uCoin loyalty program terms and conditions
1. Welcome to our Loyalty Program!
These terms and conditions (Terms) apply to all healthcare professionals who use our Platform and have joined our loyalty program (uCoin Loyalty Program). The uCoin Loyalty Program is offered by uPaged Pty Ltd (ABN 16 632 742 262) (we, us or our) to you, together the Parties and each a Party. Under the uCoin Loyalty Program, you can earn loyalty points, called uCoin, based on the number of hours you have worked for a healthcare organisation pursuant to an Engagement. You can redeem uCoin for rewards listed on the Platform (uCoin Rewards).
2. Acceptance and our disclosures
You accept our Terms by clicking “I accept” or entering into an Engagement that offers uCoin. Please read these Terms carefully prior to participating in our uCoin Loyalty Program. By accepting these Terms, you agree that:
(a) we may amend these Terms at any time with notice in advance. If you do not agree to the change, you may terminate these Terms without penalty;
(b) subject to your Statutory Rights, we exclude and limit our Liability and our Liability is capped; and
(c) if your personal information is collected by us under these Terms, your personal information may be disclosed to third parties in accordance with our Privacy Policy and these Terms.
3. Eligibility
You are ineligible to participate in our uCoin Loyalty Program if you are not registered as a healthcare professional user on our Platform. You can register to join our Platform here.
4. Earning uCoin
You can earn uCoin by performing Engagements. The number of uCoin that you can earn (if any) from each Engagement will be set out on the Platform in the listing advertising that Engagement, calculated based on the number of hours of Healthcare Services you provide, in accordance with your Timesheets.
You can view your available balance of uCoin in your Account.
uCoin will be credited in your Account when you have a timesheet signed off by both yourself and the healthcare client booking manager.
5. Expiry of uCoin
uCoin do not have a fixed expiry date, however uCoin will be forfeited or voided (as applicable) in the event that:
(a) you close your Account;
(b) we terminate these Terms;
(c) we terminate your Account under the Terms and Conditions of Use that you agreed to when becoming a user of the Platform (however where we have terminated for convenience you will have 28 days to redeem uCoin in your Account for uCoin Rewards in accordance with clause 6); or
(d) you die.
6. Redeeming uCoin Rewards
The uCoin Rewards that we offer will be set out on the Platform. We will determine the value of the uCoin Rewards and how many uCoin are needed to redeemed such uCoin Rewards. The redemption value of uCoin Rewards may change on a quarterly or annual basis, the details of which will be set out on the Platform.
Where the uCoin Rewards include cash payments, these are likely to constitute Employee Benefits or otherwise be subject to the Employment Legislation, and any payments made to you will have PAYG and superannuation deducted. Where the uCoin Rewards include products, title and risk in those products will pass to you once we dispatch the products to you.
If for some reason a uCoin Reward ceases to be available after you have made a request to redeem it, we will refund the value or amounts contributed by you for that uCoin Reward (whether it be cash or uCoin), or provide an alternative reward of similar value (at your option).
7. Changes to the uCoin Loyalty Program
We reserve the right to make any changes to the uCoin Loyalty Program, including changes to:
(a) the ways in which uCoin are earned and redeemed;
(b) the uCoin Rewards that are on offer;
(c) the conditions or restrictions of any uCoin Rewards on offer; or
(d) the expiry of any uCoin or uCoin Rewards.
We give no warranty as to the continuing availability of the uCoin Loyalty Program, and we may suspend or terminate the uCoin Loyalty Program at any time, and we will give you 3 months’ notice of the uCoin Loyalty Program coming to an end (Notice Period). You may, during the Notice Period, continue to redeem uCoin Rewards that you are eligible to redeem. The Notice Period will not apply in the event that we are liquidating or otherwise winding up our business.
8. Warranties
You represent, warrant and agree that:
(a) you have full legal capacity, right, authority and power to enter into these Terms and to perform your obligations under these Terms;
(b) these Terms constitute a legal, valid and binding agreement, enforceable in accordance with its terms;
(c) you will provide all assistance, information and documentation necessary to enable us to provide uCoin Rewards to you; and
(d) all information and documentation that you provide to us in connection with these Terms is true, correct and complete.
9. Australian Consumer Law
Certain legislation, including the Australian Consumer Law, and similar consumer protection laws and regulations, may confer you with rights, warranties, guarantees and remedies relating to the provision of the uCoin Loyalty Program by us to you which cannot be excluded, restricted or modified (Statutory Rights).
If the ACL applies to you as a consumer, nothing in these Terms excludes your Statutory Rights as a consumer under the ACL. You agree that our Liability for the uCoin Loyalty Program provided to an entity defined as a consumer under the ACL is governed solely by the ACL and these Terms.
Subject to your Statutory Rights, we exclude all warranties, and all material, work and services are provided to you without warranties of any kind, either express or implied, whether in statute, at Law or on any other basis, except where expressly set out in these Terms.
