Synapps Medical Billing Application

End User License Terms and Conditions

Synapse Medical Services Aus Pty Limited ABN 53 606 507 322 (“Synapse“)
IMPORTANT NOTICE: By installing, downloading, accessing or otherwise using the Application or any update or new version of the Application and the Data accessible via the Application provided by Synapse via Google Play®. You are deemed to have accepted these terms and conditions. If You do not agree to these terms and conditions, You must immediately exit the Application and delete all records on Your Android Device.

1. License

1.1

This Licence between You and Synapse governs the use of the Application on Your Android Device.

1.2

Subject to the terms and conditions of this Licence, Synapse grants You a non-transferable and non-exclusive licence to use the Application.

1.3

You agree and acknowledge that:

(a)

You are located in Australia and You may use the Application only within Australia on Your Android Device that You control and own;

(b)

use of the Application is restricted to You;

(c)

Google and all Android Manufacturers are not parties to this Licence;/td>

(d)

You may access and use the Application on Your Android Device only for the purposes of medical billing in the ordinary course of Your business; and/td>

(e)

You must not:

(i)	alter, merge, modify or adapt the Application in any way, including but not limited to disassembling or decompiling;
(ii)	loan, rent, lease or licence the Application or any copy; or
(iii)	transfer the Application, or any copy, in whole or in part, in any way, including but not limited to disassembling or decompiling, except as expressly provided for in this Licence.

1.4

The provision and subsequent use of the Application is subject to the reliability and availability of third party service providers including software providers and network service providers.

1.5

Synapse will not be liable for any direct or indirect loss suffered by You, as a result of a reduced level of service caused by any third party.

1.6

You represent and warrant that You are not located in a country that is subject to a US Government embargo or that has been designated by the US Government as ‘terrorist supporting country’ and You are not listed on any US Government list of prohibited or restricted parties.

2. Term and termination

2.1	The Licence granted by these terms and conditions will become effective upon installation of the Application and will continue in effect until terminated in accordance with these terms and conditions.
2.2	Synapse may at any time (without prejudice to Synapse’s other rights or remedies) immediately terminate the Licence granted to You in the event that You fail to comply with these terms and conditions.
2.3	Synapse may suspend or terminate Your use of the Application at any time in its sole discretion.
2.4	If Synapse terminates this Licence in accordance with these terms and conditions, Your access to the Application will automatically terminate and You agree to immediately uninstall and delete all copies of the Application and undertake not to attempt to access the Application or Data after the date of termination.
2.5	Your obligations under clauses 10, 12,13, and 14 survive the termination of this Licence.

3. Eligibility

3.1

In order to use the Application You will need:

(a)	to be a Health Care Professional and hold a valid Medicare Provider Number;
(b)	at least an Android Device with version 5.0 or later software (or greater) of the Android based operating system, that is enabled for cellular or wireless Internet connection or an Android Device that has access to Google Play; and
(c)	to be an existing client of Synapse and have valid Client Login Details to access the Application.

4. Functionality

4.1	The functionality of the Application is described in the Application.
4.2	Synapse does not warrant that the functions contained in the Application will meet Your requirements or that the access, use or operation of the Application will be uninterrupted or error-free. To the extent permitted by law, the warranties and remedies set forth in this Licence are exclusive and in lieu of all others, oral or written, expressed or implied.

5. Fees and charges

5.1

Using the Application will not incur any additional fees to the services fees that are charged by Synapse for all the services that Synapse provides You.

5.2

You may incur data and other charges from Your mobile service provider or internet service provider for downloading and using the Application. Any such fees and charges are Your sole responsibility and any matters regarding these fees and charges should be raised with Your mobile service provider or internet service provider. You agree that Synapse is not liable or responsible for these fees and charges.

