Terms and Conditions of Use

Last modified 1 November 2016
PLEASE NOTE LAWPATH IS NOT A LAW FIRM AND DOES NOT PROVIDE LEGAL ADVICE. ANY INFORMATION, DOCUMENTS OR OTHERWISE OBTAINED FROM OR PROVIDED BY LAWPATH IS NOT LEGAL ADVICE. IF LEGAL ADVICE IS REQUIRED THE CUSTOMER SHOULD CONTACT A LEGAL PROFESSIONAL.
1. Definitions

Client means the users who are given the opportunity to purchase the Services; A Client may be a Legal Plan Member or a Member;

Intellectual Property means all intellectual property rights of whatever nature anywhere in the world conferred under statute, common law or equity and includes rights in respect of or in connection with copyright, whether or not registered or registrable, and includes the right to apply for or renew the registration of such rights;

LawPath, we and our refer to LawPath Operations Pty Limited (ACN 163 055 954);

Legal Professional means an Australian lawyer with a valid practising certificate in one of the Australian States and Territories or other professionals qualified to provide legal services (e.g., migration agent, conveyancer, patent attorney or trade mark attorney);

Legal Documents means the document templates that can be found on the Website;

Legal Plan means the LawPath legal subscription plan that a Client can access for a fee;

Legal Plan Membermeans a person who has registered for the LawPath Legal Plan;

Website means the website https://lawpath.com.au and https://lawpath.com.au; or any other website owned or operated by LawPath;

You and your refer to an individual, company or organisation that has visited, read or is using the Website and/or the its associated products or services.

2. About the Website

2.1 The Website is a platform that provides technology powered legal facilitation products and services to Clients and Legal Professionals, which includes, but is not limited to:

(a) subscription to access all Legal Documents during the subscription period and may, depending on the types of plan sold on the Website, include other features such as  online secure storage, legal health check and automated easy Employee Share Scheme (“ESS”) creation (see Part A);

(b) Introduction to Lawyers/Quoting Services (see Part B); and

(c) company and/or ABN registration (see Part C). (collectively, referred to as the “Services”).

2.2 The Website is provided and operated by LawPath. Access to and use of the Website, or any of its associated products and/or Services, are provided by LawPath and/or relevant third parties. Access to and use of any third party products and/or services through the Website are subject to these terms and conditions (the “Terms“) and any third party terms referenced herein or brought to your attention during your use of the Website and/or its associated products or services.

2.3 Please read these Terms carefully. By using, reading or browsing the Website, registering as a Member, making payments and/or clicking “I agree”, this signifies that you have read, understood and agreed to be bound by the Terms and our Privacy Policy found at https://lawpath.com.au/pages/privacy_policy. If you do not agree to the Terms or the Privacy Policy, you must cease usage of the Website and any of its associated products or Services immediately.

2.4 LawPath reserves the right to review and change any of the Terms by updating this page at its sole discretion at any time. Any changes to the Terms will take effect immediately from the date of their publication. Your access and use of the Website after LawPath makes any changes constitute your acceptance of any such changes and you will be bound by those changes. If you do not agree to any changes, you must cease usage of the Website and any of its associated products or Services immediately.

3. Membership

3.1 In order to access the Services, you are required to register for an account with LawPath (“Member Account“).

3.2 If you are a Client, in order to create a Member Account, you are required to provide LawPath with:

(a) your personal information such as your name, address, email address, phone number and location;

(b) a username; and

(c) a password.

3.3 If you are a Legal Professional, in order to create a Member Account, you may be required to provide LawPath with:

(a) your personal information such as your name, your email address, your contact number, and the email address that you would like the quote requests sent to;

(b) your firm’s details such as the name of your firm, the address of your firm, a short description of your firm;

(c) your title at the firm;

(d) your qualification, including where you are admitted to practice and your post-qualification experience;

(e) the areas of law you practise;

(f) a brief description of your skill set;

(g) your headshot for your profile; and

(h) a review from your recent client.

Once your application is submitted, LawPath will approve your application as quickly as possible. Depending on the number of applicants, approval time can range from 24 hours to two (2) weeks. As a Legal Professional, you are prohibited from becoming a Legal Plan Member.

3.4 Once you have completed the registration process you will be a registered member of the Website (the “Member”) and you agree to be bound by the Terms.

3.5 You warrant that any personal and/or registration information you provide to LawPath will always be accurate, correct and up to date.

3.6 You understand that by supplying LawPath with your address, email address and phone number, you may receive regular emails, newsletters, telephone calls or SMS updates from LawPath in order to keep you informed about LawPath activities. If you do not wish to receive updates from LawPath, you may contact LawPath at support@lawpath.com.au.

3.7 You may not register for an account and may not use the Services if:

(a) you are not of legal age to form a binding contract with LawPath; or

(b) you are a person barred from using the Services under the laws of Australia or other countries including the country in which you are resident or from which you use the Services.

3.8 By registering for a Member Account or using the Services, you represent and warrant to LawPath that:

(a) you have reached the legal age in your jurisdiction;

(b) you have the right, authority and capacity to agree to and abide by the Terms;

(c) if you are registering with LawPath or purchasing the Services on behalf of a business, that business is taken to have accepted the Terms and you are taken to have been duly authorised to bind the business; and

(d) you will use the Website in a manner consistent with any and all applicable laws, regulations and all other LawPath policies.

