Effective Date: 01 February 2023
Parties
Aged Care Reviews Pty Ltd t/a Aged Care Decisions (“Aged Care Decisions”) ABN 44 166 080 306 of Level 3, 26 Marine Parade, Southport QLD 4215
and
The entity nominated in Part A of the Home Care Client Introduction Registration Form (“Provider”)
Definitions
Client Introduction means the provision of details of a potential home care services client (and/or that potential client’s nominated contact person or authorised agent).
Client Introduction Recipient means an entity that has completed a Client Introduction Registration Form.
Client Introduction Registration Form means a home care client introduction registration form completed and returned to Aged Care Decisions, whether electronically or in hard copy.
Potential home care services recipient includes a person who seeks home care services, or a person nominated by or acting on behalf of another person who seeks home care services.
Home care services has the same meaning as the term ‘home care’ as defined in the Aged Care Act 1997 (Cth) (as amended from time to time).
1 ACCEPTANCE OF TERMS AND CONDITIONS
1.1 The website https://agedcaredecisions.com.au and any online portal interfacing with the website (Website), and the aged care and home care decision support services (including new client introduction services) (the Services) provided to members and users of Aged Care Reviews Pty Ltd, are owned and operated by Aged Care Reviews Pty Ltd t/a Aged Care Decisions ABN 44 166 080 306 (Aged Care Decisions). Any reference to “we”, “us” and “our” in these Terms and Conditions refers to Aged Care Decisions. If you are registering with Aged Care Reviews Pty Ltd or accepting a Client Introduction on behalf of an organisation, that organisation is taken to have accepted these Terms and Conditions and you are taken to have been duly authorised to bind the organisation.
1.2 The following terms together with any Client Introduction Registration Form, form the Terms and Conditions for use of the Website and the terms of your relationship with Aged Care Decisions as a registered Client Introduction Recipient.
1.3 Please carefully read these Terms and Conditions before you proceed to register with Aged Care Decisions. In using and continuing to use the Website, and in proceeding with your registration with Aged Care Decisions, you agree to be bound by these Terms and Conditions. If you do not accept these Terms and Conditions, you must not continue to use the Website.
1.4 These Terms & Conditions apply whenever you access the Website or utilise the Services, regardless of how you access the Website or interact with us, including but not limited to the internet, email, tablets, smart phones, mobile phones, Provider Portal and data feeds.
1.5 We may revise these Terms and Conditions from time to time by updating our Website. The revised Terms and Conditions will take effect upon notice thereof, which may be provided to you by a posting on the Website, via e-mail or any other means.
2 INTELLECTUAL PROPERTY ON THE WEBSITE
2.1 All intellectual property in relation to the Website and the content on the Website (including but not limited to, the software, design, text, data, icons, logos, copyrights, designs, trade marks, concepts, sound recordings, content and graphics comprised in the Website) and all intellectual property created or developed in relation to Aged Care Decisions performing the Services (“Intellectual Property”) belongs to Aged Care Decisions, its associated or related entities or its licensors, advertisers or affiliates.
2.2 Aged Care Decisions and/or its associated or related entities, retain all rights, title, and interest in and to the Website, and all related content, data, and Intellectual Property created by Aged Care Decisions in performing the Services, and nothing you do on or in relation to the Website, or any of the related content and data will transfer any rights, in intellectual property or otherwise, to you, or license to you any such rights unless expressly stated otherwise.
2.3 Except as permitted in clause 2.4 below, you agree not to do anything that interferes with or breaches Aged Care Decisions Intellectual Property, including agreeing not to copy, modify, create a derivative work, reverse engineer, reverse assemble, attempt to discover the source code, sell, assign, sub-license, grant a security interest in or otherwise transfer any content on the Website or of Aged Care Decisions Intellectual Property.
2.4 Aged Care Decisions grants you a revocable, royalty free, non-exclusive licence, for use in Australia to use Aged Care Decisions Intellectual Property for the sole purpose of receiving the benefit of the Services.
2.5 Except as granted under these Terms and Conditions, permission to reprint or electronically reproduce the Website, or any related content or data in whole or in part for any other purpose is expressly prohibited, unless prior written consent is obtained from us. You may contact us via the communication methods available on the Website if you wish to obtain such consent.
