This document, applies to those who enter into a retainer agreement with Soni Legal and is to be read together with our General Terms of Business, and Privacy Policy which applies to this document and sets out the terms of our offer to provide legal services to you and constitutes our costs agreement and disclosure pursuant to the Legal Profession Uniform Law (NSW) (“the Uniform Law”). Please note that a retainer or mandate with Soni Legal only arises once this Agreement is accepted, you have been on-boarded on Soni Legal's System and a conflict check has been carried out.

 

Scope of Work

 

You have engaged us to provide commercial legal counsel services for your business, including advice on contracts and commercial agreements, employment matters, business operations, , and other routine legal matters arising in the ordinary course of your business. The retainer provides Reasonable Access to Soni Legal's lawyers at the fixed monthly fee which represents a discounted access arrangement and is payable regardless of whether full Reasonable Access is utilised in any given month. Unused access hours do not accumulate or roll over to subsequent months.

 

The following categories of work are expressly excluded from the scope of this retainer and, if required, would be subject to a separate costs disclosure and costs agreement:

• Litigation and dispute resolution (including any contested proceedings in any court or tribunal, arbitration, or formal mediation);

• Urgent matters requiring same-day or after-hours attendance (which may be agreed separately and are subject to Soni Legal's availability and applicable urgent matter rates);

• Conveyancing and property transactions (including purchases, sales, leases, and any dealings with real property);

• Debt recovery and enforcement proceedings;

• Insolvency and restructuring matters;

• Immigration matters;

• Estate planning, wills, and probate;

• Any matter requiring the engagement of a barrister or other external specialist (barrister's fees and specialist fees remain payable as disbursements in all cases); and

• Any other discrete matter which, by its nature or complexity, would ordinarily attract a separate fixed-fee or time-based engagement.

 

It is specifically not within the scope of our retainer to provide:

• Non-Legal Business Advice (including but not limited to marketing, financial or information technology advice or any other non-legal advice);

• Taxation Advice (including but not limited to GST, Stamp Duty, Income Tax, or any other State or Federal Tax advice); and

• The client company’s directors, shareholders or related parties with legal services.

 

If Soni Legal or its representatives appear to pass on an opinion in respect of the fields specifically excluded from the scope of this retainer, it is your responsibility to obtain professional advice from a practitioner in such relevant field, before acting on Soni Legal’s opinion or purported opinion.

​

"Reasonable Access" means access to Soni Legal's lawyers of around two and a half hours per calendar month for the Soni Legal Strategic Retainer at $990 plus GST per month (when launched). Reasonable Access does not guarantee a minimum number of hours, does not accumulate or roll over if unused in any given month, and is subject to lawyer availability and the scope of work set out in this agreement. Any work done in excess of the Reasonable Access threshold in a given month will be discussed with the Client and, if agreed, billed separately at the applicable rates.

​

Retainer terms and conditions

​

This agreement is a general retainer for the purchaser’s nominated entity upon purchase of the retainer (“the Client”).

 

This retainer agreement commences with effect from the date on which the purchase of the Retainer is confirmed by Soni Legal and applies to work retained to be done on files for the Client from that day until termination of this Agreement. The retainer shall apply for 6 an initial period of 6 months, thereafter roll on a month-to-month basis. The first payment payable on the date of purchase of the retainer and each subsequent payment is due on the monthly anniversary of the purchase date of the retainer alternatively the last day of the month.

 

We are only engaged to represent the Client pursuant to this retainer, no other party. If Soni Legal opts to represent another party with this retainer agreement applicable to such representation, it will be strictly subject to Soni Legal’s discretion.

 

The fees payable pursuant to this retainer are strictly legal fees payable to Soni Legal for works retained to be done by Soni Legal and does not include disbursements and expenses as described herein.

 

The fees are payable monthly in advance and are due on the monthly anniversary of the purchase date of the retainer alternatively the last day of the month and is to be received in cleared funds prior to the commencement of the month.

 

This agreement will be subject to review at the end of the financial year and every 6 months thereafter.

 

This agreement anticipates the scope of works as defined above. Should a matter involve works not anticipated, such as litigation not anticipated in setting out the scope of this agreement, such matter would be subject to its own cost disclosure and cost agreement which fees would be payable separate to this retainer agreement.

 

The fees payable pursuant to this retainer agreement is payable regardless of the amount of work done in the month.

​​

This agreement may be terminated at Soni Legal’s discretion. Typical grounds for termination are reflected in the grounds for termination of our mandate as illustrated in our general terms and conditions below.

 

If work is done and/or there is work in progress (WIP) and works done and/or WIP exceed the value of the retainer amounts paid or payable, then such WIP and amounts outstanding calculated according to the works done becomes immediately due and payable on termination of this agreement.

 

Should two or more persons or entities be noted as ‘the Client’ within this agreement, then all persons and/or entities are jointly and severally liable to pay any/all amounts due pursuant to this agreement.

