Platform Terms & Conditions

Last Update 8 Jul 2025

Platform Terms & Conditions

Welcome to Carelogix Nexus and Carelogix Note! We provide two AI-powered solutions: (1) Carelogix Nexus, a web-based platform designed for healthcare practitioners, aged care and NDIS service providers to analyse patient records, draft patient communications, summarise patient consults and gain insights into their documentation and medical records; and (2) Carelogix Note, a mobile application that uses speech-to-text technology to capture patient meetings, assessments and verbal work, transforming them into summaries to alleviate the burden of manually capturing notes. The Platform is currently in its beta phase and we are providing you access in order for you to provide feedback to us to help us improve the Platform.

1 Engagement and Term

1.1 These Terms start on the date you sign up for an account on the Platform and will continue for a period agreed with you as set out on the Platform unless terminated earlier in accordance with these Terms.

2 Platform

2.1 We will provide you with access to the Platform in accordance with these Terms.

2.2 During the Term, and subject to your compliance with these Terms, we grant you and your authorised users a non-exclusive, non-transferrable, non-sublicensable and revocable licence to access and use the Platform as contemplated by these Terms.

2.3 You acknowledge and agree that your access to the Platform is provided as a pilot, and as such you agree:(a) that from time to time, we may update the Platform to fix issues or change features, but if possible, we endeavour to inform you when this happens;(b) that the Platform is provided “as is” and we do not warrant that the Platform will always run uninterrupted, be error-free (such as during scheduled or emergency maintenance);(c) that the Platform is provided for testing purposes only and should not be used as the sole basis for making any operational or business decisions as we cannot guarantee specific tangible success or outcomes;(d) that we have no legal obligation to maintain, support, update, or fix any errors in the Platform;(e) to cooperate with us as reasonably needed, to help us provide, test and improve the Platform;(f) to not disclose, or provide access to, the Platform to third parties without our prior written consent; and(g) to meet with us as agreed between the parties, to provide feedback to help us improve the Platform.

2.4 You are responsible for keeping your account details and your username and password confidential and you will be responsible for all activity on your account, including any activity from any authorised users on your account.

2.5 You agree the Platform is not designed or intended to be a substitute for professional medical advice, diagnosis, treatment, or judgment and should not be used to replace or as a substitute for professional medical advice, diagnosis, treatment, or judgment.2.6 If you require assistance with an issue on the Platform, please get in touch with us through your usual contact.

3 Artificial Intelligence Systems

3.1 You acknowledge and agree:(a) that some Platform features are reliant on AI Systems, specifically Microsoft Azure AI;(b) to access and use the AI Systems in accordance with these Terms and Microsoft Azure AI’s terms of use, available here https://www.microsoft.com/licensing/terms and as amended from time to time(c) that we strive for accuracy, the nature of these technologies means that the Platform’s Output may sometimes be inaccurate, incomplete, or inappropriate;(d) we make reasonable endeavours to improve our services, but you are responsible for reviewing and verifying all content or output generated using the Platform;(e) you must review and ensure that any Output of the AI Systems is correct and accurately reflects the information you have provided before using or relying on it.

3.2 You may provide Input to the AI Systems and receive Output generated and returned by the AI Systems based on the Input.

3.3 You acknowledge and agree that due to the nature of machine learning, Outputs may not be unique across users and the AI Systems may generate the same or similar Output for other users.

3.4 Output is Your Data. We do not own any intellectual property rights in the Output.

4 Intellectual Property and Data

4.1 We own all intellectual property rights in the Platform. This includes how the Platform looks and functions, as well as our copyrighted works, trademarks, inventions, outputs, designs and other intellectual property. You agree not to copy or otherwise misuse our intellectual property (for example, to reverse engineer or discover the source code of our intellectual property) without our written permission.

4.2 We may use any feedback or suggestions that you give us in any manner which we see fit (for example, to develop new features), and no benefit will be owed to you as a result of any use by us of your feedback or suggestions.

4.3 We do not own any of Your Data, but when you enter or upload any of Your Data into the Platform. You grant us the right to access, analyse, backup, copy, store, transmit, and otherwise use Your Data while you have an account with us (and for a reasonable period of time afterwards). We may use Your Data (or disclose it to third party service providers) to:(a) supply the Platform to you, and otherwise perform our obligations under these Terms;(b) diagnose problems with, improve, develop and protect the Platform; or(c) perform analytics for the purpose of remedying bugs or issues with the Platform. perform our obligations under these Terms (as reasonably required).

