These Terms are binding on any use of the Service and apply to You from the time that Justly provides You with access to the Service.
By registering to use the Service you acknowledge that You have read and understood these Terms and have the authority to act on behalf of any person for whom You are using the Service. You are deemed to have agreed to these Terms on behalf of any person for whom you use the Service.
The Terms were last updated 3 July 2019.
In these Terms, “Justly Services” means JUSTLY’s “SaaS Service” and “Related Services” and any features, technologies or functionality provided by those services, offered by us from time to time, including the Justly applications (“Apps”) and justly.co.nz (“Website”).
If you do not agree to any of these Terms, then you should not use the Supplier Services. All rights not expressly granted to Users in these Terms are reserved by JUSTLY.
The Justly Service is new business model and will evolve over time based on user feedback. These Terms are not intended to answer every question or address every issue raised by the use of the Service.
From time to time, we may add, make changes to or remove altogether features or functionality of the Justly Services. If you’re using an App, you may need to install a new or updated version before you can receive the benefit of those changes. We may also decide to cease providing all or some of the Justly Services at any time, and nothing in these Terms is to be taken as a guarantee that the Apps or any Justly Services will always be available, either in its current form or at all, or that we will support, maintain or continue to offer the Justly Services, or the Apps or any version of them.
3. Justly Services are provided “as is”
The Justly Services are provided on an “as is” and “as available” basis, and your use of them is at your sole risk. We endeavour to promptly address all technical issues that arise in connection with the Justly Services where practicable.
We do not warrant that: (a) the Justly Services will meet your specific requirements; (b) the Justly Services will be uninterrupted, timely, secure, or error-free; (c) the Justly Services will be accurate or reliable; (d) the quality of any products, services, information, or other material purchased or obtained by you through the Justly Services will meet your expectations; or (e) any errors in the Justly Services will be corrected.
You acknowledge that JUSTLY may use third party suppliers to provide hardware, software, networking, connectivity, storage and other technology in order to provide the Justly Services. The acts and omissions of those third party suppliers may be outside of JUSTLY’s control, and JUSTLY does not accept any liability for any loss or damage suffered as a result of any act or omission of any third party supplier.
On behalf of itself and such third party suppliers, JUSTLY excludes any warranties that may be implied or otherwise apply under statute or other applicable law, to the maximum extent permitted by law.
4. Account Information
You agree to provide true, accurate, current and complete account information, and to maintain and promptly update your account information in order to ensure that it remains true, accurate, current and complete.
5. You are responsible for your use of the Justly Service and you indemnify us
You are responsible for all activity that results from use of the Justly Services through your account. You are responsible for maintaining the security of your account and password. JUSTLY will not be liable for any loss or damage that may result from any failure to keep usernames and passwords secure.
You indemnify JUSTLY against all forms of liability, actions, proceedings, demands, costs, charges and expenses which JUSTLY may incur or suffer as a result of use of the Justly Services through your account or as a result of your failure to comply with these Terms.
6. No malicious or illegal use
You must not: (a) use the Justly Services in any unlawful manner, for any unlawful or fraudulent purpose, or in any manner inconsistent with these Terms; (b) infringe our intellectual property rights or those of any third party in relation to your use of the Justly Services; (c) transmit any material that is defamatory, offensive or otherwise objectionable in relation to your use of the Justly Services; (d) use the Justly Services in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; (e) collect or harvest any information or data from the Justly Services or our systems or attempt to decipher any transmissions to or from the servers running any Justly Services; (f) disclose or distribute information relating to another User of the Justly Services to any third party, or use any other User’s information for any marketing purposes unless you have that User’s express permission to do so; or (g) access or register User logins via bots or other automated methods.
7. Reasonable use policy
You agree to use the Justly Services in a reasonable way. If we determine that your use of the Justly Services is not reasonable or that your use is causing degraded performance of the Justly Services for you or for other Users, we may impose limits on your use of the Justly Services. Where possible, we will endeavour to give you at least 24 hours prior notice and request that your usage is reduced before imposing any limits.
