Legal Shield Terms and Conditions

These Terms and Conditions (“Terms”) govern your subscription to the Legal Shield Package and use of our website portal (“Portal”) and form a binding contractual agreement between you, the client subscribed to the Legal Shield Package, and us, Progressive Legal Pty Ltd ACN 607 068 708 (“Progressive Legal”).

For that reason these Terms are important and you should ensure that you read them carefully and contact us with any questions before you use the Portal. You can contact us on ian@progressivelegal.com.au.

By signing up to a Legal Shield Package subscription and using the Portal you acknowledge and agree that you have had sufficient chance to read and understand the Terms and you agree to be bound by them. If you do not agree to the Terms, please do not sign up to the Legal Shield Package or use the Portal.

Progressive Legal provides the legal services through the Legal Shield Package and maintains the Portal as an information resource, directory, and discussion board community for Australian business people, entrepreneurs and startups, to provide quality legal services, while giving value for money as well as certainty in regards to managing their expenditure on legal costs.

Definitions

In these terms and conditions:
“Terms” means these terms and conditions, together with the www.progressivelegal.com.au Privacy Policy and any additional terms, conditions, notices and disclaimers displayed elsewhere on the Portal, or within any marketing or informational communications sent to You.

“Portal” means all of the online resources provided in association with the provision of the Legal Shield Package that we own and/or operate from time to time, regardless of how those websites are accessed by users (including via the Internet, mobile phone or any other device).

“Legal Shield Package” means the selected legal services provided by Progressive Legal to Australian clients and paid for by equal monthly instalments over a minimum 12 month term (except for the “Law on Demand” Legal Shield Package, which is not subject to a minimum term). There are a number of Legal Shield Packages which provide different levels of service, which you can select, depending on how many legal documents you need to have tailored for your business. The Legal Shield Package you are subscribed to is the level you selected at the time of entering this Agreement. At any stage during or after the initial term of this agreement you decide to select a package higher than that initially selected then a new 12 month term will apply and the Legal Shield Package will constitute the higher level Legal Shield Package.

“Material” means text, illustrations, photos, audio, video, any combination of these or other material.

“Subscriber” means a client of Progressive Legal who has signed up to receive the Legal Shield Package.

“Us”, “we” or “our” means Progressive Legal and/or its related bodies corporate.
“You”, “your” means any user of the Portal. “Your” has a corresponding meaning.

We may change all or part of the Terms at any time. If we do, the new Terms will be posted on the Portal. Your subsequent or continued use of the Portal will constitute your acceptance of any changes. If you object to any changes to the Terms, your only remedy is to immediately discontinue your use of the Portal.

These terms and conditions of use were last updated in May 2016.

Licence to use Portal

1 We grant you a non-exclusive, worldwide, non-transferable licence to use the Portal in accordance with the Terms.

2 You may access and use the Portal (including any incidental copying that occurs as 4part of that use) in the normal manner and may also print one copy of any page within the Portal for your own personal, non-commercial use.

Intellectual Property

3 Nothing in these Terms constitutes a transfer of any intellectual property rights. You acknowledge and agree that, as between you and us, we own all intellectual property rights in the Portal. Nothing displayed on the Portal should be construed as granting any right of use in relation to any logo, masthead or trade mark displayed on the Portal without the express written consent of the relevant owner.

4 The material on this website is protected by copyright under the Australian Copyright Act 1968 (the Act) and, through international treaties, in other countries. Content displayed on or via the Portal is protected as a collective work and/or compilation, pursuant to copyright laws and international conventions. You agree not to copy, distribute or modify content from the Portal without our express written consent. You may not disassemble, decompile, reverse engineer or otherwise attempt to discover any source code contained in the Portal. Without limiting the foregoing, you agree not to reproduce, copy, sell, resell, or exploit for any purposes any aspect of the Portal (other than your own content).

Your Material

5 By uploading, transmitting, posting or otherwise making available any Material via
the Portal, for example by posting a comment on an article or a question on a forum, you:

5.1 grant us a non-exclusive, worldwide, royalty-free, perpetual, licence to use, reproduce, edit and exploit the Material in any form and for any purpose;

5.2 except where expressly stated otherwise, also grant each user of the Portal a non-exclusive, worldwide, royalty-free, perpetual, licence to use, reproduce, edit and exploit the Material in any form for any purpose, subject to the Conditions;

5.3 warrant that you have the right to grant the abovementioned licences;

5.4 warrant that the Material does not breach the Conditions; and

5.5 consent to any act or omission which would otherwise constitute an infringement of your moral rights, and if you add any content in which any third party has moral rights, you must also ensure that the third party also consents in the same manner.

