These Terms of Service (Terms) govern access to and use of the MedSpec software-as-a-service platform, including dictation, document processing, clinical note generation, referral and report generation, patient-data management and organisational modules (Platform). By accessing or using the Platform, you agree to be bound by these Terms.

These Terms form a binding agreement between:

MedSpec Pty Ltd (ACN 678 145 447)
(“MedSpec”, “we”, “us”, “our”)

and

the organisation (clinic, practice, facility) or individual clinician who creates an account, signs an Order Form, accesses the Platform, or uses the services
(“you”, “your”, “Clinic”, “Clinician”, “Users”).

If you do not agree to these Terms, you must not use the Platform.

1. Definitions

Clinic means a medical practice, organisation, or facility registered as an organisational customer.

Clinician means a registered health practitioner or healthcare provider who uses the Platform.

User means any individual authorised by the Clinic to access the Platform (e.g., clinicians, admin staff).

Patient Data means personal information or health information relating to an identifiable patient.

Services means all functionality offered through the Platform, including dictation, transcription, document processing, AI-assisted content, internal communication tools, storage and retrieval of documents, and integrations.

Order Form means a subscription agreement, online enrolment form, or invoice specifying pricing, usage tiers, and billing terms.

Clinician Voice Personalisation Program means an optional feature that allows MedSpec, with a Clinician’s explicit consent, to use the Clinician’s dictation audio and de-identified generated text to improve speech recognition accuracy, voice modelling, and dictation performance.

2. Scope of Services

2.1 MedSpec provides a cloud-based clinical documentation and workflow platform for healthcare organisations and clinicians.

2.2 The Platform may include:

speech-to-text and dictation functionality
AI-assisted clinical letter and note generation
automated document classification and data extraction
secure document sharing with patients or third parties
internal communication and messaging tools
storage, processing, and retrieval of Patient Data
integrations with third-party systems (e.g., EHRs, scheduling, identity verification)

2.3 Participation in the Clinician Voice Personalisation Program is optional and requires explicit opt-in by the individual Clinician through the Platform.

Clinicians may withdraw from the Program at any time via account settings. Withdrawal will prevent further use of their dictation audio or derived artefacts for training purposes, subject to retention of previously trained, de-identified model components.

2.4 MedSpec may update, improve, or modify the Platform at any time. Material changes will be communicated where reasonable.

3. Eligibility and Accounts

3.1 Clinicians must hold a valid AHPRA registration or equivalent authorisation appropriate to their profession.

3.2 Clinics are responsible for ensuring that only authorised Users access the Platform.

3.3 You are responsible for maintaining confidentiality of login details. Any activity under your account is deemed to be undertaken by you.

3.4 Licences and User Accounts

Each licence is granted to a single individual user and must not be shared.

To prevent licence sharing, licences may only be reassigned a limited number of times during each billing period. Licences may be reassigned where a User leaves the Clinic, subject to reasonable administrative controls.

MedSpec reserves the right to suspend or restrict access where licence sharing or misuse is reasonably suspected.

4. Clinical, Administrative and Medical Disclaimers

4.1 MedSpec does not provide administrative, medical or clinical advice.
All clinical decisions, diagnoses, treatment recommendations, prescriptions, and patient communications remain solely the responsibility of the Clinician.

4.2 AI-generated or transcribed content must be reviewed by a qualified clinician or individuals before use.
You acknowledge and agree that:

AI outputs may contain inaccuracies, confabulation, hallucinations and require review and corrections;
dictation transcripts may include transcription errors;
MedSpec does not accept liability for clinical decisions made using the Platform.

4.3 The Platform must not be used as a substitute for professional clinical judgement.

4.4 Exclusions: The Clinician Voice Personalisation Program expressly excludes:

patient voices or patient speech;
ambient or background audio recordings;
clinical consultations or conversations involving third parties;
biometric identification, authentication, or monitoring.

Only clinician-initiated dictation recordings are eligible for participation.

5. Use of Patient Data

5.1 Clinics remain the data controller of all Patient Data. MedSpec acts as a data processor (service provider) handling Patient Data solely on behalf of the Clinic.

5.2 MedSpec will:

handle Patient Data in accordance with the Australian Privacy Principles (APPs);
maintain appropriate administrative, logical, and technical safeguards (aligned with ISO 27001 practices, noting MedSpec is not certified at this time);
not use identifiable Patient Data to train AI models;
not sell or disclose Patient Data except as required to provide the Services or as required by law.

5.3 You warrant and represent that, before uploading, generating, or otherwise processing any Patient Data using the Platform, you have obtained all necessary patient consents, authorisations, notices, and approvals required under applicable laws, professional standards, and ethical obligations.

5.4 You further warrant that your use of the Platform complies with the Privacy Act 1988 (Cth), the Australian Privacy Principles, and all applicable health records legislation.

5.5 Upon reasonable request, you must promptly provide MedSpec with evidence of such consents or authorisations. Failure to do so constitutes a material breach of these Terms.

6. Data Storage, Security and Access

6.1 MedSpec implements industry-standard security measures including encryption in transit and at rest, access controls, multi-tenant logical separation, and audit logging.

6.2 MedSpec may store data in Amazon Web Services (AWS) regions located in Australia.

6.3 Clinics control access to Patient Data. MedSpec will not access Patient Data except:

to provide technical support;
for operational maintenance;
where required by law;
with the Clinic’s authorisation.

