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Master Client Terms & Conditions
Including Service Schedules 

SUPERLAWYERS™

MASTER CLIENT AGREEMENT

Version 2.0

Master Terms and Conditions and Service Schedules

Operated by

King of Brands (Pty) Ltd

Registration No. 2014/120170/07

Trading as

SUPERLAWYERS™

 

PART 1

INTRODUCTION, DEFINITIONS, INTERPRETATION AND THE SUPERLAWYERS PLATFORM

  1. INTRODUCTION

Welcome to SUPERLAWYERS™.

SUPERLAWYERS™ is a South African subscription-based online legal consultancy and business advisory platform designed to help businesses and individuals proactively identify, understand and manage legal risk before that risk becomes an expensive legal problem.

Unlike a traditional law firm that primarily provides reactive legal services after a dispute has arisen, SUPERLAWYERS™ is built around the principle of prevention. Through structured subscription plans, digital service delivery, contract support, legal guidance, business compliance solutions and carefully designed legal products, SUPERLAWYERS™ assists Clients in making better informed legal and commercial decisions as part of their everyday business and personal activities.

The SUPERLAWYERS™ platform has been developed to make experienced legal guidance more accessible, predictable and commercially practical. By combining professional knowledge with technology-enabled service delivery, standardised legal processes and subscription-based pricing, SUPERLAWYERS™ seeks to remove many of the traditional barriers associated with obtaining ongoing legal support.

These Master Client Terms and Conditions ("Agreement") establish the legal relationship between SUPERLAWYERS™ and each Client using the Platform or purchasing any SUPERLAWYERS™ product or service.

This Agreement is intended to promote transparency, certainty and mutual understanding. It explains the rights and obligations of both Parties, the scope of the Services provided, the manner in which subscriptions operate, and the circumstances under which additional legal mandates may become necessary.

The Parties acknowledge that this Agreement has been drafted in plain commercial language to ensure that it is accessible and understandable while remaining legally effective and enforceable under the laws of the Republic of South Africa.

  1. OUR BUSINESS MODEL

SUPERLAWYERS™ operates as a subscription-based online legal consultancy and business advisory platform.

Our business model differs fundamentally from that of a traditional legal practice.

The Platform provides structured legal guidance, contract support, legal information, business compliance assistance, legal risk management solutions, document support, educational content and related advisory services through digital communication channels.

SUPERLAWYERS™ is designed to assist Clients in proactively managing legal risk rather than merely responding once disputes have already developed.

Clients purchase access to defined products, subscription plans or specific service packages, each of which contains clearly identified inclusions, usage limits, exclusions and response standards.

The Platform enables Clients to obtain ongoing legal guidance in a structured, predictable and commercially practical manner without requiring a traditional hourly billing arrangement for every interaction.

Where matters extend beyond the scope of a selected subscription, involve specialist legal work, become contentious, or require work reserved by law to admitted legal practitioners or specialist professionals, such matters may be declined, separately quoted or referred under a separate written mandate.

Nothing contained in this Agreement shall be interpreted as creating an unlimited legal retainer or an obligation upon SUPERLAWYERS™ to perform services falling outside the purchased subscription or applicable Service Schedule.

 

3.           LEGAL STATUS OF SUPERLAWYERS™

SUPERLAWYERS™ is the trading name of King of Brands (Pty) Ltd.

SUPERLAWYERS™ operates an online legal consultancy and business advisory platform providing subscription-based legal support services and related business solutions.

SUPERLAWYERS™ is not presented to the public as a traditional law firm.

The Platform does not undertake reserved legal work in its own capacity where South African legislation requires such work to be performed only by an admitted legal practitioner or legal practice.

Where a client requires legal services reserved by applicable legislation, including but not limited to litigation, appearances before courts or tribunals, conveyancing, notarial services, deceased estate administration, or other regulated legal services, those services will only be undertaken pursuant to a separate written mandate accepted by an appropriately qualified legal practitioner, legal practice or independent professional.

The existence of a SUPERLAWYERS™ subscription does not oblige any legal practitioner or law firm to accept any separate legal mandate.

Any such mandate constitutes a separate contractual relationship governed by its own terms of engagement.

SUPERLAWYERS™ may facilitate introductions to appropriately qualified professionals where this is considered appropriate, but unless expressly agreed in writing, SUPERLAWYERS™ does not assume responsibility for the independent professional services provided by such third parties.

  1. PURPOSE OF THIS AGREEMENT

This Agreement establishes the contractual framework governing the use of the SUPERLAWYERS™ Platform and all Products and Services made available through it.

Its purpose is to:

  1. define the rights and obligations of both Parties;

  2. describe the Products and Services available;

  3. regulate subscriptions and recurring services;

  4. establish payment obligations;

  5. explain the Legal Airtime™ allocation system;

  6. define service limitations;

  7. regulate cancellations and termination;

  8. protect confidential information and intellectual property;

  9. comply with applicable South African legislation; and

  10. promote transparency and certainty in the ongoing relationship between SUPERLAWYERS™ and its Clients.

This Agreement must always be read together with the applicable Service Schedule, quotation, proposal, onboarding documentation, pricing schedule, order confirmation or separate written mandate relevant to the particular Product or Service selected by the Client.

Where any inconsistency exists, the specific Service Schedule shall prevail only to the extent of the inconsistency relating to that Product.

  1. GUIDING PRINCIPLES

The Parties agree that the relationship created by this Agreement shall be guided by the following principles:

Accessibility

Legal guidance should be accessible, understandable and commercially practical.

Transparency

Clients should understand what is included within their subscription, what falls outside scope and how additional work will be charged.

Predictability

Subscription pricing is intended to reduce uncertainty by replacing unpredictable hourly billing with clearly defined service packages wherever reasonably possible.

Professional Integrity

SUPERLAWYERS™ will provide its Services honestly, professionally, ethically and in accordance with applicable law and recognised professional standards.

Prevention Before Dispute

The objective of the Platform is to help Clients identify and manage legal risk before disputes arise, thereby reducing legal exposure and supporting better commercial decision-making.

Technology-Enabled Service Delivery

SUPERLAWYERS™ may utilise secure digital systems, online platforms, workflow automation, document automation, artificial intelligence-assisted tools, electronic communications and other technologies to improve the efficiency, consistency and accessibility of its Services, provided that the use of such technologies does not diminish the professional standards applicable to the Services being provided.

