Global Health is the sole and exclusive owner of the Software and upon execution of this Agreement (or use of the Software) and payment of the Licence Fee, Global Health hereby grants and the Customer hereby accepts a non-exclusive, non-transferable licence to use the Software, upon the terms and conditions contained in this Agreement.
The Customer is licensed to use the Software until the Licence Expiry Date which can be extended by payment of the Annual Licence Fee. The licence granted pursuant to this Agreement limits use of the Software to the number of users/transactions specified at the Site. The Customer agrees and consents to Global Health’s right to enter the Site and all other sites under the Customer’s control without prior notice at any time during business hours to verify compliance with this Agreement if Global Health in its absolute discretion believes that the Customer is in breach of any term or condition of the licence. The Customer further agrees that such entry will be legal and that no claim for trespass or unlawful entry will lie against Global Health whether or not any breach of the licence is discovered. If breach of any term or condition of the licence is discovered, in addition to its legal rights, Global Health may at its absolute discretion impose an additional fee on the Customer and the Customer agrees to pay such fee in accordance with the terms of this Agreement.
The Licence Fee does not include any taxes including goods and services tax (“GST”), duties, fees or other Government charges which are imposed currently or may be imposed in the future in respect of the Software or its use, which amounts shall, if applicable, be payable by the Customer. Risk of loss or damage passes to the Customer on delivery to the Site.
If GST is imposed on any supply made under this Agreement, the Customer must pay to Global Health an amount equal to the GST payable on the taxable supply. Such amount must be paid in addition to and at the same time as payment for the taxable supply is required to be made under this Agreement. Global Health will provide the Customer with a valid tax invoice at or before the time of payment.
The Customer will make payment to Global Health within fourteen (14) days of receipt of each of the Global Health invoices. If payment of any fee owing to Global Health is not made within 14 days of receipt of the invoice, Global Health may charge the Customer interest at the rate of 2 per cent above the Australian Merchant Bankers’ Prime Rate for 90 day prime commercial bills from the due date until the payment is made provided that the amount due is not in dispute.
The Software may only be used by the Customer on the Computer Equipment at the Site and for the Number of Users/transactions specified above. The Customer will only use the Software in accordance with the normal operating procedures notified to it by Global Health and in accordance with the Operating Manuals. The Customer may make one copy of the Software for the purposes of backup and security. The Customer will ensure that the copy bears a notice of Global Health’s ownership of copyright and a notice that the software contains information confidential to Global Health. Otherwise, the Customer will not copy, reproduce, translate, adapt, modify, alter, merge, reverse assemble, or reverse compile all or any part of the Software, without the prior written consent of Global Health.
The Customer shall at all times supervise and control use of the Software in accordance with the terms of this Agreement.
The Customer shall not provide or otherwise make available the Software in whole or in part (including but not limited to program listings, object and source program listings, object code and source code), in any form to any person other than the Customer’s employees without the written consent of Global Health.
The Customer will ensure the Software is protected at all times from access, use, misuse, damage or destruction by unauthorised persons.
INTELLECTUAL PROPERTY RIGHTS
The Customer acknowledges that any and all of the trademarks, trade names, copyrights, patents and other intellectual property rights used or embodied in or in connection with the Software shall be and remain the sole property of Global Health. The Customer shall not, during or at any time after the expiry or termination of this Agreement, in any way question or dispute the ownership of Global Health or of any such rights.
Global Health will indemnify the Customer against liability in proceedings brought by a third party against the Customer for infringement of Australian copyright, patents, trade marks or other property rights in the Software, provided that the Customer has not done, permitted or suffered to be done anything which may have been or become an infringement of any such rights and the Customer has exercised a reasonable standard of care in protecting such rights, and provided further that :
I. The Customer immediately notifies Global Health of any alleged infringement;
II. Global Health has the option to conduct the defence of the claim; and
III. Global Health is permitted to do such things as are necessary, including modifying, amending or replacing the Software, to procure for the Customer the right to use the Software.
SOFTWARE LICENCE WARRANTIES AND LIMITATION OF LIABILITY
Global Health warrants that it has the right and authority to grant this Software Licence to the Customer.
Global Health warrants that the Software is in accordance with the specifications stated in the Operating Manuals. Global Health does not warrant that the Software is free of error or that it will perform any function not designated in the Operating Manuals.
