Last Update: 2nd March 2022
These Coviu HVC Apps Service Terms (Service Terms) between you (if you are an individual) or your organisation (if you are representing an organisation) (customer; you) and Coviu Global Pty Limited (Coviu, Coviu Global; us) apply to your use (including use by your employees, contractors, agents) of any activated Coviu Apps on the Healthdirect Video Call platform (Coviu HVC Apps Service). These Service Terms do not cover your license for the Healthdirect Video Call platform which is provided to you directly by Healthdirect.
Coviu will provide the Coviu HVC Apps Services as described on the Order Form, and standard updates to the Coviu HVC Apps Services that are made generally available by Coviu during the Subscription Term. Coviu may, in its sole discretion, discontinue the Coviu HVC Apps Service or modify the features of the Coviu HVC Apps Service from time to time without prior notice. If such modification has a fundamental or detrimental impact on how you use and interact with the Services, then you may terminate this agreement by providing Coviu 30 days' notice in writing to email@example.com.
Coviu may, from time to time, offer access to services that are classified as Beta version. Access to and use of Beta versions may be subject to additional agreements. Coviu makes no representations that a Beta version will ever be made generally available and reserves the right to discontinue or modify a Beta version at any time without notice. Beta versions are provided “as is”, may contain bugs, errors or other defects, and your use of a Beta version is at your sole risk.
Service Activation And Access
To use the Coviu HVC Apps Service, you must have Internet access (separate fees may apply), video-enabled devices and certain software (typically a web browser). Because use of the Coviu HVC Apps Service involves hardware, software, and Internet access, your ability to access and use the Coviu HVC Apps Service may be affected by the performance of these factors. High speed Internet access is recommended. You acknowledge and agree that such system requirements, which may be changed from time to time, are your responsibility and Coviu will not be liable for any failure of the Coviu HVC Apps Service caused by a failure of the system requirements.
The Coviu HVC Apps Service is only available to adult users or with the approval of an adult user. If a user is under 18 years of age, he/she may not purchase any products or services through Coviu.
As part of the Coviu HVC Apps Service, you will be enabled to run one or more Coviu Apps on your Healthdirect Video Call clinic. After signing the agreement and paying the agreed price, Coviu will activate the agreed Coviu Apps on your Healthdirect Video Call clinic for the Subscription Term.
Before using and accessing the Coviu HVC Apps Service, you will need to provide Coviu with any details required to set up the Coviu Apps on your clinic. This will include designation of a Coviu HVC Apps account manager, specification of the clinic and the Coviu Apps that are to be activated for the clinic.
The Coviu HVC Apps account manager will be Coviu’s liaison for support and billing. You are responsible for updating us immediately if your Coviu HVC Apps account manager changes.
By agreeing to license the Coviu HVC Apps Service,
- where the customer is an individual, you agree to be bound to these Service Terms;
- where the customer is a corporation or other organisation:
- the customer acknowledges and agrees that its representative is agreeing on behalf of the corporation or other organisation to be bound by these Service Terms; and
- the customer warrants that the customer’s representative has the authority to agree to these Service Terms on behalf of the customer.
You are permitted to use the Coviu HVC Apps Service only for legal purposes, including to carry out a business that provides consultations to clients or patients.
You can request that a Coviu HVC Apps Service be disabled by contacting us at firstname.lastname@example.org.
All users that are registered on your clinic on the Healthdirect Video Call platform will be authorised to use the activated Coviu Apps (Authorised Users).
A Guest is a person that is a user of Your Product but not an Authorised User, e.g. a patient joining one of your Authorised Users in a video consultation.
You agree that our responsibilities do not extend to the internal management or administration of the Authorised Users on your clinic. You will need to contact Healthdirect for any support that is not related to the activated Coviu Apps.
You must ensure that when accessing the Coviu HVC Apps Service, any Authorised User observes all of our security, administrative and other reasonable requirements and directions, and complies with these Service Terms as if it were a party to it.
