Contents
Ethics, Renunciation of Engagement and Termination of Mandate Terms ...........1
Key principles for all lawyers on LawBasket ..................................................................2
Independence .......................................................................................................................................2
Honesty and integrity ...........................................................................................................................2
Duty to the law ......................................................................................................................................2
Conflict of interest ................................................................................................................................2
Lawyer-client confidentiality ...............................................................................................................2
Professionalism ....................................................................................................................................2
Professional undertakings ..................................................................................................................2
Fiduciary duty to the client ..................................................................................................................2
Remuneration .......................................................................................................................................3
The lawyer in society ...........................................................................................................................3
Specific Rules in jurisdictions .............................................................................................................3
KENYA ..............................................................................................................................................3
NIGERIA ...........................................................................................................................................3
SOUTH AFRICA .............................................................................................................................3
ZIMBABWE ......................................................................................................................................3
Renunciation of agency and termination on LawBasket ................................................................3
Ethics, Renunciation of Engagement and Termination of Mandate Terms
This is the LawBasket Terms relating to ethics and conduct of lawyers on the platform, as well as the rules regarding
termination of mandates by clients. The terms will be referred to jointly as the Ethics, Renunciation of Engagement
and Termination of Mandate Terms. The terms deal with general terms applicable to all lawyers, and specifically
to lawyers in Kenya, Nigeria, Zimbabwe and South Africa.
Key principles for all lawyers on LawBasket
Independence
1. Professional independence is a key ingredient of the lawyer’s ability to provide professional services to the client
objectively. Professional independence ought to be nurtured and respected by all lawyers on LawBasket towards
fellow professionals and towards the clients. Independence requires that the lawyer is free from undue influence
arising from political, financial, career, personal, emotional or other considerations.
Honesty and integrity
2. Honesty and integrity are the hallmark of the legal profession and must be exhibited by every lawyer in all his/her
dealings with clients on LawBasket. Honesty and Integrity among members of the platform fosters trust and
confidence in the platform and enhances the moral standing and public image of the profession generally. Honesty
and integrity encompasses civility, professional integrity, high personal moral standards, and respect for others
among characteristics.
Duty to the law
3. The lawyer’s first duty is to the law and due process. A lawyer is an officer of the law and must at all times and in
all his dealings show fidelity to the law and demonstrate respect for the rule of law and due process. The legal
professional must therefore never subvert or connive in the subversion of the law or due process in his dealings
on LawBasket.
Conflict of interest
4. Trust and confidence in the legal profession depends upon the lawyer’s loyalty to clients. Avoidance of situations
of conflict of interest also enhances the lawyer’s ability to render unbiased and objective service to the client and
enhances the standing of the legal profession in the eyes of the public.
Lawyer-client confidentiality
5. The right and duty of the legal professional to keep confidential information received from and advice given to the
client is an indispensable feature of the practice of law and essential to public trust and confidence in the
administration of justice and in the LawBasket platform. It enhances the client’s trust in the legal professional and
facilitates full and frank communication between the lawyer and the client. Lawyer-client confidentiality must be
nurtured, respected and protected by regulatory authorities, fellow professionals and the lawyer.
Professionalism
6. The lawyer must demonstrate professionalism in his dealings with the client, with fellow professionals and third
parties. Professionalism requires that the lawyer is competent and renders service diligently at all times.
Professional undertakings
7. The legal profession is an honourable profession. The old adage that “the lawyer’s word is his [her] honour” must
be strictly adhered to and given effect by lawyers on LawBasket. Undertakings facilitate legal transactions and
without them transactions would be severely hampered. Their effectiveness depends on the integrity of the legal
profession. Therefore, an undertaking – whether given in writing or orally - is sacrosanct and must be honoured.
Fiduciary duty to the client
8. In handling of the client’s funds and other property the lawyer stands in a position of trust. Therefore, the legal
professional has a fiduciary duty to safeguard client’s funds and other property, fully account for them, not use
them in a manner that is averse to the client’s interests.
Remuneration
9. As professionals, lawyers are entitled to fair reasonable remuneration for services rendered. Reasonable
remuneration enhances the ability of the lawyer to render services diligently and promotes financial independence.
LawBasket facilitates an environment in which legal services can be provided in a framework which enables
members to earn reasonable remuneration without legal fees becoming a barrier to access to legal services.
The lawyer in society
10. The lawyer is a member of his/her society and is expected to lead by example. Therefore, the lawyer’s conduct in
society must uphold the dignity and honour of the profession and reflect the best of his/her society’s values. In
his/her “outside” life as in his/her professional life the lawyer must eschew conduct which undermines the standing
of the legal profession.
Specific Rules in jurisdictions
11. For specific rules in various jurisdictions, please see below:
KENYA
Please view the relevant rules of professional conduct by clicking here
NIGERIA
Please view the relevant rules of professional conduct by clicking here
SOUTH AFRICA
Please view the relevant rules of professional conduct by clicking here
ZIMBABWE
Please view the relevant rules of professional conduct here
Renunciation of agency and termination on LawBasket
12. A lawyer on LawBasket can only renounce from an accepted engagement on the following grounds:
a) If the client fails to provide information necessary to completely perform the mandate within a reasonable time.
b) If the client seeks the performance of a job that is materially different from that which was included in the job
invitation or the job post.
13. A client may terminate a mandate in the following instances:
a) If the lawyer fails to provide updates on the case or fails to acknowledge instructions on the case within a
reasonable time.
b) If the lawyer asks for a fee that is substantially more than was indicated in the budget for the job when posted
or sent to the lawyer through a job invitation.
14. Both parties may mutually agree to terminate the mandate:
a) If both parties mutually agree to terminate the engagement, subject to payment of all outstanding fees and
other payments.
b) Both parties may also specify particular events that can cause termination of the engagement, such as non-
completion of work within a specific timespan.
