rule of the Bar governing a lawyer's liability towards a client, and applies only to the extent permitted by those rules.

14. Term, suspension and termination

14.1. Term. The account relationship runs for an indefinite period and may be terminated by either party at any time by written notice, without cause and without indemnity, subject to the completion of Services in progress and to the notice periods applicable to subscriptions under Article 7.2.

14.2. Effect on Services in progress. Termination of the account does not affect orders already accepted, which are completed and paid in accordance with these Terms, unless the parties agree otherwise.

14.3. Termination for breach. Either party may terminate the contract with immediate effect by written notice where the other party commits a material breach and fails to remedy it within thirty (30) calendar days of a written notice specifying the breach, or where the other party is declared bankrupt or is subject to judicial reorganisation proceedings.

14.4. Termination by PITCH on professional grounds. PITCH may discontinue a Service where an unresolved conflict of interest arises, where identification under Article 5.4 cannot be completed, where the Customer requires PITCH to act contrary to its professional obligations, or where the relationship of trust has broken down. In that case PITCH refunds the amount paid for the part not performed and observes its deontological obligations, in particular by giving the Customer time to instruct another adviser and by not leaving a running deadline unattended.

14.5. Consequences. On termination, access to the Platform ends, subject to Article 7.10 and to a reasonable period for the Customer to export its data. Each party returns or deletes the other's confidential information, save for copies PITCH is required or permitted to retain under the rules of the Bar, under statutory retention obligations, or in its file archive.

14.6. File handover. On termination, PITCH hands over the Customer's file in accordance with the rules of the Bar. PITCH does not exercise a right of retention over documents the Customer needs to meet a deadline.

14.7. Survival. Articles 5.2, 11, 12, 13, 15, 19 and 20 survive termination.

15. Processing of personal data

15.1. Roles. In providing the Services, PITCH processes personal data relating to the Customer's representatives, users and contacts, and personal data contained in the matters entrusted to it. In respect of its own client files, its legal and professional obligations and the operation of the Platform, PITCH acts as controller and applies the safeguards set out in the IPRHQ Privacy Policy.

15.2. Processing on instruction. Where PITCH processes personal data solely on behalf of and on the documented instructions of the Customer, in particular in the context of monitoring services and of any register of processing activities or other data protection module made available to the Customer, PITCH acts as processor. In that case PITCH processes that personal data only on the documented instructions of the Customer and in accordance with Article 28 GDPR.

15.3. Customer's obligations. The Customer warrants that it has a lawful basis for providing PITCH with personal data and that it has informed the data subjects concerned to the extent required. Where the Customer submits special categories of personal data or data relating to criminal convictions and offences, it shall inform PITCH in advance.

15.4. Personnel. Where the Customer's representatives and users are natural persons, they are informed of the processing of their personal data through the IPRHQ Privacy Policy. Their rights are exercised in accordance with that policy.

15.5. Marketing. PITCH may send the Customer information about services similar to those it has ordered. The Customer's contacts may object at any time, free of charge, through the unsubscribe link or by e-mail to info@iprhq.com. Any other use of contact details for direct marketing takes place only on the basis of consent, which may be withdrawn at any time without affecting the lawfulness of prior processing.

16. Force majeure

16.1. Neither party is liable for a failure to perform caused by an event beyond its reasonable control, including natural disasters, war, terrorism, civil unrest, epidemic, strike, failure of public networks or utilities, cyber-attack, failure of a hosting provider or other essential supplier, an act of a public authority, or the unavailability of an official register or filing system.

16.2. The affected party shall inform the other party without delay and shall use reasonable efforts to limit the consequences, including by taking alternative measures to safeguard deadlines. Where the event lasts longer than sixty (60) consecutive days, either party may terminate the affected Service by written notice, and PITCH refunds the amount paid for the part not performed.

16.3. Force majeure does not relieve the Customer of the obligation to pay for Services already rendered.

17. Changes to these Terms

17.1. Grounds for amendment. PITCH may amend these Terms where there is a valid reason to do so, namely: a change in the law, in professional rules or in the decisions of a competent authority; a change in the functionality or technical operation of the Platform; a change in the Services offered; a change in the suppliers or sub-processors used; or the correction of an error or ambiguity.

17.2. Notice. PITCH notifies the Customer of any amendment at least thirty (30) calendar days before it takes effect, by e-mail to the address registered on the account and by a notice on the Platform, indicating what has changed.

17.3. The Customer's right to refuse an amendment. Where an amendment materially affects the Customer to its detriment, the Customer may reject it by giving written notice before the date on which it takes effect. In that case the Customer may terminate the affected Service or the account with effect from that date, and the previous version of these Terms continues to apply until then. Amounts paid for a period after termination are refunded pro rata.

17.4. Orders in progress. An amendment does not apply to orders already accepted before it takes effect, nor to a subscription term in progress, except where the amendment is required by law or by professional rules.

17.5. Version in force. The version of these Terms in force at the moment of the order governs that order. PITCH keeps previous versions available on request.

18. Complaints and supervisory authorities

18.1. Complaints to PITCH. The Customer should address any question or complaint regarding the Services to PITCH without delay, by e-mail to info@iprhq.com or through the Platform. PITCH acknowledges receipt within five (5) business days and responds substantively within thirty (30) calendar days.

18.2. Professional supervision. The lawyers of PITCH are subject to the deontological supervision of the President of the Bar of Antwerp, Bolivarplaats 20/15, 2000 Antwerp (balieantwerpen.be).

18.3. Data protection. Complaints regarding the processing of personal data may be addressed to PITCH at info@iprhq.com and to the Belgian Data Protection Authority, Drukpersstraat 35, 1000 Brussels (gegevensbeschermingsautoriteit.be).

18.4. Amicable settlement. The parties undertake to make every effort to settle any dispute amicably in advance, whether or not through the intervention of an agreed mediator or of the President of the Bar of Antwerp.