6 We reserve the right (but have no obligation) to:

6.1 review, modify, reformat, reject or remove any Material which you upload, post, transmit or otherwise make available (or attempt to upload, post, transmit or otherwise make available) that, in our opinion, violates the Terms or otherwise has the potential to harm, endanger or violate the rights of any person; and

6.2 monitor use of the Portal, and store or disclose any information that we collect, including in order to investigate compliance with the Conditions or for the purposes of any police investigation or governmental request.

7 We are not responsible for, and accept no liability with respect to, any Material uploaded, posted, transmitted or otherwise made available on the Portal by any person other tha us. For the avoidance of doubt, we will not be taken to have uploaded, posted, transmitted or otherwise made Material available on the Portal simply by facilitating others to post, transmit or other make Material available.

Furthermore, we do not endorse any opinion, advice or statement made by any person other than us.

Notifying us

8 If you think that the Portal has been accessed or used by another user in breach of the Conditions, please email us at ian@progressivelegal.com.au. We’ll consider whether there are grounds for taking any action, but you won’t necessarily be contacted as to our decision.

9 In particular, if you wish to send us a copyright infringement notification, you will need to identify the Material(s) that you believe infringe(s) your copyright, identify each copyright protected work in which you own the rights and which you believe has been infringed, identify how each copyright protected work has been or is being infringed and include your contact information. You will need to sign the notice and send it to ian@progressivelegal.com.au.

Policy on posting in the discussion forums

10 We want to ensure that the Portal is useful, clean, friendly and as easy to use as possible for everyone. Posts that fall outside the rules stated in our Help sections, guidelines on posting, or our Terms may be removed from the Portal. 11 We may issue warnings, limit or terminate service, remove hosted content and take technical and legal steps to keep users off the Portal, if we think they are creating problems or not acting in accordance with our policies. However, Progressive Legal does not accept any liability for monitoring or for unauthorised or unlawful content on the Portal or use of the Portal by users.

12 You must be at least 18 years of age to use the Portal.

13 As a condition of your use of the Portal you agree that you will not:

13.1 violate the rules or guidelines on posting;

13.2 harvest or otherwise collect information about others, including email addresses, without their consent;

13.3 bypass measures used to prevent or restrict access to the Portal.

13.4 use the Portal in breach of any applicable laws or regulations;

13.5 use the Portal (or Material obtained from the Portal):

(a) to impersonate any person or entity;

(b) to solicit money, passwords or personal information from any person;

(c) to harm, abuse, harass, stalk, threaten or otherwise offend others; or

(d) for any unlawful purpose;

13.6 use the Portal to upload, post, transmit or otherwise make available (or attempt to upload, post, transmit or otherwise make available) any Material that:

(a) is not your original work, or which in any way violates or infringes (or could reasonably be expected to violate or infringe) the intellectual property or other rights of another person;

(b) is false or misleading;

(c) contains, promotes, or provides information about unlawful activities or conduct;

(d) is, or could reasonably be expected to be, defamatory, obscene, offensive, threatening, abusive, pornographic, vulgar, profane, indecent or otherwise unlawful, including Material that racially or religiously vilifies, incites violence or hatred, or is likely to offend, insult or humiliate others based on race, religion, ethnicity, gender,
age, sexual orientation or any physical or mental disability;

(e) exploits another person in any manner;

(f) contains nudity, excessive violence, or sexual acts or references;

(g) includes an image or personal information of another person or persons unless you have their consent;

(h) poses or creates a privacy or security risk to any person;

(i) you know or suspect (or ought reasonably to have known or suspected) to be false, misleading or deceptive;

(j) contains large amounts of untargeted, unwanted or repetitive content;

(k) contains restricted or password only access pages, or hidden content;

(l) contains viruses, or other computer codes, files or programs designed to interrupt, limit or destroy the functionality of other computer software or hardware;

(m) advertises, promotes or solicits any goods or services or commercial activities (except where expressly permitted or authorised by us); or

(n) contains financial, legal, medical, health, nutritional or other professional advice;

13.7 interfere with, disrupt, or create an undue burden on the Portal;

13.8 use any robot, spider, or other device or process to retrieve, index, or in any way reproduce, modify or circumvent the navigational structure, security or presentation of the Portal;

13.9 use the Portal with the assistance of any automated scripting tool or software;

13.10 frame or mirror any part of the Portal without our prior written authorisation;

13.11 use code or other devices containing any reference to the Portal to direct other persons to any other web page;

13.12 except to the extent permitted by law, modify, adapt, sublicense, translate,

sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Portal or cause any other person to do so; or 13.13 delete any attributions or legal or proprietary notices on the Portal.

14 You are solely responsible for all information that you submit to the Portal and any consequences that may result from your post.

