TERMS OF SERVICE

These terms and conditions (“Terms of Service”) govern your use of the QuantCare software application (“Service”), including web applications, mobile applications, online surveys, and any other services of QuantCare Pty. Ltd. (the company behind QuantCare). Our Privacy Policy is incorporated by reference into these Terms of Service. Some services may be subject to additional conditions posted on the QuantCare website or provided to you when you sign-up for the service.

Communications

You acknowledge and agree that QuantCare Pty. Ltd. may at times send you communications regarding your account or the Service via email. If you have requested it, we may also send you communications about upgrades to the Service or other products and services that may be of interest to you. You can contact us at any time to let us know that you no longer want to receive these emails from us.

Accounts and passwords

You must be a registered user to access the Service. You must provide accurate, up-to-date and complete information when you register. You are solely responsible for keeping your password secure. You will be solely responsible and liable for any activity that occurs under your user name.

You must use all reasonable endeavours to prevent any unauthorized access to, or use of, the Service and you must notify QuantCare Pty. Ltd. immediately in the event of any unauthorized access or use.

Acceptable use/conduct

You are solely responsible for your conduct and your data related to the Service. You, your company, and/or your staff acknowledge that QuantCare does not provide clinical diagnostic services. You warrant that you have all rights, licenses, authorizations and consents required to use the Service, including without limitation in respect of your data. You agree to indemnify, defend, and hold harmless QuantCare Pty. Ltd., its directors, officers, agents and suppliers from any and all loss, cost, liability, and expense arising from or related to your data or use by you or your employees, contractors or agents of the Service or violation of these Terms of Service.

The Service, including any software that forms part of the Service, is made available to you, your company, and/or your staff only for your personal use or internal business purposes, and such use must comply with all applicable laws, rules and regulations, including without limitation privacy laws, and must not infringe or violate third party rights.

The particular Service you purchase may limit the number of users who may use the Service. You must not allow any additional users to use the Service. QuantCare Pty. Ltd. has the right to audit your use of the Service, at its own cost and upon giving you reasonable notice, to determine whether your use is in accordance with these Terms of Service and any other terms that apply to the Service. If an audit reveals that you have exceeded the scope of use permitted, QuantCare Pty. Ltd. may require you to immediately pay an additional service fee for such use.

Any unauthorized use of the Service is a violation of these Terms of Service and may breach Commonwealth, State or Territory laws. Such violations may subject you or your staff to civil and criminal penalties.

Access to Services

QuantCare Pty. Ltd. will endeavour to make the Service available 24 hours a day, seven days a week. However, you acknowledge and agree that the Service may occasionally be unavailable during periods of planned or unscheduled maintenance and, at times, unexpected outages. This may be due to temporary issues with internal systems, or third party providers used to enable our service. We are not responsible for outages/down-time/issues of third party providers which may result in the unavailability of our service. If a major issue arises which restricts access to the service for an extended period of time, we will notify the user via email and take all steps necessary to rectify the issue as soon as practicably possible. QuantCare Pty. Ltd. may perform unscheduled maintenance at any time, but will only do so if deemed necessary.

Service requests need to be sent to support@quantcare.io at the earliest detection of the issue, and will be prioritised depending on internal metrics of criticality.

Fees

A valid credit card is required for payments. A credit card is not required to start a free trial, and you will only need to supply this if you wish to continue with a paid subscription account.

Credit card security is implemented using https (256-bit encryption) on all transactions. Credit card details are not stored within the QuantCare application. Your credit card details are stored at a trusted and secure payment gateway used by QuantCare for payment processing.

When upgrading or downgrading your plan, you will be pro-rata credited for the remainder of your current plan. You will then be charged *at the rate of the new plan until your billing date*. You will have the changed plan limits applied immediately. If this adjustment causes your account to be credited, this will be applied to your subscription and used for future payments. We do not provide refunds for these amounts.

All fees stated are exclusive of taxes, levies or duties imposed by the tax authorities. If your company is liable to pay GST, you will be responsible for paying GST on top of the subscription fees.

Downgrading or cancelling your account may cause the loss of access, content or features of the Service. QuantCare Pty. Ltd. does not accept any liability for such loss.

All monthly subscription fees must be paid monthly in advance.

All fees related to the Service, including but not limited to the monthly subscription plan fees, are subject to change upon 30 days’ notice from us. Such notice may be provided at any time by updates to the QuantCare website (www.quantcare.io), notices within the Service itself, or by email correspondence.

If you have any questions about charges made to your account, please contact us immediately. If there are charges made in error, we will credit your account or credit card account for the appropriate amount.

Cancellation and termination

You are solely responsible for the cancellation of your account. You can cancel your account at any time by emailing us at support@quantcare.io. .

