CARESUITE TERMS OF USE
Version 1 – Published 10 February 2026
These are the CareSuite Terms of Use (Terms). These Terms set out the contract between you and BPAC in respect of your access and use of the CareSuite Services any related services provided to you by BPAC.
Please review these Terms carefully. These Terms set out your obligations to us as a user of our Services. You acknowledge that by accessing and using the CareSuite Services, you agree to be bound by these Terms.
The CareSuite Services facilitate your delivery of healthcare services, as a registered health practitioner, to patients by making available free-of-charge clinically focussed applications which integrate with your practice management system.
These Terms may be amended by us as required from time to time, including for example to reflect any change in law or change to the CareSuite Services. We will use reasonable endeavours to notify you of any material changes to these Terms, usually by email or by posting an updated version of these Terms on our Website. Your continued use of our Services constitutes your agreement to these Terms as amended from time to time. If you do not accept the Terms, then we ask that you please refrain from using our Services.
If you have any questions or concerns in relation to the CareSuite Services or these Terms, please contact us using the contact details set out in the Order.
1. Definitions
1.1 In these Terms, unless the context otherwise requires:
(a) Access Term has the meaning given in clause 2.2.
(b) Agreement means the agreement governing your access and use of our Services, comprising the applicable Order and these Terms (as incorporated into the Order).
(c) BPAC, we, us or our means BPAC Clinical Solutions LP (NZBN 9429043290727).
(d) CareSuite Services means BPAC’s proprietary online platform services, having the functionality set out at https://caresuite.co.nz, including the BIST Tool and ACC Dashboard.
(e) Confidential Information means all non-public information disclosed by or on behalf of a party to the other party, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure but for the avoidance of doubt, Usage Data and Practice Contact Data will not constitute your Confidential Information.
(f) HIPC means the Health Information Privacy Code 2020.
(g) Order means any BPAC-provided online on-boarding form or similar ordering document, order description or order confirmation referencing these Terms.
(h) Personal Information has the meaning given in the Privacy Act and includes ‘health information’ as that term is defined under the HIPC.
(i) Practice Contact Data means data and information (including Personal Information) relating to you or your Users which BPAC may collect for the purposes of entering into this Agreement or facilitating your Users’ access to and use of the CareSuite Services.
(j) Practice Data means all data and information (including Personal Information) relating to the Practice, your patients or personnel that you upload or input to the CareSuite Services or otherwise make available to BPAC in connection with BPAC’s provision of the Services but does not include Practice Contact Data and Usage Data.
(k) Privacy Act means the Privacy Act 2020 (NZ).
(l) Privacy Policy means BPAC’s privacy policy available at https://bpacsolutions.co.nz/home-2/privacy
(m) Services means the CareSuite Services, together with any related or ancillary implementation, training or support services which may be provided to you by BPAC in connection with your use of the CareSuite Services.
(n) Start Date means the commencement date of this Agreement, as described in clause 2.1.
(o) Third-Party Platform means platform, add-on, service, product, application or integration not provided by BPAC that you elect to integrate or enable for use with the CareSuite, including your third-party practice management system.
(p) Usage Data has the meaning given in clause 8.5(a).
(q) User means any individual that you permit or invite to use the CareSuite Services on your behalf.
(r) Website means bpacsolutions.co.nz, caresuite.co.nz or any replacement website operated by BPAC from time to time.
(s) you or your means both you and the person or entity on whose behalf you are acting (for example, the GP clinic set out in the applicable Order).
1.2 In these Terms, unless the context requires otherwise:
(a) includes or including (or similar) does not imply any limitation;
(b) a reference to a document or policy, is to that document or policy as updated, or replaced from time to time.
2. Term
3. CareSuite Services
3.1 During the Access Term, you may access and use the CareSuite Services in accordance with these Terms, including any additional usage restrictions set out in the Order and solely for your own internal business purposes.
3.2 From time to time, BPAC may (in its sole discretion):
(a) change or update the CareSuite Services or its functionality; or
(b) add or remove functionality from the CareSuite Services.
3.3 Such updates or new functions may be subject to additional terms and fees as prior notified to you by BPAC. If you are not comfortable with any proposed additional terms or fees to be charged, please notify us and refrain from using the CareSuite Services.
4. Your obligations
4.1 Only your Users may access or use the CareSuite Services. You are responsible for your Users’ compliance with this Agreement and all acts and omissions of your Users in connection with their access to and use of the CareSuite Services. Any breach of this Agreement by your personnel (including, to avoid doubt, a User) is deemed to be a breach of this Agreement by you.
4.2 Each User must keep their login credentials confidential and not share them with anyone else. BPAC is not responsible for any fraudulent or unauthorised use of a User’s login credentials.
