Primary Health Care Ltd (ACN 064 530 516) and many of its subsidiaries (“PHC”) operate web portals, websites and related applications.
These websites, and related applications web portals are designed and intended to electronically transmit information from a healthcare business or to enable the purchase of products and services that is as part of the broader network of specialist pathologist practices, products and services provided by PHC.
If you use any of the web portals, websites or related applications operated by PHC (“Website”) and any of the products, services and other content available from, in, on or through the Website (“Material”), you agree to all of the terms and conditions set out below (“terms and conditions”):
Terms & Conditions
1.Your agreement to the terms and conditions is an agreement with PHC and every subsidiary of PHC (“us”, “we” or “our” as contextually appropriate) and governs your use of the Website and of all Material.
2. These terms and conditions constitute the entire agreement between you and us for the provision of the Material.
3. If you choose to use a workplace email address to access the Website, then you are solely responsible for ensuring that you comply with the rules, policies or protocols that apply to the use of your email address and your workplace facilities.
4. On concluding an access session, you must close all browser windows, including all “Tabs”, and disconnect completely from the Website.
5. You understand and acknowledge that mobile devices such as smart phones, tablet devices can increase risks of security breach above the risks related to fixed-position personal computers and you will personally maintain close security and control over any such device on which you access the Website so as to minimise the risk of unauthorised access to or use of the Website by means of such a device.
6. If you suspect the security and confidentiality of the device you have used to access the Website has been compromised in any way, you must immediately contact us to prevent access to the Website.
7. Other provisions which govern your use of the Website and the Material may from time to time be provided to you by the online notices given during your access to the Website and the Material (“Additional Terms”), all of which are incorporated in these terms and conditions. To the extent there is any inconsistency between the Additional Terms and these terms and conditions, the Additional Terms prevail. Our employees and agents do not have individual discretion to vary these terms and conditions and you acknowledge that only the Additional Terms can vary these terms and conditions.
8. We may in our sole discretion temporarily suspend your access to the Website for reasons such as upgrades or modifications, or otherwise restrict your access to and use of the Website where we consider it reasonably necessary.
9. If we reasonably form the view that your conduct may amount to a breach of any law, we may without notice to you refer your conduct to relevant regulatory authorities including, without limitation, State or Australian Federal Police, the Australian Information Commissioner, the Health Care Complaints Commission or the Australian Health Practitioner Regulation Agency.
10. You must comply with all applicable privacy and health information laws and all of the Website’s privacy policies. If:
10.1 you use the Material you obtain for the purpose of providing a patient to whom it relates with health care or treatment and you wish to use the Material for other purposes - then you undertake to first obtain the patient's written consent to access their health information for these other purposes prior to obtaining that Material; and
10.2 you use the Material you obtain for the purpose of providing a patient to whom it relates with health care or treatment – then:
10.2.1 you must keep all Material confidential and you may only share the Material with the patient, their nominated or authorised carer or guardian, other health professionals assisting in the patient's care or as otherwise required to be disclosed by law or as directed by the patient or their legal guardian; and
10.2.2 you acknowledge that all Material relating to your patients prior to your account activation will be marked by the Website systems as “Viewed” upon account activation.
Placing an order
11. You may order Material by selecting and submitting your request through the Website. You do so in accordance with and subject always to these terms and conditions.
12. Any order placed through the Website for Material is an offer by you to purchase the Material for the price notified (including any delivery and other charges and taxes) at the time you place the order. All information contained on the Website about the Material constitutes an invitation for you to make an offer and no information on the Website constitutes an offer by us to supply the Material.
13. We may ask you to provide additional details or require you to confirm your details to enable us to process the order you placed through the Website. This may include photographic identification.
14. You agree to provide current, complete and accurate details when asked to do so by us or the Website.
15. By placing your order through the Website, you agree that we may store, process and use data collected from your order for the purposes of processing and delivering your order, in addition to any other use you agree we may make of data collected from your order.
Acceptance or rejection of an order
16. We reserve the right to accept or reject your order for any reason, including if the requested Material is not available, if there is an error in the price or the description posted on the Website or there appears to be an error in your order. We may also accept your order in part only.
17. Each order placed for Material through the Website that we accept results in a separate binding agreement between you and us for the supply of the particular Material. For each order accepted by us, we will supply the Material in that order to you in accordance with these terms and conditions.
18. You must not purchase any Material for resale to a third party or for trade purposes. If we have any concern with the nature of your order for Material, we may contact you when you place the Order or within a reasonable time after we have accepted your order. If you do not address those concerns, we may cancel your order.