2.6 Any pre-existing or background Intellectual Property (including but not limited to, for example, marketing documents, brochures, photos and images) belonging to the Provider remains that of the Provider. The Provider grants to Aged Care Decisions an irrevocable, worldwide, royalty free licence to use the Provider’s background or pre-existing Intellectual Property for the purposes of Aged Care Decisions business.
3 PROVIDER REQUIREMENTS
3.1 In order to receive the Services provided by Aged Care Decisions, you must become a registered Client Introduction Recipient of Aged Care Decisions. You will be a registered Client Introduction Recipient with Aged Care Decisions upon the earlier of your acceptance of these Terms and Conditions and completion of the Client Introduction Registration Form.
3.2 Registration is free and you agree and acknowledge that:
3.2.1 you shall provide us with accurate, complete and updated registration information including the contact details for the Provider;
3.2.2 you may cancel your registration at any time by notifying us, in writing via email, to the email address notified on your Client Introduction Registration Form. We will cancel your registration within 5 working days of receipt of your request;
3.2.3 Aged Care Decisions reserves the right, in its absolute discretion, to review and consider all potential registrations in order to maintain quality of the Services and may contact you by telephone or email to verify that your registration information is accurate and correct before engaging you;
3.2.4 Aged Care Decisions reserves the right to discontinue or cancel your registration, at our sole discretion and without notice including but not limited to the following reasons:
3.2.5 breach of any applicable law or breach of any of the Terms and Conditions;
3.2.6 where we conclude that your conduct or ongoing registration impacts (or may, in our view, impact) our name or reputation;
3.2.7 where we conclude that your conduct violates our rights or those of another party, including any potential home care client or an Aged Care Decisions member; or
3.2.8 for any other reason.
4 SERVICES
4.1 As a registered Client Introduction Recipient, from time to time and subject to regular review of your information available to Aged Care Decisions, Aged Care Decisions may in performing the Services, provide you with details of potential home care clients (or that potential client’s nominated contact person or authorised agent) (Client Introduction). For the avoidance of doubt, you acknowledge and agree that Aged Care Decisions is under no obligation to provide Client Introductions to the Provider, and the provision of any Client Introductions to the Provider is at the sole discretion of Aged Care Decisions.
4.2 The Services provided by Aged Care Decisions are non-exclusive and you understand Aged Care Decisions may provide Client Introductions in its absolute discretion to any provider of home care services (whether or not registered at the time of the Client Introduction).
5 RELATIONSHIP
5.1 Aged Care Decisions operates as an independent third party in respect of any communication between members of Aged Care Decisions and providers of home care services, and we remain independent from any advice, content, correspondence, information or representations given therein. Providers and users or members of Aged Care Decisions shall undertake full responsibility for the decision to engage with such providers, Providers, members or potential home care clients, as the case made be.
5.2 The services, advice, information, suggestions and opinions provided by any party via the Website are strictly that party’s own.
5.3 As a result of both 5.1 and 5.2, Aged Care Decisions takes no responsibility for the quality, safety or legality of the services, correspondence, monies, information and/or opinions provided by the Provider, potential home care services recipient (or Aged Care Decisions member), or the accuracy, truthfulness or reliability of the information supplied by the Provider or potential home care services recipient (or Aged Care Decisions member). The information is provided to you “as is” and on an “as available” basis and on the condition that you undertake all responsibility for assessing and considering the accuracy of the content and rely on it at your own risk.
5.4 Aged Care Decisions receives no direct payment from the potential home care services recipient in respect of the Client Introduction to the Provider. Aged Care Decisions warrants to the Provider that it discloses to the potential home care client, verbally and in writing, that Aged Care Decisions may make a Fee if the potential home care client takes up home care services with the Provider following a Client Introduction being made.
5.5 Aged Care Decisions is in no way party to and will not be liable for enforcing any agreement made between the potential home care services recipient and Provider.
5.6 Aged Care Decisions and its related entities are not in the business of being a home care services provider or placement consultant or home care services broker, and nothing in these Terms and Conditions or through the terms and conditions applicable to Aged Care Decisions and its members shall be construed as an appointment of agency either on behalf of the Aged Care Decisions member or the Provider.
6 REPORTING
6.1 You must, within five business days, report to Aged Care Decisions, in a form and means agreed with Aged Care Decisions (including by data feed), the following information in respect of any transaction or agreement made arising in connection with a Client Introduction:
6.1.1 confirmation of initial contact with potential home care services recipient (or their nominated or authorised contact person); and
6.1.2 confirmation of execution of a Home Care Agreement or other agreement evidencing a contractual relationship for home care services between the potential home care services recipient and the Provider.