4.4 You are responsible for (meaning we are not liable for) backing up Your Data and the integrity of Your Data on your systems, networks or any device controlled by you or your authorised users.

4.5 You warrant that any data or information that you upload to the Platform will not infringe a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

4.6 We may create anonymised statistical data from Your Data and usage of the Platform. Once anonymised, we own that data and may use it for our own purposes to develop new services or product offerings, to identify business trends, and for other uses we communicate to you. This may include making such anonymised data publicly available, provided it is not compiled using a sample size small enough to make underlying portions of Your Data identifiable.

5 Confidential Information

5.1 Each party receiving Confidential Information from the other (Receiving Party) agrees:(a) not to disclose the Confidential Information of the other party (Disclosing Party) to any third party (subject to subclause 5.1(c)); (b) to protect the Confidential Information of the Disclosing Party from any loss, damage or unauthorised disclosure;(c) to only disclose the Confidential Information to those of its personnel who need to know the Confidential Information in connection with these Terms, provided those personnel keep the Confidential Information confidential in accordance with this clause 5; and(d) to only use the Confidential Information of the Disclosing Party for the purpose of performing obligations, or exercising rights or remedies, under these Terms.

5.2 The obligations in clause 5 do not apply to Confidential Information that: (a) is required to be disclosed for the parties to comply with their obligations under these Terms; (b) is authorised in writing to be disclosed by the Disclosing Party; (c) is in the public domain or is no longer confidential, except as a result of a breach of these Terms or other duty of confidence; or (d) must be disclosed by law or by a regulatory authority, including under subpoena, provided that (to the extent permitted by law) the Receiving Party has given the Disclosing Party notice prior to disclosure.

5.3 Each party agrees that monetary damages may not be an adequate remedy for a breach of this clause 5. A party is entitled to seek an injunction, or any other remedy available at law or in equity, at its discretion, to protect itself from a breach (or continuing breach) of this clause 5.

6 Liability

6.1 To the maximum extent permitted by law, we shall not be liable for any direct, indirect, incidental, special or consequential damages, including damages for loss of profits, goodwill, use, data, or other intangible losses (even if we have been advised of the possibility of such damages) in connection with these Terms or arising out of or related to the use of the Platform.

6.2 We will try to provide you with reasonable notice, where possible, of any disruptions to your access to the Platform. However, we are not liable for disruptions or downtime. (a) By using the Platform, you agree and understand that we have offered access to the Platform with a fair limitation of risk and that we would not have done so without these limitations on liability.

7 Privacy

7.1 Each Party agrees to comply with the legal requirements of the Australian Privacy Principles as set out in the Privacy Act 1988 (Cth) (as if it is an “APP entity” as defined in the Privacy Act 1988 (Cth)) and any other applicable legislation or privacy guidelines.

7.2 If you or your authorised users share, upload or otherwise provide us with access to Personal Information (including but not limited to patient consultations and patient medical records) via the Platform or any other means, you warrant and agree:(a) to obtain valid consent to share patient Personal Information with us, or to use the Platform when providing services to a patient or otherwise using the Platform to collect patient Personal Information, including informing your patients that the Platform will be used to record the patient consultation;(b) where requested by us (including via the Platform), you must use the consent form that we provide to you (via the Platform or otherwise;(c) only use the Personal Information in accordance with your or your authorised user’s patient’s instructions and for the sole purpose for which it was disclosed;(d) at all times comply with your professional obligations with respect to the Personal Information of patients that you or your authorised users receive, collect and share; and(e) immediately provide us with evidence to satisfy your or your authorised user’s compliance with this clause following our request.

7.3 To the maximum extent permitted by law, you are liable for, and agree to indemnify us and hold us harmless in respect of any Liability that we may suffer, incur or otherwise become liable for, arising from or in connection with breach of this clause by you or your authorised users.

8 Termination

8.1 Either party may terminate these Terms by providing 14 days’ written notice to the other party.

8.2 We may suspend your access to your account where we reasonably believe there has been any unauthorised access to or use of the Platform. If we suspend your access to the Platform, we will let you know within a reasonable time of doing so, and we will work with you to resolve the matter.

