Terms of Service

These Terms of Service ("Terms") form a binding agreement between DigiSmart Technology Ltd, a company registered in England and Wales (company no. 13111564) whose registered office is at 20-22 Wenlock Road, London N1 7GU ("DigiSmart", "we", "us") and the law firm or legal practice entering into a subscription for Matterly ("Customer", "you"). By creating an account, starting a trial, or otherwise accessing Matterly, you confirm that you have authority to bind your firm to these Terms. If you do not agree to these Terms, do not use the service.

Matterly is a cloud-based legal practice management platform providing matter and contact management, document handling, time recording and billing, trust accounting tools, intake CRM, and related features made available on your subscribed plan. We may add, change, or retire individual features from time to time, and will give reasonable notice before withdrawing any feature that materially reduces the functionality of your subscribed plan.

Matterly is designed for use by UK law firms, solicitors, and other regulated or unregulated legal services providers, and their authorised staff. Each individual user account is personal to the named user and must not be shared. Your firm is responsible for maintaining accurate user records, promptly deactivating leavers, and keeping login credentials confidential. You must be at least 18 years old and have authority to act on behalf of the firm to create an account.

You agree not to use Matterly to:

• Upload or process data you do not have a lawful right to hold, including data obtained in breach of a third party's rights.
• Attempt to gain unauthorised access to another firm's account, data, or infrastructure, or to circumvent tenant isolation controls.
• Reverse engineer, decompile, or attempt to extract the source code of the platform, except to the extent permitted by law.
• Use the service to transmit malware, conduct security testing without our written permission, or disrupt the platform for other customers.
• Use the service in a manner that breaches applicable law, including data protection, anti-money-laundering, and consumer protection legislation.
• Use Matterly, including its AI features, for any purpose outside the scope of operating your own legal practice.

Matterly is billed per active user, per month, in advance, at the rate applicable to your selected plan — Starter (£39/user/month), Growth (£69/user/month), or Pro (£99/user/month), plus VAT at the prevailing UK rate. Enterprise pricing is agreed separately in writing. Fees are charged automatically to your registered payment method via our third-party payment processor. Except where required by law or expressly stated in an order form, fees are non-refundable. We may change plan pricing with at least 30 days' notice before it takes effect on your next billing cycle; continued use after that date constitutes acceptance of the new pricing.

Certain features are subject to a monthly usage allowance included in your plan, with further use billed separately rather than blocked outright: AI drafting is included up to your plan's monthly allowance (Growth: 50/month; Pro: 200/month), with additional generations on Pro billed at £0.50 each. The AI Phone Assistant and document storage beyond your plan's included allowance are priced as separate add-ons at the rates published on our Pricing page from time to time. We will notify you before usage-based charges are applied to your account, and you can review current usage and add-on rates from your account settings at any time.

Some add-on features, including the AI Phone Assistant and WhatsApp Business messaging, are not available immediately on sign-up. Activating them requires your firm to provide certain information and complete a verification process with our third-party providers, and typically takes a number of business days from when that information is provided. We will let you know what is needed and keep you updated on progress, but we cannot guarantee an activation date where it depends on a third party's own verification timescales.

Plan allowances, including the AI usage allowance, are intended for genuine use by your firm in the ordinary course of its legal practice. If we reasonably believe an account is using the service in a way that is abnormal, disproportionate to genuine business use, or intended to circumvent these Terms or our usage-based pricing, we may investigate, apply charges reflecting actual usage, throttle or suspend access to the affected feature, or suspend the account. Where practicable, we will give you notice and a reasonable opportunity to explain or correct the usage before taking action.

As between you and DigiSmart, your firm owns all client, matter, and business data you input into Matterly ("Customer Data"). We will only access Customer Data to provide the service, diagnose issues at your request, or as required by law. We treat all Customer Data as confidential and will not disclose it to third parties except as described in our Privacy Policy, or as necessary to provide the service through the sub-processors listed there.

Matterly is a tool to support your practice's compliance obligations, including SRA Accounts Rules record-keeping and AML procedures — it does not replace your firm's own professional judgement or regulatory responsibility. Your firm remains solely responsible for compliance with the SRA Standards and Regulations, the SRA Accounts Rules, AML legislation, and all other professional and legal obligations applicable to your practice, regardless of features Matterly provides to assist with that compliance.

We use commercially reasonable efforts to keep the core platform available, and will give advance notice of scheduled maintenance where practicable. Availability may be affected by events outside our reasonable control. Support is provided by email to all plans, with priority response times and a dedicated Customer Success Manager available on the Pro and Enterprise tiers. Specific service levels for Enterprise customers are set out in a separate SLA agreement.

Matterly is provided "as is" and, to the fullest extent permitted by law, we exclude implied warranties of satisfactory quality, fitness for a particular purpose, and non-infringement. Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded by law. Subject to that, our total liability arising out of or in connection with these Terms in any 12-month period is limited to the fees paid by you to us in that period, and we exclude liability for indirect or consequential losses, including loss of profit or business opportunity.

Either party may terminate a subscription at the end of the then-current billing period by giving notice through the account settings or in writing. We may suspend or terminate an account immediately for material breach of these Terms, including non-payment or unlawful use. On termination, you can export the full contents of your firm's account — matters, contacts, documents, time entries, invoices, and ledger records — as a JSON export at any time before, and for 30 days after, the effective date of termination, at no additional charge.

We review and update these Terms from time to time to reflect changes to the service, applicable law, or our business practices. Where we make a material change, we will notify you by email or through the platform at least 14 days before it takes effect; minor or clarifying changes may be made without advance notice. The "last updated" date at the top of this page always reflects the current version, and we encourage you to review it periodically. Your continued use of Matterly after a change takes effect constitutes acceptance of the updated Terms — if you do not agree, you should stop using the service and may terminate your subscription as described in the Termination section above.

These Terms, and any dispute arising out of or in connection with them, are governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction to settle any such dispute, save that we may seek injunctive relief in any jurisdiction where necessary to protect our rights.