Term and service

Introduction

The platform provides businesses with the service of allowing potential users or residences of Aged Care Facilities

Definitions

The following terms are used regularly throughout these Terms of Service and have a particular meaning:

  1. ABN means Australian Business Number.
  2. ACN means Australian Company Number.
  3. The agreement means the agreement formed between the Users and the Company under, and on the terms of, this Terms of Service.
  4. Provider Means a facility or service provider that is providing care or services to Residents
  5. Business Day means a day (other than a Saturday, Sunday or public holiday) on which banks are open for general banking business in Sydney, Australia.
  6. Company means Aged Care Australia 36 551 907 430.
  7. Confidential Information means any written or verbal information that:
    1. Is about each party’s business or affairs;
    2. Is about the conduct of each party under this Agreement and the during the term of this Agreement;
    3. A party informs the other party that it considers it confidential and/or proprietary;
    4. A party would reasonably consider to be confidential in the circumstances; and
    5. Is personal information within the meaning of the Privacy Act.
  8. but does not include information that a party can establish:
    1. Was in the public domain at the time it was given to that party;
    2. Became part of the public domain, without that party’s involvement in any way, after being given to the party;
    3. Was in party's possession when it was given to the party, without having been acquired (directly or indirectly) from the disclosing party; or
    4. Was received from another person who had the unrestricted legal right to disclose that information free from any confidentiality obligation.
  9. Corporations Act means the Corporations Act 2001 (Cth).
  10. GST has the meaning given by the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
  11. Intellectual Property means all copyright, patents, inventions, trade secrets, know-how, product formulations, designs, circuit layouts, databases, registered or unregistered trademarks, brand names, business names, domain names and other forms of intellectual property;
  12. Aged Care Australia means:
    1. Aged Care Australia digital platform accessible from

      https://www.agedcareaus.com.au/

  13. Provider A parent provider of a service
  14. Platform means Aged Care Aus.
  15. Privacy Act means the Privacy Act 1989 (Cth).
  16. Privacy Policy means the Company’s privacy policy as updated from time-to-time, which can be found at

    https://www.agedcareaus.com.au/privacys.

  17. User means any Customer or Business that uses Aged Care Australia.
  18. Recipient Created Tax Invoice has the same meaning as in A New Tax System (Goods and Services Tax) Act 1999 (Cth).
  19. Service/Goods means the businesses regular trading activities and offerings

Using Aged Care Australia

1. General

  1. To use Aged Care Australia, the User must access the site via the internet.
  2. Providers, facilities and services that use the platform to promote their services are solely responsible for their information.
  3. The User acknowledges that the information is provided as accurately as possible but it is up to them to confirm this information with the service provider or facility as to its current accuracy.

2. Features

  1. Aged Care Australia enables Users to:
    1. Search and find providers;
    2. Contact providers;
    3. Leave a rating for the provider; and
    4. Manage their Aged Care Australia account (including their articles).
  2. K

Relationship

  1. The parties agree that the Business is an independent company to the Platform. Each Customer and Business is responsible to each other with respect to each Tab on the Platform. The parties acknowledge and agree that:
    1. The Platform is not in Partnership or a subcontractor of the Company, and the Platform does not provide any services or products to the Customers on behalf of the Businesses;
    2. The Platform is not responsible for dispute resolution between Users.
    3. The Platform is only the Business’s agent for the purpose of providing the purchase of the Tab and receiving payments from the Customer; and
    4. The Business is not an agent of the Customer.

General conditions

1. Licence

  1. By accepting the terms and conditions of this Agreement, the User is granted a limited, non-exclusive and revocable licence to access and use Aged Care Australia for the duration of this Agreement, in accordance with the terms and conditions of this Agreement.
  2. The Platform may issue the licence to the User on the further terms or limitations (including the number of users or volume of use or transactions) as it sees fit.
  3. The Company may revoke or suspend the User’s licence(s) in its absolute discretion for any reason that it sees fit, including for breach of the terms and conditions in this Agreement by the User.

2. Modification of Terms

  1. The terms of this Agreement may be updated by the Platform from time-to-time.
  2. Where the Platform modifies the terms, it will provide the User with written notice, and the User will be required to accept the modified terms in order to continue using Aged Care Australia.

