Terms of Service

[fs-toc-h2]1. Introduction

These Terms of Service (“Terms”) govern your access to and use of the Diversity Sync’d platform (“Platform”), operated by New Horizon Code PTY LTD (ABN 61 634 659 804) (“we”, “us”, “our”). By creating an account, logging in, or using any part of the Platform, you agree to be legally bound by these Terms.

If you do not agree to these Terms, you must immediately cease using the Platform.

[fs-toc-h2]2. Definitions

“Client” means an organisation with a valid subscription to the Platform.

"User" means any individual accessing the Platform under a Client’s account, including support workers, coordinators, and administrators.

"You"/"Your" refers to the individual or entity using the Platform.

"Content" means any information uploaded, stored, processed, or generated through the Platform, including personal and sensitive data.

"Services" means the features and functionality made available through the Platform.

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[fs-toc-h2]3. Account Access, Delegated Users & Client Responsibility

[fs-toc-h2]4. Use Restrictions

You must not:

• Use the Platform to upload or transmit unlawful, defamatory, or harmful content.
• Interfere with or disrupt the operation, security, or integrity of the Platform.
• Use the Platform to upload or process content involving children or participants without proper legal authority or consent;
• Reverse-engineer, decompile, or attempt to extract source code from the Platform.
• Use the Platform to train external AI models or scrape data.
• Share access credentials with unauthorised third parties.

[fs-toc-h2]5. Subscription & Payment

Access to the Platform is provided under a subscription model. Specific pricing, renewal, and cancellation terms are governed by a separate agreement between the Client and New Horizon Code PTY LTD.

Failure to pay subscription fees when due may result in suspension or termination of access without notice.

[fs-toc-h2]6. Intellectual Property

We retain all rights, title, and interest in the Platform, including but not limited to all software, documentation, design elements, and trademarks. Use of the Platform does not grant you ownership over any part of it.

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You retain ownership over your uploaded Content, subject to the rights granted to us under these Terms for the purpose of providing the Services.

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6A. Data Ownership & Licensing

‍Clients retain all rights, title, and interest in their submitted Content. By using the Platform, you grant us a limited, non-exclusive, revocable licence to use, host, store, copy, and process Content solely for the purpose of delivering the Services and operating the Platform in accordance with applicable laws.

[fs-toc-h2]7. Platform Assistance Tools – DS AI

The Platform includes artificial intelligence–enhanced features (“DS AI”) designed to assist users by generating summaries, surfacing potential issues in shift notes or reports, and providing general insights to support workflow efficiency and data validation.

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DS AI may flag incomplete documentation, data anomalies, or potential medication-related inconsistencies for review. These flags are informational only and do not constitute medical, pharmaceutical, clinical, legal, or professional advice of any kind.

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Important Disclaimer:
You acknowledge and agree that:

• DS AI outputs may contain inaccuracies, omissions, or false positives;
• Medication-related flags must not be interpreted as clinical or pharmacological recommendations;
• You are solely responsible for independently verifying all AI-generated outputs prior to making any decisions or taking action;
• DS AI is not a substitute for human judgment, qualified professional review, or required compliance checks.

Clients acknowledge that DS AI is a non-deterministic system that may return different results based on input variation, internal model changes, or system configuration. DS AI does not meet the threshold for clinical decision support tools as defined under healthcare or pharmaceutical regulations.

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Diversity Sync’d expressly disclaims all liability for any outcomes, losses, or decisions resulting from reliance on DS AI outputs without appropriate review and validation.

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Further information on how AI is used within the Platform, including known limitations and usage responsibilities, is available at: https://docs.diversitysync.com/en/articles/11639054-use-of-artificial-intelligence-ai

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7A. Platform Assistance Tools – SCHADS Interpreter

The Platform may include tools designed to assist with interpreting provisions of the Social, Community, Home Care and Disability Services Industry (SCHADS) Award. These tools are rule-based and rely on user-provided information to generate outputs such as indicative classifications, penalties, allowances, and working hour calculations.

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These features are provided for general informational purposes only and are intended to support—but not replace—your internal compliance processes.

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We do not warrant the accuracy, completeness, or legal effect of any SCHADS-related outputs generated via the Platform. You remain solely responsible for ensuring that your employment classifications, rostering practices, and pay rates comply with the Fair Work Act 2009 (Cth), relevant modern awards, and enterprise agreements.

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Diversity Sync’d does not provide legal, industrial relations, or payroll advice. Clients are encouraged to seek professional advice or consult the Fair Work Ombudsman for definitive guidance on SCHADS Award interpretation and workplace obligations.