Use Of The Service
You must (and must ensure that your Authorised Users) use the Coviu HVC Apps Service in accordance with these Service Terms and all applicable laws. You must not (and must ensure that the Authorised Users do not):
- (a) subject to the warranty provided by us below, use the service in a way which may infringe the rights of any third parties;
- (b) interfere with or disrupt the integrity or performance of the service, or upload or permit any virus or malicious code to adversely affect the service or any associated equipment;
- (c) reverse engineer, decompile or disassemble or otherwise attempt to derive the source code of the service or any part of it; or
- (d) copy, reproduce, publish, exploit or use any part of the service for the purpose of resale, to offer or make available products or services similar to the service or for any purpose other than as expressly permitted under these Service Terms; or
- (e) share username and passwords with other users. Usernames are granted to individual, named persons and may not be shared. You are responsible for any and all actions taken using accounts and passwords, and you agree to immediately notify us of any unauthorized use of which you become aware.
We warrant that to the best of our knowledge the Coviu HVC Apps Service does not, and (when used by you as permitted under these Service Terms) will not, infringe any third party’s rights (including Intellectual Property Rights) or breach any law.
You are responsible for the activities of all Authorised Users and Guests who access or use the Coviu HVC Apps Service through your account and you agree to ensure that any such Authorised Users and Guests will comply with the terms of this Agreement and any Coviu policies. Coviu assumes no responsibility or liability for violations.
During the Subscription Term, we will provide support for the Coviu HVC Apps Service. You will have access to free self-help resources at https://help.coviu.com/. You will have access to contact support via email@example.com and we will reply as and when appropriate. You can also reach out for support via our chat interface available at https://www.coviu.com/ and we will reply in a timely fashion.
Further service levels associated with your account will be specified in custom terms agreed with you, if any.
Training is not included in the Coviu HVC Apps Service. You may purchase custom Coviu training courses for yourself and your team by contacting firstname.lastname@example.org.
Initial Subscription Term means the initial subscription term for a Coviu HVC Apps Service as specified in an Order Form.
Renewal Term means the renewal subscription term for a Service commencing after the Initial Subscription Term or another Renewal Term as specified in an Order Form.
The fees for the Coviu HVC Apps Service are set out in your Order Form.
You agree Coviu may charge to your credit card or other payment mechanism selected by You and approved by Coviu (Your Account) all amounts due and owing for the Coviu HVC Apps Services, including taxes and service fees, set up fees, subscription fees, or any other fee or charge associated with Your Account.
Coviu may change prices at any time, including changing from a free service to a paid service and charging for the Coviu HVC Apps Service that were previously offered free of charge; provided, however, that Coviu will provide you with prior notice and an opportunity to terminate Your Account if Coviu changes the price of a Coviu HVC Apps Service to which you are subscribed and will not charge you for a previously free service unless you have been notified of the applicable fees and agreed to pay such fees.
You agree that in the event Coviu is unable to collect the fees owed to Coviu for the Coviu HVC Apps Services through Your Account, Coviu may take any other steps it deems necessary to collect such fees from You and that You will be responsible for all costs and expenses incurred by Coviu in connection with such collection activity, including collection fees, court costs and attorneys' fees. You further agree that Coviu may collect interest at the lesser of 1.5% per month or the highest amount permitted by law on any amounts not paid when due.
You can request at any time that your Coviu HVC Apps Service be terminated by contacting Coviu at email@example.com. If you cancel, you will be required to pay for the committed Subscription Term, but will not be billed for any Renewal Terms. You will not receive a refund for any service already paid for.
At the end of each subscription period (including the Initial Subscription Term and any subsequent Renewal Term), your access to the Coviu HVC Apps Service will automatically renew for another subscription term equal to your Initial Subscription Term unless you cancel your subscription. The subscription fee will be charged to your Payment Method (as nominated on your Order Form). Unless you cancel Your Account at least 4 weeks before your next billing date, you authorise Coviu to charge the next term’s subscription fee to your Payment Method.