4. Obligations of Member

4.1 As a Member, you agree to comply with the following:

(a) not to share your Member Account with any other person, except where you are registering on behalf of a business, in which case you may share the Member Account with the employees or other registered owners of the business for the legal needs of that business;

(b) use the Website only for purposes that are permitted by the Terms and any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions;

(c) maintain the confidentiality of your Member Account and all the activities under your account;

(d) notify LawPath immediately following any unauthorised use of your Member Account or any other breach of security;

(e) not expressly or impliedly impersonate another Member or use the Member Account or password of another Member at any time;

(f) subject to clause 4.1(a), access and use of the Website is limited, non-transferable and allows for the sole use of the Website by you for the purposes of providing or receiving the Services;

(g) not to use the Website or Member Account for any illegal and/or unauthorised use, including, but is not limited to, collecting email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorised framing of or linking to the Website;

(h) that commercial advertisements, affiliate links, and other forms of solicitation may be removed from Member profiles without notice and may result in termination of your Member Account or the provision of the Services to you; and

(i) you acknowledge and agree that any automated use of the Website or its Services is prohibited.

Part A – Subscription Services

5. Purchase

5.1 A Client may purchase the subscription services via the Website or the “Upgrade Subscription” link made available on the dashboard of the Member Account. The Website will then display the different types of subscription plans, which the Client can then choose to purchase. By clicking “Upgrade” and making the payment, the Client will be a Legal Plan Member.

6. Benefits of Subscription

6.1 Depending on the type of subscription plan purchased by the Client, the LawPath subscription services provide the following benefits:

(a) access to Legal Documents, including ESS documents (see clause 7);

(b) secure online storage of Legal Documents (see clause 8); and

(c) legal health check (see clause 9).

7. Access to Legal Documents

7.1 A Client may access the Legal Documents during their subscription period via the Client’s Member Account. The Client is solely responsible for the completion and use of the Legal Document. LawPath does not provide any warranties or guarantees regarding the Legal Documents. If you have any questions or concerns regarding the use or legal enforceability of a Legal Document, we recommend you seek independent legal advice which can be obtained via our Quoting Services specified at Part B.

7.2 Where a Client accesses a Legal Document, the Client is granted a non-exclusive, non-transferable, limited licence to access and use that Legal Document for
the Client’s own personal use.

7.3 The Client must not:

(a) use the Legal Documents in any way that infringes the copyright or proprietary interests therein;

(b) remove or obscure any copyright notice, licence notice or other notices contained in
the Legal Documents; and/or

(c) copy, produce, sell or distribute the Legal Documents to third parties for commercial purposes.

8. Secure online storage of Legal Documents

8.1 The storage service is intended to provide a record of, and not to serve as a repository for, original documents (the “Vault Documents”). LawPath accepts no liability or responsibility for preservation of Vault Documents. LawPath reserves the right to store Vault Documents in any format, whether digitally or otherwise.

8.2 LawPath encourages the Legal Plan Member using the storage services to:

(a) retain all the original documents in their own possession;

(b) not to store with LawPath original documents; and

(c) preserve original documents in a secure and safe location outside of the LawPath Website.

9. Legal Health Check

9.1 Upon signing up, a Legal Plan Member is entitled to a complimentary Legal Health Check.

9.2 The Legal Health Check is intended to identify legal gaps in the Legal Plan Member’s business and then make recommendations of the products and services that the Legal Plan Member may need.

9.3 The Legal Health Check Service consists of the Legal Plan Member completing an online questionnaire and the LawPath software subsequently analysing the information being provided in order to identify any legal gaps in the Legal Plan Member’s business and to make recommendations for the Legal Plan Member.

9.4 The recommendations and/or analysis provided by the Legal Health Check software are for informational purposes only and they do not in any way constitute legal advice. LawPath encourages the Client to seek independent legal advice from a Legal Professional prior to carrying out any recommendations.

10. Reasonable Use

10.1 Your access to and use of the Service is limited to reasonable use. Reasonable use means that the volume of data, frequency of use and concurrency of use does not interfere with another LawPath customer’s use of the Service. LawPath may, at its sole discretion, terminate your right to access and use the Service in the event that you breach this reasonable use provision.

11. Restrictions on Use

11.1 The Client may not transfer or assign its subscription or the benefits associated with the Legal Plan to any other person.

12. LawPath’s rights

12.1 LawPath may, in its sole discretion, accept or refuse to provide its products and/or services to you at any time and for any reason.

12.2 LawPath reserves the right to change the benefits provided in the Legal Plan and to limit the use of the subscription services, at any time, in its sole discretion, with or without notice, including but is not limited to, limiting the number of Legal Professional connections the Client may receive in a given period of time.

Part B – Introduction to Legal Professionals / Quoting Services

13. About the Introduction/Quoting Services

13.1 The LawPath Introduction Service uses an online platform to facilitate engagement between Legal Professionals and Clients seeking legal assistance. The Introduction Service provides Clients with access to Legal Professionals on the LawPath platform.

14. The quotation process for a Client

14.1 Submission of a quote request

(a) A Client may submit a quote request (an invitation to tender) by completing a form provided by the Website or the LawPath Platform.

(b) When completing the form, the Client must provide a sufficiently detailed description of the Client’s legal requirements and any other relevant information and/or documents.

(c) Submitting a quote request does not form a lawyer/client relationship and is not protected by legal-client privilege. Notwithstanding the same, LawPath takes every reasonable effort to ensure the privacy of briefs and other personal messengers on our Website, however, LawPath cannot guarantee confidentiality.

14.2 Receipt of quotes from Legal Professionals

(a) Upon submission of a quote request, the Client may receive up to 3 fixed-price quotes from the Legal Professionals (the Offer).

(b) The Legal Professionals are provided with your contact details including your name, email and phone number in order to make contact and scope the quote request. You agree that by submitting a quote request, you consent to these Legal Professionals contacting you. You may receive a call from each individual Legal Professional that has been given the opportunity to quote.

