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Terms of Service

MODE LAW PTY LTD – ABN 40 617 503 456

INTRODUCTION

By using mode.law you agree to these Terms of Service.

1.        DEFINITIONS

The following terms are used regularly throughout these Terms of Service and have a particular meaning:

(a)        Additional Service means a service other than a Lawyer Service, that can be purchased via mode.law from us or a Third Party, including:

i                Company registration;

ii               Registered office services: or

iii              Any other services we advise you is being provided by a Third Party.

(b)        Business means the business registered to use mode.law.

(c)        Chat means the chat window within mode.law, available to you when you are logged-in (depending on your level of subscription).

(d)        Consultation means a consultation with a Lawyer over the phone or via video conference, booked via Talk to a Lawyer.

(e)        Get a Quote means that part of mode.law called “Get a Quote” where you can submit a form to request a Quote.

(f)         GST has the meaning given by the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

(g)        Intellectual Property means all industrial and intellectual property rights, both in Australia and throughout the world, and includes any copyright, moral right, patent, registered or unregistered trade mark, registered or unregistered design, trade secret, knowhow or other proprietary right or right of registration of such rights, including any such rights subsisting in (without limitation): business documentation, business processes, circuit layouts; inventions; product formulations; databases; software code; domain names; brand names; trade name; business name; company name.

(h)        Lawyer means a third-party lawyer or law firm that provides Lawyer Services.

(i)          Lawyer Service means a non-automated legal service provided to you by a Lawyer via mode.law, including via:

i             Chat;

ii            Get a Quote; or

iii           Talk to a Lawyer.

(j)          Legal Document means a document that can be automatically created by you via mode.law.

(k)        mode.law means the mode.law online platform accessible from the URL https://mode.law.

(l)          Privacy Act means the Privacy Act 1988 (Cth).

(m)      Privacy Policy means our privacy policy as updated from time-to-time, which can be found at mode.law/privacy.

(n)        Quote means a quote provided by us for Lawyer Services and/or Additional Services.

(o)        Service Package means a package of one or more services available for purchase in the “Shop” area of mode.law.

(p)        Talk to a Lawyer means that part of mode.law called “Talk to a lawyer” where you can book and pay for a Consultation.

(q)        Third Party means a third party that provides an Additional Service.

(r)         Your Content means documents, images, information or other data that is uploaded or input into mode.law by you on behalf of your Business.

2.        USING MODE.LAW

2.1       General.

(a)        In this document:

i                “we” and “us” refers to Mode Law Pty Ltd, ABN 40 617 503 456 as owner and operator of mode.law; and

ii               “you” refers to each individual user of mode.law.

(b)        mode.law is an online technology platform that allows you to create Legal Documents and interact with Lawyers to obtain their advice.

(c)        mode.law is not a law firm and does not provide legal advice.

(d)        Any information available on mode.law is general in nature only, and not to be interpreted as applying specifically to you or your Business.

(e)        By registering a Business with mode.law or using a Business’ mode.law account, you warrant that you have the authority of your Business to register or use its account.

(f)         We may suspend your Business’ account or restrict your access if you breach these Terms of Service.

2.2       Features. mode.law allows you to:

i                 Register and manage an account for your Business;

ii               Chat with a Lawyer;

iii              Create Legal Documents;

iv              Manage files within your account;

v               Purchase Service Packages;

vi              Talk to a Lawyer;

vii             Get a Quote ; and

viii           Such other features we may make available from time-to-time.

3.        LEGAL DOCUMENTS

3.1       You may create such number or types of Legal Documents available to your Business in accordance with its level of subscription.

3.2       The templates from which Legal Documents are created have been drafted by Lawyers, however you should obtain legal advice in relation to each Legal Document you create to ensure that it has been completed correctly and is suitable for your purposes.

3.3       You acknowledge and agree that:

(a)        Legal Documents are generic in nature only;

(b)        You are responsible for the accuracy and suitability of all information you enter into a Legal Document; and

(c)        We have made no representations that any Legal Document is fit for your intended purposes.