15. A mandate will terminate automatically when :
a) The purpose of the mandate has been achieved, and specifically when the job has been marked as complete.
b) The engagement will automatically terminate upon the occurrence of certain events such events as death or
insanity of either the client or the lawyer.
Payment Terms
Please read these Payments Terms of Service (“Payments Terms”) carefully as they contain important
information about your legal rights, remedies and obligations. By using the Payment Services (as
defined below), you agree to comply with and be bound by these Payments Terms.
Please note: These Payments Terms contain an arbitration clause and class action waiver that applies
to all LawBasket Members. It affects how disputes with LawBasket Payments are resolved. By
accepting these Payments Terms, you agree to be bound by this arbitration clause and class action
waiver. Please read it carefully.
Last Updated: 1 June 2020
These Payments Terms constitute a legally binding agreement (“Agreement”) between you and
LawBasket Payments (as defined below) governing the Payment Services (defined below) conducted
through or in connection with the LawBasket Platform.
When these Payments Terms mention “LawBasket Payments,” “we,” “us,” or “our,” it refers to Lexware
Incorporated Private Limited of Zimbabwe, the company you are contracting with for Payment Services,
which may be Law Basket or it’s affiliates.
The LawBasket Terms of Service (“LawBasket Terms”) separately govern your use of the LawBasket
Platform, specifically hiring and being hired as a lawyer on LawBasket, including under StartAp Law or
under an insurance arrangement. All capitalized terms have the meaning set forth in the LawBasket
Terms unless otherwise defined in these Payments Terms.
In certain situations, customers may be required to enter into unique payment processing agreements
with LawBasket Payments. To the extent that there is a conflict between these Payment Terms and
terms and conditions set forth in any relevant payment processing agreement, the latter terms and
conditions will take precedence, unless specified otherwise.
Our collection and use of personal information in connection with your access to and use of the Payment
Services is described in Privacy Policy section of these terms.
Scope and Use of the Payment Services
1.
LawBasket Payments provides payments services to Members, including payment collection
services, payments and payouts, in connection with and through the LawBasket Platform
(“Payment Services”) or separately through the Lexware Case Manager/CRM. Please note that
“Payment Services” include LawBasket Payments services associated with pro bono services,
StartAp Law and any insurance payouts that may be provided through LawBasket, as well as
payments for using LawBasket Payments to collect payments on fee notes that are unrelated
to the LawBasket platform but using the platform.
2.
LawBasket Payments may temporarily and under consideration of the Members’ legitimate
interests (e.g., by providing prior notice), restrict the availability of the Payment Services, or
certain services or features thereof, to carry out maintenance measures that ensure the proper
or improved functioning of the Payment Services. LawBasket Payments may improve, enhance
and modify the Payment Services and introduce new Payment Services from time to time.
LawBasket Payments will provide notice to Members of any changes to the Payment Services,
unless such changes do not materially increase the Members’ contractual obligations or
decrease the Members’ rights under these Payments Terms.
3.
The Payment Services may contain links to third-party websites or resources (“Third-Party
Services”). Such Third-Party Services are subject to different terms and conditions and privacy
practices and Members should review them independently. LawBasket Payments is not
responsible or liable for the availability or accuracy of such Third-Party Services, or the content,
products, or services available from such Third-Party Services. Links to such Third-Party
Services are not an endorsement by LawBasket Payments of such Third-Party Services.
4.
You may not use the Payment Services except as authorized by Zimbabwean law, the laws of
the jurisdiction that is your country of practice, and any other applicable laws. In addition to
complying with the above, you must also comply with any relevant export control laws in your
local jurisdiction.
5.
Your access to or use of certain Payment Services may be subject to, or require you to accept,
additional terms and conditions. If there is a conflict between these Payments Terms and terms
and conditions applicable for a specific Payment Service, the latter terms and conditions will
take precedence with respect to your use of or access to that Payment Service, unless specified
otherwise.
Key Definitions
6.
“Payout” means a payment initiated by LawBasket Payments to a Member for services (such
as Lawyer Fees) performed in connection with the LawBasket Platform.
7.
“Payment Method” or “Payout Method” means a Payoneer Account, PayPal account or any
other payout method as agreed by LawBasket.
Modification of these Payments Terms
8.
LawBasket Payments reserves the right to modify these Payments Terms at any time in
accordance with this provision. If we make changes to these Payments Terms, we will post the
revised Payments Terms on the LawBasket Platform and update the “Last Updated” date at
the top of these Payments Terms. We will also provide you with notice by email of the
modification at least thirty (15) days before the date they become effective. If you disagree with
the revised Payments Terms, you may terminate this Agreement with immediate effect. We will
inform you about your right of refusal and your right to terminate this Agreement in the
notification email. If you do not terminate your Agreement before the date the revised Terms
become effective, your continued use of the Payment Services will constitute acceptance of the
revised Payments Terms.
Eligibility, Member Verification
9.
You must be at least 18 years old and able to enter into legally binding contracts to use the
Payment Services. By using the Payment Services you represent and warrant that you are 18
or older.
10.
LawBasket Payments may make access to and use of certain areas or features of the Payment
Services subject to certain conditions or requirements, such as completing a verification
process or meeting specific eligibility criteria.
11.
We may make inquiries we consider necessary to help verify or check your identity or prevent
fraud. Towards this end, you authorize LawBasket Payments to screen you against third party
databases or other sources and request reports from service providers. In some jurisdictions,
we have a legal obligation to collect identity information to comply with anti-money laundering
regulations. This may include (i) asking you to provide a form of government identification (e.g.,
driver’s license or passport), your date of birth, your address, and other information; (ii) requiring
you to take steps to confirm ownership of your email address, Payment Methods or Payout
Methods; or (iii) attempting to screen your information against third-party databases.
