Terms Of Service
Appointuit Pty Ltd ACN 153 559 016 (Appointuit) is the owner and operator of the Application and Website and provides access to End Users on the terms and conditions contained in this End User Licence Agreement (EULA).
The terms and conditions contained herein are an offer by Appointuit to End Users which can be accepted by signing the direct debit request form or by signing up on our http://appointuit.com website.
End Users would like to use the Application accessed on the Website and via smart Devices to record information necessary to make an appointment with a Doctor at a Practice and agrees to the terms and conditions contained herein.
1. Definitions and interpretation
1.1 Defined terms
Agreement means this End User Licence Agreement and vice versa.
Application means the Appointuit Connector and the Appointuit Cloud Services software developed by Appointuit which End Users (both Patients and Practices) download and integrate on their respective Devices and Practice Management Systems.
Cloud Services means the practice of using a network of remote servers hosted on the Internet to store, manage, and process data.
Content means text, data, speech, music or other sounds, visual images (animated or otherwise) in any form, or in any combination of forms including the availability of booking times, as defined in Schedule 7 of Broadcasting Services Act 1992 (Cth).
Device means a smartphone or tablet, including an iPhone, Android phone or other on which the Application can be accessed by End Users.
Documentation means any user manual, guides, explanatory notes or memoranda that may or may not be supplied with the Application provided to Practices as updated from time to time.
End User means either a Patient who books an appointment with a Practice using the Application, or a Practice who installs the Application with the intention of using it in accordance with Appointuit’s Intended Purpose.
Intellectual Property (IP) means all industrial and intellectual property rights including, without limitation, patents, copyrights, right to extract information from databases, design rights, trade secrets, rights of confidence, and all forms of protection of a similar nature or having similar effect to any of them which may subsist anywhere in the world (whether or not any of them are registered and including applications and the right to make applications for registration of any of them).
Intended Purpose means the purpose of making or accepting bookings for medical appointments via smart Devices which access appointment times of health professionals at medical Practices.
Patient means the person seeking to utilise the Application or Website for the purpose of booking an appointment, or the individual representing the Patient, such as a parent, guardian or carer.
Party means a party that has agreed to be bound by the terms and conditions contained in this End User Licence Agreement.
Practice means an Australian medical practice which is a Party to this EULA that has installed the Application in accordance with Appointuit’s Documentation.
Practice Management System means the appointment scheduling system utilised by the Practice for the purpose of allotting appropriately timed appointments for Patients.
Renewal Date means the date Appointuit and the Practice agree on to renew the terms and conditions contained in this Agreement.
Sensitive Information means the health information about an individual as defined in the Privacy Act 1988 (Cth).
Subscription Fee means the amount of money paid by a Practice in exchange for the right to use the Application for the Term of the selected plan.
Term means the duration of the subscription to which the Practice agrees to pay for access to the Application agreed.
Upgrades means any modifications, new or revised versions of the source code that the Application requires to operate more efficiently or effectively as determined by Appointuit at its sole discretion.
Website means the Application operated under licence from Appointuit located at the URL www.appointuit.com which the End User obtains a right to use.
Works means the source code embedded in the software that contains all algorithms, source code, and system logic relating to the Application that is subject to this End User Licence which Appointuit operates.
(a) one (1) gender includes the others;
(b) the singular includes the plural and the plural includes the singular;
(c) a person includes a body corporate;
(d) a Party includes the Party’s executors, administrators, successors and permitted assigns;
(e) to an amount of money, to $, $A or dollar is a reference to the currency of Australia;
(f) a statute, regulation or provision of a statute or regulation (a Statutory Provision) includes:
(i) that Statutory Provision as amended or re-enacted from time to time; and
(ii) a statute, regulation or provision enacted in replacement of that Statutory Provision.
(g) including and similar expressions are not words of limitation.
(h) where a word or expression is given a particular meaning, other parts of speech and grammatical forms of that word or expression have a corresponding meaning.
(i) headings and the table of Contents are for convenience only and do not form part of this Agreement or affect its interpretation.
(j) a provision of this Agreement must not be construed to the disadvantage of a Party merely because that Party was responsible for the preparation of this Agreement or the inclusion of the provision in it.
2. Terms and conditions specific to Patients
The terms and conditions contained in this clause apply to Patients who utilise the Application for its Intended Purpose.
2.1 Grant of Licence
Patients agree that:
(a) the Application is to be used to transmit Content about them to Practices to the extent necessary to book an appropriately timed appointment with the doctor or medical practitioner.
(b) each Practice must maintain a current subscription to use the Application;
(c) the Content which is uploaded to the Application is confidential between the Parties to the extent that it must not be disclosed to any third party without consent.
2.2 Right to retain information transmitted
(a) End Users that make a booking with a Practice via the Application or Website grant the respective Practice an irrevocable, perpetual licence to use the Content pursuant to the terms and conditions contained herein.
(b) Appointuit does not keep Sensitive Information on Patients and takes reasonable steps to remove information that it does not need for the purpose of its business.
2.3 Booking cancellation fee
The Patient, upon cancellation of a proposed booking, agrees to the cancellation policy of the respective Practice. This policy will be made available to Patients via the Practice website or upon request from the Practice.
