T & C’s – Doctors

1. FORMATION

1.1 – These terms create a contract between you and Clippable Pty Ltd trading as Doqtorific (ABN: 93 604 862 893) of 44 Clarke Street, West Ryde, NSW 2114 (us, we or our). Please read these Terms of Use carefully.

1.2 – By using the Doqtorific platform developed and modified by us that connects Australian doctors with Hospitals offering locum positions (Site) or any other software, Services or any applications made available by us, you agree to be bound by these Terms of Use. We may, on notice to you, change these Terms of Use. Your continued use of the Site and/or Services indicate your acceptance of the changes. To confirm your understanding and acceptance of these Terms of Use, click “Sign Up.”

2. SERVICES

2.1 – We will use reasonable endeavours to:

(a) allow you to access to the Site;
(b) provide you with a list of locum jobs posted by our Approved Users, filtered by your preferences of location, speciality, availability and pay;
(c) liaise with Approved Users regarding locum jobs; and
(d) provide you with any other software, services or any applications made available by us from time to time,

(Services).

2.2 – You acknowledge that we (in our sole discretion):

(a) may alter the volume of locum jobs available on the Site from time to time; and
(b) are not obliged to provide any minimum number of locum job postings.

2.3 – You will access the Services in accordance with:

(a) these Terms of Use; and
(b) our reasonable directions and all applicable laws.

2.4 – You agree that your use of the Services is at your own risk.

3. YOUR ACCOUNT

3.1 – In order to access the Services, you:

(a) must be a doctor registered with the Australian Health Practitioner Regulation Agency;
(b) must set up an account by following the process set out on the Site; and
(c) must provide us with all information set out in the Application Form (including your contact details, photo identification, 100-point identity check, medical qualifications, employment history (including references)) and any other information requested from us from time to time.

3.2 – You must:

(a) upload a current Australian National Police Certificate (undertaken in the last 3 years) and a statutory declaration of any convictions or pending charges since the certificate;
(b) provide the clearance number of a working with children check in the states you intend on working;
(c) comply with applicable laws, safety standards, these Terms of Use and our reasonable directions;
(d) immediately update your account in the event your contact details change;
(e) ensure your medical qualifications are up to date;
(f) promptly notify us in writing of any dissatisfaction, complaint, proceeding or lawsuit against you arising in connection with your use of the Services; and
(g) provide us with any additional documents, qualifications, data, records and accounts we reasonably request.

3.3 – You agree and acknowledge that:

(a) all information you provide us will be true, accurate, current and complete and that we are entitled to rely on the accuracy of that information provided to us in accordance with clauses 3.1 and 3.2;
(b) we may contact your referees and any relevant government department to check the accuracy of the information provided to us in accordance with clause 3.1; and
(c) we may request a meeting with you; and
(d) if you are in New South Wales, we (or the Approved User) will conduct a NSW Health internal service check in accordance with the NSW Health PD2013_036 Service Check Register for NSW Health if you are a current or former NSW Health employee to determine your current employment capacity. We may also conduct an equivalent check for private practice or as required in the relevant Australian state in which you will be working.

3.4 – On our acceptance of your Application Form, you will become an approved doctor and you may apply for locum jobs in accordance with clause 4 (Approved Doctor).

3.5 – You are responsible for maintaining the confidentiality of your account and password and for all activity on or through your account and you must not sell, transfer, license or assign your account, username, or any account rights.

3.6 – You must notify us immediately of any unauthorised use of your account. We may suspend or disable your account if we suspect any unauthorised use of your account.

4. LOCUM JOBS

4.1 – If you are an Approved Doctor, you may view, and apply for, locum jobs posted by Approved Users on the Site. We may from time to time send you details of available jobs.

4.2 – You acknowledge and agree by applying for a job, you:

(a) consent to us sharing your details with the Approved User;
(b) have satisfied yourself that you meet the requirements set out in the job description; and
(c) are responsible for obtaining all necessary consents, permissions and secondary employment approval required to allow you to provide services to the Approved User.

4.3 – On the Approved User’s acceptance of your application, a separate contract is formed between you and the Approved User on the terms set out in the job description, the terms in these Terms of Use and any other terms applicable to that job (as set out in the job description or emailed to you) (Confirmed Order).