19. We have processes in place to assist detecting transactions which may be illegal, fraudulent or in breach of these terms and conditions. We may contact you to confirm any details regarding your order. If we are unable to confirm these details, we may cancel your order.
20. We may cancel your order or part of your order (including any orders that we have accepted) without any liability to you for that cancellation at any time if:
20.1 the requested Material in that order is not available;
20.2 there is an error in the price or the description posted on the Website in relation to the relevant Material in that order; or
20.3 that order has been placed in breach of these terms and conditions.
Maximum or minimum orders
21. The Website may indicate maximum or minimum order sizes for Material at the time you place an order. These amounts are indicative only, and, notwithstanding anything else in these terms and conditions, may be changed in our absolute discretion at any time, including after you have placed your order and, whilst we will endeavour to advise you of any change to these amounts, we reserve the right to vary your order accordingly.
22. If we reasonably believe you are placing multiple orders, whether under the same or different details, for the purposes of circumventing order limits, we may cancel all such orders without notice to you.
Variation to Materials or price
23. We may vary prices on the Website at any time, and prices are subject to change until you have paid for the Materials in full. Material availability and Material prices may vary between orders made on the Website.
24. All prices on the Website exclude GST unless otherwise indicated.
25. You must pay the price, and any fees and charges, online using the online payment methods described from time-to-time on the Website at the time of making your order.
26. You authorise us to debit any amount that is payable for an accepted order from your nominated credit card, credit facility or other nominated payment method to pay your order for the Material and any related fees and charges.
27. Your order will not be processed until we receive all information we need from you. Orders placed on days that are not business days in all States of Australia may not begin processing until the next business day in all States of Australia. If payment is not received with respect to your order within five business days (in the State for your delivery) from the date of your order, we may cancel your order.
28. While we use security technology and software for transactions conducted through the Website, we are not responsible for any damages, consequential loss (direct or indirect) that you may suffer from the fraudulent or unauthorised use of your credit card or other payment facility.
29. We may request further information from you, such as a copy of your credit card or photographic ID, as part of processing your payment of your order. Until your payment has been processed, your order may not be delivered or otherwise provided and if the requested information is not provided in the time frame requested by us or, if no time is specified, within two business days of our request, then we may cancel your order.
30. You must not pay, or attempt to pay, for Material through any fraudulent or unlawful means.
31. We will use reasonable endeavours to deliver Materials in accordance with the estimated delivery times detailed on the Website at the time of your order. However, delivery times may change, including in circumstances beyond our control, and we make no guarantee that the Material will be delivered within the estimated delivery time.
32. You may receive multiple deliveries for your order even if these are not described on the Website.
33. We reserve the right to arrange for our carriers to leave a card so you can pick-up the Material you ordered from the carrier’s designated collection location if you are not available to take delivery of the Materials.
34. If you ask us to deliver the Materials inside premises or a building and we agree to do so, then you are responsible for all loss or damage suffered by us, our servants and agents in connection with the delivery of the Materials beyond the public area closest to the entrance to that delivery address.
35. We, our servants and agents may require the person accepting the delivery of your order to provide proof of that person’s identity (including photographic identification) and, if relevant, age. If the Order has been paid by credit card or other credit facility, then we may also include a requirement to show the deliverer the credit card to conduct verification checks.
36. You acknowledge that we, our servants and agents may record the details of any identification provided in relation to delivery of Material.
37. You agree to comply with any other reasonable delivery or collection of delivery requirements of which we may notify you, notwithstanding that notification may be made after you make your order and after your order is accepted, and payment has been made.
38. You acknowledge and agree that any person at the delivery address you specify that receives the Material is authorised by you to receive your order and, where relevant, make payment for that order and you will ensure that the person receiving the Material is over the age of 18 years or such other minimum age as prescribed by law.
39. To the extent permitted by law, we are not liable for any delay in performing any of our obligations under these terms and conditions if such delay is caused by circumstances beyond our control and we shall be entitled to a reasonable extension of time for performance of those obligations.
Title to and risk in Material
40. Risk in the Material passes to you on the earlier of the date and time of:
46.1 payment for the Material; and
46.2 delivery of the Material to the Delivery Address.
41. Title in the Material passes to you on the later of:
47.1 delivery of the Material to the Delivery Address;
47.2 payment of all your indebtedness to us pursuant to any invoices from us to you (“payment in full”).