PART 2

DEFINITIONS, INTERPRETATION, ACCEPTANCE AND ELECTRONIC CONTRACTING

 

  1. DEFINITIONS

For purposes of this Agreement, unless the context indicates otherwise, the following words and expressions shall bear the meanings assigned to them below.

These definitions are intended to promote consistency throughout this Agreement and shall apply equally to the singular and plural forms of each defined term where the context permits.

  1. "Agreement"

Means this Master Client Agreement, together with every applicable Service Schedule, Subscription Plan, Pricing Schedule, Product Description, Order Confirmation, Quotation, Proposal, Onboarding Form, Digital Acceptance, Website Terms, Privacy Policy, Cookie Policy, Debit Order Authority, and every written amendment or addendum accepted by the Parties from time to time.

Collectively, these documents constitute the entire contractual relationship between SUPERLAWYERS™ and the Client unless expressly stated otherwise in writing.

  1. "Applicable Laws"

Means all legislation, regulations, codes of conduct, professional rules, directives, practice notes, guidelines and common law applicable within the Republic of South Africa from time to time, including legislation enacted after the commencement of this Agreement.

Without limitation this includes, where applicable:

  1. Consumer Protection Act 68 of 2008;

  2. Protection of Personal Information Act 4 of 2013;

  3. Electronic Communications and Transactions Act 25 of 2002;

  4. Companies Act 71 of 2008;

  5. Promotion of Access to Information Act 2 of 2000;

  6. Cybercrimes Act 19 of 2020;

  7. Legal Practice Act 28 of 2014,

together with any regulations promulgated under such legislation.

 

  1. "Business Day"

Means any day other than a Saturday, Sunday or official public holiday recognised in the Republic of South Africa.

Where any obligation falls due on a day which is not a Business Day, that obligation shall become due on the next Business Day unless the Agreement expressly provides otherwise.

  1. "Client"

Means the individual, partnership, trust, company, close corporation, association, non-profit organisation or other legal entity subscribing for, purchasing or otherwise making use of any SUPERLAWYERS™ Product or Service.

Where the Client consists of more than one person, each person shall be jointly and severally liable for all obligations arising under this Agreement unless expressly agreed otherwise in writing.

  1. "Client Account"

Means the electronic profile established for the Client on the SUPERLAWYERS™ Platform through which subscriptions, service requests, billing information, communications, Legal Airtime™ allocations and other information may be managed.

The Client remains responsible for all activity occurring under its Client Account unless it promptly notifies SUPERLAWYERS™ of any unauthorised access.

  1. "Client Portal"

Means any website, mobile application, online dashboard, secure digital workspace or other electronic platform operated by or on behalf of SUPERLAWYERS™ through which Products and Services are delivered.

  1. "Client Data"

Means every document, instruction, communication, image, electronic file, personal information, financial information, contract, record or other material supplied by or on behalf of the Client.

The Client warrants that it is legally entitled to provide such information to SUPERLAWYERS™ and that doing so does not infringe the rights of any third party.

  1. "Confidential Information"

Means any information which is not publicly available, and which relates to the business, affairs, operations, finances, products, systems, intellectual property, technology, customers, suppliers or professional activities of either Party.

Confidential Information includes information disclosed verbally, electronically, digitally or in writing, irrespective of whether it has been expressly identified as confidential.

  1. "Legal Airtime™"

Means the structured service allocation system utilised by SUPERLAWYERS™ to measure, manage and allocate access to legal guidance and related Platform Services.

Legal Airtime™ constitutes a contractual usage allocation only.

It does not constitute:

  1. money;

  2. trust funds;

  3. a refundable credit;

  4. a voucher;

  5. a banking facility; or

  6. a legal practitioner trust account.

Unused Legal Airtime™ expires in accordance with the applicable Service Schedule.

  1. "Platform"

Means the complete SUPERLAWYERS™ online ecosystem through which Products, subscriptions, educational content, legal guidance, document support, compliance services, digital communications and related business services are made available.

  1. "Platform Services"

Means every Product or Service offered through the Platform, including legal guidance, contract support, document review, compliance assistance, legal education, legal risk management, template libraries, digital tools, AI-assisted services and any future services introduced by SUPERLAWYERS™.

  1. "Product"

Means any subscription, once-off package, digital product, document service, legal support package, compliance solution or advisory offering marketed under the SUPERLAWYERS™ brand.

  1. "Service Schedule"

Means the detailed description applicable to a specific Product.

Each Service Schedule records matters such as:

  1. inclusions;

  2. exclusions;

  3. response standards;

  4. usage limits;

  5. Legal Airtime™ allocations;

  6. pricing;

  7. billing frequency;

  8. minimum subscription periods;

  9. cancellation provisions; and

  10. any special terms applicable to that Product.

 

 

  1. "Subscription"

Means the recurring contractual arrangement under which the Client receives ongoing access to a Product or Service upon payment of recurring subscription fees.

A Subscription secures access to reserved professional capacity and Platform resources during the applicable subscription period.

It does not guarantee unlimited usage.

  1. "Subscription Period"

Means the period reflected on the applicable Subscription Plan or invoice during which the Client is entitled to receive the relevant Platform Services.

  1. "Third-Party Provider"

Means any independent attorney, advocate, accountant, tax practitioner, consultant, fiduciary practitioner, conveyancer, notary, software provider or other professional who is not employed by SUPERLAWYERS™.

Such providers render services in their own capacity and under their own professional obligations.

 

  1. INTERPRETATION

This Agreement shall be interpreted fairly, commercially and in accordance with the ordinary meaning of the language used.

No provision shall be interpreted against a Party solely because that Party prepared or proposed the wording of this Agreement.

Headings are inserted for convenience only and shall not affect interpretation.

Words importing one gender include every gender.

Words importing the singular include the plural and vice versa where appropriate.

Any reference to legislation shall include every amendment, replacement or re-enactment thereof.

Where examples are provided within this Agreement, those examples are illustrative only and shall not limit the general application of the relevant clause.

If any provision is declared unlawful, invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect.

8.           ELIGIBILITY TO USE THE PLATFORM

By entering into this Agreement, the Client warrants that:

  1. it has full legal capacity to conclude legally binding agreements;

  2. where acting on behalf of another person or entity, it possesses the necessary authority to bind that person or entity;

  3. all information supplied during registration or onboarding is accurate and complete;

  4. it will promptly notify SUPERLAWYERS™ should any material information change during the course of the relationship.