8. Confidentiality and privacy
8.1. Confidentiality: Unless the relevant party has the prior written consent of the other or unless required to do so by law:
a. Each party will preserve the confidentiality of all Confidential Information of the other obtained in connection with these Terms. Neither party will, without the prior written consent of the other, disclose or make any Confidential Information available to any person, or use the same for its own benefit, other than as contemplated by these Terms.
b. Each party’s obligations under this clause will survive termination of these Terms.
c. The provisions of clauses 8.1.a and 8.1.b shall not apply to any information which:
i. is or becomes public knowledge other than by a breach of this clause;
ii. is received from a third party who lawfully acquired it and who is under no obligation restricting its disclosure;
iii. is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party; or
iv. is independently developed without access to the Confidential Information.
9. Cancellation of accounts
We can cancel or suspend your account at any time if, in our sole discretion, you have committed a material or persistent breach of these Terms or any other terms applying to your use of the Justly Services.
You are entitled to cancel your account with JUSTLY at any time. You may cancel your account by following the prompts when you are logged into your account through the Apps or the Website. If you cancel your account before the end of your current paid up month or year, your cancellation will take effect immediately and you will not be entitled to any refund of Fees paid in advance (unless we agree otherwise).
If your account is cancelled: (a) your account will be deactivated; (b) all of your rights granted under these Terms will immediately come to an end. Your data and content will not be deleted from our systems upon cancellation of your account. This content can be recovered upon your account being reactivated. JUSTLY is not liable for any loss or damage following, or as a result of, cancellation of your account, and it is your responsibility to ensure that any content or data which you require is backed-up or replicated before cancellation.
10. Fees, taxes and payment terms
10.1 Fees: The fees charged for use of the Justly Services are are set out on the pricing and features page and are subject to change. Fees charged for working with a lawyer may vary from lawyer to lawyer and “flat rate fees” are displayed in the law firm directory. All fees are stated in New Zealand dollars and inclusive of GST.
10.2 Authority to accept terms:
You warrant that you have the appropriate authority and power to validly accept these online service payment terms and any charged service terms and conditions applicable to the charged services which you request through this website.
You represent and warrant that you are over 18 and have legal capacity to contract in New Zealand. If you are using a credit card, you represent and warrant that the credit card is issued in your name and you will pay all charges incurred through the charged services.
10.3 Security: Payments made by means of the online service payment process is through a secure website. However you acknowledge and agree that Internet transmissions are never entirely secure or private and that any message or information you provide through the website (including credit card information) may be read or intercepted by others. Justly will not have any liability for the interception, ‘hacking’ or other unauthorised access of information through the website by unauthorised third parties.
10.4 Your responsibilities regarding the use of the online service payment process
: You agree to use the online service payment process only for the purpose of paying Justly for the charged services or for making other payments to Justly which Justly accepts payment of through the online service payment process. You agree not to use the online service payment process for any improper, injurious, offensive or unlawful purposes.
You agree not to damage or disrupt the online service payment process. You are responsible for making your own assessment of the suitability of the online service payment process for achieving your purposes. You are responsible for providing all technology, hardware, software and telecommunication facilities in order to access and use the charged services.
10.5 Justly’s liability
: To the extent permitted by law:
• Except as expressly set out in these terms, warranties, representations or guarantees (whether express, implied or statutory) in relation to the online service payment process are excluded, including, without limit, any warranty of fitness for any particular purpose; and
• Justly will not be liable for any damage, loss or expenses, or indirect losses or consequential damages of any kind suffered or incurred by you in connection to the online service payment process.
Subject to the provisions of this clause, if for any reason Justly is held to be liable to you in relation to this online service payment process, the total extent of Justly’s liability will to the extent permitted by law be limited to:
• In connection with a charged service, the fees payable by you for that charged service; and
• In connection with any other use of the online service payment process $100.
If the New Zealand Consumer Guarantees Act 1993 applies, you may have rights or remedies which are not excluded or limited by the above.