(c) The independent quoting Legal Professional will specify the scope of work, time frame, fee (the “Fee for Service”) and the name of the solicitor responsible in the quote. The Fee for Service comprises of professional fees, disbursements, and a transaction fee retained by LawPath.

(d) The Client should not rely on any information contained in a quote and in no way should it be seen as specific legal advice.

14.3 Acceptance of the quote

(a) By making the payment, the Client is taken to have accepted the quote.

15. The quotation process for a Legal Professional

15.1 Receipt of a quote request

(a) When a Client submits a quote request, the Client has made an offer to tender and the Legal Professional may receive an email and a text about the quote request instantaneously, where the Legal Professional has provided an Australian mobile telephone number and/or email address.

15.2 Making an offer to the request

(a) The Legal Professional may make an offer within four (4) business hours from receipt of the quote request. However, the Legal Professional acknowledges that the quote submission process will close after the first three Legal Professionals have submitted their quotes.

(b) In making an offer, the Legal Professional is required to:

(i) provide his/her personal and/or company details (such as email address and the name of the firm);

(ii) specify the professional fees (excluding GST) and any government or non-government disbursements fees;

(iii) specify the scope of work; describe in detail what is included in the scope of work; and specify what types of work are included in the scope (such as phone advice, letter of advice, review, drafting, negotiation, face-to-face meeting or other); and

(iv) specify the timeframe for completion. The Legal Professional acknowledges that if no time frame is specified, he/she will complete the work within a reasonable period of time.

15.3 Upon completion of the quote, LawPath will automatically add its transaction fee to your quoted amount. It is your responsibility as a Legal Professional to notify your Client of the transaction fee paid to LawPath.

16. Engagement

16.1 A client / lawyer relationship is established once initial contact has been made between the Client and Legal Professional, and where the Legal Professional is required to provide a costs disclosure and/or costs agreement, then the engagement only takes place after the costs agreement has been accepted by the Client pursuant to the terms and conditions of the costs agreement and disclosure agreement. LawPath is not a party to the client/lawyer relationship.

16.2 The scope of the job is strictly limited to the matter agreed upon in the quote unless the Client and the Legal Professional have agreed on a new engagement.

17. Completion of the professional services

17.1 Upon completion of the professional services,

(a) the Legal Professional is required to issue an invoice to LawPath stating the quote number, the Client’s name, and the quoted amount. However, the invoice can only be issued to LawPath after the work has been completed; and

(b) the Client is required to mark the job as ”complete” from within his/her account. This will trigger release of the funds to the Legal Professional.

17.2 If a Client does not mark the job as “complete” but the work has been completed, the Legal Professional can request for the funds to be released. The Client must consent to, or reject, the release of the funds within 48 hours of the request being made. If the Client does not respond to the request within the time specified in this clause, then the Client will be deemed to have consented to the release of the funds.

17.3 Both the Client and Legal Professional acknowledge that LawPath will only release the funds in accordance with the Terms.

17.4 For the avoidance of doubt, if there is a dispute relating to the professional services being provided under the Quoting Services, the dispute resolution procedures set out in clause 35 apply.

17.5 The Legal Professional acknowledges that LawPath makes payment on 30-day terms from the date of the invoice or from the date the invoice is required to be paid, whichever is later.

17.6 By using the LawPath Platform a Legal Professional agrees to allow LawPath to act as an agent pursuant to Subdivision 153-B of A New Tax System (Goods and Services Tax) Act 1999 (“GST Act”) for the sole purpose of any GST consequences in relation to Legal Services and any other services contained in these Terms and Conditions (“Agency Supplies”).

17.7 The parties mutually agree that pursuant to the GST Act that LawPath shall make supplies on behalf of a Legal Professional and for the purposes of GST all supplies made through LawPath under these Terms and Conditions will be treated as having being made by LawPath and not a Legal Professional.

17.8 For the avoidance of doubt this means that LawPath will be treated as making Agency Supplies to Legal Plan Members and the Legal Professional will be treated as making corresponding supplies to LawPath. LawPath will issue to Legal Plan Members in LawPath’s own name all tax invoices and adjustment notes relating to Agency Supplies. The Legal Professional will not issue to Legal Plan Members any tax invoices and adjustment notes relating to those Agency Supplies.

17.9 This agreement between LawPath and a Legal Professional will cease to have effect if the Legal Professional or LawPath cease to be registered for GST.

18. General acknowledgement by Client and Legal Professional

18.1 The Legal Professional understands that it is important for the Legal Professional to be precise in describing the scope of the work as it will be relied upon by the Client.

18.2 The Client acknowledges that the Legal Professional is not required to perform any work that falls outside the scope of the work provided. Where there are changes to the instructions or where there is additional work, the Legal Professional is entitled to charge additional fees and must notify LawPath prior to providing a further quote for additional services.

18.3 The Legal Professional is required to comply with the professional obligations which apply to them such as providing a Costs Agreement and Disclosure Statement where applicable.

18.4 The Legal Professional understands and agrees that the quote requests are provided on an ad hoc basis and that LawPath has no obligation to provide any quote requests to the Legal Professional.

19. Payments to LawPath

19.1 LawPath does not provide nor charge for legal services. LawPath is entitled to charge a transactional fee for each job facilitated by LawPath in exchange for the introduction services LawPath provides to Clients.  If a Client is either unwilling or unable to make payment via LawPath, the Legal Professional agrees to notify LawPath of any new payment arrangements.

20. Satisfaction Guarantee

20.1 If a Client unsatisfied with the work being performed by the Legal Professional through the Quoting Services, the Client must contact LawPath at support@lawpath.com.au within 14 days from the date the Client receives the work in question.

20.2 LawPath guarantees that it will hear the Client’s complaint and discuss the Client’s complaint with the Client. If required and requested by the Client, LawPath will also attempt to negotiate a resolution with the Legal Professional involved.