Except as expressly provided in this Agreement, all terms, conditions, warranties, inducements or representations, whether express or implied, relating to this Agreement are excluded. Global Health will not be under any liability to the Customer in respect of any loss or damage, including consequential loss or damage, incurred directly or indirectly in respect of the Software and/or the provision of the Maintenance and Enhancement Services. The Customer will not be under any liability to Global Health in respect of any loss or damage, including consequential loss or damage, incurred in respect of the Software other than payment of the Initial Licence Fee and Annual Licence Fee.
Where any Act of Parliament implies any term, condition or warranty into this Agreement, such term, condition or warranty shall be deemed to be included in this Agreement. The liability of Global Health for any breach of a term, condition or warranty in this Agreement is limited to Global Health’s choice of any one or more of the following:
A. Replacement of the Software or re-supply of equivalent goods;
B. Repair of the Software;
C. Payment of the cost of replacement of the Software or equivalent goods;
D. Payment of the cost of repair of the Software.
The Customer warrants that it has not relied upon any representation made by Global Health, which has not been stated expressly in this Agreement, or upon any descriptions or illustrations or specifications contained in any document produced by Global Health, other than the Operating Manuals.
ANNUAL LICENCE FEE – SERVICES INCLUDED
In consideration of the payment by the Customer of the Annual Licence Fee, Global Health agrees to provide the following services until the Licence Expiry Date:
1. Extended Warranty Service
If the Customer notifies Global Health in writing of program malfunctions or defects, Global Health shall provide fixes or workarounds to remedy the program malfunction or defect.
Resolution of defects which do not impact on the fundamental operability of the Software may, at the option of Global Health, be scheduled by Global Health for release in future versions.
2. Right to Updated Versions
Global Health will release updated versions of the Software from time to time to provide enhancements to meet customer demands and advances in information technology. Enhancements are based upon feedback from customers, legislative/regulatory changes and market trends.
3. 100% Trade-in of Purchase Price
Global Health will provide a credit to the customer of the full purchase price of any Software acquired from Global Health if the customer elects to upgrade this product. For example, this may be:
(i) upgrading a licence from 4 users to 8 users.
(ii) an operating system platform change (eg. Microsoft NT to UNIX etc.) subject to certified product availability from Global Health.
The Customer agrees that Global Health is entitled to withhold the provision of all and any services to the Customer if the Customer fails to make any payment under this Agreement.
ANNUAL LICENCE FEE – SERVICE EXCLUSIONS
The following is not covered by the Annual Licence Fee and will be charged and invoiced to the Customer on Global Health standard rates and terms:
1. Professional services for performing work related to items such as on-site service, support, installation, training, correction of corrupt data not caused by an Software defect or malfunction (eg. errors due to hardware/operating system problems, operator keying errors or misuse), reloading, configuring or tuning of the database application;
2. Out of pocket expenses for items such as ISD or IDD charges, travel, accommodation, processing, handling, shipping and media charges, which shall be charged to the Customer at cost.
ANNUAL LICENCE FEE – WARRANTY LIMITATION
Any warranty given by Global Health in this Agreement is subject to the Customer using the Software strictly in accordance with the terms of this Agreement and maintaining a current version of the Software (and associated operating environment). A current version of the Software (and associated operating environment) for the purpose of this clause means a version of the Software (and associated operating environment) which is in general commercial use and has been released within the previous 18 months or is the latest release.
ANNUAL LICENCE FEE
Prior to the Licence Expiry Date, Global Health may issue the Customer with an invoice for the renewal of this Agreement. The fee for renewal of this Agreement will be the prevailing Annual Licence Fee for the Software. Global Health may, in its absolute discretion, increase the Annual Licence Fee annually by the Australian Bureau of Statistics Health sector Consumer Price Index for the preceding 12 months. If the Customer continues to use the Software past the licence expiry date, the Customer agrees that this Agreement is renewed for 12 months on the same terms and conditions except for any fee variation(s).
OWNERSHIP OF INNOVATION
The Customer acknowledges any discoveries, inventions, patents, designs or other rights arising out of the performance of the Agreement are the property of Global Health.
If a party is in breach of this Agreement or any other agreement between the parties, the other party may give the party in breach a notice requiring it to remedy the breach. If the breach is not remedied within 60 days of receipt of that notice, the party giving notice may terminate this Agreement and all other agreements between the parties.
