TERMS AND CONDITIONS

These terms and conditions (Terms) are entered into between Succession Planning Limited NZCN 8970115 (we, us or our) and you, together the Parties and each a Party, in relation to the provision of Will and Enduring Powers of Attorney drafting services (Services).

1. SERVICES

Wills

1.1 You accept this Agreement, by clicking “I Accept” or completing our online questionnaire or booking an appointment with us through our booking platform. On acceptance of the terms, we will provide the Services in accordance with this Agreement, whether ourselves or through our Personnel. These Services include:

  1. Initial appointment to discuss you (and your partner’s, where applicable) instructions for a Will;

  2. Preparation of the Will(s), and provision of same to you by digital means;

  3. First draft of a Will for you (and your partner, where applicable), and;

  4. One round of amendments to the Will(s).

  5. The finalised Will(s) for signing will only be provided once the total price for the selected payment option has been paid in full.

1.2 You must be 18 years old to receive the Services from us.

1.3 If these Terms expresses a time within which the Services are to be supplied, we will use reasonable endeavours to provide the Services by such time, but you agree that such time is an estimate only.

1.4 You acknowledge and agree that any information, advice, material or work provided by us as part of the Services does not constitute legal advice. You are recommended to seek independent legal advice on your Will prior to signing it.

1.5 All variations to the Services must be agreed in writing between the Parties and will be priced in accordance with any schedule of rates provided by us, or otherwise as reasonably agreed between the Parties. If we consider that any instructions or directions from you constitute a variation to the scope of the Services or our obligations under these Terms, then we will not be obliged to comply with such instructions or directions unless agreed in accordance with this clause.

Enduring Powers of Attorney (“EPA”)

1.6 You accept this Agreement, by clicking “I Accept” or booking an EPA appointment with us through our booking platform. On acceptance of the terms, we will provide the Services in accordance with this Agreement, whether ourselves or through our Personnel. These Services include: drafting Enduring Powers of Attorney (EPA) documents for both Property and Personal Care and Welfare, strictly in accordance with the Protection of Personal and Property Rights Act 1988 of New Zealand. This service encompasses:

1.7 Initial consultation to ascertain your requirements for the EPAs;

  • a) Drafting of the EPA documents for Property and Personal Care and Welfare, tailored to your specific needs;

  • b) Provision of the drafted EPA documents to you by digital means, which will occur only after payment in full of the total price for the selected payment option;

  • c) One round of amendments to the EPA documents, based on your feedback.

  • d) The finalised EPA(s) for signing will only be provided once the total price for the selected payment option has been paid in full.

1.8 It is important to note that our service is limited to the drafting of EPA documents. The witnessing or certifying of these documents is not included and must be completed by an authorised individual as per the requirements of the Protection of Personal and Property Rights Act 1988. We recommend seeking independent legal advice to ensure the EPA documents are executed in compliance with the law.

1.9 Our Services involve the preparation of documents based on your instructions. We do not provide legal advice. You should obtain independent legal advice before signing.

By electing to use our EPA drafting service, you acknowledge and accept that our role is confined to document preparation. The responsibility for the lawful execution and certification of these documents rests solely with you.

2. YOUR OBLIGATIONS

2.1 You accept these Terms by checking the box, clicking “I accept” or completing the online questionnaire or booking of an appointment through our booking platform.

2.2 By accepting the Terms, You agree to:

  • comply with these Terms, all applicable Laws, and our reasonable requests;

  • provide us with all documentation, information, instructions, cooperation and access reasonably necessary to enable us to provide the Services; and

  • not (or not attempt to) disclose, or provide access to, the Services to third parties without our prior written consent.

3. PRICE AND PAYMENT

3.1 Price options. We offer two payment options for the Services, as shown on the Site:

  • (a) Pay Over 8 Weeks – this is our standard price, payable in weekly instalments over 8 weeks. Once the first instalment is received, you’ll be sent a link to book your appointment.

  • (b) Pay $50 Now + Balance After Your Appointment – pay a $50 deposit when booking and the remaining balance after your appointment. Clients who choose this option save $100 off our standard price.

All prices are stated in New Zealand dollars and include GST unless otherwise stated.

3.2 Initial payment to secure booking. When booking, you will make an initial payment to secure your appointment:

  • (a) If you select Pay $50 Now + Balance After Your Appointment, the initial payment is the $50 deposit; or

  • (b) If you select Pay-over-8-weeks, the initial payment is the first instalment, the amount of which depends on the Service selected and is shown at checkout.

This initial payment is charged immediately at booking and confirms your appointment. See clause 8.1 for cancellation and rescheduling terms.