8.3 These Terms can be terminated by either party (the Non-Defaulting Party) with immediate effect if the other party (the Defaulting Party) fails to fulfill a significant obligation under these Terms. If the Defaulting Party does not correct the breach within 10 business days after receiving written notice from the Non-Defaulting Party, the Non-Defaulting Party has the right to terminate these Terms immediately.

9 Notice Regarding Apple

9.1 To the extent that you are using or accessing the Platform on an iOS device through a mobile application from the Apple App Store, you further acknowledge and agree to the terms of this clause. You acknowledge that these Terms are between you and us only, not with Apple Inc. (Apple), and Apple is not responsible for the Services and any content available on the Services.

9.2 Apple has no obligation to furnish you with any maintenance and support services with respect to the Platform.

9.3 If our mobile application fails to conform to any applicable warranty, you may notify Apple and Apple will refund the purchase price of the mobile application to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the mobile application and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be our responsibility.

9.4 Apple is not responsible for addressing any claims by you or any third party relating to our mobile application or your use of our mobile application, including but not limited to: (1) product liability claims; (2) any claim that our mobile application fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation.

9.5 Apple is not responsible for the investigation, defence, settlement and discharge of any third-party claim that our mobile application infringes that third party’s intellectual property rights.

9.6 You agree to comply with any applicable third-party terms when using our mobile application.

9.7 Apple and Apple subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms.

9.8 You hereby represent and warrant that: (1) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (2) you are not listed on any U.S. Government list of prohibited or restricted parties.

10 General

10.1 Assignment: You may not transfer or assign these Terms (including any benefits or obligations you have under these Terms) to any third party without our prior written consent.

10.2 Disputes: In the event of a dispute, the parties will first attempt to resolve the matter through mutual discussion or mediation.

10.3 Events Outside Our Control: We will not be liable for any delay or failure to perform our obligations (including providing the Platform), if such delay or failure is caused or contributed to by an event or circumstance beyond our reasonable control.

10.4 Governing law: These Terms are governed by the laws of New South Wales.

10.5 Relationship of parties: These Terms are not intended to create a partnership, joint venture, employment or agency relationship between the parties.10.6 Notices: Any notice you send to us must be sent to info@carelogix.com.au. Any notice we send to you will be sent to the email address registered against your account.10.7 Publicity: You agree that we may advertise or publicise the broad nature of our provision of the Platform to you, including on our website or in our promotional material.10.8 Survival: Clauses 4 to 6 will survive the termination or expiry of these Terms.

11 Definitions

11.1 AI System means any machine-based system that can, for given sets of objectives, generate outputs such as predictions, recommendations, decisions, or content that can influence the environment it interacts with, and includes generative AI tools, large language models, chatbots, and AI-assisted productivity tools.

11.2 Confidential Information means information which:(a) is disclosed to the receiving party in connection with these Terms at any time;(b) relates to the disclosing party’s business, assets or affairs; or(c) relates to the subject matter of, the terms of and/or any transactions contemplated by these Terms, whether or not such information or documentation is reduced to a tangible form or marked in writing as “confidential”, and howsoever the Receiving Party receives that information.

11.3 Input means any data, information, audio recordings, text, documents, or other content that you or your authorised users provide to the AI Systems through the Platform.

11.4 Liability means any expense, cost, liability, loss, damage, claim, notice, entitlement, investigation, demand, proceeding or judgment (whether under statute, contract, equity, tort (including negligence), indemnity or otherwise), howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent and whether involving a third party or a Party to these Terms or otherwise.

11.5 Output means any content, analysis, summaries, transcriptions, recommendations, drafts, insights, or other materials generated by the AI Systems in response to Input.

11.6 Your Data means the information, materials, logos, documents, qualifications and other intellectual property or data supplied by you and your authorised users when using the Platform or stored by or generated by your use of the Platform, including Input and Output, any personal information collected, used, disclosed, stored or otherwise handled in connection with the Platform. Your Data does not include any data or information that is generated as a result of your usage of the Platform that is a back-end or internal output or an output otherwise generally not available to users of the Platform.