In addition, this Agreement may be terminated at any time and without cause, by either party by the giving of not less than three (3) months’ notice in writing to the other party of the proposed termination.
On termination, the Customer shall pay to Global Health all costs and expenses, including legal and other fees incurred including:
1. any arrears of the Licence Fee, incurred in respect of the Software or this Agreement;
2. any licence or other fees and costs in respect of all third party software which is retained by the Customer; and
3. an administration fee calculated at 20% of the total amount payable under this Agreement.
END OF AGREEMENT
If the Agreement expires or terminates, the Customer will immediately cease to use the Software and within 14 days return it to Global Health. The Customer will completely erase or destroy any copies of the Software and the Operating Manual in its possession and shall certify in writing in a form specified by Global Health that they have been destroyed.
The Customer will pay all taxes, duties, fees or other government levies or charges which may be imposed on or in respect of the Software or the Software Maintenance Services.
The Customer will not, either during the term of this Agreement or for a period of 12 months after the termination of this Agreement, endeavour to induce away from Global Health or any related corporation of Global Health any of its employees, agents or sub contractors or to cause them to breach their respective employment or other contracts with Global Health.
The Customer will treat as confidential information relating to the Software, Global Health or the clientele of Global Health and will not cause to be copied or disclosed any details of such information to a third party, without Global Health’ prior written consent. The Customer will only use such information to enable it to use the Software in a manner reasonably contemplated by this Agreement.
Global Health will treat as confidential information it acquires from the Customer relating to the operation of the business of the Customer or the clientele of the Customer and will not cause to be copied or disclosed any details of such information to a third party, without the Customer’s prior written consent. Global Health will only use such information to enable it to use the Software in a manner reasonably contemplated by this Agreement.
This agreement is binding upon, and inures to the benefit of, the parties and their respective permitted successors and assigns.
This Agreement shall be governed by the laws of the State of Victoria.
SPECIAL TERMS AND CONDITIONS
Where applicable, the provisions of the Special Terms and Conditions shall prevail over the other Terms and Conditions of this Agreement to the extent of any inconsistency.
1. All third party software and components are supplied to the Customer on the respective third party’s terms and conditions. The Customer agrees that it is the Customer’s sole responsibility to complete and execute all documents (if any) required by the third party and deliver the same to Global Health prior to installation of such third party software or components and indemnifies Global Health against all claims or losses arising from the Customer’s failure in relation to the same. Global Health does not provide any warranty whatsoever and excludes all liability in respect of such third party software and components to the fullest extent permitted by law. Where the third party software is the MIMS database and/or software, the Customer agrees that use of the MIMS database and/or software with the Software is subject to the Customer having a valid licence to use the MIMS database and/or software and upon the termination of the Customer’s MIMS licence for whatever reason the Customer’s licence to use the MIMS database and/or software as an integrated part of the Software shall automatically terminate.
2. The Customer agrees that it will be liable in full for payment of all third party software and components which are supplied through Global Health and further agrees that payment to Global Health for all third party supplies are immediately due and payable upon signing of this Agreement.
3. Notwithstanding anything to the contrary, the total amount payable under this Agreement is valid for a period of six (6) months from the date this Agreement is signed by the Customer. Any delay in the commencement of delivery of the Software which exceeds six (6) months and which is not caused by Global Health will result in the total contract amount becoming immediately due and payable by the Customer to Global Health upon the expiry of six (6) months from the date this Agreement is signed by the Customer. The supply of Software and third party software and components after 6 months shall be subject to re-quotation at prevailing prices and the difference (if any) shall be payable pro-rata by the Customer to Global Health in accordance with the Schedule of Payments.
4. The Customer agrees that notwithstanding the Schedule of Payments, in the event of any delays exceeding 30 days which are not caused by Global Health, all software and services supplied to the Customer up to the date when the delay first occurred shall become immediately due and payable by the Customer to Global Health.
5. For new installations, Global Health and the Customer will test the Software in accordance with its standard test specifications and acceptance tests. If the Software passes the standard test specifications and acceptance tests, then the Customer will advise Global Health in writing of the satisfactory completion of acceptance tests or otherwise notify Global Health that the Software has not passed the acceptance tests. In the absence of notice by the Customer, the acceptance tests will be deemed to be passed after 14 days of Global Health’s notice to the Customer that the Software is ready for acceptance testing.
