Platform Terms of Use

In these Terms, unless the context requires otherwise:

ACCC Class Exemption means the Competition and Consumer (Class Exemption - Collective Bargaining) Determination 2020 made by the ACCC, as amended or replaced from time to time, in reliance on which Platform purchasing activity is conducted by Members through their Industry Body.

ACL means the Australian Consumer Law, being Schedule 2 of the Competition and Consumer Act 2010 (Cth), as amended from time to time.

Buy Collective / we / us / our means Buy Collective Pty Ltd (ACN 697 722 660 | ABN 40 697 722 660), the owner and operator of the Buy Collective platform.

CCA means the Competition and Consumer Act 2010 (Cth), as amended from time to time.

Card-Inclusive Price means the default headline price displayed on the Platform to a Member, calculated to include all amounts the Member must pay when paying by card, including GST, any applicable Platform fees, and any card-payment gross-up. The Card-Inclusive Price is the Net Member Price for Members electing to pay by card.

Credentials means the username, password, and any multi-factor authentication details issued to or created by an authorised user for the purpose of accessing the Platform.

Delivery Fee means any fee charged by a Supplier for the delivery of Supplier Products, set by the Supplier and disclosed at checkout. Delivery Fees are not part of the Supplier Price or the Platform Margin.

Eligible Data Breach has the meaning given in Part IIIC of the Privacy Act, being an unauthorised access to, unauthorised disclosure of, or loss of personal information held by an APP entity that is likely to result in serious harm to one or more individuals to whom the information relates.

GST means goods and services tax as defined under the A New Tax System (Goods and Services Tax) Act 1999 (Cth). Unless otherwise stated, all amounts in these Terms and on the platform are expressed exclusive of GST. GST is payable in addition to the stated amount where applicable.

Industry Body means the industry association or peak body that has arranged with Buy Collective for its Members to be granted access to the Platform. As at the date of these Terms, the Industry Body is Australian GP Alliance Ltd (ABN 52 615 453 837).

Industry Body Membership Rules means the rules, by-laws, code of conduct, and other governance arrangements of your Industry Body in force from time to time, including any addendum to these Terms issued by your Industry Body.

Invoice Savings Analyser means the tool made available by Buy Collective, accessible through the Industry Body's website, that enables Members and prospective Members to upload invoices and receive a savings analysis comparing their current purchasing prices against Platform pricing. The Invoice Savings Analyser is for commercial purchasing analysis only.

Member Data means any data, information, or content input by or on behalf of a Member through the Platform, or generated by the Platform in connection with a Member's Orders, account, or activity, including purchasing data, account settings, and contact information. Member Data remains the property of the Member. Buy Collective may use Member Data only in accordance with the Privacy Act, the applicable APPs, and the Buy Collective Privacy Policy.

NDB Scheme means the Notifiable Data Breaches scheme established under Part IIIC of the Privacy Act, which requires entities covered by the Privacy Act to notify affected individuals and the OAIC of Eligible Data Breaches.

NPP means the New Payments Platform, the Australian real-time bank-transfer system that enables near-instant transfers between participating bank accounts 24/7, including transfers made via Osko or PayID.

Net Member Price means the Member-facing price displayed for a Supplier Product on the Platform, expressed as a single all-inclusive total in accordance with section 48 of the Australian Consumer Law. The Net Member Price is derived from the Supplier's per-unit GST-exclusive retention (P_retained_ex_gst) by applying the gross-up mechanic in Schedule 1 of Buy Collective's supplier agreement, so that the displayed Member-facing price covers the Supplier Price, the Platform Margin, the applicable Payment Processing Fee, and GST. The Net Member Price is displayed as the Card-Inclusive Price (default headline price for card-paying Members) with the PayID Price as an alternative for Members paying via PayID. No Member-facing card surcharge is applied at checkout.

OAIC means the Office of the Australian Information Commissioner, the body responsible for privacy and freedom of information regulation under the Privacy Act.

Order means a purchase order placed by a Member through the Platform for Supplier Products, which, upon acceptance by the relevant Supplier, constitutes a binding contract of sale between the Member and that Supplier.

PayID means the digital payment service operated on the New Payments Platform under which the Member initiates a real-time bank transfer from the Member's nominated account to Buy Collective's PayID alias (linked to an email address, mobile number or ABN), identifying the Order by the reference number displayed at checkout. PayID payments are settled in near-real time and Buy Collective receives confirmation of funds within seconds of the Member confirming the transfer in the Member's banking application.

