Terms and Conditions of Use

Between:

("We, Our or Us") being Cartland Tech Pty Ltd (ACN 614 842 410), Cartland Law Pty Ltd (ACN 606 752 818) and Adrian Cartland (in their personal and trustee capacities, as applicable); and

("You" or "Your") being Each person who accesses the websites www.cartlandlaw.com; or www.ailira.com; or any websites from time to time created by Us ("Cartland Law Websites"); or accesses the program or programs that each identify themselves as the artificial intelligence known as "Ailira", the Artificially Intelligent Legal Information Research Assistant as owned by Us).

Collectively known as "the Parties"

use of Cartland Law Websites and Ailira

  1. We grant You access to the Cartland Law Websites on the basis set out in these Terms and Conditions ("Terms");

  2. When You access the Cartland Law Websites, (other than the webpages containing these Terms or other legal policies) You agree to be bound by these Terms;

  3. You agree that We may change these Terms at Our discretion and by continuing to use the Cartland Law Websites or Ailira You agree to the changes to the Terms;

  4. If You do not agree to these Terms then you agree not to use the Cartland Law Websites or Ailira and immediately leave the website; and

  5. You agree that We retain ownership of Our IP (which includes but is not limited to the Ailira platform, wills templates, any automation systems, scripts, algorithms, chat scripts, decision trees, script assistance and information, client information and Your details)

    Interpretation

  6. In the interpretation of this Agreement (this document, documents referred to and any changes made):

    1. Every aspect of this document with the exception of the headings are substantive parts of this Agreement and are to be read accordingly;

    2. Headings are used for convenience, but are not to be interpreted as part of this Agreement;

    3. When the singular is mentioned, it also means the plural of that word, and vice versa;

    4. Words specifying one gender includes all other genders; and

    5. When legislation is referred to, the legislation includes all rules, ordinances, by laws, orders, regulations, consolidations, rewrites, amendments, re-enactments and replacements of that same legislation.

    Operative Provisions

  7. The Parties to this Agreement agree to abide by the Terms and as varied from time to time:

    Term of Agreement

    1. The Parties agree that this Agreement commences on the day the last Party accepts this Agreement digitally and the Agreement terminates when an Event of Termination takes place;

    2. The Parties agree that this is an 'opt-in' contract where You voluntarily sign up to use, or uses the Cartland Law Websites or Ailira or any services utilised by Ailira; and

    3. You agree that by continuing to use the Cartland Law Websites and Ailira You have agreed to abide by this Agreement.

      Capacity

    4. You warrant that You are over 18 years of age.

    5. Description of Services

    6. When You sign up to the Cartland Law Websites and Ailira or use the Cartland Law Websites and Ailira services You are able to source legal information on a range of matters such as information services, legislation and case law;

    7. Ailira operates like a search engine to search for legal information based on the inputs provided by the You;

    8. You acknowledge that We are not providing legal advice:

      1. Legal professional privilege does not apply to the information provided to Us and Cartland Law Websites and Ailira; however

      2. Legal professional privilege will arise when information is provided to any Solicitor (a person who has been admitted to practice in their jurisdiction and has a current practising certificate which entitles them to practice law);

    9. We may add new products, change existing products or remove products from the Cartland Law Websites and Ailira as required from time to time; and

    10. We do not warrant that Our services are reliable current or error-free.

      Referrals

    11. We may refer You to a Solicitor to discuss any legal issues concerning wills and estates via Skype;

    12. If the matter falls outside the scope of wills and estates that the matter is to be referred off to other Solicitors;

    13. We do not warrant the proficiency of Solicitors performing work on the Your behalf; and

    14. The Solicitor may work for Us or be a Solicitor who works for another law firm.

        Legal Fees

      1. If Your matter is referred to a Solicitor, the Solicitor charges in accordance with the fees set out in Schedule 1 unless:

        1. Agreed upon in writing; or

        2. Agreed in accordance with the fees specified in Schedule 1;

      2. You agree that the appointment is to be for no longer than one hour unless agreed upon in writing;

      3. We have internal service standards that indicate the level of advice You receive for the hour;

      4. We agree to provide a costs estimate to You if the Solicitors consider that the meeting does not fit within Our internal service standards; and

      5. You agree to pay the Solicitor at the end of the meeting held via Skype.

      Agreement by User

    15. You agree that:

      1. You are over 18 years old and have the capacity to enter into a contract; and

      2. You acknowledge that neither We or the Cartland Law Websites or Ailira are providing legal advice and any information provided is of a general nature;

      3. You agree that robots are unable to provide legal advice;

      4. You agree that You live in South Australia or the Northern Territory;

      5. Ailira is designed for exclusive use by people living in South Australia and the Northern Territory; and

      6. You are responsible for ensuring that any information provided is true, accurate and complete.

      Use of Cartland Law Website

    16. You agree to the following:

      1. You may be required to have a username and password to access and use the Cartland Law Websites or Ailira;

      2. You have paid the applicable subscription fee to use the Cartland Law Websites and Ailira;

      3. You agree that You will not divulge Your username or password to any one or allow others to use the Cartland Law Websites or Ailira on their behalf;

      4. That they will only use the Ailira website for its intended purpose, which is to provide general legal information, in particular;

        1. You agree that We, the Cartland Law Websites and Ailira are not responsible for the accuracy of general legal information displayed on the Cartland Law Websites and Ailira website; and

        2. You are responsible for dealings with third parties;

      5. The information You have provided is current, true and correct;

      6. You agree to amend Your details whenever Your circumstances change as a matter of priority;

      7. You agree not to use the Cartland Law Websites or Ailira for any illicit purposes including to disseminate hate speech or similar views or any other illegal activities;

      8. You agree not to use the Cartland Law Websites or Ailira website to access other accounts, data or information from other Cartland Law Website or Ailira website users;

      9. You agree not to use the Cartland Law Websites or the Ailira platform to promote any third parties; and

      10. You agree not to interrupt the operation or programming structure of the Cartland Law Websites or the Ailira website or encourage anyone else to do so.

      Fidelity

    17. You agree not to do any acts or omit to do things that may damage the reputation of Us, the Cartland Law Websites or Ailira.

      Payments

    18. You agree when transacting through the Cartland Law Websites or the Ailira website that Your payment is to be facilitated through Stripe;

    19. When You sign up for an Ailira account You also agree to the following terms:

      1. The current Stripe terms and conditions which can be accessed at https://stripe.com/au/legal;

      2. The current Facebook terms and conditions which can be accessed at https://www.facebook.com/terms.php; and

      3. The current Skype terms and conditions which can be accessed at https://www.skype.com/en/legal/tou-connect/;

    20. You agree to the terms and conditions of any platform that the Cartland Law Websites or Ailira are hosted on;

    21. You agree and warrants that:

      1. You are immediately liable to pay for documents generated by Ailira or the Cartland Law Websites through the Ailira website;

      2. You are immediately liable for the payment of Ailira subscription fees;

      3. any payments are processed immediately;

      4. when You enter Your credit or debit card details, You are authorised to use that card for the transaction;

    22. Payment may be refused if We believe that:

      1. The credit or debit card holder did not authorise a transaction;

      2. A transaction is considered fraudulent or suspicious; or

      3. A transaction requires validation by a credit card provider.

      Events of Termination

    23. We may restrict, suspend or cancel Your registration immediately after providing Written Notice (notification given by email or SMS or via the Cartland Law Websites or the Ailira website) where You breach this Agreement;

    24. If Your failure to perform Your obligations under this Agreement are not rectified within 7 days, We may restrict, suspend or cancel Your registration on the Cartland Law Websites or the Ailira website without giving notice to You; and

    25. You may terminate this Agreement by de-registering Your account on the Cartland Law Websites or the Ailira website.

      Indemnity

    26. You agree to indemnify and protect Us, the Cartland Law Websites and Ailira against any actions, damages, claims, demands, prosecutions, fines and penalties including through negligence which occur as a result or in relation to Your actions;