15 We reserve the right at our discretion to remove any post that we feel is inappropriate, breaches these Terms, is not relevant, or of value to the Portal community, with or without notice to the poster. We also reserve the right at our discretion to restrict usage of the Portal either temporarily or permanently, or refuse a user registration

16 Some general reasons why a post may be deleted include (but are not limited to):

16.1 The post breaches our Terms or guidelines on posting;

16.2 The post breaches Australian law. Before posting on the Portal it is the responsibility of the user to ensure that content adheres to the Portal posting policies as well as applicable Australian laws. As a condition specified under these Terms, you agree that you will not violate any laws; 16.3 Posts in a language other than English. It is acceptable to include a translation of your post in another language in addition to English;

16.4 Inappropriate language;

16.5 Inappropriate photo / image; or

16.6 Selling or offering services for dietary supplements, medicine, pharmaceutical products or any other services or products.

17 There are several ways that your post may be found to be in breach of policy and removed from the Portal including:

17.1 your post has been reported to us. When this happens your post may be temporarily suspended until it is reviewed. We check reported posts as fast as we can. If we conclude that the post has not breached these Terms we will activate the post again as soon as practicable.

17.2 your post has been removed by our moderation tools. Posts that are identified by our automated tools as inappropriate, and found to breach our Terms will be removed from the Portal.

Liability

18 We will not be liable to you for any losses arising from the provision of the tailored legal documents, in circumstances where you have given us instructions that are either false, incomplete, or otherwise deficient. In this regard, you agree to indemnify us in accordance with clause 32.

19 You use the Portal at your sole risk.

20 To the full extent permitted by law, we exclude all liability in respect of loss of data, interruption of business or any consequential or incidental damages. 21 These Terms are to be read subject to any legislation which prohibits or restricts the exclusion, restriction or modification of any implied warranties, conditions, guarantees or obligations. If such legislation applies, to the extent possible, we limit our liability in respect of any claim to, at our option:

21.1 in the case of services:

(a) the supply of the services again; or

(b) the payment of the cost of having the services supplied again.

22 You agree not to hold us responsible for things other users post or do.

23. As some of the content on the Portal may comes from other users or other sources, we do not guarantee the accuracy of postings or user communications or the quality, safety, or legality of the goods and services on offer. You acknowledge that we are not responsible for, and accept no liability in relation to, any other users’ use of, access to or conduct in connection with the Portal in any circumstance.

24. In no event do we accept any liability for the posting of any unlawful, threatening, abusive, defamatory, obscene or indecent information, or material of any kind which violates or infringes upon the rights of any other person, including without limitation any transmissions that encourage or represent conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any applicable law. 25 We cannot guarantee continuous, error-free or secure access to our services or that defects in the service will be corrected. While we will use reasonable efforts to maintain an uninterrupted service, we cannot guarantee this and we do not give any promises or warranties (whether express or implied) about the availability of our services.

26. Accordingly, to the extent legally permitted, we disclaim all warranties, representations and conditions, express or implied, including those of quality, merchantability, merchantable quality, durability, fitness for a particular purpose and those arising by statute. We are not liable for any loss, whether of money (including profit), goodwill, or reputation, or any special, indirect, or consequential damages arising from your use of the Portal, even if you advise us or we could reasonably foresee the possibility of any such damage occurring.

27. If we are found to be liable, our liability to you or any third party (whether in contract, tort, negligence, strict liability in tort, by statute or otherwise) is limited to

the total fees you pay to us in the 12 months prior to the action giving rise to liability.

28. In no circumstances will we be liable to you for any indirect, incidental, special and/or consequential losses or damages (including loss of profits, revenue, production, goodwill, data or opportunity) of whatever nature howsoever arising in connection with the Portal.

29. Except where expressly stated otherwise, Material on the Portal is provided by way of general information only, and as an educational resource aimed at helping small to medium businesses and start ups. It is not intended as legal advice or other professional advice and must not be relied upon as such. You should make your own inquiries and take independent advice tailored to your specific circumstances prior to making any decisions. You acknowledge that you will contact us, or another independent legal representative, to ensure that any advice is proper and suitable for your business. For the avoidance of doubt, we do not accept liability for any loss or damage suffered by you as a result of you relying solely on Materials provided in the Portal without consulting us for specific legal advice. Should you decide to act in reliance solely on Materials provided in the Portal, you indemnify us in accordance with clause 32 below.

30. We will not be liable for loss resulting from any action or decision by you in reliance on the Material on the Portal, nor any interruption, delay in operation or transmission, virus, communications failure, Internet access difficulties, or malfunction in equipment or software.

31. None of our affiliates or directors, officers, employees, agents, contributors, third party content providers or licensors makes any express or implied representation or warranty about, or shall be liable, in contract, tort (including negligence) or otherwise, for any direct, indirect, special or consequential loss, damages or reliance in connection with the email or the Portal, its use, its content or any products or services (including our products or services) referred to on the Portal. This includes (but is not restricted to) loss or damage you might suffer as a result of any of the following:

31.1 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.