The exclusions and limits set out in these online service payment terms will also operate for the benefit of Justly’s relevant suppliers, licensors and agents which Justly use to provide the online service payment process made available to you.
: You agree to indemnify Justly in respect of any loss, damage, cost or expense (including reasonable enforcement costs, whether incurred on a solicitor and own client basis or otherwise) suffered or incurred by Justly as a result of:
• A breach by you of any of your obligations under any terms and conditions which you have accepted into in relation to the online service payment process;
• Your intentional misuse of the online service payment process or the website;
• Your negligent acts or omissions; and
• Any claim, suit or action brought against Justly by a third party for any of the matters above.
10.7 Transaction payments – refund and returns policy
: Justly offers a 30-day ‘money back guarantee’ of any payment made for DIY access to its services if you go on yo use one of Justly’s law firms to draft for you, and advise you on, your will. Justly’s DIY fee will be automatically credited against the firm’s advertised price.
Other than the aforementioned ‘money back guarantee’, Justly will not provide any refund for any remaining prepaid fee. Justly operates a 7-day trial period during which you can ‘try-before-you-buy’ and as such you agree that you have purchased fully-aware of the scope of the product and its output. You agree that you cannot enter your payment details and complete payment in error.
Please note that if you have made payment to us engaging a lawyer or law firm, we will not refund the fee paid for this service. Where we can, we will facilitate the transfer of your matter from one lawyer to another if you feel the service received is unsatisfactory and it’s remedy is unlikely. Otherwise, any claim for return of fees paid is to be directed to the lawyer or law firm engaged.
You can lodge a claim for a refund of multiple payments caused by technical errors in the processing. A refund claim using our refund form within 30 days of making the payment. After 30 days no refund will be paid.
While Justly’s policy is not to refund transaction payments received, each case will be considered based on the issue presented.
Requests must be made in writing to Justly by the person making the payment. Please include the following information:
• Email address of account login
• Your contact details
• A brief description of the issue.
To enable a payment trace, please also provide the transaction number or the following:
• Date and approximate time of payment
• Amount of payment
• Service purchased
11. Intellectual property
11.1. General: Title to, and all Intellectual Property Rights in the Services, the Website and any documentation relating to the Services remain the property of Justly (or its licensors), bar the exceptions expressly stipulated below:
a. The creator of legal templates or precedents retains the sole intellectual property to such templates or precedents. This includes law firms in partnership with Justly (including any lawyer authors or employees of such law firms) that provision precedents and templates to Justly are to retain the intellectual property rights to such precedents and templates.
b. Such templates and precedents may be provided and disclosed to Justly to allow integrating the precedents with Justly’s technologies to support document automation of the precedents. Justly’s Executive Office may have access to such precedents in order to translate paper content to digital document automation, such that the formatting, stylistics and clauses align with individual firms’ default preferences in use.
c. Notwithstanding the above, Justly may provision certain elements, clauses or precedents of its partnered law firms to other partnered users of the Justly product only, for the sole purpose of using it within the Justly application/service, unless agreed otherwise with the precedent provider.
d. Justly agrees to provide all reasonable assistance required by the intellectual property owner or licensor to enable it to maintain its intellectual property.
e. All intellectual property owned by the licensor or intellectual property owner prior to partnering with Justly remains the property of the licensor or intellectual property owner.
11.2. Ownership of Data: Title to, and all Intellectual Property Rights in, the Data remain Your property. However, Your access to the Data is contingent on full payment of the Justly’s Access Fee when due. You grant Justly a licence to use, copy, transmit, store, and back-up Your information and Data for the purposes of enabling You to access and use the Services and for any other purpose related to provision of services to You.
11.3. Backup of Data: You must maintain copies of all Data inputted into the Service. Justly adheres to its best practice policies and procedures to prevent data loss, including a daily system data back-up regime, but does not make any guarantees that there will be no loss of Data. Justly expressly excludes liability for any loss of Data no matter how caused.