7 FEES AND INVOICING
7.1 The Provider shall pay Aged Care Decisions such fees as may become liable in accordance with this clause 7, those fees being deferred professional services fees.
7.2 Home Care Package
Upon signing of a Home Care Agreement, or equivalent agreement, arising in connection with a Client Introduction and/or on confirmation by the Provider of an agreement being signed with the potential client nominated or connected to a Client Introduction, Aged Care Decisions will issue an invoice to the Provider for payment of the deferred lump-sum professional services Fee calculated as follows (expressed as exclusive of GST):
- Home Care Package Level 1 – 10.0% of the client’s annual Home Care Package Subsidy value.
- Home Care Package Level 2 – 10.0% of the client’s annual Home Care Package Subsidy value.
- Home Care Package Level 3 – 8.5% of the client’s annual Home Care Package Subsidy value.
- Home Care Package Level 4 – 7.0% of the client’s annual Home Care Package Subsidy value.
- Private paying client – 7.0% of the estimated annual fees payable by the client.
In reference to this clause 7, a client’s annual Home Care Package Subsidy value shall be calculated as follows:
[Daily Home Care Subsidy for that particular Home Care Package Level, as published by the Department of Health, that being the daily rate applicable as at the date of invoice] multiplied by 365
This clause 7.2 applies only to a Home Care Package Level 1, Level 2, Level 3 or Level 4, and if a client is to receive home care services from the Provider on a private basis – whereby the client will not use Home Care Package funds to pay for the home care services.
The Provider shall pay the Fee within fourteen days of an invoice being issued to the Provider. Where applicable, invoices shall be issued to a Provider on the first day of a month.
7.3 A successful new client introduction in relation to a home care service is considered to have arisen from a Client Introduction if the potential home care services recipient was provided or referred to the Provider by or as a result of Aged Care Decisions performing the Services, that potential home care services recipient not having had multiple two way communications with the Provider in the ninety days prior to a Client Introduction being provided to the Provider.
7.4 Failure to notify Aged Care Decisions within 20 business days of the signing of a Home Care Agreement, or equivalent agreement, arising in connection with a Client Introduction and/or on confirmation by the Provider of an agreement being signed with the potential client nominated or connected to a Client Introduction will incur a default fee, the default fee being equivalent to 5% of the Fee, payable and due on the same terms as the Fee.
7.5 Payments not made within fourteen days of the date of an invoice is issued under this clause 7, will accrue interest at a rate of 2.5% per month, from the date the payment was due.
7.6 In the event that:
7.6.1 The Provider is also provider of residential aged care services (as defined by the Aged Care Act 2007); and
7.6.2 The Client Introduction results in the signing of a Home Care Agreement pursuant to clause 7.2 above; and
7.6.3 The person so introduced later becomes a residential aged care client of the Provider – meaning that person signs a Residents Agreement for the provision of residential aged care services at a residential aged care facility owned or operated by the Provider; then
the Provider shall be liable to pay Aged Care Decisions a deferred professional services fee of $2650.00 ex GST, being payable on the same terms as clause 7.2 and clause 7.4 and clause 7.5.
7.7 Short Care Rebate
The following discounts shall apply to the Fee payable pursuant to clause 7.2:
7.7.1 If a client ceases receiving home care services within ninety (90) days of commencing receipt of home care services from the Provider – a 75% discount shall be applied to the Fee;
7.7.2 If a client ceases receiving home care services between ninety (90) days and one hundred and eighty days (180) of commencing receipt of home care services from the Provider – a 50% discount shall be applied to the Fee;
7.7.3 The discounts nominated in this clause 7.7 shall only apply if the client (i) passes away, or (ii) commences takes up occupancy with a residential aged care service on a permanent basis. No discount in accordance with this clause 7.7 shall apply where the client terminates receipt of home care services from the Provider for any other reason.
