Aged Care Decisions – Website Terms
1. General
(a) In consideration of you (you or your) agreeing to comply with these website terms (Terms), Aged Care Reviews Pty Ltd trading as Aged Care Decisions ABN 44 166 080 306 (Aged Care Decisions) agrees to provide access to and use of the Website to you in accordance with these Terms.
(b) These Terms apply to all Users of the Website. By accessing and using the Website, each User confirms that they have read, understood and agreed to these Terms. If you do not agree to these Terms, you must not access or use the Website.
(c) If you accept these Terms, or otherwise use the Website, on behalf of an organisation, you warrant to Aged Care Decisions that you are duly authorised to enter into these Terms on behalf of that organisation and the organisation is taken to have accepted these Terms accordingly.
(d) These Terms apply whenever you access the Website and regardless of how you access the Website.
2. Definitions
In these Terms:
(a) Australian Consumer Law means the Australian Consumer Law contained in Schedule 2 of the Competition and Consumer Act 2010 (Cth).
(b) Background IP any Intellectual Property Rights owned by a party as at the Commencement Date or which are created or derived independently by it of these Terms and includes all improvements to such Intellectual Property Rights.
(c) Claims means all losses, liabilities, demands, claims, demands, suits, litigation, costs and expenses of any kind.
(d) Consequential Loss means any consequential, indirect, incidental or special loss including without limitation loss or use of data, loss of profit, loss of revenue, business interruption, loss of business, loss of opportunity, loss of reputation or loss in connection with breach of third party contracts or arrangements.
(e) Data Protection Legislation means:
(i) the Privacy Act 1988 (Cth) (Privacy Act) and any ancillary rules, guidelines, orders, directions, directives, codes of conduct or other instruments made or issued under it, as amended from time to time;
(ii) the Australian Privacy Principles contained in schedule 1 of the Privacy Act; and
(iii) all other laws, regulations, registered privacy codes, privacy policies and contractual terms applicable in the jurisdiction where the Website is being provided that relate to the processing of personal information.
(f) Commencement Date means the date that you agree to these Terms or otherwise commence use of the Website.
(g) Insolvency Event means any of the following events concerning a party:
(i) if an administrator, liquidator, receiver, receiver and manager or other controller is appointed to, or over, any of the property or undertaking of the party;
(ii) if the party is unable to pay its debts when they become due and payable;
(iii) if the party ceases to carry on business; or
(iv) if any event happens in Australia or any other country or territory in respect of a party that is similar to any of the events or circumstances referred to in this definition.
(h) Intellectual Property Rights means all industrial and intellectual property rights throughout the world, whether registered, unregistered or unregistrable, including all copyrights, patents, trademarks, service marks, designs, confidential information, trade secrets, know how, data and databases, systems and domain names.
(i) Privacy Policy means Aged Care Decisions’ privacy policy located on the Website at https://agedcaredecisions.com.au/privacy-policy/, as amended from time to time.
(j) User means a user of the Website includes without limitation any provider, potential clients, a potential client’s nominated contact person or a potential client’s authorised agent.
(k) Website means Aged Care Decisions’ website at https://agedcaredecisions.com.au/, as amended from time to time.
3. User obligations
3.1 General
In accessing and using the Website, you acknowledge and agree that:
(a) the Website may contain material or content uploaded, posted, emailed or otherwise electronically transmitted by Users of the Website (including you) (Content). Aged Care Decisions makes no warranties, representations or guarantees of any kind in relation to, and is otherwise not responsible in any way for, such Content; and
(b) all communications are public and you are solely responsible for any Content posted by you;
(c) the Website may provide the opportunity for a platform on which the Provider or potential clients or members registered with Aged Care Decisions may interact; and
(d) you authorise Aged Care Decisions to upload or provide links to marketing or sales material related to your services, including but not limited to prices, photos, reviews, sales brochures, marketing brochures, marketing descriptions or feedback provided by Aged Care Decisions members about you, without any further prior written approval from you.
3.2 User warranties
You warrant that:
(a) all of your Content is:
(i) true;
(ii) accurate;
(iii) not confidential;
(iv) not a trade secret; and
(v) not owned by any other person.