6. Global Health advises the Customer that the Software may be interfaced with 3M Software, however the 3M Software does not test, check, confirm, or otherwise validate any output produced by the Software, including any proposed or suggested codes, and that 3M has no responsibility for any inaccurate or incomplete output produced by the Software.
Terms and Conditions of Use
1. AGREEMENT BETWEEN USER AND GLOBAL HEALTH LIMITED
ReferralNet Messaging and the ReferralNet Web Site (collectively “ReferralNet Services”) comprise software, web services and web pages operated by Global Health Limited (“Global Health”).
ReferralNet Services are offered to users (“you”) conditioned on your acceptance without modification of the terms, conditions, and notices contained herein. Your use of ReferralNet Services or any part thereof constitutes your agreement to all of these Terms and Conditions of Use as may be added to or modified from time to time. If you do not agree, do not install or use ReferralNet Services.
Global Health reserves the right to change these Terms and Conditions of Use under which ReferralNet Services are offered, including but not limited to the charges associated with the use of ReferralNet Services, at its sole discretion at any time and without prior notice to you. The continued use of ReferralNet Services or any part thereof or the non-termination of an account after changes are posted on the ReferralNet Web Site constitutes acceptance of such changes.
3. ACCOUNT MANAGEMENT
The management of your account is done via Global Health’s account management system. You are responsible for ensuring that the email address(es) and account information provided to us are up to date. You acknowledge that Global Health is not responsible if you do not receive communications from us due to the information you provide to us being out of date.
4. REFERRALNET MESSAGING
A. USE OF REFERRALNET MESSAGING
You agree that Global Health may impose fees or charges for the use of ReferralNet Messaging which is provided for the sole purpose of delivering encrypted information and data between ReferralNet Messaging registered users. ReferralNet Messaging is provided on the basis that you agree to assume the entire risk as to its quality and performance.
It is intended that all information and data should be encrypted on the sending user’s computer before being passed to ReferralNet Messaging in order that all information and data passing between registered users of ReferralNet Messaging are in an encrypted form, and that such encrypted information and data should be decrypted only by the receiving user. However you agree that Global Health cannot and does not provide any undertaking or guarantee that the information or data will necessarily be encrypted before being passed to ReferralNet Messaging and, in such circumstances you will hold Global Health harmless against all actions, claims, liability, consequences or loss howsoever arising from such lack of encryption.
ReferralNet Messaging stores the information and data in the form received (whether encrypted or unencrypted) only as an intermediary, until the information or data is retrieved by the receiving user(s), or, failing such retrieval, for a maximum of 30 days. Global Health and ReferralNet Messaging do not decrypt or read any of the information or data which is passed or stored by ReferralNet Messaging. Upon decryption by the receiving user, the information and data may undergo some changes, including metadata and formatting changes, however the information and data remain materially unaltered in respect of its textual contents.
Global Health exercises no control whatsoever over the content, quality, legality, reliability, accuracy or otherwise of the information or data passing through ReferralNet Messaging and does not provide any assurance that you will be able to view the contents of such information and data. It is your responsibility to ensure you have the required software to view the contents of information and data you receive and to verify the results obtained from the use of ReferralNet Messaging to ensure that they are correct.
B. DATA SECURITY
You acknowledge that Global Health may and does allow access to ReferralNet Messaging to anyone who enters a valid ReferralNet Messaging username and password. Your username and password is merely Global Health’s way of identifying you. It does not offer you any protection or security if your username and password are stolen or used by any party other than yourself. As a general rule, accounts should not be shared and each user is required to have your own ReferralNet Messaging account. You must keep your personal information secure by ensuring that your username and password are kept strictly confidential, and by always logging off if you are using a shared computer. Please notify us immediately if there is any unauthorised use of your account.
You agree that your ReferralNet Messaging details may be disclosed to other registered users of ReferralNet Messaging for the sole purpose of enabling correct identification of recipients via any address book lookup functionality that may be provided within ReferralNet Messaging and you agree not to use the details of any other ReferralNet Messaging user for any purpose except for correct identification of recipients and that any other use or misuse of such details is entirely at your own risk.
Global Health cannot guarantee that any file or program available for access, download and/or execution from or via ReferralNet Services is free from viruses or other conditions that could damage or interfere with data, hardware or software with which it might be used. You assume all risk of use and you release Global Health entirely from all responsibility for any consequences of such use.