SUPERLAWYERS™ may require documentary proof of identity, authority or legal status before activating a Subscription or accepting any instruction.

Where such verification cannot reasonably be completed, SUPERLAWYERS™ reserves the right to decline or suspend the requested Services until satisfactory verification has been obtained.

9.           ACCEPTANCE OF THIS AGREEMENT

This Agreement becomes legally binding immediately upon the earliest occurrence of any one or more of the following events:

  1. the Client electronically accepting these Terms;

  2. clicking an "Accept", "Agree", "Subscribe", "Purchase" or similar button on the Platform;

  3. completing the onboarding process;

  4. creating a Client Account;

  5. purchasing any Product;

  6. paying any invoice, subscription fee or deposit;

  7. submitting instructions to SUPERLAWYERS™;

  8. making use of any Platform Service; or

  9. continuing to use the Platform after being notified of updated Terms and Conditions.

Each of the above actions constitutes unequivocal acceptance of this Agreement.

The Client acknowledges that no handwritten signature is required for this Agreement to become legally binding where acceptance has been recorded electronically in accordance with the Electronic Communications and Transactions Act.

  1. ELECTRONIC COMMUNICATIONS

The Parties acknowledge that SUPERLAWYERS™ operates primarily through digital communication channels.

Accordingly, the Client consents to receiving communications electronically, including by:

  1. email;

  2. secure Client Portal;

  3. online dashboard;

  4. SMS;

  5. WhatsApp;

  6. electronic notifications;

  7. video conferencing;

  8. digital workflow systems; and

  9. other electronic communication methods introduced by the Platform.

The Client accepts that electronic communications may constitute legally effective notices, instructions, confirmations and contractual communications.

The Client remains responsible for ensuring that its contact details remain current.

SUPERLAWYERS™ shall not be liable for communications that fail to reach the Client due to incorrect contact details supplied by the Client.

  1. ELECTRONIC RECORDS

To the fullest extent permitted by law:

  1. electronic records;

  2. server logs;

  3. audit trails;

  4. digital timestamps;

  5. payment records;

  6. CRM records;

  7. electronic onboarding records;

  8. Client Portal activity;

  9. system-generated reports; and

  10. digital acceptance records,

shall constitute prima facie proof of the matters recorded therein.

The Client agrees that such electronic records shall be admissible in any legal proceedings as evidence of the communications, instructions and transactions recorded by the Platform.

  1. CONTINUOUS IMPROVEMENT OF THE PLATFORM

SUPERLAWYERS™ is committed to continuously improving its Products, Services and technology.

Accordingly, SUPERLAWYERS™ may from time to time:

  1. introduce new features;

  2. improve existing Products;

  3. replace outdated technology;

  4. modify workflows;

  5. introduce artificial intelligence-assisted functionality;

  6. expand the range of digital services;

  7. enhance cybersecurity measures; and

  8. improve the Client experience,

provided that such improvements do not materially deprive existing Clients of the essential benefits of their purchased Subscription during the applicable subscription period without reasonable notice.

Where material changes affect a Product or Service, SUPERLAWYERS™ will use reasonable efforts to notify affected Clients through appropriate electronic communication channels.

PART 3

SUBSCRIPTIONS, FEES, PAYMENT, LEGAL AIRTIME™, FAIR USAGE, CANCELLATION AND TERMINATION

  1. THE SUBSCRIPTION MODEL

SUPERLAWYERS™ operates on a subscription-based business model designed to provide Clients with predictable, accessible and proactive legal support through a structured online platform.

Unlike traditional legal practices that generally charge for time spent on individual matters, SUPERLAWYERS™ offers carefully designed subscription plans that provide Clients with ongoing access to defined Platform Services for a fixed recurring fee.

Each subscription secures access to a specified level of professional capacity, digital resources, legal guidance and Platform Services during the applicable Subscription Period. The subscription fee is payable in consideration for the availability of those services and reserved capacity, whether or not the Client fully utilises the services during any particular billing cycle.

The Client acknowledges that the subscription fee is not calculated solely by reference to the amount of work requested during a particular month, but also reflects the ongoing availability of professional support, reserved service capacity, digital infrastructure, compliance systems, operational resources and technology maintained by SUPERLAWYERS™ for the benefit of all subscribing Clients.

Accordingly, reduced usage during any billing period shall not entitle the Client to a refund, credit or reduction in subscription fees unless expressly provided for in this Agreement or required by applicable law.

  1. SUBSCRIPTION COMMENCEMENT

A Subscription shall commence on the date confirmed by SUPERLAWYERS™ in writing, or, where no commencement date is specified, on the earliest of:

  1. acceptance of the Client's application;

  2. activation of the Client Account;

  3. payment of the first subscription fee;

  4. commencement of the first Platform Service; or

  5. any other date agreed in writing.

The Subscription shall continue for the agreed minimum term and thereafter until terminated in accordance with this Agreement.

 

  1. MINIMUM SUBSCRIPTION PERIOD

Unless expressly agreed otherwise in writing, every recurring SUPERLAWYERS™ subscription is concluded for a minimum fixed period of twelve (12) consecutive calendar months.

The Parties acknowledge that the minimum subscription period enables SUPERLAWYERS™ to allocate professional resources, maintain reserved service capacity, invest in onboarding, configure Client systems and provide subscription pricing that differs materially from traditional hourly legal billing.

The Client agrees that the minimum subscription period forms a material term of this Agreement.

Nothing contained in this clause is intended to limit or exclude any mandatory rights which the Client may have under applicable legislation, including the Consumer Protection Act where such legislation applies.

  1. RENEWAL OF SUBSCRIPTIONS

Upon expiry of the initial minimum subscription period, the Subscription shall automatically continue on a month-to-month basis upon the same general terms and conditions unless:

  1. either Party terminates the Subscription in accordance with this Agreement.

  2. the Parties agree to a revised Subscription Plan;

  3. the Product is discontinued; or

  4. the Agreement is otherwise lawfully terminated.

SUPERLAWYERS™ may introduce revised pricing or amended Product features upon reasonable prior written notice.

Continued use of the Platform following the effective date of such changes shall constitute acceptance of the revised Subscription.

  1. SUBSCRIPTION FEES

The Client agrees to pay the subscription fees applicable to the selected Product.

