Referral Partner
Terms & Conditions

1 Definitions

In these Terms, the following definitions apply:

“Client”

means a person or entity referred to Envision Legal by the Referral Partner who subsequently instructs Envision Legal in relation to a Legal Matter.

“Completed Matter”

means a Legal Matter that has been completed by Envision Legal and in respect of which fees have been invoiced and received from the Client.

“Intake Form”

means the Referral Partner Intake Form completed and submitted by the Referral Partner, which identifies the Referral Partner and sets out the agreed Referral Fee (if any).

“Legal Matter”

means any legal service provided by Envision Legal to a Client, including but not limited to conveyancing, commercial law, estate planning, employment law, and related services.

“Legal Profession Uniform Law”

means the Legal Profession Uniform Law (NSW) 2015 and all associated regulations, rules, and guidelines as amended from time to time.

“Referral”

means an introduction or recommendation made by the Referral Partner to a prospective client to engage Envision Legal for a Legal Matter.

“Referral Fee”

means the fee payable by Envision Legal to the Referral Partner upon settlement or completion of a Legal Matter, as set out in the Intake Form or as otherwise agreed in writing between the parties.

2 Nature of Arrangement

1. The Referral Partner is an independent third party. Nothing in these Terms creates a partnership, joint venture, employment relationship, or agency between the Referral Partner and Envision Legal.
2. The Referral Partner has no authority to bind Envision Legal, make representations on behalf of Envision Legal, or enter into any agreement on behalf of Envision Legal.
3. The Referral Partner acknowledges that Envision Legal retains absolute discretion to accept or decline any matter referred to it, including on the grounds of conflict of interest, capacity, or commercial suitability.
4. No Referral Fee is payable in respect of a referral that Envision Legal declines to accept.

3 Referral Process

1. To make a Referral, the Referral Partner must introduce the prospective client to Envision Legal by one or more of the following means:
   • providing Envision Legal with the prospective client’s name and contact details;
   • facilitating a direct introduction (by phone, email, or in person); or
   • such other method as the parties agree in writing from time to time.
2. The Referral Partner must not misrepresent Envision Legal’s services, fees, or qualifications to any prospective client.
3. The Referral Partner must not provide legal advice to any prospective client on Envision Legal’s behalf.
4. Envision Legal will use reasonable endeavours to follow up on each Referral promptly. Envision Legal does not guarantee that any referred prospective client will instruct Envision Legal or that any Referral will result in a Completed Matter.

4 Referral Fees

1. Subject to these Terms, Envision Legal will pay the Referral Partner a Referral Fee in the amount set out in the Intake Form upon completion of each Completed Matter arising from a Referral made by the Referral Partner.
2. No Referral Fee is payable unless and until:
   • the relevant Legal Matter has been completed;
   • Envision Legal has received payment of its fees from the Client in full; and
   • the Referral Partner has provided Envision Legal with a valid tax invoice for the Referral Fee.
3. Referral Fees will be paid by Envision Legal within 14 days of receipt of a valid tax invoice from the Referral Partner following completion of a Completed Matter.
4. Envision Legal may set off any amounts owed by the Referral Partner to Envision Legal against any Referral Fees payable under these Terms.
5. The Referral Fee is inclusive of GST unless the Intake Form expressly states otherwise. If the Referral Partner is registered for GST, the Referral Fee will be grossed up by the applicable GST rate where required.
6. Referral Fees are not payable in respect of:
   • matters referred by persons who are not registered Referral Partners under these Terms;
   • matters that do not proceed to completion;
   • matters where the prospective client was already known to Envision Legal prior to the Referral; or
   • referrals that breach any applicable law, professional rule, or these Terms.

5 Client Disclosure & Legal Profession Obligations

1. The Referral Partner acknowledges that Envision Legal is required, under the Legal Profession Uniform Law and associated Uniform Rules, to disclose to each Client the existence of any referral arrangement and the amount or basis of any Referral Fee payable to the Referral Partner in connection with the referral of that Client.
2. The Referral Partner consents to Envision Legal making such disclosures as are required by law, including disclosure of the Referral Partner’s identity and the Referral Fee amount.
3. The Referral Partner must not request or require Envision Legal to conceal, misrepresent, or omit any disclosure that Envision Legal is required to make under the Legal Profession Uniform Law or these Terms.
4. The Referral Partner warrants that it is not a legal practitioner and does not hold an Australian practising certificate, and that the referral arrangement contemplated by these Terms does not breach any professional rules applicable to the Referral Partner. If the Referral Partner is a legal practitioner, the Referral Partner must notify Envision Legal immediately.

6 Referral Partner Obligations & Warranties

1. The Referral Partner represents and warrants to Envision Legal that:
   • it has the legal capacity and authority to enter into this arrangement and to make Referrals;
   • the making of Referrals under these Terms does not breach any agreement, obligation, or applicable law binding on the Referral Partner;
   • it will not make any representation about Envision Legal that is misleading, deceptive, or likely to be misleading or deceptive;
   • it will not make any promise or commitment to a prospective client on behalf of Envision Legal regarding fees, outcomes, or the scope of services;
   • it will promptly notify Envision Legal of any conflict of interest that may affect the integrity of a Referral; and
   • it is (and will remain throughout the term of this arrangement) compliant with all applicable laws, including any licensing or registration requirements applicable to its own business activities.
2. The Referral Partner must not engage in any conduct that could bring Envision Legal into disrepute or conflict with Envision Legal’s professional obligations.
3. The Referral Partner must not, directly or indirectly, solicit or approach any Client of Envision Legal for the purpose of diverting legal work away from Envision Legal during the term of this arrangement and for a period of 12 months following its termination.