Coviu may use a third party payment service provider to process payments due to Coviu and you may be required to agree to additional terms between you and the third party payment service provider in order to pay for and use the Coviu HVC Apps Service.
If a payment is not successful including due to issues with your Payment Method (for example, expiration of your Payment Method or insufficient funds) and you do not update your Payment Method or cancel Your Account, Coviu may cancel Your Account or suspend access to the Coviu HVC Apps Service until payment has been received. You remain responsible for any outstanding payments owing to Coviu and authorise Coviu to charge any outstanding payments to your updated Payment Method.
Additionally if we incur any additional costs, fines, or penalties we incur from a governmental or regulatory body or telecommunication provider as a result of your use or misuse of the Coviu HVC Apps Service, we may recover such costs from you.
Storage Of Data
Some Coviu Apps enable storage of data related to the application of the Coviu App in the Data Collections section of Your Healthdirect Video Call clinic.
By using the Coviu HVC Apps Service, you are giving Coviu consent to store this data for you. Coviu will store this data in encrypted fashion with a private encryption key for your clinic. Anybody with administrative access to Your clinic will have access to this stored data.
You acknowledge and understand that there are federal, state, local and international laws governing the electronic storage of protected health information and that Coviu will not be liable for any illegal use of the Coviu HVC Apps Service. You should carefully review your own circumstances when deciding whether to use the activate Coviu Apps with storage capabilities and review access rights of your users to this data. It is your responsibility to manage access to any electronically stored protected health information.
You agree to comply, and require that your users comply, with all applicable laws, whether federal, state, local or international, relating to the privacy of communication for all parties to a conversation and agree that Coviu will not have any liability whatsoever for any damage, liabilities, losses (including any loss of data or profits) or any other consequences that you may incur with respect to the loss or deletion of data.
Coviu will maintain reasonable physical and technical safeguards to prevent unauthorized disclosure of or access to stored data, in accordance with industry standards.
Both you and we agree to keep confidential all information received from each other under or in connection with these Service Terms and to only use such information for the purposes of performing the party’s obligations under these Service Terms except:
- disclosure may be made to a party’s employees, officers, consultants, contractors and agents who require access to that information to allow the recipient to perform its obligations under these Service Terms subject to those persons agreeing to keep the information confidential on terms equivalent to these Service Terms; or
- if the information is:
- in the public domain or comes into the public domain otherwise than by disclosure in breach of these Service Terms; or
- independently developed or acquired by the recipient prior to obtaining it from the discloser; or
- received by the recipient from a third party who has the right to provide that information without breach of any legal obligation;
- where required by law or a government agency to disclose the information; or
- where otherwise authorised by the discloser.
The provisions under this “Confidentiality” section survive termination of these Service Terms.
Data and Intellectual Property
You acknowledge and agree that all Intellectual Property Rights (as defined in the Definitions section below) in the Coviu HVC Apps Service, including the software, any modifications to the software, the Derivative Products (as defined in the Definitions section below) or any other data or deliverables proprietary to us and/or our Coviu HVC Apps Service providers used by or provided to you in connection with the Coviu HVC Apps Service (excluding any of Your Data, as defined in the Definitions section below), are and remain our property and/or the property of the Coviu HVC Apps Service providers and you acquire no such right or interest in such property.
We acknowledge that Your Data remains your property.
You grant to Coviu and our service providers a worldwide, non-exclusive, perpetual, irrevocable, royalty free licence to use the Intellectual Property Rights in Your Data to the extent required to enable Coviu and our service providers to provide you with the Coviu HVC Apps Service. You warrant that the use of Your Data by Coviu as permitted by these Service Terms, will not infringe any third party’s rights (including Intellectual Property Rights) or breach any law, and you agree to indemnify Coviu and its respective employees, officers, consultants, contractors and agents against any liability suffered arising from any claims by third parties that such use infringes the rights of a third party or breaches any law.