3.3 The payment methods we offer are set out on the Site. We do not store any credit card details, we offer payment through a third-party provider for example, Stripe. You acknowledge and agree that we have no control over the actions of the third-party provider, and your use of the third-party payment method may be subject to additional terms and conditions.

3.4 Pay $50 Now + Balance After Your Appointment option. If you select this option:

  • (a) the $50 Deposit is charged at booking;

  • (b) after your appointment, we issue a Final Invoice for the balance, payable on receipt unless otherwise stated; and

  • (c) final documents are released only once full payment has been received. If the balance remains unpaid, we may suspend the Services and withhold drafts or final documents (see clauses 3.7 and 8.4).

3.5 Pay-over-8-weeks option (Instalment plan). If you select this option:

  • (a) The standard pay-over-8-weeks price applies;

  • (b) instalments are automatically billed weekly over 8 weeks as disclosed at checkout;

  • (c) once the first instalment has been paid, you receive an email link to choose and lock in your appointment;

  • (d) we will hold the appointment, meet with you, and draft your documents; and

  • (e) your finalised documents will not be released until the total price is paid in full. We charge no interest or credit fees.

3.6 You must provide accurate and current payment details, ensure sufficient funds for each instalment, and promptly update expired or replaced cards. If a payment fails, you authorise us and/or our processor to reattempt collection within a reasonable period.

3.7 If any instalment or invoice (including a Deposit + Balance invoice) is overdue, we may suspend the Services (including appointments) until arrears are paid and may withhold drafts or final documents.

3.8 If any amount remains unpaid 6 months after your first instalment date (for instalment plans) or 6 months after the date of your first invoice (for Deposit + Balance), you forfeit the right to receive the documents, and no refund is payable for Services already performed. We may, at our discretion, reinstate the Services if the outstanding amount is paid.

3.9 Where we issue an invoice, you must pay it by the stated due date. You must not pay, or attempt to pay, by fraudulent or unlawful means and you warrant you are authorised to use the payment method provided.

4. WARRANTIES AND REPRESENTATIONS

4.1 Each Party represents and warrants that:

  • it has full legal capacity, right, authority and power to enter into these Terms, to perform its obligations under these Terms, and to carry on its business; and

  • these Terms constitutes a legal, valid and binding agreement, enforceable in accordance with its terms

4.2 You represent and warrant that:

  • all information and documentation that you provide to us in connection with these Terms are, correct and complete;

5. INTELLECTUAL PROPERTY

5.1 As between the Parties:

  • we own all Intellectual Property Rights in Our Materials;

  • you own all Intellectual Property Rights in Your Materials; and

  • nothing in these Terms constitutes a transfer or assignment of any Intellectual Property Rights in Our Materials or Your Materials.

5.2 As between the Parties, ownership of all Intellectual Property Rights in any New Materials will at all times vest, or remain vested, in us upon creation. To the extent that ownership of such Intellectual Property Rights in any New Materials does not automatically vest in us, you hereby assign all such Intellectual Property Rights to us and agree to do all other things necessary to assure our title in such rights.

5.3 We grant you a non-exclusive, revocable, royalty-free, worldwide, non-sublicensable and non-transferable right and licence, to use Our Materials that we provide to you and the New Materials, solely for your use and enjoyment of the Services, as contemplated by the Terms.

5.4 This clause 5 will survive termination or expiry of these Terms.

6. CONFIDENTIAL INFORMATION

6.1 Each Receiving Party agrees:

  • not to disclose the Confidential Information of the Disclosing Party to any third party (subject to subclause 1(c));

  • to protect the Confidential Information of the Disclosing Party from any loss, damage or unauthorised disclosure;

  • to only disclose the Confidential Information to those of its Personnel who need to know the Confidential Information in connection with these Terms, provided those Personnel keep the Confidential Information confidential in accordance with this clause 6; and

  • to only use the Confidential Information of the Disclosing Party for the purpose of performing obligations, or exercising rights or remedies, under these Terms.

6.2 The obligations in clause 6.1 do not apply to Confidential Information that:

  • is required to be disclosed for the Parties to comply with their obligations under these Terms;

  • is authorised in writing to be disclosed by the Disclosing Party;

  • is in the public domain or is no longer confidential, except as a result of a breach of these Terms or other duty of confidence; or

  • must be disclosed by Law or by a regulatory authority, including under subpoena, provided that (to the extent permitted by Law) the Receiving Party has given the Disclosing Party notice prior to disclosure.

6.3 Each Party agrees that monetary damages may not be an adequate remedy for a breach of this clause 6.  A Party is entitled to seek an injunction, or any other remedy available at Law or in equity, at its discretion, to protect itself from a breach (or continuing breach) of this clause 6.