20.3 If the Client is still unsatisfied with the outcome, LawPath will negotiate with the Client in good faith, however, LawPath’s liability to the Client will be limited pursuant to clause 31.1.

 

Part C – Company and/or ABN Registration

21. Purchase

21.1 LawPath offers company incorporation services, Australian Business Names registration services and Goods and Services Tax registration services to Clients.

21.2 To purchase the services, the Client is required to complete an online application form. The application form will then be generated and submitted to a third party supplier who in turn lodges the relevant information with the Australian Securities and Investment Commission and any other relevant government body such as the Australian Tax Office. The Client will then receive the Australian Company Number and other related company documents in the registered email address specified in the online application form.

21.3 The Client may be required to agree to third party supplier terms and conditions during the application processand the Client acknowledges that he/she/it will be bound by the third party terms.

General Terms

22. Technology Driven Services

22.1 LawPath Website provides suggestions on the Legal Documents and/or legal services that the Client may need based on the Client’s recent purchase records and/or other Clients’ actions by using an automated software.

22.2 The suggestions are generated by an automated software and thus are for informational purposes only. The suggestions do not in any way constitute legal advice. LawPath encourages the Client to seek independent legal advice from a Legal Professional in your state, prior to using any services or Legal Documents. LawPath is in no way responsible or liable for the suggestions generated by an automated software.

23. Rating and Review

23.1 As part of the Services, the Website provides Clients with the opportunity to rate and review the Legal Professionals in order to assist other Clients to assess whether the Legal Professional is a person who they might engage. The ratings and reviews will be listed on the respective Legal Professional profile.

23.2 The Clients may rate the Legal Professionals out of five stars. The rating for a Legal Professional will then be calculated as an aggregate of all ratings provided by the Clients (the “Rating System”).

23.3 These reviews do not constitute a guarantee, warranty, or prediction regarding the outcome of any future legal matter. LawPath will have no responsibility or liability of any kind for any content or legal advice you encounter on or through the Website, and any use or reliance on the content or legal advice is solely at the Client’s own risk.

23.4 LawPath only facilitates the Rating System and is not responsible for any rating and/or review listed on the Legal Professional profile. If a Legal Professional has a complaint in relation to a rating and/or review made by a Client, the Lawyer must contact us at support@lawpath.com.au
and identify which rating and/or review the Legal Professional wishes to make a complaint about and provide LawPath with evidence why the Legal Professional believes that the rating and/or review is untrue or should be changed, altered or removed. Upon receipt of the complaint from the Legal Professional, LawPath may, at is absolute discretion, change, alter or remove the rating and/or review. However, if LawPath does not change, alter or remove the rating and/or review as requested by the Legal Professional, under no circumstances will LawPath be deemed to have published the rating and/or review and the Legal Professional acknowledges that the rating and/or review is User Content as defined in clause 28.2 and LawPath’s liability is limited in accordance with clause 28.2 and 31.3 of these Terms.

24. Payment

24.1 Payment for Services other than the Subscription services

(a) The Client must make payment for the Services prior to the commencement of the Services.

(b) The Services will only commence once payment is confirmed by LawPath.

24.2 Payment for Subscription Services

(a) Subscription Fees

(i) The Client will be charged in accordance with the billing terms in effect at the time of the Client’s initial purchase, unless the Client is notified of a fee change in accordance with “Fee Adjustments” below.

(ii) For any Legal Plan the Client purchases that is charged in full upon purchase, the Client agrees that for each renewal term for such Legal Plan, the amount due for the next term will be due and immediately payable in full as at the first day of that renewed term.

(iii) For each Legal Plan, the Client’s charge remains for each term no matter if the Client access the Website during that term. In other words, even if the Client does not use the Legal Plan benefits or speak with a Legal Professional, the Client will be responsible for any subscription fees until the Client cancels the subscription or it is otherwise terminated.

(b) Billing

(i) To allow payment for the initial term of a Legal Plan, valid credit card information is due at the time of purchase.

(ii) If the Client has purchased an automatic renewing plan from LawPath, the Client’s Legal Plan subscription will renew automatically at the end of the initial term (the “Billing Date“) and at the end of each term thereafter unless and until the Client gives notice of an intention to terminate the Legal Plan subscription pursuant to the Terms. If the Client does not give us notice of such intention, the Client’s credit card will be charged for the renewal term of the Legal Plan subscription on the Client’s Billing Date.

(iii) If the Client’s purchase date is on the 29th through 31st day of any month, the Client’s Billing Date for renewals in months with fewer days will fall on the last day of the month. LawPath may adjust the Client’s Billing Date in subsequent renewal periods without notice. This will be reflected by a charge to the Client’s account on a pro-rated basis according to the number of days that have passed since the Billing Date of the Client’s latest renewal charge. Unless otherwise notified in advance by LawPath pursuant to the Terms, the renewal charge will be equal to the original purchase price for the Legal Plan.

(iv) The Client agrees to pay LawPath the fees associated with the Client’s Legal Plan subscription. Additional discounts may be available for Members purchasing multiple months up front, as part of certain promotions which may include additional terms and conditions presented with the offer, or where limited by law.

(c) Promotional Trial Memberships

(i) LawPath sometimes offer certain Clients various trial or other promotional memberships, which are subject to this Agreement except as otherwise stated in the promotional offers.

(ii) At the completion of a trial membership, unless the Client chooses to cancel by calling 1800 529 728 during business hours, your legal plan subscription will renew automatically and the Client’ credit card will be charged to begin your initial term.

(d) Beta Membership

(i) LawPath may offer a beta membership to initial subscription customers.