11.4. Consent of Data Upload: You agree to your completed and/or signed will being uploaded to a National Registry curated by Justly, whether you have personally uploaded this at the final step of completion, uploaded on your behalf upon your instruction to a Justly staff member assisting you, or uploaded on your behalf by your Lawyer if you have engaged a Lawyer in completing your document.
a. You agree that the Justly Executive Office, lawyers and law firms within the Justly partnered network are permitted to search for your name within the National Registry, including such as the purpose of locating the storage location of your last digital will uploaded to the system in the event of your death.
11.5. Third-party applications and your Data: If You enable third-party applications for use in conjunction with the Services, You acknowledge that Justly may allow the providers of those third-party applications to access Your Data as required for the interoperation of such third-party applications with the Services. Justly shall not be responsible for any disclosure, modification or deletion of Your Data resulting from any such access by third-party application providers.
12. Limitation of liability
To the maximum extent permitted by law, JUSTLY shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, business, goodwill, use, data or other intangible losses (even if JUSTLY has been advised of the possibility of such damages), resulting from:
(a) the use or the inability to use the Service (in whole or in part) or any technical malfunctions;
(b) the cost of procurement of substitute goods and services;
(c) unauthorised access to, or alteration of, your communications or data;
(d) statements or conduct of any third party regarding the Justly Services; or
(e) any other matter relating to the Justly Services.
In any case, JUSTLY’s maximum aggregate liability under or in connection with these Terms or your use of the Justly Services is limited to the amount of Fees paid by you in the past 12 months.
If You are not satisfied with the Service, Your sole and exclusive remedy is to terminate these Terms in accordance with Clause 12.
a. breach any of these Terms (including, without limitation, by non-payment of any Access Fees) and do not remedy the breach within 14 days after receiving notice of the breach if the breach is capable of being remedied; or
b. breach any of these Terms and the breach is not capable of being remedied;
Justly may take any or all of the following actions, at its sole discretion:
c. Terminate this Agreement and Your use of the Services and the Website;
d. Suspend for any definite or indefinite period of time, Your use of the Services and the Website;
e. Suspend or terminate access to all or any Data.
f. Take either of the actions in sub-clauses (c), (d) and (e) of this clause 12 in respect of any or all other persons whom You have authorised to have access to Your information or Data.
14. Help desk
In the case of technical problems we do ask you to please first log out, close your browser then log back in. You can refer to our Frequently Asked Questions page, contact our support via the live chat to your bottom right hand corner or email us at firstname.lastname@example.org
If we don’t insist that you perform any of your obligations under these Terms, or if we do not immediately enforce our rights against you, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations.
Each clause in these Terms operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.
You are not permitted to assign, sub-licence, novate or transfer these Terms or any of the rights licensed under them.
A person who is not a party to these Terms has no right to benefit under or to enforce any term of these Terms.
These Terms shall be governed by New Zealand law, and you submit to the exclusive jurisdiction of the New Zealand courts for any matter or dispute arising in relation to these Terms.
16. Additional Terms for Apple App Store Downloads
If you have downloaded an App from the Apple App Store, the following additional terms and conditions in this clause 16 apply:
These Terms are solely between you and JUSTLY, and not with Apple. We (and not Apple) are solely responsible for the App and its content (subject to these Terms). You acknowledge that Apple has no obligation to furnish any maintenance or support services to you in connection with the App.
In the event of any failure of the App to conform to any warranty that might be contained or implied into these Terms, you may notify Apple, and Apple will refund the purchase price (if any) for the App. Except for the foregoing, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App.
Any claim in connection with the App related to product liability, a failure to conform to applicable legal or regulatory requirements, claims under consumer protection or similar legislation or intellectual property infringement are governed by these Terms, and Apple is not responsible for such claims.
You must comply with the App Store Terms of Service, including the Usage Rules. You represent and warrant that you are not located in any U.S. embargoed countries or on any U.S. Government list of prohibited or restricted parties.
Apple and its subsidiaries are third party beneficiaries to these Terms and, upon your acceptance of them, Apple will have the right to enforce these Terms against you. All other terms and conditions of these Terms apply to your use of the App.