Unless expressly stated otherwise:

  1. all subscription fees are payable monthly in advance;

  2. all prices exclude VAT unless specifically indicated otherwise;

  3. invoices become due on the date reflected thereon;

  4. payment shall be made without deduction, withholding or set off unless required by law.

SUPERLAWYERS™ reserves the right to require payment before Services commence.

  1. ANNUAL PRICE REVIEW

SUPERLAWYERS™ may review subscription pricing annually.

Any adjustment shall take into account factors including:

  1. inflation;

  2. increases in operating costs;

  3. technology investments;

  4. regulatory compliance;

  5. professional costs;

  6. expansion of Product features;

  7. improvements to Platform functionality.

Clients shall receive reasonable prior written notice of any subscription adjustment.

 

  1. PAYMENT METHODS

Subscription fees may be collected through one or more of the following methods:

  1. debit order;

  2. credit card;

  3. electronic funds transfer;

  4. secure online payment gateway;

  5. recurring digital payment authority;

  6. any other payment method approved by SUPERLAWYERS™.

The Client warrants that all payment details supplied are accurate and that the Client is authorised to utilise the nominated payment method.

  1. FAILED PAYMENTS

Should any payment fail for any reason whatsoever, SUPERLAWYERS™ may:

  1. retry the payment;

  2. notify the Client;

  3. suspend access to Platform Services;

  4. suspend the allocation of Legal Airtime™;

  5. withhold work in progress;

  6. suspend delivery of documents;

  7. recover collection costs;

  8. charge interest where legally permissible; and

  9. exercise any other rights available in law.

Repeated payment failures may constitute a material breach of this Agreement.

  1. NON-PAYMENT

Where any amount remains unpaid after its due date, SUPERLAWYERS™ shall be entitled, without prejudice to any other rights, to:

  1. suspend all Platform Services;

  2. suspend access to the Client Portal;

  3. suspend Legal Airtime™ allocations;

  4. refuse to commence new work;

  5. withhold completed deliverables pending payment;

  6. recover outstanding fees through legal process;

  7. recover legal costs where recoverable in law.

Suspension of Services shall not constitute cancellation of the Subscription.

Subscription fees shall continue to accrue during the period of suspension unless otherwise agreed in writing.

  1. LEGAL AIRTIME™

SUPERLAWYERS™ allocates certain Services through its Legal Airtime™ system.

Legal Airtime™ is intended to provide Clients with a transparent method of measuring access to Platform Services.

Legal Airtime™ is a contractual service allocation only.

It is not:

  1. money;

  2. stored value;

  3. trust funds;

  4. electronic money;

  5. an investment;

  6. a refundable balance.

Legal Airtime™ represents the agreed allocation of professional resources available under the selected Subscription Plan.

The allocation, usage rules and expiry of Legal Airtime™ are governed by the applicable Service Schedule.

  1. FAIR USAGE

SUPERLAWYERS™ subscriptions are intended to provide ongoing preventative legal support within clearly defined commercial limits.

The Parties acknowledge that subscription pricing is based upon reasonable and ordinary use of the Platform.

Accordingly, SUPERLAWYERS™ reserves the right to apply Fair Usage principles where requests become excessive, repetitive, unusually time-consuming or materially exceed the intended scope of the selected Subscription.

Examples include:

  1. unusually high document volumes;

  2. repeated revisions beyond ordinary drafting;

  3. continuous negotiations;

  4. extensive strategic consulting;

  5. multiple related issues presented as a single query;

  6. urgent same-day requests;

  7. specialist regulatory work;

  8. litigation-related work;

  9. work falling outside the Product description.

Where Fair Usage limits are exceeded, SUPERLAWYERS™ may:

  1. recommend an upgraded Subscription;

  2. allocate additional Legal Airtime™;

  3. provide a separate quotation;

  4. propose a separate legal mandate;

  5. defer non-urgent work.

SUPERLAWYERS™ shall always endeavour to discuss such matters with the Client before incurring additional charges.

  1. UPGRADES AND DOWNGRADES

Clients may request an upgrade to a higher Subscription Plan at any time.

Upgrades shall ordinarily take effect immediately or at the commencement of the next billing cycle, as determined by SUPERLAWYERS™.

Downgrades may be requested following expiry of the minimum subscription period.

SUPERLAWYERS™ may defer a downgrade where ongoing work reasonably requires continuation of the existing Subscription until completion.

  1. CANCELLATION BY THE CLIENT

Following expiry of the applicable minimum subscription period, the Client may terminate the Subscription by providing not less than two (2) calendar months' prior written notice.

For administrative certainty, notice shall be deemed to commence on the first day of the calendar month immediately following receipt of the written notice by SUPERLAWYERS™, unless SUPERLAWYERS™ agrees otherwise in writing.

During the notice period:

  1. the Subscription shall remain fully operative;

  2. subscription fees shall remain payable;

  3. Platform Services shall remain available subject to this Agreement;

  4. Legal Airtime™ shall continue to be allocated in the ordinary course.

The Client shall not be entitled to suspend payment merely because notice of cancellation has been given.

Nothing in this clause limits any mandatory statutory rights of cancellation that may apply under South African law where such rights cannot lawfully be excluded or limited.

  1. EARLY TERMINATION

Where the Client seeks to terminate a fixed-term Subscription before expiry of the agreed minimum period, SUPERLAWYERS™ may exercise its rights in accordance with this Agreement and any applicable legislation.

Where the Consumer Protection Act applies, SUPERLAWYERS™ may charge a reasonable cancellation charge permitted by law, taking into account factors including:

  1. the remaining period of the Subscription;

  2. work already performed;

  3. onboarding costs reasonably incurred;

  4. benefits already received by the Client;

  5. administrative costs associated with the early termination; and

  6. any applicable regulations.

Where the Consumer Protection Act does not apply, the Parties' agreed minimum term shall remain binding, subject to any other applicable law.

  1. TERMINATION BY SUPERLAWYERS™

SUPERLAWYERS™ may immediately suspend or terminate this Agreement where the Client:

  1. materially breaches this Agreement;

  2. repeatedly fails to make payment;

  3. provides false or misleading information;

  4. engages in unlawful conduct;

  5. abuses Platform personnel;

  6. misuses Platform Services;

  7. infringes intellectual property rights;

  8. compromises Platform security;

  9. requests conduct that is unlawful, unethical or professionally inappropriate.