4.        LAWYER SERVICES

4.1       Lawyer Services you obtain via mode.law are governed by the engagement terms entered into between your Business and the Lawyer providing the Lawyer Services. We are not responsible for such Lawyer Services and are not be liable for any loss or damage arising in any manner whatsoever from Lawyer Services provided to you via mode.law.

4.2       Lawyers providing Lawyer Services via mode.law are not our employees or subcontractors and do not provide their Lawyer Services to your Business on our behalf. We are not your agent or the agent of any Lawyer that provides Lawyer Services through mode.law, except in relation to the remission of fees charged by a Lawyer and paid by your Business via mode.law in which case we are your Business’ agent.

5.        TALK TO A LAWYER

5.1       You can arrange a Consultation with a Lawyer via the “Talk to a lawyer” area of mode.law.

5.2       Consultations can be rescheduled or cancelled by you or the Lawyer.  Cancelled Consultations will be refunded less any transaction fees.

6.        GET A QUOTE

6.1       You may request a Quote for Lawyer Services via mode.law by:

(a)        Completing the “Get a quote” form on mode.law; or

(b)        Requesting a quote via the Chat.

(Quote Request).

6.2       In order to enable a Lawyer to provide an accurate Quote you should submit a Quote Request that includes:

(a)        As much information in relation to your issue as possible in the Chat or Get a Quote form (as the case may be); and

(b)        All relevant documents for review by the Lawyer, via the attach file or upload option.

6.3       All Quotes in response to a Quote Request will be provided to you by us via email or mode.law.

7.        YOUR CONTENT

7.1       You acknowledge and agree that:

(a)        Your Content is the sole responsibility of you and your Business;

(b)        To the extent permitted by law, under no circumstances will we be liable in any way for Your Content; and

(c)        You are responsible for the accuracy, completeness, quality and legality of Your Content.

7.2       You authorise us to provide each Lawyer engaged by your Business through mode.law with access to Your Content for the purposes of providing Lawyer Services.

8.        ADDITIONAL SERVICES

8.1       Additional Services may be available for purchase via mode.law. We will let you know if an Additional Service is provided by a Third Party.

8.2       Additional Services may be subject to separate terms and conditions. You must accept any such terms and conditions in order complete the purchase of such services on behalf of your Business. Failure to accept Third Party terms and conditions may result in the Additional Services not being provided in full.

8.3       In order to enable us or a Third Party to provide the Additional Services you must:

(a)        provide all necessary information; and

(b)        make payment for such Additional Service via mode.law in advance.

8.4       We are not responsible for the delivery of Additional Services provided by a Third Party.

9.        FEES, PAYMENTS & REFUNDS

9.1       Subscription fees

(a)        Subscription fees to access paid services on mode.law are payable in advance for each subscription period (after any free trial period has expired).

(b)        We reserve the right to introduce or change subscription fees from time-to-time by giving your Business no less than 14 days’ notice. Any new or changed subscription fees will apply at the next billing period after you have been given such notice.

9.2       Talk to a Lawyer fees

(a)        Talk to a Lawyer fees are payable at the time a Consultation is booked via Talk to a Lawyer.

(b)        We will hold Talk to a Lawyer fees on account and not pay them to the Lawyer until the scheduled time that the Consultation was due to take place has occurred.

9.3       Quotes and Lawyer Fees

(a)        On acceptance of a Quote, we will invoice you on behalf of the Lawyer providing the Lawyer Services described in the Quote.  The Lawyer is not obliged to provide such Lawyer Services until we confirm that payment of the invoice has been received by us in full.

(b)        We will hold Lawyer Fees on account and pay them to the Lawyer once the Lawyer confirms that they have completed the Lawyer Services described in the Quote.

(c)        Once we have made payment to a Lawyer in accordance with 9.3(b) we will;

i                 provide you with a tax receipt from the Lawyer confirming we have paid them the Get a Quote fees on your behalf and itemising any fee retained by us; and

ii               have no further responsibility to you in relation to the Lawyer Fees subject to the Quote.

