Patient Platform Terms & Conditions
The Platform is owned and operated by Southern Neurology Pty Ltd (ACN 067 742 992) also trading as Neuraly (Southern Neurology, Neuraly, we, us or our). These Platform Terms & Conditions (Terms) set out the terms and conditions under which a user (you) may use and access the Platform and related services.
Southern Neurology does not provide medical advice, medical services or medical care. Southern Neurology contracts with Australian registered doctors and health practitioners (Providers) who provide clinical services. Providers deliver clinical services via the Platform to their patients. We offer an online communication platform for these Providers and their patients to connect via the Platform through the use of synchronous and asynchronous telecommunications technologies.
Providers are independent of Southern Neurology and merely use the Platform Site to communicate with patients. Southern Neurology does not employ Providers. Thus, Providers, and not Southern Neurology, are responsible for the quality and appropriateness of the care they render to you, as well as for the security and integrity of any communicative mediums used with you.
Our website content and any communications you have with Southern Neurology representatives (other than Providers) do not constitute medical advice. You should always obtain medical advice from a Provider or your regular doctor to ensure any particular medication or treatment is suitable and safe for you.
1	About these Terms
1.1	Please read these Terms carefully. These Terms, if accepted by you in accordance with clause 1.2, will constitute a binding agreement between you and Southern Neurology.
1.2	If you access and/or use the Platform and related services, you agree to, and warrant that you have the power and authority to enter into and be bound by, these Terms (which include our Privacy Policy). You also agree to perform your obligations under these Terms. 
1.3	If you do not agree to these Terms, you may not access or use the Platform or any content, functionality, data or materials (including any text, graphics, logos, audio and software) made available to you on or via the Platform by Southern Neurology (Platform Content) or any related services and you must immediately cease accessing and using the Platform, Platform Content and related services. We recommend that you save a local copy of these Terms for your records.  
1.4	In order to access and use the Platform, you must:
(a)	possess the legal right and ability to enter into a legally binding agreement with us; 
(b)	agree and warrant to only use the Platform in accordance with these Terms and the Documentation; and
(c)	be a registered user with Southern Neurology.
2	General
2.1	We may, in our sole discretion, update, modify or replace these Terms from time to time by providing you with reasonable notice in the circumstances (via the Platform or email), including details of the relevant change. You will be deemed to have accepted the relevant update if you continue to use the Platform after the expiry of 30 days following the date you are notified of the relevant update, modification or replacement. 
2.2	Where an update, modification or replacement of the Terms:
(a)	detrimentally affects the functionality of the Platform;
(b)	materially affects your rights or obligations under these Terms,
you will be entitled to terminate these Terms prior to the relevant update coming into effect on written notice to us. 
2.3	If you do not agree to any relevant update, modification or replacement notified to you, you must immediately cease using and accessing the Platform, Platform Content and related services, and notify Southern Neurology of your termination of these Terms by emailing care@neuraly.com.au.
3	Registration and Login Credentials
3.1	When you log in to the Platform, you may be prompted to update or select your own Login Credentials to access the Platform. You must keep your Login Credentials (including your username and password) secure and must not share them or allow any other person to use your Login Credentials. Southern Neurology will not be liable for any Loss arising out of or in connection with your failure to maintain the security of your Login Credentials. As between you and Southern Neurology, you are fully responsible for all activities carried out under or using your Login Credentials (whether or not authorised by you). To the extent permitted by Law, including the Australian Consumer Law, Southern Neurology will not be liable for any acts and omissions undertaken by or on behalf of a user of your Login Credentials, including any Loss arising from the same. You must immediately notify Southern Neurology of any unauthorised use of your Login Credentials or any other breaches of security. 
4	Intellectual Property Rights
4.1	Unless otherwise indicated, Southern Neurology owns or licenses all rights, title and interest (including Intellectual Property Rights) in the Platform, including in any improvements to the Platform, Updates and enhancements and including as they may incorporate any suggestions, ideas, information, comments, process descriptions or other information that you provide to us from time to time (Feedback). 
4.2	You must not, and must not permit or cause a third party to:
(a)	access or use the whole or any part of the Platform except as expressly authorised by these Terms;
(b)	adapt, modify, redistribute, disassemble, decompile or reverse engineer the Platform.
(c)	vary, alter, modify, merge, interfere with, reverse disassemble, decompile or reverse engineer, or otherwise seek to obtain or derive the source code from the whole or any part of the Platform, except as permitted by Law; 
(d)	publicly disseminate information regarding the performance of the Platform; or 
(e)	use any data mining, gathering or extraction tools in connection with the Platform.
(f)	copy, distribute, transmit, display, perform, reproduce, publish, license, commercially exploit, create derivative works from, transfer, or sell, the Platform.