Where reasonably practicable, SUPERLAWYERS™ shall provide written notice identifying the breach and, where appropriate, afford the Client a reasonable opportunity to remedy it.

Nothing obliges SUPERLAWYERS™ to continue providing Services where doing so would be unlawful, unethical or inconsistent with professional obligations.

  1. EFFECT OF TERMINATION

Upon termination:

  1. all outstanding fees shall immediately become due and payable;

  2. access to Subscription Services shall cease on the effective termination date;

  3. unused Legal Airtime™ shall lapse unless otherwise provided;

  4. confidential information shall remain protected;

  5. intellectual property rights shall remain vested in SUPERLAWYERS™;

  6. clauses intended to survive termination shall continue to operate.

Termination shall not affect any rights or obligations which accrued before the effective date of termination

 

  1. NO WAIVER OF RIGHTS

The suspension or temporary continuation of Services following any breach shall not constitute a waiver of any rights available to SUPERLAWYERS™ under this Agreement or at law.

Any waiver shall only be effective if reduced to writing and signed by an authorised representative of SUPERLAWYERS™.

PART 4

PRIVACY, CONFIDENTIALITY, INTELLECTUAL PROPERTY, DIGITAL PLATFORM, ARTIFICIAL INTELLIGENCE, THIRD-PARTY SERVICES AND CYBER SECURITY

  1. PRIVACY AND PROTECTION OF PERSONAL INFORMATION

SUPERLAWYERS™ recognises that trust forms the foundation of every professional relationship. The Platform is designed to process information responsibly, lawfully and transparently, while respecting the privacy rights of every Client and complying with applicable South African data protection legislation.

SUPERLAWYERS™ shall process Personal Information in accordance with the Protection of Personal Information Act 4 of 2013 ("POPIA"), together with any applicable regulations and recognised industry standards.

Personal Information shall only be collected where it is reasonably necessary for the establishment, administration or performance of the contractual relationship between the Parties, or where processing is otherwise authorised or required by law.

SUPERLAWYERS™ shall endeavour to collect only such information as is reasonably necessary for the provision of the applicable Platform Services.

The Client acknowledges that the failure or refusal to provide information reasonably required for the performance of the Services may prevent SUPERLAWYERS™ from providing all or part of the requested Platform Services.

  1. PURPOSES FOR WHICH INFORMATION MAY BE PROCESSED

The Client authorises SUPERLAWYERS™ to process Personal Information for purposes including, but not limited to:

  1. creating and administering Client Accounts;

  2. verifying identity and authority;

  3. onboarding Clients;

  4. providing Platform Services;

  5. preparing legal documentation;

  6. responding to legal queries;

  7. communicating with Clients;

  8. issuing quotations and invoices;

  9. collecting outstanding amounts;

  10. managing subscriptions;

  11. providing customer support;

  12. improving Platform functionality;

  13. complying with statutory obligations;

  14. detecting fraud;

  15. protecting Platform security;

  16. conducting internal quality assurance;

  17. generating anonymised statistical information; and

  18. any purpose reasonably incidental to the operation of the SUPERLAWYERS™ Platform.

SUPERLAWYERS™ shall not knowingly sell Personal Information to third parties.

  1. CLIENT WARRANTIES REGARDING PERSONAL INFORMATION

Where the Client supplies Personal Information relating to any employee, director, shareholder, family member, customer, supplier or any other third party, the Client warrants that:

  1. the information has been lawfully obtained;

  2. the Client is authorised to disclose it;

  3. any legally required consent has been obtained where applicable;

  4. the information supplied is accurate to the best of the Client's knowledge.

The Client indemnifies SUPERLAWYERS™ against any claim arising solely from the unlawful disclosure of Personal Information by the Client.

  1. CONFIDENTIALITY

The Parties acknowledge that, during the course of their relationship, each Party may receive confidential and commercially sensitive information belonging to the other.

Accordingly, each Party undertakes to keep such information confidential and to use it solely for purposes connected with this Agreement.

Confidential Information includes, without limitation:

  1. business strategies;

  2. commercial information;

  3. financial information;

  4. pricing structures;

  5. legal documentation;

  6. software;

  7. intellectual property;

  8. customer information;

  9. trade secrets;

  10. internal policies;

  11. technical information;

  12. security procedures;

  13. unpublished materials; and

  14. all information that would reasonably be regarded as confidential by a prudent businessperson.

Neither Party shall disclose Confidential Information unless:

  1. disclosure is required by law;

  2. disclosure is required by a competent court;

  3. disclosure is required by a regulatory authority;

  4. disclosure is necessary for the proper performance of the Services;

  5. the receiving Party has provided prior written consent; or

  6. the information has lawfully entered the public domain through no fault of the receiving Party.

  7. The obligations contained in this clause shall survive termination of this Agreement.

 

  1. CLIENT DOCUMENTS AND INFORMATION

SUPERLAWYERS™ shall exercise reasonable care when handling documents and information provided by the Client.

The Client remains solely responsible for maintaining independent copies of all documents supplied to the Platform.

Although SUPERLAWYERS™ may retain electronic copies for operational, regulatory and record-keeping purposes, the Platform shall not be regarded as the Client's permanent document storage facility unless expressly agreed in writing.

The Client should maintain appropriate backups of all documents submitted through the Platform.

  1. INTELLECTUAL PROPERTY

All intellectual property rights in and relating to the SUPERLAWYERS™ Platform remain the exclusive property of SUPERLAWYERS™ and its licensors.

Without limitation, this includes all rights relating to:

  1. the SUPERLAWYERS™ name;

  2. logos;

  3. branding;

  4. Platform architecture;

  5. software;

  6. workflows;

  7. legal methodologies;

  8. Legal Airtime™;

  9. Legal Risk Score™;

  10. document automation systems;

  11. compliance frameworks;

  12. subscription models;

  13. graphics;

  14. educational material;

  15. videos;

  16. templates;

  17. forms;

  18. questionnaires;

  19.  written content;

  20. artificial intelligence workflows;

  21. prompts;

  22. databases;

  23. documentation; and

  24. all future developments created by or for SUPERLAWYERS™.

Nothing contained in this Agreement transfers ownership of any intellectual property to the Client.

  1. LICENCE TO CLIENT

Subject to full payment of all applicable Fees, SUPERLAWYERS™ grants the Client a limited, revocable, non-exclusive, non-transferable licence to use the deliverables supplied under the applicable Product solely for the Client's own lawful internal purposes.