6. Application

6.1

You agree You will:

(a)	not leave Your Android Device unattended and left logged into the Application;
(b)	lock Your Android Device or take other steps necessary to stop unauthorised use of the Application;
(c)	notify Synapse immediately if Your Android Device is lost or stolen;
(d)	not use the Application for any purpose other than to submit Billing Data for the purpose of submitting claims to Medicare, private health insurers and other third parties;
(e)	not allow any person to access the Application using Your Client Login Details to enter Billing Data on Your behalf;
(f)	Not act fraudulently or maliciously in relation to the Application. For example, You will not copy, modify, adversely effect, reverse engineer, hack into or insert malicious code into the Application; and
(g)	Only install approved applications on Your Android Device, and that You will not override the software on Your Android Device to obtain elevated access to resources or privilege control including without limitation access to the BIOS (for example root Your Android Device).

6.2

You acknowledge and agree that the Application includes information which is subject to specific health legislation and regulations. Synapse has taken reasonable measures to ensure that the information contained in the Application complies with Australian federal and state health regulations and codes of practice.

6.3

You acknowledge and agree that the information referred to in the Application is specific to Australia and may not be available or permitted in any other jurisdiction other than Australia.

6.4

You warrant that at all times while You are using the Application You have a valid Medicare Provider Number and You are eligible to claim from Medicare under applicable laws and You are responsible for all medical billing and claiming by You including claims to Medicare and any other payers.

7. Protection and Security

7.1

You agree to use Your best efforts and to take all reasonable steps to safeguard the Application and the Data.

7.2

You also agree to notify us immediately if You suspect that the Application or Data are being used in an unauthorised manner.

7.3

You may only access and utilise the functions of the Application by entering Your Username and Password on the start-up screen of the Application.

7.4

Synapse will provide You with a Username and password to access and utilise the functions of the Application upon Your engagement of Synapse to provide You with the services.

7.5

It is Your responsibility to keep The Username and password secret and for security reasons You must not:

(a)	disclose Your Client Login Details to any person;
(b)	allow any other person to access the Application on Your Android Device using Your Client Login Details.
(c)	allow any person to see, or overhear You providing Your Client Login Details;
(d)	record Your Client Login Details anywhere that is liable to loss, theft or abuse; or
(e)	use the Application on more than one Android Device at the same time.

7.6

If Your Client Login Details are provided to any other person, that person may be able to access Personal Data and cause You to breach Your privacy obligations under any Privacy Laws.

7.7

Synapse is not liable for any loss to You as a result of You disclosing Your Client Login to any person whether such disclosure is wilful or otherwise.

7.8

For further security protection, Synapse recommends that You:

(a)	install and activate a lost device, locator and remote wipe software, or use any pre-installed analogous application or function to enable You to locate, and or remote wipe Your Android Device; and
(b)	activate and use Your Android Device’s security functions and ensure access to Your Android Device is protected by a PIN code or Android lock.

7.9

Synapse is not liable for any:

(a)	costs associated with all additional software and applications that Synapse recommends; or
(b)	loss as a result of Your Android Device being lost or stolen or used by another person regardless whether You implement the further security protection option referred to in clause 7.8.