6.4 This clause 6 will survive the termination of these Terms.

7. LIABILITY

7.1 Despite anything to the contrary, to the maximum extent permitted by Law:

  • neither Party will be liable for Consequential Loss;

  • a Party’s liability for any Liability under these Terns will be reduced proportionately to the extent the relevant Liability was caused or contributed to by the acts or omissions of the other Party (or any of its Personnel), including any failure by that other Party to mitigate its loss; and

  • our Liability is limited (at our discretion) to supplying the Services again or paying the cost of having the Services supplied again; and

  • our aggregate liability for any Liability arising from or in connection with these Terms will be limited to $2,000.00.

7.2 Despite anything to the contrary, to the maximum extent permitted by law, we will not be liable for, and you waive and release us from and against, any Liability caused or contributed to by, arising from or connected with:

(a) your acts or omissions;

(b) any use or application of the Services by a person or entity other than you, or other than as reasonably contemplated by these Terms;

(c) any works, services, goods, materials or items which do not form part of the Services (as expressed in these Terms), or which have not been provided by us;

(d) the Services being unavailable, or any delay in us providing the Services to you, for whatever reason; and/or

(e) any event outside of our reasonable control.

7.3 Despite anything to the contrary, to the maximum extent permitted by law, you are liable for, and agree to make good, indemnify us and hold us harmless in respect of, any Liability that we may suffer, incur or otherwise become liable for, arising from or in connection with:

(a) acts or omissions of you; or

(b) any information, documentation, specifications or directions given by you.

7.4 This clause 7 will survive the termination or expiry of these Terms.

8. TERM AND TERMINATION

8.1 Cancellation, reschedule & refunds (by you):

  • (a) Booking confirmation. Your Appointment is secured when the initial payment and booking is made (see clause 3.2).

  • (b) Cancel more than 49 hours before your Appointment.

    • (i) Pay $50 Now + Balance After Your Appointment: Your $50 Deposit is refunded in full.

    • (ii) Pay-over-8-weeks: We refund all instalments paid to date, less a reasonable deduction for any Services already performed before cancellation (e.g., set-up, drafting). If no work has been performed, you receive a full refund of instalments paid.

  • (c) Cancel within 49 hours of your appointment or no-show.

    • (i) Pay $50 Now + Balance After Your Appointment: The $50 Deposit is forfeited.

    • (ii) Pay-over-8-weeks: We may retain up to $50 from instalments paid (to mirror the non-refundable Deposit) plus a reasonable deduction for any Services already performed. Any remaining instalments paid are refunded; any future instalments are cancelled.

  • (d) Rescheduling. You may reschedule up to 24 hours before your appointment without forfeiting the Deposit/first instalment. Rescheduling within 24 hours may result in forfeiture of the $50 component described above, at our discretion.

  • (e) If we cancel or materially postpone (and you do not accept a reschedule we offer), we will refund your initial payment (Deposit or first instalment) and any instalments paid that relate to Services not performed.

8.2 The Terms will operate for the Term.

8.3 This Agreement will terminate immediately upon written notice by a Party (Non-Defaulting Party) if:

  • the other Party (Defaulting Party) breaches a material term of this Agreement and that breach has not been remedied within 10 Business Days of the Defaulting Party being notified of the breach by the Non-Defaulting Party; or

  • any step is taken to enter into any arrangement between the Defaulting Party and its creditors, any step is taken to appoint a receiver, a receiver and manager, a liquidator, a provisional liquidator or like person of the whole or any part of the Defaulting Party’s assets or business, the Defaulting Party is bankrupt, or the Defaulting Party is unable to pay its debts as they fall due.

8.4 Upon expiry or termination of these Terms:

  • we will immediately cease providing the Services;

  • any payments made by you (or your Employer) to us for Services already performed are not refundable to you;

  • we may retain your documents and information (including copies) to the extent required by Law or pursuant to any information technology back-up procedure, provided that we handle your information in accordance with clause 6.

8.5 Termination of these Terms will not affect any rights or liabilities that a Party has accrued under it.

8.6 This clause 8 will survive the termination or expiry of these Terms.

9. GENERAL

9.1 Amendment: Subject to clauses 1.5, these Terms may only be amended by written instrument executed by the Parties.

9.2 Assignment: Subject to clauses 9.3 and 9.13, a Party must not assign, novate or deal with the whole or any part of its rights or obligations under these Terms without the prior written consent of the other Party (such consent is not to be unreasonably withheld).

9.3 Assignment of Debt: You agree that we may assign or transfer any debt owed by you to us, arising under or in connection with these Terms, to a debt collector, debt collection agency, or other third party.

