General
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These terms and conditions (Terms) govern your use of the IVFAustralia donor website, https://donation.ivf.com.au/, and associated donor portal (together, Platform) of Virtus Health Limited (ACN 129 643 492) or its Related Entities (as defined in the Corporations Act 2001 (Cth) (the Corporations Act)) (us/we/our).
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By using the Platform you agree to be bound by the Terms. Any disregard by you of the existence of the Terms does not constitute a waiver of any provisions contained in the Terms. If you choose not to accept the Terms you must not use the Platform. The Terms constitute the entirety of the terms and conditions of use with respect to the Platform unless otherwise expressly allowed for in writing by us.
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We reserve the right to vary any of the Terms, at any time in our sole discretion with notice to you. Unless otherwise specified in writing by us, any changes or modifications to the Terms will be effective immediately upon their publication on any part of the Platform. If you do not agree to any amended terms, you must not use the Platform.
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References to “You” (you or the Donor) may vary throughout these Terms. If there is a specific section that applies to you specifically, this will expressly be stated in these Terms, otherwise, a reference to “you” will apply to the Donor’s use of the Platform.
Purpose of Platform
The purpose of the Platform is to help facilitate the IVF Australia donor program by providing Donors with access to the de-identified information of potential intended recipients of eggs or embryos (Intended Parents) to allow Donors to select Intended Parents to make egg or embryo donations to (the Purpose).
Disclaimer
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Intended Parents have provided, and consent to our use of (including to upload and display), certain de-identified personal information on the Platform.
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Your use of the Platform does not in any way guarantee that you will be selected as a Donor, or that your donation will be accepted by an Intended Parent. Nothing in these Terms, or on the Platform, should be construed as:
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a representation by us of your likelihood of being selected as a Donor; or
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a guarantee that an Intended Parent will accept your donation.
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Donor Use of Platform
By using the Platform, you, at all times:
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warrant that your use of the Platform does not violate any applicable laws and/or any other requirements;
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confirm that you have elected to use the Platform, and provide your personal information, of your own free will for the Purpose;
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acknowledge that in order to use the Platform for the Purpose and for us to be able to communicate with you, you will be required to create an individual account and provide your full name, date of birth and other information (Profile). This information will be handled in accordance with our Privacy Policy and any applicable forms that you may be required to complete as a donor from time to time, and to the extent permitted by law;
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acknowledge, in relation to your Profile, that:
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it is not transferrable to any other person unless you are legally authorised to do so or have provided express written consent for another user to access your Profile (such as a marital or de facto partner);
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it is your responsibility to ensure that the information in your Profile is accurate;
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agree to maintain the security of your password at all times; and
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we reserve the right to edit, alter or remove Profiles in our sole discretion and without notice.
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covenant to use the Platform at your own risk;
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warrant that your use of the Platform is for your own personal purposes, and not for any commercial purposes, illegal purposes or any other purpose which is contrary to a legislative instrument;
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acknowledge that any information presented on the Platform is for informational purposes only and is not intended to constitute advice of any kind;
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agree and acknowledge that we, in order to power and maintain the Platform, may use third party suppliers, and you agree that we are not responsible for, and release us from any liability regarding the third party supplier’s maintenance and background use of any part of the Platform;
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agree and acknowledge that we are not in any way responsible for, and cannot be held liable for your negligent or unlawful use of the Platform, and you agree to release us from any liability in this regard;
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agree and acknowledge that your use of the Platform may result in data usage charges from your mobile or internet provider;
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acknowledge and agree that, in order to cooperate with legitimate governmental requests, Australian legislation, regulations or policies, subpoenas or court orders, to protect us and our patients, or to ensure the integrity and operation of our business, we may access and disclose information, including, without limitation, Profile information (i.e. name, email address, etc.), health information, IP addressing and traffic information, usage history.
Privacy Policy
Please refer to our Privacy Policy for information on how we collect, use and disclose Personal Information (as defined in the Privacy Act 1988 (Cth)) from our users. A copy of the Privacy Policy is available Privacy policy | Virtus Health.
Representations
You agree and acknowledge that we have not made any representations to you as to the suitability of the Platform for the Purpose.
Security
You understand and acknowledge that whilst we take reasonable steps to protect information from misuse, loss, or unauthorised access, modification or disclosure, we will not be responsible for the security of any information located or created outside of the Platform. You assume total responsibility and risk for your use of the Platform and you release us in respect of any claims, or any loss, arising directly or indirectly from your use of the Platform and any unauthorised access of your information on the Platform by third parties.
Us
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You agree and acknowledge that we may, subject to our Privacy Policy, and any other applicable forms, and to the extent permitted by law, at any time in our absolute discretion and without notice to you:
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modify or discontinue, temporarily or permanently, your access, in whole or in part, to the Platform;
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assign our interests outlined in these Terms; and/or
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freeze, restrict, delay or terminate your access to the Platform.
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You agree and acknowledge that the effect of the actions in clause 8(a) might be that the functionality or provision of the Platform is substantially reduced or removed.
Our Content
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Except as otherwise expressly indicated by us in writing, the Platform, and all information, messages, data, software, media, trade marks, logos photographs, graphs, videos, typefaces, graphics, infographics, videos, simulations, sounds, and other material and content contained in the Platform (collectively, Our Content) are the property of us or our Related Entities or licensors and are protected by Australian and international copyright laws. The Platform and all of Our Content is copyrighted - (c) 2022 Virtus Health Ltd, All Rights Reserved.
