Terms of Service

Maree-CareFlow Pty Ltd  ·  Last updated: 8 June 2026  ·  Governed by the laws of Victoria, Australia

1. Definitions

In these Terms:

• "Agreement" means these Terms of Service together with any order form, licence agreement, or subscription confirmation;
• "Maree-CareFlow", "we", "us", or "our" means Maree-CareFlow Pty Ltd (ACN [to be inserted]);
• "Software" means the Maree-CareFlow practice management software, including all versions, updates, and documentation provided under the licence;
• "Customer", "you", or "your" means the practice, organisation, or individual purchasing or using a licence to the Software;
• "Licence Key" means the unique key issued to you to activate the Software;
• "Subscription" means an ongoing licence to use the Software subject to payment of recurring subscription fees;
• "User" means any individual authorised by you to access the Software on your infrastructure;
• "Your Data" means all data, including health records, that you or your users input into the Software on your infrastructure.

2. Software Licence

2.1 Grant of Licence

Subject to payment of applicable fees and compliance with these Terms, Maree-CareFlow grants you a limited, non-exclusive, non-transferable, revocable licence to:

• Install and use the Software on infrastructure that you own or control;
• Make one backup copy of the Software solely for disaster recovery purposes;
• Allow your authorised Users to access the Software.

2.2 Licence Scope

The licence is granted per-organisation. A single licence covers one production installation for one practice or organisation. Multi-site or multi-tenant deployments require separate licences unless an enterprise agreement is in place.

2.3 Self-Hosted Nature

Maree-CareFlow is a self-hosted application. You are responsible for:

• Providing, securing, and maintaining the server infrastructure on which the Software runs;
• Ensuring adequate backups of Your Data;
• Applying security updates and patches to your server operating system and hosting environment;
• Compliance with all applicable laws and regulations in relation to Your Data.

3. Subscription and Payment

3.1 Subscription Fees

Access to Maree-CareFlow requires payment of subscription fees in accordance with the pricing schedule published at maree-careflow.com.au/pricing.html. Fees are quoted in Australian Dollars (AUD) and exclusive of GST unless stated otherwise.

3.2 Billing

Subscriptions are billed monthly or annually in advance, depending on your selected plan. Your payment method will be charged on the same date each billing period. All payments are processed by our PCI-DSS-compliant payment provider.

3.3 GST

If you are located in Australia and GST applies, GST will be added to your subscription fee at the prevailing rate. A tax invoice will be issued for each payment.

3.4 Failed Payments

If a payment fails, we will notify you and provide a grace period of 14 days to update your payment method. After the grace period, your Licence Key may be suspended until payment is received.

3.5 Price Changes

We may change subscription fees with 60 days written notice. Price changes will not apply to your current billing period. Your continued use after the effective date of a price change constitutes acceptance.

3.6 Refunds

We do not provide refunds for subscription fees already paid, except where required by the Australian Consumer Law (see Section 12). If you cancel mid-period, your access continues until the end of the current paid period.

4. Free Trial

We may offer a time-limited free trial of the Software. During a free trial:

• All features of the selected tier are available;
• No payment is required;
• At the end of the trial period, the Software will enter a restricted state unless you activate a paid subscription;
• Data entered during the trial is preserved and accessible when you activate a subscription.

We reserve the right to modify or discontinue free trial offerings at any time.

5. Licence Restrictions

You must not, and must not allow any User or third party to:

• Copy, modify, or distribute the Software except as expressly permitted;
• Reverse engineer, decompile, or disassemble the Software or attempt to derive source code;
• Sublicence, resell, or transfer the licence to any third party without our written consent;
• Remove or alter any proprietary notices, licence key mechanisms, or branding in the Software;
• Use the Software to provide a competing managed service or Software-as-a-Service offering to third parties;
• Circumvent any licence enforcement mechanism, including Licence Key validation;
• Use the Software in any manner that violates applicable laws or regulations.

6. Your Data

6.1 Ownership

You retain full ownership of Your Data. We claim no rights over health records, client data, or any other information you store within your Maree-CareFlow installation.

6.2 Your Responsibility

Because the Software is self-hosted, you are solely responsible for:

• The security, backup, and integrity of Your Data;
• Compliance with the Privacy Act 1988, applicable health records legislation, NDIS privacy requirements, and all other laws governing the health information you store;
• Obtaining appropriate consents from clients and participants before recording their information.

6.3 Data Export

You may export Your Data at any time using the data export features within the Software. We provide export tools to assist with data portability but are not responsible for data loss resulting from your server infrastructure failures.

7. Acceptable Use

You agree to use the Software only for lawful purposes and in accordance with these Terms. You must not use the Software:

• To store or process data in violation of any law, including health information legislation and NDIS regulations;
• To facilitate any fraudulent, deceptive, or misleading activity, including false billing claims to the NDIA, Medicare, or any other funder;
• In a manner that infringes the intellectual property rights of any person;
• To attempt to gain unauthorised access to any system, network, or data;
• To transmit malware, viruses, or any other harmful code.