Unless expressly authorised in writing, the Client shall not:

  1. copy;

  2. reproduce;

  3. publish;

  4. distribute;

  5. resell;

  6. sublicense;

  7. commercialise;

  8. modify for resale;

  9. reverse engineer;

  10. create derivative works from; or

  11. permit third parties to exploit,

  12. any Platform content, templates or intellectual property.

Nothing prevents the Client from using documents specifically prepared for that Client in the ordinary conduct of its own business.

  1. USE OF ARTIFICIAL INTELLIGENCE

SUPERLAWYERS™ may utilise artificial intelligence ("AI"), machine learning, document automation and other technology-assisted tools to improve efficiency, consistency and service delivery.

Such technologies may assist with:

  1. document generation;

  2. contract analysis;

  3. legal research support;

  4. drafting assistance;

  5. compliance checking;

  6. workflow automation;

  7. document classification;

  8. legal risk identification; and

  9. administrative processes.

Where AI-assisted tools are utilised, SUPERLAWYERS™ shall exercise reasonable professional oversight appropriate to the nature of the Services being provided.

AI-generated outputs are intended to assist the delivery of Platform Services and shall not be regarded as replacing professional judgment where such judgment is required.

The Client acknowledges that no automated system can guarantee absolute accuracy and that recommendations should be considered in the context of the complete factual circumstances of each matter.

  1. WEBSITE AND PLATFORM USE

The SUPERLAWYERS™ website and Client Portal are intended to provide lawful access to Platform Services.

The Client agrees not to:

  1. interfere with Platform operations;

  2. introduce malicious software;

  3. attempt unauthorised access;

  4.  circumvent security measures;

  5. overload Platform resources;

  6.  harvest data;

  7. impersonate another user;

  8. upload unlawful content;

  9.  misuse communication systems; or

  10. engage in any conduct likely to compromise the integrity or security of the Platform.

SUPERLAWYERS™ reserves the right to suspend or terminate Platform access where misuse is reasonably suspected.

  1. CYBER SECURITY

SUPERLAWYERS™ is committed to maintaining commercially reasonable administrative, technical and organisational safeguards designed to protect Platform systems and Client information.

These safeguards may include:

  1. encryption;

  2. multi-factor authentication;

  3. secure hosting;

  4. access controls;

  5. security monitoring;

  6. vulnerability management;

  7. disaster recovery procedures;

  8. regular software updates;

  9. audit logging; and

  10. cybersecurity awareness training.

Notwithstanding the foregoing, no electronic system can guarantee absolute security.

The Client acknowledges the inherent risks associated with internet communications and accepts that SUPERLAWYERS™ cannot warrant that electronic communications will always be uninterrupted, secure or free from malicious interference.

  1. THIRD-PARTY PROVIDERS

From time-to-time SUPERLAWYERS™ may introduce Clients to independent professionals or service providers whose expertise complements the Platform.

Such providers may include:

  1. attorneys;

  2. advocates;

  3. accountants;

  4. tax practitioners;

  5. fiduciary practitioners;

  6. conveyancers;

  7. notaries;

  8. software providers;

  9. compliance specialists;

  10. business consultants; or

  11. other appropriately qualified professionals.

Unless expressly agreed otherwise in writing, those providers act independently and not as employees, partners or agents of SUPERLAWYERS™.

Each Third-Party Provider remains independently responsible for the professional services rendered by that provider.

Where the Client elects to instruct a Third-Party Provider, a separate contractual relationship may arise between the Client and that provider.

SUPERLAWYERS™ shall not be responsible for the professional advice, conduct, fees, omissions or delays of any independent Third-Party Provider, except to the extent that liability cannot lawfully be excluded.

 

 

  1. RECORD RETENTION

SUPERLAWYERS™ may retain electronic records relating to the Client for such period as may be reasonably necessary:

  1. to comply with legal obligations;

  2. to resolve disputes;

  3.  to enforce this Agreement;

  4. for internal record-keeping;

  5.  for audit purposes; or

  6. as otherwise required by applicable law.

Following expiry of the applicable retention period, SUPERLAWYERS™ may securely archive, anonymise or permanently delete records in accordance with its document retention policies and applicable legislation.

  1. BUSINESS CONTINUITY

SUPERLAWYERS™ maintains business continuity and disaster recovery procedures designed to minimise disruption to Platform Services in the event of unforeseen operational interruptions.

While SUPERLAWYERS™ will use reasonable commercial efforts to restore services as quickly as practicable following any interruption, the Client acknowledges that certain events beyond the reasonable control of SUPERLAWYERS™, including widespread internet failures, cyber incidents, utility failures or force majeure events, may temporarily affect Platform availability.

SUPERLAWYERS™ does not warrant uninterrupted access to the Platform but undertakes to take reasonable steps to maintain the continuity, resilience and security of its online services.

  1. SUPERLAWYERS is an online legal consultancy and business advisory platform;

    1. it is not itself a legal practice;

    2. where reserved legal work is required, it is undertaken only under a separate mandate by an appropriately qualified legal practitioner or legal practice; and

    3. nothing in the Agreement is intended to circumvent or derogate from the Legal Practice Act or any other applicable legislation.

PART 5

PRODUCT SERVICE SCHEDULES

 

  1. INTRODUCTION TO THE SERVICE SCHEDULES

The Product Service Schedules form an integral part of this Agreement and describe the Products made available through the SUPERLAWYERS™ Platform.

Each Product has been developed to provide Clients with structured access to legal guidance, legal risk management, business compliance support and related Platform Services within clearly defined parameters.

Each Product should be read together with the Master Client Agreement.

Where there is any inconsistency between the Master Client Agreement and a specific Product Schedule, the Product Schedule shall prevail only to the extent necessary to regulate that Product.

Unless expressly stated otherwise:

  1. every Subscription is subject to the Fair Usage Policy;

  2. work outside scope may require a separate quotation;

  3. specialist legal work is excluded;

  4. litigation is excluded;

  5. reserved legal work requires a separate legal mandate where applicable.

SERVICE SCHEDULE A

STARTSMART™

 

  1. Product Description

StartSmart™ is a structured online legal foundation programme developed for entrepreneurs, start-up businesses, founders, SMEs and new business ventures requiring an affordable and practical legal framework from which to establish and grow their business.