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We own all intellectual property rights in relation to the Platform and Our Content which arise by operation of legislation, common law or equity, and which includes, but is not limited to the trade marks, copyright, patents, patents pending, know how, trade secrets, names of domains, Services, brands, moral rights, designs, inventions, confidential material, irrespective of whether these items or rights are registered, or capable of registration.
Limited Licence
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We hereby grant you a non-exclusive, limited, non-sublicensable licence to access the Platform and Our Content (the Limited Licence), strictly in accordance with these Terms. This Limited Licence is revocable at any time by us in our sole discretion. In using this Limited Licence, you must not:
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use Our Content other than for its intended purpose;
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distribute or display Our Content without our prior permission;
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use Our Content for any commercial use; or
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copy, imitate or use in the same or a deceptively similar fashion any of Our Content, in whole or in part, including the look at the feel of any part of the Platform, including all page headers, custom graphics, button icons and scripts.
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You agree not to reverse engineer any part of the Platform, or decompile any part of the software of the Platform.
Termination
You agree and acknowledge that your violation of any of the Terms is strictly prohibited and will terminate the Limited Licence contained in these Terms immediately and without notice to you.
Warranty Disclaimer
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Except as expressly provided to the contrary in writing by us, the Platform, or the materials contained therein (including Our Content) are provided on an "as is" basis without warranties of any kind, either express or implied. We expressly disclaim all other warranties, express or implied, including without limitation implied warranties of due care and skill, fitness for a particular purpose, content and materials on the Platform to the extent permitted by law. We do not represent or warrant that materials in Platform are accurate, complete, reliable, current or error-free, and expressly disclaim any warranty or representation as to the accuracy or proprietary character of the Platform and/or any portion thereof.
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While we attempt to make your access to and use of the Platform safe, we cannot and do not represent or warrant that the Platform or its server(s) are free of viruses or other harmful components, or that defects will be corrected; therefore, you should use industry-recognised website browsers and/or app software to detect and disinfect viruses from any download or use of the Platform.
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We do not authorise any entity to make a warranty on our behalf, in any situation including but not limited to warranties made by third party suppliers. We are not responsible for any entity that claims to be authorised on our behalf and you agree to release us from any liability that arises from an entity or individual that claims to be authorised to act on our behalf. We are also not responsible for, and will not be held liable for, any misrepresentations or false information that a third party provides to you.
Limitation Of Liability
To the extent permitted by law:
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We note that some legislation and consumer protection laws and regulations, which apply to New South Wales, confer rights upon you which cannot be excluded, restricted or modified (Statutory Rights). Notwithstanding the remainder of these Terms, you hereby waive the benefit of all conditions, rights and warranties implied by custom, law or statute, in relation to the Platform, except for the Statutory Rights.
You waive and covenant not to assert any claims or allegations of any nature whatsoever against us, our Related Entities, or their or our respective directors, officers, employees or agents arising out of or in any way relating to your use of the Platform, Our Content or the materials contained in or accessible through the Platform, including, without limitation, any claims or allegations relating to the alleged infringement of proprietary rights, alleged inaccuracy of the Platform or its content or allegations that we have or should indemnify, defend or hold harmless you or any third party from any claim or allegation arising from your use or other exploitation of the Platform. You use Platform at your own risk.
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Without limitation of the foregoing, neither we nor our Related Entities shall be liable for any direct, special, indirect or consequential damages, or any other damages of any kind, including but not limited to loss of use, loss of profits or loss of data, whether in an action in contract, tort (including but not limited to negligence) or otherwise, arising out of or in any way connected with the use of the Platform, Our Content or the materials contained in or accessible through the Platform, including without limitation any damages caused by or resulting from your reliance on any of our content or other information obtained from us or accessible via the Platform, or that result from mistakes, errors, omissions, interruptions, deletion of files or email, defects, viruses, delays in operation or transmission or any failure of performance, whether or not resulting from acts of god, communications failure, theft, destruction or unauthorised access to our records or programs.
- In no event shall the aggregate liability of us, whether in contract, warranty, tort (including negligence, whether active, passive or imputed), strict liability or other theory, arising out of or relating to the use of Platform exceed any amount that you pay to us, if any, for the use of the Platform.
- We take no responsibility and assume no liability for any damage or loss that may occur to your smartphone or tablet device, or computer device, or real property that may result from your use of our Platform.
Indemnity
You agree to indemnify us and our agents, offices, directors and employees and our Related Entities and their agents, directors and employees from all claims, losses, demands, damages, proceedings, compensation, costs, charges, expenses and liabilities, including but not limited to legal costs, arising from your failure to comply with the Terms or any applicable legislation.
Applicable Law And Venue
You explicitly agree that all disputes, claims or other matters arising from or relating to your use of the Platform or in relation to these Terms will be governed by the laws of New South Wales, Australia, without regard to its conflicts of law principles. If you choose to access Platform from locations other than in New South Wales, Australia, you will be responsible for compliance with all local laws of such other jurisdiction. Further, all references to a time in these Terms is that time in Sydney, Australia.
Severability
If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.
Notices
You agree that notices may be sent to the email address and/or the mobile number provided for your Profile. Notices provided to you via SMS, and/or e-mail will be deemed given and received on the transmission date of the SMS and e-mail. If you do not consent to receive any notices electronically, you agree to stop using or accessing the Platform.
You may contact us through the email addresses provided under these Terms. In the event you are unable to contact us my electronic means, you may also contact us by telephone at 02 9425 1700.
Waiver
You agree that a failure or delay by us in enforcing any provisions of these Terms shall not operate as a waiver of our rights in relation to enforcement of those provisions.
Contact Virtus
If you would like to contact Virtus in relation to your Profile, your use of the Platform, allegations of copyright infringement or otherwise, please contact us via this email address: [email protected].