4.3 You will promptly notify BPAC if you become aware of any compromise of any of your User’s login credentials or any breach of this Agreement by any of your Users.
4.4 Except to the extent otherwise expressly provided in this Agreement, you are responsible for procuring all licences, authorisations and consents required for you and your Users to access and use the CareSuite Services, including to use, store and input data (including Personal Information) into, and process and distribute such data through, the CareSuite Services.
4.5 You will not (and will not permit anyone else to) do any of the following:
(a) provide access to, distribute, sell or sublicense the CareSuite Services to a third party or use the CareSuite Services on behalf of, or to provide any product or service to, third parties, in each case other than to provide clinical services to your patients as anticipated by this Agreement;
(b) scrape, data mine, reverse engineer, decompile, disassemble or seek to access the source code or unauthorised data from the CareSuite Services;
(c) interfere with the operation of the CareSuite Services, transmit any viruses or other harmful materials to the CareSuite Services, circumvent any access restrictions or conduct any security or vulnerability test of the CareSuite Services;
(d) engage in any fraudulent, misleading, illegal or unethical activities related to the CareSuite Services;
(e) use the CareSuite Services to develop a similar or competing product or service;
(f) modify or create derivative works of the CareSuite Services or copy any element of the CareSuite Services;
(g) remove or obscure any proprietary notices in the CareSuite Services or otherwise misrepresent the source of ownership of the CareSuite Services;
(h) except with BPAC’s prior written consent, publish benchmarks or performance information about the CareSuite Services;
(i) post or upload any data or other information or material that infringes any third party’s rights of privacy or intellectual property rights; or
(j) use the CareSuite Services for any illegal, immoral, indecent or inappropriate purpose or to store or transmit material which contains illegal, immoral or indecent content.
4.6 You will comply, and will ensure that your Users comply, with any reasonable instructions, directions or policies (including any acceptable use policy) which may be notified to you by BPAC from time to time, in respect of your access to, and use of, the CareSuite Services.
4.7 You must promptly notify BPAC in writing if you become aware of:
(a) any problem or incident associated with the CareSuite Services that has caused, or could cause, harm to any person; or
(b) any errors or potential errors or any other limitations in the content, performance or presentation of the CareSuite Services.
5. Support
5.1 If you experience any technical issues with the CareSuite Services, we encourage you to contact us using the contact details set out in the Order.
5.2 BPAC may (in its sole discretion) provide you with ad hoc training and help-desk support in connection with your access and use of the CareSuite Solution.
5.3 To the extent permitted by law, BPAC does not give any commitments or warranties, whether express or implied, in respect of any support services which may be provided to you from time to time.
6. No clinical or medical advice
6.1 The CareSuite Services have been developed for use by registered health practitioners for guidance, information and administrative purposes only. The CareSuite Services are not to be used as a substitute for clinical judgement.
6.2 You agree that your use of the CareSuite Services is solely for the purposes of guidance and supporting your internal administrative procedures. You, as a registered health professional, must exercise all necessary professional and medical judgement in relation to a patient’s diagnosis, clinical advice, or treatment.
6.3 You acknowledge and agree that the CareSuite Services:
(a) do not constitute a medical device;
(b) do not constitute professional medical or clinical advice, diagnosis or recommendation of treatment; or
(c) cannot diagnose or treat a patient’s injury, illness or disability.
6.4 You agree that you must not suggest or represent to any other person that BPAC or the CareSuite Services provide any professional medical or clinical advice, diagnosis or recommendation of treatment, or that the CareSuite Services can be relied upon as professional medical advice without independent consideration by a qualified medical practitioner.
7. No charge
7.1 Unless we agree otherwise and subject to clause 7.2, there is no charge for your use of the CareSuite Services as described at the time of your sign-up.
7.2 You agree that your access to, and use of, new or updated functionality within the CareSuite Services (as contemplated by clause 3.2) may be subject to additional fees which will be agreed between us before your access and use. If you are not comfortable with any proposed additional terms or fees to be charged, please notify us and refrain from using the CareSuite Services.
8. Data
8.2 You represent and warrant that you have made all disclosures, provided all notices, and have all rights, consents and permissions necessary to enable BPAC to process your Practice Data in connection with BPAC’s performance of its obligations, and exercise of its rights, under this Agreement without violating or infringing any applicable law, third-party rights (including intellectual property rights, publicity or privacy rights) or any terms or privacy policies that apply to the Practice Data.
8.3 You have sole responsibility for the reliability, integrity, legality, accuracy and quality of your Practice Data.
8.4 BPAC is under no obligation to retain your Practice Data for back-up or archival purposes in the case you lose or otherwise delete such Practice Data.