LawBasket Payments reserves the right to close, suspend, or limit access to the Payment
Services in the event we are unable to obtain or verify any of this information.
Account Registration
5.1
In order to use the Payment Services, you must have a LawBasket Account in good standing.
If you or LawBasket closes your LawBasket Account for any reason, you will no longer be able
to use the Payment Services.
5.2
You may authorize a third party to use your LawBasket Account in accordance with the
LawBasket Terms. You acknowledge and agree that anyone you authorize to use your
LawBasket Account may use the Payment Services on your behalf and that you will be
responsible for any payments made by such person.
6.
Payment Methods and Payout Methods
6.1
When you add a Payment Method or Payout Method to your LawBasket Account, you may be
asked to provide customary billing information such as name, billing address, and financial
instrument information either to LawBasket Payments or its third-party payment processor(s).
You must provide accurate, current, and complete information when creating a Payoneer
account and it is your obligation to keep your Payment Method and Payout Method up-to-date
at all times. The information required for Payout Methods will depend on the particular Payout
Method and may include: Your residential address, name on the account, account type, routing
number, account number, email address, payout currency, identification number and account
information associated with a particular payment processor.
6.2
When you add or use a new Payment Method, LawBasket Payments may verify the Payment
Method by authorizing a nominal amount or by authenticating your account via a third-party
payment service provider. For further verification, we may also (i) authorize your Payment
Method for one or two additional nominal amounts, and ask you to confirm these amounts, or
(ii) require you to upload a billing statement. We may, and retain the right to, initiate refunds of
these amounts from your Payout Method. When you add a Payment Method during checkout,
we will automatically save that Payment Method to your LawBasket Account so it can be used
for a future transaction.
6.3
Please note that Payment Methods and Payout Methods may involve the use of third-party
payment service providers. These service providers may charge you additional fees when
processing payments and Payouts in connection with the Payment Services (including
deducting charges from the Payout amount), and LawBasket Payments is not responsible for
any such fees and disclaims all liability in this regard. Your Payment Method or Payout Method
may also be subject to additional terms and conditions imposed by the applicable third-party
payment service provider; please review these terms and conditions before using your Payment
Method or Payout Method.
6.4
You authorize LawBasket Payments to store your Payment Method information and charge
your Payment Method as outlined in these Payments Terms. If your Payment Method’s account
information changes (e.g., account number, routing number, expiration date) as a result of re-
issuance or otherwise, we may acquire that information from our financial services partner or
your bank and update your Payment Method on file in your LawBasket Account.
6.5
You are solely responsible for the accuracy and completeness of your Payment Method and
Payout Method information. LawBasket Payments is not responsible for any loss suffered by
you as a result of incorrect Payment Method or Payout Method information provided by you.
6.6.
If your Contracting Entity's location is different than the country of your Payment Method or your
selected currency is different than your Payment Method's billing currency, your payment may
be processed outside your country of residence. For example, if you initiate payment using a
South Africa issued card, your payment may be processed outside South Africa. Banks and
credit card companies may impose international transaction fees and foreign exchange fees on
such international transactions. In addition, if you select to pay with a currency that is different
than your Payment Method's billing currency, your bank or credit card company may convert
the payment amount to your billing currency associated with you Payment Method, based on
an exchange rate and fee amount determined solely by your bank. As a result, the amount
listed on your card statement may be a different amount than that shown on checkout. Please
contact your bank or credit card company if you have any questions about these fees or the
applicable exchange rate.
7.
Financial Terms for Lawyers
7.1
Generally
Generally speaking, LawBasket Payments will collect the Total Fees from a client at the time
the job invitation is accepted by the lawyer, or at any other time mutually agreed between the
client and LawBasket Payments. We will also collect the full fee from client for invoices
unrelated to the platform, in those instances where a lawyer uses LawBasket to collect
payments for independent fee notes through the Lexware CRM.
7.2.
Payouts
7.2.1 In order to receive a Payout you must have a valid Payout Method linked to your LawBasket
Account, in this case being a Payoneer account. LawBasket Payments will generally initiate
Payouts to your Payoneer account: for jobs completed as per your schedule of payments in
your dashboard. In certain jurisdictions or instances, LawBasket Payments may offer you a
different time or trigger for payment. Any such alternative Payout option may be subject to
additional terms and conditions.
7.2.2
The time it takes to receive Payouts once released by LawBasket Payments may depend upon
the Payout Method operations you select and the Payout Method provider’s processing
schedule. LawBasket Payments may delay or cancel any Payout for purposes of preventing
unlawful activity or fraud, risk assessment, security, or investigation.
7.2.3 Your Payout for a job will be the Total Paid by the client, either for a LawBasket job or for a
collected invoice within LawBasket, less applicable service fees (10%) and taxes where
applicable.
7.2.4 In the event of a cancellation of an accepted mandate, LawBasket Payments will remit a Payout
of any portion of the Total Fees due to you under the applicable policy.
7.2.5
LawBasket Payments will remit your Payouts in USD, depending upon other considerations
such as your selections via the LawBasket Platform and as further set out herein. Amounts may
be rounded up or down as described in the LawBasket Terms.
7.2.6 For compliance or operational reasons, LawBasket Payments may limit the value of each
individual Payout. If you are due to be paid an amount above that limit, LawBasket Payments
may initiate a series of Payouts (potentially over multiple days) in order to provide your full
payout amount.
8.
Financial Terms for Clients
8.1
You undertake to make payment through the job portal or through milestones, and you accept
that the lawyer will be under no obligation to start a job before you have funded the job as
appropriate. If you do not pay as above, you authorize LawBasket Payments to charge your
account the Total Fees for any job accepted in connection with your LawBasket Account.
