CLINICIAN USER TERMS & CONDITIONS
[Insert White Label Platform Name] is a health platform intended to assist patients with the self-management of their health. The Platform is comprised of a patient-facing Patient App and an interconnected clinician-facing Clinical Portal (“Platform”).
1. About these Terms
1.1 You should read these Terms carefully. They apply to your use of our web-based Platform and services.
1.2 In these Terms:
(a) “Organisation name”, “we”, “us” or “our” means Organisation Pty BailSafe and includes our subsidiaries, and their respective directors, and agents.
(b) “User”, “you” or “your” means an employee or contractor who uses the Clinical Portal within the Platform to manage patients (“Clinician”).
(c) “Vendor” means Wellifiy Pty Ltd (ACN: 644 326 125) and includes their subsidiaries, and their respective directors, employees, contractors and agents.
(d) additional definitions are set out in clause 15.
1.3 By registering an account, using or accessing the Platform, you confirm your acceptance of these Terms and agree to the obligations imposed on you under these Terms and, in exchange, we agree to provide you with access to the Platform and Services. If you do not agree to these Terms you must immediately cease accessing and using the Platform and Services.
1.4 We reserve all rights to alter these Terms at our discretion. Each time you use the Platform, it is your responsibility to be aware of our current terms. By continuing to use the Platform following our publishing of changes to these Terms, you will be deemed to have accepted those changes.
1.5 These Terms, as amended by us from time to time, continue to apply for the duration of your use of the Platform and Services or until terminated in accordance with clause 6.
2. Overview of Services
2.1 To use the Services, a User must register for an account, or accept an invitation to access the Services in the case that account registration is established by another User with the organisation. Self-registration or registration by another User must occur in accordance with clause 5.
2.2 If you register for an account as a Clinician and your registration is accepted by us, you will have access to the Services and will be able to:
(a) access and use the Clinical Portal in its most current version;
(b) add Patients to (and remove them from) the Platform;
(c) add Clinicians to (and remove them from) the Platform;
(d) contact Vendor support directly by emailing support@wellifiy.com.
2.3 Access to your Clinician account will continue only for as long as we choose and we may terminate your access at our sole discretion. Access to your clinician account will also cease if we, in our sole discretion, choose to terminate our subscription to the Platform.
2.4 Except in respect of information and data that we are required by law to maintain records for, we reserve the right to delete any information or data associated with your account without your consent and at our sole discretion.
3. General Use of the Platform
3.1 At all times, you must act in the best interest of the Patients that access the Patient App.
3.2 You acknowledge and agree that the Platform is to be used only for non-emergency, non-acute health management. If a Patient is experiencing an acute health situation or other health emergency, you as their healthcare provider will refer the Patient to appropriate acute health services (e.g. emergency department, hospital, etc.) through means outside the Platform.
3.3 You must ensure that your access to, and use of, the Services is not illegal or otherwise prohibited by laws that apply in your jurisdiction.
3.4 In your use of the Services, or Platform you must not advocate, support or practise discrimination based on race, religion, age, national origin, language, gender, sexual orientation, or mental or physical handicap.
3.5 By using the Platform, you consent to our collecting and storing information in accordance with our Privacy Policy.
3.6 Any information on the Platform or otherwise provided to Users is supplied in good faith but we do not guarantee its accuracy or completeness.
3.7 You agree that you have sole responsibility for any activity that occurs on your account. You must not share your login credentials with any unauthorised persons. You must keep your account details and password secure, as you are responsible for any activity on your account (whether undertaken by you or anyone else). You agree to notify us immediately if you become aware of or suspect any security breach or unauthorised use of your password or account.
3.8 The Platform may contain links to other websites. Those links are provided for convenience only and may not be current. Any hyperlinks or banners advertising other websites on the Platform, or external websites that advertise the Platform, are not subject to our control or privacy standards, policies and procedures. We will not be responsible for the content or privacy practices associated with such linked websites and we recommend that you make your own enquiries as to the privacy and other policies of those third parties.
3.9 You must take precautions to ensure that when accessing the Platform or Services, you do not expose your telecommunications or computer systems to viruses, malware or other forms of interference that may damage your telecommunications or computer systems. We are not responsible for any such damage to your telecommunications or computer systems which may arise in connection with your access to the Platform and use of the Services.