4.4 – During the term of the Confirmed Order:

(a) if you are engaged by a hospital in New South Wales, you will be engaged as an employee of the NSW Public Health Organisation pursuant to the Health Services Act 1997 (NSW) and that the hospital assumes, as the delegate of the Secretary of the NSW Ministry of Health, all statutory and legal obligations in respect of that employment relationship; and

(b) you must:

• (i) comply with all reasonable directions and applicable policies and procedures of the Approved User, and any changes to them from time to time;
• (ii) immediately notify us in writing of any compliant regarding your conduct, including all relevant details regarding the complaint; and
• (iii) within 5 days of completion of a Confirmed Order, provide us with time sheets setting out the hours worked for the applicable locum job and complete the feedback form we provide to you.

4.5 – You agree and acknowledge that:

(a) we may, at the Approved User’s request, supervise your work during a Confirmed Order;
(b) you will receive payment for services performed pursuant to a Confirmed Order directly from the Approved User; and
(c) we will receive a commission from the Approved User for your placement on the applicable job from the Approved User.

4.6 – You must notify us if you are employed (including permanent, temporary or casual employment) by an Approved User within 13 weeks of your last shift.

5. CANCELLING SHIFTS

5.1 – You must not unreasonably cancel any shift(s). If you must cancel a shift you, you must notify us as soon as possible and acknowledge and agree you:

(a) are not entitled to any payment for such shift;
(b) are not eligible to work any other jobs occurring at the same time as the cancelled shift(s); and
(c) must reimburse us any expenses (such as airfares and accommodation) which have been reasonably incurred by us or the Approved User.

5.2 – We may cancel shift(s), on behalf of the Approved User, on notice to you. We will pass on reimbursement we receive from the Approved User for expenses (such as airfares and accommodation) which have been reasonably incurred by you as a result of the cancellation.

6. TERMINATION

6.1 – You may terminate your account on notice to us. The termination of your account will not affect the validity of any Confirmed Order which is in force on the date of termination.

6.2 – We may terminate your account, any Confirmed Order (on behalf of an Approved User) and/or suspend your access to the Services:

(a) for convenience;
(b) on notice if you:

• (i) fail to remedy a breach within 5 days’ notice from us requesting the breach be remedied; or
• (ii) breach these Terms of Use and that breach is not capable of remedy.

(c) immediately where:

• (i) you breach clause 3 of these Terms of Use;
• (ii) you have conditions attached to your registration with the Australian Health Practitioner Regulation Agency that we determine (in our sole discretion) are incompatible with your ability to provide locum services; or
• (iii) if an Approved User terminates a Confirmed Order for any reason.

6.3 – If you terminate your account, you must do everything reasonably possible to prevent or otherwise mitigate any losses resulting from the termination.

6.4 – Upon termination of your account, all licences and other rights granted to you by these Terms of Use will immediately cease.

7. CONTENT

7.1 – You are responsible for all your content that you submit, post or display on or through the Services, including data, text, files, information, usernames, images, graphics, photos, profiles, audio and video clips, sounds, works of authorship, applications, links and other materials (User Content).

7.2 – You must not submit, post or display any User Content that:

(a) you do not have permission, right or license to use;
(b) is objectionable, offensive, unlawful, deceptive or harmful;
(c) is personal, private or confidential information belonging to others;
(d) requests personal information from a minor;
(e) impersonates or misrepresents your affiliation with another person or entity;
(f) transmits spam, including unauthorised advertising or promotional materials; or
(g) is illegal, fraudulent, or manipulative.

7.3 – We may remove User Content which is inappropriate or is in breach of these Terms of Use without notice.

8. ACCEPTABLE USE

You must not:

(a) use the Services to verify documents then pass these on to any Competing Business;
(b) copy, modify, or create derivative works based on the content available on or through the Services;
(c) infringe the Intellectual Property Rights, privacy or confidentiality of any third party;
(d) engage in any activity that may result in injury, death, property damage, and/or liability of any kind; or
(e) interfere or disrupt the Services, servers or networks connected to the Services or another person’s use of the Services, including by transmitting any worms, viruses, spyware, malware or any other code of a destructive or disruptive nature.

9. INTELLECTUAL PROPERTY RIGHTS

9.1 – We own, or are the licensee of, the Intellectual Property Rights in the content available through the Services, including text, photos, graphic designs, images and video content. These Terms of Use do not transfer any Intellectual Property Rights from us to you or any third parties.

