Terms and Conditions
The Website under the domain name www.ausdocsonline.com, www.ausdocsonline.com.au and its related services, products, websites, tools and applications (Website) is owned and operated by Directional HR Pty Ltd Trading As AusDocsOnline “AusDocs”.
You must read these Terms and Conditions and all other Policies (as defined below) before using the Website. By using the Website (whether as a Client or a User) you agree to these Terms and Conditions and all Policies.
We may amend these Terms and Conditions or any Policy at any time at our discretion. Please review the Terms and Conditions and our Policies periodically as your continued use of the Website indicates your agreement to any changes made. All amended Terms and Conditions and Policies shall automatically be effective from the time and date of appearance on our Website (unless otherwise stated in the Terms and Conditions or Policy). If you do not agree with such changes, you must cease to use the Website. These Terms and Conditions are effective as at 25 September 2017.
1. Definitions & Interpretation1.1 Definitions
In these Terms and Conditions unless inconsistent with the context or subject matter:
(a) “Client” means a person who purchases a Document or any other Service offered by us;
(b) “Client Information” means any information relating to a Client and/or a Client’s legal matter;
(c) “Content” includes any Information, material, text, pictures, sound, graphics, video and other data whether in written form or otherwise;
(d) “Document” means any document featured or made available whether through the purchase of a Licence or otherwise on the Website;
(e) “Fee” means the fee stated on the Website for the Services you wish to purchase, which unless otherwise stated is exclusive of GST;
(f) "General Trust Account" has the meaning given to it in the Legal Profession Uniform General Rules 2015 (NSW) and includes any general trust account required to be maintained by a Legal Service Provider under the legal professional rules/legislation applicable to that Provider;
(g) “Information” means any information, Content, documents, links or attachments a User, Client or Legal Service Provider provide to us including through the Website;
(h) "Intellectual Property" means all intellectual property rights, including without limitation inventions, patents, copyright, rights in circuit layouts, registered designs, trade marks, know-how, processes, concepts, intellectual property in the name "AusDocsOnline", the Website, the Documents including the copyright in same, the systems developed by AusDocs and the source code for those systems, and any application or right to apply for registration of any of the these rights throughout the world whether registered or unregistered and whether developed before or after the date of this Terms and Conditions;
(i) "Legal Services" means any services of any nature provided to a Client by a Legal Service Provider, including provision of legal advice;
(j) “Legal Service Provider” means a person or entity (including a firm) who registers as a lawyer with AusDocs for the purposes of providing Legal Services to Clients;
(k) “Licence” means a non-exclusive, non-assignable, non-transferable, non-sub-licensable, non-commercial, single use licence to use a Document;
(l) “Loss” means any loss, liability, cost, charge, expense, tax or damage of any nature whatsoever, including lost profits, loss of goodwill, loss of business, loss of production and any other special, incidental, exemplary, compensatory or consequential damages, losses, expenses, or lost or stolen programs or other data (howsoever arising or caused, including, without limitation, negligence);
(m) “our”, “us” and “we” means AusDocs;
(n) “Policy” means any policy of AusDocs in place from time to time including without limitation any policy relating to privacy, fees, refunds, feedback and service;
(o) "Related Entity" Related Entity has the meaning given to it in section 9 of the Corporations Act 2001 (Cth);
(p) “Services” means any services provided by us to you and includes provision of the Website;
(q) “User” means any person who uses the Website for any purpose whatsoever;
(r) "Website" means www.ausdocsonline.com; and/or ausdocsonline.com.au
(s) “you” and “your” means a User or Client (as the case may be).