8. Consent to use of Data and Android Device functions.

8.1	You agree that Synapse and its related entities and agents may collect, maintain, process and use diagnostic, technical, usage and related information, including but not limited to information about You, Your Android Device and Your patients, including any application software and peripherals, that is gathered periodically to facilitate the Application, this Licence and other services provided by Synapse to You related to the Application, and to verify compliance with the terms of this License.
8.2	Synapse may use this information, as long as it is collected in a form that does not personally identify You or Your patients, to provide and improve Synapse’s products and services. If You have opted in and have Location Services turned on, the location of Your device may also be sent to help Synapse.
8.3	To enable Synapse’s partners and third party developers to improve their products and services supplied to Synapse, Synapse may also provide any such partner or third party developer with a subset of diagnostic information that is relevant to that partner’s or developer’s products and/or services, as long as the diagnostic information is in a form that does not personally identify You or Your patients.
8.4	Synapse and its partners, licensees and third party developers may provide certain services through the Application that rely upon various functions of Your Android Device including location information and other functions as required and so to provide and improve these services, where available, Synapse and its partners, licensees and third party developers may access, transmit, collect, maintain, process such functions of Your Android Device. You agree that if You choose to prevent the Application from accessing any function of Your Android Device via Your Android Device’s privacy settings or via other means that You may not have access to the full functionality of the Application.
8.5	By using the Application, You agree and consent to Google’s and its partners’, licensees’ and third party developers’ access, transmission, collection, maintenance, processing and use of the required functions of Your Android Device as well as Your data to enable Synapse to provide and improve such products and services that the Application provides.
8.6	You may withdraw Your consent given in clause 8.5 at any time by deleting the Application and all records of the Application from Your Android Device.
8.7	You acknowledge that withdrawing Your consent provided in clause 8.5 will affect the use of and various functions of the Application and may make the Application inoperable.

9. Billing Data input

9.1	It is Your responsibility to ensure that all Billing Data submitted via the Application is correct or Your claim may be unsuccessful or may be paid incorrectly or to an unintended account.
9.2	Synapse does not check that the Billing Data provided by You is correct. To the extent permitted by law, Synapse is not liable for any loss or damage arising from any error in instructions or incorrect Billing Data .

10. Intellectual Property

10.1

Synapse acknowledges that it holds all necessary licences and is able use, license to others and exploit all aspects of to the Application including without limitation all Intellectual Property Rights subsisting in the Application. Synapse and You acknowledge that, in the event of any third party claim that the Application or Your possession and use of the Application infringes any intellectual property rights, Synapse, not Google, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property claim.

10.2

You acknowledge that:

(a)	Synapse owns or is licensed to use and exploit all of the Intellectual Property Rights and other proprietary rights that subsist in or related to the Application, including without limitation the Application’s design, text, graphics, all software compilations, underlying source codes and software (including applets) or the information accessed using the Application;
(b)	subject to this Licence, no right to, title to or interest in any Intellectual Property Rights that subsist in the Application is granted to You under this Licence.
(c)	and all goodwill in the Application arising from this License is for the exclusive benefit of Synapse; and
(d)	nothing, including this Licence, effects Your performance of Your obligations nor does it give You any interest in, right or title to the goodwill of the Application.

10.3

Synapse makes no claim for Intellectual Property Rights in the Medicare Benefits Schedule Book.

10.4

Unless permitted by law or as otherwise expressly permitted in this Licence, You must not, nor must You authorise any other person to:

(a)	use any part of the Application for any commercial gain other than explicitly provided for under this Licence;
(b)	reproduce, copy, download, scrape, store, publish, transmit, transfer, communicate, distribute, disseminate, sell, rent, lend or otherwise use the Application, or any part (including all Images, trade marks and brands) in any form or by any means;
(c)	modify or make any alterations, additions or amendments to any part of the Application;
(d)	make the Application available to any person other than an authorised user;
(e)	reverse engineer, decompile, disassemble or otherwise attempt to discern the source code of the components of the Application or reproduce all or any portion of the said components;
(f)	remove, alter, circumvent or tamper with any trade marks, copyright notices, copyright protection devices, disclaimers or other legal notices; or
(g)	combine the whole or any part of the Application with any other software, data or material; or
(h)	use the Application in any way which infringes on any Intellectual Property Rights that subsist in the Application.

10.5

Subject to any statutory exceptions under the Copyright Act 1968 (Cth) all other uses of the Application and the content published in the Application is strictly prohibited.