    27. We reserve the right to inspect, assess and test Your personal devices and obtain relevant information to determine the extent of loss or damage alleged by You or the validity of a claim made by You; and

    28. These Clauses survive the termination of this Agreement.

      Privacy

    29. We agree to adhere to the Australian Privacy Principles (if applicable);

    30. You agree to Us collecting and using Your information and personal data for marketing purposes and for the provision of services through the Cartland Law Website or the Ailira website, including;

      1. To enter into transactions with You;

      2. To use personal data to ascertain whether a Solicitor should contact You regarding a legal issue;

      3. To deal with disputes, issues and complaints; and

      4. For any lawful purposes and as required by law from time to time;

    31. You agree that in accordance with the Privacy Act 1988 (Cth) We may collect Your name, location and address, contact details, age, gender and financial information;

    32. You may obtain access to personal information that We have on record by sending a request to admin _at_ cartlandlaw _dot_com.

      Intellectual Property

    33. You agree that Our IP and any documents generated by Ailira are the property of the Cartland Alpha Trust which is licensed to Us.

      Force Majeure

    34. The Parties agree that the Parties are not liable to the other or considered to be in default under this Agreement if and to the extent that such Party’s performance of these Term and Conditions is delayed or prevented by reason of Force Majeure, which is defined for this Agreement to mean an event that is beyond the reasonable control of the Party affected and occurs without such Party’s fault or negligence.

      Arbitration

    35. The Parties agree that if any dispute arises between the You and Us, the following procedures apply:

      1. (If the dispute is not resolved within 14 days) the Parties agree to refer the matter to a mediator in accordance with the following procedure:

        1. The Parties agree to hire a mediator to mediate over the dispute;

        2. The mediation will take place via Skype;

        3. The mediator will follow the mediation procedure set out by the Resolution Institute. A copy of the mediation rules may be accessed at this website: https://www.resolution.institute/documents/item/1897;

      2. (If the mediation process fails) the Parties agree to refer the matter to an arbitrator in accordance with the following procedures:

        1. The arbitration is to be conducted by a single arbitrator who is to be agreed by the Parties;

        2. If the Parties are unable to agree on the arbitrator within14 days, the arbitrator is to be appointed by the President of the Institute of Arbitrators Australia;

        3. The arbitration will be conducted in accordance with the Rules of Conduct of Commercial Arbitrators and any guidelines issued by the Institute of Arbitrators;

        4. The Parties agree that the decision of the arbitrator is binding on the Parties.

    36. The Parties agree to share the costs of a mediation or arbitration.

      No Waiver

    37. The Parties agree that a failure or delay by Us in exercising a right does not constitute a waiver of Our rights to pursue an action.

      No Assignment of Agreement

    38. You agree that You are not allowed to sell, assign, sub-lease of transfer this Agreement to anyone else.

      Notice

    39. Any Notices provided under this Agreement may be provided by:

      1. email;

      2. any other form of electronic communication, including via the Ailira website or the Cartland Law Websites; or

      3. by any other means used on a regular basis by both Parties.

      Severability

    40. This Agreement is to be interpreted in a way that renders the provisions valid and enforceable to the maximum extent possible.

      Governing Law

    41. This Agreement are governed by the laws of South Australia. The Parties submit to the exclusive jurisdiction to the Courts of Australia.

      Entire Agreement

    42. This Agreement represents the entire agreement between the Parties, along with any documents referred to herein. This Agreement supersedes any previous understandings or agreements, whether oral or written.



Schedule 1

Re: Standard Fees

To Whom It May Concern,

At Cartland Law we offer legal services on a fixed fee or retainer basis. The fees therefore reflect the value of the legal work to you. This letter sets out the fixed fees for standard items of work that we offer, as well as the terms on which we do that work. Naturally we are able to provide legal services that don’t fit within these categories at an agreed price that reflects the value to you.

You can accept this offer and instruct us (now and in the future) in whichever way is most convenient for you, including by letter, email, phone, text, instant message or in person.