In these Terms and Conditions, unless inconsistent with the context or subject matter:
(a) a reference to a person includes any other legal entity;
(b) a reference to a legal entity includes a person;
(c) words importing the singular number include the plural number;
(d) words importing the plural number include the singular number;
(e) a reference to a party includes the party's heirs, executors, successors and permitted assigns;
(f) headings are for reference purposes only and must not be used in interpretation, with the exception of where a subheading of Client, User and/or Legal Service Provider is used, in which case clauses under that subheading relate to the party referred to in the subheading;
(g) where any word or phrase is given a defined meaning any other part of speech or other grammatical form concerning the word or phrase has a corresponding meaning;
(h) a reference to a statute includes all regulations and subordinate legislation and amendments;
(i) references to writing include any mode of representing or reproducing words in tangible and permanently visible form, and includes e-mail and fax;
(j) a reference to a monetary amount is a reference to an Australian currency amount;
(k) an obligation of two or more parties binds them jointly and each of them severally;
(l) an obligation incurred in favour of two or more parties is enforceable by them severally;
(m) references to time are to local time in Sydney;
(n) where time is to be reckoned from a day or event, the day or the day of the event must be excluded;
(o) a reference to a business day means any day on which trading banks are open for business in Sydney;
(p) if any time period specified in this agreement expires on a day which is not a business day, the period shall expire at the end of the next business day;
(q) a reference to a month means a calendar month; and
(r) a reference to data includes metadata.
2.1 Our Services are available only to, and may only be used by, persons who can form legally binding contracts under applicable law. Without limiting the foregoing, our Services are not available to persons under 18 years of age or to temporarily or indefinitely suspended Users. If you do not qualify, please do not use our Services.
4.1 You must use the Website in accordance with these Terms and Conditions and our Policies.
4.2 You are solely responsible for your Information, and we act as a passive conduit for your online distribution and publication of your Information.
4.3 Your use of the Website and our Services, and your Information, must not:
(a) be false, inaccurate or misleading;
(b) be fraudulent or deceptive;
(c) infringe any third party’s copyright, patent, trademark, trade secret, intellectual property or other proprietary rights or rights of publicity or privacy;
(d) violate any applicable law, statute, ordinance or regulation (including those governing consumer protection, unfair competition, criminal law, antidiscrimination or trade practices law such as the Competition and Consumer Act 2010 (Cth));
(e) be defamatory, trade libelous, unlawfully discriminatory, threatening or harassing;
(f) contain any viruses, trojan horses, worms, time bombs, trap doors, back doors, easter eggs, spiders, robots, screen scrapers, data aggregation tools or other devices or other computer programming routines that may or are intended to damage, modify, delete, interfere with, surreptitious intercept, access without authority or expropriate any system, data or personal information or otherwise affect the integrity, operation or security of this Website;
(g) create liability for us or cause us to lose (in whole or in part) the services of our internet service provider, other Users or other suppliers;
(h) damage the credibility or integrity of the Website or AusDocs;
(i) breach or violate any Policy;
(j) link directly or indirectly to or include anything that:
(1) you do not have a right to link to or include;
(2) could cause us to violate any applicable law, statute, ordinance or regulation.
5. Fees and Services
5.1 Our primary Services consist of selling Licences to use Documents. If you wish to purchase a Licence to use a specific Document, or purchase any other Services, then you must pay us the Fee.
5.2 Notwithstanding anything contained in these Terms and Conditions or another Policy, you agree and consent to the Legal Service Provider you selected through use of the Website to provide you with Legal Services reporting to us on whether the Legal Service Provider’s Legal Services were engaged by you and the total fees paid by you to the Legal Services Provider. For the avoidance of doubt, you expressly authorise and require the Legal Services Provider you have selected to disclose to us any additional fees paid by you or increase in fees payable to the Legal Services Provider for your legal matter. You are also obliged to notify us of any additional fees paid by you or increase in fees payable following selection of a Legal Service Provider. This clause does not apply to engagements other than the initial engagement.
5.3 You will be required to pay an initial payment once you have selected a Legal Service Provider to provide you with Legal Services through the Website. Notwithstanding the fact that this initial payment will be paid directly to AusDocs, you acknowledge and agree that this payment is made by you to the Legal Service Provider you have selected through the Website. For the avoidance of doubt, you do not require this initial payment to be paid into the Legal Service Provider’s General Trust Account.