3.10 While using the Platform, and any associated Services, you must not:
(a) misuse any part of the Platform by introducing viruses, trojans or other Material that is malicious or technologically harmful;
(b) attempt to gain unauthorised access to any part of the Platform, the server on which the Platform is stored, or any server, computer or database connected to the Platform;
(c) engage in any activity that interferes with or disrupts the Services or the servers and networks that host the Services; or
(d) attempt to circumvent, disable or otherwise interfere with any security-related features of the Services or any features that prevent or restrict the use or copying of any content or enforce limitations on the use of the Services or the content of the Platform.
3.11 We may contact you by email or provide you with information by posting notices on the Platform. It is your responsibility to ensure that you have correct contact details registered with us, that you give us written notice of any changes to your contact details, and that you check your nominated email address regularly for any correspondence.
4. Obligations of Clinicians
4.1 In providing or receiving the health information of a Patient via the Platform, you warrant that you are appropriately qualified at law to do so, have sought all required consents from the Patient to do so and that you have otherwise fully complied with all Privacy Laws and other relevant legislation and regulations applicable to the collection, storage, use and disclosure of health information in addition to our own Privacy Policy.
4.2 You may never ask patients for payment for their use of the Platform and may also never use the Platform to attempt to seek payment, or collect debts for other services, beyond providing patients with a general overview of our organisation’s policies with regards to payments and debt collection procedures.
4.3 You acknowledge that our ability to be able to provide the Platform and the Services to you without delay or interruption is dependent on your full and timely cooperation. You will:
(a) co-operate with and assist us in the supply of the Platform and the Services;
(b) comply with all applicable laws, regulations and industry standards with respect to your activities and obligations under this Agreement;
(c) ensure that your network and systems comply with the relevant specifications and guidelines provided by us from time to time;
(d) notify us immediately if you become aware of or suspect any security breach or unauthorised use of the Platform, including without limitation in respect of your password or account; and
(e) comply with all reasonable directions and guidelines from us as advised from time to time.
4.4 You agree to indemnify us for any liability, costs and expenses (including our reasonable legal costs) which we incur as a result of a breach by you of your privacy obligations. We disclaim any liability whatsoever for information collected or shared outside the Platform.
5. Account registration
5.1 To access certain parts of the Platform and Services, you must register with us by providing us with Registration Data as requested. Alternatively, another User may register you with by providing Registration Data on your behalf. If having been registered by another User you choose to log in to the Clinical Portal, you will be deemed to have accepted the terms and conditions as outlined in this agreement.
5.2 You must be over the age of 18 years to register for and access the Platform as a Clinician.
5.3 We reserve the right to decline your registration request if you do not pass our verification process.
5.4 If you provide Registration Data to us, or accept your registration by another User, you represent and warrant to us that the Registration Data provided is true, complete, accurate and up to date, and you undertake to maintain the accuracy and currency of your Registration Data at all times.
5.5 If you provide us with Registration Data, or accept your registration by another User and access the Platform, you consent to the following:
(a) we may provide your Registration Data to the Vendor where required for the purposes of providing the Services;
(b) you may receive emails, SMS and push notifications, from us and\or the Vendor regarding details of your registration and/or information relating to your access and use of the Services and your account; and
(c) from time to time, we or the Vendor may email you regarding the Platform and Services and services which we believe may be of interest to you, such as new products, new features, and updated information about the Platform and Services. The emails may contain code that enables our database to track your usage of the emails, including whether the email was opened and/or what links (if any) were clicked. We and/or the Vendor may combine that information with other information which we and/or the Vendor have about you and may use that information to improve your site experience and/or provide customised email communications to you.
5.6 You acknowledge that we may use your Registration Data and any other personal information provided to us in accordance with our Privacy Policy.
6. Termination
In addition to our rights under clause 3, we may, at our absolute discretion, terminate these Terms or cease to supply you with access to the Platform and/or the Services, if:
(a) it transpires that you have provided false or misleading information via the Platform;
(b) you breach a material term of these Terms;
(c) you breach a term of these Terms and do not rectify the breach within 5 business days of our notifying you of the breach;
(d) you breach these Terms with regard to confidentiality or privacy;
(e) you are found by us to be offensive or abusive to any other Clinician or Patient;
(f) you breach any relevant law applicable to your use of the Platform or Services.