Personal Information has the meaning given in the Privacy Act: information or an opinion about an identified individual, or an individual who is reasonably identifiable, whether the information is true or not and whether it is recorded in a material form or not.

Platform means the Buy Collective web-based group purchasing platform, including all associated portals, tools, dashboards, catalogues, and software made available by Buy Collective to Members and Suppliers from time to time.

Platform Member / you / your means a Member of an Industry Body who has met the eligibility requirements and been onboarded onto the Platform; "you" and "your" in these Terms refer to the Platform Member.

Platform Rates means the pricing, discounts, rebates, and supply terms negotiated by Buy Collective on behalf of Members and made available through the platform.

Privacy Act means the Privacy Act 1988 (Cth), as amended from time to time, including the Australian Privacy Principles (APPs) set out in Schedule 1.

Settlement Period means the period of up to 30 calendar days from the date on which Buy Collective receives cleared funds from a Member in respect of an Order, within which Buy Collective remits the Supplier Price to the relevant Supplier. Member funds are held on trust during the Settlement Period in accordance with the Payment section of these Terms.

Supplier means a third-party supplier of goods or services whose products are listed on the platform under Buy Collective's supplier agreement.

Supplier Price means the per-unit GST-exclusive net retention amount submitted by the Supplier for each Supplier Product in the Catalogue Upload (P_retained_ex_gst), being the amount the Supplier elects to retain on each unit sold through the Platform after the Platform Margin and the applicable Card Processing Fee or PayID Processing Fee. The Net Member Price is derived from the Supplier Price by Buy Collective in accordance with Buy Collective's pricing methodology.

Supplier Products means goods and services listed by a Supplier on the Platform and available for ordering by Members, as updated by the Supplier from time to time in accordance with the Supplier's agreement with Buy Collective.

Terms means these Platform Terms of Use, as updated from time to time.

2.1 By accessing or using the platform, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the platform.

2.2 These Terms form a binding legal agreement between you and Buy Collective. Access to the platform is also subject to your Industry Body Membership Rules and any addendum issued by your Industry Body.

2.3 Buy Collective may update these Terms from time to time. We will notify you of material changes via the platform or by email. Continued use of the platform after notice constitutes acceptance of the revised Terms.

2.4 The Industry Body has lodged a Collective Bargaining Class Exemption Notice with the ACCC under the Competition and Consumer (Class Exemption - Collective Bargaining) Determination 2020. Buy Collective operates the Platform to facilitate the collective purchasing arrangements made under that Notice. By accepting these Terms, you acknowledge that Platform purchasing activity is conducted in reliance on the Industry Body's Notice and that the Industry Body, not Buy Collective, is the lodging party.

2.5 Buy Collective may amend or replace these Terms to reflect a change in the Industry Body that endorses your Platform access, on notice given in accordance with clause 2.3.

3.1 Access to the platform is conditional on your organisation holding current, valid membership with a participating Industry Body. If your membership lapses or is terminated, your platform access will be suspended or revoked without notice.

3.2 You must ensure that all individuals accessing the platform on behalf of your organisation are authorised to do so and are made aware of and comply with these Terms.

3.3 Platform access is provided on a non-exclusive basis. Buy Collective does not guarantee availability of any particular Supplier or Supplier Product.

3.4 The ACCC Class Exemption applies only to businesses whose aggregated annual turnover does not exceed AUD $10 million, calculated in accordance with Australian Taxation Office methodology. By accepting these Terms and accessing the platform, you represent and warrant that your organisation's aggregated annual turnover did not exceed AUD $10 million in the most recently completed financial year.

3.5 You have an ongoing obligation to monitor your aggregated annual turnover. If your turnover exceeds or is likely to exceed AUD $10 million in any financial year, you must notify Buy Collective in writing at hello@buycollective.com.au as soon as practicable and in any event within 14 days of becoming aware.

3.6 The turnover warranty in clause 3.4 is a material term of these Terms. A false or misleading warranty may expose you and Buy Collective to regulatory risk under the Competition and Consumer Act 2010 (Cth), and Buy Collective reserves all rights and remedies in such circumstances.

3.7 Where Buy Collective has reasonable grounds to suspect that your turnover may have exceeded or may currently exceed the threshold in clause 3.4, Buy Collective may request that you provide written evidence of your organisation's aggregated annual turnover, including a statutory declaration by a director or partner, a statement from a registered tax agent, or ATO tax assessment documentation.