Our fees are charged on an hourly basis at 15 minute intervals as follows:

If a Director works on your matter, they will charge $440 per hour; and

If a Solicitor works on your matter, they will charge $220 per hour

("Hourly Rates")

Fixed fee matters are to be charged as agreed between You and Us.

Item




Standard Charge
(incl GST)

Telephone call

Brief or General Discussion

Hourly Rates


Lengthy or Advisory

Hourly Rates


Short Negotiation

Hourly Rates


Lengthy Negotiation

Hourly Rates




Emails

Brief

Hourly Rates


Lengthy Single Email

Hourly Rates


Per chain of detailed emails

Hourly Rates




Attendance

General Discussions

Hourly Rates


Factual or Commercial Discussions

Hourly Rates


Tax/Technical Legal Strategy

Hourly Rates


Negotiation

Hourly Rates




Written Advice

Informal Advice on One Discrete Question

$550


Informal Advice

$1,100 - $2,200


Formal Advice/Opinion

From $2,200




Documents

Resolution or Note

$110

(Non-automated)

Minor Non-Technical

$220


Singular/Discrete Commercial

$550


Standard Commercial Transaction

$1,100 - $2,200


Tax/Technical Specialist

From $2,200




Amendments

First Redraft

Hourly Rates

(Per Redraft)

Minor or Correcting Our Error

Hourly Rates


Small

Hourly Rates


Standard

Hourly Rates


Extensive

Hourly Rates


Reconsideration of one Tax/Technical Issue

Hourly Rates


Reconsideration of multiple Tax/Technical Issues

Hourly Rates





In-house Counsel, Retainer, or Project Work

By Agreement.



Automated Documents

We have automated a number of documents so that we may provide them rapidly and efficiently. All prices listed are for electronic copies only. This list is constantly being updated as we automate new documents. At the time of writing our automated documents are as follows:

Item




Standard Charge
(incl GST)

Trusts

Discretionary (Family) Trust

$148.50


Unit Trust

$148.50


Class Trust

$440


Blood Descendant Class Trust (Inter Vivos)

$660


Blood Descendant Class Trust (Testamentary)

$660


Bare Trust

$148.50


Change of Trustee

$198


Substitution of Trust Deed

$253




SMSF

SMSF Deed

$220


Replacement of SMSF Deed

$220


Bare Trust (Limited Recourse Borrowing)

$148.50




Company

Incorporation (Incl ASIC fee of $468)

$608


Change to Single Director

$110


Adoption of Constitution

$110




Partnership

Standard Partnership Agreement

$220


Discretionary Partnership

$550




Agreements

Div 7A Loan Agreement

$110


Overarching Div 7A Loan Agreement

$440


Shareholder’s Agreement

$220


Buy-Sell Agreement

$550





Printing and Binding and Delivery

+ $55



We pay close attention to the market value of our services. We’ll keep you informed of any changes that we make actually had more detail to keep in front of the competition.

We always try to be innovative and provide the best value to you. You may always propose alternative terms that better suit your situation and we will try to meet your needs.

Other legal practitioners may charge based on the time they spend, or on the Supreme Court Scale of Fees, rather than on the value to you. This may result in a higher or lower cost to you as compared with our offered fixed fee or retainer.

If we are required to incur out-of-pocket expenses in connection with your instructions we will on charge them to you as agent at the cost to us.

Your bill will show each item that you have been charged for. We are happy to provide updates on the progress of your matter and the items charged and expected to be charged.

We charge you when we have completed the item you asked for. If we do not provide what you asked for then will not charge for that item.

If we have provided what you asked for but you are still unhappy with paying the amount you agreed to then you can always discuss it with us, get our fees adjudicated, seek to have your agreement set aside, make a complaint to the Legal Profession Conduct Commissioner or attempt to have interstate costs laws applied. For more information you may wish to read the fact sheet entitled Legal Costs – Your Right to Know that you can get from us or from the Law Society of South Australia.

Kind Regards,




Adrian Cartland

Principal