1. SERVICES

1.1 SERVICES

Details of all our Services are available on our Website. Our Services are provided online (Telehealth Consultation).

1.2. ELIGIBILITY

1. 1. By booking the Services via the Website or otherwise engaging us to provide you with the Services, you:
      1. agree to be bound by these terms;
      2. warrant that the Medicare details you provide are current and valid
      3. are authorised to use the credit or debit card to purchase the Services, where applicable;

1.3 DISCOVERY CALL

1. 1. 1. 1. Before signing up for our Services, you are required to book an Discovery Call, to allow us to gather necessary information and determine whether our Services are a good fit for both you and us (Discovery Call). The Discovery Call will be limited to one call per person, unless Ally Health allows otherwise, and will be bulk billed to Medicare, at no cost to you, provided you meet the necessary criteria for bulk billing.
         2. (Outcome of Discovery Call) If, following the Discovery Call, Ally Health determines that our Services are suitable for you, we may offer you the opportunity to sign up for a subscription to our Services, as set out on our Website (Subscription).
         3. Booking the Services constitutes your intention and offer to enter into these terms, where we will provide you with the Subscription you have ordered in exchange for your payment of the amounts listed upon checkout.
         4. (If Service is Not Suitable) If, in Ally Health’s opinion, our Services are not suitable for you following the Discovery Call, we retain the right to decline providing further Services.Discovery Call.

1.4 SUBSCRIPTION

1. 1. 1. 1. 1. (Subscription Overview) Your Subscription to Ally Health entitles you to unlimited consultations within the areas serviced by Ally Health, subject to our fair use policy in clause 2(a).
            2. To place an Order and purchase a Subscription, you will be required to sign up for a personal account (Account). When you sign up for an Account, you must provide true, accurate and complete information as requested and keep this information up to date after registration.
            3. You agree that you’re solely responsible for:
               1. maintaining the confidentiality and security of your Account information and your password. Do not share your Account information (including login details and passwords) with anyone else; and
               2. any activities and those of any third party that occur through your Account, whether those activities have been authorised by you or not.
            4. You also agree to let us know if you detect any unusual activity on your Account as soon as you become aware of it.
            5. We won’t be responsible to you for, and expressly disclaim any liability for, any cost, loss, damages or expenses arising out of a failure by you to maintain the security of your Account information or your password.
            6. (Subscription Payment Frequency) You may sign up for a Subscription with your preferred payment frequency of monthly, quarterly, or yearly. All monthly subscriptions are for a minimum term of three (3) months and this minimum term will apply to any new subscriptions or subscriptions which were paused or had been previously cancelled. 
            7. (Automatic Renewal) Your Subscription will automatically renew at the end of each term unless you opt out. You may cancel your Subscription in accordance with the Termination Clause. Notice of cancellation must be provided as specified in that clause.
            8. (Pricing Table) The applicable Subscription fee, payment options, and pricing details, including any discounts or promotions, are set out in the pricing table available on our Website. By subscribing, you agree to the Subscription fee and payment frequency selected.

2. CONSULTATION FORMATS AND REQUIREMENTS 

a. (Fair Use Policy for Consultations) While the Subscription grants you unlimited access to Consultations, you agree that these Services are provided within a fair use policy. Ally Health reserves the right to limit or suspend access to Consultations if it is determined that your use of the Service is excessive, unreasonable, or otherwise inconsistent with reasonable usage. Excessive or abusive use may result in the suspension or cancellation of your Subscription at Ally Health’s discretion.