3.8 If Buy Collective makes a request under clause 3.7, Buy Collective may suspend your access to any collective bargaining functionality on the Platform with immediate effect, pending its review of the evidence you provide. Buy Collective will restore your access promptly upon receiving evidence satisfactory to it that you remain eligible. If you fail to provide evidence satisfactory to Buy Collective within 14 days, Buy Collective may terminate your access to collective bargaining functionality by written notice and notify the Industry Body of the termination.

3.9 Without limiting any other right of Buy Collective under these Terms, Buy Collective may at its sole discretion, and acting reasonably: (a) decline to onboard you onto the Platform, or decline to add additional users from your organisation, whether before or after these Terms are accepted; and (b) remove you (or any of your users) from the Platform, or restrict your access to part of the Platform, at any time. Buy Collective will give you reasonable notice of any removal under paragraph (b) where the removal is not for cause; no notice period applies where the removal is for cause (including a breach of these Terms, the Industry Body Membership Rules, or applicable law), or where Buy Collective is acting on a notice from the Industry Body under clause 23.2. Buy Collective is not liable to you for any loss arising from a refusal or removal under this clause 3.9.

4.1 Participation in Buy Collective's group purchasing program is voluntary. You are under no obligation to purchase any goods or services through the platform, and you may withdraw from participation at any time by providing written notice to Buy Collective. Withdrawal does not affect any Orders already placed or any obligations that have accrued prior to withdrawal.

4.2 Your membership of the platform does not restrict or limit your right to purchase goods and services from any supplier outside the platform on whatever terms you negotiate independently. Nothing in these Terms creates any obligation of exclusivity.

4.3 Buy Collective will not engage in, coordinate, or facilitate any collective refusal to deal with, or boycott of, any supplier. Suppliers are under no obligation to negotiate with or supply through Buy Collective or the group.

4.4 You must not, through any conduct on or related to the platform, participate in, encourage, or coordinate any agreement or understanding with other Members to collectively refuse to deal with any supplier, or to take any action designed to pressure a supplier through the threat of collective non-dealing. If you become aware of any such conduct, you must notify Buy Collective immediately at hello@buycollective.com.au.

5.1 By accessing the platform and participating in any supplier program or collective bargaining arrangement facilitated by Buy Collective, you confirm that you have a genuine and reasonable expectation of purchasing the relevant goods or services from the participating Suppliers for the purposes of your organisation's ordinary business operations.

5.2 You must not access or participate in the platform's collective bargaining activities for purposes other than genuine purchasing activity, including for the purpose of gathering commercial intelligence about Supplier pricing or terms without any intention to purchase.

6.1 Platform Rates are confidential commercial information. You must not: - disclose Platform Rates to any person outside your organisation, including other Member organisations; - use Platform Rates to negotiate directly with any Supplier outside the platform; - publish, distribute, or reproduce Platform Rates in any form; or - use Platform Rates for any purpose other than placing Orders through the platform.

6.2 The obligation in clause 6.1 applies during the period of your platform access and for five (5) years following the termination or expiry of your access to the platform, regardless of the reason for termination or expiry.

6.3 You acknowledge that the collective integrity of Platform Rates depends on confidentiality being maintained by all Members. Breach of this clause may result in immediate suspension of your platform access and may cause material loss to Buy Collective and other Members.

6.4 Buy Collective may take legal action to enforce confidentiality obligations where breach is suspected or confirmed.

7.1 The ACCC Class Exemption permits Members to share information that is reasonably necessary to facilitate collective purchasing activity, such as aggregate demand volumes, product specifications, and delivery requirements. Members must not share information beyond this scope.

7.2 You must not share with, or receive from, any other Member any of the following categories of information, whether directly or through the platform: - the prices, fees, or charges you set for goods or services supplied to your own customers or patients; - your individual purchasing volumes, cost structures, or margin information, to the extent that this information identifies your organisation individually; - your business plans, capacity, output levels, or strategic intentions in relation to your own operations; - any information about your relationships with specific suppliers outside the platform; or - any other competitively sensitive information that is unrelated to the collective purchasing activity facilitated by the platform.

7.3 Buy Collective will not facilitate, display, or transmit member-identifiable purchasing or pricing information to other Members. Reporting and analytics made available to Members will present aggregated, de-identified data only.