(ii) At our sole discretion, LawPath may offer this beta subscription at a discounted price.

(iii) The maximum period of discount on a beta subscription is six (6) months.

(iv) At the completion of this 6 months of beta subscription, unless the Client cancels the subscription, the Client’s Legal Plan subscription will renew automatically to the full price (non-discounted) and the Client’s credit card will be charged to begin the initial term.

(e) Fee Adjustments

(i) LawPath may increase its fees for any Legal Plan subscription effective the first day of a renewal term by giving the Client notice of the new fees at least thirty (30) days before the beginning of the renewal term.

(ii) If Client does not cancel the subscription pursuant to clause 34.2(b), the Client shall be deemed to have accepted the new fee for that renewal term and any subsequent renewal terms (unless the fees are increased in the same manner for a subsequent renewal term). Reductions in fees become effective on the next renewal term without any pro rata for the period covered under the prior fee schedule.

24.3 LawPath may provide a tax invoice to the Client’s registered email upon payment for the Services. The provision of such tax invoice does not in any way mean that LawPath is providing legal advice to you or is holding itself out as a provider of legal advice.

24.4 Unless otherwise stated, all amounts, including out of pocket expenses, expressed and described on or in connection with the Terms, are listed in Australian Dollars (AUD) and are GST exclusive.

25. Promotional Codes

25.1 LawPath may, in its sole discretion, create promotional codes that may be redeemable for account credit or discounted services. A promotional code used to pay for Legal Professional Services does not infer that LawPath is paying any legal fees. Using a promotional code in no way established a Client / Lawyer relationship.

25.2 Promotional codes may not be duplicated, sold or transferred in any manner, or made available to anyone but its intended recipient. LawPath at its sole discretion can redeem or refuse promotional codes at anytime, for any reason.

26. Cancellation/Refund

26.1 If a Client is unsatisfied with the Services the Client has purchased, the Client may notify LawPath within 30 days of purchase and LawPath will attempt to resolve the Client’s concerns. LawPath, at its sole discretion, may provide a refund of the fee to you.

26.2 Notwithstanding clause 25.1, if the Client terminates the engagement prior to the work being completed, the Client will be required to pay for the professional fees and charges for work done, and for expenses and disbursements incurred, up to the date of termination, and any transaction fees charged by LawPath.

27. Confidential Information

27.1 In this clause, “Confidential Information” means any documents or information created, received or obtained by the Client from or on behalf of the Legal Professional, LawPath or any other party in respect of any consultation. In relation to LawPath, it also includes all non-public information pertaining to LawPath’s business (including, without limitation, our pricing information, the identity or participation of specific Legal Professionals, and any content marked confidential) is Confidential Information.

27.2 By accepting the Terms, you acknowledge and agree that you will not, during the course of the engagement or thereafter, use, disclose, solicit, or misappropriate any Confidential Information, trade secrets, or other proprietary information that belongs to any third-party, except with the prior written consent of that party or as required by law.

28. Non-Solicitation

28.1 Legal Professional’s Non-Solicitation of Clients

(a) Where a Client (which includes his/her/its employees, agents, representatives, related entities or associated entity (as defined in the Corporations Act 2001) contacts a Legal Professional for the engagement of further legal services outside the LawPath Website, the Legal Professional must during the period of 12 months after first being introduced to the Client by LawPath, direct the Client to engage the Legal Professional via the Website. LawPath will remove a Legal Professional if they are found not to be directly Clients back to the Website. In the event the Legal Professional retains the Client outside the Website, the Legal Professional acknowledges and agrees that the Legal Professional is liable to LawPath for the equivalent of 10% (less GST and disbursements) of all services rendered by the Legal Professional to the Client during the above mentioned period of 12 months. Where the Legal Professional has agreed to offer his/her services on a No Win, No Fee basis or deferred payment arrangement, the Client and the Legal Professional grant a charge in favour of LawPath over any settlement sums or judgment amount with respect to any legal proceedings for which the Legal Professional acts for the Client.

(b) For the avoidance of doubt, for any LawPath the Legal Professional must use the Website and/or Services as their exclusive method to be retained by the Client unless LawPath agrees otherwise in writing.

28.2 Both the Legal Professional and the Client grant LawPath the right to examine the books, accounts and records of the Client and the Legal Professional, all at such reasonable times as may be requested by LawPath to ascertain whether the Client or the Legal Professional are in breach of this clause 28 and the Client and the Legal Professional agree to deliver up a copy of the Legal Professional’s Costs Agreement and Disclosure Statement within 7 days from LawPath’s written request.

28.3 Both the Legal Professional and the Client acknowledge and agree that this clause 28 is fair and reasonable under the circumstances and these restraints are reasonably necessary to protect LawPath’s business interests as it has expended significant resources in advertising, marketing and staffing to make its Services possible.

29 Website Content

29.1 You may read and copy the information on LawPath for your own needs but you may not publish, resell or sub-licence it. LawPath makes no guarantees, representations or warranties about the accuracy or legal correctness of any of the information on LawPath.

29.2 User content

(a) In this clause, “User Content” means any and all information and content that a Client, Legal Professional, or visitor of the Website, submits to or uses with the Website.

(b) LawPath does not claim ownership of your User Content. LawPath makes no guarantees about the User Content and LawPath does not endorse or accept any responsibility for the User Content

(c) You are solely responsible for your User Content. You assume all risks associated with the use of your User Content, including any reliance on its accuracy or completeness.

(d) You represent and warrant that your User Content does not violate any third party licenses.