42. Until payment in full is made you must keep the Materials for and on our behalf in your capacity as a ﬁduciary and subject to these terms and conditions. We authorise you to use the Materials as our ﬁduciary agent for our account only. Any proceeds from the sale or use of the Material are our property and you agree that you hold such proceeds for and on our behalf in a ﬁduciary capacity. You must pay any proceeds of sale or use into a separate account for and on our behalf and must keep separate records as to the Material used and as to the amounts received. This authority to sell or use the Material is revoked immediately if you default under these terms and conditions, or are subject to any claim regarding or event of insolvency, or if we revoke that authority in writing.
43. You must ensure that the Material is stored in such a way that it does not become spoilt or damaged, is clearly identiﬁable as our property and is not intermingled with your property or of any other person. You shall not in any way alter or treat the Material so as to change the quality or nature in any way so that the Material cannot be distinguished until such time as you have made payment in full. You must notify us in writing of any intended sale of your property or business that includes or purports to include the Material as part of your property or business. Until payment in full, you shall not grant any security interest over, lease, assign or otherwise deal with the Material, except as permitted by these terms and conditions or with our written consent.
44. You acknowledge that these terms and conditions constitute a security agreement which creates a security interest pursuant to the Personal Property Securities Act 2009 (Cth) (“PPSA”) in our favour in the Material and their proceeds supplied by us to you at any time to secure the payment in full, and the performance of all obligations, owing by you to us in connection with any Material. You agree, at your cost, to provide such information, sign such documents and do such other things as we may require in order to enable us to register and perfect that security interest and obtain and maintain a ﬁrst ranking priority position over the Material and their proceeds. To the maximum extent permitted by applicable law, you agree that:
44.1 you waive any right to receive a veriﬁcation statement under the PPSA in respect of the security interest created by these terms and conditions;
44.2 you waive and, with our agreement, contract out of, your rights under sections 95, 96, 118, 121(4), 125, 129, 130, 132(3)(d), 132(4), 135, 142 and 143 of the PPSA; and
44.3 expressions deﬁned in the PPSA shall have the same meaning when used in this paragraph of these terms and conditions.
Pathology decision support tools
45. The Website may contain or some of the Material may comprise pathology decision support tools that provide medical information from authoritative sources for use by medical practitioners to assist them:
45.1 in the interpretation of laboratory results; and
45.2 in formulating the next steps that can be taken in patient care.
46. All documents and articles found in the Website or the Material have been subject to rigorous peer review by our pathologists. We may modify these documents and articles at any time, and such modifications shall be effective immediately upon posting the modified documents and articles.
47. You use the Website and Material at your own discretion.
48. You are responsible for any costs associated with your access to or use of the Website, including internet access fees.
49. You acknowledge and agree that:
49.1 the Website and Material do not constitute professional medical or healthcare advice, diagnosis or recommendation of treatment and is not intended, nor should be used, to replace actual professional medical opinion or judgement that takes into account all of the information and factors available at the time;
49.2 the information contained in the Website and Material is provided on an ‘as is’ basis and any information it provides (or does not provide) does not constitute a recommendation or advice by us to take or refrain from taking any course of action in relation to the health care needs of you or a patient;
49.3 in no circumstances should the Website and Material be relied upon without consideration and confirmation by a qualified medical practitioner after having regard to, among other things, independent professional judgement as well as your or the particular patient’s condition and medical history;
49.4 while we endeavour to ensure that the information contained in the Website and Material is up-to-date, accurate and complete, we make no representations or warranties that the information contained in the Website and Material will at all times be up-to-date, accurate, complete, comprehensive or useful for the purpose for which it is obtained; and
49.5 we do not warrant that any information provided by any suppliers of Material, including in relation to Material descriptions or other content of the Website, is accurate, complete, reliable, current or error-free.
50. Materials may be serviced and supported by the manufacturer and you can contact that manufacturer at any time regarding the Material that we provide to you in satisfaction of your order.
51. To the extent permitted by law and subject to paragraph 58, our liability to you for any non-compliance with a statutory guarantee or loss or damage arising out of or in connection with the supply of Material or any alleged or actual breach by us of these terms and conditions however arising (whether for breach of a term or terms of these terms and conditions, tort (including negligence), statute, custom, law or on any other basis) is limited to:
51.1 in the case of services, at our option:
51.1.1 the resupply of the services; or
51.1.2 the payment of the cost of resupply; and
51.2 in the case of goods, at our option:
51.2.1 the replacement of the goods or the supply of equivalent goods;
51.2.2 the repair of the goods;
51.2.3 the payment of the cost of replacing the goods or of acquiring equivalent goods; or
51.2.4 the payment of the cost of having the goods repaired.