9.2 – We grant you a non-exclusive and non-transferable licence to use, reproduce and display our name and logo during the Term for the sole purpose of promoting your partnership with us. You must comply with any guidelines we may give you from time to time.

9.3 – You grant us a non-exclusive and non-transferable licence to use, reproduce and display your name, trade marks and logos (as applicable), and all content you provide us on the Site to the extent necessary to provide the Services.

9.4 – The ownership of all rights (including any Intellectual Property Rights) in any materials created or developed by you for an Approved User (including all Patient Data) will vest in the relevant Approved User on creation.

10. DATA

10.1 – You acknowledge and agree:

(a) we may collect aggregated information about your activities, and details of how you use the Services, the locum jobs you accept or the frequency and duration of your locum jobs; and
(b) we may automatically store in log files, including IP addresses, browser type and language, Internet service provider (ISP), referring and exit websites and applications, operating system, date/time stamp, and clickstream data to analyse trends, to administer the Services, to generally improve the Services and for marketing.

10.2 – The Services may contain links to third-party websites, products, and services. Information collected by third parties is governed by that third party’s terms.

11. CONFIDENTIAL INFORMATION AND PRIVACY

11.1 – Each party:

(a) may use Confidential Information of the other party solely for the purposes of these Terms of Use and (in our case) may disclose information to Approved Users for the purposes of these Terms of Use;
(b) must ensure that it does not take Confidential Information outside Australia;
(c) (subject to clause 11.1(d), must keep confidential all Confidential Information of the other party; and

(d) may disclose Confidential Information of the other party only:

• (i) in our case, to verify the authenticity of the Confidential Information;
• (ii) in our case, to Approved Users;
• (iii) to its Representatives to the extent such persons have a genuine need to know for the purposes of these Terms of Use, if the person to whom disclosure is made has undertaken to keep confidential any information so disclosed;
• (iv) to the extent necessary to comply with any applicable law, any court proceedings, the requirements of any regulatory body or the rules of any stock (provided the disclosing party first give notices to the other party of the disclosure); or

(v) with the other party’s prior written consent;
(e) must immediately upon the other party’s request, return or destroy all documents containing Confidential Information and ensure that each person to whom you have disclosed that Confidential Information does likewise.

11.2 – Each party will:

(a) use or disclose Personal Information obtained during the course of providing the Services only for the purposes of these Terms of Use;
(b) ensure that any of its Representatives who deal with Personal Information for the purposes of these Terms of Use are made aware of the obligations set out in this clause; and
(c) comply with the Privacy Act 1988 (Cth) and any applicable privacy codes or privacy principals contained within it, in connection with the collection, use, handling, disclosure, quality, security of and access to any Personal Information.

11.3 – You acknowledge your Personal Information may be shared with Approved Users.

11.4 – If we suspect that a breach has occurred involving Personal Information or Confidential Information held by either party, you must cooperate fully with us in taking remedial action in relation to the suspected breach to ensure that no serious harm (as that term is considered in the Privacy Act) befalls an individual to whom the information disclosed in the suspected breach relates.

12. INSURANCE

12.1 – You must at your own cost, take out and maintain for as long as you hold an account, medical indemnity insurance in accordance with Australian Health Practitioner Regulation Agency requirements.

12.2 – Upon request you must provide us a certificate of currency for the insurance policy set out in clause 12.1.

13. MAINTENANCE

We may at any time and without notice, modify, suspend or terminate the operation of, or access to the Services, or any part of, for any reason, to interrupt the operation of the Services, or any part of, as necessary to perform maintenance, error correction or other changes.

14. LIABILITY

14.1 – To the extent permitted by law:

(a) we do not guarantee, represent, or warrant that your use of the Services will be uninterrupted or error-free, free from loss, corruption, attack, viruses, interference, hacking, or other security intrusion;
(b) the Services and all content delivered to you through the Services are (except as expressly stated by us) provided “as is” and “as available” for your use without warranties of any kind, either express or implied, including all implied warranties of merchantability, fitness for a particular purpose, security, quality, title, and non-infringement; and
(c) we, or our Representatives, will not be liable for any claim related in any way to any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available via the Services.

14.2 – Neither party will be liable (whether in contract, tort including negligence or otherwise) for any form of indirect or Consequential Loss or damage.

