Terms of Service

Last updated: [FILL IN: LEGAL_EFFECTIVE_DATE]

These Terms of Service ("Terms") govern access to and use of the LegalBenchPower platform (the "Service"), provided by [FILL IN: COMPANY_LEGAL_NAME in .env] (registration number [FILL IN: COMPANY_REG_NUMBER in .env]), a company incorporated in South Africa, with its registered address at [FILL IN: COMPANY_ADDRESS in .env] ("we", "us", or the "Provider"). By creating an account, accessing, or using the Service, you ("Customer", "you") agree to be bound by these Terms. If you are accessing the Service on behalf of a law firm or other organisation, you represent that you have authority to bind that organisation, and "you"/"Customer" refers to that organisation.

1. The Service

The Service is case-administration software for the South African debt review process under the National Credit Act 34 of 2005 ("NCA"): client intake, affordability calculation, generation of draft Form 16 and Form 17.1 documents, electronic signature collection, and workflow/task tracking. The Service is a tool to assist a debt-counselling practice's own staff (paralegals, advocates, or equivalent) — it does not itself provide legal advice, does not perform debt counselling, and does not act as an NCR-registered debt counsellor. See the Disclaimer, which is incorporated into these Terms by reference.

2. Accounts and eligibility

Customer is responsible for all activity under its staff accounts, for the accuracy of data its staff and clients enter, and for ensuring every account holder is authorised to handle the personal information processed through the Service. Login credentials may not be shared between individuals. Customer must notify us promptly of any suspected unauthorised access.

3. Customer's professional responsibilities

Customer acknowledges and agrees that:

• every document the Service generates is a draft and is watermarked as such until a suitably qualified person at Customer's practice reviews and authorises it — Customer is solely responsible for that review, for the legal accuracy and completeness of any document before it is sent to a client, credit provider, court, or tribunal, and for compliance with the NCA, the Legal Practice Act, the rules of the Legal Practice Council, and any other applicable professional or regulatory requirements;
• any calculation, guideline check, or proposed instalment the Service produces (see the Disclaimer) is a computational aid, not a substitute for Customer's own professional judgement;
• Customer remains the responsible party (as that term is used in the Protection of Personal Information Act 4 of 2013, "POPIA") for the personal information of its own clients that it submits to or collects through the Service, and we act as an operator processing that information on Customer's written instructions — see the Privacy Policy and the separate Operator Agreement referenced there.

4. Fees

Fees, billing frequency, and payment terms are as set out in the applicable order form, quotation, or subscription agreement signed between the parties. Except as stated there, fees are non-refundable. Late payment may result in suspension of access after written notice.

5. Acceptable use

Use of the Service is subject to the Acceptable Use Policy, incorporated into these Terms by reference.

6. Intellectual property

We retain all rights, title, and interest in and to the Service, including its software, design, and generated document templates (as distinct from the data Customer enters into them). Customer retains all rights in the data it and its clients submit ("Customer Data"). We are granted a limited licence to process Customer Data solely to provide the Service.

7. Confidentiality

Each party will protect the other's confidential information (including Customer Data) with at least the same degree of care it uses for its own confidential information of a similar nature, and not less than a reasonable degree of care, and will use it only to perform its obligations under these Terms.

8. Service availability

We aim to keep the Service available but do not guarantee uninterrupted or error-free operation, and provide no uptime commitment unless a separate written Service Level Agreement has been signed between the parties. The current deployment runs on a single server without automatic failover. We will make reasonable efforts to notify Customer of planned maintenance likely to cause a material outage.

9. Disclaimers

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, AND WITHOUT ANY WARRANTY THAT DOCUMENTS GENERATED BY THE SERVICE ARE LEGALLY ACCURATE, COMPLETE, OR SUFFICIENT FOR ANY PARTICULAR MATTER WITHOUT CUSTOMER'S OWN PROFESSIONAL REVIEW. See the Disclaimer for further detail.

10. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (a) NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA; AND (b) OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE TOTAL FEES PAID BY CUSTOMER TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited under South African law (including, for the avoidance of doubt, liability for our own gross negligence or wilful misconduct, or for death or personal injury caused by our negligence).

11. Indemnification

Customer will indemnify and hold us harmless from third-party claims arising from Customer's (or its staff's or clients') misuse of the Service, breach of these Terms, or reliance on an unauthorised/unreviewed draft document in violation of Section 3 above.

12. Term, suspension, and termination

These Terms remain in effect while Customer holds an active account or subscription. We may suspend access immediately for a material breach of the Acceptable Use Policy, non- payment after notice, or a security risk to the Service or other customers' data, and will give notice where reasonably practicable. Either party may terminate for the other's uncured material breach on written notice. On termination, we will make Customer Data available for export for a reasonable period (at least 30 days) before deletion, except where we are legally required to retain it for longer — see the Privacy Policy.

13. Changes to these Terms

We may update these Terms from time to time. Material changes will be notified to Customer's account holders (e.g. by email or an in-app notice) with reasonable advance notice before they take effect for an existing Customer.

14. Governing law and disputes

These Terms are governed by the laws of South Africa, without regard to conflict-of-laws principles. The parties submit to the non-exclusive jurisdiction of the courts of South Africa for any dispute not otherwise resolved by good-faith negotiation.

15. General

If a signed order form or subscription agreement between the parties conflicts with these Terms, that signed agreement prevails to the extent of the conflict. If any provision of these Terms is held unenforceable, the remaining provisions continue in effect. Neither party may assign these Terms without the other's consent, except to a successor in a merger, acquisition, or sale of substantially all assets. Neither party is liable for delay or failure to perform caused by circumstances beyond its reasonable control.

16. Contact

Questions about these Terms: [FILL IN: LEGAL_CONTACT_EMAIL in .env].