31.2 accessing any sites or servers maintained by other organisations through links on the email or the Portal. Links are provided for the convenience of users of the email and the Portal only and without responsibility for the content or operation of those sites. Unless otherwise stated, linked sites and their products and services are not endorsed by the Publishers and your linking to any such site is at your own risk.

31.3 the provision of credit card or other financial information, the failure to complete (or delay in completing) any transaction, or other loss or damage arising from any e-commerce transacted or attempted to be transacted on the Portal.

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

31.5 a breach by us of our Privacy Policy (other than a wilful breach).

Indemnity

32 You agree to fully indemnify us, our affiliates, employees, agents, contributors, third party content providers and licensors from and against all actions, suits, claims, demands, liabilities, costs, expenses, loss and damage (including legal fees on a full indemnity basis) incurred or suffered by you or by us as a direct or indirect7
consequence of your accessing, using or transacting on this Portal or your attempts to do so, and/or any breach by you or your agents of these Terms.

Personal information

33. By signing up to a Legal Shield Package, or using the Portal, you agree to the collection, transfer, storage and use of your personal information by the Portal and Progressive Legal on servers as described in our Privacy Policy. You also agree to receive marketing communications from us, our sponsors or affiliates, unless you tell us otherwise.

Access to the Portal

34 While we use reasonable endeavours to ensure that the Portal is available continuously, we do not make any representations or warranties that your access will be uninterrupted, timely, secure or error free. Your access to the Portal may be suspended without notice in the case of system failure, maintenance or repair or any reason beyond our control.

35 Except as expressly provided otherwise in the Terms, we reserve the right to change or discontinue any website, feature or service (or part thereof) on the Portal at any time.

36 Except as expressly provided otherwise in the Terms, we reserve the right to change the pricing for any chargeable service or feature on the Portal at any time without providing notice to you.

37 We do not warrant that we will continue to make the Portal available generally or at all and reserve the right at any time to impose or increase fees for future access to any material appearing in the email or on the Portal. The right is reserved to alter the Portal at any time, even if it changes the equipment needed to access or use the email or the Portal or any part of it.

Legal Shield Package subscription terms

38 The Legal Shield Package services are made available to individuals and corporations within Australia, and are not intended to be used for any other jurisdiction.

39 At the time you subscribe to the Legal Shield Package, you will select the level of service you wish to receive from the package.

40 Progressive Legal reserves the right to change the pricing for the Legal Shield Package at any time. If Progressive Legal changes the pricing of the Legal Shield Package, the new prices will be published on our website and on the Portal.

41 If the Legal Shield Package you have subscribed to includes the provision of legal documents, we will deliver tailored documents to you in accordance with the Legal Shield Package to which you are subscribed as soon as reasonably practicable, having regard to receiving detailed instructions from you, workload and technical factors. You acknowledge and agree not to transact or enter into legally binding agreements until such time as we provide the selected tailored legal documents to you. Should you enter into any binding agreements in the absence of the protection of a written legal document, you agree to hold harmless Progressive Legal from any and all loss and/or damage suffered as a result of your breach of this term and agree to indemnify us in accordance with clause 32.

42 Once a Subscriber is subscribed to the Legal Shield Package, the price for the
package will be honoured for the 12 month term of the agreement, so long as all instalment periods have been made on or before the due date.

43 A Subscriber may not amend their subscription to a Legal Shield Package of a lower value within the 12 month term of the agreement from the current package.

44 A Subscriber may upgrade their subscription to a Legal Shield Package of a higher value, giving them access to more services, at any time within the 12 month term. If a Subscriber does upgrade their subscription during the term of the agreement, the agreement renews for a further 12 months from the date of upgrade on the higher value Legal Shield Package.

45 If a Subscriber breaches any of these terms, Progressive Legal reserves the right to terminate the agreement and remove access to the portal. If the agreement is terminated for breach, the balance of instalments due for the remainder of the term of the agreement will become immediately due and payable.

46 In the event that instalment payments are unable to be deducted or otherwise remain unpaid within the term of the Legal Shield Package Subscription, for any reason, the balance of the total remaining instalment payments will become payable immediately, unless the default is rectified within 7 days of notification of the default.

47 If monies due to Progressive Legal remain outstanding for a period of 30 days, Progressive Legal reserves the right to:

47.1 Charge interest on all monies outstanding at the maximum rate prescribed in Rule 75 of the Legal Profession Uniform General Rules 2015 (“Uniform General Rules”) (being the Cash Rate Target set by the Reserve Bank of Australia plus 2%); and

47.2 Assign any debt payable to a third party without further consultation with the client.

48 Without affecting any lien to which we are otherwise entitled at law over funds, papers and other property of yours:

48.1 we shall be entitled to retain by way of lien any funds, property or papers of yours, which are from time to time in our possession or control, until all costs, disbursements, interest and other moneys due to the firm have been paid; and

48.2 our lien will continue notwithstanding that we cease to act for you.