10.6

If any Intellectual Property Rights are created in the Application as a result of Your use of the Application, You agree to assign to Synapse on and from the date that any rights are created in the Application:

(a)	all Intellectual Property Rights;
(b)	the entire copyright throughout the world and all other rights of a like nature now subsisting or conferred in respect of the Application by law in force in any part of the world including all renewals and extensions;
(c)	by way of assignment of future copyright, the copyright and all other rights of a like nature from time to time which but for this clause 10.6 would belong to You which may be conferred or may subsist in the Application and any and all renewals and extensions;
(d)	any and all common law rights and statutory or common law remedies in relation to the Application available to You.

10.7

The assignment referred to in clause 10.6 is absolute, worldwide and for all uses and purposes including the creation of any modifications, enhancements, adaptations or versions of any of the Application in which any Intellectual Property Rights subsists and includes any releases of such Intellectual Property Rights in any medium and You agree to do all things necessary to further assure and give effect to the assignment in clause 10.6.

10.8

You fully indemnifies Synapse against any claims, liabilities, proceedings, losses (including consequential losses), damages, costs and expenses (including legal costs on an indemnity basis) that Synapse may suffer as a result of any breach by You of any obligation or warranty contained in this clause 10.

10.9

To the full extent permitted by the Competition and Consumer Act 2010 (Cth) or any other applicable law, the remedies contained in this clause 10 constitute Your sole and exclusive remedies and Synapse’s entire liability under this Licence with respect to infringement of third party Intellectual Property Rights.

11. Limited warranty

11.1

Synapse warrants to You that:

(a)

except as otherwise specifically provided in this Licence and except for any condition or warranty the exclusion of which could be void or otherwise contravene the Competition and Consumer Act 2010 (Cth) or any other applicable law (Non-Excludable Condition) Synapse makes no warranty or representation, either express or implied, with respect to the Application or other goods or services it supplies, including without limitation to the quality, performance, merchantability, or fitness for a particular purpose;

(b)

except for any Non-Excludable Condition, Synapse excludes all liability for the breach of any warranty or condition of any kind in respect of the Application or other goods or services it supplies;

(c)

where legislation implies into this Licence any Non-Excludable Condition, Synapse’s liability for any breach of such Non-Excludable Condition will be limited at Synapse’s sole discretion to one or more of the following:

(i)

in the case of goods, any one or more of the following:

(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;
(D)	the payment of the cost of having the goods repaired; or

(ii)

in the case of services:

(A)	the supplying of the services again; or
(B)	the payment of the cost of having the services supplied again.

12. Limitation of liability

12.1

To the fullest extent allowed under any applicable law except for liability for any Non-Excludable Condition, in no event will Synapse be liable for any indirect loss, consequential loss, loss of profits, loss of revenue, loss of goodwill, exemplary damages, punitive damages or special damages in connection with or arising out of Your use of the Application, the accuracy of the data contained in the Application, any breach of this Licence and any negligence in Synapse performing its obligations under this Licence.

12.2

To the fullest extent allowed under any applicable law, in no circumstances will Synapse be liable to pay any amount to You which exceeds the amount paid by You to Synapse for services provided to You by Synapse in respect of the period of 12 months prior to the date of any applicable claim for payment.

13. Liability of Google and Android Device Manufacturers

13.1

Subject to this Licence, Synapse is solely responsible for the Application, and Google and the relevant Android Manufacturers are not responsible for the Application in any way.

13.2

To the maximum extent permitted by law, Google and the relevant Android Manufacturers have no warranty obligations whatsoever with respect to the Application .

13.3

You agree that Synapse, and not Google nor the relevant Android Manufacturers, is responsible for:

(a)	addressing any claims by You or a third party in relation to the Application, including but not limited to product liability claims, claims that Application fails to confirm to legal or regulatory requirements or consumer protection claims;
(b)	investigating any claim that the Application breaches third party intellectual property rights, and for defending, settling or discharging such claim; and
(c)	maintenance and support services for the Application.