5.4 Given the nature of our Services, to the extent permitted by law we are unable to provide you with a refund for any amount paid by you to us or a Legal Service Provider.
5.5 In the event you pay by credit or debit card, we may change an administrative fee for providing this service, as advised from time to time. In the event you provide us with your credit or debit card details, you irrevocably authorise us to debit that card for the total Fee and any other amounts payable by you to us from time to time.
6.1 The Website contains Documents, Information and Content prepared by AusDocs or by third parties such as Legal Service Providers at the request of AusDocs (“AusDocs Information and Documents”) of a general nature on matters of interest only, including information relating to legal issues, legal matters, legal concepts, and Legal Services. The application and impact of laws can vary widely based on the specific facts involved. The Website and AusDocs Information and Documents do not take into account your legal needs, objectives or financial situation or provide you with personal legal advice or advice of any other nature. Moreover, AusDocs Information and Documents are provided on the basis that the authors, publishers and AusDocs are not herein engaged in rendering, and do not provide, legal, accounting, tax, or other professional advice and services and nothing published by those authors, publishers and AusDocs on or through the Website constitutes legal, accounting, tax or other professional advice. Because of this you should, before acting on any AusDocs Information and Documents, consider its appropriateness to your personal circumstances and seek professional advice to determine if it applies to you and/or is appropriate for your needs. As such, it is not, and should not be used as a substitute for consultation with professional legal, accounting, tax or other competent advisers.
6.2 AusDocs is not responsible for any errors or omissions, or for the results obtained from the use of information contained in or linked to the Website (including AusDocs Information and Documents). In no event will AusDocs or its Related Entities, officers, directors, agents, employees, consultants or contractors be liable to you or anyone else for any decision made or action taken or omission in reliance on the information in this or linked to the Website (including the AusDocs Information and Documents) or for any consequential, special or similar damages or other Loss, even if advised of the possibility of such damages.
6.3 Certain links in the Website connect to other websites maintained by third parties over whom AusDocs has no control. AusDocs makes no representations as to the accuracy or any other aspect of information contained in other websites.
6.4 All AusDocs Information and Documents are provided, to the extent permitted by law, with no representations or warranties of any kind, express or implied, including, but not limited to warranties of fitness for a particular purpose or quality. Given the changing nature of laws, rules and regulations, and the inherent hazards of electronic communication, there may be delays, omissions or inaccuracies in AusDocs Information and Documents.
6.5 For the avoidance of doubt, we do not guarantee that any Document (which you purchase a Licence for):
(a) is up to date with current laws or best practice; or
(b) is suitable or appropriate for your particular needs.
6.6 We are not, and you confirm and acknowledge that AusDocs is not, a law firm and is not a party to any transaction arising or entered into between Clients and Legal Service Providers. As a result, we have no control over, and do not ensure, guarantee or provide any warranty or indemnity in respect of the quality, legality, accuracy, completeness or otherwise of:
(a) any Information provided by Clients or Legal Service Providers to the other;
(b) the ability of Clients or Legal Service Providers to undertake their respective responsibilities, obligations and liabilities in the event of engagement of a Legal Service Provider;
(c) the Legal Services provided by a Legal Service Provider to a Client; or
(d) the terms of any engagement letter provided by a Legal Service Provider to a Client or the act of not providing such an engagement letter; and
(e) we make no warranty that the final fee charged by the Legal Service Provider will be the same as any quote provided on the Website, in particular if there is a change in the scope of works or inaccuracy in your instructions or information provided.
6.7 Because of the foregoing, in the event that you have a dispute with one or more Users of the Website, you release and hold harmless AusDocs (and its Related Entities, officers, directors, agents, employees and contractors) from actions, claims, demands and Losses of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
6.8 We do not control the quotes provided by Legal Service Providers to Clients or the terms and conditions upon which Legal Service Providers are engaged by Clients.