 

Should payment under this agreement be late, then interest at the maximum rate prescribed in Rule 75 of the Legal Profession Uniform General Rules 2015 (“Uniform General Rules”) (being the Cash Rate Target set by the Reserve Bank of Australia plus 2%) will be charged on any amounts unpaid after the expiry of 30 days after a tax invoice is given to you.

​

​

Automated Monthly Payment – Direct Debit and Card-on-File Authority​

By accepting this Agreement, you irrevocably authorise Soni Legal and its payment processor (currently Stripe, Inc., or such other processor as Soni Legal may engage from time to time) to:

• store your nominated credit card, debit card, or bank account details (“Payment Method”) in a secure, PCI-DSS-compliant vault;

• automatically charge or debit your Payment Method for the monthly retainer fee (inclusive of GST) on or around the last business day of each preceding month (or such other date as notified to you in writing); and

• automatically charge or debit any additional amounts that become due under this Agreement, including disbursements, internal expenses, interest, and amounts for out-of-scope work, promptly upon a tax invoice being issued.

 

You warrant that you are the authorised holder of, or are authorised to provide, the Payment Method details supplied. You must promptly notify us in writing if your Payment Method changes or expires.

 

This authority continues until this Agreement is terminated and all outstanding amounts have been paid in full. Revocation of this authority prior to full payment does not extinguish your obligation to pay all amounts owed.

​​​

Failed or Declined Payments

If an automatic charge or debit is declined or reversed for any reason (“Failed Payment”):

• Soni Legal’s payment processor will automatically re-attempt the charge up to three (3) times over the following seven (7) days.

• Soni Legal will notify you by email or SMS of the Failed Payment and request that you update your Payment Method or make payment by an alternative method within five (5) business days of that notice (“Remedy Period”).

• If the Failed Payment is not remedied within the Remedy Period, Soni Legal may, at its sole discretion and without further notice: (i) suspend the provision of legal services until all outstanding amounts are received in cleared funds; (ii) apply interest on the unpaid amount at the rate set out in Rule 75 of the Uniform General Rules from the date payment was originally due; and/or (iii) terminate this Agreement in accordance with the Termination by Us provisions below.

 

A Failed Payment does not release you from the obligation to pay the full monthly retainer fee for the relevant month. Suspension of services during a Failed Payment period does not entitle you to a credit or refund of any retainer fee already paid or accrued.

 

Auto-Renewal

Unless terminated by either party in accordance with this Agreement, this retainer run for an initial period of 6 months and thereafter will automatically renew on a month-to-month basis. No further action is required by either party to continue the retainer beyond the initial term.

 

Following each six-monthly or annual review under the ‘Retainer terms and conditions’ above, any revised retainer fee will take effect from the first payment cycle falling after the date of written notice of the revised fee. Continued acceptance of legal services after such notice constitutes acceptance of the revised fee.

 

Cancellation Notice Period

Either party may terminate this Agreement on not less than thirty (30) days’ written notice to the other party (“Notice Period”) after the initial 6-month term. The retainer fee for any month (or part thereof) falling within the Notice Period remains payable in full regardless of whether services are actively utilised during that period. Soni Legal reserves the right to cancel this agreement anytime within the initial 6-month term or anytime thereafter at its sole discretion.

 

Termination does not affect any accrued rights or obligations of either party, including the obligation to pay fees for work in progress and disbursements incurred prior to the effective date of termination.

 

Suspension of Services

Without limiting Soni Legal’s right to terminate, Soni Legal may suspend all or part of the legal services provided under this Agreement, without liability, in the following circumstances:

• any tax invoice (whether for retainer fees, disbursements, or other amounts) remains unpaid for more than fourteen (14) days after its due date;

• a Failed Payment is not remedied within the Remedy Period described above;

• you fail to comply with a request to place funds in trust within the time specified; or

• Soni Legal is required to do so to comply with its professional obligations or any applicable law or regulation.

 

Soni Legal will provide written notice of suspension where practicable. Suspension of services does not constitute termination of this Agreement and does not relieve you of any payment obligations. Services will resume upon receipt of all outstanding amounts in cleared funds and, where applicable, placement of any required trust funds.

​

No Refund of Retainer Fee

The Retainer Fee is non-refundable. The Client acknowledges that:

(a) the Retainer Fee is consideration for both the performance of legal services and the reservation of Soni Legal’s availability and capacity;

(b)        unused Included Hours and expired Service Credits do not give rise to any entitlement to a refund, credit, or set-off; and

(c)        this clause survives termination of this Agreement.

​

Excess Hours

Where legal services provided in a month exceed the Included Hours (and any available Service Credits), Soni Legal will charge the excess at its standard hourly rates (as set out in the Professional Fees section of this Agreement), invoiced monthly in arrears.

 

Soni Legal will notify the Client as soon as reasonably practicable when hours are approaching the Included Hours limit.