LawBasket Payments will collect the Total Fees in the manner agreed between you and
LawBasket Payments via the LawBasket Platform. LawBasket Payments will generally collect
the Total Fees after the lawyer accepts your job invitation. However, if you pay with a push
Payment Method (such as Sofort), LawBasket Payments will collect the Total Fees at the time
of your job invitation or after the lawyer accepts your job invitation. LawBasket Payments may
offer alternative options for the timing and manner of payment. For example, in some cases,
clients may be required to pay or have the option to pay for Legal Services in multiple
installments. Any additional fees for using offered payment options will be displayed via the
LawBasket Platform and included in the Total Fees, and you agree to pay such fees by
selecting the payment option. Additional terms and conditions may apply for the use of an
alternative payment option. If LawBasket Payments is unable to collect the Total Fees as
scheduled, LawBasket Payments will collect the Total Fees at a later point. Once the payment
transaction for your requested job is successfully completed, you will receive a confirmation.
8.2
When you send a job invitation, LawBasket Payments may also (i) obtain a pre-authorization
via your Payment Method for the Total Fees, (ii) charge or authorize your Payment Method a
nominal amount, to verify your Payment Method, or (iii) authenticate your account via a third-
party payment service provider to verify your Payment Method.
8.3
If your job invitation is cancelled either because it is not accepted by the lawyer or you cancel
the request before it is accepted by the lawyer, any amounts collected by LawBasket Payments
will be refunded to you, and any pre-authorization of your Payment Method will be released (if
applicable). The timing to receive the refund or for the pre-authorization to be released will vary
based on the Payment Method and any applicable payment system (e.g., Visa, MasterCard,
etc.) rules.
8.4
You authorize LawBasket Payments to perform the Payment Method verifications described
herein, and to charge your Payment Method for any invitations made in connection with your
LawBasket Account. You hereby authorize LawBasket Payments to collect any amounts due,
by charging the Payment Method provided at checkout, either directly by LawBasket Payments
or indirectly, via a third-party online payment processor, and/or by one or more of the payment
methods available on the LawBasket Platform (such as gift cards).
9.
Appointment of LawBasket Payments as Limited Payment Collection Agent
9.1
Each Member collecting payment for services provided via the LawBasket (“Providing
Member”) hereby appoints LawBasket Payments as the Providing Member’s payment
collection agent solely for the limited purpose of accepting funds from Members purchasing
such services (“Purchasing Members”).
9.2
Each Providing Member agrees that payment made by a Purchasing Member through
LawBasket Payments, shall be considered the same as a payment made directly to the
Providing Member, and the Providing Member will provide the purchased services to the
Purchasing Member in the agreed-upon manner as if the Providing Member has received the
payment directly from the Purchasing Member. Each Providing Member agrees that LawBasket
Payments may refund the Purchasing Member in accordance with the LawBasket Terms. Each
Providing Member understands that LawBasket Payments’ obligation to pay the Providing
Member is subject to and conditional upon successful receipt of the associated payments from
Purchasing Members. LawBasket Payments guarantees payments to Providing Members only
for such amounts that have been successfully received by LawBasket Payments from
Purchasing Members in accordance with these Payments Terms. In accepting appointment as
the limited payment collection agent of the Providing Member, LawBasket Payments assumes
no liability for any acts or omissions of the Providing Member.
9.3
Each Purchasing Member acknowledges and agrees that, notwithstanding the fact that
LawBasket Payments is not a party to the agreement between you and the Providing Member,
LawBasket Payments acts as the Providing Member’s payment collection agent for the limited
purpose of accepting payments from you on behalf of the Providing Member. Upon your
payment of the funds to LawBasket Payments, your payment obligation to the Providing
Member for the agreed upon amount is extinguished, and LawBasket Payments is responsible
for remitting the funds to the Providing Member in the manner described in these Payments
Terms, which constitute LawBasket Payments’ agreement with the Purchasing Member. In the
event that LawBasket Payments does not remit any such amounts, the Providing Member will
have recourse only against LawBasket Payments and not the Purchasing Member directly.
10.
General Financial Terms
10.1
Fees
LawBasket Payments may charge fees for use of certain Payment Services and any applicable
fees will be disclosed to Members via the LawBasket Platform.
10.2
Payment Authorizations
You authorize LawBasket Payments to collect from you amounts due pursuant to these
Payment Terms or the LawBasket Terms. Specifically, you authorize LawBasket Payments to
collect from you:
a) Any amount due to LawBasket (e.g., as a result of your job invitations, including
reimbursement for costs prepaid by LawBasket on your behalf, by charging any
Payment Method on file in your LawBasket Account (unless you have previously
removed the authorization to charge such Payment Method(s)) or by withholding such
amounts from your future Payouts. Any funds collected by LawBasket Payments will
setoff the amount owed by you to LawBasket and extinguish your obligation to
LawBasket.
b) Any amount due to a Providing Member from a Purchasing Member which LawBasket
collects as the Providing Member’s payment collection agent as further set out in
Section 9 above.
c) Taxes, where applicable and as set out in the LawBasket Terms.
d) Any amount you pay through the Resolution Center in connection with your LawBasket
Account. LawBasket Payments may do so by charging the Payment Method
associated with the relevant job, or any other Payment Method on file in your
LawBasket Account (unless you have previously removed the authorization to charge
such Payment Method(s)), or by withholding the amount from your future Payouts.
e) Fees improperly paid to you as a lawyer. If, as a lawyer, your client cancels a mandate
or LawBasket decides that it is necessary to cancel an engagement, and LawBasket
issues a refund to the client in accordance with the LawBasket Terms, or other
applicable policy, you agree that in the event you have already been paid, LawBasket
Payments will be entitled to recover the amount of any such refund from you, including
by subtracting such refund amount out from any future Payouts due to you.