9.4 Counterparts: These Terms may be executed in any number of counterparts that together will form one instrument.

9.5 Disputes: Neither Party may commence court proceedings relating to any dispute, controversy or claim arising from, or in connection with, these Terms (including any question regarding its existence, validity or termination) (Dispute) without first complying with this clause 9.5. A Party claiming that a Dispute has arisen must give written notice to the other Party specifying the nature of the Dispute (Dispute Notice). The Parties must meet (whether in person, by telephone or video conference) within 10 Business Days of service of the Dispute Notice to seek (in good faith) to resolve the Dispute. For the avoidance of doubt, we may take action to recover undisputed overdue amounts at any time.

If the Parties do not resolve the Dispute within 20 Business Days of the date the Dispute Notice was served (or such further period as agreed in writing by the Parties), either Party may:

  • where you are resident or incorporated in New Zealand, the Dispute is to be referred to mediation, administered by the New Zealand Disputes Resolution Centre, who will decide the time, place and rules for mediation, and the costs of the mediation will be shared equally.; or

  • where you are not resident or incorporated in New Zealand, refer the matter to arbitration administered by the New Zealand International Arbitration, with such arbitration to be conducted in Otago, New Zealand, before one arbitrator, in English and in accordance with the NZIAC Arbitration Rules.

Nothing in this clause will operate to prevent a Party from seeking urgent injunctive or equitable relief from a court of appropriate jurisdiction.

9.6 Entire Agreement: These Terms contains the entire understanding between the Parties and the Parties agree that no representation or statement has been made to, or relied upon by, either of the Parties, except as expressly stipulated in these Terms, and these Terms supersedes all previous discussions, communications, negotiations, understandings, representations, warranties, commitments and agreements, in respect of its subject matter.

9.7 Force Majeure: Neither Party will be liable for any delay or failure to perform their respective obligations under these Terms if such delay or failure is caused or contributed to by a Force Majeure Event, provided that the Party seeking to rely on the benefit of this clause:

  • as soon as reasonably practical, notifies the other Party in writing details of the Force Majeure Event, and the extent to which it is unable to perform its obligations; and

  • uses reasonable endeavours to minimise the duration and adverse consequences of the Force Majeure Event.

Where the Force Majeure Event prevents a Party from performing a material obligation under these Terms for a period in excess of 60 days, then the other Party may by notice terminate these Terms, which will be effective immediately, unless otherwise stated in the notice. This clause will not apply to a Party’s obligation to pay any amount that is due and payable to the other Party under these Terms.

9.8 Further Assurance: Each Party must to promptly do all things and execute all further instruments necessary to give full force and effect to these Terms and their obligations under it.

9.9 Governing Law: These Terms are governed by the laws of New Zealand. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in New Zealand and any courts entitled to hear appeals from those courts and waives any right to object to proceedings being brought in those courts.

9.10 Notices: Any notice given under these Terms must be in writing addressed to the addresses set out in these Terms, or the relevant address last notified by the recipient to the Parties in accordance with this clause. Any notice may be sent by standard post or email, and will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission by email.

9.11 Relationship of Parties: These Terms are not intended to create a partnership, joint venture, employment or agency relationship between the Parties.

9.12 Severance: If a provision of these Terms are held to be void, invalid, illegal or unenforceable, that provision is to be read down as narrowly as necessary to allow it to be valid or enforceable, failing which, that provision (or that part of that provision) will be severed from these Terms without affecting the validity or enforceability of the remainder of that provision or the other provisions in these Terms.

9.13 Subcontracting: We may subcontract the provision of any part of the Services without your prior written consent. We agree that any subcontracting does not discharge us from any liability under these Terms and that we are liable for the acts and omissions of our subcontractor.

9.14 Waiver: Any failure or delay by a Party in exercising a power or right (either wholly or partially) in relation to this Agreement does not operate as a waiver or prevent that Party from exercising that power or right or any other power or right. A waiver must be in writing and will be effective only to the extent specifically stated.

10. DEFINITIONS

In these Terms, unless the context otherwise requires, capitalised terms have the meanings given to them in the Schedule, and:

Business Day means a day on which banks are open for general banking business in Otago, New Zealand, excluding Saturdays, Sundays and public holidays.

Commencement Date means the date these Terms are signed by the last of the Parties.

Confidential Information means information which:

  • is disclosed to the Receiving Party in connection with these Terms at any time;

  • relates to the Disclosing Party’s business, assets or affairs; or

  • relates to the subject matter of, the terms of and/or any transactions contemplated

  • by these Terms,

whether or not such information or documentation is reduced to a tangible form or marked in writing as “confidential”, and howsoever the Receiving Party receives that information.