7 Confidentiality

1. Each party must keep confidential all Confidential Information of the other party and must not disclose or use such information for any purpose other than giving effect to this arrangement, without the prior written consent of the other party.
2. For the purposes of this clause, Confidential Information means any information disclosed by one party to the other in connection with this arrangement that is designated as confidential or that ought reasonably to be regarded as confidential, including fee structures, client details, business systems, and commercial arrangements. Confidential Information does not include information that:
   • is or becomes publicly available other than through a breach of these Terms;
   • was already known to the receiving party prior to disclosure; or
   • is required to be disclosed by law or by order of a court or tribunal.
3. The Referral Partner must not use any Client information provided by Envision Legal for any purpose other than facilitating the relevant Referral. The Referral Partner must comply with all applicable privacy laws, including the Privacy Act 1988 (Cth) and the Australian Privacy Principles.
4. This confidentiality obligation survives the termination or expiry of this arrangement for a period of 3 years.

8 Limitation of Liability

1. Envision Legal’s total liability to the Referral Partner under or in connection with these Terms (whether in contract, tort, statute, or otherwise) is limited in aggregate to the total Referral Fees paid to the Referral Partner in the 12 months preceding the event giving rise to the claim.
2. Envision Legal is not liable to the Referral Partner for any indirect, consequential, special, or punitive loss, including loss of profit, loss of opportunity, or loss of revenue, arising from or in connection with these Terms.
3. Envision Legal does not guarantee that any Referral will result in a Completed Matter, that any Client will proceed with or remain engaged in a Legal Matter, or that any particular outcome will be achieved for any Client.
4. Nothing in this clause excludes liability that cannot be excluded under applicable law, including liability for fraud or for a breach of a guarantee implied by the Australian Consumer Law.

9 Term and Termination

1. This arrangement commences on the date the Intake Form is submitted by the Referral Partner and continues until terminated in accordance with this clause.
2. Either party may terminate this arrangement at any time by giving not less than 14 days’ written notice to the other party.
3. Envision Legal may terminate this arrangement immediately on written notice to the Referral Partner if:
   • the Referral Partner breaches any provision of these Terms and (if the breach is capable of remedy) fails to remedy the breach within 7 days of receiving written notice;
   • the Referral Partner engages in conduct that is, in Envision Legal’s reasonable opinion, likely to bring Envision Legal into disrepute or conflict with Envision Legal’s professional obligations;
   • the Referral Partner becomes insolvent, bankrupt, or enters into any arrangement with creditors; or
   • Envision Legal is required to terminate the arrangement to comply with its obligations under the Legal Profession Uniform Law or any applicable professional rule.
4. Termination does not affect the parties’ rights and obligations in respect of Referrals made prior to the date of termination. Referral Fees in respect of Referrals made prior to termination will remain payable in accordance with these Terms, provided the relevant matter is completed within 6 months of the date of termination.
5. Clauses 5, 6.3, 7, and 8 survive termination of this arrangement.

10 GST

1. Unless otherwise stated, amounts payable under these Terms are exclusive of GST. If any supply made under these Terms is subject to GST, the recipient of the supply must pay to the supplier, in addition to the consideration payable for the supply, an amount equal to the GST payable on the supply, provided the supplier has issued a valid tax invoice.
2. The Referral Partner is responsible for determining its own GST registration status and obligations. If the Referral Partner is not registered for GST, the Referral Fee will be paid in the amount specified in the Intake Form with no GST adjustment.

11 General

1. These Terms, together with the Intake Form, constitute the entire agreement between the parties with respect to the referral arrangement and supersede all prior negotiations, representations, warranties, or understandings.
2. These Terms are governed by and construed in accordance with the laws of New South Wales, Australia. The parties submit to the non-exclusive jurisdiction of the courts of New South Wales.
3. Any dispute arising out of or in connection with these Terms must first be referred to the parties’ respective representatives for resolution by good faith negotiation. If the dispute is not resolved within 14 days, either party may pursue any available legal remedy.
4. Envision Legal may amend these Terms from time to time by providing the Referral Partner with at least 14 days’ written notice of the proposed changes. If the Referral Partner continues to make Referrals after that period, it will be taken to have accepted the amended Terms.
5. No waiver by either party of a breach of these Terms operates as a waiver of any subsequent breach.
6. If any provision of these Terms is held to be invalid or unenforceable, it will be severed from these Terms and the remaining provisions will continue in full force and effect.
7. These Terms may be executed or agreed to electronically, including by submission of the Intake Form online, and electronic acceptance will be valid and binding.
8. Notices under these Terms must be in writing and may be given by email to the contact details set out in the Intake Form (for the Referral Partner) or to hello@envisionlegal.com.au (for Envision Legal).