(g)	use any method or process (including data scraping, web-bots, collection or accumulation tool, robot, spider or scripted responses) for the purpose of obtaining, processing, copying, replicating, distributing, reconfiguring, republishing, viewing, assessing, analysing, modifying or repacking the Content;
(h)	use, obtain, or attempt to obtain from the Platform, information in order to identify or discover pricing, underwriting, rating and related business methodology or systems; and
(i)	do anything which will or may damage, disrupt access to or interfere with the proper operation of the Platform.
4.3	Your use of and access to the Platform does not grant or transfer any rights, title or interest to you in relation to the Platform.
4.4	You may from time to time provide us with Feedback. You absolutely and unconditionally assign to Southern Neurology all rights, title and interests (including all Intellectual Property Rights) in and to any Feedback immediately upon creation, free of all encumbrances and third party rights and you must at your own cost do all things necessary to give effect to such assignment, including (if requested by Southern Neurology) executing any required documents or effecting any required registrations.
4.5	You must not access or use the Platform, or post, provide or transmit any data or content in any way that:
(a)	violates or infringes the rights of Southern Neurology, or others including any Intellectual Property Rights or individuals' rights under applicable Privacy Laws; 
(b)	is unlawful, offensive, indecent, objectionable, harassing, obscene, pornographic, threatening, abusive, defamatory, libellous, fraudulent, tortious, or invasive of another's privacy or constitutes a breach of any other of the legal rights of individuals (including with respect to the Spam Act);
(c)	impersonates any person, business or entity, including Southern Neurology, or the employees or agents of Southern Neurology;
(d)	includes personal and sensitive information about another person without that person's current consent or authorisation as required by applicable Privacy Laws;
(e)	is false, misleading, or deceptive;
(f)	violates these Terms or any policy posted on the Platform which are notified to you from time to time; 
(g)	contains viruses, malware or any other computer code, scripts, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or other property, or otherwise permit the unauthorised use of a computer or computer network;
(h)	is detrimental to or in violation of Southern Neurology’s, or a third party's systems or network security, or could damage, disable or impair the servers or networks used by the Platform or their users;
(i)	interferes with the use of the Platform by others; or
(j)	advertises products or services (except, as permitted under the terms of another direct arrangement with Southern Neurology). 
5	We reserve the right to suspend or terminate your use of and access to any (or all) Platform(s) at any time (at our sole discretion and without notice) if you breach any of these Terms.
6	Data and privacy
6.1	You acknowledge and agree that Southern Neurology will collect Personal Information about you in relation to your registration for, and access and use of, the Platform, and will handle your Personal Information in accordance with, and for the purposes set out in, these Terms and our Privacy Policy. Our Privacy Policy explains how: (i) Southern Neurology collects, uses, discloses, protects and handles your Personal Information, (ii) to access and seek correction of your Personal Information; (iii) to lodge a complaint regarding the handling of your Personal Information; and (iv) Southern Neurology will handle any complaint. 
6.2	By providing your Personal Information to us (including through your use of the Platform), you consent to the collection, use, storage and disclosure of that information as described in our Privacy Policy and these Terms. If you do not provide your Personal Information to us, we will not be able to allow you to register for, and make full use of, the Platform. 
6.3	You must ensure that at all times you hold all necessary authorisations and current consents, in a manner and form approved by Southern Neurology, from individuals: 
(a)	to upload their Personal Information to the Platform; and
(b)	for Southern Neurology to collect, use, store, disclose and otherwise handle their Personal Information which is uploaded to the Platform for the purposes described in these Terms, including our Privacy Policy (including for the purposes of preparing, and providing you with, marketing materials for products or services related to that individual), including by providing any notice or obtaining any consent in a form required by Southern Neurology. 
6.4	(For users in the ACT) Without limiting your obligations under clause 6, you must ensure that authorisations and consents from individuals are in writing, signed by the relevant individual and include your name.
6.5	Without limiting your obligations under clauses 6.3 and 6.4, you undertake responsibility to:
(a)	assess whether the individual has the capacity to understand and communicate their consent to the matters outlined in clauses 6.3 and 6.4; and
(b)	if the individual does not have the requisite capacity, ensure that the consents outlined in clauses 6.3 and 6.4 are provided by a person who is legally entitled to consent on the relevant individual's behalf.
6.6	You must ensure that all Personal Information you upload to the Platform is accurate, complete and up-to date. We will not review or confirm the accuracy, completeness or recency of such Personal Information, and will not be responsible or liable for any inaccuracies or incompleteness in relation to the same.
7	Direct Marketing
7.1	We will seek your consent before we send any direct marketing communications to you which use your sensitive information. However, we may use and disclose your health information on a de-identified and aggregated basis to enable us and our third party business partners to send materials about services and products (including clinical trials and recommendations for particular medication and treatments) which we or our partners consider may be relevant for their treatment of patients or patient groups as further described in our Privacy Policy. 