The Practice and Appointuit will only acquire such information as is necessary to accurately make an appointment with the chosen medical practitioner. Other than for the purposes contained herein, no information will be disseminated without the Patient’s express written authority.
2.5 Specific prohibitions on use
Practices agree that they must not:
(a) use the Application for any purpose or in any manner other than as set out in clause 3.1
(b) use the Application in any way that could damage the reputation of Appointuit or the goodwill or other rights enjoyed by Appointuit;
(c) permit any third Party to obtain access to the Application;
(d) de-compile, disassemble, decrypt, or otherwise reverse engineer the Application or permit any third Party to do so.
3. Use of Account and termination
End Users agree to keep any passwords provided by Appointuit confidential. Users are expressly prohibited from sharing their username and password with third parties and must take all reasonable steps to keep their passwords secure.
(a) Appointuit reserves the right to limit, cancel, suspend or terminate an End User’s Account by providing seven (7) days notice to the End User and without providing a reason if Appointuit believes the End User is breaching any of the material terms of this Agreement.
(b) End Users agree not to hold Appointuit liable for claims, demands or damages (including actual and consequential) of any kind for the closing and End User’s account for breach of these terms and conditions.
(a) Appointuit retains all right, title and interest in and to all Intellectual Property in the in the Application.
(b) End Users acknowledge that they do not acquire any Intellectual Property Rights, either express or implied, in the Application and the Documentation beyond the terms contained in this End User Licence Agreement.
3.4 Changes to EULA
Appointuit may notify the terms and conditions upon reasonable notice to End Users. Any modification to these terms and conditions must be accepted by End Users.
(a) To the fullest extent permissible by law, the Application is provided to the End User without any representations or warranties. End Users agree to use them at their sole risk.
(b) Nothing in this Agreement excludes, restricts or modifies any right or remedy, or any guarantee, warranty or other term or condition implied or imposed by legislation which cannot be lawfully excluded or limited. Such legislation includes the Australian Consumer Law which contains guarantees that protect the purchasers of goods or services in certain circumstances, each a Non-Excludable Provision.
(c) Subject to the Appointuit’s obligations under the non-excludable provisions, and to the fullest extent permissible by law, Appointuit expressly disclaims all warranties of any kind with respect to the Application, whether express, implied, statutory, or arising out of the course of performance, course of dealing or usage of trade including any warranties or merchantability, fitness for a particular purpose, satisfactory quality, accuracy, title of non-infringement.
Subject to Appointuit’s compliance with the non-excludable provisions and to the fullest extent permissible by law, Appointuit is not liable (whether in Contract or Tort) for anything the End User does to a third party as a result of using the Application:
(a) for any inability to use any third party equipment or access to data;
(b) for loss or corruption of data regardless of whether the loss is direct or indirectly caused by use of the Application.
(c) for any indirect, incidental, punitive, special, or consequential loss or damage whatsoever, in each case, arising out of the use or inability to use the Application or Documentation, even if Appointuit has been advised of the possibility of such damages or if such damages are foreseeable. Subject to the obligations of Licensor under the Non-excludable Provisions and to the fullest extent permissible by law, in no event will Licensor's liability for all damages exceed the amounts actually paid by End Users to Appointuit for the use of the Application.
(d) To the fullest extent permitted by law, the liability of Appointuit for a breach of a Non-Excludable Condition is limited to:
(i) in the case of the provision of services:
- the supplying of the services again; or
- payment of the cost of an equivalent Subscription.
(e) Notwithstanding this clause 5.2 or anything else contained in this Agreement, neither party's liability for death or personal injury resulting from its own negligence shall be limited.
End Users indemnify, defend and hold harmless Appointuit in respect of all actions, claims, proceedings, demands, liabilities, losses, damages, expenses and costs (including legal fees on a full indemnity basis), in connection with any of the following:
(a) any breach of this Agreement;
(b) End Users negligent acts or omissions; or
(c) use of the Application, including any third party claims made in connection with, or arising out of, End Users use of the Application and the Content provided by other End Users.
(a) Appointuit can terminate this Agreement without notice if:
(i) the End User commits a breach of any of the material terms and conditions of this Agreement; or
(ii) the Practice’s subscription expires and a request for payment is not met after fourteen (14) days of making such request.
The Practice is deemed to terminate this Agreement if they fail to maintain the currency of their subscription.
5.3 Termination by Patient
The Patient is deemed to terminate this Agreement if they delete the Application and all associated Connectors.
5.4 Actions of End Users upon termination
Upon termination, the End User must destroy all copies of the Application, unless they are required by law not to. All Content sent to the Practice from Patients is to be dealt with by the Practice at its sole discretion.
Appointuit may assign this Agreement by notifying the End User of the Assignment. The Practice cannot assign the terms and conditions contained in this Agreement without the express consent of Appointuit.
This Agreement contains the entire agreement between the Parties in connection with its subject matter and supersedes all previous agreements or understandings between the Parties.
6.3 Governing law and jurisdiction
This Agreement is governed by the law applicable in the State of Queensland, Australia. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the Courts of Queensland, Australia.
Part or all of a provision of this Agreement that is illegal or unenforceable may be severed from this Agreement and the remaining parts of the provision or provisions of this Agreement continue in force.
The following clauses survive termination of this Agreement clause 3.3, 4, 6.3, 6.5 survive termination of this Agreement.