14.3 – If we are liable to you under the Australian Competition and Consumer Act 2010 (Cth) or similar legislation, to the extent permitted by law, we limit our liability in respect of any claim under those provisions to (at our option):

(a) the supplying of the services again; or
(b) the payment of the cost of having the services supplied again.

15. INDEMNITY

You indemnify and hold us, our directors, officers, employees, affiliates, agents, contractors, and licensors harmless with respect to any claims arising out of:

(a) your breach of these Terms of Use;
(b) an act or omission by you in connection with a Confirmed Order resulting in personal injury or death to any person, or the loss of or damage to property; or
(c) your negligent, wilful or reckless act or omission.

16. GENERAL – DOCTORS

16.1 – We may provide notice to you on the Site or through email. A notice from you is only effective if it is in writing and it is received in full and legible form at hello@doqtorific.com or me@nikhils.com.au

16.2 – Nothing in these Terms of Use will be taken as giving rise to a relationship of employment, agency, partnership or joint venture. Except as otherwise provided in these Terms of Use, the parties acknowledge and agree that neither party will have any authority to bind the other party or to enter into an agreement in the name of the other party.

16.3 – We will not be responsible for failures to fulfil any obligations due to causes beyond our control.

16.4 – These Terms of Use contain the entire understanding between the parties concerning the subject matter of the agreement and supersedes all prior communications.

16.5 – The failure of either party to enforce any provisions under these Terms of Use will not waive the right of such party thereafter to enforce any such provisions.

16.6 – If any term or provision of these Terms of Use are held by a court to be illegal, invalid or unenforceable under the applicable law, that term or provision will be severed from these Terms of Use and the remaining terms and conditions will be unaffected.

16.7 – These Terms of Use are governed by, and construed in accordance with the laws of New South Wales, Australia. The parties agree to submit to the non-exclusive jurisdiction of the courts of New South Wales.

16.8 – You may not assign, transfer or otherwise deal with this agreement or any right under this agreement without our prior written consent, which must not be unreasonably withheld.

16.9 – Any warranty, indemnity, or obligation of confidentiality in this agreement will survive termination. Any other term which by its nature is intended to survive termination of this agreement survives termination of this agreement.

17. DEFINITIONS AND INTERPRETATION

In these Terms of Use:

Application Form means the form found on the Site under the ‘complete profile’ tab.
Approved Doctor has the meaning given to that term in clause 3.4
Approved User means a hospital or private practice approved by us to use the Site.
Competing Business means any recruiting business, or any business that is the same or substantially similar to our business.
Confidential Information means, in relation to a party, any information of or relating to that party or its Representatives that is by its nature confidential, is designated by that party to be confidential or which the other party knows or ought to know is confidential, but does not include information which is or becomes public knowledge other than through a breach of this document.
Confirmed Order has the meaning given to that term in clause 4.3.
Consequential Loss means any Loss that does not arise naturally in the ordinary course of things from the event or circumstance giving rise to the Loss.
Intellectual Property Rights means all present and future rights conferred by statute, common law or equity in or in relation to any copyright, trade marks, designs, patents, business and domain names, confidential information, inventions and other results of intellectual activity in the industrial, commercial, scientific, literary or artistic fields whether or not registered, registrable or patentable.
Loss means any judgment, debt, damage, loss, cost, expense or liability howsoever arising and whether present or future, fixed or unascertained, actual or contingent whether at law, in equity, or otherwise.
Patient Data means the medical information you gather or learn about a patient in the course of providing the locum services.
Personal Information means information or an opinion, whether true or not, and whether recorded in a material form or not, about an individual whose identity is apparent, or can reasonably be ascertained, from the information or opinion and includes sensitive information (as that term is defined in the Privacy Act 1988 (Cth)).
Representative in relation to a party, means any officer, employee, agent, supplier or sub-contractor of that party (but in our case, does not include you).
Service has the meaning given to that term in clause 2.1.
Site has the meaning given to that term in clause 1.1.
User Content has the meaning given in clause 7.1.

17.1 – Unless expressed to the contrary, in these Terms of Use:

(a) words in the singular include the plural and vice versa;
(b) any gender includes the other genders;
(c) if a word or phrase is defined its other grammatical forms have corresponding meanings;
(d) “includes” means includes without limitation; and
(e) no rule of construction will apply to a clause to the disadvantage of a party merely because that party put forward the clause or would otherwise benefit from it.