The provisions under this “Data and Intellectual Property” section survive termination of these Service Terms.
Security And Storage
We store all data used in connection with the Coviu HVC Apps Service (including Your Data) in our ordinary IT systems, including in cloud servers or for select purposes the servers of third parties. Please refer to https://help.coviu.com/faqs/operational-faqs/privacy-security-of-data for an overview of the security we implement. You agree that we need not take any additional steps to secure Your Data beyond our ordinary security steps.
We will also not be liable for any loss or damage you suffer because of technical issues caused by a third party, or for reasons that are beyond our reasonable control. Without limiting any other provisions of these Service Terms, you acknowledge that use of the Coviu HVC Apps Services necessarily involves transmission of Your Data over networks that are not owned, operated or controlled by us, and we are not responsible for any of Your Data lost, altered, intercepted or stored across such networks. We cannot guarantee that our security procedures will be error-free, that transmissions of Your Data will always be secure or that unauthorized third parties will never be able to defeat our security measures or those of our third party service providers.
You are solely responsible for all content, services and advertising available through Your Product. You may not incorporate or use the Service in connection with Your Product if Your Product or any of the content, services or advertising available on Your Product (or if your use of the Service otherwise) falls within any description below:
- Is primarily directed to children aged 13 or under or that has children aged 13 or under as a significant proportion of its users, unless it’s a medical service;
- Uses the Coviu HVC Apps Service in, or to develop, a product or service that competes with products or services offered by Coviu, including Coviu Apps or Coviu’s telehealth platform;
- Contains adult entertainment, including pornography, erotic content, sexually explicit content, prostitution, or any other content not appropriate for general audiences;
- Offers or promotes gambling, games of chance involving the payment of any consideration, or illegal sweepstakes or contests;
- Promotes, encourages or facilitates any illegal activity, violates the law or violates the rights of any third party (including, without limitation, intellectual property rights, rights of privacy, or rights of personality);
- Constitutes, promotes or is used for the purpose of selling, trading or otherwise dealing in: spyware, adware, or other malicious programs or code; counterfeit goods; items subject to U.S. embargo; unsolicited mass distribution of email; multi-level marketing proposals; hate materials; hacking/surveillance/interception/descrambling equipment; libelous, defamatory, abusive, harassing or otherwise offensive content; body parts or bodily fluids; stolen products or items used for theft; fireworks, explosives, or hazardous materials; or weapons.
f you are unsure whether Your Product meets any description above, please email us at firstname.lastname@example.org so we can discuss whether your proposed use is acceptable.
We will not be liable for any disruption or suspension to the Coviu HVC Apps Service due to circumstances beyond our reasonable control, including as a result of unavailability of third party software, services or infrastructure (including telecommunications infrastructure), fire, storm, flood, earthquake, act of terrorism or war, industrial action and compliance with any government directive.
To the maximum extent permitted by law:
- despite any other provision in these Service Terms, neither Coviu, nor any of its employees, officers, consultants, contractors and agents will be liable to you or any other person or entity for any special, indirect or consequential loss or damage (howsoever caused, including due to negligence) arising out of or in connection with these Service Terms (including for non-availability or use of the Coviu HVC Apps Service, including any SDKs or APIs made available to you, or use or reliance on information contained in or linked to or from this service); and
- the liability of Coviu or any of its employees, officers, consultants, contractors and agents under or in connection with these Service Terms (including for negligence, non-availability or use of the Coviu HVC Apps Service, including any SDKs or APIs made available to you, or use or reliance on information contained in or linked to or from this service) is limited, at our option, to the total fees paid for the service in the 12 months preceding the event upon which the liability is predicated, or to the supply of the relevant service again or the payment of the cost of having that service resupplied.
Other than those expressly set out in these Service Terms or any statutory guarantees that cannot be excluded, Coviu does not provide any warranty, either express or implied, in relation to your use of the Coviu HVC Apps Service or as to the availability, quality, currency, completeness, accuracy or suitability for any particular purpose of the information contained in the Coviu HVC Apps Service, including as to data outputs or any Derivative Product.