7.2	You may opt-out of:
(a)	receiving Direct Marketing Materials; or
(b)	your Personal Information being used or disclosed to such third parties for the purpose of Direct Marketing Materials, 
by using the process set out in the Direct Marketing Materials or emailing privacy@neuraly.com.au. Given the purpose and functionality of our Platform, if you do opt-out, we will no longer be able to provide you access to or use of the Platform, and will terminate your account and these Terms. We may take up to 30 days to process your opt-out request.
7.3	Consent to receive calls and text messages
(a)	By providing your mobile number to us, you agree to be contacted by or on behalf of Southern Neurology at the mobile number you have provided, including via phone call or text message, to receive communications relating to the Platform, and you recognize and acknowledge that text messaging is inherently a less secure method of communication and agree to receive text messages regardless of the level of security associated with them. Such communications may include, without limitation, progress tracking, refill reminders, and general clinical reminders. Message and data rates may apply. Consent to receive text messages is not a condition of purchasing any of our goods and services, and you are free to opt-out at any time- if you would like to stop receiving text messages. Keep in mind that if you stop receiving text messages from us, you may not receive important and helpful information and reminders about your progress and treatment.
8	Cookies
8.1	A cookie is a small text file stored in your computer’s memory or on your hard disk for a pre-defined period of time. We use cookies to identify specific machines in order to collect aggregate information on how visitors experience the Platform. This information will help to better adapt the Platform to suit personal requirements.
8.2	We may use third-party vendors to show our ads on sites on the Internet and serve these ads based on a user’s prior visits to our Platform. We may also use analytics data supplied by these vendors to inform and optimise our ad campaigns based on your prior visits to our Platform.
8.3	While cookies allow a computer to be identified, they do not contain personal information about a specific individual. For information on cookie settings of your internet browser, please refer to your browser’s manual.
9	Confidentiality
9.1	Confidential Information 
Subject to clause 9.2, each party (Receiving Party) must not disclose or use for a purpose other than as contemplated by these Terms, any Confidential Information of the other party (Disclosing Party).
9.2	Permitted disclosure
The Receiving Party may disclose the Disclosing Party's Confidential Information:
(a)	to the Disclosing Party;
(b)	to:
(i)	the Receiving Party's employees, legal advisors, insurers or consultants; and 
(ii)	persons which control or are controlled (as defined in the Corporations Act 2001 (Cth)) by the Receiving Party, and their employees, legal advisors or consultants 
in each case under obligations of confidence which correspond to this clause 9 and only where such persons, employees, legal advisors or consultants of such persons have a need to know such information in connection with these Terms;
(c)	which is at the time already lawfully in the possession of the proposed recipient through sources other than the Receiving Party or its related bodies corporate;
(d)	in order to enforce these Terms or in a proceeding arising out of or in connection with these Terms;
(e)	if required under any Law, binding order of a Governmental Agency or a procedure for discovery in any proceedings;
(f)	as specifically required or permitted by these Terms; or
(g)	with the prior written consent of the Disclosing Party.
10	Updates and enhancements
10.1	Southern Neurology does not warrant that any Updates of the Platform will be released. 
10.2	Southern Neurology may (but is not required to):
(a)	provide standard or progressive Updates, changes or amendments to the Platform as Southern Neurology sees fit to ensure proper operation and interaction of all parts of the Platform and any general enhancements that may be introduced; and
(b)	offer new services and features in relation to the Platform,
which will be subject to these Terms.
10.3	Any Updates which Southern Neurology provides (in its discretion) shall relate only to the Platform, and not to any hardware or third-party software used in conjunction with the Platform. Southern Neurology does not intend for, and excludes any representation or liability in respect of, Updates operating properly in connection with the Platform to the extent that it has been modified by anyone other than Southern Neurology.
11	Third party content 
11.1	Third party content (including links to third party websites) may be accessible via the Platform. You acknowledge that Southern Neurology has no control over such third party content, and is not responsible for the privacy practices of, or any content on, those linked websites, and to the extent permitted by Law, including the Australian Consumer Law, Southern Neurology is not responsible or liable, directly or indirectly, for any damage or loss. Southern Neurology does not endorse, approve or make any warranty or claim regarding third party content, third party websites or the products, services or information available on any third party website. If you use or rely upon Third party content or third party websites, you do so solely at your own risk. Southern Neurology shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such third-party content, products, or services available on or through any third party content.
12	User content
12.1	Some features of the Service may now or in the future allow you to provide content, such as written comments or reviews, to be published or displayed on public areas of the Service (“User Content”). You acknowledge and accept that Southern Neurology may in its sole discretion delete any information provided by you that it deems to be fraudulent, abusive, defamatory, obscene, or in violation of any intellectual property or ownership rights of any other person or entity. All content submitted by you to the Service may be retained by us indefinitely, even after you terminate your Account. By submitting any User Content, you grant to Southern Neurology a perpetual, worldwide, irrevocable, non-exclusive, royalty-free license to use the User Content in any manner, including to create derivative works, without any compensation or notice to you. Your User Content may be posted and transmitted to others at your own risk. We cannot control the actions of other Users of the Site with whom you may choose to share your User Content.