3. ATTENDING YOUR CONSULTATION

3.1 TELEHEALTH CONSULTATION

1. 1. 1. The Services will be delivered electronically and accessed via the third-party provider we use from time to time (App).
      2. There will be no additional fees payable to us for using the App, other than any fee applicable to downloading any applications from any app store. 
      3. The App we use is a third-party app and is subject to additional terms and conditions. By using the App you will be bound by this clause and the Third Party Terms in clause 8.
      4. The App is powered by a third-party platform and the terms and conditions of that third party may apply to your use of the App to the extent applicable to you. At this time, the App we use is Zoom and its terms and conditions are available here.
      5. To the maximum extent permitted under applicable law and our agreement with our app provider, we will not be liable for any acts or omissions of that third party, including in relation to any fault or error of the App or any issues experienced in using the App including downtime and the App not functioning adequately. 
      6. You agree that it is your responsibility to check that the computer and internet service being used to access the Services is adequate to access the Telehealth Consultation. 
      7. We will not be liable to you if the Services may not be provided as a result of any technical issues including but not limited to:
         1. the operation of the internet, including but not limited to viruses; 
         2. any firewall restrictions that have been placed on your network or the computer you are using to access the Telehealth Consultation; 
         3. failures of telecommunications links and equipment; and
         4. software and browser incompatibility.
   2. RESCHEDULING OR CANCELLING AN APPOINTMENT
      1. If you fail to attend or reschedule a scheduled Consultation without providing at least 24 hours’ notice to Ally Health (Late Cancellation), you will be required to pay to Ally Health a fee of $80.00 to cover the costs incurred by Ally Health to coordinate the Late Cancellation (Cancellation Fee). 
      2. Both parties acknowledge and agree that the Cancellation Fee represents a genuine pre-estimate of Ally Health’s losses and damages in the event of Late Cancellation by you and does not constitute a penalty.

4. YOUR OBLIGATIONS

4.1 PROVIDE INFORMATION AND LIAISON

1. 1. 1. 1. 1. You must provide us with all documentation, information and assistance reasonably required us to perform the Services. This includes but is not limited to providing your consent to our use of the third-party practice management software, in accordance with Third Party Terms in clause 8.
            2. You agree to attend any scheduled Consultations. If you cannot attend any scheduled Consultations you must give us the required notice as above. 
            3. As part of your Consultation and in the lead up to your Consultation, you will be required to provide us with relevant personal information and in some cases, health information. All of this information will be stored in accordance with clause 8 of this agreement and while you are not required to provide this information, withholding such information will impact the Services. 
            4. You agree that in order for us to provide the Services, any information you provide to us as a part of the Services should be true and correct and you acknowledge that your breach of this clause may negatively impact our ability to provide you with the Services. 

4.2 COMMUNICATION AND ACCESS

1. 1. 1. 1. 1. You must ensure that you have access to a computer and a stable internet connection or phone to be able to receive the Services. 
            2. You must ensure that you arrive to the scheduled Consultation on-time. You acknowledge and agree that we may not be able to adjust our appointment times if you are late, so you will not be provided any additional time.

4.3 NO RECORDING OF CONSULTATIONS PERMITTED

You acknowledge and agree that in attending any Consultation or accepting any Services you will not without our prior consent: 

1. have or allow any other person to be present during the Consultation; 
2. record the Consultation; or
3. otherwise allow any other person to exploit or use the Services without our knowledge. 

4.4 COMPLIANCE WITH LAWS

You warrant that by receiving or requesting the Services, or during receiving or requesting the Services, you will not:

1. breach any applicable laws, rules and regulations (including any applicable privacy laws and any relevant industry codes) (Laws);
2. do anything which may cause Ally Health to breach any Law;
3. breach the direction of any government department or authority; or
4. infringe the Intellectual Property Rights or other rights of any third party or breach any duty of confidentiality.

5. PAYMENT

1. 1. You must pay fees to us in the amounts and at the times specified at the time of check-out (Subscription Fees). 
   2. All Subscription Fees must be paid in advance. 
   3. We reserve the right, from time to time, to change the Subscription Fees. We will notify you in advance if we do this. 
   4. If we change our Subscription Fees, the new fees will not apply to current active Subscriptions. The new pricing will apply to new applicants and to those renewing their Subscription after their current one has lapsed and the new prices have come into effect. 
   5. (GST) Unless otherwise indicated, amounts stated on the Website include GST. In relation to any GST payable for a taxable supply by us, you must pay the GST subject to us providing a tax invoice to you.
   6. (Card surcharges) We reserve the right to charge credit card surcharges in the event that payment of the Subscription Fees are made using a credit, debit or charge card (including Visa, MasterCard or American Express).
   7. (Online payment partner) We may use third-party payment providers such as Stripe (Payment Providers) to collect payments for the Services. The processing of payments by the Payment Provider will be, in addition to these terms, subject to the terms, conditions and privacy policies of the Payment Provider accessible and, to the maximum extent permitted by law, we will not be liable for the security or performance of the Payment Provider. We reserve the right to correct, or to instruct our Payment Provider to correct, any errors or mistakes in collecting your payment.
   8. (Card withholding) We reserve the right to withhold your credit card payment details via our Payment Providers for the purposes of charging you the Subscription Fees for our Services. Where we withhold these details, the details will be stored on the Payment Provider’s platform and will not be visible to us directly. 
   9. (Late payment) If you fail to pay any amounts due to us under an invoice by the specified due date, we retain the right, without limiting any other rights under these terms, to charge you interest at a rate of 10% per annum on the outstanding amount. However, before applying this interest, we will provide you with a written notice giving an additional 7 days to complete the payment. If payment is still not received by the end of this 7-day grace period, interest will accrue from the expiration of that period until the date the full payment is received by us.
   10. (Refunds) Given the nature of the services, we generally don’t offer refunds for Services and any refunds we issue will be solely at our discretion. Please let us know if you have any issues with our Services that you think should entitle you to a refund and we’ll consider your situation.

