Provider Terms of Use

Last updated: May 6, 2024

1. Provider Terms

These terms and conditions apply to all persons who create a provider account and access and use the Kantoko platform hosted at https://app.kantoko.com.au (the Platform) for the purpose of providing healthcare services to clients.

These terms and conditions apply in addition to and form part of the Kantoko General Terms of Use available at https://www.kantoko.com.au/terms (Kantoko General Terms of Use). A reference to these “Provider Terms” is deemed to be a reference to both these terms and conditions and the Kantoko General Terms of Use. If there is any inconsistency between the Kantoko General Terms of Use and these terms and conditions, these terms and conditions will prevail to the extent of the inconsistency. Capitalised terms which are defined in the Kantoko General Terms of Use have the same meaning in these terms and conditions.

2. Appointment and Relationship

By creating a provider account on the Platform, you appoint us as an independent contractor to provide you with:

(a) access and use of the Platform;

(b) booking and administrative services as described in these Provider Terms;

(c) data processing, including without limitation the recording of consultations for transcription purposes, and transcription; and

(d) such other goods and services as agreed between you and us from time to time,

(collectively Kantoko Services).

Nothing in these Provider Terms creates any relationship of employment, partnership, or agency, nor does it create any franchising or fiduciary relationship between you and us.

3. Representatives

Whether or not such persons access or use the Platform personally, your officers, employees, contractors, agents and representatives (Representatives) are bound by these Provider Terms. You agree to use your best endeavours to ensure that your Representatives comply with such terms.

You are solely responsible for, and indemnify us against any Loss arising from, or in connection with, whether directly or indirectly:

(a) the wilful actions, omissions and negligence of your Representatives; and

(b) any breach of these Provider Terms.

4. Clients

We will endeavour to attract to the Platform persons seeking online psychiatry and other healthcare services (Clients). However, we make no guarantees and give no warranties or assurances that any number of Clients will visit the Platform during any period of time. We are not responsible for any Loss resulting from your use of the Platform in lieu of other work off the Platform.

You acknowledge and agree that, to the greatest extent permitted by law, except as otherwise stated in these Provider Terms, we own all rights, title and interest in and to all data relating to Clients, including but not limited to their contact information.

5. Your Profile

In the profile section of the Platform, we have made certain fields mandatory (such as full name, professional registration identifiers) so as to maintain a certain standard of presentation for the Platform. When completing the profile section of the Platform, you must:

(a) upload and use a profile picture (having an appropriate and professional appearance) of your face and/or upper body and not any logo, business name, trade mark or trade name, or other word or mark of any kind whatsoever; and

(b) use an appropriate and professional description of yourself and the healthcare services which you provide as a part of your practice.

6. Account Verification

We seek to ensure that all Providers listed on the Platform have the appropriate qualifications and experience to provide healthcare services under Australian law and to a first class, professional and business-like standard. We may adopt any screening or vetting procedures which we consider necessary or desirable from time to time in our sole discretion.

To have your account verified by us, you must submit such information and documents which:

(a) are specified on the Platform; and

(b) we otherwise request from you in our sole discretion.

Only upon undertaking, complying with and passing our screening or vetting procedures will we verify your account. We reserve the right to refuse to verify your account for any reason whatsoever in our sole direction and without giving reasons for doing so.

7. Consultation Bookings

Once your account is verified by us, you may set your availability in the calendar section of the Platform or by emailing us. By setting at least one period of availability, you will be eligible for bookings and can be assigned Clients. If your user account is discoverable by Clients, then Clients may, at their election, make consultation bookings with you during for period of availability.

Once a Client makes a consultation booking with you, you must be available and attend the consultation using the Platform. If you fail to attend and we incur any Loss whatsoever (including, but not limited to, any fee which our payment processor charges us because the relevant Client initiated a chargeback on their credit or debit card), you must indemnify us and keep us indemnified from and against such Loss.

8. Clinical Notes

The Platform contains a clinical notes feature which will allow you to create and save clinical notes for Clients during consultations. You may also create and edit notes at any other time. Clinical notes created by you are only editable by you, but are viewable by other Providers with access to the relevant patient’s profile.

You are responsible for obtaining the consent of your Clients to the collection and storage of clinical notes, as required by law.

You appoint us as your agent for the purpose of storing all clinical notes created by you. We will ensure that all clinical notes are kept safe, secure, private and encrypted at all times. We may store clinical notes in any location in Australia and on servers owned or operated by third parties pursuant to arrangements entered into by us.

9. Your Positive Obligations

You acknowledge and agree that, as a condition of us verifying your account and maintaining such verification, you must at all times:

(a) obtain and maintain all qualifications, licences, permits, registrations, consents or permissions which are required by law for you to provide psychiatry or other healthcare services to any person;

(b) undertake any continuing professional education which is required by law in order for you to provide psychiatry or healthcare services to any person;

(c) provide psychiatry or other healthcare services to Clients competently and diligently with due care and skill in a proper and effective manner;

(d) provide all tools equipment, materials, labour and other resources necessary to provide the psychiatry or other healthcare services to Clients;

(e) take out and maintain appropriate insurance with a reputable insurer, including but not limited to:

(i) professional indemnity insurance covering all usual risks; and

(ii) such other insurance which a prudent person in your position would take out, or as reasonable required by us.