8.5 You acknowledge and agree that:
(b) title to, and all intellectual property rights in, Usage Data is and remains (as between you and BPAC) BPAC’s property;
(c) BPAC may use such Usage Data for its internal functions and business purposes including for our internal research and product development purposes and to conduct statistical analysis and identify trends and insights; and
(d) BPAC may share Usage Data in respect of your and your Users’ use of the CareSuite Services with its partners, licensors and other related entities and health agencies, including to report on the usage of, and engagement with the CareSuite Services across practices.
9. Privacy
9.1 You acknowledge and agree that to the extent your Practice Data contains Personal Information, in collecting, holding and processing that information through the CareSuite Services, BPAC is processing that Personal Information as your service provider for the purposes of the Privacy Act and any other applicable privacy law.
9.2 You warrant that you have made all disclosures, provided all notices, and have all rights, consents (including patient consents) and permissions necessary to enable BPAC to collect, use, hold and process your Practice Data and your Users’ Practice Contact Data in accordance with this Agreement.
9.3 BPAC will collect and process all Practice Contact Data and other Personal Information (excluding Practice Data) that is made available to BPAC in connection with this Agreement in accordance with BPAC’s Privacy Policy.
9.4 BPAC will implement reasonable technical and organisational measures designed to protect Personal Information processed through the CareSuite Services in accordance with BPAC’s obligations under the Privacy Act.
9.5 In the event BPAC becomes aware of a “Privacy Breach” (as defined under the Privacy Act) relating to Personal Information processed by BPAC in connection with this Agreement (an In-Scope Privacy Breach), BPAC shall promptly notify you of the same. You agree to work together with BPAC, and provide all reasonably required assistance to BPAC, to investigate, mitigate and manage the consequences of the breach. If an In-Scope Privacy Breach is a “Notifiable Privacy Breach” (as defined under the Privacy Act), and:
(a) the Personal Information impacted by the In-Scope Privacy Breach is limited to Practice Contact Data and/or Usage Data, then BPAC will manage and control any required notifications to the regulatory authorities and affected individuals. You agree to provide all support reasonably required by BPAC to facilitate BPAC’s notifications and broader response; or
(b) you are also subject to notification obligations in respect of the In-Scope Privacy Breach under the Privacy Act (for example, in the In-Scope Privacy Breach involves Personal Information deemed under the Privacy Act to be held by you, or by both you and BPAC), then you agree to work together with BPAC in good faith to facilitate compliance with the relevant regulatory obligations and broader response to the In-Scope Privacy Breach.
10. Intellectual property
10.2 To the extent you provide any feedback or suggested improvements to us in connection with your use of the CareSuite Services (Feedback), you agree that we own all rights, title and interest in such Feedback and any subsequent improvements or updates made to the CareSuite Services are owned by us (or our licensors). You may not use any of our marketing material, business names, trademarks, logos, domain names or other distinctive brand features without our prior written consent.
10.3 Neither party shall issue any media release, promotional material or publicity in connection with this Agreement, its relationship with the other party, or otherwise refer to the other party or any trade mark of the other party without the prior written approval of the other party.
11. Confidentiality
11.1 Each party will keep the other’s Confidential Information confidential and use it only for the purposes permitted in this Agreement, including performing or receiving the CareSuite Services. Each party will protect the other’s Confidential Information as it would protect its own, using at least a reasonable standard of care.
12. Warranties and limitations of liability
12.1 We will do our best to keep the CareSuite Services running as smoothly as possible; however, we do not warrant or make any representation about the CareSuite Services.
12.2 The CareSuite Services and related services provided by BPAC under this Agreement are provided “as-is” and BPAC shall have no liability to you or any other person in respect of the Services or otherwise in connection with this Agreement. To the extent such exclusion of liability is not enforceable under applicable law, then our total liability under this Agreement whether arising in contract, tort (including negligence) or otherwise shall be limited to NZ$100.
12.3 BPAC and its suppliers give no warranties (whether express, implied, statutory or otherwise) including warranties of merchantability, fitness for a particular purpose, title or noninfringement in respect of the Services. Specifically, BPAC does not warrant or represent that:
(a) your use of the CareSuite Services will be uninterrupted or error-free. BPAC is not liable for delays, failures or problems inherent in use of the Internet and electronic communications or other systems outside BPAC’s control;
(b) the CareSuite Services will meet your requirements, operate in combination with third-party services used by you or maintain your Practice Data without loss.
12.4 To the fullest extent permitted by law, we exclude all responsibility and liability whether in contract, tort (including negligence) or otherwise for any loss or damage however caused (whether direct, indirect, consequential, special or loss of profits) in relation to the CareSuite Services.
12.5 This Agreement does not limit or exclude any liability of a party that cannot be excluded or limited by law. If the Services are being procured for business purposes, the parties agree to contract out of the provisions of the Consumer Guarantees Act 1993 and sections 9, 12A, 13 and 14(1) of the Fair Trading Act 1986, and that it is fair and reasonable to do so.