5.2 MEDICARE AND PRIVATE HEALTH COVER

1. 1. 1. You acknowledge and agree that:
         1. To process Medicare bulk billing for your Consultations, you are required to assign your Medicare benefits to Ally Health which enables Ally Health to submit a claim to Medicare on your behalf. If you fail to assign your Medicare benefits to Ally Health within a reasonable time frame, Ally Health will be unable to process a Medicare claim and you will be invoiced directly for the full Consultation Fee -to be paid by you in addition to the Subscription Fees. You understand that this Consultation Fee covers the cost of your Consultation but does not include any out-of-pocket expenses associated with non-bulk-billed services.
         2. (Third-Party Service Fees) You may incur additional fees if you receive services from any third-party provider you are referred to by Ally Health. It is your responsibility to inquire directly with the third-party provider about any charges or fees they may impose for their services.

6. COLLECTION NOTICE, PRIVACY AND INFORMED CONSENT

1. 1. We may collect personal information about you in the course of providing you with our Services, to contact and communicate with you, to respond to your enquiries and for other purposes set out in our Privacy Policy.
   2. Our Privacy Policy https://allyhealthcare.com.au/privacy/ contains more information about how we use, disclose and store your information and details how you can access and correct your personal information.
   3. By agreeing to these terms, you agree to be bound by the clauses outlined in our Privacy Policy.
   4. By accepting these terms or by accepting our Services after becoming aware of these terms you acknowledge and warrant that you are making a voluntary and informed decision to accept our Services and accept the risks and benefits associated with: 
      1. The collection and use of your personal and sensitive information in accordance with our Privacy Policy; 
      2. The collection and use of your sensitive information, including health information such as reports, medical history and related details in accordance with our Privacy Policy and in order to provide you the Services; 
      3. The collection of your personal information or sensitive information in the form of case notes as well as their disclosure to our employees or agents on a need to know basis in order to provide you with the Services; and 
      4. The disclosure of your personal or sensitive information and (if necessary) the breach of our confidentiality obligations to you where we have a legitimate reason to believe this may prevent harm to self or to others, or where otherwise required by law. 

7. INTELLECTUAL PROPERTY

7.1 OUR IP

1. 1. 1. Intellectual Property Rights in the Services and any other related information or materials (materials) are owned or licensed by us. Except as permitted under applicable laws, no part of the material can be reproduced, adapted, distributed, displayed, transmitted or otherwise exploited for any commercial purposes without our express written consent.
      2. You will not under these terms acquire Intellectual Property Rights in any of Our IP.

7.2 RECORDED CONSULTATIONS

From time to time, we may provide you with recordings of Consultations or other aspects of the Services in order for you to enjoy the benefit of the Services and, where this is the case, you acknowledge and agree that: 

1. the recording is intended for your personal use only and may not be commercialised, shared or proliferated in any way; and 
2. you will not own any Intellectual Property Rights in the recording. 

7.3 DEFINITIONS

For the purposes of this clause 6(d):

1. “Our IP” means all materials owned or licensed by us and any Intellectual Property Rights attaching to those materials.
2. “Intellectual Property Rights” means any and all present and future intellectual and industrial property rights throughout the world (whether registered or unregistered), including copyright, trade marks, designs, patents, moral rights, semiconductor and circuit layout rights, trade, business, company and domain names, and other proprietary rights, trade secrets, know-how, technical data, confidential information and the right to have information kept confidential, or any rights to registration of such rights (including renewal), whether created before or after the date of this agreement.