7.8 This clause 7 is a material term of the Terms and Conditions.
8 DATA FEED
8.1 The Provider may offer to provide Aged Care Decisions with new client relationship status and related data by electronic data feed. If Aged Care Decisions agrees to accept a data feed, the Terms and Conditions apply to both the data feed and the data contained in the data feed. In addition, the following provisions apply:
8.2 You represent that the data is true and accurate.
8.3 You warrant that:
8.3.1 you are authorised to establish the data feed with us, and to provide any data feed data to us;
8.3.2 the data feed, and any data feed data, does not infringe or violate any intellectual property rights or any legal or moral rights of any third party or any applicable laws;
8.4 You agree that we may, and you licence us to, use, disclose, display, rearrange or otherwise deal with any data feed data at any time and in any way that may be necessary or desirable for the purposes of our business. You warrant that you have the right to grant this licence and that all applicable consents, permissions and authorisations have been obtained from relevant third parties in relation to the data feed and the data feed data.
8.5 You agree that the indemnity in clause 12 applies in respect of a breach of the warranties and representations in this clause 8.
8.6 To the extent that any data transmitted to us via a data feed is personal information, you agree that clause 13 (privacy policy) applies and you warrant that all necessary and appropriate authorisations, consents and permissions have been obtained to enable Aged Care Decisions to have full use of the data.
9 USE OF THE WEBSITE
9.1 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.
9.2 The Website may contain material or content uploaded, posted, emailed or otherwise electronically transmitted (posted) by users of the Website, including you (Content).
9.3 Aged Care Decisions reserves the exclusive right:
9.3.1 to access or examine any Content; and
9.3.2 at our discretion, move, remove or disable access to Content which we consider, in our sole opinion, to be unacceptable or otherwise breach any law.
9.4 By using and accessing the Website, you agree that you acknowledge that all communications are public and not private communications and you are solely responsible for any User Content posted by you and Aged Care Decisions assumes NO responsibility or liability arising from the content of any such Content.
9.5 By using and accessing the Website, you agree that you will not do any of the following:
9.5.1 post, communicate or transmit any unlawful, criminal, threatening, abusive, defamatory, libellous, contemptuous, obscene, vulgar, pornographic, profane or indecent Content;
9.5.2 post, communicate or transmit content which violates or infringes the rights of any other person or party or infringes any law;
9.5.3 stalk, harass, or otherwise harm others;
9.5.4 inhibit or restrict any other use from using the Website;
9.5.5 post, communicate or transmit or use any material 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;
9.5.6 post any Content that contains a survey, contest, pyramid scheme or any improper question;
9.5.7 delete, circumvent or alter any author attribution, legal notices, rights management information or technological protection measures;
9.5.8 post, download or communicate any file or material posted by another user of the Website, if you know, or reasonably ought to know, that the file or content cannot legally be downloaded or communicated in that matter;
9.5.9 interfere with the computer systems which support the Website; overload a service; engage in a denial-of-service attack; or attempt to disable a host;
9.5.10 post, communicate or transmit any file which contains viruses, worms, “Trojan horses” or any other harmful, contaminating or destructive features;
9.5.11 access or attempt to access information resources you are not authorized to use;
9.5.12 collect or store personal data about other users of the Website;
9.5.13 impersonate or falsely represent your association with any person or organization; or
9.5.14 attempt to modify, adapt, translate, sell, reverse engineer, decompile or disassemble any portion of the Website.
9.6 You acknowledge that Aged Care Decisions has no responsibility or liability for the deletion or failure to store any communications or content posted on the Website.
9.7 You acknowledge that Aged Care Decisions may, in our sole discretion and without notice, vary, modify or discontinue, temporarily or permanently, any or all of the Website and you agree we are not liable to you or any third party for such variation, modification or discontinuance.
9.8 Aged Care Decisions does not warrant that functions contained in the Website content, such as hyperlinks, will be uninterrupted or error free, that defects will be corrected or that Aged Care Decisions or our hosting server, are free of viruses or bugs.
9.9 You understand and agree that Aged Care Decisions may on its Website, upload or provide link(s) to marketing or sales material related to your home care services, including but not limited to prices, photos, reviews, sales brochures, marketing brochures, or marketing descriptions or feedback provided by Aged Care Decisions members about you without your prior approval.
10 USER LICENSE AND CONSENT
10.1 You represent and warrant that all Content that you post is true, accurate and not confidential to or is not a trade secret or owned by any other person.
10.2 You represent and warrant that you will not use the Website for any purpose that is unlawful or prohibited by these Terms and Conditions.
10.3 You warrant that all Content posted by you is owned by you and our use of such Content does not infringe or violate intellectual property rights or any other rights of any third party. You license us to use, modify, adapt, publish, display, sublicense, create derivative works from and incorporate in other works any Content posted by you, at any time in the future in any form and for any purpose and warrant that you have the right to grant this license.