6.9 We may send you communications and notices regarding your transactions and any other communications you have consented to receive including without limitation by electronic means.
6.10 You agree and acknowledge that no client-lawyer relationship is created between a Client and Legal Service Provider as a result of the Client's use of the Website or under these Terms and Conditions. The engagement between the Client and Legal Service Provider is entered into outside of the Website and AusDocs by the Client and Legal Service Provider directly.
6.11 AusDocs is not a law firm and you confirm and acknowledge that no client-lawyer relationship is created between you and AusDocs and AusDocs is not a party to any transaction arising or entered into between Clients and Legal Service Providers. You acknowledge that Legal Service Providers are not employees, agents, contractors or joint venturers of AusDocs.
6.12 When you obtain Legal Services from a Legal Service Provider selected through the Website you are obtaining Legal Services direct from that Legal Service Provider on the terms and conditions that you agree with that Legal Service Provider.
6.13 We are in no way responsible for the terms and conditions upon which the Legal Service Provider is engaged by you. Should you not understand the terms and conditions of the Legal Service Provider’s engagement by you, or if you have any further questions you should discuss this with the Legal Service Provider.
7. Our Services
7.1 Our online service on the world wide web is designed to allow you to purchase a Licence to use a template Document that may or may not be suitable for your needs. We also offer an introduction service to Clients and Legal Service Providers.
7.2 The Website is intended for the use of any person (within or outside Australia) who intends to engage Australian-based Legal Service Providers. You confirm and acknowledge that any quote we provide you in respect of engaging a Legal Service Provider may not be accurate or sufficient to address your matter. In the event a quote selected by you is not sufficient to address your matter, the Legal Services Provider will provide you with an estimate as to the expected costs of your matter.
8. Intellectual Property AND DATA
8.1 AusDocs Information and Documents and Intellectual Property is protected by copyright and other proprietary rights and remains the property of AusDocs or its rightful owner (in the case of Documents which are licenced by AusDocs from a third party). By purchasing a Licence, we grant you a Licence to use a Document. You do not get any ownership in any part of a Document.
8.2 You acknowledge and agree that:
(a) you may only use a Document (which you purchase a Licence for), for your own individual purposes. You may complete the Document with your own information and then use the Document for the purpose which is Licenced only. You may not re-sell, transfer, assign, or sub-licence the Licence that you purchase, or use the Document/Licence for any other commercial purposes;
(b) we may revoke any Licence granted by us upon giving notice to you if you breach these terms or if we no longer have the right to continue to grant you the Licence. If this occurs, you must immediately cease using the Licenced Document in any way;
(c) you will not copy, reproduce, alter, modify, create derivative works, or publicly display (other than on the Website) any AusDocs Information and Documents unless in a manner condoned by AusDocs or with the prior written permission of AusDocs or the appropriate third party authorised to grant such permission and when doing so you must acknowledge us and, in the case of websites, include a link from your website to our Website;
(d) AusDocs owns the Intellectual Property and no right, title or interest in any of the Intellectual Property is transferred or granted to the you;
(e) if you add any Information to the Website of any nature whatsoever that Information is personally attributable to you then you warrant that you have the right to distribute that Information;
(f) when you provide Information, we may receive additional related data, such as the time, date and place you provided the Information; and
(g) AusDocs is not liable or responsible for any Loss that you may experience in submitting Information to AusDocs or for AusDocs's use of your Information.