7.4 If you become aware that any Member or third party has shared or is seeking to share information in breach of this clause, you must notify Buy Collective immediately at hello@buycollective.com.au.

8.1 You must not share your Credentials with any person who is not an authorised representative of your organisation. Each user must hold their own individual Credentials.

8.2 You are responsible for all activity that occurs under your account, including any Orders placed using your Credentials, whether authorised or not.

8.3 You must notify Buy Collective immediately at hello@buycollective.com.au if you become aware of any unauthorised access to your account or any compromise of your Credentials.

8.4 Buy Collective may, at its discretion, require you to reset your Credentials at any time for security purposes.

8.5 You must not attempt to access any part of the platform that is not authorised for your user role.

9.1 Permitted use. You may only use the platform to purchase Supplier Products for the ordinary business operations of the organisation through which you have been granted platform access. You must not purchase Supplier Products through the platform on behalf of, or for the benefit of, any other person, practice, entity, or organisation that is not a registered Member of the platform.

9.2 No resale. Without limiting clause 9.1, you must not resell, redistribute, or on-supply any Supplier Products purchased through the platform to any third party, or allow any non-Member to place Orders using your account or Credentials.

9.3 Scope of permitted purchases. The Platform is provided to support collective procurement of medical supplies and items reasonably required for the operation of a general practice treatment room. For the avoidance of doubt, the Platform is not intended for the purchase of office supplies, non-treatment-room furniture, utilities, technology, insurance or financial products. Buy Collective may, in its discretion, remove or decline to list any product category that falls outside the scope of the Platform.

9.4 Monitoring. Buy Collective monitors purchasing activity on the platform. If Buy Collective reasonably suspects that you are purchasing Supplier Products for, or on behalf of, any person or entity other than your own organisation, or that your purchasing volumes or patterns are inconsistent with the ordinary operations of your organisation, Buy Collective may immediately suspend your platform access pending investigation.

9.5 Prohibited conduct. You must not use the platform to: - engage in any fraudulent, deceptive, or misleading conduct; - place Orders that you do not intend to honour; - circumvent or attempt to circumvent the platform's pricing or commercial arrangements; - contact Suppliers for the purpose of negotiating supply terms outside the platform in breach of clause 6.1; - participate in, encourage, or coordinate any collective refusal to deal with any supplier (as further described in clause 4.4); - share member information in breach of clause 7.2; - engage in any conduct that could damage the reputation or commercial interests of Buy Collective, any Supplier, or any other Member; - scrape, copy, or systematically extract data from the platform by automated or manual means; - resell, share, or transfer your platform access or Credentials to any person or entity that is not an authorised representative of your organisation; - upload or transmit any malicious code, virus, or harmful content; - attempt to gain unauthorised access to any part of the platform or any other user's account; or - violate any applicable law or regulation, including the Competition and Consumer Act 2010 (Cth).

9.6 Consequences of breach. A confirmed breach of this clause 9 is a material breach of these Terms entitling Buy Collective to terminate your platform access under clause 23 (Termination). Buy Collective may immediately suspend or terminate your access upon detection or reasonable suspicion of prohibited conduct, without notice, and may recover from you any loss suffered as a result of the breach, including any discount or rebate applied to Orders placed in breach of this clause.

10.1 Buy Collective operates the platform as agent for participating Suppliers. We negotiate and administer supply arrangements on behalf of Members collectively, but we are not a principal buyer, distributor, or reseller of any Supplier Products. Buy Collective does not take title to any goods.

10.2 The Industry Body is not Buy Collective's agent and is not the seller of any Supplier Product. The Industry Body is not a party to your contract of sale with any Supplier and has no liability to you in respect of the supply, pricing, or quality of any Supplier Product.

10.3 Each Order you place is a direct transaction between you and the relevant Supplier. Buy Collective has no liability in relation to: - the quality, fitness for purpose, safety, or availability of Supplier Products; - Supplier compliance with applicable regulatory requirements (including TGA/ARTG obligations); - product recalls, deregistration, or market withdrawal; - loss or damage arising from delivery failure or delay; or - any act or omission of the Supplier.

10.4 Nothing in these Terms limits any rights you may have against a Supplier under the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)).

11.1 Orders placed through the platform constitute a binding contract of sale between you and the relevant Supplier, subject to the Supplier's acceptance.