f) Fees, costs and/or expenses associated with any claim, including any Security Deposit,
as set out in the LawBasket Terms. If LawBasket Payments is unable to collect from
your Payment Method used to make the invitation, you agree that LawBasket
Payments may charge any other Payment Method on file in your LawBasket Account
at the time of the claim (unless you have previously removed the authorization to
charge such Payment Method(s)). LawBasket Payments also reserves the right to
otherwise collect payment from you and pursue any remedies available to LawBasket
Payments in this regard in situations in which you are responsible for a claim pursuant
to the LawBasket Terms, including, but not limited to, in relation to any payment
requests made by lawyers.
g) In addition to any amount due as outlined above, if there are delinquent amounts or
chargebacks associated with your Payment Method, you may be charged fees that are
incidental to our collection of these delinquent amounts and chargebacks. Such fees
or charges may include collection fees, convenience fees or other third-party charges.
10.3
Refunds
10.3.1 Any refunds or credits due to a Member pursuant to the LawBasket Terms, Extenuating
Circumstances Policy or other police will be initiated and remitted by LawBasket Payments in
accordance with these Payments Terms.
10.3.2 LawBasket Payments will process refunds immediately, however, the timing to receive any
refund will vary based on the Payment Method and any applicable payment system (e.g., Visa,
Mastercard, etc.) rules.
10.5 Payment Processing Errors
We will take steps to rectify any payment processing errors that we become aware of. These
steps may include crediting or debiting (as appropriate) the same Payout Method or Payment
Method used for the original Payout to or payment by you, so that you end up receiving or
paying the correct amount. This may be performed by LawBasket Payments or a third party
such as your financial institution.
10.6
Collections
10.6.1 If LawBasket Payments is unable to collect any amounts you owe under these Payments
Terms, LawBasket Payments may engage in collection efforts to recover such amounts from
you.
10.6.2 LawBasket Payments will deem any owed amounts overdue when: (a) for authorized charges,
one hundred and twenty (120) days have elapsed after LawBasket Payments first attempts to
charge the Member’s Payment Method or the associated services have been provided,
whichever is later; and (b) for withholdings from a Lawyer’s future Payouts, two hundred and
seventy (270) days have elapsed after the adjustment is made to the Lawyer’s account or the
associated services have been provided, whichever is later.
10.6.3 LawBasket Payments will deem any overdue amounts not collected to be in default when three
hundred and sixty five (365) days have elapsed: (a) for authorized charges, after LawBasket
Payments first attempts to charge the Member’s Payment Method or the associated services
have been provided, whichever is later; and (b) for withholdings from a Lawyer’s future Payouts,
after the adjustment is made to the Lawyer’s account or the associated services have been
provided, whichever is later.
10.6.4 You hereby explicitly agree that all communication in relation to amounts owed will be made by
electronic mail or by phone, as provided to LawBasket and/or LawBasket Payments by you.
Such communication may be made by LawBasket , LawBasket Payments, or by anyone on
their behalf, including but not limited to a third-party collection agent.
11. Security Deposits
11.1
If you as a Client (i) agree to pay the Lawyer in connection with a claim, or (ii) LawBasket
determines that you are responsible for payment pursuant to the LawBasket Terms, you
authorize LawBasket Payments to charge the Payment Method used to make the job invitation
in order to collect any Security Deposit associated with the job, as well as any amount of the
claim exceeding any deposit. If the Profile does not have a deposit, LawBasket Payments may
charge the Payment Method used to make the job invitation for the amount of the claim. If we
are unable to collect from your Payment Method used for the job invitation, you agree that
LawBasket Payments may charge any other Payment Method on file (and not otherwise
unauthorized) in your LawBasket Account at the time of the claim.
11.2
LawBasket Payments also reserves the right to otherwise collect payment from you and pursue
any remedies available to LawBasket Payments in situations in which you are responsible for
a claim pursuant to the LawBasket Terms, including, but not limited to, in relation to any
payment requests made by Lawyers.
12.
Currency Conversion
LawBasket Payments will process each transaction in the USD currency as a default for the
LawBasket Platform. The currencies available to make and receive payments for any given
transaction may be limited for regulatory or operational reasons based on factors such as the
Member’s selected Payment Method or Payout Method and/or the Member’s country of
residence or LawBasket contracting entities. Any such limitations will be communicated via the
LawBasket Platform, and you will be prompted to select a different currency, Payment Method
or Payout Method. Note that a Member’s third-party payment service provider may impose
transaction, currency conversion or other fees based on the currency or Payment Method the
Member selects to make or receive payments, and LawBasket Payments is not responsible for
any such fees and disclaims all liability in this regard.
13.
Abandoned Property
If we cannot initiate a Payout, refund, or pay other funds due to you for the relevant period of
time set forth by your state, country, or other governing body in its unclaimed property laws, we
may process the funds due to you in accordance with our legal obligations, including by
submitting such funds to the appropriate governing body as required by law.
14.
Prohibited Activities
You are solely responsible for compliance with any and all laws, rules, regulations, and Tax
obligations that may apply to your use of the Payment Services. In connection with your use of
the Payment Services, you may not and you agree that you will not and will not assist or enable
others to:
a) breach or circumvent any applicable laws or regulations, agreements with third parties,
third-party rights, or the LawBasket Terms, Policies, or Standards;
b) use the Payment Services for any commercial or other purposes that are not expressly
permitted by these Payments Terms;
c) register or use any Payment Method or Payout Method with your LawBasket Account that
is not yours or you do not have authorization to use;
d) avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any
technological measure implemented by LawBasket Payments or any of LawBasket
Payments’ providers or any other third party to protect the Payment Services;
e) take any action that damages or adversely affects, or could damage or adversely affect,
the performance or proper functioning of the Payment Services;
f) attempt to decipher, decompile, disassemble, or reverse engineer any of the software used
to provide the Payment Services; or
g) violate or infringe anyone else’s rights or otherwise cause harm to anyone.