Consequential Loss includes any consequential loss, special or indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise. However, your obligation to pay us the Price will not constitute “Consequential Loss”.

Disclosing Party means the Party disclosing Confidential Information to the Receiving Party.

Employer means your employer, who has entered into an arrangement with us as part of their staff employment benefits to provide will drafting services.

Force Majeure Event means any event or circumstance which is beyond a Party’s reasonable control including but not limited to, acts of God including fire, hurricane, typhoon, earthquake, landslide, tsunami, mudslide or other catastrophic natural disaster, civil riot, civil rebellion, revolution, terrorism, insurrection, militarily usurped power, act of sabotage, act of a public enemy, war (whether declared or not) or other like hostilities, ionising radiation, contamination by radioactivity, nuclear, chemical or biological contamination, any widespread illness, quarantine or government sanctioned ordinance or shutdown, pandemic (including COVID-19 and any variations or mutations to this disease or illness) or epidemic.

Instalment plan has the meaning given in clause 3 and includes the payment schedule presented at checkout.

Intellectual Property Rights or Intellectual Property means any and all existing and future rights throughout the world conferred by statute, common law, equity or any corresponding law in relation to any copyright, designs, patents or trade marks, domain names, know-how, inventions, processes, trade secrets or confidential information, circuit layouts, software, computer programs, databases or source codes, including any application, or right to apply, for registration of, and any improvements, enhancements or modifications of, the foregoing, whether or not registered or registrable.

Law means all applicable laws, regulations, codes, guidelines, policies, protocols, consents, approvals, permits and licences, and any requirements or directions given by any government or similar authority with the power to bind or impose obligations on the relevant Party in connection with these Terms or the supply of the Services

Liability means any expense, cost, liability, loss, damage, claim, notice, entitlement, investigation, demand, proceeding or judgment (whether under statute, contract, equity, tort (including negligence), indemnity or otherwise), howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent and whether involving a third party or a Party to these Terms or otherwise.

Moral Rights has the meaning given in the Copyright Act 1994 and includes any similar rights in any jurisdiction in the world.

New Materials means all Intellectual Property developed, adapted, modified or created by or on behalf of us or you or any of your or our respective Personnel in connection with these Terms or the supply of the Services, whether before or after the date of these Terms and any improvements, modifications or enhancements of such Intellectual Property, but excludes Our Materials and Your Materials.

Our Materials means all Intellectual Property which is owned by or licensed to us and any improvements, modifications or enhancements of such Intellectual Property, but excludes New Materials and Your Materials.

Personnel means, in respect of a Party, any of its employees, consultants, suppliers, subcontractors or agents, but in respect of you, does not include us.

Price means the total amount payable by you for the Services, being either:

  • (a) the standard price when you select the Pay Over 8 Weeks option (payable in weekly instalments over 8 weeks); or

  • (b) a discounted price of $100 less than the standard price when you choose the Pay $50 Now + Balance After Your Appointment option.

    All prices are shown on the Site and include GST unless stated otherwise.

Receiving Party means the Party receiving Confidential Information from or on behalf of the Disclosing Party.

Services means the services set out in the Schedule, as adjusted in accordance with these Terms.

Term means the Term of these Terms. These Terms will commence on the Commencement Date and will continue until the date on which we have completed the supply of the Services to you (as reasonably determined by us). The option for the provision of the Services is only available for the period as advised by your Employer.

Terms means these terms and conditions and any documents attached to, or referred to in, each of them.

Your Materials means all Intellectual Property owned or licensed by you or your Personnel before the Commencement Date (which is not connected to this Agreement) and/or developed by or on behalf of you or your Personnel independently of this Agreement and any improvements, modifications or enhancements of such Intellectual Property, but excludes Our Materials and New Materials.

11.          INTERPRETATION

In this Agreement, unless the context otherwise requires:

(a) a reference to these Terms or any other document includes the document, all schedules and all annexures as novated, amended, supplemented, varied or replaced from time to time;

(b) a reference to any legislation or law includes subordinate legislation or law and all amendments, consolidations, replacements or re-enactments from time to time;

(c) a reference to a person includes a natural person, body corporate, partnership, joint venture, association, government or statutory body;

(d) a reference to a party (including a Party) to a document includes that party’s executors, administrators, successors, permitted assigns;

(e) a reference to a covenant, obligation or agreement of two or more persons binds or benefits them jointly and severally;

(f) a reference to time is to local time in New Zealand; and

(g) a reference to $ or dollars refers to the currency of New Zealand from time to time.

© LegalVision NZ Limited