49 The legal services provided in the Legal Shield Package may include the provision of
selected legal documents, tailored specifically to the business needs of the client. Progressive Legal, as provider of the legal services, will make necessary amendments and clarify queries regarding any documents provided, subject to those amendments and clarifications being reasonable in the circumstances of complete instructions provided. Where the client’s circumstances change after the provision of the documents, such that substantial amendments are required, those amendments will not be included in the Legal Shield Package.

50 The Legal Shield Package includes telephone contact with a lawyer at Progressive
Legal, in accordance with the level of package. Higher or increased levels of telephone contact and other services requested of Progressive Legal are not included in the Legal Shield Package and will be subject to a separate costs agreement between you and Progressive Legal.

51 The “Law on Demand” Legal Shield Package is a month-to-month contract which, unlike all other Legal Shield Packages, can be cancelled by you at any time. The “Law on Demand” Legal Shield Package includes a legal protection audit and telephone contact with a lawyer at Progressive Legal to answer a reasonable number of general inquiries and provide general assistance, including an initial opinion on the matter the subject of that telephone call. It is not intended to provide advice in relation to complicated or lengthy matters which require a greater amount of work. Should we identify that more lengthy or complex advice is required, we will let you know. This will be outside the scope of the Legal Shield package and our hourly rates (as per clause 81) will apply. We will provide an estimate for that work before we seek your approval to proceed as quoted, in accordance with these terms.

Work that is not included in the Legal Shield Package

52 Where a selected service will incur government charges and/or other extra charges in order to provide that service to you, those charges are not included in the fees to
you and will be payable by you at the time they are incurred. Such charges may include, for example, filing fees with Intellectual Property Australia, or ASIC or Land
Title search fees.

53 In the case of trademark applications, the included service is the preparation and lodgement of the application. If extra work is required to be completed because of potential objections or impediments to the trademark application, for example making submissions to Intellectual Property Australia or negotiations with third parties, the extra work will be subject to a separate costs agreement with you. In most cases, this work will be charged at our usual hourly rates.

54 Where an inquiry by you about a legal matter for which we have provided initial or brief legal advice over the telephone or email as part of our general legal services included in the Legal Shield Package is identified to be more complex or more lengthy or complex advice is required, we will let you know. This will be outside the scope of the Legal Shield package and our hourly rates (as per clause 81) will apply. We will provide an estimate for that work before we seek your approval to proceed as quoted, in accordance with these terms.

Legal Shield Package referral fee disclosure

55 Where you have been referred to the Legal Shield Package by one of our referral partners, a percentage of the fees paid by you under the Legal Shield Subscription package may be payable by Progressive Legal to the referring entity as a referral fee under a separate agreement.

56 The published subscription fee for the Legal Shield Package is not dependent on whether or not a referral fee is payable by Progressive Legal.

57 As referral fees may very between referral partners, it is impracticable to disclose publicly what those fees are, however, should you wish to know what referral fee has been paid in respect of the Legal Shield Package you are subscribed to, you may contact us at ian@progressivelegal.com.au.

Subscription

58 To access or use certain parts of the Portal, you must register as a client of the Legal Shield Package.

59 When registering as a client of the Legal Shield Package, you must provide us with accurate, complete and up-to-date registration information, as requested. It is your responsibility to inform us of any changes to your registration information. We will treat your personal information strictly in accordance with our Privacy Policy. 60 You must not impersonate or create a subscription for any person other than yourself.

61 We may at any time request a form of identification to verify your identity.

62 You must ensure the security and confidentiality of your membership details, including any username and/or password assigned to you. You are wholly responsible for all activities which occur under your membership details (including unauthorised use of your credit card). You must notify us immediately if you become aware of any unauthorised use of your membership details. You must not permit your membership details to be used by or transferred to any other person.

63 We reserve the right to, in our sole discretion, suspend or terminate your membership or access to all or any part of the Portal, including if we believe you are abusing the services in any way, or if you have breached the Terms.

These Terms form our costs agreement with you

64 These Terms form the basis of our costs agreement with you.

65 The Legal Shield Package is a package that consists of specific legal services provided at a fixed cost. The fixed costs for the total package are disclosed upfront to you, before you subscribe to the package.

66 If you require legal services not included in the Legal Shield Package during the term of your subscription, we will let you know. These will be outside the scope of the Legal Shield package and our hourly rates will apply. We will provide an estimate for that work before we seek your approval to proceed as quoted, in accordance with these terms.

67 You may seek independent legal advice before agreeing to this costs agreement proposed, or any other costs agreement offered by us.