8.3 AusDocs may in its sole and absolute discretion refuse or remove any Information from the Website.
9.1 Without limiting other remedies available to AusDocs at law, in equity or under these Terms and Conditions or any other Policy or otherwise, we may, in our sole discretion, immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your use of the Website and/or refuse to provide our Services to you (including preventing you from accessing the Website or from purchasing a Licence) if:
(a) you breach these Terms and Conditions or any Policy or the terms and policies those documents incorporate by reference; or
(b) we are unable to verify or authenticate your Information; or
(c) we believe that your actions may cause legal liability for you, Users of the Website or us; or
(d) in our sole opinion, your conduct, acts or omissions threaten, interfere or impact upon the integrity or credibility of the Website (or the operation thereof) or AusDocs; or
(e) we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise in our sole discretion) have engaged in fraudulent or deceptive activity in connection with our Website.
10. No Warranty and disclaimers
10.1 We provide the Website, the Licences/Documents, and our other Services on an “as is” basis and without any warranties, representations, or conditions of any kind, whether express, implied or statutory, to the extent permitted by law. To the extent permitted by law, we specifically disclaim any implied warranties including in relation to title, merchantability, fitness for a particular purpose and non-infringement. Furthermore we do not guarantee continuous, uninterrupted or secure access to our Services or your Information, and operation of our Website may be interfered with by numerous factors outside our control.
10.2 You warrant that you have not relied upon any representations, warranties or conditions offered or made by or on behalf of AusDocs except to the extent expressly set out in these Terms and Conditions.
10.3 No data transmission over the internet can be guaranteed as totally secure. Whilst we strive to protect your Information, we do not warrant and cannot guarantee the security of your Information which you transmit through the Website. Accordingly, your Information which you transmit through the Website is transmitted at your own risk. Nevertheless, once transmitted we will take reasonable steps to preserve the security of such Information. We cannot guarantee the confidentiality or security of your Information. We cannot guarantee that your Information remains solely in the hands of those recipients of that information or that those recipients comply with their confidentiality obligations as required under our Policies, and we will not be responsible or liable for any Loss incurred in this regard. You must inform AusDocs immediately of any breaches of security or unauthorised use of your Information.
11.1 In no event shall AusDocs or its Related Entities, officers, directors, employees agents, contractors or suppliers be liable for any Loss arising out of or in connection with:
(a) our Website, use of the Website or the inability to use the Website by any party;
(b) any failure or performance, error, omission, interruption, defect, delay in operation or transmission;
(c) line or system failure or the introduction of a computer virus or any other technical sabotage; or
(d) our Services, even if we or our employees or representatives are advised of the possibility or likelihood of such Loss.
11.2 You agree to accept sole responsibility for the legality of your actions under the laws which apply to you. You agree that AusDocs and its Related Entities, officers, directors, employees, agents, contractors and suppliers have no responsibility for the actions of Users (including the legality of such actions).
11.3 Without prejudice to clause 11.1 and notwithstanding any other provision of these Terms and Conditions and except to the extent permitted by law:
(a) our total liability arising out of or in connection with these Terms and Conditions, and the liability of our suppliers, to you or any third parties in any circumstance is limited per event to the amount of $10.00; and
(b) AusDocs shall not be liable for loss of contract, loss of profit or revenue, contractual claims of third parties, economic loss, loss of production, business interruption, loss of data, production stoppage, or consequential or indirect loss or damage.
11.4 The limitation and exclusion of liability in this clause 11 applies whether the liability claim is based on breach of contract, under a warranty or an indemnity, tort (including negligence), under statute, in equity or otherwise.
11.5 Notwithstanding any other term in these Terms and Conditions, nothing in these Terms and Conditions is intended to limit or exclude any liability on the part of AusDocs or its Related Entities, officers, directors, employees, agents, contractors or suppliers where and to the extent that applicable law prohibits such exclusion or limitation.
12.1 You agree to indemnify and hold us and our Related Entities, officers, directors, agents, employees, contractors and suppliers harmless from and against any actions, claims, demands, proceedings, Loss of every kind and nature, known and unknown, including reasonable solicitors’ fees and claims made by third parties, due to or arising out of your breach of these Terms and Conditions or any Policy or the terms and policies they incorporate by reference, or your violation of any law or the rights of a third party.