(f) conduct yourself in an appropriate, professional and business-like manner in keeping with the standards generally expected of persons with your qualifications and experience;

(g) act in good faith in your dealings with us and any other person;

(h) maintain an Australian Business Number;

(i) comply with our reasonable and lawful directions in relation to your access and use of the Platform;

(j) comply with our policies and procedures as determined by us from time to time;

(k) share any Client data or notes contained on the Platform, including personal or sensitive (including, without limitation, health related) information relating to patients (Personal Information) with the other Provider or Providers on the Platform;

(l) comply with all relevant laws; and

(m) promptly notify us of any breach by you or any of your Representatives of these Provider Terms.

10. Your Negative Obligations

You agree, as a condition of us verifying your account and maintaining such verification, unless we otherwise agree with you in writing, not to:

(a) charge Clients additional fees on top of the Client Fees which they pay to access the Platform;

(b) hold yourself out to be an officer, employee, agent or representative of us;

(c) do any act or thing in relation to data which would infringe any third party’s IP Rights. You are solely responsible for obtaining any consent, approval, authority or licence from the holders of any IP Rights required to enable you to deal with any relevant data or to do any act or thing in relation to those IP Rights;

(d) do any act or thing, or omit to do any act or thing, or permit any other person to do any act or thing or make any omission, which may adversely affect our reputation or goodwill or that of the Kantoko brand or the Platform or any of our publicly known affiliates, partners, sponsors and associates;

(e) subcontract any of your obligations under these Provider Terms to any third party;

(f) encourage any Client or Provider to cease accessing or using the Platform, or reduce their level of access or use of the Platform;

(g) solicit, employ or engage the services of any of our Representatives; or

(h) assign, transfer or dispose of any of your rights and obligations under these Provider Terms to any third party.

11. Acknowledgements

You acknowledge and agree that:

(a) you are solely responsible for any information you send or receive through the Platform, including the provision of health information and advice, and that Kantoko, is a passive conduit for any such information sharing between you and a Client;

(b) any interactions or consultations with Clients, including the provision of health information or advice, arising from your use of the Platform are with that Client directly, and are completely independent of Kantoko;

(c) Kantoko is not a party to any transaction, consultation or arrangement between you and a Client, including the provision of health advice or services to a Client, even if Kantoko offers any sort of dispute resolution assistance in its discretion;

(d) Kantoko does not provide any warranty or indemnity in respect of the truth, accuracy or completeness or otherwise of any details or information provided by a Client to you, including in relation to that Client’s identity; and

(e) any communications entered into between you and a Client is at your own risk.

12. Emergencies

You acknowledge and agree to:

(a) urge all Clients with whom you have any contact by virtue of your access or use of the Platform to contact public emergency services by dialling “000” by telephone in all cases of emergency, or threatened, potential or actual harm or injury to any person;

(b) promptly contact public emergency services by dialling “000” by telephone:

(i) in all cases of emergency; and

(ii) in circumstances where a reasonable person would consider it necessary to contact public emergency services due to any threatened, potential or actual harm or injury to any person; and

(c) after contacting public emergency services, promptly notify us that you have done so and, subject to law, provide us with full and complete details of the circumstances relating to the matter.

13. Client Fees

In order to obtain access to the Platform, each Client must pay a fee which we may determine from time to time in our sole discretion (Client Fee).

You agree to us charging on your behalf the Client Fees.

14. Service Fees

In consideration of us complying with our obligations under these Provider Terms, in consideration for your access to the Platform, you agree to pay us a service fee equal to the total Client Fees and Medicare rebates for all services provided to clients, less the fee-free threshold amount agreed between you and us in writing from time to time (Service Fee).

Unless otherwise specified by us, our Service Fees are inclusive of GST.

We may in our sole discretion vary the rate of our Service Fees, provided that we give you no less than 30 days’ prior written notice, after which you are deemed to accept any varied Service Fee (whether or not you have set any period of availability on the calendar section of the Platform before we give you such notice).

15. Payments

We collect all Client Fees from Clients and deduct our Service Fees. We will disburse your proportion of Client Fees (less our Service Fees) on at least a weekly basis. We may vary our disbursement schedule from time to time in our sole discretion without prior notice to you.

We disburse your proportion of Client Fees (less our Service Fees) into the bank account which you specify to us in writing. You are solely responsible for ensuring that your bank account details are correct and keeping those details up-to-date at all times.

While we will use our best endeavours to ensure that we make correct payments to you in a timely manner, we take no responsibility for any payments not received by you, or received by a third party, as a result of:

(a) your bank account details as advised to us being incorrect; or

(b) any wilful act, omission, negligence, error, mistake or technical failure by any third party (such as our bank, our payment processor, or your bank).

If we make any underpayment or overpayment to you, you must notify us immediately by email. We will rectify any underpayment made by us as soon as reasonably practicable. You must immediately return to us any monies which we overpay to you, as directed by us.