15.
Intellectual Property Ownership, Rights Notices
15.1
The Payment Services are protected by copyright, trademark, and other laws of South Africa
and foreign countries. You acknowledge and agree that the Payment Services, including all
associated intellectual property rights, are the exclusive property of LawBasket , LawBasket
Payments and its licensors. You will not remove, alter or obscure any copyright, trademark,
service mark or other proprietary rights notices incorporated in or accompanying the Payment
Services. All trademarks, service marks, logos, trade names, and any other proprietary
designations of LawBasket or LawBasket Payments used on or in connection with the Payment
Services may be trademarks or registered trademarks of LawBasket or LawBasket Payments
in South Africa and abroad. Trademarks, service marks, logos, trade names, and any other
proprietary designations of third parties used on or in connection with Payment Services are
used for identification purposes only and may be the property of their respective owners.
15.2
You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license,
sell, transfer, publicly display, publicly perform, transmit, broadcast, or otherwise exploit the
Payment Services, except as expressly permitted in these Payments Terms. No licenses or
rights are granted to you by implication or otherwise under any intellectual property rights
owned or controlled by LawBasket , LawBasket Payments, or its licensors, except for the
licenses and rights expressly granted in these Payments Terms.
16.
Feedback
We welcome and encourage you to provide feedback, comments, and suggestions for
improvements to the Payment Services (“Feedback”). You may submit Feedback by emailing
us, through the “Contact” section of the LawBasket Platform. Any Feedback you submit to us
will be considered non-confidential and non-proprietary to you. By submitting Feedback to us,
you grant us a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual
license to use and publish those ideas and materials for any purpose, without compensation to
you.
17.
Disclaimers
17.1
If you choose to use the Payment Services, you do so voluntarily and at your sole risk. To the
maximum extent permitted by law, the Payment Services are provided “as is”, without warranty
of any kind, either express or implied.
17.2
Notwithstanding LawBasket Payments’ appointment as the limited payment collection agent of
Providing Members for the purposes of accepting payments from Purchasing Members through
the LawBasket Platform, LawBasket Payments explicitly disclaims all liability for any act or
omission of any Member or other third party. LawBasket Payments does not have any duties
or obligations as agent for each Providing Member except to the extent expressly set forth in
these Payments Terms, and any additional duties or obligations as may be implied by law are,
to the maximum extent permitted by applicable law, expressly excluded.
17.3
If we choose to conduct identity verification on any Member, to the extent permitted by
applicable law, we disclaim warranties of any kind, either express or implied, that such checks
will identify prior misconduct by a Member or guarantee that a Member will not engage in
misconduct in the future.
17.4
The foregoing disclaimers apply to the maximum extent permitted by law. You may have other
statutory rights or warranties which cannot lawfully be excluded. However, the duration of any
statutorily required warranties shall be limited to the maximum extent (if any) permitted by law.
18.
Liability
18.1
Except as provided herein, you acknowledge and agree that, to the maximum extent permitted
by law, the entire risk arising out of your access to and use of the Payment Services remains
with you. If you permit or authorize another person to use your LawBasket Account in any way,
you are responsible for the actions taken by that person. Neither LawBasket Payments nor any
other party involved in creating, producing, or delivering the Payment Services will be liable for
any incidental, special, exemplary, or consequential damages, including lost profits, loss of data
or loss of goodwill, service interruption, computer damage or system failure or the cost of
substitute products or services, or for any damages for personal or bodily injury or emotional
distress arising out of or in connection with (i) these Payments Terms, (ii) from the use of or
inability to use the Payment Services, or (iii) from any communications, interactions, or
meetings with other Members or other persons with whom you communicate, interact, transact,
or meet with as a result of your use of the Payment Services, whether based on warranty,
contract, tort (including negligence), product liability, or any other legal theory, and whether or
not LawBasket Payments has been informed of the possibility of such damage, even if a limited
remedy set forth herein is found to have failed of its essential purpose. Except for our
obligations to pay amounts to applicable Providing Members pursuant to these Payments
Terms or an approved payment request, in no event will LawBasket Payments’ aggregate
liability arising out of or in connection with these Payments Terms and your use of the Payment
Services including, but not limited to, from your use of or inability to use the Payment Services,
exceed the amounts you have paid or owe for jobs via the LawBasket Platform as a Client in
the twelve (12) month period prior to the event giving rise to the liability, or if you are a Lawyer,
the amounts paid by LawBasket Payments to you in the twelve (12) month period prior to the
event giving rise to the liability, or one hundred U.S. dollars (US$100), if no such payments
have been made, as applicable. The limitations of damages set forth above are fundamental
elements of the basis of the bargain between LawBasket Payments and you. Some jurisdictions
do not allow the exclusion or limitation of liability for consequential or incidental damages, so
the above limitation may not apply to you.
19.
Indemnification
To the maximum extent permitted by applicable law, you agree to release, defend (at
LawBasket Payments’ option), indemnify, and hold LawBasket Payments and its affiliates and
subsidiaries, and their officers, directors, employees, and agents, harmless from and against
any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable
legal and accounting fees, arising out of or in any way connected with (i) your breach of these
Payments Terms; (ii) your improper use of the Payment Services; (iii) LawBasket Payments’
Collection and Remittance of Taxes; or (iv) your breach of any laws, regulations, or third-party
rights.