7. Warranties
7.1 We do not warrant that the use of the Platform will be uninterrupted or error free. Among other things, the operation and availability of the systems used for accessing the Platform, including telephone services, computer networks and the internet, can be unpredictable and may from time to time interfere with or prevent access to the Platform. We are not in any way responsible for any such interference or prevention of your access or use of the Platform.
7.2 You agree to ensure that the information that you supply us or any Patient or other Clinician is complete, current and accurate. You must notify us (and any relevant Patient(s) and/or other Clinician(s)) in writing if there is any change to the information supplied.
7.3 We make no representations, warranties or guarantees as the availability of the Platform or that the Platform and/or the Services are or will be free from viruses, worm, trojan or other malicious code. You are responsible for taking your own precautions in this respect.
7.4 Except as provided in these Terms, no further warranty, condition, undertaking or term, express or implied, statutory or otherwise as to the condition, quality, performance or fitness for purpose of the Services provided in accordance with these Terms is given by us, other than as required by law. All implied warranties are hereby excluded.
7.5 Nothing contained in these Terms excludes, restricts or modifies the application of any condition, warranty or other obligation, the exercise of any right or remedy, or the imposition of any liability under any other national, state or territory legislation where to do so is unlawful.
8. Liability
8.1 To the extent permitted by law, we will not be liable for any loss, expenses, liabilities, costs or damage caused by viruses, system failures or other technologically harmful Material that may infect your computer equipment, programs, data or other Material due to your use of any part of the Platform or downloading of any Material posted on it or on any website linked to it. We recommend Clinicians ensure they have up-to-date virus checking software installed.
8.2 To the extent permitted by law, you acknowledge and agree that your use of the Platform is at your own risk.
8.3 You agree that we will not be liable for any indirect, consequential, special or exemplary losses, expenses or liabilities, or loss of profits, loss of revenue, economic loss, loss of goodwill, corruption or alteration of data, loss of opportunity, expectation loss or loss of production, arising out of, or in connection with, the provision or use of the Services, the Platform or these Terms.
8.4 This clause survives termination or expiry of these Terms.
9. Indemnity
9.1 To the fullest extent permitted by law, you agree that you waive, release, discharge and relinquish any and all claims that you have now or may have against us which are connected with, arise out of, relate to or are incidental to the provision of the Platform and your use of the Services.
9.2 You indemnify us, and hold us harmless, from and against any and all claims, loss, damage, taxes, liabilities and/or expenses that may be incurred by us arising out of, or in connection with, your use of the Platform, the Services and any breach by you of these Terms.
9.3 You agree and acknowledge that we will not be liable or responsible for any loss or damage suffered by any Patient due to your actions, and you indemnify us from and against any and all claims by any Patient in relation to your actions (including health advice, treatments, or other information shared by you).
9.4 This clause survives termination or expiry of these Terms.
10. Intellectual Property
10.1 You acknowledge that all Intellectual Property Rights in the Services and Platform are the property of us (or our licensors) or the Vendor (or the Vendor’s licensors) and your use of, and access to, the Services and Platform does not give you any rights, title or interest in or to the Services or Platform. Unless expressly authorised either under these Terms or otherwise by the licensors, you may not reproduce, adapt, modify, display, perform or distribute the Services or Platform or any part of them.
10.2 You may not modify or copy the layout or appearance of the Services or any computer software or code contained in the Services, nor may you decompile or disassemble, reverse engineer or otherwise attempt to discover or access any source code related to the Services.
10.3 You must not in any form or by any means reproduce, modify, distribute, store, transmit, publish, use or display the Services or Platform on another website or commercialise any information obtained from any part of the Services or Platform without our prior written consent.
10.4 By uploading, posting, transmitting or otherwise making available any Material via the Services or Platform (other than Material which includes Patient health information), you represent and warrant that you either own the Intellectual Property Rights in that Material or have the necessary permission to upload, post, transmit or otherwise make available that Material via the Services or Platform.
11. Confidential Information and Privacy
11.1 You agree not to use or disclose confidential information received or disclosed to you via the Platform, save for such use or disclosure necessary and required to perform your obligations under these Terms. Disclosure will be, in any event, only made to those to whom it is necessary to do so and who are directly involved in performing your obligations.