(e) By posting a content onto the Website, you expressly grant to LawPath and its successors an irrevocable, non-exclusive, transferrable, sub-licensable, perpetual, royalty-free, worldwide license to broadcast, republish, up-load to a third party, transmit, post, distribute, publicly display, and otherwise use and exploit your de-identifiable User Content. This license does not grant LawPath the right to on-sell User Content. You hereby irrevocably waive any claims and assertions of moral rights with respect to your User Content.

(f) LawPath reserves the right to review, remove or amend any User Content, but LawPath does not have the legal obligation to do so.

(g) Information on the Website is no substitute for professional legal advice. You should not delay or forgo seeking legal advice or disregard professional advice based on information provided by the Website.

29.3 Third Party Website

(a) LawPath works with a number of partners and affiliates whose websites are linked with LawPath and are controlled by parties other than LawPath (each a “Third Party Website”).

(b) LawPath is not responsible for and does not endorse or accept any responsibility for the availability, contents, products, services or use of any Third Party Website, any website accessed from a Third Party Website or any changes or updates to such sites. LawPath makes no guarantees about the content or quality of the products or services provided by such sites. If you have purchased a package that includes any Third Party Services, the third party may contact you by email and/or phone with instructions on how to access your benefits and to keep you informed of their services. You may be required to accept additional terms located on the Third Party Website.

(c) Certain services made available on the LawPath Website are delivered by third parties. By using any product, service, or functionality originating from the LawPath Website, you are allowing LawPath to share information with any third party with whom LawPath has a pertinent contractual relationship – any information necessary to facilitate its provisions of products, services, or functionality to you.

30. Copyright and Intellectual Property

30.1 The Website, the Services and all of the related products of LawPath are subject to copyright. The material on the Website is protected by copyright under the laws of Australia and through international treaties. Unless otherwise indicated, all rights (including copyright) in the content and compilation of the Website (including but not limited to text, graphics, logos, button icons, video images, audio clips, Website, code, scripts, design elements and interactive features) (the “Content”) are owned or controlled for these purposes, and are reserved by LawPath or its contributors.

30.2 LawPath retains all rights, title and interest (including copyrights, patents and trade marks) in and to the Website, Services, products and all related content therein. Unless otherwise indicated, the Terms do not transfer to you any LawPath or third party’s right, title, and interest in copyrights, patents and trade marks.

30.3 You may not, without the prior written permission of LawPath and the permission of any other relevant rights owners: broadcast, republish, up-load to a third party, transmit, post, distribute, show or play in public, adapt or change in any way the Content or third party content for any purpose. This prohibition does not extend to materials on the Website which are freely available for re-use or are in the public domain.

30.4 You acknowledge and agree that LawPath may use your logo, branding or other trademarks (the “Trademarks”) for LawPath’s marketing efforts. You grant to LawPath a non-exclusive, non-transferable, royalty free right to use the Trademarks. If you do not wish that your Trademarks be used, you may request for a removal of your Trademarks from LawPath’s marketing materials by contacting LawPath at support@lawpath.com.au Upon receipt of the request, LawPath will use reasonable endeavours to remove the Trademarks from any future marketing material which is published 30 days from the date of the request.

31. General Disclaimer

31.1 Nothing in the Terms limits or excludes any guarantees, warranties, representations or conditions implied or imposed by law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded.

(a) If you are not a Consumer (under the Australian Consumer Law), you agree that LawPath has no direct or indirect liability (including in negligence) to you in any way related to your use of LawPath.

(b) If you are a Consumer (under the Australian Consumer Law), LawPath limits all its direct and indirect liability (including in negligence) to you to the Consumer Guarantees under the Australian Consumer Law.

(c) Where there is a breach of the Consumer Guarantees, then to the maximum extent permitted by law, LawPath’s liability to you is limited at its option to:

(i) in the case of goods, replacement or repair of the goods or payment of the cost of replacing or repairing the goods; and

(ii) in the case of services, resupply of the services or payment of the cost of re-supplying the services.

31.2 Subject to this clause 30, and to the extent permitted by law:

(a) we exclude all representations, warranties or guarantees, whether express or implied, by statute, trade or otherwise; and

(b) we will not be liable for any liabilities, claims, costs and expenses (including legal costs), damage or injury or any special, direct, indirect or consequential loss or damage (unless such loss or damage is reasonably foreseeable resulting from our failure to meet an applicable Consumer Guarantee), loss of profit or opportunity, or damage to goodwill arising out of or in connection with the Services or these Terms (including as a result of not being able to use the Services or the late supply of the Services), whether at common law, under contract, tort (including negligence), in equity, pursuant to statute or otherwise.

31.3 Use of the Website and the Services is at your own risk. Everything in relation to the Website and the Services are provided to you “as is” and “as available” without warranty or condition of any kind. None of the affiliates, directors, officers, employees, agents, contributors, third party content providers or licensors of LawPath make any express or implied representation or warranty about its Content or any products or Services (including the products or services of LawPath) referred to on the Website. This includes (but is not restricted to) loss or damage you might suffer as a result of any of the following:

(a) failure of performance, error, omission, interruption, deletion, defect, failure to correct defects, delay in operation or transmission, computer virus or other harmful component, loss of data, communication line failure, unlawful third party conduct, or theft, destruction, alteration or unauthorised access to records;

(b) the accuracy, suitability or currency of any information on the Website, the Service, or any of its Content related products (including third party material and advertisements on the Website);

(c) costs incurred as a result of you using the Website, the Services or any of the products of LawPath;

(d) the Content or operation in respect to links which are provided for your convenience; or

(e) any defamatory, threatening, offensive or unlawful conduct of third parties or publication of any materials relating to or constituting such conduct.