11.2 The Supplier identified at checkout is the seller of the goods or services you purchase. Buy Collective acts as agent for the Supplier for the limited purposes of presenting the catalogue, accepting Orders, and collecting payment. Buy Collective is not a party to the contract of sale and is not the seller of any Supplier Products.

11.3 All pricing displayed on the Platform is expressed as a single all-inclusive total in accordance with section 48 of the Australian Consumer Law. The default headline price is the Card-Inclusive Price (payable by Members electing card payment), which includes GST and all amounts the Member must pay when paying by card. The PayID Price is offered as a discounted alternative for Members electing to pay via PayID and includes the PayID Processing Fee (AUD $2.00 inclusive of GST per Order) within the displayed total. No separate card surcharge, payment processing fee or other unavoidable charge will be added at checkout. A component breakdown of the displayed price (Supplier Price, GST, Delivery Fee, and other components) will be shown on the Order summary for transparency.

11.4 Delivery terms, including costs, timeframes, and carrier arrangements, are set by the relevant Supplier and form part of the contract of sale. Buy Collective does not guarantee delivery timelines.

11.5 You are responsible for ensuring that any Order you place is accurate, including quantities, product specifications, and delivery details, before submission.

11.6 You should not rely on platform pricing for future budgeting or planning purposes unless a contracted rate is confirmed in writing for a specific period.

11.7 Title and risk in Supplier Products you purchase through the platform pass directly from the Supplier to you at the point of dispatch from the Supplier's premises. Buy Collective does not at any time take title to, or bear risk in, any Supplier Products; ownership of Supplier Products is at all times with the Supplier until dispatch and with you from dispatch onwards.

12.1 Member payment is collected by Buy Collective at the time of Order via PayID or by credit card, or such other rail as Buy Collective may notify from time to time. Orders will not be transmitted to the relevant Supplier until cleared funds have been received.

12.2 All amounts are stated exclusive of GST. Members are responsible for any GST payable on their transactions.

12.3 Buy Collective collects Member payment at checkout and holds those funds on trust for the relevant Supplier in a designated account, segregated from Buy Collective's general operating assets, for a period of up to 30 calendar days from receipt of cleared funds (the Settlement Period). At the end of the Settlement Period, Buy Collective remits the Supplier component of the Net Member Price to the Supplier in accordance with Buy Collective's pricing methodology.

12.4 Any interest, float income, or other earnings that accrue on Member funds held during the Settlement Period are retained in full by Buy Collective as part of its commercial consideration for operating the Platform. By accepting these Terms, you expressly acknowledge and agree that Buy Collective is entitled to retain such interest or float income, and you irrevocably waive any claim to such interest or float income. The trust on which funds are held does not carry any obligation on Buy Collective to account for or pay interest to Members.

12.5 Buy Collective acts as payment intermediary only and does not assume liability for Supplier Products.

12.6 Failure to pay within agreed terms may result in suspension of your platform access and referral to the relevant Supplier for recovery.

12.7 Tax invoices for Supplier Products are issued by the relevant Supplier, or by Buy Collective on the Supplier's behalf as the Supplier's agent. Tax invoices will be made available through the Platform or sent to the email address registered on your account.

13.1 Savings methodology - Platform pricing. The savings figures displayed against products on the Platform (including any "save $X", "save Y%" or equivalent representation) are estimates calculated by Buy Collective by comparing: (a) the Supplier's list price for the relevant product, as published from time to time on the Supplier's public-facing website; against (b) the Net Member Price made available to you for that product on the Platform (being the price derived from the Supplier's stated retention price plus the Platform Margin, applicable GST, and the applicable Card Processing Fee or PayID Processing Fee for your selected payment method, in accordance with Schedule 1 of Buy Collective's supplier agreement). The comparison is made at the time the savings figure is generated, using the prices then current on each source.

13.2 Savings methodology - Invoice Savings Analyser. Where you use the Invoice Savings Analyser, the savings analysis is generated by comparing: (a) the unit prices recorded on the invoice you upload, for each matched product line; against (b) the price for the same or an equivalent product made available on the Platform at the time the analysis is generated. The matching of invoice line items to Platform products is performed by Buy Collective's equivalency engine in accordance with the equivalency methodology described in clause 13.4.

13.3 Savings are estimates. Any savings figure presented to you under clause 13.1 or 13.2 is an estimate only. Your actual savings will depend on the products you actually purchase, the volumes you order, the prices then current on the Platform and on each Supplier's public-facing website, and any negotiated supply terms you may have with any Supplier outside the Platform. Buy Collective does not represent that the prices used in the comparison are the prices you would actually pay if you purchased the product outside the Platform.