20.
Termination, Suspension, and other Measures
20.1
This Agreement will continue unless and until it is terminated, suspended or other measures
are taken as described herein.
20.2
You may terminate this Agreement at any time by sending us an email, or by following the
termination procedures specified in the LawBasket Terms. Terminating this Agreement will also
serve as notice to cancel your LawBasket Account pursuant to the LawBasket Terms. If you
cancel your LawBasket Account as a Lawyer, LawBasket Payments will provide a full refund to
any Clients with confirmed engagement. If you cancel your LawBasket Account as a Client,
LawBasket Payments will initiate a refund for any incomplete jobs based on the work already
done.
20.3
Without limiting our rights specified below, LawBasket Payments may terminate this Agreement
for convenience at any time by giving you thirty (30) days' notice via email to your registered
email address.
20.4
LawBasket Payments may immediately, without notice terminate this Agreement if (i) you have
materially breached your obligations under this Agreement; (ii) you have provided inaccurate,
fraudulent, outdated, or incomplete information; (iii) you have violated applicable laws,
regulations, or third-party rights; or (iv) LawBasket Payments believes in good faith that such
action is reasonably necessary to protect other Members, LawBasket , LawBasket Payments,
or third parties (for example in the case of fraudulent behavior of a Member).
20.5
In addition, LawBasket Payments may limit or temporarily or permanently suspend your use of
or access to the Payment Services (i) to comply with applicable law, or the order or request of
a court, law enforcement, or other administrative agency or governmental body, or if (ii) you
have breached these Payments Terms, the LawBasket Terms, applicable laws, regulations or
third-party rights, (iii) you have provided inaccurate, fraudulent, outdated, or incomplete
information regarding a Payment Method or Payout Method, (iv) any amounts you owe under
these Payments Term are overdue or in default, or (v) LawBasket Payments believes in good
faith that such action is reasonably necessary to protect the personal safety or property of
LawBasket , its Members, LawBasket Payments, or third parties, or to prevent fraud or other
illegal activity.
20.6
In case of non-material breaches and where appropriate, you will be given notice of any
measure by LawBasket Payments and an opportunity to resolve the issue to LawBasket
Payments' reasonable satisfaction.
20.7
If LawBasket Payments takes any of the measures described in this Section you may appeal
such a decision by contacting customer service.
20.8
If you are a Lawyer and we take any of the measures described in this Section we may refund
your Clients in full for any and all incomplete jobs, irrespective of preexisting termination or
mandate or renunciation policies, and you will not be entitled to any compensation for pending
jobs that were cancelled.
20.9
If your access to or use of the Payment Services has been limited or this Agreement has been
terminated by us, you may not register a new LawBasket Account or attempt to access and use
the Payment Services through another LawBasket Account of another Member.
21. Applicable Law and Jurisdiction
21.1
If you are contracting with LawBasket Payments, these Payments Terms will be interpreted in
accordance with the laws of South Africa, without regard to conflict-of-law provisions. Judicial
proceedings (other than small claims actions) that are excluded from the Arbitration Agreement
in must be brought in South Africa, unless we both agree to some other location. You and we
both consent to venue and personal jurisdiction in South Africa.
22.
Dispute Resolution and Arbitration Agreement
22.1
This Dispute Resolution and Arbitration Agreement shall apply if you (i) are contracting with
LawBasket Payments; or (ii) bring any claim against any LawBasket Payments entity.
22.2
Overview of Dispute Resolution Process. LawBasket Payments is committed to participating
in a consumer-friendly dispute resolution process. To that end, these Payments Terms provide
for a two-part process for individuals: (1) an informal negotiation directly with LawBasket’s
customer service team, and (2) a binding arbitration administered by the entity stated in the
LawBasket terms.
22.3
Pre-Arbitration Dispute Resolution and Notification. Prior to initiating an arbitration, you and
LawBasket Payments each agree to notify the other party of the dispute and attempt to
negotiate an informal resolution to it first. We will contact you at the email address you have
provided to us; you can contact LawBasket’s customer service team by emailing us. If after a
good faith effort to negotiate one of us feels the dispute has not and cannot be resolved
informally, the party intending to pursue arbitration agrees to notify the other party via email
prior to initiating the arbitration. In order to initiate arbitration, a claim must be filed with the
relevant body as detailed in the LawBasket Terms.
22.4
Agreement to Arbitrate. You and LawBasket Payments mutually agree that any dispute, claim
or controversy arising out of or relating to these Payments Terms or the applicability, breach,
termination, validity, enforcement or interpretation thereof, or to the use of the Payment
Services (collectively, “Disputes”) will be settled by binding individual arbitration (the “Arbitration
Agreement”). If there is a dispute about whether this Arbitration Agreement can be enforced or
applies to our Dispute, you and LawBasket Payments agree that the arbitrator will decide that
issue.
22.5
Exceptions to Arbitration Agreement. You and LawBasket Payments each agree that the
following claims are exceptions to the Arbitration Agreement and will be brought in a judicial
proceeding in a court of competent jurisdiction: (i) Any claim related to actual or threatened
infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets,
patents, or other intellectual property rights; (ii) Any claim seeking emergency interdict relief
based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking,
cyber-attack).
22.6
Arbitrator’s Decision. The arbitrator’s decision will include the essential findings and
conclusions upon which the arbitrator based the award. Judgment on the arbitration award may
be entered in any court with proper jurisdiction. The arbitrator may award declaratory or
injunctive relief only on an individual basis and only to the extent necessary to provide relief
warranted by the claimant’s individual claim.