14. Indemnity from You

14.1

You agree to indemnify, defend and hold Synapse harmless against any claims, liabilities, proceedings, losses (including consequential losses), damages, costs and expenses (including legal costs on an indemnity basis) incurred by Synapse in connection with:

(a)	Your use of the Application (including, without limitation, any use by You of an out-of-date edition of the Application, use of the Application outside of Australia),
(b)	breach of this Licence;
(c)	Any correction to or modification of the Application You make;
(d)	where the information accessed using the Application was not provided by Synapse;
(e)	You use of the Application in conjunction with other products or services that are not supplied by Synapse (other than as stated in this Licence);
(f)	improper, incorrect or fraudulent claim made with respect to Medicare and Your rights as holder of a Medicare Provider Number, or
(g)	any other fraudulent, negligent or wrongful act or omission by You.

15. Privacy

15.1

The Application requires You to submit Billing Data that is likely to contain Personal Information.

15.2

Personal Information is confidential to You, Synapse and the individual to whom the Personal Information relates.

15.3

We will:

(a)	not use any Personal Information for any purpose other than for the purposes of providing You with the medical billing service;
(b)	take all reasonable steps to ensure the security of the Personal Information and will undertake any necessary organisational measures to prevent any unauthorised modification, misuse, loss or disclosure of Personal Information; and
(c)	comply with all Privacy Laws relating to the collection, use and disclosure of Personal Information.

16. Changes to the Licence

16.1

Synapse may change this Licence at any time.

16.2

Synapse will only give You notice of changes which:

(a)	impose or increase charges relating solely to the use of the Application; or
(b)	increases Your liability for losses relating to Your use of the Application.

16.3

Synapse will notify You of the above changes by:

(a)	Posting information on www.synapsemedical.com.au; or
(b)	Written or electronic notice to You (including via Your Android Device).

17. General

17.1	You may not assign or transfer Your Licence.
17.2	You agree to comply with all applicable laws. You undertake to ensure that You and each and every user of the Application reads and understands the provisions of this Licence prior to using the Application and complies with the provisions of this Licence. You hereby acknowledge and agree that You will be liable to Synapse for any breach of the provisions of this Licence by any such user.
17.3	In relation to this License, no delay or failure to act will be construed as a waiver of or in any way prejudice, any of our rights and no waiver will be effective unless it is in writing. A waiver or a breach will not waive any other breach.
17.4	Notwithstanding that any provision of this Licence may prove to be invalid or unenforceable, it is to be read down or severed to the extent of the invalidity or unenforceability and it does not affect the validity of the remaining provisions of this Licence which shall continue in full force and effect.
17.5	A person or entity who is not a party to this Licence shall have no right to enforce any term of this Licence, except as set out in this clause. Synapse and You acknowledge and agree that Goggle, and Google’s subsidiaries are third party beneficiaries of this License, and that upon Your acceptance of the terms and conditions of this License, Google will have the right (and will be deemed to have accepted the right) to enforce the License against You as a third party beneficiary thereof.
17.6	You acknowledge that You have read this Licence and understood and agree to be bound by its terms and conditions. You further agree that it is the complete and exclusive statement of the agreement between You and Synapse, which supersedes any proposal or prior Licence, oral or written, and any other communication between You and Synapse relating to the subject matter of this Licence. In the event of any inconsistency between the provisions of this Licence and any other agreement between You and Synapse, the provisions of this Licence will prevail and You understand Synapse will not send You a paper copy
17.7	This Licence is governed by the laws of New South Wales, Australia. You agree to submit to the non-exclusive jurisdiction of the courts of New South Wales, Australia.

18. Dictionary

Android Device means any device that runs the Android operating system software (and any software enhancements by the Android Device Manufacturer) as its operating system and is compatible with the Application, including, without limitation, mobile phones, tablet computers, and other mobile devices.

Android Device Manufacturer means any manufacturer of hardware that uses the Android platform as its operating system including without limitation Samsung, Motorola, HTC, and Sony.