68 You may negotiate the terms of this costs agreement.

69 You are entitled to receive a bill, and if you request it, fully itemised, within 30 days of receiving the lump sum bill.

70 You are entitled to progress reports of your matter and the costs incurred in your matter and to be notified of any substantial changes affecting costs.

71 You are entitled to:

71.1 seek the assistance of the designated local regulatory authority (the NSW Commissioner) in the event of a dispute about legal costs;

71.2 be notified as soon as is reasonably practicable of any substantial change to any matter affecting costs;

71.3 accept or reject any offer we make for an interstate costs law to apply to your matter; and

71.4 notify us that you require an interstate costs law to apply to your matter.

72 If there is a dispute or you are unhappy with the costs you can require mediation of the dispute, apply for independent assessment within 12 months, or seek to have the cost agreement set aside.

73 The law of NSW applies to legal costs in relation to this matter.

74 You are entitled to accept or reject any offer we make for an interstate costs law to apply to your matter or notify us that you require an interstate costs law to apply to your matter.

75 Any costs agreement you enter will show the basis on which the costs and disbursements will be calculated, estimate the total payable, or a range of estimates including major possible variables, when you should pay, the interest payable if you fail to pay, and the person you should speak to about any concerns you have on the costs.

76 If you request an itemised bill and the total amount of the legal costs specified in it exceeds the amount previously specified in the lump sum bill for the same matter, the additional costs may be recovered by us only if:

76.1 when the lump sum bill is given, we inform you in writing that the total amount of the legal costs specified in any itemised bill may be higher than the amount specified in the lump sum bill, and

76.2 the costs are determined to be payable after a costs assessment or after a binding determination under section 292 of the Uniform Law.

77 Nothing in these terms affects your rights under the Australian Consumer Law.

78 If you have a dispute in relation to any aspect of our legal costs you have the following avenues of redress:

78.1 in the first instance we encourage you to discuss your concerns with us so that any issue can be identified and we can have the opportunity of resolving the matter promptly and without it adversely impacting on our business relationship;

78.2 you may apply to the Manager, Costs Assessment located at the Supreme Court of NSW for an assessment of our costs. This application must be made within 12 months after the bill was provided or request for payment made or after the costs were paid.

79 For more information about your rights, please read the fact sheet titled Legal Costs – Your right to know, from your local law society or law institute, or ask us for a copy.

80 For work that is not included in the Legal Shield Package, for which we will charge separately and provide you with a separate estimate or quote, in accordance with clause 66, we usually calculate our professional fees on an hourly basis. In respect of our professional fees:

80.1 the major variables that might affect the calculation of these costs are:

(a) Prolonged negotiations;

(b) Examination of various correspondence;

(c) Reviewing of documents submitted;

(d) Time spent advising on an ad hoc basis; and

(e) Time spent in correspondence, reviewing amended documents and making any further amendments going forward.

(f) the number and duration of telephone calls or other communications;

(g) your prompt and efficient response to requests for information or instructions;

(h) whether your instructions are varied;

(i) whether documents have to be revised in light of varied instructions;

(j) the lawyer or other persons with whom we deal and the level of cooperation of the lawyer’s clients and other persons involved;

(k) changes in the law; and

(l) the complexity or uncertainty concerning legal issues affecting your matter.

80.2 Our fees will be calculated as follows:

(a) Those members of the firm that work on your matter will record the time they spend and charge according to the following rates. As discussed, we will keep these costs down as much as we can while you are in the initial stages.

(b) The firm’s fees are determined by applying these hourly rates to the units of time recorded by each staff member on your matter. Time is recorded in 6 minute units. For example, the time charged for a phonecall of up to 6 minutes will be 6 minutes and the time charged for an attendance between 6 and 12 minutes will be 12 minutes.

81 For services not included in the Legal Shield Package, the hourly rates of our professional staff are as follows:

John McIntyre Hourly rate of $400 Plus GST
Ian Aldridge, Principal Hourly rate of $400 Plus GST
Clare Mould, Lawyer Hourly rate of $375 Plus GST
Majella Turner, Lawyer Hourly rate of $350 Plus GST
Paralegal (should one be assigned) Hourly rate of $150 Plus GST
Clerk Hourly rate of $50 Plus GST

We may incur disbursements (being money which we pay or are liable to pay to others on your behalf). Disbursements may include search fees, court filing fees, process server fees, expert fees, witness expenses, travel expenses, transcript expenses and barrister’s fees. Where you instruct us to brief a barrister or other expert and they provide a disclosure and costs agreement we will provide this to you.

83. In the course of your matter it may be necessary to incur disbursements, which are fees, expenses and charges such as court filing fees, bank charges, courier fees, barrister’s fees, title searching and property enquiries, agency fees for law stationers, and process serving. These are payable as and when they fall due for payment. We will not incur any substantial expense without first obtaining your permission.