All of your identifiable content and data will be deleted 90 days after cancellation or termination of your account. This information will not be able to be recovered. De-identified, aggregate information will be stored securely in our system for analytics purposes.

Failure to pay your subscription fees will result in your account being suspended. Accounts are suspended for a maximum of 90 days before the account may be terminated by us. We are not responsible for any loss you suffer as a result of such suspension or termination. A suspended account can be reactivated by supplying valid payment credentials and resuming your subscription.

If you cancel your account before the end of your currently paid month, the Service will end immediately and you will not be charged again. You will not be entitled to a refund.

QuantCare Pty. Ltd. in its sole discretion has the right to suspend or terminate your account and refuse any and all current or future use of the Service, for any reason, at any such time. Such termination can result in the deactivation or deletion of your account. QuantCare Pty. Ltd. reserves the right to refuse service to anyone for any reason at any time.

You may have statutory rights

Certain legislation, including the Competition and Consumer Act 2010 (Cth) may impose consumer guarantees or implied rights which cannot be excluded, restricted or modified except to a limited extent (“Statutory Rights”). These Terms of Service must be read subject to your Statutory Rights. If Statutory Rights apply, to the extent to which QuantCare Pty. Ltd. is able to do so, its liability under those provisions will be limited, at its option, in the case of services to (a) the supplying of the services again or (b) the payment of the cost of having the services supplied again and, in the case of goods to (a) the replacement of the goods or the supply of equivalent goods; (b) the repair of the goods; (c) the payment of the cost of replacing the goods or of acquiring equivalent goods; or (d) the payment of the cost of having the goods repaired.

No warranties or representations

Without limiting your Statutory Rights:

You understand and agree that the Service is provided “as is” and, to the extent permitted by law, QuantCare Pty. Ltd. and its suppliers expressly disclaim all warranties or representations of any kind, express or implied, including without limitation any warranty of merchantability, fitness for a particular purpose, non-infringement or bailment of your data on QuantCare Pty. Ltd.’s servers. QuantCare Pty. Ltd. and its suppliers make no warranty or representation that your use of the Service will be uninterrupted or error-free or regarding the results that may be obtained from the use of the Service, the security of the Service, or that the Service will meet your requirements.

QuantCare Pty. Ltd. is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and you acknowledge that the Service may be subject to limitations, delays and other problems inherent in the use of such communications facilities.

Limitation of Liability without limiting your Statutory Rights:

Use of the Service is at your sole risk. You will be solely responsible for any damage to you resulting from the use of the Service. The entire risk arising out of use, security or performance of the Service remains with you.

If there is any loss or damage to your data, your sole and exclusive remedy will be for QuantCare Pty. Ltd. to use reasonable commercial endeavours to restore the lost or damaged data from the latest back-up of such data maintained by QuantCare Pty. Ltd.

In no event shall QuantCare Pty. Ltd. be liable for any indirect, special, incidental, consequential or punitive damages, loss of use, loss of profits, revenue, interest or business or loss or corruption of data, whether in an action in contract, tort (including but not limited to negligence), equity or otherwise in connection with the Service or any other service provided by QuantCare Pty. Ltd.

Intellectual property and data

QuantCare Pty. Ltd. claims no intellectual property rights over the data or other material you provide to the Service. You acknowledge that QuantCare Pty. Ltd. owns all right, title and interest in and to the Service, including without limitation all intellectual property rights, and such rights are protected by Australian and international intellectual property laws. Except to the extent that applicable laws prevent us from restraining you from doing so, you agree that you will not copy, reproduce, alter, modify, or create derivative works from the Service.

You consent to QuantCare Pty. Ltd. transferring your data to third party IT providers, including our website host and back-up service provider, outside of Australia.

General

You may not assign your rights in respect of the Service to any other person.

QuantCare Pty. Ltd. will not be liable for any delay or failure to perform any of its obligations in respect of the Service if such delay or failure is due to an event which is beyond its control.

If a provision of these Terms of Service is invalid or unenforceable, it is to be read down or severed to the extent of the invalidity or unenforceability and that fact does not affect the validity or enforceability of the remaining provisions.

QuantCare Pty. Ltd. may modify the Service, or any other services, at any time, for any reason, and without notice. We also may modify these Terms of Service at any time but, if we do so, we will notify you of the modified Terms of Service and give you a reasonable period of time to notify us that you do not agree to the modified Terms of Service and cease using the service.

This Agreement is governed by the laws of the state of Victoria, Australia and each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of Victoria.

Questions

If you have any questions about these Terms of Service, please contact us at info@QuantCare.io.

Appendix

SMS reminders (an optional feature) are charged per SMS sent. You are responsible for ensuring you have sufficient credit for SMS reminders (these are charged separately from the monthly subscription). Refunds will not be issued for unused SMS reminder credits if you cancel your account.

info(at)quantcare.io