Thank you for engaging Solicitor Certificate Australia, a trading name of Legal Department Pty Ltd (ABN 42 694 206 874) (“SC Australia”), to provide legal services to you.

This document constitutes our Engagement Terms and Conditions, Costs Disclosure, and Costs Agreement for the purposes of the Legal Profession Uniform Law (Victoria), the Legal Profession Uniform Law Application Act 2014 (Vic), and the Legal Profession Uniform Law Australian Solicitors’ Conduct Rules 2015.

Please read this document carefully, as it sets out the scope of our engagement, the basis upon which we charge our fees, and your rights as a client.

1. Our Engagement and Scope of Services

You engage SC Australia to provide limited legal services, being:

• review of loan documentation, guarantee documentation, and associated materials relating to a financial loan or arrangement which you propose to enter into or guarantee; and
• where requested, provision of a solicitor’s certificate (legal advice certificate) in accordance with relevant lender or institutional requirements.

We act only for you. We do not act for the lender, bank, broker, beneficiary, borrower (if different), or any other party.

1A. Provision of Documents

You must provide all documents issued or made available to you by the lender or any intermediary in connection with the relevant transaction.

This will usually include (but does not always include):

• the loan offer or facility letter;
• loan terms and conditions;
• any mortgage and mortgage common provisions;
• any deed of guarantee and indemnity;
• any statutory declaration; and
• any draft solicitor’s certificate or legal advice certificate.

Where applicable, you must also provide:

• any trust deeds (including all amendments or variations);
• company constitutions; and
• relevant company resolutions, authorities, or minutes.

You acknowledge and agree that:

• our advice is based solely on the documents provided to us; and
• failure to provide all relevant documents may delay your appointment or prevent us from providing legal advice or issuing a solicitor’s certificate.

We are not responsible for reviewing or advising on any document that has not been provided to us.

2. Nature and Limitations of Advice

Our advice is limited to explaining:

• the legal nature and effect of the documents presented; and
• your legal rights, obligations, and risks arising from those documents.

We do not provide:

• financial, accounting, taxation, or investment advice;
• advice on the commercial or financial suitability of the transaction; or
• valuation or lending advice.

You acknowledge that you proceed based on your own assessment and/or advice from other professionals.

3. Guarantees and Bank Guarantees

Where this engagement relates to a personal guarantee, indemnity, or bank guarantee, you acknowledge that:

• such documents may expose you to significant personal liability;
• liability may extend beyond the amount originally advanced; and
• enforcement may occur without notice upon default.

Our role is limited to advising you of the legal consequences and risks only.

4. Verification of Identity (VOI)

We are required to take reasonable steps to verify your identity in accordance with our professional obligations, including the principles reflected in Rule 11.2 of the Legal Profession Uniform Legal Practice (Solicitors) Rules 2015.

Verification may be completed via approved electronic verification systems and/or live video verification, where legally permitted. You agree to cooperate fully with all VOI requirements.

5. Legal Costs and Fixed Fee Arrangement

You agree to engage SC Australia to perform the legal services described above for a Fixed Fee.

• the Fixed Fee is disclosed and confirmed prior to booking;
• all fees are payable in full upfront;
• no legal services will be commenced, and no legal advice or solicitor’s certificate will be provided or issued, unless and until the confirmed fee has been paid in full; and
• the Fixed Fee is payable irrespective of whether you proceed with the relevant transaction, loan, guarantee, or arrangement following the provision of legal advice.

Unless otherwise stated, all fees are inclusive of GST.

6. Billing and Payment Authority

A tax invoice will be issued once the legal services are provided. You consent to receive invoices electronically via email.

Where you have provided a valid payment authorisation (including credit or debit card or online payment), you authorise us to process payment for any invoice issued.

You consent to being served with legal bills electronically in accordance with section 332 of the Legal Profession Uniform Law (Victoria).

7. Cancellation, Rescheduling and Refunds

You may cancel or reschedule your appointment by providing notice before the scheduled advice session.

You acknowledge and agree that:

• fees are fixed, disclosed before booking, and payable upfront;
• fees are non-refundable once:
  • the legal advice session has occurred; or
  • a solicitor’s certificate has been issued.

Where you cancel before the scheduled advice session, a refund may be issued at our discretion, less any administrative or processing costs already incurred.

If you fail to attend a scheduled appointment or cancel on short notice, you may forfeit some or all of the fees paid.

Appointments requested outside ordinary business hours (including early morning, evening, or weekend appointments) may attract additional fees and may be subject to stricter cancellation conditions, which will be disclosed before booking.

8. Termination of Engagement

You may terminate this agreement at any time by providing written notice to SC Australia.

We may terminate our engagement for just cause by providing you with reasonable written notice.

Upon termination, you remain liable to pay for legal services provided up to the date of termination. This may include the following fixed fees and disbursements (inclusive of GST), where applicable:

• $109 – Booking fee (processing of initial booking);
• $88 – VOI fee (per person);
• $375 – Document review fee;
• Fixed Fee – where legal advice has been provided but a solicitor’s certificate was not ultimately issued.

9. Client Rights (Uniform Law Disclosure)

You have the right to:

• negotiate the legal costs and this costs agreement;
• receive a bill and request an itemised bill;
• seek independent legal advice regarding this agreement; and
• apply for assessment of legal costs under the Legal Profession Uniform Law (Victoria).

10. Confidentiality, Privacy and Communications

All information you provide will be treated confidentially and handled in accordance with professional obligations and applicable privacy laws.

You authorise SC Australia to correspond with you by email, including the transmission of personal, sensitive, or confidential information, invoices, and legal documents.

11. File Retention

Your documents will be retained securely in electronic format for seven (7) years after the matter is completed or this agreement is terminated, in accordance with professional obligations.

After that period, you authorise us to destroy the documents without further notice.

12. No Guarantee of Outcome

You acknowledge that the provision of legal advice and/or a solicitor’s certificate does not guarantee:

• loan approval;
• acceptance by a lender or third party; or
• any particular outcome.

The decision to proceed remains entirely yours.

13. Acceptance of Engagement Terms and Conditions and Costs Agreement

You accept and agree to this Engagement Terms and Conditions and Legal Costs Agreement by:

• continuing to instruct us; or
• proceeding with payment and booking via our platform.

Electronic acceptance is sufficient and binding.

If you have any questions, please contact us before proceeding.

Kind regards

Solicitor Certificate Australia
Legal Department Pty Ltd
ABN 42 694 206 874
support@solicitorcertificateaustralia.com.au