Survival
This clause will survive the termination or expiry of these Terms.
10. Exclusions to Liability
Despite anything to the contrary, to the maximum extent permitted by Law, we will not be liable for, and you waive and release us from and against, any Liability caused or contributed to by, arising from or connected with:
(a) your acts or omissions including but not limited to any information provided to us to enable us to provide the uCoin Loyalty Program;
(b) any delay in us providing the uCoin Loyalty Program to you caused by a Force Majeure Event; and
(c) any event outside of our reasonable control including a Force Majeure Event.
Survival
This clause will survive the termination or expiry of these Terms.
11. Limitations on Liability
Despite anything to the contrary, to the maximum extent permitted by law:
(a) neither Party will be liable for Consequential Loss;
(b) each Party’s liability for any Liability under these Terms will be reduced proportionately to the extent the relevant Liability was caused or contributed to by the acts or omissions of the other Party (or any of that Party’s); and
(c) our aggregate liability for any Liability arising from or in connection with these Terms will be limited to $100.
Survival
This clause will survive the termination or expiry of these Terms.
12. Termination
These Terms may be terminated by you at any time with 10 days’ notice, using the ‘cancel Account’ functionality (or similar) in your in the Account page section of your Account settings.
We may terminate these Terms and the uCoin Loyalty Program in accordance with clause 7.
These Terms will also terminate in the event that the Terms and Conditions of Use that you agreed to when becoming a user of our Platform are terminated.
We may terminate these Terms immediately upon written notice to you, if:
(a) you breach any provision of these Terms and that breach has not been remedied within 5 business days of being notified by us; or
(b) there is any reason outside our control which has the effect of compromising our ability to provide the uCoin Loyalty Program to you.
These Terms will terminate immediately upon written notice by you, if we:
(a) are in breach of a material term of these Terms, and that breach has not been remedied within 5 business days of being notified by you; or
(b) amend these Terms (including any fees) at any time with notice and you do not agree to the change.
Termination of these Terms will not affect any rights or liabilities that a Party has accrued under it.
Survival
This clause will survive the termination or expiry of these Terms.
13. Confidentiality
Subject to these Terms, a Receiving Party must:
(a) keep confidential; and
(b) not use or permit any unauthorised use of,
(c) the Confidential Information of a Disclosing Party.
This does not apply where:
(a) the information is in, or comes into, the public domain (other than by a breach of this clause or any other duty of confidence owed by the Receiving Party);
(b) the Receiving Party has the prior written consent of the Disclosing Party;
(c) the disclosure is required by Law;
(d) the disclosure is required in order for the Receiving Party to comply with its obligations under these Terms; or
(e) the disclosure is to a professional adviser in order to obtain advice in relation to matters arising in connection with these Terms and provided that the Receiving Party ensures the adviser complies with the terms of this clause.
Each Party acknowledges and agrees that monetary damages may not be an adequate remedy for a breach of this clause. A Party is entitled to seek an injunction, or any other remedy available at law or in equity, at its discretion, to protect itself from a breach (or continuing breach) of this clause.
Survival
This clause will survive termination or expiry of these Terms.
14. General
Assignment: Assignment: You must not assign or deal with the whole or any part of your rights or obligations under these Terms without our prior written consent. If a legal entity such as a company has created an account, you, the legal entity, are the Account owner, and regardless of any change in any contact details, you will remain responsible for your Account as set out in these Terms. If you wish to change the Account owner, you must provide us with a written request to transfer the ownership of the Account to the incoming party, which must also include the incoming party’s written consent to take over full responsibility for the Account. We may, at our discretion, refuse any change to the Account owner.
Assignment of Debt: You agree that we may assign or transfer any debt owed by you to us, arising under or in connection with these Terms, to a debt collector, debt collection agency, or other third party.
Disputes: A Party may not commence court proceedings relating to any dispute, controversy or claim arising from, or in connection with, these Terms (including any question regarding its existence, validity or termination) (Dispute) without first meeting with a senior representative of the other Party to seek (in good faith) to resolve the Dispute. If the Parties cannot agree how to resolve the Dispute at that initial meeting, either Party may refer the matter to a mediator. If the Parties cannot agree on who the mediator should be, either Party may ask the Law Society of New South Wales to appoint a mediator. The mediator will decide the time, place and rules for mediation. The Parties agree to attend the mediation in good faith, to seek to resolve the Dispute. The costs of the mediation will be shared equally between the Parties. Nothing in this clause will operate to prevent a Party from seeking urgent injunctive or equitable relief from a court of appropriate jurisdiction.
Entire agreement: Subject to any Statutory Rights you may have, these Terms contain the entire understanding between the Parties, and supersedes all previous discussions, communications, negotiations, understandings, representations, warranties, commitments and agreements, in respect of its subject matter.