The Product has been specifically designed to reduce legal risk during the early stages of a business by providing essential legal documentation, legal guidance and compliance support through a structured online onboarding process.

StartSmart™ is preventative in nature and aims to assist businesses in establishing sound legal foundations before legal issues arise.

Product Objective

The objective of StartSmart™ is to enable businesses to commence trading with confidence by providing a practical legal framework appropriate to the Client's stage of development.

Rather than providing piecemeal legal assistance, StartSmart™ delivers an integrated legal foundation that addresses many of the common legal risks encountered by new businesses.

Included Services

Subject to the Fair Usage Policy and Product limitations, StartSmart™ may include:

  1. Business legal onboarding.

  2. Initial Legal Risk Assessment.

  3. Founders’ guidance.

  4. Shareholder guidance (where applicable).

  5. Website Terms and Conditions.

  6. Privacy Policy.

  7. POPIA guidance.

  8. Basic employment documentation.

  9. Independent Contractor Agreement.

  10. Non-Disclosure Agreement.

  11. Supplier Agreement.

  12. Customer Agreement.

  13. Standard Terms and Conditions.

  14. Basic commercial agreements.

  15. Two online legal consultations.

  16. Online implementation guidance.

SUPERLAWYERS™ reserves the right to substitute equivalent documentation where more appropriate for the Client's circumstances.

Exclusions

StartSmart™ does not include:

  1. litigation;

  2. tax advice;

  3. company registrations;

  4. accounting services;

  5. complex shareholder structures;

  6. venture capital documentation;

  7. franchise documentation;

  8. intellectual property registrations;

  9. specialist licensing;

  10. conveyancing;

  11. notarial services;

  12. reserved legal work.

Delivery

Services are delivered primarily through the SUPERLAWYERS™ Platform.

Communication may take place via:

  1. email;

  2. Microsoft Teams;

  3. Zoom;

  4. telephone;

  5. secure online portal;

  6. other digital communication channels.

 

SERVICE SCHEDULE B

MYBUSINESS 1™

 

  1. Product Overview

MyBusiness 1™ is intended for businesses requiring ongoing preventative legal guidance through an affordable monthly subscription.

The Product focuses on helping business owners manage ordinary commercial legal risks before those risks become disputes.

The Product is designed for routine legal support and should not be regarded as an outsourced legal department.

Included Services

Subject to Fair Usage:

  1. Legal Airtime™ allocation.

  2. General legal guidance.

  3. Contract review.

  4. Standard contract drafting.

  5. Employment guidance.

  6. Business compliance guidance.

  7. Supplier and customer contract assistance.

  8. Telephone and online consultations.

  9. Email support.

Intended Client

Ideal for:

  1. SMEs

  2. Consultants

  3. Marketing agencies

  4. IT businesses

  5. Professional services

  6. Property businesses

  7. Family businesses

SERVICE SCHEDULE C

  1. MYBUSINESS 2™

MyBusiness 2™ is designed for growing businesses requiring increased legal interaction and greater contractual support.

The Product includes increased Legal Airtime™, expanded consultation availability and greater document capacity.

The Product is suitable for businesses requiring regular legal support without employing an in-house legal adviser.

The applicable Product Guide shall specify monthly allocations.

SERVICE SCHEDULE D

  1. MYBUSINESS 3™ EXECUTIVE

MyBusiness 3™ Executive represents the premium subscription tier available through the SUPERLAWYERS™ Platform.

It is intended for established businesses requiring ongoing strategic legal support, executive-level guidance and priority access to Platform Services.

This Product is designed to operate as an outsourced legal support solution while remaining subject to Fair Usage principles and Product limitations.

Priority response times apply.

SERVICE SCHEDULE E

  1. LEGAL AIRTIME™

Nature of Legal Airtime™

Legal Airtime™ is the measurement system used throughout the SUPERLAWYERS™ Platform.

Its purpose is to create transparency regarding the utilisation of Platform Services.

Legal Airtime™ should not be interpreted as an hourly billing system.

Rather, it represents structured allocations of professional resources available to each Client.

General Principles

Legal Airtime™:

  1. resets each billing cycle;

  2. cannot be exchanged for cash;

  3. cannot be refunded;

  4. cannot be transferred;

  5. cannot be accumulated unless expressly stated;

  6. expires in accordance with the Product Schedule.

Additional Airtime

Additional Legal Airtime™ may be purchased where available at the prevailing published rates.

 

 

 

SERVICE SCHEDULE F

  1. LEGAL CONTRACT DESK™

Legal Contract Desk™ is an online contract drafting and contract review solution.

Clients may submit contracts digitally for review, drafting or amendment.

Services include:

  1. commercial contract review;

  2. drafting of standard commercial agreements;

  3. amendments;

  4. legal comments;

  5. implementation guidance.

Complex transactions may require separate quotations.

SERVICE SCHEDULE G

  1. PERSONAL FOR YOU™

Personal For You™ provides individuals and families with ongoing access to preventative legal guidance through a monthly subscription.

The Product focuses on helping individuals understand and manage their personal legal affairs.

Typical matters include:

  1. consumer law;

  2. property guidance;

  3. wills;

  4. estate planning guidance;

  5. family law guidance;

  6. contract review;

  7. general legal information.

Litigation and specialist legal mandates remain excluded.

SERVICE SCHEDULE H

  1. isidleke™

isidleke™ is SUPERLAWYERS™'s online estate planning and legacy organisation platform.

The Product assists Clients in organising estate information, documenting wishes, identifying legal risks and preparing for future legal planning.

isidleke™ is intended to support proactive estate planning and should not be interpreted as providing fiduciary administration, financial planning, tax advice or deceased estate administration unless expressly agreed under a separate written mandate.

 

  1. FUTURE PRODUCTS

SUPERLAWYERS™ may introduce additional Products from time to time.

Such Products may include:

  1. AI legal assistants;

  2. compliance monitoring;

  3. digital governance tools;

  4.  legal education;

  5. contract automation;

  6. legal subscriptions;

  7. risk management products;

  8. partner solutions.

Each new Product shall automatically become subject to this Agreement unless expressly stated otherwise.