9.4       Payment of fees. All payments must be made via the online payment gateway within mode.law, as set out in any invoice or in such other manner as the we may direct from time-to-time.

9.5       Currency. All Fees are quoted in Australian dollars, however transactions may be processed in an equivalent foreign currency (such as USA dollars, Euro or British pounds).

9.6      GST. GST is applicable to any fees charged by us or on behalf of a Third Party to you. Unless expressed otherwise, all fees will be deemed exclusive of GST.

9.7       Refunds. No refunds of fees are offered other than as explicitly set out in these Terms of Service or as required by law.

10.    GENERAL CONDITIONS

10.1    Licence

(a)        By accepting the terms and conditions of this Agreement, you are granted a limited, non-exclusive and revocable licence to access and use mode.law on behalf of your Business in accordance with these Terms of Service.

(b)        We may amend the licence to include further terms or limitations as we see fit, by providing your Business with 14 day’s notice.

(c)        We may revoke or suspend your licence in our absolute discretion for any reason that we see fit, including if you breach any of these Terms of Service.

10.2    Modification of Terms. These Terms of Service may be updated by us from time-to-time by providing your Business with 14 day’s notice, and you will be required to accept such modified terms in order to continue using mode.law.

10.3    Software-as-a-Service. As a hosted and managed service, we reserve the right to upgrade, maintain, tune, backup, amend, add or remove features, redesign, improve or otherwise alter mode.law.

10.4    Use & Availability

(a)        You agree that you will only use mode.law for legal purposes and you will not use it to engage in any conduct that is unlawful, immoral, threatening, abusive or in a way that is deemed unreasonable by us in our discretion.

(b)        You and your Business are solely responsible for the security of your username and password used to access mode.law. You must notify us as soon as you become aware of any unauthorised access to your Business’ mode.law account.

(c)        You agree that we will use our reasonable endeavours to provide access to mode.law, however:

i                 Access to mode.law may be prevented by issues outside of our control; and

ii               we accept no responsibility for ongoing access to mode.law.

10.5    Privacy

(a)        We maintain a Privacy Policy in compliance with the provisions of the Privacy Act for data that we collect about you.

(b)        The Privacy Policy does not apply to how your Business handles personal information.

(c)        mode.law may use cookies (a small electronic tracking code) to improve your experience while browsing, while also sending your browsing information back to us. You may manage how mode.law handles cookies in your own browser settings.

10.6    Data

(a)        Security.  We take the security of mode.law and the privacy of our users very seriously.  You agree that you must not do anything to prejudice the security or privacy of mode.law or the information held on mode.law.

(b)        Transmission.  We will do all things reasonable to ensure that the transmission of data occurs according to accepted industry standards.  It is up to you to ensure that any transmission standards meet your Business’ operating and legal requirements.

(c)        Storage. We store data on servers based in the USA according to accepted industry standards. If your Business requires Your Content to be stored in a different location, we may be able to do so for additional fee.

(d)        Backup.  We will perform backups of mode.law at such times and intervals as is reasonable for our business purposes.

10.7    Intellectual Property

(a)        Trademarks.  We have common law and registered rights in our trade marks. You must not copy, alter, use or otherwise deal in our trade marks without our prior written consent.

(b)        mode.law.  You agree and accept that mode.law is our Intellectual Property and further warrant that by using mode.law you will not:

i                 Copy mode.law or the services that it provides for your own commercial purposes; or

ii               Directly or indirectly copy, recreate, decompile, reverse engineer or otherwise obtain, modify or use any source or object code, architecture, algorithms contained in mode.law or any documentation associated with it.

(c)        Content.  All content submitted to us, whether via mode.law or directly by other means, becomes and remains our Intellectual Property, including (without limitation) any source code, analytics, insights, ideas, enhancements, feature requests, suggestions or other information provided by you or any other party with respect to mode.law.