Nothing in these Service Terms restrict, exclude or modify any rights that cannot be excluded under any applicable law including the consumer guarantees set out in the Competition and Consumer Act 2010 (Cth). If any law implies a condition or warranty into these Service Terms which cannot lawfully be excluded then, to the maximum extent permitted by law, our liability for any breach of such implied term will be limited, at our option, to the total subscription fees paid for the service during the 12 months period preceding the event upon which the liability is predicated, or to the supply of the relevant service again or the payment of the cost of having that service re-supplied.
The provisions under this “Liability” section survive termination of these Service Terms.
Coviu relies upon third parties to provide certain of the communications and technical infrastructure and services to support provision of the Coviu HVC Apps Services, and we may subcontract all or part of the Coviu HVC Apps Services without your consent.
Suspension And Maintenance
We may restrict or suspend your access (and your Authorised Users’ access) to the Coviu HVC Apps Service if you or an Authorised User breaches these Service Terms.
Your access to the Coviu HVC Apps Service may also be restricted or suspended for purposes of performing maintenance. Where practicable, we will use reasonable efforts to provide you with notice of any scheduled maintenance in advance.
You may terminate this agreement at any time by providing 60 days’ written notice to Coviu, in which case, you must pay an early termination fee equivalent to the outstanding fees on the contract, if any.
If your license for the Healthdirect Video Call platform is terminated, then this agreement and the Coviu HVC Apps Service will terminate at the same time as your license for the Healthdirect Video Call platform and you will no longer be able to access or use the Coviu Apps.
We rely on third parties to provide the infrastructure for the Coviu software as a service utilised by the Coviu HVC Apps Service and should access to such infrastructure be terminated for any reason, Coviu is not liable for any disruption or suspension of the Coviu HVC Apps Service, and reserves the right to terminate or cease provision of the Coviu HVC Apps Service to you by no less than 90 days’ written notice to you.
If the Coviu HVC Apps Service is terminated for any reason, we shall provide you with reasonable assistance as required to provide you with a copy of Your Data as well as a pro-rata refund of subscriptions fees for any paid but unused subscription time. We will permanently erase all of the Data following the completion of this obligation.
Changes To Service Terms
We reserve the right to update or amend these Service Terms at any time. You should check this page from time to time to make sure you are aware of any changes.
Your access and use of the Coviu HVC Apps Service following agreement on any changes to the Service Terms will be on the amended Service Terms.
If any provision of these Service Terms is found to be invalid or unenforceable, the provision is deemed severed from these Service Terms and the remainder of the terms will continue in full force and effect.
You must not assign or novate these Service Terms, or your rights or obligations under these Service Terms, to another party without our prior written consent.
We may identify you as a Coviu customer in our promotional materials. We will promptly stop doing so upon your request sent to email@example.com.
Neither party will be liable to the other for any delay or failure to perform any obligation under these Terms (except for a failure to pay fees) if the delay or failure is due to events which are beyond the reasonable control of such party, such as a strike, blockade, war, act of terrorism, riot, natural disaster, failure or diminishment of power or telecommunications or data networks or services, or refusal of a license by a government agency.
In these Service Terms, unless the context otherwise requires:
“Derivative Products” means any report, program, enquiry tool or information product or service we provide that incorporates the Data.
“Intellectual Property Rights” means any patent, copyright, trade mark, trade name, design, trade secret, know how or other form of confidential information or any right to registration of such rights and any other form of intellectual property right, whether arising before or after the execution of these Service Terms.
“Subscription Term” means the term that you are licensed to use the Coviu HVC Apps Service, being the Initial Subscription Term and any Renewal Subscription Term.
“Your Data” means data received by us from you and/or your Authorised Users, your patients and any Guests in connection with the Coviu HVC Apps Service.
“Your Product” means any products or services you offer to your customers using the Coviu HVC Apps Service.