83.1 We will not charge you for photocopying,

83.2 We will not charge you for printing,

83.3 We will not charge you for telephone expenses,

83.4 We will not charge you for postage or faxing,

83.5 Should we incur fees or costs of third parties on your behalf (for instance barrister’s fees or search fees, if agreed by you), we will ask you for payment of those accounts as and when they are received and invoice you for those disbursements.

84. It may be necessary for us to engage, on your behalf, the services of another lawyer or expert to provide specialist advice or services, including advocacy services. We will consult you as to the terms of that lawyer’s engagement, but you may be asked to

85. Before acceptance of a costs agreement with us you are entitled to negotiate these Terms.

Authorisation to Transfer Money from Trust Account

86. Where required, you authorise us to receive directly into our trust account any judgment or settlement amount, or money received from any source in furtherance of your work, and to pay our professional fees, internal expenses and disbursements in accordance with the provisions of Rule 42 of the Uniform General Rules. A trust statement will be forwarded to you upon completion of the matter.

Privacy

87. We will collect personal information from you in the course of providing our legal services. We may also obtain personal information from third party searches, other investigations and, sometimes, from adverse parties.

88. We are required to collect the full name and address of our clients by Rule 93 of the Uniform General Rules. Accurate name and address information must also be collected in order to comply with the trust account record keeping requirements of Rule 47 of the Uniform General Rules and to comply with our duty to the courts.

89. Your personal information will only be used for the purposes for which it is collected or in accordance with the Privacy Act 1988 (Cth). For example, we may use your personal information to provide advice and recommendations that take into account your personal circumstances.

90. If you do not provide us with the full name and address information required by law we cannot act for you. If you do not provide us with the other personal information that we request our advice may be wrong for you or misleading.

91. Depending on the nature of your matter the types of bodies to whom we may disclose your personal information include the courts, the other party or parties to Clerk Hourly rate of $50 Plus GST litigation, experts and barristers, the Office of State Revenue, PEXA Limited, the Land and Property Information Division of the Department of Lands, the Registrar General and third parties involved in the completion or processing of a transaction.

92. We do not disclose your information overseas unless your instructions involve dealing with parties located overseas. If your matter involves parties overseas we may disclose select personal information to overseas recipients associated with that matter in order to carry out your instructions.

93. We are able to send and receive documents electronically. However, as such transmission is not secure it may be copied, recorded, read or interfered with by third parties while in transit. If you ask us to transmit any document electronically, you release us from any claim you may have as a result of any unauthorised copying, recording, reading or interference with that document, for any delay or nondelivery of any document and for any damage caused to your system or any files.

Third party websites, advertising and activities

94. We may feature or display links and pointers to websites operated by third parties on the Portal. Such websites do not form part of the Portal and are not under our control. We do not accept any responsibility in connection with any such website. If you link to any such websites, you leave the Portal entirely at your own risk.

95. The Portal may feature or display third party advertising. By featuring or displaying such advertising, we do not in any way represent that we recommend or endorse the relevant advertiser, its products or services.

96. If you contact a third party using functionality provided on the Portal, including via email, we do not accept any responsibility for any communications or transactions between you and the relevant third party.

97. From time to time, we may promote, advertise, or sponsor functions, events, offers,competitions or other activities that may be conducted offline and may be conducted by third parties. You participate in any such activities entirely at your own risk. We do not accept any responsibility in connection with your participation in activities conducted by any third party. These communications and/or activities may be subject to separate terms and conditions and are conducted in accordance with the terms of our Privacy Policy. For example, the personal information you provide when registering on the Portal may be used, or disclosed, for the purpose of sending you marketing or promotional material about a third party business that we believe may be of interest to you. You will be given an opportunity to unsubscribe to any of these communications in accordance with applicable legislation. If you wish to make a complaint or provide feedback about a privacy related matter, please email our Privacy Officer at ian@progressivelegal.com.au.

Video Player

98. We may at our discretion allow you to share or embed some of the content in our Video Player on third party sites. Such content may not be used for commercial purposes except with our prior written consent, and content may only be shared or embedded in accordance with the functionality of the Video Player. No rights whatsoever in any content are granted to you by virtue of the sharing and embedding functions, and Progressive egal reserves all rights in relation to the content and the Video Player, including the right to require users of the Video Player to remove shared or embedded content for any reason in our absolute discretion. Users of the Video Player must comply with any request to remove content in a timely way, but in any case within one business day of the request being made. Users must display contact information on their website sufficient to allow Progressive Legal to make contact and request player removal. Progressive Legal does not make any warranty, representation or guarantee as to availability or any level of service and may disable the Video Player without notice.

Google Maps

99. The Google Maps service is made available to you under licence from Google Inc. By using the Google Maps service and any data or information accessed from Google Maps, you also agree to be bound by the Google Maps terms and conditions available at the following url: http://www.google.com/intl/en_us/help/terms_maps.html.