6. PRIVACY LAWS AND CONSENTS
You acknowledge that the transmission of personal information and/or patient data may require the informed consent of the persons concerned and that where you are the sending user, the responsibility for obtaining such consents is your sole responsibility. You agree to comply with all applicable laws, rules, regulations and to obtain all consents, approvals, permits and licences required by law or any applicable regulatory body to enable your use of the ReferralNet Services. You agree to hold Global Health harmless against all actions, claims, liability or loss howsoever arising from the failure to obtain the required consents, approvals, permits or licences or any other requirements laid down by law or any applicable regulatory body.
Global Health will take all reasonable steps to keep your personal information secure. Only authorised Global Health personnel are provided access to personally identifiable information in order to perform their roles and these employees have agreed to ensure this information is kept strictly confidential.
7. PUBLIC KEY INFRASTRUCTURE (PKI) CERTIFICATES
At the time of writing, Medicare Australia is a Certificate Authority, namely an accredited registration authority in the issuance and management of PKI digital keys and certificates, for healthcare practitioners and organisations in Australia. PKI certificates may also be issued by other commercial certificate authorities. ReferralNet Messaging requires the use of PKI certificates for the encryption and decryption of information and data and is capable of using PKI certificates generated by Medicare Australia as well as other certificates.
It is your sole responsibility to keep your PKI certificate and security code secure and confidential. Please notify us immediately if your PKI certificate and/or security code have been compromised in any way.
Where the use of ReferralNet Messaging utilises a non-Medicare issued PKI, you agree that you understand there is no reliable mechanism in the commercial PKI certificate for verifying the identity of the certificate owner or for mapping certificate owner names to a healthcare provider individual or organisation. You agree that any use of PKI certificates, whether issued by Medicare Australia or any other certificate authority, in order to access and utilise the ReferralNet Messaging, is entirely at your own risk. You agree to hold Global Health harmless against all actions, claims, liability or loss howsoever arising from the use of all and any PKI certificates and ReferralNet Messaging or any part thereof.
8. NO UNLAWFUL OR PROHIBITED USE
ReferralNet Services may only be used for lawful purposes.
As a condition of your use of ReferralNet Services, you warrant to Global Health that you will not use ReferralNet Services for any purpose that is unlawful or prohibited notwithstanding that ReferralNet Services may be capable of being used for such unlawful or prohibited purpose. You may not use ReferralNet Services in any manner which could damage, disable, overburden, or impair ReferralNet Services or interfere with any other party’s use and enjoyment of ReferralNet Services. You must not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through ReferralNet Services notwithstanding that ReferralNet Services may be capable of being used to obtain such materials or information.
9. FEES AND PAYMENTS
Payment is due on a defined monthly/yearly recurring billing date of each month/year. Credit cards that are declined for any reason are subject to a $50.00 administration fee. Payment for recurring services, such as annual web site/web page hosting plans or any product or service that is paid for on a recurring basis, must be paid for in full prior to the anniversary date. Unless written notice cancelling recurring services is received within 90 days prior to the anniversary date of the recurring services, it will be deemed that you have accepted renewal of the services for the period originally purchased.
Accounts that reach 10 days past due may be terminated/restricted/suspended and are subject to a re-activation charge, currently $75. Accounts not paid by due date may be subject to a $10 late fee per month. Accounts that are not collectable may be turned over to an outside agency for collection – in such an event, you agree to pay all outstanding amounts plus the collection agency’s fee and a court rate of interest.
A. TERMINATION/RESTRICTION OF ACCESS BY GLOBAL HEALTH
You expressly agree that Global Health reserves the right, in its sole discretion, to terminate your access to ReferralNet Services or any part thereof at any time and without notice to you and to delete your account and all associated information from the server. Grounds for termination/restriction of access include, but are not limited to:
1. non-payment of any monies due for any services;
2. abuse of service;
3. court order
4. violation of any term or condition of use, law or regulation of any governing authority having jurisdiction over the service;
5. provision of false or misleading credit and/or contact information.Termination/restriction of access will not relieve you of responsibility for the payment of all overdue fees and collection charges (if any). Global Health does not issue credits for termination/restriction of access.If any criminal offense has been committed, Global Health will notify the appropriate law enforcement authorities.