4. Support

  1. The Company provides user support for Aged Care Australia via the contact form.
  2. The Company shall endeavour to respond to all support requests within 2 Business Days.

5. Use & Availability

  1. The User agrees that it shall only use Aged Care Australia for legal purposes and shall not use it to engage any conduct that is unlawful, immoral, threatening, abusive or in a way that is deemed unreasonable by the Platform in its discretion.
  2. The User is solely responsible for the security of its username and password for access to Aged Care Australia. The User shall notify the Company as soon as it becomes aware of any unauthorised access of its Aged Care Australia account.
  3. The User agrees that the Platform shall provide access to Aged Care Australia to the best of its abilities, however:
    1. Access to Aged Care Australia may be prevented by issues outside of its control; and
    2. it accepts no responsibility for ongoing access to Aged Care Australia.

6. Privacy

  1. The Company maintains the Privacy Policy in compliance with the provisions of the Privacy Act for data that it collects about the Business and its customers.
  2. The Privacy Policy does not apply to how a Service Provider handles personal information. If necessary under the Privacy Act, it is the Service Provider’s responsibility to meet the obligations of the Privacy Act by implementing a privacy policy in accordance with law.
  3. Aged Care Australia may use cookies (a small electronic tracking code) to improve a User’s experience while browsing, while also sending browsing information back to the Platform. The User may manage how it handles cookies in its own browser settings.

8. Disclaimer of Third Party Services & Information

  1. Security. The Company takes the security of Aged Care Australia and the privacy of its Users very seriously. The Customer/Business agrees that the Customer/Business shall not do anything to prejudice the security or privacy of the Platform’s systems or the information on them.
  2. Transmission. The Platform shall do all things reasonable to ensure that the transmission of data occurs according to accepted industry standards. It is up to the Customer to ensure that any transmission standards meet the Customer’s operating and legal requirements.
  3. Storage. Data that is stored by the Platform shall be stored according to accepted industry standards.
  4. Backup. The Platform shall perform backups of its entire systems in as reasonable manner at such times and intervals as is reasonable for its business purposes. The Platform does not warrant that it is able to backup or recover specific Client Data from any period of time unless so stated in writing by the Company.

Intellectual Property

Trademarks. Platform has moral & registered rights in its trade marks and the User shall not copy, alter, use or otherwise deal in the trademarks without the prior written consent of the Platform.Proprietary Information. The Platform may use software and other proprietary systems and Intellectual Property for which the Platform has appropriate authority to use, and the User agrees that such is protected by copyright, trademarks, patents, proprietary rights and other laws, both domestically and internationally. The User warrants that it shall not infringe on any third-party rights through the use of Aged Care Australia.The Aged Care Australia Web Application. The User agrees and accepts that Aged Care Australia is the Intellectual Property of the Platform and the User further warrants that by using Aged Care Australia the User will not:
  1. Copy Aged Care Australia or the services that it provides for the User’s own commercial purposes; and
  2. Directly or indirectly copy, recreate, decompile, reverse engineer or otherwise obtain, modify or use any source or object code, architecture, algorithms contained in Aged Care Australia or any documentation associated with it.
Content. All content submitted to the Platform, whether via Aged Care Australia or directly by other means, becomes and remains the Intellectual Property of the Company, including (without limitation) any source code, analytics, insights, ideas, enhancements, feature requests, suggestions or other information provided by the User or any other party with respect to Aged Care Australia.