 

Termination – Retainer-Specific Provisions

The following provisions apply in addition to the Termination by Us and Termination by You clauses in the General Terms of Business. On termination of this Agreement:

1. any Retainer Fee paid for a month in which termination occurs is non-refundable;

2. all accrued Service Credits are forfeited on the termination date and carry no monetary value;

3. any outstanding invoices for excess hours remain due and payable; and

4. Soni Legal will provide the Client with a final account of hours utilised up to the termination date within 14 days of the effective date of termination.

 

Conflict

If it is found out that you have purchased this retainer to conflict out Soni Legal from any ongoing matter or potential matters, then Soni Legal, at its sole discretion can decline any mandate to act for you, and either, at Soni Legal's sole discretion, refund any amounts paid for the retainer, or retain payments as predetermined liquidated damages due to Soni Legal for attempting to conflict it out of representation of its client, in either case, no mandate for Soni Legal to represent you arises.

​

It it is found out that Soni Legal is conflicted in your purchase of a retainer, and it is deemed that you had no knowledge of Soni Legal's representation of a conflicted party, or it was otherwise inadvertent  and you have not been "onboarded" then Soni Legal shall refund the initial payment of the retainer fee, in either case no mandate is created between you and Soni Legal.

​

Nature of Arrangement

The parties acknowledge and agree that:

1. this Agreement constitutes a commercial services arrangement;

2. the Retainer Fee does not constitute a deposit, advance payment, or trust money within the meaning of the Legal Profession Uniform Law (NSW) or the Legal Profession Uniform General Rules 2015;

3. Service Credits are a contractual benefit only and confer no proprietary or equitable interest in any funds paid to Soni Legal; and

4. the Retainer Fee is earned upon receipt as consideration for Soni Legal’s reservation of availability and capacity, and is not held on account for future disbursement.

​

​

Professional Fees

​

Whilst this agreement incorporates a general retainer, we will measure and account for our WIP according to our standard costs disclosure. Further should we be instructed for matters that fall outside the scope of works set out in this agreement, then we shall account for such works pursuant to our standard professional fees as set out below.

 

We charge professional fees for the work we do outside the scope of the retainer based on hourly rates. The hourly rates charged by our professional staff are set out below (as at May 2026):

 

• $600.00 plus GST = $660.00 for a Principal

• $500.00 plus GST = $550.00 for a Senior Lawyer

• $400.00 plus GST = $440.00 for a Junior Lawyer

• $250.00 plus GST = $275.00 for a Senior Paralegal

• $180.00 plus GST = $198.00 for a Junior Paralegal

 

The category of professional staff to work on your matter or various aspects of your matter will be determined by us. You authorise us to use our discretion to assign your matter or aspects of your matter to the category professional staff as we deem appropriate.

 

The lawyer with principal responsibility for assisting you in this matter will be a principal of Soni Legal.

 

You will be proportionately charged for work involving shorter periods less than an hour. Our charges are structured in 6 minute units.

 

Our rates are reviewed on a regular basis and may change during the course of a matter. You will be given 30 days’ notice in writing of any changes to our charge out rates.

 

Disbursements and Internal Expenses

​

Disbursements

​

We may incur disbursements (being money which we pay or are liable to pay to others on your behalf). Disbursements may include search fees, court filing fees, process server fees, expert fees, witness expenses, travel expenses, transcript expenses, filing fees, registration fees and barrister’s fees.

 

Where you instruct us to brief a barrister or other expert and they provide a disclosure and costs agreement we will provide this to you.

Internal Expenses

You will be responsible for internal expenses which we incur in carrying out your instructions.

 

Estimate of Professional Fees, Disbursements and Internal Expenses

We will estimate the cost of the work, inclusive of GST outside the scope of the retainer as the need arises. Please note that this will be an estimate only and can vary as your matter progresses.

 

Variables

Some of the variables which may affect and change the costs estimate include:

• the number and duration of telephone calls or other communications;

• your prompt and efficient response to requests for information or instructions;

• whether your instructions are varied;

• whether documents have to be revised in light of varied instructions;

• the lawyer or other persons with whom we deal and the level of co-operation of the lawyer’s clients and other persons involved;

• changes in the law; and

• the complexity or uncertainty concerning legal issues affecting your matter.

 

Please note that this will be an estimate only and not a fixed quote. The total costs may exceed the estimate. Where there is a significant change in your matter then as far as possible we will advise the impact of the change on the legal costs.

 

Costs Payable and Recoverable on Litigation Outcome

​

Even if you are successful in proceedings and have a costs order in your favour it is unlikely that you will recover all of the costs you must pay us from another party. If you do have a costs order in your favour, it may still be necessary to seek to enforce such costs order. The possible costs associated with such potential enforcement proceedings are not dealt with in this document.

 

If you lose the litigation, then you will likely have to pay the costs of the other party – either an amount you can both agree on or if no agreement can be reached then an amount of costs assessed by a costs assessor as payable. However, the Court always has a discretion in relation to costs orders.

 

If you are signing on behalf of the client, you confirm that you are authorised to do so. If you sign a Mandate accompanying to this Agreement, then this agreement will be deemed accepted and signed.