Application means the application developed by or for Synapse and provided for use on an Android Device in accordance with the terms and conditions of this Licence and includes any Updates to the application as are provided to You from time to time and includes without limitation the Application’s design, text, graphics, all software compilations, underlying source codes and software (including applets) or the information accessed using the Application.

Billing Data means all medical billing information submitted through the Application in relation to treatments provided to Your Patients by You and include Your Patient’s Personal Information, Medicare Provider Numbers and any other information submitted through the Application .

Client Login Details means the username and password that is unique to You used to access the functions of the Application.

Data means any data accessible on or via the Application.

Google means Google Inc., and its subsidiaries.

Google Play means the online store for Android based applications for Android Devices.

Health Care Professional means a currently registered and professionally trained person who has the requirements set down by the relevant authorities for practising as a health care practitioner in Australia.

Health Information has the meaning given to that expression under Privacy Laws;

means without limitation means all rights, other than the intellectual property rights of Google and Android Device Manufacturers, in any patent, trade mark, trade name, business name, company name, copyright including Moral Rights and analogous rights, registered design or other design rights or circuit layout right, know-how, confidential information or proprietary information or any similar rights of intellectual property, and any applications for, or rights to obtain or acquire, and any such rights and includes all services, software, applications, and in the material published on it (including, without limitation, its look and feel, brands, logos and trade marks, information, graphics, photographs, content, images, sounds, voice, music, video, audio, text, layout, logos, button icons and the compilation and organisation thereof, and all intellectual property rights contained therein) that exist anywhere in the world under statute, common law or in equity and whether or not registered.

Medicare Benefits Schedule Book means the schedule book prepared and issued by or for Medicare Australia which outlines the Medicare Benefits Schedule Book item number and the corresponding medical treatment provided by the Health Care Professional;

Medicare Item Numbers means the item numbers and corresponding medical treatment provided by the Health Care Professional as outlined in the Medicare Benefits Schedule Book;

Medicare Provider Number means Your Medicare Provider Number provided to You to make claims in the Medicare Benefits Scheme as a Health Care Professional.

Moral Rights means rights of integrity, rights of attribution and other rights of an analogous nature which now exist or which may exist in the future, including, without limitation, moral rights under Pt IX of the Copyright Act 1968 (Cth);

New Version means any substantial change to the Application that does not equate to a change in the core function of the Application or information provided in the Application, as made available from time to time in accordance with the terms of this Licence.

Personal Information has the meaning given to that expression under Privacy Laws and includes health information;

Privacy Laws means all Australian privacy laws including but not limited to the following federal and state acts of parliament:

(a)	Privacy Act 1988 (Commonwealth of Australia);
(b)	AMA Privacy Resource Handbook;
(c)	Health Records (Privacy and Access) Act 1997 (Australian Capital Territory);
(d)	Health Records and Information Privacy Act 2002 (New South Wales);
(e)	Privacy and Personal Information Protection Act 1998 (New South Wales);
(f)	Personal Information and Protection Act 2004(Northern Territory);
(g)	Health Records Act 2002(Victoria);
(h)	Information Privacy Act 2009 (Queensland);
(i)	South Australian Information Privacy Principles Instruction No. 1 of 1989(South Australia);
(j)	Personal information and Protection Act 2004 (Tasmania); and
(k)	Freedom of Information Act 1992 (Western Australia).

Synapse means Synapse Medical Services Aus Pty Limited of Level 3, 35 Spring Street, Bondi Junction NSW 2022.

Updates means updated information for the Application, which will be supplied to You by Synapse in accordance with this Licence.

You, Your means the Licensee of the Application.

Should You have any questions, complaints or claims concerning this Licence, please contact Synapse at:

Synapse Medical Service Aus Pty Limited
PO BOX 330,
Randwick NSW 2031
Telephone: 1300 173 870
enquiries@synapsemedical.com.au

Android and Google Play are registered trademarks of Google Inc.