13.4 Equivalency matches. Where the Platform identifies a product as an "estimated equivalent" to a product on your uploaded invoice or otherwise, the match is generated by Buy Collective's equivalency engine and is shown with a confidence score. An "estimated equivalent" is a product Buy Collective considers, on the basis of attributes such as active ingredient, dose, presentation, manufacturer and intended use, to be a likely substitute for the reference product. The match is an estimate only and is not a warranty of clinical, regulatory, therapeutic or operational equivalence. You are responsible for: (a) verifying that the matched product is suitable for your intended use, including by reference to its Australian Register of Therapeutic Goods (ARTG) entry, product information leaflet, and any other source you reasonably consider necessary; and (b) confirming that the matched product meets any clinical, regulatory or operational requirements applicable to you. Buy Collective does not warrant the suitability of any matched product for your use, and you must not rely on the confidence score as a substitute for your own product-suitability assessment.

13.5 Substantiation. Buy Collective substantiates each savings claim displayed on the Platform by requiring the relevant Supplier to provide, and attest to the accuracy of, the list price used in the comparison. Buy Collective retains that substantiation evidence and may share it with the Australian Competition and Consumer Commission or any other regulator on reasonable notice, including in response to an inquiry under section 29 of the Australian Consumer Law.

14.1 Certain Supplier Products available on the platform may be subject to regulatory restrictions on sale, purchase, storage, handling, or administration under Commonwealth or State legislation (including the Therapeutic Goods Act 1989 (Cth), Poisons Standard, and applicable State drugs and poisons legislation). These products may include, without limitation, Schedule 4 (prescription only) medicines, vaccines, cold-chain products, and medical devices with restricted distribution.

14.2 By placing an Order for a restricted or regulated product, you represent and warrant that you hold all registrations, licences, permits, and approvals required by law to purchase, receive, store, handle, and (where applicable) administer that product. You must provide evidence of such registrations or approvals to Buy Collective or the relevant Supplier on request.

14.3 You are solely responsible for compliance with all applicable storage, handling, cold-chain, record-keeping, and administration requirements for any restricted or regulated product you purchase through the platform. Buy Collective makes no representation about the suitability of any product for your practice and accepts no liability for your use of, or failure to comply with requirements relating to, any restricted or regulated product.

14.4 Buy Collective may restrict access to certain product categories or catalogue items based on practitioner type, registration status, or Industry Body membership category. If you do not hold the required registration or qualification, you must not attempt to access or order restricted products.

15.1 If you access the platform as a member of an Industry Body whose members include registered healthcare professionals, you may have access to product content and information that is directed only to healthcare professionals (including information relating to therapeutic goods listed on the Australian Register of Therapeutic Goods). You must not redirect, display, forward, or otherwise make available any such content to consumers or persons who are not registered healthcare professionals.

15.2 If you are a registered health practitioner within the meaning of the Health Practitioner Regulation National Law, you must not provide testimonials about Supplier Products that, if published, would breach the Australian Health Practitioner Regulation Agency's (AHPRA) Advertising Guidelines.

15.3 PBS inducements. You must not solicit, accept, offer, or arrange any inducement, gift, reward, discount, rebate, or other benefit in connection with the supply of any pharmaceutical benefit that would contravene Part VII of the National Health Act 1953 (Cth) (Pharmaceutical Benefits Scheme), the National Health (Pharmaceutical Benefits) Regulations 2017 (Cth), or any guideline issued by the Department of Health and Aged Care or the Pharmaceutical Benefits Advisory Committee relating to PBS inducements. You acknowledge that no Net Member Price, Platform discount, or Platform feature is intended or designed to induce or encourage the prescription, dispensing, or supply of any PBS-subsidised item in contravention of those laws or guidelines.

16.1 You must not upload to, transmit through, or store on the Platform any information that is patient-identifiable health information, including any personal health information of a patient or other individual to whom you provide services. The Platform is a procurement tool intended only for the purchase of Supplier Products for the operation of your practice; it is not designed, configured, or operated as a health-information system.

16.2 Without limiting clause 16.1, you must not include patient-identifiable information in any invoice, document, screenshot, or file uploaded to the Invoice Savings Analyser or any other Platform feature.