52. Paragraph 51 is not intended to have the effect of excluding, restricting or modifying:
52.1 the application of all or any of the provisions of Part 5-4 of Schedule 2 to the Competition and Consumer Act 2010 (“ACL”);
52.2 the exercise of a right conferred by such a provision; or
52.3 any liability of ours in relation to a failure to comply with a guarantee that applies under Division 1 of Part 3-2 of the ACL to a supply of goods or services.
53. Other than as set out in this paragraph and to the extent permitted by law:
53.1 any condition or warranty which would otherwise be implied in these terms and conditions whether by statute or otherwise is excluded; and
53.2 under no circumstances will we be liable for any loss, damage or injury (including without limitation any loss of profits, indirect, incidental or consequential loss, damage or injury) arising from the supply or use of the Website or the Material, any failure by us to perform any obligation or observe any term of these terms and conditions or any loss of data suffered by you in connection with your use of the Website or the Material.
54. The Website contains information and Material intended for use by users in Australia only. Any use contrary to this is at your own risk and, to the extent permitted by law, we disclaim all and any liability to you or any third party for such use.
55. You cannot assign any rights or obligations under these terms and conditions whether in whole or in part to any other party.
56. Our failure to enforce the whole or any part of these terms and conditions does not constitute a waiver by us of any of the terms and conditions and shall not in any way affect our right to later enforce any of the terms and conditions.
57. You warrant that all information and data provided by you to us through the Website (including any part of the customer registration process) or otherwise is true, accurate, complete and up to date, and you have and will comply with all relevant laws relating to your use of the Website and Material and your placement of any order.
58. You agree to indemnify, defend and hold us harmless against any claims, liabilities, proceedings, costs, losses, expenses or damages incurred by us in connection with your use of the Website and Material inside or outside of Australia, breach of these terms and conditions or any other negligent or wrongful act or omission by you.
59. You must not infringe any trade marks patents or any copyright attaching to any part of the Website or the Material.
60. Unless you have prior consent from us, you must not copy, reproduce, modify, distribute, imitate, publish or commercial exploit or link to or deep link into the Website.
61. You must not:
61.1 use the Website for any activities that breach any laws, infringe a third party’s rights or are contrary to any relevant standards or codes;
61.2 use the Website in a manner or way, or post to or transmit to or via the Website any material, which interferes with other users or our other customers or defames, harasses, threatens, menaces or offends any person or which prevents any other person from using or enjoying the Website;
61.3 make fraudulent or speculative enquiries, purchases or requests through the Website;
61.4 use another person’s details without their permission or impersonate another person when using the Website;
61.5 post or transmit any obscene, indecent, inflammatory or inappropriate material or any other material that may give rise to civil or criminal proceedings;
61.6 tamper with or hinder the operation of the Website;
61.7 knowingly transmit any viruses, worms, defects, trojan horses or similar disabling or malicious code to the Website;
61.8 use any robot, spider, site search and retrieval application or other mechanism to retrieve or index any portion of the Website;
61.9 modify, adapt, translate or reverse engineer any portion of the Website;
61.10 remove any copyright, trade mark or other proprietary rights notices contained in or on the Website;
61.11 reformat or frame any portion of the web pages that are part of the Website;
61.12 create accounts by automated means or under false or fraudulent pretenses;
61.13 use the Website to violate the security of any computer or other network or engage in illegal conduct;
61.14 take any action that imposes or that would, in our reasonable opinion, result in an unreasonable or disproportionately large load on our infrastructure;
61.15 use the Website other than in accordance with these terms and conditions; or
61.16 attempt any of the above acts or engage or permit another person to do any of the above acts.
62. If the whole or any part of a provision of this agreement is void, unenforceable or illegal in a jurisdiction it is severed for that jurisdiction. The remainder of this agreement has full force and effect and the validity or enforceability of that provision in any other jurisdiction is not affected. This paragraph has no effect if the severance alters the basic nature of this agreement or is contrary to public policy.
63. This agreement is governed by the laws of New South Wales, Australia. You submit to the non-exclusive jurisdiction of the courts of that place. Any rights or remedies to which you are entitled under the ACL arise independently of these terms and conditions and this paragraph does not apply to any claim you may have under the ACL.
Links to other websites
64 The Website may contain links to external websites that are not operated by us or our related bodies corporate. The links are provided for your convenience only. We are not responsible for the information contained in links from the Website or Material to other websites. Each linked site will have terms and conditions that you should understand. We are not liable for any damage caused by your use of those linked websites. You agree that:
64.1 we make no representations or warranties, and have no any responsibility or liability to you for those websites;
64.2 the links do not indicate, expressly or impliedly, that we endorse the site or the products or services that are provided at those sites; and
64.3 you agree that you access and use the products and services made available at those sites solely at your own risk.