16. Kantoko Services

You acknowledge and agree that if you wish to terminate this agreement and cease receiving the Kantoko Services:

(a) you will provide us with at least 30 days’ notice in writing (Notice Period);

(b) during the Notice Period, you will make yourself available to Client consultations as required with your existing Clients;

(d) you transfer full ownership, right and title to any Client data or notes contained on the Platform, including personal or sensitive (including, without limitation, health related) information relating to patients (Personal Information) to the other Provider or Providers on the Platform.

17. Costs and Expenses

Unless otherwise agreed by us in writing, you are solely responsible for your own costs and expenses of and incidental to:

(a) your access and use of the Platform;

(b) your acquisition of any computer or other equipment or tools which are required for you to conduct consultations on the Platform;

(d) managing your own legal, financial, accounting and tax affairs; and

(e) your performance of, and compliance with, these Provider Terms.

18. Refunds and Chargebacks

You agree to discourage all Clients with whom you have contact from:

(a) seeking a refund of Client Fees without having a legitimate reason for doing do; and

(b) initiating a chargeback on their credit or debit card, instead encouraging Clients to contact us by email to seek a resolution by agreement.

19. Superannuation Guarantee

You agree that we may deduct superannuation guarantee entitlements from your proportion of Client Fees if for any reason we are required by law to remit such amounts to a nominated superannuation fund on your behalf.

20. Copyright and Intellectual Property

As a limited exception to the provisions of the Kantoko General Terms of Use relating to copyright and IP Rights, we do not claim any copyright or any IP Rights in:

(a) any clinical notes which you create, save and store on the Platform; and

(b) any assessment questionnaire, form or tool which has been created or is owned or licensed by a third party to our exclusion under law.

You grant us a non-exclusive licence to retrieve and display your clinical notes as required to provide you with the clinical notes feature on the Platform. If required by law, you agree and consent to us providing copies of your clinical notes to any authority having an appropriate jurisdiction.

21. Confidentiality

Confidential Information includes:

(a) these Provider Terms;

(b) personal information or sensitive information of any Client;

(d) details of our suppliers, customers, affiliates, partners, sponsors and associates;

(e) our marketing plans and programs; and

(f) information which a reasonable person would consider to be confidential from the circumstances in which it is disclosed.

You agree to:

(a) keep confidential all Confidential Information and not share or disclose any Confidential Information to any other person;

(b) only use Confidential Information for the purpose of providing services to Clients on the Platform;

(c) not copy any document that contains Confidential Information or otherwise record or reproduce the Confidential Information in any material form except as is strictly necessary for the purpose of providing services to Clients on the Platform; and

(d) when requested, return all Confidential Information belonging to us.

However, the above confidentiality obligations do not apply:

(a) to the extent necessary to make any disclosure required by law;

(b) where we authorise you in writing to make disclosure;

(c) where a portion of the Confidential Information has entered the public domain other than as a result of your breach of these Provider Terms, to that portion of the Confidential Information that has entered into the public domain.

22. Limitation of Liability

You acknowledge and agree that, to the greatest extent permitted by law, in addition to the limitation provisions contained in the Kantoko General Terms of Use, we are not liable for any Loss to property or persons as a result of, whether directly or indirectly:

(a) your breach of these Provider Terms;

(b) the suitability, accuracy or completeness of any information or content available on the Platform including information obtained from a Client;

(c) any Claim by any person (including Clients) relating to psychiatry, healthcare and/or other services provided by you through the Platform; and

(d) any allegation that you have infringed the IP Rights of any third party.

23. Indemnity and Release

To the greatest extent permitted by law, in addition to the indemnity given by you under the Kantoko General Terms of Use you will at all times indemnify and keep indemnified us and our respective officers, employees, contractors, agents and representatives from and against any and all Loss (including legal costs and expenses on a solicitor and own client basis) incurred by any of those indemnified arising from any Claim by any person against any of those indemnified where such Loss arose out of, in connection with, or in respect of:

(a) your breach of these Provider Terms;

(b) any Claim by any person (including Clients) relating to psychiatry, healthcare services or other services provided by you through the Platform;

(d) any reliance or non-reliance on information or details you obtain from the Platform or in connection with your use of the Platform, including details and information relating to a Client or their identity;

(e) any failure by you to comply with our reasonable and lawful directions in relation to your access and use of the Platform; and

(f) any Claim by any person against or through you for employee entitlements.

You release us and our respective officers, employees, contractors, agents and representatives from all liability in relation to the matters described in this clause.

24. Professional Support

We may, in our sole discretion from time to time, offer a professional support service by telephone, instant messaging, email or other means of communication. We may withdraw or cancel the service at any time without prior notice to you. Any advice, statements, representations communicated to you as part of any professional support service is strictly provided on the basis that you will remain solely responsible and liable for your own professional conduct as set out in these Provider Terms.

25. Contacting Us

If you wish to contact us for any reason, please email us at support@kantoko.com.au. We will use our best endeavours to respond to you query as soon as possible after it is received by us.