16.3 You are responsible for ensuring that any document or file you upload to the Platform has been redacted or sanitised to remove patient-identifiable information before upload. Buy Collective is not responsible for any unauthorised disclosure of, or any data breach involving, patient-identifiable information that is uploaded to the Platform in breach of this clause 16, and you indemnify Buy Collective against any loss, claim, or liability arising from any such breach.

16.4 A confirmed breach of this clause 16 is a material breach of these Terms. Buy Collective may suspend your Platform access immediately on becoming aware of the breach and may exercise any right available to it under clause 23 or otherwise at law or in equity.

17.1 If Buy Collective or a Supplier notifies you of a product recall, safety alert, or regulatory withdrawal affecting any Supplier Product you have purchased through the platform, you must respond to that notice within 24 hours of receipt.

17.2 Your response obligations include: (a) confirming whether you hold any stock of the recalled product; (b) immediately quarantining any affected stock and ceasing use, administration, or dispensing of the recalled product; (c) following the recall instructions provided by Buy Collective or the Supplier, including returning or destroying affected stock as directed; and (d) confirming to Buy Collective in writing that the recall steps have been completed within the timeframe specified in the recall notice (or within 5 business days if no timeframe is specified).

17.3 You must notify Buy Collective at hello@buycollective.com.au immediately if you become aware of any patient safety concern, adverse event, or suspected product defect associated with a Supplier Product purchased through the platform, regardless of whether a formal recall has been initiated.

17.4 Buy Collective may suspend your access to an affected product category on the platform pending resolution of a recall. You acknowledge that this suspension is a precautionary measure to protect Member safety and does not constitute a breach of these Terms by Buy Collective.

17.5 Failure to cooperate with a product recall notice within 24 hours is a material breach of these Terms and may result in immediate suspension of your platform access under clause 23 (Termination).

18.1 Who supplies what. Buy Collective operates the platform; the Supplier supplies the product. The tax invoice you receive will name the Supplier as the seller of the goods.

18.2 No Buy Collective warranty. Buy Collective makes no warranty, representation, or guarantee in relation to any Supplier Products, including as to fitness for purpose, merchantability, accuracy of product descriptions, or regulatory compliance.

18.3 Listing accuracy. Product listings on the platform are provided by Suppliers. While Buy Collective takes reasonable steps to ensure listing accuracy, we are not responsible for errors or omissions in Supplier-provided content.

18.4 Consumer guarantees. The Australian Consumer Law (ACL) may apply to your use of the platform and to purchases of Supplier Products made through the platform. Statutory consumer guarantees under Part 3-2 of Schedule 2 of the Competition and Consumer Act 2010 (Cth) apply to goods supplied through the platform. Where the ACL applies, you may have statutory guarantees and rights that cannot be excluded.

18.5 Statutory rights preserved. Nothing in clause 18.2 or 18.3, or in any other provision of these Terms, excludes, restricts, or modifies any guarantee, right, or remedy that you may have under the Australian Consumer Law, the Therapeutic Goods Act 1989 (Cth), the Privacy Act 1988 (Cth), or any other law that cannot be excluded by agreement.

18.6 How to raise a claim. If a product you have received through the platform is defective, has a safety problem, has been recalled, or otherwise does not meet a consumer guarantee, please contact us at hello@buycollective.com.au. We will assist you to raise the issue with the Supplier and, where we reasonably consider it appropriate, we may suspend the Supplier's listings on the platform pending resolution of the matter. For disputes relating to product quality, fitness for purpose, non-delivery, or warranty claims, your primary rights are against the Supplier as the seller of the goods. The Supplier is responsible for honouring the consumer-guarantee remedy (replacement, refund or repair) under the Australian Consumer Law.

18.7 Product safety recalls. Suppliers are required to notify Buy Collective in writing of any recall or safety issue affecting a product listed on the platform - within 2 hours of becoming aware of a mandatory ACCC product safety alert or a TGA-initiated mandatory recall, and within 24 hours of becoming aware of any voluntary recall or other safety alert. Buy Collective will pass the notification on to Members reasonably likely to be affected.

18.8 Buy Collective referral role. To the extent permitted by law, Buy Collective's liability in connection with Supplier Products is limited to facilitating a referral to the relevant Supplier for resolution.

19.1 Buy Collective will use reasonable efforts to maintain platform availability, but does not warrant uninterrupted or error-free operation.