22.7
No Class Actions or Representative Proceedings. You and LawBasket Payments acknowledge
and agree that, to the fullest extent permitted by applicable law, we are each waiving the right
to participate as a plaintiff or class member in any purported class action lawsuit, class-wide
arbitration, private attorney general action, or any other representative proceeding as to all
Disputes. Further, unless you and LawBasket Payments both otherwise agree in writing, the
arbitrator may not consolidate more than one party’s claims and may not otherwise preside
over any form of any class or representative proceeding.
22.8
Severability. Except as provided herein, in the event that any portion of this Arbitration
Agreement is deemed illegal or unenforceable, such provision shall be severed and the
remainder of the Arbitration Agreement shall be given full force and effect.
22.9
Changes. Notwithstanding the provisions on Modification of these Payments Terms, if
LawBasket Payments changes this Dispute Resolution and Arbitration Agreement after the
date you last accepted these Payments Terms (or accepted any subsequent changes to these
Payments Terms), you may reject any such change by sending us written notice (including by
email) within thirty (30) days of the date such change became effective, as indicated in the “Last
Updated” date above or in the date of LawBasket Payments’ email to you notifying you of such
change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between
you and LawBasket Payments in accordance with the provisions of the “Dispute Resolution”
section as of the date you last accepted these Payments Terms (or accepted any subsequent
changes to these Payments Terms).
22.10 Survival. Except as provided herein, this Section 22 will survive any termination of these
Payments Terms and will continue to apply even if you stop using the Payment Services or
terminate your LawBasket Account.
23.
General Provisions
23.1
Except as they may be supplemented by additional terms and conditions, policies, guidelines,
or standards, these Payments Terms constitute the entire Agreement between LawBasket
Payments and you regarding the subject matter hereof, and supersede any and all prior oral or
written understandings or agreements between LawBasket Payments and you regarding the
Payment Services.
23.2
No joint venture, partnership, employment, or agency relationship exists between you or
LawBasket Payments as a result of this Agreement or your use of the Payment Services.
23.3
If any provision of these Payments Terms is held to be invalid or unenforceable, such provision
will be struck and will not affect the validity and enforceability of the remaining provisions.
23.4
LawBasket Payments’ failure to enforce any right or provision in these Payments Terms will
not constitute a waiver of such right or provision unless acknowledged and agreed to by us in
writing. Except as expressly set forth in these Payments Terms, the exercise by either party of
any of its remedies under these Payments Terms will be without prejudice to its other remedies
under these Payments Terms or otherwise permitted under law.
23.5
You may not assign, transfer, or delegate this Agreement and your rights and obligations
hereunder without LawBasket Payments’ prior written consent. LawBasket Payments may
without restriction assign, transfer, or delegate this Agreement and any rights and obligations,
at its sole discretion, with thirty (30) days’ prior notice. Your right to terminate this Agreement
at any time remains unaffected.
23.6
This Agreement does not and is not intended to confer any rights or remedies upon any person
other than the parties. Notwithstanding the foregoing, the parties agree that the payment card
networks are third-party beneficiaries of this Agreement for purposes of enforcing provisions
related to payments, but that their consent or agreement is not necessary for any changes or
modifications to this Agreement.
23.7
Unless specified otherwise, any notices or other communications permitted or required under
this Agreement, will be in writing and given by LawBasket Payments via email, LawBasket
Platform notification, or messaging service.
24
Resolution Procedures for Diverted Payouts
24.1
If you as a Lawyer believe that a Payout properly due to you has been or may be diverted
without your permission (“Diverted Payout”) because your password or other credentials to log
into your LawBasket Account (“Credentials”) are lost or stolen, you should notify LawBasket
Payments. As a Lawyer you may be liable for losses relating to any Diverted Payout arising
from the use of lost, stolen, or misappropriated Credentials (including the loss of a mobile phone
on which you have installed the Application) or where you have failed to keep your Credentials
safe.
24.2
We will not be liable for any loss arising from: (i) Diverted Payouts where you acted fraudulently
or where, with intent or gross negligence, you failed to use the LawBasket Platform and/or
Payment Services in accordance with the LawBasket Terms or these Payments Terms
(including the obligation to keep your Credentials safe); (ii) or any payout transaction which we
facilitated in accordance with information provided by you where the information you provided
was incorrect.
25.
Additional Clauses for Users that are Businesses
The following paragraphs also apply if you are using the Payment Services as a representative
(“Representative”) acting on behalf a business, company or other legal entity (in such event,
for purposes of the Payment Terms, “you” and “your” will refer and apply to that business,
company or other legal entity).
25.1
You accept the Payment Terms and you will be responsible for any act or omission of
employees or third-party agents using the Payment Service on your behalf.
25.2
You and your Representative individually affirm that you are authorized to provide the
information described herein and your Representative has the authority to bind you to these
Payment Terms. We may require you to provide additional information or documentation
demonstrating your Representative’s authority.
25.3
You represent and warrant to us that: (i) you are duly organized, validly existing and in good
standing under the laws of the country in which your business is registered and that you are
registering for receiving the Payment Services; and (ii) you have all requisite right, power, and
authority to enter into this Agreement, perform your obligations, and grant the rights, licenses,
and authorizations in this Agreement.
25.4
If you are using your Payment Method for the benefit of your employees or other authorized
third-party in connection with LawBasket for Work, as permitted by your account, you authorize
LawBasket Payments to charge your Payment Method for jobsrequested by employees at your
company or other permitted third-party.
25.5
For any Payout Method linked to your LawBasket Account, you authorize LawBasket Payments
to store the Payout Method, remit payments using the Payout Method for job invitations
associated with your LawBasket Account and take any other action as permitted in the Payment
Terms in respect of the Payout Method.
27.
Contacting LawBasket Payments
You may contact LawBasket Payments regarding the Payment Services using the information
below:
Emailing: payments@mylawbasket.com