13	User obligations 
13.1	You must provide all reasonable assistance to Southern Neurology in performance of your obligations under these Terms, including ensuring that Southern Neurology personnel are provided with all information, facilities, assistance and access reasonably required to enable Southern Neurology to comply with its obligations under these Terms. 
13.2	You shall be exclusively responsible for the supervision, management, and control of your use of the Platform, including:
(a)	maintaining proper configuration of the equipment or devices on which the Platform is used;
(b)	maintaining the integrity of the data and databases used with, and the information you upload to, the Platform;
(c)	establishing adequate operating methods;
(d)	implementing procedures sufficient to satisfy your obligations for compliant use under these Terms, including appropriate action between you and your officers, employees and contractors to prevent unauthorised access, misuse, unauthorised copying, modification, reverse engineering or disclosure of the Platform; and
(e)	compliance with all relevant Laws, including Privacy Laws.
13.3	You acknowledge that the Platform may by operation or configuration interact with third parties, for example to send or receive messages to third parties or patients.
13.4	You must not modify or use the Platform in a manner which interferes with the reasonable enjoyment or use of the Platform and related services by any other party, for example by sending spam or unsolicited messages.
13.5	You must: 
(a)	immediately inform Southern Neurology as soon as you become aware of any actual or potential data breaches (such as data breaches involving or affecting, the Platform, Personal Information or Patient Data) in relation to your access to, or use of, the Platform, including actual or potential breaches in relation to your own systems where that system includes data (including Personal Information or Patient Data) sent to, stored in, or obtained from, the Platform; and
(b)	comply with all of Southern Neurology's written instructions in relation to an actual or potential data breach to the extent it relates to the Platform. 
14	Warranties and disclaimers
14.1	Practice and clinical use disclaimers
To the maximum extent permitted by Law, including the Australian Consumer Law:
(a)	you acknowledge and agree that the Platform does not constitute professional medical or healthcare advice, diagnosis or recommendation of treatment and is not intended to, nor should be used to, replace professional medical advice. In no circumstances should the Platform be relied upon without independent consideration and confirmation by a qualified medical practitioner;
(b)	any information or advice received from a Provider comes from the Provider alone, and not from Southern Neurology. Your interactions with Providers via our Platform are not intended to take the place of your relationship with your regular health care practitioners or primary care doctor. Neither Southern Neurology, nor any of its subsidiaries or affiliates or any third party who may promote the Platform or service or provide a link to the Platform, shall be liable for any professional advice obtained from a Provider via the Platform or service or for any information obtained from the Platform. Southern Neurology does not recommend or endorse any specific Providers, tests, physicians, medications, products, or procedures. By using our Service, you acknowledge and accept that your reliance on any Providers or information delivered by the Providers via the Platform or service is solely at your own risk, and you assume full responsibility for all risks associated herewith;
(c)	Southern Neurology does not make any representations or warranties about the training or skill of any Providers who deliver services via the Platform;
(d)	You agree that all information provided to Southern Neurology and Providers will be accurate and complete (including by providing a full list of any current medications you are taking) and that you will not omit any information that a reasonable person would consider relevant to the services you seek through the Platform. It is your responsibility to advise your regular doctor of any medications Providers have prescribed to you;
(e)	Southern Neurology takes no responsibility and makes no warranties, express or implied, in relation to the content of any consultation between you and a Providers. You and your Providers are responsible for the conduct of the consultation and all information or communications made, including through communication features within the Platform or a phone call;
(f)	Southern Neurology does not warrant that the products and services provided through the Platform are fit for your intended purpose. Southern Neurology makes no warranties that an online consultation with a Provider is suitable for you;
(g)	Southern Neurology makes no representations or warranties with respect to any treatment, action or suitability of medication whether in accordance with the Platform or not;
(h)	where the Platform (including any report generated through the Platform) provides prompts about certain medical and pharmaceutical products and services, Southern Neurology does not represent or warrant the suitability of these products or services for particular individuals. It is the sole responsibility of any prescribing healthcare practitioner to, exercising their own professional judgment (having regard to, amongst other things, the patient's condition and other prescribed medication) ensure that products and services are appropriate for individual patients prior to the prescription of any pharmaceutical product;
(i)	any information contained in or provided by the Platform (including in a report or prompt) are provided on an 'as is' basis, including as provided to Southern Neurology by third parties. Any alert or warning (or lack thereof) does not constitute a recommendation or advice by Southern Neurology to take or refrain from taking any course of action including, but not limited to, a clinical decision or the prescription of a particular pharmaceutical product; and
(j)	you acknowledge and agree that messages, data, images or documents (each called a "message ") sent or received utilising any communication facilities on the Platform (where messages can be sent or received by a Platform to or from the internet and external software or systems) or through the Platform (such as eFax providers) are sent or received at your own risk. Southern Neurology will not be liable for any loss, claim, damage or injury arising from the non-receipt of or a failure to deliver a message or if any message is incomplete, corrupted or sent in error. You should communicate separately with external message/data senders or recipients to verify the receipt of messages utilising any messaging facilities on or through the Platform.