(b) your Content, and Aged Care Decisions’ use of such Content on the Website, will not infringe the Intellectual Property Rights or any other rights of any third party; and
(c) you will only use the Website for its intended purpose and for no other purpose.
3.3 Content generally
Without limiting any other rights under these Terms, Aged Care Decisions may:
(a) access or examine any Content from time to time to determine its compliance with these Terms; and
(b) remove, move, suspend or otherwise disable access to any Content which it reasonably considers does not comply with these Terms.
3.4 Potential clients
If a User is a potential client, the User:
(a) permits Aged Care Decisions to use any of the User’s Content for the purpose of suggesting or otherwise pairing providers and related services to the User (Client Services);
(b) consents to the use of the User’s Content for the Client Services; and
(c) acknowledges that Aged Care Decisions may receive a fee or other referral payment from a provider in connection with the provision of the Client Services to the User.
3.5 Providers
If a User is a provider, that User acknowledges and agrees that these Terms are intended to be read in conjunction with Aged Care Decisions’ provider terms located on our website at Provider Terms – Aged Care Decisions (Provider Terms) and any other terms and conditions you have accepted as part of the services, as amended from time to time. If there is any inconsistency between these Terms, the Provider Terms or any other terms and conditions accepted, the Provider Terms will prevail to the extent of the inconsistency
4. Prohibitions of use
In accessing and using the Website, you must not:
(a) post, communicate or transmit:
(i) any unlawful, criminal, threatening, abusive, defamatory, libellous, contemptuous, obscene, vulgar, pornographic, profane or indecent Content;
(ii) Content which violates or infringes the rights of any other person or party or infringes any law;
(iii) any Content of any kind for commercial purposes, or which contains any promotional material or advertising, or any other forms of unsanctioned solicitation, including without limitation junk mail, spam, chain letters, or unsolicited mass distribution of email;
(iv) Content that contains a survey, contest, pyramid scheme or any improper question;
(v) download, any Content posted by another User of the Website, if you know, or reasonably ought to know, that the Content cannot legally be downloaded or communicated in that matter;
(vi) any Content which contains viruses, worms, trojan horses or any other harmful, contaminating or destructive features or other code;
(b) stalk, harass, or otherwise harm others;
(c) inhibit or restrict any other User from using the Website;
(d) delete, circumvent or alter any author attribution, legal notices, rights management information or technological protection measures;
(e) interfere with any systems which support the Website including without limitation by overloading the Website, engaging in a denial-of-service attack or attempting to disable a host;
(f) access or attempt to access information resources that you are not authorised to use;
(g) collect or store Personal Information about other Users of the Website;
(h) impersonate or falsely represent your association with any person or organisation;
(i) attempt to modify, adapt, translate, sell, reverse engineer, decompile or disassemble the Website or any part thereof;
(j) engage in any act which Aged Care Decisions reasonably believe breaches the provisions of any applicable laws, is unlawful and/or contravenes these Terms; or
(k) aid, abet, counsel or procure any of the above.
5. Termination and suspension
(a) A party may terminate or suspend these Terms immediately on written notice to the other party if the other party:
(i) materially breaches these Terms and, where capable of remedy, fails to remedy that breach within 7 days of receiving notice from the party; or
(ii) suffer an Insolvency Event.
(b) Upon termination or suspension of these Terms, you must immediately stop using the Website.
(c) Clauses 2, 5 to 7, 8(b) and 9 survive the expiry or earlier termination of these Terms.
6. Intellectual Property
(a) Each party acknowledges and agrees that the other party’s Background IP is and remains the exclusive property of the other party, or where applicable, the third party licensor from whom the other party derives the right to use them.
(b) You grant Aged Care Decisions a non-exclusive, royalty-free, non-sublicensable right to use your Background IP in the ordinary course of Aged Care Decisions’ operation and management of the Website.
(c) All Intellectual Property Rights in, to and in connection with the Website and the content on the Website created by Aged Care Decisions (including but not limited to the software, design, text, data, icons, logos, copyrights, designs, trade marks, concepts, know-how, sound recordings, content and graphics) (excluding any Background IP) are and shall remain the property of Aged Care Decisions.