32. Limitation of Liability

32.1 LawPath’s total liability arising out of or in connection with the Services or these Terms, however arising, including under contract, tort (including negligence), in equity, under statute or otherwise, will not exceed:

(a) the most recent fee paid by you to LawPath for the purchase of the Services under these Terms; or

(b) where you have not paid the fee, then the total liability of LawPath is the resupply of the Services to you, which shall be capped at a maximum amount of $5,000.00.

32.2 You expressly understand and agree that LawPath, its affiliates, employees, agents, contributors, third party content providers and licensors shall not liable to you for any
loss or damage, or for any direct, indirect, incidental, special, consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability. This shall include, but is not limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation and any other intangible loss.

32.3 LawPath is not responsible or liable in any manner for any user content or other content posted on the Website or in connection with the Services, whether posted by the Client or by the Legal Professional or by any other third parties.

32.4 LawPath does not control and is not responsible for the behaviours and actions of its Members, their comments, posts or information that they upload. Accordingly, LawPath is not responsible for any offensive, inappropriate, obscene or unlawful content or actions that you may encounter on the Website or in connection with your use of the Services.

32.5 LawPath is not a law firm, is not engaging in legal practice and does not offer any legal services. Nothing provided by LawPath is legal advice and you cannot rely on it. You should always consult a Legal Professional to get certainty of your legal rights and obligations.

32.6 Any use of the LawPath Services is not intended to, and does not, create a lawyer-client relationship. Any communication via LawPath may not be held confidential and are not bound by legal privilege. LawPath is not liable for the actions or omissions of any Legal Professionals performing services to you.

32.7 LawPath is not a lawyer or legal professional referral service. LawPath does not select or endorse any individual legal professional. While LawPath uses commercially reasonable efforts to verify that the Legal Professionals have valid practising certificates, it does not make any warranty, guarantee, or representation as to the legal ability, competence, quality or qualifications of any Legal Professionals. LawPath encourages you to make all necessary enquiries and satisfy yourself as to whether the Legal Professional meets your requirements and objectives.

32.8 You understand that we are not a party to and will not have any liability with respect to your work or engagement with the Legal Professionals. Any claims you have arising out of the legal advice or Services obtained from a Legal Professional is to be brought against the Legal Professional not LawPath and you indemnify LawPath from all claims, suits, demands and legal actions arising from any and all disputes between a Client and a Legal Professional.

32.9 LawPath will have no liability for any failure or delay due to matters beyond our reasonable control.

33. Indemnity

33.1 You agree to indemnify LawPath and its officers, directors, employees, sublicensees, agents, affiliates, successors and assigns from and against any and all claims, damages, liabilities, losses, settlements, costs and expenses (including, without limitation lawyers’ fees and court costs) which arise out of or relate to your use of the Website and/or Services, including but is not limited to:

(a) any misuse of the Website or Services by you, including and without limitation, any dishonest, inaccurate, incomplete, fraudulent, negligent, wrongful, unlawful, or criminal act or omission by you;

(b) any act or omission (including negligent acts or omissions) of the Legal Professional in the performance or purported performance of any Services;

(c) your breach of the Terms;

(d) the use of any intellectual property created in respect of the Services not contemplated by the Terms or as a consequence of a breach of the Terms; or

(e) any activity which you engage on or through LawPath.

33.2 This indemnity will survive termination of the Terms.

34. Termination

34.1 Termination of the Services other than subscription services

(a) Either you or us may terminate the Terms or close the Member Account at any time for any reason by email.

(b) If you want to terminate the Terms, you may do so by:

(i) providing LawPath with fourteen (14) days’ notice of your intention to terminate; and

(ii) closing your accounts for all of the Services that you use, where LawPath has made this option available to you.

(c) LawPath may, at any time, for any reasons, terminate your access to all or any part of the Website or Services, with or without notice.

(d) Your elected termination will be effective upon receipt of the notice of your intention to terminate by LawPath.

34.2 Termination of the Subscription services

(a)Termination by LawPath

(i) If payment is not made on the Billing Date, as described above, you will have until the one (1) month anniversary of your Billing Date to correct the credit card information on file and post a payment to your account. If after the expiration of this grace period you have not made any payment on your Legal Plan subscription, your non-payment may result in downgrade or suspension of service and subsequent termination of your Legal Plan subscription.

(ii) Your right to use a Legal Plan subscription is subject to any limits established by LawPath or by your credit card issuer. If payment cannot be charged to your credit card or your charge is returned for any reason, including through a chargeback, LawPath reserves the right, in its sole and absolute discretion, to downgrade, suspend or terminate your access and account, thereby terminating this Agreement and all obligations of LawPath hereunder. If a charge made to your credit card is declined, LawPath may make up to five (5) attempts to bill that card over a thirty (30) day period.

(iii) If you wish to reactivate your account after such termination, there will be no setup or reactivation fees; provided, however, accounts terminated for non-payment will be reactivated only on receipt of the full amount past due and a written request to reinstate the account. When an expired account is reactivated, the new term begins on the date of reactivation.

(b) Termination by the Legal Plan Member

(i) You will have the right to cancel or downgrade your Legal Plan subscription by calling our Customer Care Centre on 1800 529 728. After such cancellation, your Legal Plan will remain active until the end of then-applicable period.

(ii) Please note that downgrading does not affect your ability to access the documents you created on LawPath website. However, if you violate any of LawPath’s Terms and Conditions, LawPath reserves the right to terminate your membership immediately.

34.3 Termination of your relationship with LawPath Service does not affect your relationship with any Legal Professionals you have retained through the LawPath Website. All legal, contractual, and ethical duties, obligations and responsibilities survive termination of the LawPath relationship.

34.4 All provisions of the Terms which by their nature should survive termination will survive termination, including, without limitation, confidentiality, non-solicitation, disclaimer, limitation of liability and indemnity.