10.4 You indemnify Aged Care Decisions against any and all legal fees, damages and other expenses that may be incurred by Aged Care Decisions as a result of a breach of the above warranties.
10.5 To the fullest extent of the law, you waive any moral rights in your Content for the purposes of its submission to and publication on the Website.
11 THIRD PARTY CONTENT & LINKS
11.1 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.
11.2 The information on the Website is provided ‘as is’, without express or implied warranty. The inclusion of any link does not imply that we endorse the linked site. You use the information and links at your own risk.
12 INDEMNITY
12.1 You agree to defend, indemnify and hold harmless Aged Care Decisions, its officers, directors, employees, agents, subcontractors, licensors, and suppliers, from and against all claims, actions, loss, demands, liabilities and settlements, including, without limitation, reasonable legal and accounting fees, arising in connection with your use of the Website, or resulting from, or alleged to result from, your use of the Website, a breach of your representations and warranties or your violation of any of these Terms and Conditions.
12.2 You further agree to defend, indemnify and hold harmless Aged Care Decisions, its officers, directors, employees, agents, subcontractors, licensors, and suppliers, from and against all claims, actions, demands, liabilities and settlements, including, without limitation, reasonable legal and accounting fees, arising in connection with any dealings you have or instigate with any, clients, potential clients, providers, agencies and any other third parties.
12.3 You release and hold harmless, Aged Care Decisions, from any liability, claim, harm, damage or loss that arises from your registration with Aged Care Decisions or from Aged Care Decisions’s activities.
13 PRIVACY POLICY
13.1 You must comply with the privacy policy.
13.2 Your registration and use of the Website is conditional on your agreement with, and complying with, the privacy policy. If you do not agree to us collecting, using or disclosing your personal information in the manner contemplated by the Terms and Conditions and our privacy policy you must not use the Website.
13.2 You may give us personal information including your name, email address, age, occupation, address, telephone number or in some instances, sales and financial details. You grant us consent to use your personal information in accordance with our privacy policy. Please click on this link to view our privacy policy.
13.3 In the provision of its Services, Aged Care Decisions will provide you with personal information of members of Aged Care Decisions. You shall comply with all applicable laws, including the Privacy Act 1988 (Cth) in relation to the personal information of the Aged Care Decisions member.
14 GENERAL
14.1 These Terms and Conditions constitute the entire agreement between us and you in relation to the Website and your use of the Website supersedes all other (prior or contemporaneous) communications or displays whether electronic, oral, or written, between us and you in relation to the Website.
14.2 The Provider agrees to keep all information it receives and collects in respect of a potential client confidential. Notwithstanding the forgoing, the Provider acknowledges that Aged Care Decisions may disclose such information if required to do so by law, regulation or order of a court of competent jurisdiction only.
14.4 These Terms and Conditions are governed by the laws of the Queensland, Australia, and you irrevocably submit to the exclusive jurisdiction of the courts of the State of Queensland.
14.5 If any of these Terms and Conditions are invalid, unenforceable or illegal, that term will be struck out and the remaining terms will remain in force.
14.6 If we do not act in relation to a particular breach by you of these Terms and Conditions, this will not be treated as a waiver by us of our right to act with respect to subsequent or similar breaches.
14.7 Clauses 2, 3, 4, 5, 6, 7, 8.3-8.4, 9, 10.3-10.5, 11, 12, and 13 survive the termination of these Terms and Conditions.
14.8 You warrant that if you are an employee or agent of a provider and you register your employer or principal as a registered Client Introduction Recipient with Aged Care Decisions, you have the full authority to do so.
15 ELECTRONIC COMMUNICATION
15.1 Pursuant to the Client Introduction Registration Form, or accepting a Client Introduction, the Provider (including its nominated employees and agents) will be subscribed to our provider marketing email list.
15.2 Aged Care Decisions may send the individual Provider employees or agents emails for sales and marketing opportunities, promotions, reminders and contests. Such emails may include marketing information about AgedCareReviews.com.au or selected business partners. If the recipient wishes to unsubscribe from this list, they may do so by visiting this link http://agedcarereviews.com.au/unsubscribe. In addition, each email sent to the provider marketing email list by Aged Care Decisions will contain an unsubscribe link so the recipient can opt-out of that subscription.