(d) You must not:
(i) create or attempt to create by reverse engineering, disassembly, decompilation or otherwise the Website or any source code (if any), internal structure, ideas, algorithms or organisation of the Website, or any part thereof from any object code or information that may be made available to it, or aid, abet or permit others to do so;
(ii) copy, rent, lease, distribute (except as permitted by this document), pledge, assign or otherwise transfer or encumber rights to or in the Website;
(iii) develop, modify, translate or create any derivative works based on or in connection with the Website;
(iv) develop or build any other products containing any of the concepts and ideas in, in connection with or to the Website, using any similar concepts and ideas;
(v) develop methods to enable unauthorised parties to use the Website; and
(vi) do anything to exploit (including without limitation commercially exploit) the Website in any way.
7. Limitation of liability
7.1 Exclusions
To the extent permitted by law:
(a) and without limiting the rights you may have under the Australian Consumer Law, Aged Care Decisions expressly disclaims all warranties, express or implied, including without limitation, implied warranties of merchantability, fitness for a particular purpose, title, compatibility, security, accuracy or non-infringement;
(b) the Website is provided on an ‘as is’ basis to each User;
(c) the Website may include links to third party sites which are not related to Aged Care Decisions and in relation to which Aged Care Decisions has no control or interest. The appearance of those links on this site does not indicate any relationship between Aged Care Decisions and that third party or any endorsement by Aged Care Decisions of that third party, its site or the products or services which it is advertising on the Website;
(d) Aged Care Decisions shall not be liable for:
(i) any deletion, failure to store or back up of any communications or Content posted on or otherwise transmitted using the Website;
(ii) any changes made to the Website of any kind, including without limitation relating to functionality or performance;
(iii) any damage caused by errors or omissions in any information or instructions you provide to Aged Care Decisions in connection with the Website;
(iv) any use made of the Website by any User or any actions that a User takes or other conclusions it reaches arising from or in connection with its use of the Website;
(v) where your ability to use the Website, or the Website’s operation or availability, is affected due to third party utilities, systems, or services used for accessing the Website (including due to failure or delays in relation to public telephone services, computer networks or the internet, or due to third-party platform services that support the delivery of the Website) being unavailable from time to time; and
(e) Aged Care Decisions does not warrant, guarantee or represent that:
(i) the use of the Website will be uninterrupted or error free;
(ii) any defects in the Website will be corrected; and/or
(iii) its systems and servers are free of viruses, bugs or any other harmful code.
7.2 Maximum liability
(a) To the extent permitted by law, the total liability of Aged Care Decisions for any Claims arising under or in connection with these Terms is limited in the aggregate to $100.00.
(b) To the maximum extent permitted by law, neither party shall be liable for any Consequential Loss arising out of or in connection with these Terms.
(c) Each party must mitigate any loss they suffer as a result of the breach by the other party to these Terms or any warranty or indemnity provided under these Terms.
8. Privacy
(a) Each party agrees to comply with all applicable requirements of the Data Protection Legislation in connection with the Website.
(b) In using the Website, you agree to us collecting, using or disclosing your personal information in the manner contemplated by its Privacy Policy.
9. General
(a) You acknowledge and agree:
(i) where a variation to these Terms would affect you in a materially adverse way, Aged Care Decisions may vary these Terms by notifying you at least 14 days prior to the variation coming into effect. If you do not agree to a variation under this clause, you may terminate these Terms without penalty by providing Aged Care Decisions with written notice prior to the date that the variation will take effect; and
(ii) where a variation to these Terms would not affect you in a materially adverse way, Aged Care Decisions may vary these Terms by providing you with 14 days’ notice of the variation.
(b) These Terms constitute the entire agreement between the parties in relation to the subject matter. These Terms embody the entire agreement between the parties.
(c) These Terms are governed by the laws of the Queensland, Australia. Each party irrevocably submits to the non-exclusive jurisdiction of the courts of Queensland and courts competent to hear appeals from those courts.
(d) A clause or part of a clause of these Terms that is invalid, unenforceable or illegal may be severed from these Terms and the remaining clauses or parts of the clause of these Terms will remain in force.
(e) A right under this document may only be waived in writing signed by the party granting the waiver and is effective only to the extent specifically set out in that waiver.