(k)	Any message transmitted is confidential and intended solely for the use of the individual or entity to whom it pertains. The information contained in this message and any attachment(s) must not be published, copied or transmitted in any form to any person or entity. If you have received a message in error you are requested to delete it immediately and advise the sender. Southern Neurology does not represent or warrant that any message or attachments are free from viruses or defects and will accept no liability for any loss or damage which may result directly or indirectly from opening or using any such messages or attachments.
(l)	The content of the Platform, including without limitation, text, copy, audio, video, photographs, illustrations, graphics and other visuals, is for informational purposes only and does not constitute professional medical advice, diagnosis, treatment, or recommendations of any kind by Southern Neurology. You should always seek the advice of your qualified health care professionals with any questions or concerns you may have regarding your individual needs and any medical conditions. All information provided by Southern Neurology, or in connection with any communications supported by Southern Neurology, is intended to be for general information purposes only, and is in no way intended to create a provider-patient relationship. While Southern Neurology facilitates your communications with Providers, Southern Neurology does not provide medical services, and the doctor-patient relationship is between you and the Provider.
14.2	Not for medical emergencies or urgent situations 
(a)	Southern Neurology’s platform is not for medical emergencies or urgent situations. if you are experiencing a medical emergency, you should dial 000 immediately. You should not disregard or delay seeking medical advice based on anything that appears or does not appear on the Platform. If you believe you have an emergency, call 000 immediately. You should seek emergency help or follow up care when recommended by a Provider or when otherwise needed. You should continue to consult with your general practitioner and other healthcare professionals. Always seek the advice of a physician or other qualified healthcare provider concerning questions you have regarding a medical condition and before stopping, starting, or modifying any treatment or medication.
14.3	Risks of Telehealth Services
By using our Platfortm, you acknowledge the potential risks associated with telehealth services. These risks include but are not limited to the following:
(a)	Information transmitted may not be sufficient—for example, because of poor resolution of images—to allow for appropriate medical or health care decision making by the Provider;
(b)	Delays in evaluation or treatment could occur due to failures of electronic equipment;
(c)	A lack of access to your medical records may result in adverse drug interactions or allergic reactions or other judgment errors; and
(d)	Although the electronic systems we use incorporate network and software security protocols to protect the privacy and security of health information, these protocols could fail, causing a breach of privacy of your health information, and certain mediums of communication used to communicate with you - such as text messages - may be less secure than others that are commercially available.
14.4	Prescription Policy 
(a)	Southern Neurology does not endorse any specific medication, pharmacy, or pharmacologic product. If a Provider prescribes a medication, the Provider will only prescribe a medication as determined in the Provider’s own discretion and professional judgment. There is no guarantee a prescription will be written. Providers reserve the right to deny care for actual or potential misuse of the Platform.
(b)	By using our Platform, you agree that any prescriptions that you acquire from a Provider will be solely for your personal use. You agree to fully and carefully read all provided product information and labels and to contact a physician or pharmacist if you have any questions regarding the prescription. Southern Neurology fully honors patient freedom of choice and, if you receive a prescription for a medication, you always have the option to instruct the Provider to transmit that prescription to the pharmacy of your choice.
14.5	General disclaimers
To the maximum extent permitted by Law, including the Australian Consumer Law:
(a)	the Platform are made available "as is" and Southern Neurology makes no warranties or representations about the Platform, including warranties or representations that the Platform and/or Platform Content will be accurate, current, reliable, timely, available, complete or of a certain quality, or that any data submitted, uploaded, input into, or otherwise displayed on the Platform will not be lost or corrupted, or that the Platform is free from defects, bugs, viruses, errors, omissions, or other harmful components, or will operate in combination with any other hardware, software, system or data. You agree that you must evaluate, and that you bear all risks associated with, the use of the Platform, including any reliance on the accuracy, completeness, or usefulness of any information or materials made available through the Platform;
(b)	Southern Neurology will not be liable for any direct or indirect Loss – irrespective of the manner in which it occurs – which may be suffered due to: 
(i)	your use of the Platform and/or Platform Content in breach of these Terms; 
(ii)	any inaccessibility or unavailability of the Platform; 
(iii)	certain information or materials contained on the Platform (including any Patient Data or Platform Content) being incorrect, incomplete or not up-to-date; 
(iv)	any loss or corruption of any data submitted, uploaded, input, or otherwise displayed on the Platform by or about you (including any Patient Data); or 
(v)	the inability of the Platform to operate in combination with any third-party hardware, software, system or data; 
(c)	Southern Neurology does not accept any liability for delays, interruptions, service failures and other problems relating to the Platform and the Platform Content outside the reasonable control of Southern Neurology; 
(d)	Southern Neurology does not accept any liability in relation to any third-party content or materials available through the Platform; and
(e)	all warranties, representations or endorsements, express or implied, with regard to the Platform, including all implied warranties of merchantability, fitness for a particular purpose, or non-infringement are excluded from these Terms. 