[fs-toc-h2]8. Data Privacy

Your use of the Platform is also governed by our Privacy Policy, which outlines how we collect, store, and protect your information. By using the Platform, you consent to the handling of your data in accordance with that Policy.

[fs-toc-h2]9. Security & Availability

We implement strict security controls; however, we do not guarantee that the Platform will be free from interruptions, bugs, vulnerabilities, or unauthorised access.

• We may perform scheduled or emergency maintenance without prior notice.
• We may suspend access in the event of a suspected breach, misuse, or security risk.
• We may restrict or throttle access to certain features, including DS AI or file processing functions, to preserve platform stability and performance for all users.

[fs-toc-h2]10. Termination

We may suspend, restrict, or permanently terminate your access to the Platform at our sole discretion if:

• You or your users breach these Terms or any applicable laws;
• You fail to pay fees or charges when due;
• You misuse or attempt to undermine the security, integrity, or functionality of the Platform;
• Your access presents a legal, reputational, or operational risk to us or others;
• We are required to do so by law, court order, or regulatory authority;
• Your Client agreement is terminated or expires.

We may also limit or revoke specific feature access (such as DS AI or SCHADS tools) without notice to preserve platform performance, compliance, or user safety.

Upon termination:

• Your access to the Platform and its features will be disabled.
• We may retain or delete your Content in line with our [Data Retention Policy].
• Clients may request a copy of their Content prior to deletion, subject to identity verification and any applicable legal or contractual restrictions.

We are not liable for any loss arising from the suspension or termination of access under this clause.

[fs-toc-h2]11. Limitation of Liability

To the fullest extent permitted by law:

• We exclude all warranties (express or implied), including merchantability, fitness for purpose, and non-infringement;
• We shall not be liable for any indirect, incidental, special, or consequential loss, including data loss, reputational damage, or business interruption;
• In any case, our total aggregate liability under these Terms is limited to the lesser of (a) 12 months of paid subscription fees or (b) AUD $5,000.

Nothing in this clause limits your rights under the Australian Consumer Law where they cannot be excluded.

[fs-toc-h2]12. Indemnity

You agree to indemnify, defend, and hold harmless New Horizon Code PTY LTD (and its officers, employees, contractors, and affiliates) from and against any and all claims, losses, damages, liabilities, penalties, costs, and expenses (including reasonable legal fees) arising from or relating to:

• Your or your Authorised Users’ breach of these Terms;
• Misuse of the Platform or any feature (including DS AI or SCHADS tools);
• Any Content submitted, uploaded, or shared by you or your users;
• Violation of any applicable laws, privacy obligations, or third-party rights (including intellectual property or data rights).

This indemnity survives the termination of these Terms.

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12A. Hyperlinks & Third-Party Content  

The Platform may include links to external websites, services, or resources operated by third parties. These are provided for your convenience only. We do not control, endorse, or take responsibility for the content, availability, security, or accuracy of any third-party sites or services.  

Accessing such third-party content is at your own risk, and we recommend reviewing their terms and privacy policies before engaging with them.

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12B. User Feedback  

If you submit feedback, suggestions, or improvement ideas relating to the Platform (“Feedback”), you grant us a non-exclusive, royalty-free, perpetual, and irrevocable licence to use, reproduce, and incorporate that Feedback into the Platform or our business operations.  

We are not obligated to implement or respond to any submitted Feedback.

[fs-toc-h2]13. Modifications to Terms

We may update these Terms at any time. Updates will be effective upon posting to the Platform. We will notify users of material changes via email or in-app notification.

Continued use after changes constitutes acceptance of the revised Terms.

[fs-toc-h2]14. Dispute Resolution

If a dispute arises, you agree to contact us first to attempt resolution informally. If unresolved, disputes will be referred to confidential mediation before any court proceedings.

[fs-toc-h2]15. Governing Law

These Terms are governed by the laws of Queensland, Australia, and any disputes arising under them shall be subject to the exclusive jurisdiction of the courts of Queensland.

[fs-toc-h2]16. Contact Us

If you have questions or concerns about these Terms, please contact:

New Horizon Code PTY LTD
Suite 121, Level 14
167 Eagle Street, Brisbane QLD 4000
Email:legal@newhorizoncode.io

[fs-toc-h2]17. Survivability

Sections 6 (Intellectual Property), 6A (Data Ownership & Licensing), 7 (AI Features & DS AI), 11 (Limitation of Liability), 12 (Indemnity), 15 (Governing Law), and this Section 17 shall survive termination of these Terms.