10.8    Disclaimer of Third-Party Services & Information.

(a)        You acknowledge that mode.law is dependent on third-party services, including but not limited to:

i                 Banks, credit card providers and merchant gateway providers;

ii               Telecommunications services;

iii              Hosting services;

iv              Email services; and

v               Analytics services.

(b)        You agree that we will not be responsible or liable in any way for:

i                 Interruptions to the availability of mode.law due to third-party services; or

ii               Information contained on any linked third-party website.

10.9    Liability & Indemnity.

(a)        You agree that you use mode.law at your own risk and the risk of your Business.

(b)        You acknowledge that we are not responsible for your conduct or activities, the conduct or activities of any Lawyer, Third Party or other third-party service provider, and that we shall not be liable for such conduct or activities under any circumstances.

(c)        You agree that your Business shall indemnify us for any loss, damage, cost or expense that we may suffer or incur as a result of or in connection with your use of or conduct in connection with mode.law, including any breach by you of these Terms of Service.

(d)        In no circumstances will we be liable for any direct, incidental, consequential or indirect damages, damage to property, loss of property, loss or corruption of data, loss of profits, goodwill, bargain or opportunity, loss of anticipated savings or any other similar or analogous loss resulting from your access to mode.law, use of mode.law, or inability to use mode.law, whether based on warranty, contract, tort, negligence, in equity or any other legal theory, and whether or not we knew or should have known of the possibility of such damage, or business interruption of any type, whether in tort, contract or otherwise.

(e)        Certain rights and remedies may be available under the Competition and Consumer Act 2010 (Cth) or similar legislation of other jurisdictions and may not be permitted to be excluded, restricted or modified.  Apart from those that cannot be excluded, we and our related entities exclude all conditions and warranties that may be implied by law.  To the extent permitted by law, our liability for breach of any implied warranty or condition that cannot be excluded is restricted, at our option to the re-supply of services or payment of the cost of re-supply of services.

10.10 General.

(a)        Disclaimer.  Each party acknowledges that it has not relied on any representation, warranty or statement made by any other party, other than as set out in this Agreement.

(b)        Governing Law.  This Agreement is governed by the laws of Victoria, Australia.  Each of the parties hereby submits to the non-exclusive jurisdiction of courts with jurisdiction there.

(c)        Severability.  A clause or part of a clause of this Agreement that is illegal or unenforceable may be severed from this Agreement and the remaining clauses or parts of the clause of this Agreement continue in force.

(d)        Interpretation. The following rules apply unless the context requires otherwise:

i                 Headings are only for convenience and do not affect interpretation.

ii               The singular includes the plural and the opposite also applies.

iii              If a word or phrase is defined, any other grammatical form of that word or phrase has a corresponding meaning.

iv              A reference to a clause refers to a clause in this Agreement.

v               A reference to legislation is to that legislation as amended, re‑enacted or replaced, and includes any subordinate legislation issued under it.

vi              Mentioning anything after includesincluding, or similar expressions, does not limit anything else that might be included.

vii             A reference to a party to this Agreement or another agreement or document includes that party’s successors and permitted substitutes and assigns (and, where applicable, the party’s legal personal representatives).

viii           A reference to a personcorporationtrustpartnershipunincorporated body or other entity includes any of them.

ix              A reference to information is to information of any kind in any form or medium, whether formal or informal, written or unwritten, for example, computer software or programs, concepts, data, drawings, ideas, knowledge, procedures, source codes or object codes, technology or trade secrets.

* mode.law empowers Australian businesses to thrive with pragmatic legal contracts and clear advise. From now 'til the end of October 2020, we're offering your business free access to mode.law's library of essential business contracts to help you stay strong and make good decisions in turbulent times. We know you'll have lots of questions relating specifically to your business, so we're partnered with Clearpoint Legal to provide free legal guidance via mode.law's chat service. Clearpoint Legal are even discounting their fees for any paid legal work you might end up needing. mode.law and Clearpoint Legal hope that our support helps Australian businesses to get the advice they need throughout the COVID-19 crisis. Tell your friends. It's #ModeLaw #Goodlaw