14.6	Although Southern Neurology implements security measures to help protect the Platform, you acknowledge that use of the Platform involves transmission of data over networks that are not owned, operated or controlled by Southern Neurology. You acknowledge and agree that, to the extent permitted by Law, including the Australian Consumer Law, Southern Neurology:
(a)	is not responsible, and excludes all liability, for any data that is lost, corrupted, intercepted, modified or stored across such third party networks; and
(b)	cannot guarantee that its security measures will be error-free, that transmissions of data will always be secure or that our security measures (or those of our third party service providers) will always be incapable of being hacked or circumvented by unauthorised third parties.
14.7	Subject to these Terms, Southern Neurology will use commercially reasonable efforts to make the Platform available, subject to the need to conduct scheduled and emergency maintenance from time to time. 
14.8	You acknowledge and agree that Southern Neurology, to the maximum extent permitted by Law, including the Australian Consumer Law, cannot guarantee and does not promise any specific results from use of the Platform.
15	Indemnity and liability 
15.1	Under Australian Law, you may have certain rights including to repair, replacements and refunds that cannot be limited or excluded (and nothing in these Terms seeks to limit or exclude any of those rights).
15.2	You will defend, hold harmless and indemnify Southern Neurology and its personnel (Indemnified Parties) from and against any and all Loss suffered or incurred by them arising out of or in connection with any claim that the Patient Data or other material provided by you infringes the Intellectual Property Rights of a third party, or a breach by you of these Terms except to the extent that such Loss was caused or contributed to by the Indemnified Parties. 
15.3	Southern Neurology will defend, hold harmless and indemnify you from and against any and all Loss suffered or incurred by you arising out of or in connection with: 
(a)	any claim that the Platform infringes the Intellectual Property Rights of a third party; or
(b)	a breach by Southern Neurology of these Terms.
except to the extent that such Loss was caused or contributed to by you. 
15.4	You acknowledge and agree that Southern Neurology has been irrevocably appointed to act as sole and exclusive agent of the Indemnified Parties for the purpose of recovering the Losses of the Indemnified Parties and enforcing the indemnities.
15.5	To the maximum extent permitted by Law, including the Australian Consumer Law:
(a)	Southern Neurology will not be liable for any Consequential Loss; and
(b)	Southern Neurology's maximum liability arising out of or in connection with these Terms and the Platform, whether in contract, tort, breach of warranty or statutory guarantee or otherwise, will be limited at Southern Neurology's sole discretion, to:
(i)	the resupply of the software or services to you; or
(ii)	the payment of the cost of having the software or services supplied again.
15.6	You agree to indemnify the Indemnified Parties in respect of any liability, loss or damages (including all legal and other costs on a full indemnity basis) suffered or incurred by them arising (in whole or part) out of the breach of or failure to comply with any of these Terms and Conditions, or any other default or wrongful conduct in relation to the subject matter of these Terms and Conditions, on the part of you or any of your Affiliates.
15.7	Southern Neurology is not liable for any loss or damage, howsoever caused, which may result from your use of or failure to access the Platform, the content contained on the Platform or due to the fact that the Platform content is wrong, incomplete or out of date.
15.8	Southern Neurology disclaims any liability arising from the actions of Providers. The liability for the actions of Providers, including advice provided and prescriptions prepared and filled through the Platform, rests solely with those third parties providers.
15.9	All health-related queries should be directed to Providers and not to Southern Neurology.
15.10	To the extent permitted by law, all warranties, conditions and claims (whether express or implied) arising out of or in any way connected with the Platform and its use are hereby excluded. By accessing our Platform, you agree to indemnify the Indemnified Parties for any loss, damage, costs or expenses whatsoever suffered by any person or entity arising out of or in any way connected with your access to the Platform.
16	Termination
16.1	These Terms commence when you access and/or use the Platform and related services and will continue in full force and effect until terminated in accordance with its terms.
16.2	You will have committed an event of default, and these Terms and the licence granted under it will terminate automatically and without further notice if:
(a)	you attempt to or do use, copy, licence, modify, reverse engineer or convey or deal with the Platform, the content contained on the Platform or any part thereof in any manner contrary to the terms of these Terms or in derogation of Southern Neurology's Intellectual Property Rights; or
(b)	you materially breach or fail (including by neglecting to observe) to perform, any of your existing or future obligations under these Terms or any other agreement with Southern Neurology. 
16.3	At any time, Southern Neurology reserves the right to block or suspend any user of its Platform, and to modify or remove any material uploaded, posted, transmitted or otherwise made available on the Platform by any user, without notice.    