9. Liability & Indemnity

  1. The User agrees that it uses Aged Care Australia at its own risk.
  2. The User acknowledges that the Platform is not responsible for the conduct or activities of any User and that the Platform is not liable for any damages that arise under any circumstances.
  3. The User agrees to indemnify the Company for any loss, damage, cost or expense that the Company may suffer or incur as a result of or in connection with the User’s use of or conduct in connection with Aged Care Australia, including any breach by the User of these Terms.
  4. In no circumstances will the Company be liable for any direct, incidental, consequential or indirect damages, personal injury, death, damage to property, loss of property, loss or corruption of data, loss of profits, goodwill, bargain or opportunity, loss of anticipated savings or any other similar or analogous loss resulting from the User’s access to, or use of, or inability to use Aged Care Australia, whether based on warranty, contract, tort, negligence, in equity or any other legal theory, and whether or not the Company knew or should have known of the possibility of such damage, loss, personal injury or death, or business interruption of any type, whether in tort, contract or otherwise.
  5. Certain rights and remedies may be available under the Competition and Consumer Act 2010 (Cth) or similar legislation of other States or Territories and may not be permitted to be excluded, restricted or modified. Apart from those that cannot be excluded, the Company and the Company’s related entities exclude all conditions and warranties that may be implied by law. To the extent permitted by law, the Company’s liability for breach of any implied warranty or condition that cannot be excluded is restricted, at the Company’s option to:
    1. The re-supply of services or payment of the cost of re-supply of services; or
    2. The replacement or repair of goods or payment of the cost of replacement or repair.

10. Termination

  1. Either party may terminate this Agreement by giving the other party written notice.
  2. Termination of this agreement is without prejudice to and does not affect the accrued rights or remedies of any of the parties arising in any way out of this agreement up to the date of expiry or termination.
  3. Termination does not affect any of the rights accrued by a party prior to termination, and the rights and obligations under clauses 6.8, 6.11 and 6.12 survive termination of this Agreement.

11. Dispute Resolution

  1. If any dispute arises between the parties in connection with this Agreement (Dispute), then either party may notify the other of the Dispute with a notice (Dispute Notice) which:
    1. Includes or is accompanied by full and detailed particulars of the Dispute; and
    2. Is delivered within 10 Business Days of the circumstances giving rise to the Dispute first occurring.
  2. Within 10 Business Days after a Dispute Notice is given, a representative (with the authority to resolve the dispute) parties must meet (virtually or otherwise) and seek to resolve the Dispute.
  3. Subject to clause 11.1, a party must not bring court proceedings in respect of any Dispute unless it first complies with the requirements of the dispute resolution mechanism outlined in this clause.
  4. Nothing in this clause prevents either party from instituting court proceedings to seek urgent injunctive, interlocutory or declaratory relief in respect of a Dispute.
  5. Despite the existence of a Dispute, the parties must continue to perform their respective obligations under this document and any related agreements.

12. Electronic Communication, Amendment & Assignment

  1. The words in this clause that are defined in the Electronic Transactions Act 1999 (Cth) have the same meaning.
  2. The User can direct notices, enquiries, complaints and so forth to the Company as set out in this Agreement. The Company will notify the User of a change of details from time-to-time.
  3. The Company will send the User notices and other correspondence to the details that the User submits to the Company, or that the User notifies the Company of from time-to-time. It is the User’s responsibility to update its contact details as they change.
  4. A consent, notice or communication under this Agreement is effective if it is sent as an electronic communication unless required to be physically delivered under law.
  5. Notices must be sent to the parties’ most recent known contact details.
  6. The User may not assign or otherwise create an interest in this Agreement.
  7. The Company may assign or otherwise create an interest in its rights under this Agreement by giving written notice to the User.

13. General

  1. Special Conditions. The parties may agree to any Special Conditions to this Agreement in writing.
  2. Prevalence. To the extent this Agreement is in conflict with, or inconsistent with, the terms of any other Agreement, or any Special Conditions made under this Agreement, as relevant, the terms of those other agreements or Special Conditions shall prevail.
  3. Disclaimer. Each party acknowledges that it has not relied on any representation, warranty or statement made by any other party, other than as set out in this Agreement.
  4. Relationship. The relationship of the parties to this Agreement does not form a joint venture or partnership.
  5. Waiver. No clause of this Agreement will be deemed waived and no breach excused unless such waiver or consent is provided in writing.
  6. Further Assurances. Each party must do anything necessary (including executing agreements and documents) to give full effect to this Agreement and the transaction facilitated by it.
  7. Governing Law. This Agreement is governed by the laws of New South Wales, Australia. Each of the parties hereby submits to the non-exclusive jurisdiction of courts with jurisdiction there.
  8. Severability. Any clause of this Agreement, which is invalid or unenforceable, is ineffective to the extent of the invalidity or unenforceability without affecting the remaining clauses of this Agreement.