11.2 You must, in connection with your use of the Platform;
(a) ensure that you are aware of your obligations under all applicable Privacy Laws;
(b) ensure that you are aware of your obligations under our Privacy Policy;
(c) at all times comply with your obligations under applicable Privacy Laws and our Privacy Policy; and
(d) take reasonable steps to assist us to comply with our obligations under applicable Privacy Laws and our Privacy Policy as may be notified to you from time to time.
11.3 We are committed to protecting your privacy and personal information, and the privacy and personal information of patients. Further details about our practices relating to the collection, use, disclosure and storage of information can be found in our Privacy Policy.
12. Unavoidable Events
We will not be liable to you if the Services due to acts, events, omissions or accidents beyond our reasonable control (“Unavoidable Events”) become unavailable to you for a period of time.
Dispute resolution
12.1 If you have a complaint about the performance of these Terms or the Services, you will contact us at [Insert Email Address] in the first instance and allow us reasonable time to consider your complaint, determine a possible solution and notify you of the solution.
12.2 The parties must, before resorting to court proceedings (except for interlocutory or interim relief), initially refer any dispute under or relating to these Terms to a nominated representative of each party to endeavour to resolve the dispute within 20 days. If the dispute is not resolved within 20 days, then either party may, in its absolute discretion, initiate court proceedings.
12.3 This clause survives the expiry or termination of these Terms.
13. Linking to the Platform
13.1 You may link to the Platform, provided that you do so in a way that is fair and legal and does not damage, or take advantage of, our reputation. You must not establish a link in a way that suggests any form of association, approval or endorsement by us where none exists.
13.2 You must not establish a link to the Platform from any website that is not owned by you (except with the website owner’s express permission).
13.3 The Platform must not be framed on any other website.
13.4 We reserve the right to withdraw linking permission under this clause 16 by updating these Terms on the Platform.
14. General
14.1 Any provision of these Terms that is found to be void or unenforceable will, to the extent that it is void or unenforceable, be severed from these Terms without affecting the enforceability or validity of any other provisions.
14.2 A party’s failure or delay to exercise a power or right does not operate as a waiver of that power or right. The exercise of a power or right does not preclude its future exercise or the exercise of any other power or right.
14.3 These Terms are governed by the laws of [INSERT JURISDICTION HERE, e.g. Victoria, Australia]. The parties unconditionally submit to the exclusive jurisdiction of the courts exercising jurisdiction there.
15. Definitions
15.1 In these Terms, the following expressions have the following meanings, unless otherwise stated:
“Clinical Portal” means the website located at [Insert Website Link];
“Intellectual Property Rights” means all present and future intellectual and industrial property rights throughout the world of whatever nature (whether or not registered or registrable), including, but not limited to, all rights in respect of technical information, know-how, copyright, trade marks, designs, patents, domain names, business names, logos, drawings, trade secrets, the right to have confidential information kept confidential or other proprietary rights, or any rights to registration of such rights;
“Material” means any information, data, source codes, drawings, content, text or images in any form (whether visible or not), audio recordings, video recordings, lists, sound, video, links, layout, look and feel, control features and interfaces contained on the Platform, or otherwise displayed, uploaded or published on, or via, the Platform, except for the health or other sensitive information of any Patient;
“Patient” means an individual provided with access to the Patient App by a Clinician;
“Patient App” means the mobile app for Patients who use the Platform;
“Platform” means the white labelled version of the Wellifiy web-based platform, including Patient App and Clinical Portal, located at [Insert Web Link] or any other website nominated by us from time to time and any associated services, software, networks or processes;
“Privacy Policy” means our privacy policy, available at: [Insert Web Link]
“Privacy Laws” means the Privacy Act 1988 (Cth), the General Data Protection Regulation (EU 2016/679) and any comparable laws in other jurisdictions (as applicable);
“Registration Data” means information provided by you to us for the purposes of your registration to access certain sections of the Platform including, but not limited your personal name, nominated contact details, phone number, and email address;
“Services” refers to the Platform and any associated services we provide pursuant to these Terms;
“Terms” means these Terms and Conditions which govern your use of the Platform; and