Subscriber Services

100. Progressive Legal offers the Portal subscribers access to content or information not available to non-subscribing users.

101. If you are a Client of the Legal Shield Package with access to the Portal or any of its products or services, you acknowledge that:

101.1 you purchase the right to access the Portal from any computer you choose, for the duration of your subscription;

101.2 your subscription is for your own personal use only and you will not enable third parties to have access to the Portal whether free or for a charge;

101.3 you are solely responsible for the protection and confidentiality of any password or user ID that may be issued to you from time to time and you will not reveal (or cause to be revealed through any act or omission) your password to any other person;

101.4 the price of any subscriber service is subject to change at any time.

Online Payment Security

102. Subscription fees for the Legal Shield Package will be deducted using direct debit or credit card payments through our secure online payment gateway.

103. We will keep all information pertaining to your nominated account at the Financial Institution, private and confidential. Credit card details or bank account details of all subscribers may be retained by the payment gateway used by Progressive Legal to process payments.

104. Legal Shield Package Subscription fees are in Australian Dollars ($AUD) only.

105. Subscribers to the Legal Shield Package will pay the agreed monthly subscription instalment on the date of commencement of subscription to the Legal Shield Package and monthly thereafter for the duration of the term of this agreement. The subscriber’s credit card or direct debit details are retained by the online payment gateway used by Progressive Legal.

Termination and suspension Policy

106. In the event that a subscriber wishes to suspend their subscription on the grounds of hardship, Progressive Legal may allow, in its sole discretion, for instalment payments and services to be suspended for a set period by agreement. For suspension requests, please contact ian@progressivelegal.com.au.

107. We may cease to act for you or refuse to perform further work, including:

107.1 while any of our tax invoices remain unpaid;

107.2 if you do not within 7 days comply with any request to pay an amount in respect of disbursements or future costs;

107.3 if you fail to provide us with clear and timely instructions to enable us to advance your matter, for example, compromising our ability to comply with Court directions, orders or practice notes;

107.4 if you refuse to accept our advice;

107.5 if you indicate to us or we form the confidence in us; if there are any ethical grounds which we consider require us to cease acting for you, for example a conflict of interest;

107.6 for any other reason outside our control which has the effect of compromising our ability to perform the work required within the required timeframe; or

107.7 if in our sole discretion we consider it is no longer appropriate to act for you;

or

107.8 for just cause.

108 We will give you reasonable written notice of termination of our services. You will be required to pay our costs incurred up to the date of termination.

Retention of Your Documents

109. On completion of your work, or following termination (by either party) of our services, we will retain your documents for 7 years. Your agreement to these terms constitutes your authority for us to destroy the file after those 7 years. The authority does not relate to any documents which are deposited in safe custody which will, subject to agreement, be retained on your behalf indefinitely. We are entitled to retain your documents while there is money owing to us for our costs.

110. You will be liable for the cost of storing and retrieving documents in storage and our professional fees in connection with this.

Cookies

111. The Portal website utilises cookies. If you do not have cookies enabled in your web browser some functions of the Portal may not work as intended.

Links

112. You are welcome to create links from your website to the Legal Shield Package website. However, you must not use Progressive Legal trade marks or logos for this purpose unless you have our permission.

113. Our website and emails may contain links to websites not owned or operated by Progressive Legal. We do not accept liability for the availability or content of these sites.

General Terms
GST

114. Unless stated to be otherwise, charges referred to for any goods or services supplied (or offered for supply) via the Site are stated inclusive of GST. Where GST applies to any supply made to you, we will deduct the applicable GST and issue you with a Tax Invoice. GST means the Australian goods and services tax charged under A New Tax System (Goods and Services Tax) Act 1999 (“Act”). Tax Invoice means tax invoice as defined by the Act.

Severability

115. If any provision of the Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Terms, which shall remain in full force and effect.

No waiver

116. If we don’t enforce any particular provision, we are not waiving our right to do so later. If a court strikes down any of these terms, the remaining terms will survive. We may automatically assign this agreement at our sole discretion.

Applicable law

117. These Terms shall be construed in accordance with and governed by the laws of New South Wales, Australia. You consent to the exclusive jurisdiction of the courts in New South Wales, Australia to determine any matter or dispute which arises under the Terms.

Resolution of disputes

118. Should a dispute arise between you and Site, we strongly encourage you to contact us directly to seek a resolution by contacting us on ian@progressivelegal.com.au Any reasonable requests will be considered and we will attempt to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation.

Whole agreement

119. These terms and the other policies posted on the Portal constitute the entire agreement between Progressive Legal and you, superseding any prior agreements.

Assignment

120. You may not assign, sublicence or otherwise deal in any other way with any of your rights under these Terms.