6.4 MedSpec may engage third-party service providers (subprocessors) to assist in delivering the Platform, including cloud infrastructure, transcription services, analytics, and customer support.

6.5 MedSpec will ensure that subprocessors are bound by contractual obligations consistent with this Agreement and applicable privacy laws. A current list or category description of subprocessors may be provided upon reasonable request.

6.6 You acknowledge that no system is perfectly secure and that MedSpec cannot guarantee absolute security.

7. Billing and Payment

7.1 Billing models may include:

subscription per clinician;
subscription per organisation;
usage-based billing (e.g., transcription minutes);
tiered plans based on recorded volume;
free or discounted trial periods.

7.2 Pricing is as set out in your Order Form or subscription agreement.

7.3 MedSpec may suspend accounts for non-payment.

7. 4 MedSpec may update pricing, subscription plans, usage limits, or module availability from time to time.

Any changes to pricing will not apply to fees already paid for a current billing period. Where pricing changes apply to an existing subscription, MedSpec will provide at least 30 days’ prior notice before the change takes effect.

If you do not agree to a pricing change, you may cancel your subscription before the change takes effect, and the change will not apply to you.

New pricing may apply immediately to new subscriptions or to optional add-on modules not previously subscribed to.

8. Acceptable Use

You must not:

use the Platform for any unlawful purpose;
upload malicious code;
attempt to reverse engineer or decompile the Platform;
copy, resell, lease, or sublicense the Platform;
circumvent security controls;
use the Platform to process patient data for which you do not have legal authority.

9. Third-Party Services

The Platform may integrate with third-party tools or APIs.
MedSpec is not responsible for:

outages or errors caused by third-party services;
security or privacy practices of third-party providers;
data loss caused by integrations outside MedSpec’s control.

10. Availability and Service Levels

10.1 MedSpec aims to provide reliable service uptime but does not guarantee continuous availability.

10.2 Planned maintenance may occur with reasonable notice.

10.3 MedSpec is not responsible for downtime caused by AWS outages, internet providers, or clinic-side issues.

11. Intellectual Property

11.1 MedSpec retains all rights in the Platform and underlying technology.

11.2 You may not reproduce or distribute the Platform except as authorised.

11.3 Where a Clinician elects to participate in the Clinician Voice Personalisation Program, the Clinician grants MedSpec a non-exclusive, revocable, royalty-free licence to:

(a) process dictation audio recordings created intentionally by the Clinician;
(b) derive audio embeddings or acoustic representations from that audio; and
(c) use de-identified generated text outputs associated with those dictations,

solely for the purposes of improving speech recognition accuracy, voice modelling, and dictation performance within the MedSpec Platform.

This licence:

does not include patient voices or ambient recordings;
does not permit identification, surveillance, or biometric authentication;
does not permit sale or disclosure to third parties; and
survives withdrawal from the Program only to the extent necessary to maintain trained model artefacts already derived.

11.4 You retain copyright in your clinical notes, documents, letters, and content generated through your account.

12. Confidentiality

12.1 Each party must keep confidential all information disclosed by the other that is marked as confidential or reasonably understood to be confidential.

12.2 This does not apply to information required to be disclosed by law.

13. Liability

13.1 To the maximum extent permitted by Australian law:

MedSpec excludes all warranties not expressly stated;
MedSpec is not liable for indirect or consequential loss;
MedSpec is not liable for clinical decisions, misdiagnosis, or treatment outcomes.

13.2 MedSpec’s liability is limited, in aggregate, to the fees paid by the Clinic in the preceding 12 months.

13.3 You agree to indemnify, defend, and hold harmless MedSpec, its directors, officers, employees, and contractors from and against any claims, losses, damages, liabilities, penalties, costs, and expenses (including reasonable legal fees) arising from or related to:

(a) your breach of these Terms or applicable law;
(b) any failure to obtain required patient consents or authorisations;
(c) unauthorised access to, disclosure of, or misuse of Patient Data by you or your Users;
(d) reliance on AI-generated or transcribed outputs without appropriate clinical review;
(e) any claim by a patient or third party arising from your clinical decisions, documentation, or treatment.

13.4 This indemnity does not apply to the extent the claim arises from MedSpec’s wilful misconduct or gross negligence.

14. Term and Termination

14.1 Subscriptions continue until cancelled or terminated in accordance with these Terms.

14.2 MedSpec may terminate access immediately if you breach these Terms, pose a security risk, or misuse Patient Data.

14.3 Upon termination or expiration of subscription

(a) Clinics may request export of their data for a period of 30 days following termination, in a standard machine-readable format, subject to reasonable technical limitations.

(b) After the export period, MedSpec will securely delete or de-identify Patient Data within 90 days, except where retention is required by law, backup integrity, or dispute resolution.

(c) Encrypted backups may persist for a limited period as part of routine disaster recovery processes and will be securely overwritten in accordance with MedSpec’s backup lifecycle.

(d) MedSpec has no obligation to retain data beyond the retention period unless legally required.

16. Dispute Resolution

16.1 If a dispute arises in connection with these Terms, the parties must first attempt to resolve the dispute in good faith through senior management discussions.

16.2 If the dispute is not resolved within 30 days, either party may refer the dispute to mediation conducted in Victoria, Australia, in accordance with the rules of the Australian Disputes Centre.

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

15. Governing Law

These Terms are governed by the laws of Victoria, Australia.
Each party submits to the exclusive jurisdiction of the courts of Victoria.

16. Contact

For questions about these Terms, please contact:
support@medspec.au