13. Indemnity
13.1 You agree to indemnify and hold BPAC harmless from and against any loss, liability, demand, claim, action or expense (however arising) incurred or suffered by BPAC or its related parties relating to or arising from:
(a) any claim made by a patient in relation to any act or omission by you;
(b) any negligence or breach of or failure to comply with applicable law (including privacy laws) or applicable professional obligations by you in connection with this Agreement;
(c) any wilful, unlawful, fraudulent or negligent act or omission by you or your Users;
(d) your use of the CareSuite Services or related services; and
(e) any infringement or misappropriation of intellectual property rights by you or your Users in connection with the CareSuite Services or the related services.
14. Third-Party Platforms
14.1 You may choose to use the CareSuite Services with Third-Party Platforms. Use of Third-Party Platforms is subject to your agreement with the relevant provider and not this Agreement. BPAC does not control and has no liability for Third-Party Platforms, including their security, functionality, operation, availability or interoperability or how the Third-Party Platforms or their providers use your Practice Data. If you enable a Third-Party Platform with the CareSuite Services, BPAC may access and exchange your Practice Data with the Third-Party Platform on your behalf.
15. Suspension and termination
15.1 BPAC may suspend your or a User’s access to and use of the CareSuite Services if BPAC considers (acting reasonably) that you or any of your Users (as applicable) has breached these Terms. BPAC will provide you with reasonable prior notice in advance of any proposed suspension (such period of notice having regard to the nature of the breach), provided that BPAC is not obliged to give you prior notice of suspension where your or your User’s actions giving rise to the suspension risk harm to other users or the security, availability or integrity of the CareSuite Services.
15.2 Either party may terminate this Agreement:
(a) at any time by providing 10 days’ prior written notice to the other party (which may be by email to the practice manager). If you no longer wish to use the CareSuite Services, you must notify BPAC as soon as reasonably practicable; or
(b) immediately upon written notice to the other party, if the other party is in material breach of this Agreement or suffers an insolvency event or any analogous event, or in the case of termination by BPAC, BPAC considers (acting reasonably) that its continued provision of the CareSuite Services in accordance with this Agreement is in breach of any law or regulatory obligation to which BPAC is subject.
16. Consequences of termination
16.1 Termination of the Agreement does not affect either party’s rights and obligations that accrued before that termination. Upon termination of this Agreement:
(a) your access to the CareSuite Services will cease;
(b) upon request (which must be provided to BPAC in writing within 30 days of the date of termination), BPAC will export and provide a copy of your Practice Data to you in accordance with BPAC’s then-current Practice Data offboarding policy, or if no policy is in place, BPAC will provide the exported data to you in such format as BPAC may determine (acting reasonably);
(c) upon request (which must be provided within 30 days of the date of termination), BPAC will arrange for your Practice Data to be deleted from BPAC’s production environment in accordance with BPAC’s then-current Practice Data offboarding policy. You acknowledge that following such deletion unless otherwise agreed, your Practice Data and other Confidential Information may be retained in BPAC’s standard backups but will remain subject to this Agreement’s confidentiality restrictions and data security provisions.
16.2 The following clauses together with any other clauses which by their nature are intended to survive termination of this Agreement will survive termination: 4.5 (Use restrictions), 6 (No clinical or medical advice), 8.5 (Privacy), 10 (Intellectual property), 11 (Confidentiality), 12 (Warranties and limitations of liability), 13 (Indemnity), 14 (Third-Party Platforms), 15 (Suspension and termination), 16 (Consequences of termination) and 17 (General).
17. General
17.1 This Agreement is the parties’ entire agreement regarding your access and use of the CareSuite Services and supersedes any prior or contemporaneous agreements regarding the same.
17.2 Notwithstanding any other provision of this Agreement, BPAC shall not be liable for any failure or delay to perform its obligations under this Agreement where that failure or delay is the result of causes beyond BPAC’s reasonable control, including, acts of God, national or local emergencies, epidemics or pandemics, strike, embargo, labour disputes, terrorism (including cyber terrorism), outages or actions of third-party cloud service providers, and internet traffic carriers, actions or omissions of regulatory or governmental bodies or utility providers.
17.3 Nothing in this Agreement is intended to constitute a fiduciary relationship, relationship of employment, or an agency, partnership, franchise or trust.
17.4 You may not assign, transfer or subcontract any of your rights or obligations under this Agreement.
17.5 BPAC may use subcontractors to perform the Services and permit them to exercise BPAC’s obligations.
17.6 Any unlawful or voidable provision in this Agreement will be severed from the Agreement without affecting the validity, legality or enforceability of the remaining provisions.
17.7 This Agreement is governed by New Zealand law, and the New Zealand Courts have exclusive jurisdiction over any matter in connection with this Agreement.