B. TERMINATION BY YOU
You may terminate your subscription at any time. Global Health does not offer credits or refunds for services already consumed. Service subscriptions and their associated charges continue on an ongoing basis until they are cancelled. Where your subscription is subject to a minimum contract period, you must pay out the remainder of your contract if you terminate prior to the expiry of your contract. Cancellations must be done at least 90 days prior to the billing anniversary date either:
1. in writing on your organisation letterhead signed by a person who is authorised to enter contracts on behalf of the organization; or
2. by email from the billing email address otherwise known as the email address used at the time the account was setup initially.
Where cancellation/termination/restriction of access occurs for whatsoever reason, all licences granted herein are terminated and you agree to remove/uninstall ReferralNet Software from all your equipment and devices and to fully co-operate with Global Health staff in such removal/uninstallation or verification thereof. You agree that your account may be de-activated and you agree that Global Health may delete all information stored in your account without notice and without liability to you.
11. ADVERTISEMENTS AND LINKS TO THIRD PARTY SITES
12. REFERRALNET WEBSITE
The ReferralNet Web Site may contain links to other Web Sites (“Linked Sites”). The Linked Sites are not under the control of Global Health and Global Health is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. Global Health is not responsible for webcasting or any other form of transmission received from any Linked Site. Global Health is not responsible for and does not endorse the content nor imply any association with the operators of Linked Sites, or sites provided as search results and does not make any representations regarding their content or accuracy.
B. USE OF COMMUNICATION SERVICES
The ReferralNet Web Site may contain bulletin boards, chat areas, forums, news groups, communities, personal web pages, calendars, and/or other messaging or communication facilities which enable you to communicate with the public at large or with a group (collectively, “Communication Services”). Where such Communication Services are available, you agree to use the Communication Services only to post, send and receive messages and material that are appropriate and relevant to the particular Communication Service. As a condition of your use of such Communication Services, you agree that you will not do or assist or facilitate in the doing of any acts which are illegal or improper, including but not limited to the following:
- abuse, defame, harass, bully, stalk, threaten or otherwise violate the legal or personal rights of others;upload, publish, post, distribute or disseminate any inappropriate, infringing, abusive, defamatory, harassing, profane, obscene, indecent or unlawful topic, name, material or information;
- upload files that contain software or other material protected by intellectual property laws (or by rights of privacy) unless you own or control the rights thereto or have received all necessary consents;
- upload files that contain viruses, corrupted files, or any other similar software, malware or programs that may damage the operation of another’s computer;
- advertise or offer to sell or buy any goods or services for any commercial purpose, except with the prior written consent of Global Health;
- conduct or forward contests, surveys, pyramid schemes or chain letters;
- download any file posted by other users of a Communication Service without their express consent;
- delete, obscure or falsify any copyright, legal, proprietary or other notices or labels of the ownership, origin or source of software or other material which are published or uploaded;
- prevent, restrict or inhibit any other user from using and enjoying the Communication Services;
- use or create a false identity or identities with the intention of deceiving others;
- violate any code of conduct or other guidelines which may be applicable for any particular Communication Service;
- harvest or collect information about others, including e-mail addresses, without their consent; or
- violate any applicable laws or regulations.
Global Health has no obligation to monitor the Communication Services. However, Global Health reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. Global Health reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.
Global Health reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Global Health’s sole discretion.
Always use caution when giving out any personally identifying information about yourself or your family members in any Communication Service. Global Health does not control or endorse the content, messages or information found in any Communication Service and, therefore, Global Health specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and employees are not authorised Global Health spokespersons, and their views do not necessarily reflect those of Global Health.
Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you download the materials.
C. MATERIALS PROVIDED TO GLOBAL HEALTH OR POSTED AT THE REFERRALNET WEBSITE
Global Health does not claim ownership of the materials you provide to Global Health (including feedback and suggestions) or post, upload, input or submit to the ReferralNet Web Site or its associated services (collectively “Submissions”). However, by posting, uploading, inputting, providing or submitting your Submission you are granting Global Health, its related companies and its sub-licensees permission to use your Submission in connection with the operation of their Internet businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.
No compensation will be paid with respect to the use of your Submission, as provided herein. Global Health is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in Global Health’s sole discretion.
By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.
13. WARRANTY DISCLAIMER
Any and all material and services provided by Global Health is provided “as is” and Global Health disclaims all warranties, to the maximum extent allowed by law, and makes no warranty or representation, either express or implied, with regard to the ReferralNet Services, including without limitation to the quality, performance, merchantability, fitness for a particular purpose, title and non-infringement.