8. CONFIDENTIALITY

1. 1. Except as contemplated by this agreement, we will not permit any of our officers, employees, agents, contractors or related companies to use or to disclose to any person any information of or provided by you to us during a Consultation or in connection with our Services that is by its nature confidential information, is designated by you to be confidential, or that ought to be understood as being confidential.  
   2. This clause does not apply to:
      1. information which is generally available to the public (other than as a result of a breach of these terms or another obligation of confidence); 
      2. information disclosed or provided to a third party with your consent; 
      3. information disclosed where failure to do so may put you or another person at serious risk;
      4. information required to be disclosed by any law; or
      5. information disclosed by us to our employees, cloud storage providers or agents for the purposes of performing the Services or our obligations under this agreement.
   3. With your prior written consent, we may speak to other healthcare providers or your family in emergency situations. 

9. THIRD PARTY TERMS 

1. 1. To provide you with the Services, we may use goods or services provided third parties (including third party platforms) who have their own terms and conditions and policies (Third Party Terms).
   2. Provided we have notified you or given you a copy of the Third Party Terms, you agree to the Third Party Terms that apply to your use of the Services. 
   3. To the maximum extent permitted under applicable law and our agreements with any applicable third parties, we will not be liable for any loss or damage suffered by you in connection with such Third Party Terms, including in relation to any fault or error of the Services.
   4. You have the right to reject any Third Party Terms but if you do, we cannot provide you with the Services and you will need to cancel in accordance with this agreement.

10. NOTICES

1. 1. A notice or other communication to a party under these terms must be:
      1. in writing and in English; and
      2. delivered to the other party via email, to the email address most regularly used by the parties to correspond regarding the subject matter of these terms as at the date of these terms (Email Address). The parties may update their Email Address by notice to the other party.
   2. Unless the party sending the notice knows or reasonably ought to suspect that the email was not delivered to the other party’s Email Address, notice will be taken to be given:
      1. 24 hours after the email was sent, unless that falls on a Saturday, Sunday or a public holiday in the state or territory whose laws govern this agreement, in which case the notice will be taken to be given on the next occurring business day in that state or territory; or
      2. when replied to by the other party,
         whichever is earlier

11. WARRANTIES

1. 1. To the maximum extent permitted by applicable law, all express or implied representations and warranties not expressly stated in this agreement are excluded.
   2. Nothing in this agreement is intended to limit the operation of the Australian Consumer Law contained in the Competition and Consumer Act 2010 (Cth) (ACL). Under the ACL, the Client may be entitled to certain remedies (like a refund, replacement or repair) if there is a failure with the goods or services provided.

12. LIABILITY

12.1 LIABILITY

1. 1. 1. To the maximum extent permitted by law and subject to clause 12.1(a), the total liability of each party in respect of loss or damage sustained by the other party in connection with this agreement is limited to the value of the Subscription Fees paid for the Services.
      2. Clause 12.1(a) does not apply to your liability in respect of loss or damage sustained by us arising from your breach of clause 4.4.

12.2 CONSEQUENTIAL LOSS

To the maximum extent permitted by law, neither party will be liable for any incidental, special or consequential loss or damages, or damages for loss of data, business or business opportunity, goodwill, anticipated savings, profits or revenue in connection with this agreement or any goods or services provided by us, except:

1. in relation to a party’s liability for fraud, personal injury, death or loss or damage to tangible property; or
2. to the extent this liability cannot be excluded under the Competition and Consumer Act 2010 (Cth).

13. DISPUTE RESOLUTION

1. 1. A party claiming that a dispute has arisen under or in connection with this agreement must not commence court proceedings arising from or relating to the dispute, other than a claim for urgent interlocutory relief, unless that party has complied with the requirements of this clause.
   2. A party that requires resolution of a dispute which arises under or in connection with this agreement must give the other party or parties to the dispute written notice containing reasonable details of the dispute and requiring its resolution under this clause.
   3. Once the dispute notice has been given, each party to the dispute must then use its best efforts to resolve the dispute in good faith. If the dispute is not resolved within a period of 14 days (or such other period as agreed by the parties in writing) after the date of the notice, any party to the dispute may take legal proceedings to resolve the dispute.