19.2 The platform may be unavailable from time to time due to scheduled maintenance, system upgrades, or events beyond our reasonable control. We will use reasonable efforts to provide advance notice of planned downtime where practicable.

19.3 Buy Collective is not liable for any loss arising from platform unavailability, interruption, or technical error.

20.1 To the maximum extent permitted by law, Buy Collective's total aggregate liability to you in respect of any single claim or series of related claims arising from or in connection with these Terms or your use of the platform (whether in contract, tort, statute, or otherwise) is limited to the greater of: - the total value of the Order or Orders to which the claim directly and solely relates; or - AUD $10,000.

20.2 Nothing in this clause limits or excludes Buy Collective's liability for: (a) death or personal injury caused by Buy Collective's negligence or wilful misconduct; (b) fraud or fraudulent misrepresentation by Buy Collective; or (c) any other liability that cannot be limited or excluded under the Australian Consumer Law or any other applicable law.

20.3 Buy Collective is not liable for any: - indirect, consequential, special, or incidental loss or damage; - loss of profit, revenue, or anticipated savings; - loss of data or system downtime; or - damage arising from acts or omissions of Suppliers, third-party payment processors, or delivery carriers.

20.4 Nothing in this clause limits any rights you may have against the Supplier as the seller of goods or services under your contract of sale with the Supplier.

20.5 Nothing in this clause excludes or limits liability that cannot be excluded or limited by law, including under the Australian Consumer Law.

21.1 All intellectual property in the platform, including software, algorithms, design, trade marks, data compilations, and platform content (excluding Supplier product listings), is owned by or licensed to Buy Collective Pty Ltd.

21.2 You are granted a limited, non-exclusive, non-transferable licence to access and use the platform solely for the purpose of placing Orders and managing your purchasing activity as a Member.

21.3 You must not copy, modify, reverse-engineer, decompile, distribute, or create derivative works from any part of the platform without Buy Collective's prior written consent.

22.1 Buy Collective's collection, handling, use and disclosure of Personal Information is governed by the Buy Collective Privacy Policy, available at https://www.buycollective.com.au/privacy-policy/. By accessing or using the Platform, you agree to the Privacy Policy. The Privacy Policy describes the categories of Personal Information collected, the purposes for which it is used, the circumstances in which it is disclosed (including to overseas service providers under Australian Privacy Principle 8), data retention, and your access and correction rights.

23.1 Buy Collective may suspend or terminate your access to the platform at any time: - for breach of these Terms; - upon termination or lapse of your Industry Body membership; - upon termination or expiry of the arrangement under which your Industry Body provides you with Platform access; or - where required by law.

23.2 The Industry Body may, by notice to Buy Collective, require Buy Collective to suspend or terminate your Platform access where the Industry Body becomes aware that you have ceased to satisfy Industry Body membership eligibility, the Class Exemption eligibility threshold in clause 3.4, or any other Platform eligibility requirement. Buy Collective will give effect to any such notice within 24 hours of receipt.

23.3 Upon termination, your licence to access the platform ceases immediately. You remain responsible for all Orders placed prior to termination and all obligations under these Terms that are expressed to survive termination, including your obligations under clause 6 (Platform Rates - Confidentiality and Permitted Use), clause 7 (Member Information Sharing Restrictions), and any liability for Orders placed or amounts owing as at termination.

23.4 Buy Collective will use reasonable efforts to provide 14 days' advance notice of termination where initiated by Buy Collective other than for cause, but is not obliged to do so.

24.1 These Terms are governed by the laws of Victoria, Australia.

24.2 Each party submits to the non-exclusive jurisdiction of the courts of Victoria and the Federal Court of Australia for any dispute arising under or in connection with these Terms.

25.1 If any provision of these Terms is invalid, unenforceable, or illegal, that provision will be severed and the remainder of these Terms will continue in full force.

25.2 These Terms, together with any Industry-Body-specific addendum and Buy Collective's Privacy Policy, constitute the entire agreement between you and Buy Collective with respect to your use of the platform and supersede all prior representations, discussions, or agreements.

25.3 Buy Collective's failure to exercise any right under these Terms does not constitute a waiver of that right.

25.4 You may not assign any right or obligation under these Terms without Buy Collective's prior written consent.

25.5 Notices from Buy Collective under these Terms may be given by email to the address registered on your account or by posting a notice on the platform.

Buy Collective — Platform Support Buy Collective Pty Ltd Email: hello@buycollective.com.au Website: https://www.buycollective.com.au