14. LIABILITY DISCLAIMER
The complete responsibility and risk of using ReferralNet Services rests solely on you. To the maximum extent permitted by applicable law, in no event shall Global Health Limited and/or its affiliates, officers, directors, employees, contractors, agents, distributors, suppliers, sponsors, licensors, and the like (collectively “Associates”), be liable for any direct, indirect, punitive, incidental, special, exemplary, consequential damages or any damages whatsoever including, without limitation, damages for procurement of substitute goods or services, business interruption, increased operating costs, loss of use, data or profits, arising out of or in any way connected with the use or performance of ReferralNet Services or any part thereof, use of the Internet or your breach of the terms and conditions of this agreement even if as a result of negligence on the part of Global Health and/or its Associates, whether from delays, non-deliveries, mis-deliveries, deletion, defect, computer virus, communication line failure, network outages, server failures, theft or destruction or unauthorized access to, alteration of, or use or misuse of information or data, service interruptions or inability to use the ReferralNet Services and/or related services, the provision of or failure to provide services, or for any information, software, products and services obtained through ReferralNet Services, or otherwise howsoever arising out of the use of ReferralNet Services, whether based on contract, tort, negligence, strict liability or otherwise, caused by Global Health’s and/or its Associates’ negligence or your errors and/or omissions or any other cause whatsoever, even if Global Health or any of its Associates has been advised of the possibility of damages.
No oral advice or written information given by Global Health and/or its Associates, shall create a warranty or liability. If you are dissatisfied with any part of ReferralNet Services, or with any of these terms and conditions of use, your sole and exclusive remedy is to discontinue using ReferralNet Services.
15. REMEDY FOR INTELLECTUAL PROPERTY INFRINGEMENT
Should ReferralNet Services become, or in Global Health’s opinion are likely to become, the subject of a claim of infringement of an intellectual property right, you agree to permit Global Health, at its sole option and expense, to do any of the following: (a) procure for you the right to continue using ReferralNet Services; (b) replace or modify ReferralNet Services or any part thereof so that they become non-infringing; or (c) cease the provision of ReferralNet Services until the conditions of (a) or (b) can be procured.
Based on express or inferred consent under the Spam Act 2003, Global Health may send you commercial electronic messages. If you do not wish to receive such messages, please notify us. The Australian Communications and Media Authority is responsible for enforcing the provisions of the Spam Act 2003.
You agree that Global Health may, in its absolute discretion, increase the fees and charges by the Australian Bureau of Statistics Health sector Consumer Price Index for the preceding 12 months.
To the maximum extent permitted by law, this agreement is governed by the laws of Victoria, Australia and you hereby submit to the non-exclusive jurisdiction and venue of courts in Victoria, Australia, in all disputes arising out of or relating to the use of ReferralNet Services. Use of ReferralNet Services is unauthorised in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and Global Health as a result of this agreement or use of ReferralNet Services.
Global Health’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of Global Health’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of ReferralNet Services or information provided to or gathered by Global Health with respect to such use.
If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.
No delay, grant of time, release, compromise, forbearance (whether partial or otherwise) or other indulgence by Global Health in respect of any breach of your obligations under this agreement is to operate as a waiver of or prevent the subsequent enforcement of that obligation or be deemed a delay, grant of time, release, compromise, forbearance (whether partial or otherwise) or other indulgence in respect of, or a waiver of, any subsequent or other breach.
Unless otherwise specified herein, this agreement constitutes the entire agreement between you and Global Health with respect to ReferralNet Services and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Global Health with respect to ReferralNet Services.
You agree that where you are the sender and you send to more than one recipient, the number of transmissions is equal to the number of individual recipients.
Global Health and/or its service providers shall be the sole judge(s)of what violates these terms and conditions.
A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
18. COPYRIGHT AND TRADE MARKS
All contents of this web site are protected by copyright law. Copyright resides with Global Health or other rights holders.
The names of actual organisations, products and services mentioned herein may be the trademarks of their respective owners.
Any rights not expressly granted herein are reserved. You agree that violations by you, any other person or entity, of these copyrights, trade marks, trade secrets, patents, other intellectual property protections, or these terms will be prosecuted to the fullest extent of the law in the courts of Victoria, Australia.
Lasy updated: 18 July 2016