14. CANCELLATION & REFUNDS

14.1 CANCELLATION OF YOUR SUBSCRIPTION

1. 1. 1. Your Subscription will continue to renew indefinitely in accordance with your Subscription frequency (i.e monthly, quarterly or yearly), unless cancelled by either party at least 7 days’ prior to the end of the then-current Subscription term by using the functionality provided on the Website or contacting us directly. We will notify you at least 14 days’ before your Subscription automatically renews.
      2. After cancelling your Subscription in accordance with clause 14.1, if you no longer wish to use the Service, you can simply stop using it, or request your account to be disabled, which will prevent you from logging in. Your Subscription will end at the conclusion of the then-current Subscription term.

14.2 REFUNDS 

1. 1. 1. We generally don’t offer refunds for Subscriptions and any refunds we issue will be solely at our discretion. Please let us know if you have any issues with your Subscription that you think should entitle you to a refund and we’ll consider your situation. 
      2. We will provide a full refund of the price paid for your Subscription if we determine that: 
         1. your Account was not accessible by you solely due to a failure by us; or
         2. the Subscription provided to you was not substantially the same as the Subscription you ordered as described on our Website.
      3. Nothing in this clause 14 is intended to limit or otherwise affect the operation of any of your rights which cannot be excluded under applicable law, including the Competition and Consumer Act 2010 (Cth) and any other law in the relevant jurisdiction. 

15. GENERAL

1. 1. (Governing law & jurisdiction) These terms is governed by the law applying in New South Wales, Australia. Each party irrevocably submits to the exclusive jurisdiction of the courts of New South Wales, Australia and courts of appeal from them in respect of any proceedings arising out of or in connection with these terms. Each party irrevocably waives any objection to the venue of any legal process on the basis that the process has been brought in an inconvenient forum.
   2. (waiver) No party to these terms may rely on the words or conduct of any other party as a waiver of any right unless the waiver is in writing and signed by the party granting the waiver.
   3. (severance) Any term of these terms which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity and enforceability of the remainder of these terms is not limited or otherwise affected.
   4. (joint & several liability) An obligation or a liability assumed by, or a right conferred on, two or more persons binds or benefits them jointly and severally.
   5. (assignment) You cannot assign, novate or otherwise transfer any of its rights or obligations under these terms without the prior written consent of the other party. We can assign the rights or novate these terms in whole or part without your consent, on notice which may be communicated electronically on the website or by email.
   6. (costs) Except as otherwise provided in these terms, each party must pay its own costs and expenses in connection with negotiating, preparing, executing and performing these terms.
   7. (entire agreement) These terms embodies the entire agreement between the parties and supersedes any prior negotiation, conduct, arrangement, understanding or agreement, express or implied, in relation to the subject matter of these terms.
   8. (interpretation) In these terms, the following rules of interpretation apply
      1. (singular and plural) words in the singular includes the plural (and vice versa);
      2. (gender) words indicating a gender includes the corresponding words of any other gender;
      3. (defined terms) if a word or phrase is given a defined meaning, any other part of speech or grammatical form of that word or phrase has a corresponding meaning;
      4. (person) a reference to “person” or “you” includes an individual, the estate of an individual, a corporation, an authority, an association, consortium or joint venture (whether incorporated or unincorporated), a partnership, a trust and any other entity;
      5. (party) a reference to a party includes that party’s executors, administrators, successors and permitted assigns, including persons taking by way of novation and, in the case of a trustee, includes any substituted or additional trustee;
      6. (these terms) a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure is a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure to or of these terms, and a reference to these terms includes all schedules, exhibits, attachments and annexures to it;
      7. (document) a reference to a document (including these terms) is to that document as varied, novated, ratified or replaced from time to time;
      8. (headings) headings and words in bold type are for convenience only and do not affect interpretation;
      9. (includes) the word “includes” and similar words in any form is not a word of limitation; and
      10. (adverse interpretation) no provision of these terms will be interpreted adversely to a party because that party was responsible for the preparation of these terms or that provision.