We reserve the right to suspend your licence immediately if we reasonably suspect a serious breach of this section.

8. Updates and Support

8.1 Software Updates

Active subscribers receive access to all Software updates released during their subscription period. Updates are distributed as new release packages. You are responsible for applying updates to your installation.

8.2 Support

Support entitlements vary by subscription tier as described on our pricing page. Support is provided via email and our support portal. Response time targets are indicative and not guaranteed.

8.3 End of Life

We will provide at least 90 days notice before discontinuing support for a major version of the Software. We will not discontinue the product while active paid subscriptions exist without providing a migration path or refund for the remaining subscription period.

9. Intellectual Property

The Software, including all source code, algorithms, user interfaces, documentation, and brand assets, is the proprietary intellectual property of Maree-CareFlow Pty Ltd and is protected by Australian and international copyright law.

These Terms do not transfer any ownership of intellectual property to you. You receive only the limited licence rights expressly described in Section 2.

Maree-CareFlow® and associated logos are trademarks of Maree-CareFlow Pty Ltd. You may not use our trademarks without our prior written consent.

10. Warranties

10.1 Our Warranties

We warrant that:

• We have the right to grant the licence described in these Terms;
• The Software will substantially perform its documented functions when used in accordance with these Terms and our documentation.

10.2 Disclaimer

Except as expressly provided in Section 10.1 and subject to the Australian Consumer Law:

• The Software is provided "as is" without warranty of any kind;
• We do not warrant that the Software will be error-free, uninterrupted, or meet your specific requirements;
• We are not responsible for data loss resulting from your infrastructure failures, misconfigurations, or failure to maintain backups.

10.3 Clinical Decisions

11. Limitation of Liability

To the maximum extent permitted by law:

• Our total liability to you for any claim arising out of or related to these Terms or the Software is limited to the total subscription fees paid by you in the 12-month period immediately preceding the event giving rise to the claim;
• We are not liable for any indirect, consequential, special, or punitive damages, including loss of revenue, loss of data, loss of business, or regulatory fines;
• We are not liable for any claim arising from your failure to maintain adequate backups, your server infrastructure, or your non-compliance with applicable law.

Nothing in these Terms limits liability that cannot be excluded under the Australian Consumer Law or other applicable mandatory law.

12. Australian Consumer Law

Nothing in these Terms is intended to exclude, restrict, or modify any right or remedy you may have under the Competition and Consumer Act 2010 (Cth) and the Australian Consumer Law (ACL) that cannot be excluded, restricted, or modified by agreement.

Where the ACL applies, our liability for failure to comply with a consumer guarantee is limited (to the extent permitted) to:

• Resupply of the services; or
• Payment of the cost of having the services supplied again.

13. Termination

13.1 Termination by You

You may cancel your subscription at any time through your account portal or by contacting us. Cancellation takes effect at the end of the current billing period. No refund is provided for unused days within a paid period.

13.2 Termination by Us

We may terminate or suspend your licence immediately if:

• You materially breach these Terms and fail to remedy the breach within 14 days of written notice;
• You fail to pay subscription fees within the grace period;
• You engage in fraudulent activity or use the Software illegally;
• We are required to do so by law or regulation.

13.3 Effect of Termination

Upon termination:

• Your Licence Key is deactivated and you must cease using the Software;
• Your Data remains on your server and is not deleted by us;
• Sections that by their nature should survive termination (including Sections 9, 10.3, 11, 14) will survive.

14. Confidentiality

Each party agrees to keep confidential any non-public information received from the other party in connection with these Terms that is designated as confidential or that reasonably should be understood to be confidential ("Confidential Information").

Neither party will disclose Confidential Information to third parties or use it for any purpose other than performing under these Terms, without the prior written consent of the other party.

Confidentiality obligations do not apply to information that: (a) is or becomes publicly known without breach; (b) was known to the receiving party before disclosure; (c) is independently developed; or (d) must be disclosed by law.

15. Dispute Resolution

If a dispute arises in connection with these Terms, the parties agree to:

1. Negotiation: Attempt to resolve the dispute through good-faith negotiation for at least 30 days;
2. Mediation: If negotiation fails, refer the dispute to mediation administered by the Australian Disputes Centre (ADC) or a mutually agreed mediator;
3. Litigation: If mediation fails, either party may pursue resolution through the courts of Victoria, Australia.

Nothing in this clause prevents either party from seeking urgent injunctive relief.

16. Governing Law

These Terms are governed by the laws of the State of Victoria, Australia. Each party submits to the non-exclusive jurisdiction of the courts of Victoria and the Federal Court of Australia.

17. Changes to These Terms

We may update these Terms from time to time. When we make material changes, we will:

• Update the "Last updated" date at the top of this page;
• Notify active subscribers by email at least 30 days before the changes take effect.

If you do not agree to the updated Terms, you may cancel your subscription before the effective date. Your continued use after the effective date constitutes acceptance of the updated Terms.

18. Contact