17	Effect of Termination
17.1	You agree that immediately upon the expiry of these Terms or an event described in clauses 16.2 or 16.3 you shall immediately cease all use of the Platform and pay all amounts (if any) due under these Terms. Southern Neurology will: 
(a)	provide you with read only Platform functionality for a reasonable period (as determined by us), or provide you a copy of your Patient Data, in order for you to access and review Patient Data for your internal purposes (for example, for the purposes of facilitating ongoing care by other healthcare providers or in connection with legal proceedings involving relevant Patient Data); and
17.2	For the avoidance of doubt, nothing in clauses 16 or 17 requires you to delete your Patient Data.
17.3	Upon termination of the licence granted under these Terms, subject to clause 17.2, Southern Neurology's obligations under these Terms will cease. 
17.4	Without limiting any other provision of these Terms, clauses 3 (Registration and Login Credentials), 4 (Intellectual Property Rights), 6 (Data and privacy), 9 (Confidentiality), 10 (Updates and enhancements), 15 (Indemnity and liability), 17 (Effect of Termination), 24 (Definitions), 25 (Interpretation) and any other clauses which should by their nature survive termination, survive termination or expiration of these Terms for any reason whatsoever.
18	Severability
18.1	Any provision of these Terms that is prohibited or unenforceable in any jurisdiction is ineffective as to that jurisdiction to the extent of the prohibition or unenforceability. That does not invalidate the remaining provisions of these Terms nor affect the validity or enforceability of that provision in any other jurisdiction. 
19	No waiver
19.1	A failure to exercise or a delay in exercising any right, power or remedy under these Terms does not operate as a waiver. A single or partial exercise or waiver of the exercise of any right, power or remedy does not preclude any other or further exercise of that or any other right, power or remedy. A waiver is not valid or binding on the party granting that waiver unless made in writing.
20	Jurisdiction and governing law
20.1	These Terms and your use of the Platform are governed by the laws of New South Wales, Australia and you submit to the non-exclusive jurisdiction of the courts exercising jurisdiction there. 
21	Assignment and subcontracting
21.1	Subject to clause 21.2(b), neither you or Southern Neurology can assign, charge, subcontract, encumber or otherwise deal with any of its rights or obligations under these Terms, or attempt or purport to do so, without the prior written consent of the other party (not to be unreasonably withheld). 
21.2	You acknowledge and agree that:
(a)	Southern Neurology may assign or novate its rights and obligations under these Terms to a related body corporate, and you must do all things necessary to affect any such novation; and
(b)	Southern Neurology may subcontract the performance of its obligations under these Terms.
21.3	Both you and Southern Neurology remain fully responsible for the acts or omissions of their subcontractors. 
22	No Agency or Partnership
22.1	Nothing in these Terms is to be construed as constituting an agency, partnership, joint venture, or any other form of association between you or Southern Neurology in which either you or Southern Neurology may be liable for the acts or omissions of the other party. Neither you or Southern Neurology has the authority to incur any obligation or make any representation or warranty on behalf of, or to pledge the credit of, the other party.
23	Electronic Communications
23.1	When you use the Platform, or send emails, messages, and other communications from your desktop or mobile device to us, you are communicating with us electronically. You consent to receive communications from us electronically. You agree that (a) all agreements and consents can be signed electronically and (b) all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such notices and other communications be in writing.
24	Definitions 
The following definitions apply unless the context requires otherwise. 
Australian Consumer Law means Schedule 2 of the Competition and Consumer Act 2010 (Cth). 
Confidential Information means all information of a confidential nature, in any form whether tangible or not and whether visible or not:
(a)	which is disclosed or communicated by, or learnt or accessed by, you or Southern Neurology in connection with these Terms or the Platform; or 
(b)	to which you or Southern Neurology are exposed as a result of entering into these Terms,
and includes any information and material concerning the contractual or commercial dealings, financial details, products or services (current or proposed), customers, employees, internal policies or the Intellectual Property Rights of you or Southern Neurology, or dealings under these Terms, but excludes information that is:
(c)	in the public domain or made public other than by either you or Southern Neurology breaching these Terms; or
(d)	independently developed by you or Southern Neurology including without using or relying, directly or indirectly, on Confidential Information received from the Disclosing Party.
Consequential Loss means:
(a)	loss of profits, loss of revenue, loss of data, loss of or damage to reputation, loss of or damage to goodwill, loss of business opportunities (including opportunities to enter into or complete arrangements with third parties), loss of management time, damage to credit rating, or loss of business; and
(b)	any Loss, not arising naturally (that is according to the usual course of things), from a relevant breach, act or omission, whether or not such Loss is reasonably supposed to have been in the contemplation of both parties at the time they made these Terms, as the probable result of the relevant breach, act or omission. 
Documentation means any printed or electronic document or documentation, including any explanatory material and any media or other material provided by Southern Neurology in relation to the Platform from time to time. 
Feedback has the meaning given in clause 4.1.
Governmental Agency means any government, or any governmental, semi-governmental or judicial entity or authority. It also includes any self-regulatory organisation established under statute or any stock exchange. 