13. Legal Compliance
13.1 You shall comply with all applicable domestic (including common law) and international laws, statutes, ordinances and regulations regarding your use of our Services including the Competition and Consumer Act 2010 (Cth) and other relevant state-based fair trading legislation.
14. Privilege AND DISCLSOURE
14.1 Notwithstanding any other provision of these Terms and Conditions, AusDocs and each Client acknowledges and agrees that:
(a) AusDocs acts only as a passive conduit for the provision of quotes to Clients by Legal Service Providers; and
(b) AusDocs is not the intended recipient of Client Information.
14.2 Without prejudice to clauses 14.1 or 14.3, if AusDocs is deemed by law to be a recipient of Client Information or if it receives Client Information in error, AusDocs agrees to keep such Client Information, regardless of whether that Client Information is identified as confidential or legally privileged, confidential unless required to be disclosed by operation of law.
14.3 You acknowledge that whilst AusDocs has put in place steps to mitigate the risk of any waiver of privilege, there may be certain circumstances as applicable to you under which waiver of privilege is deemed by law to have occurred in relation to your Client Information. To the extent permitted by law, AusDocs disclaims any responsibility or liability for any waiver of legal privilege of your Client Information directly or indirectly resulting from or attributable to your use of the Website (including where your Client Information contains an admission of guilt or liability).
14.4 You acknowledge that AusDocs has made you aware that in certain circumstances (such as in the case of an admission of guilt or liability) you may be unable to claim legal privilege in respect of your Client Information as a result of your use of the Website.
14.5 You agree and authorise for the Legal Service Provider to disclose to us:
(a) if any conflict of interest arises for the Legal Service Provider; and
(b) if the Legal Service Provider believes the Client's instructions are inaccurate and the scope of the Legal Services and fee quoted by us/the Legal Service Provider to you is incorrect. In such case the revised scope of the Legal Services and updated fee quote are to be disclosed to us.
15.1 Accessing information from the Website is done so at your own risk and you will be responsible for compliance with the laws within your jurisdiction.
15.2 These Terms and Conditions are governed by the laws of New South Wales and the Commonwealth of Australia which are in force in New South Wales, and the parties submit to the jurisdiction of the Court of New South Wales, relevant Federal Courts and Courts competent to hear appeals from them.
15.3 These Terms and Conditions shall be for the benefit of and binding upon the parties and their heirs, executors, successors and permitted assigns.
15.4 If a clause of these Terms and Conditions are void or unenforceable it must be severed from these Terms and Conditions and the clauses that are not void or unenforceable are unaffected by the severance.
15.5 You agree that these Terms and Conditions and all incorporated agreements may be assigned by AusDocs, in our sole discretion, to Related Entities or third parties. You may not assign these Terms and Conditions without AusDocs’s express prior written consent.
15.6 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
15.7 AusDocs's failure to act with respect to a breach by you or others does not constitute a waiver of that breach or waive our right to act with respect to that breach or subsequent or similar breaches.
15.8 You agree that these Terms and Conditions may not be construed adversely against us solely because we prepared them.
15.9 These Terms and Conditions and the Policies comprise the entire understanding and agreement between you and us with respect to the subject matter hereof.
15.10 Nothing in these Terms and Conditions or your use of the Website establishes or creates a joint venture, partnership, consortium, franchise, employment or agency relationship between the parties including in particular between AusDocs and Clients and AusDocs and Legal Service Providers.
15.11 Should a dispute arise in connection with these Terms and Conditions or with your use of the Website which cannot be resolved by good faith negotiations between us and you, AusDocs may at its sole discretion refer the dispute to mediation or to arbitration. At all times we reserve the right to instigate legal proceedings prior to negotiation, arbitration or mediation against any person including any individual or entity (incorporated or otherwise)), who in our opinion has acted in breach of these Terms and Conditions.