  1. FINAL CLIENT ACKNOWLEDGEMENT

By subscribing to any SUPERLAWYERS™ Product, the Client acknowledges that:

  1. it has read this Agreement in full;

  2. it understands the scope and limitations of the selected Product;

  3. it understands that SUPERLAWYERS™ operates as an online legal consultancy and business advisory platform;

  4. it understands that certain legal work may only be undertaken under a separate written mandate by an appropriately qualified legal practitioner or legal practice;

  5. it has had the opportunity to obtain independent legal advice before accepting this Agreement;

  6. it agrees to be legally bound by the Agreement through electronic acceptance in accordance with the Electronic Communications and Transactions Act 25 of 2002.

 

55.         TERMINATION BY THE CLIENT

55.1.             Fixed-Term Subscriptions

Unless otherwise agreed in writing, each Subscription is concluded for the minimum fixed period specified in the applicable Subscription Schedule.

The Parties acknowledge that the agreed fixed term forms an important commercial component of the Subscription and enables SUPERLAWYERS™ to allocate professional resources, reserve service capacity, invest in Client onboarding and provide subscription pricing that differs materially from traditional hourly legal billing.

55.2              Ordinary Cancellation

A Client may terminate a Subscription by giving SUPERLAWYERS™ not less than two (2) calendar months' prior written notice.

Unless otherwise agreed in writing, the notice period shall commence on the first day of the calendar month following receipt of the written notice by SUPERLAWYERS™.

During the notice period:

55.2.1.          the Subscription shall remain active;

55.2.2.          Platform Services shall continue to be available in accordance with the applicable Subscription;

  1. all recurring subscription fees shall remain payable;

  2. the Client shall continue to receive the benefits of the Subscription.

  3. Early Termination During the Fixed Term

Where the Client elects to terminate a fixed-term Subscription before expiry of the agreed minimum period, SUPERLAWYERS™ acknowledges that the Client may have statutory rights of early cancellation where the Consumer Protection Act applies.

In such circumstances, SUPERLAWYERS™ may charge a reasonable cancellation charge, determined in accordance with applicable legislation, having regard to all relevant circumstances, including:

  1. the duration of the Subscription already completed;

  2. the value of the Services already provided;

  3. any discounts granted in anticipation of the agreed subscription term;

  4. the costs reasonably incurred in onboarding and establishing the Client relationship;

  5. the professional resources reserved for the Client;

  6. any work in progress that cannot reasonably be allocated elsewhere;

  7. the value of any Products, documentation or deliverables already supplied; and

  8. any other factor recognised by applicable law in determining a reasonable cancellation charge.

The Parties expressly acknowledge that any cancellation charge shall be compensatory in nature and shall not constitute a penalty.

 

  1. Consumer Protection Act

Nothing contained in this Agreement is intended to exclude, limit or waive any right which the Client may enjoy under the Consumer Protection Act or any other legislation where such rights cannot lawfully be excluded or limited.

Where any provision of this Agreement is inconsistent with a mandatory provision of applicable legislation, the applicable legislation shall prevail to the extent of the inconsistency.

​

  1. Clients Not Protected by the Consumer Protection Act

Where the Consumer Protection Act does not apply to the Client or to the particular transaction, the Subscription shall remain subject to the agreed minimum term, and the Client shall remain liable for all amounts due in terms of this Agreement, subject to the ordinary principles of South African contract law.

  1. Form of Notice

Any notice of termination shall:

  1. be in writing;

  2. clearly identify the Client and the relevant Subscription;

  3. state the intended date of termination; and

  4. be delivered to the contact details designated by SUPERLAWYERS™ for contractual notices.

SUPERLAWYERS™ shall acknowledge receipt of the notice within a reasonable period.

 

  1. Fees Outstanding on Termination

Termination of this Agreement shall not affect the Client's obligation to pay:

  1. Subscription Fees accrued up to the effective date of termination;

  2. charges relating to authorised additional work;

  3. disbursements incurred on the Client's behalf;

  4. reasonable cancellation charges (where applicable); and

  5. any other amounts lawfully due under this Agreement.

 

  1. Work in Progress

Where termination occurs while SUPERLAWYERS™ is actively performing work requested by the Client, SUPERLAWYERS™ may:

  1. complete the work where reasonably practicable;

  2. suspend further work pending payment of outstanding amounts;

  3. deliver completed work upon settlement of amounts due; or

  4. agree an orderly handover to the Client or another appointed professional.

The Parties shall cooperate in good faith to minimise disruption arising from the termination of the relationship.

  1. No Refund of Subscription Fees Already Earned

Subscription Fees relate to the ongoing availability of Platform Services, professional capacity and digital infrastructure during each Subscription Period.

Accordingly, Subscription Fees already earned in respect of a completed billing period are generally non-refundable, except where:

  1. required by applicable law;

  2. expressly agreed in writing by SUPERLAWYERS™; or

  3. a refund is required because SUPERLAWYERS™ has materially failed to perform its obligations under this Agreement.

55.10.           Effect of Termination

Upon the effective date of termination:

  1. access to Subscription Services shall cease;

  2. unused Legal Airtime™ shall lapse unless the applicable Product Schedule expressly provides otherwise;

  3. confidentiality obligations shall continue;

  4. intellectual property rights shall remain unaffected;

  5. all clauses intended to survive termination shall continue in force.

Termination shall not affect any rights or obligations which accrued prior to the effective date of termination.

55A.      Consumer Protection Act Compliance and Fair Dealing

SUPERLAWYERS™ is committed to conducting its business in accordance with the principles of fairness, transparency, good faith and responsible commercial practice. The Parties acknowledge that this Agreement has been drafted with due regard to the provisions of the Consumer Protection Act 68 of 2008 ("CPA") and is intended to create a fair and balanced contractual relationship that protects the legitimate interests of both the Client and SUPERLAWYERS™. Nothing contained in this Agreement shall be interpreted as excluding, restricting or limiting any right or remedy that cannot lawfully be excluded or limited under applicable legislation. Where SUPERLAWYERS™ exercises any discretion, including in relation to cancellation charges, suspension of services, upgrades, amendments or enforcement of this Agreement, such discretion shall be exercised reasonably, in good faith and having regard to the particular circumstances of the matter. Likewise, the Client undertakes to exercise its rights under this Agreement honestly, reasonably and in a manner consistent with the spirit of mutual cooperation upon which the Parties' relationship is founded.

The Parties further acknowledge that this Agreement has been negotiated and accepted in a manner intended to promote certainty, avoid unnecessary disputes and give effect to the legitimate commercial expectations of both Parties, and accordingly undertake to interpret and perform its provisions in a manner consistent with these objectives.

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