34.5 When the Terms come to an end, all of the legal rights, obligations and liabilities that the Client, the Legal Professional and/or LawPath have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of this clause shall continue to apply to such rights, obligations and liabilities indefinitely.

35. Dispute Resolution

35.1 Where there is a dispute between the Client and the Legal Professional, LawPath will not release the funds until the dispute is resolved or there is a court order requesting the funds to be released.

35.2 If a dispute arises between the Client and the Legal Professional, the Client and the Legal Professional agree to deal with the disputes pursuant to the dispute resolution procedures specified in the Costs Agreement (if applicable).

35.3 Where there is no Costs Agreement between the Legal Professional and the Client or whether the dispute falls outside the terms and conditions of the Costs Agreement, or where a Legal Professional or Client has a dispute with LawPath, then you agree to comply with the following:

(a) Either party may not commence any legal proceedings in relation to the dispute, unless the following clauses have been complied with (except where urgent interlocutory relief is sought).

(b) A party to this Contract claiming a dispute (the “Dispute“) has arisen under the terms of this Contract, must give written notice to the other party detailing the nature of the Dispute, the desired outcome and the action required to settle the Dispute (the “Notice“).

(c) On receipt of the Notice by the other party, the parties to the Terms (the “Parties“) must within seven (7) days of the Notice endeavour in good faith to resolve the Dispute expeditiously by negotiation or such other means upon which they may mutually agree.

(d) If for any reason whatsoever, twenty-one (21) days after the date of the Notice, the Dispute has not been resolved the Parties must either agree upon selection of a mediator or request that an appropriate mediator be appointed by the President of the Law Society or Law Institute in the State or Territory where the Legal Professional is situated or his or her nominee and attend a mediation. In the case of a dispute with LawPath, the President of the Law Society of New South Wales.

(e) It is agreed that mediation will be held in the nearest capital city in which the Legal Professional is situated. In the case of a dispute with LawPath, Sydney Australia.

(f) For the avoidance of doubt, the Parties need not attend the mediation or other means of resolution in person. The Parties may attempt to resolve the matter via any means of electronic communications.

(g) The Parties are equally liable for the fees and reasonable expenses of a mediator and the cost of the venue of the mediation and without limiting the foregoing, undertake to pay any amounts requested by the mediator as a pre-condition to the mediation commencing. The Parties must each pay their own costs associated with the mediation.

(h) All communications concerning negotiations made by the Parties arising out of and in connection with this dispute resolution clause are confidential and to the fullest extent possible, must be treated as “without prejudice” negotiations.

(i) If thirty (30) days have elapsed after the start of a mediation of the Dispute and the Dispute has not been resolved, either party may ask the mediator to terminate the mediation and the mediator must do so.

(j) In the event that the Dispute is not resolved at the conclusion of the mediation, either party may institute legal proceedings concerning the subject matter of the Dispute thereafter.

35.4 If the dispute is resolved either through clause 34.2 or clause 34.3, the Client must release the funds by clicking “release funds” from within the Client’s account (if this option is made available to the Client).

36. Notice

Except as otherwise provided herein, all notices and other communications to you hereunder shall be in writing or displayed electronically in the Services by the provider thereof. Notices to you shall be deemed to have been properly given on the date posted, if posted; on the date first made available, if displayed in the Services; or on the date received, if delivered in any other manner. Notices to us should be sent to our account representative.

37. Relationship

Nothing in this contract is intended to create a partnership, joint venture, agency or employment relationship with either the Client or Legal Professional.

38. Governing Law

The Terms are governed by the laws of New South Wales, Australia. Any dispute, controversy, proceeding or claim of whatever nature arising out of or in any way relating to the Terms and the rights created hereby shall be governed, interpreted and construed by, under and pursuant to the laws of New South Wales, Australia, without reference to conflict of law principles, notwithstanding mandatory rules. The validity of this governing law clause is not contested. The Terms shall be binding to the benefit of the parties hereto and their successors and assigns.

39. Venue and Jurisdiction

The Services offered by LawPath are intended to be viewed by residents of Australia. In the event of any dispute arising out of or in relation to the Website, you agree that the exclusive venue for resolving any dispute shall be in the courts of New South Wales, Australia and the venue shall be Sydney Australia.

40. Entire Agreement

The terms constitute the entire agreement between the parties concerning the subject matter of the agreement and supersede all previous communications, representations, inducements, undertakings, agreements or arrangements between the parties.

41. Severance

The Terms will be enforced to the fullest extent permitted by applicable law.
If any part of the Terms is found to be void or unenforceable by a Court of competent jurisdiction, that part shall be severed and the rest of the Terms shall remain in force.

42. Waiver

42.1 A waiver of any right, power or remedy under this Agreement must be in writing signed by the party granting it.

42.2 A waiver is only effective in relation to the particular obligation or breach in respect of which it is given. It is not to be taken as an implied waiver of any other obligation or breach or as an implied waiver of that obligation or breach in relation to any other occasion.

42.3 The fact that a party fails to do, or delays in doing, something the party is entitled to do under this Agreement does not amount to a waiver.

43. Assignment

43.1 LawPath may assign or transfer its rights or obligations under these Terms without your consent.

43.2 You may not assign or transfer your rights or obligations under these Terms without prior written consent of LawPath. A purported assignment without written consent will be deemed to be void and convey no rights.

44. Limitation of action

You agree that any cause of action related to or arising out of your relationship with LawPath must commence within one year after the cause of action accrues. Otherwise, such cause of action is permanently barred.

45. Non-disclosure

Neither party will disclose to any third party details of this agreement or any of the negotiations undertaken in relation to this agreement without the prior written consent of the other.

If you wish to notify us about anything relating to the Terms, please contact us at support@lawpath.com.au.