Intellectual Property Rights means all industrial and intellectual property rights of any kind including but not limited to copyright (including rights in computer software), trade mark, service mark, design, patent, trade secret, semi-conductor or circuit layout rights, trade, business, domain or company names, moral rights, rights in Confidential Information, know how or other proprietary rights (whether or not any of these are registered and including any right to apply for registration) and all rights or forms of protection of a similar nature or having equivalent or similar effect to any of these which may subsist anywhere in the world.
Law means all laws including rules of common law, principles of equity, statutes, regulations, proclamations, ordinances, by-laws, rules, requirements and determinations, mandatory codes of conduct, writs, orders, injunctions and judgments. 
Login Credentials means the usernames, log-in tokens, licence keys and/or access keys (as relevant) to access the Platform.  
Loss means any claim, loss, liability, cost or expense (including legal expenses on a full indemnity basis).
Patient Data means health information and/or health records (as defined in any relevant Privacy Law) about an identified individual or an individual who is reasonably identifiable including progress notes, medical history and patient records about an individual that are entered into or sent to the Platform by you or on your behalf. For the avoidance of doubt, Southern Neurology does not assert ownership over Patient Data. 
Personal Information means "personal information" and "sensitive information" (or either, as the context requires) as those terms are defined in the Privacy Act, and any other information relating to individuals that is subject to the operation of the Privacy Laws that either party has collected, received or otherwise has access to in connection with these Terms. 
Platform means the platform content, technology, software, interfaces, online platforms, communication mediums and properties used in Southern Neurology's telehealth services, which include but are not limited to websites, mobile applications, software, email, social media and any other service or product contained or offered therein. 
Platform Content is defined in clause 1.3 but for the avoidance of doubt Platform Content: (a) includes Personal Information about patients which is provided by a patient or their nominated carer or which is generated by the Platform, but (b) excludes Patient Data.
Privacy Laws means:
(a)	the Privacy Act 1988 (Cth); 
(b)	the Spam Act; 
(c)	the Do Not Call Register Act 2006 (Cth);
(d)	the Health Records and Information Privacy Act 2002 (NSW);
(e)	the Health Records Act 2001 (Vic);
(f)	the Health Records (Privacy and Access) Act 1997 (ACT);
(g)	to the extent applicable, any legislation from time to time in force in any:
(i)	Australian jurisdiction (which includes the Commonwealth of Australia and any State or Territory of Australia); and/or
(ii)	non-Australian jurisdiction (to the extent that either party is subject to the laws of that jurisdiction),
affecting privacy, Personal Information, Patient Data (including health records and information) or the collection, handling, storage, processing, use or disclosure of such data; and
(h)	any ancillary rules, binding guidelines, orders, directions, directives, codes of conduct or other instruments made or issued by a Governmental Agency under an instrument identified in paragraphs (a) to (g) above,
as amended from time to time.
Privacy Policy means the Southern Neurology Healthcare privacy policy that is available at www.neuraly.com.au/privacy-policy.
Spam Act means the Spam Act 2003 (Cth).
Update means any new release of or supplement to the Platform issued by Southern Neurology and designed to correct errors identified in the Platform, comply with legislative requirements or add extra program features or functionality, but specifically excludes any new release of the Platform designated by Southern Neurology as a new version.
Use includes to collect, receive, locate, hold, use, copy, duplicate, manipulate, disclose or deal with in any way.
25	Interpretation 
The following rules apply to these Terms unless the context requires otherwise:
(a)	headings are for convenience only and do not affect interpretation;
(b)	the singular includes the plural, and vice versa;
(c)	nothing in these Terms is to be interpreted against a party solely on the ground that the party put forward these Terms or a relevant part of it;
(d)	if a word or phrase is defined, its other grammatical forms have a corresponding meaning;
(e)	a reference to a person includes a corporation, trust, partnership, unincorporated body or other entity, whether or not it comprises a separate legal entity;
(f)	a reference to a clause is a reference to a clause of these Terms;
(g)	a reference to an agreement or document (including a reference to these Terms) is to the agreement or document as amended, supplemented, novated or replaced, except to the extent prohibited by these Terms or that other agreement or document;
(h)	a reference to a party to these Terms or another agreement or document includes the party's successors, permitted substitutes and permitted assigns (and, where applicable, the party's legal personal representatives);
(i)	a reference to legislation or to a provision of legislation includes a modification or re-enactment of it, a legislative provision substituted for it and a regulation or statutory instrument issued under it;
(j)	a reference to writing includes any method of representing or reproducing words, figures, drawings or symbols in visible or tangible form;
(k)	a reference to conduct includes an omission, statement or undertaking, whether or not in writing;
(l)	a reference to an agreement includes any undertaking, deed, agreement and legally enforceable arrangement, whether or not in writing, and a reference to a document includes an agreement (as so defined) in writing and any certificate, notice, instrument and document of any kind; and 
(m)	mentioning anything after includes, including, for example, or similar expressions, does not limit what else might be included.