Force Majeure: Neither Party will be liable for any delay or failure to perform their respective obligations under these Terms if such delay or failure is caused or contributed to by a Force Majeure Event. This clause will not apply to a Party’s obligation to pay any amount that is due and payable to the other Party under these Terms.
Further assurance: You agree to promptly do all things and execute all further instruments necessary to give full force and effect to these Terms and your obligations under them.
Governing law: These Terms are governed by the laws of New South Wales. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in New South Wales and any courts entitled to hear appeals from those courts and waives any right to object to proceedings being brought in those courts.
Notices: Any notice given under these Terms must be in writing addressed to the relevant address last notified by the recipient to the Parties or via in-Account notification. Any notice may be sent by standard post or email, and will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission by email.
Relationship of the Parties: These Terms are not intended to create a partnership, joint venture, employment or agency relationship between the Parties.
Severance: If a provision of these Terms is held to be void, invalid, illegal or unenforceable, that provision is to be read down as narrowly as necessary to allow it to be valid or enforceable, failing which, that provision (or that part of that provision) will be severed from these Terms without affecting the validity or enforceability of the remainder of that provision or the other provisions in these Terms.
Third party sites: Our Platform may contain links to websites operated by third parties. Unless expressly stated otherwise, we do not control, endorse or approve and are not responsible for the content on those websites. You should make your own investigations with respect to the suitability of those websites.
Variation: We may amend these Terms at any time, by providing written notice to you. By clicking “I accept” or continuing to use participate in the uCoin Loyalty Program after the notice or 30 days after notification (whichever date is earlier), you agree to the amended terms. If you do not agree to the amendment, you may terminate these Terms in accordance with clause 12.
15. Definitions
Account means the account that you use to access the Platform and find Engagements.
Confidential Information includes information which:
(a) is disclosed to the Receiving Party in connection with these Terms or an Engagement at any time;
(b) is prepared or produced under or in connection with these Terms or an Engagement at any time;
(c) relates to the Disclosing Party’s business, assets or affairs; or
(d) relates to the subject matter of, the terms of and/or any transactions contemplated by these Terms including an Engagement;
(e) whether or not such information or documentation is reduced to a tangible form or marked in writing as “confidential”, and howsoever the Receiving Party receives that information.
Consequential Loss includes any consequential loss, indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise.
Disclosing Party means the party disclosing Confidential Information to the Receiving Party.
Employee Benefits means all benefits owing to employees under Employment Legislation including minimum wage, superannuation, workers compensation, leave entitlements or any other employee benefit.
Employment Legislation means the Fair Work Act 2009 (Cth), Fair Work Regulations 2009 (Cth), Superannuation Guarantee Charge Act 1992 (Cth) and Superannuation Guarantee (Administration) Act 1992 (Cth).
Engagement means an agreement between a health organisation and you for you to provide Healthcare Services.
Force Majeure Event means any event or circumstance which is beyond a Party’s reasonable control including but not limited to, acts of God including fire, hurricane, typhoon, earthquake, landslide, tsunami, mudslide or other catastrophic natural disaster, civil riot, civil rebellion, revolution, terrorism, insurrection, militarily usurped power, act of sabotage, act of a public enemy, war (whether declared or not) or other like hostilities, ionising radiation, contamination by radioactivity, nuclear, chemical or biological contamination, any widespread illness, quarantine or government sanctioned ordinance or shutdown, pandemic (including COVID-19 and any variations or mutations to this disease or illness) or epidemic.
Healthcare Services means healthcare services you provide under an Engagement.
Hourly Fee means your hourly fee as set out on the Platform.
Laws means all applicable laws, regulations, codes, guidelines, policies, protocols, consents, approvals, permits and licences, and any requirements or directions given by any person with the authority to bind the relevant Party in connection with these Terms or the provision of the uCoin Loyalty Program.
Liability means any expense, cost, liability, loss, damage, claim, notice, entitlement, investigation, demand, proceeding or judgment (whether under statute, contract, equity, tort (including negligence), indemnity or otherwise), howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent and whether involving a third party or a party to these Terms or otherwise.
Platform means the platform where you can provide Healthcare Services via Engagements. The Platform is available at www.upaged.com and via other channels or addresses which we may choose to make available from time to time.
Privacy Legislation means any Laws applicable to privacy and includes the Privacy Act 1988 (Cth) and the Health Records and Information Privacy Act 2002 (NSW).
Privacy Policy means our privacy policy which is available on our Platform.
Receiving Party means the party receiving Confidential Information from the Disclosing Party.
Timesheet means a timesheet submitted on our Platform.
you means the healthcare professional accessing or using the Platform and participating in the uCoin Loyalty Program.
16. Contact us
For any questions or notices, please contact us at:
uPaged Pty Ltd
Email: hello@upaged.com
Last update: 31 August 2023
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