Terms and Conditions
Website use and services for dental clinics.
1. Parties and acceptance
These Terms and Conditions are between Nnamdi Allen Onwuachumba ABN 54 266 985 226 trading as Rigira (Rigira, we, us or our) and each person who accesses rigira.com.au or purchases or uses our services (you, your or Client).
By using the website, submitting an enquiry, accepting a proposal, signing an order form, paying an invoice or using the services, you agree to the parts of these terms that apply to you. If you accept for a business, you warrant that you have authority to bind that business.
If an order form or statement of work conflicts with these terms, the order form or statement of work prevails only to the extent of the specific conflict.
2. Website information
The website provides general information about marketing, automation and communications services. It is not legal, clinical, financial or other professional advice.
You should obtain advice appropriate to your circumstances before acting on information from the website.
We try to keep website information accurate and current but do not guarantee that all content is complete, error free or continuously available.
3. Permitted use
You may use the website only for lawful purposes. You must not interfere with the website, security controls, networks or other users.
You must not attempt unauthorised access, introduce malicious code, scrape the website at unreasonable scale or misuse forms, or copy, republish or commercially exploit website content except with our written permission or as allowed by law.
You must not use the website to infringe rights, impersonate another person or provide false or misleading information.
4. Website intellectual property
Unless stated otherwise, Rigira owns or licenses the website, branding, designs, text, workflows and other website content. We grant you a limited, revocable, nonexclusive licence to view and use the website for your internal evaluation of our services.
You must not copy, reproduce, adapt, distribute or commercially exploit website content without our written permission, except as permitted by law.
Third party names and marks remain the property of their owners. Nothing in these terms transfers ownership of intellectual property.
5. Third party links and availability
The website may contain links to third party services. We do not control or endorse every third party service and are not responsible for its independent content or availability.
Third party services are governed by their own terms, policies and practices.
We may change, suspend or discontinue website features, subject to any rights that cannot lawfully be excluded.
6. Services and scope
We will provide the services described in the accepted proposal, order form or statement of work. Services may include database reactivation, lead nurturing, review and referral workflows, missed call text back, appointment communications, AI reception, website or CRM integrations, campaign support and related consulting.
Any timetable, forecast, lead estimate or performance projection is an estimate unless expressly stated as a binding commitment in writing. Delivery depends on timely access, approvals, accurate data and cooperation from the Client and relevant third parties.
Work outside the agreed scope requires written agreement and may incur additional fees.
7. Client responsibilities
The Client must provide accurate information, lawful instructions, timely approvals, access credentials and a suitable contact person. The Client must review and approve campaigns, scripts, offers, treatment descriptions, fees, disclaimers and automated responses before launch.
The Client must ensure clinical information is approved by an appropriately qualified dental practitioner; maintain its registrations, licences, policies, insurance and professional obligations; and maintain accurate patient records, consent evidence, suppression lists and appointment availability.
The Client must supervise AI systems, monitor escalations and ensure urgent or clinical matters reach qualified staff. The Client must use the services only for lawful business purposes and follow reasonable security instructions.
8. Patient information and lawful authority
The Client retains control of patient information supplied to Rigira. The Client warrants that it has collected and disclosed that information lawfully, has given required privacy notices, has obtained any required consent and is authorised to instruct Rigira to handle it for the agreed services.
The Client must not provide clinical records or sensitive information that is not reasonably necessary for the services. Rigira will handle Client data only to provide and secure the services, comply with lawful instructions and meet legal obligations.
Each party must comply with applicable privacy and data breach laws. Rigira will maintain reasonable security safeguards and notify the Client without undue delay after becoming aware of a confirmed security breach affecting Client data.
9. Electronic marketing and contact permissions
Before instructing Rigira to send email, SMS or other commercial electronic messages, the Client must ensure each recipient has consented or that consent may lawfully be inferred, the sender is accurately identified and a compliant unsubscribe facility is included.
The Client must keep evidence of consent, promptly update suppression lists and not upload purchased, scraped or unlawfully obtained contact lists. Rigira may refuse, pause or stop a campaign where consent evidence is absent, an opt out is ignored or we reasonably suspect a breach of law.
The Client is responsible for compliance with the Spam Act 2003 (Cth), Do Not Call Register Act 2006 (Cth) and applicable telemarketing standards for campaigns conducted on its behalf. Rigira is responsible for following the Client’s lawful instructions and for operating unsubscribe and suppression functions included within the agreed service.
10. Healthcare advertising and offers
The Client is solely responsible for the accuracy and clinical appropriateness of advertising claims, offers, testimonials, pricing, treatment descriptions and before and after material. The Client must ensure all advertising complies with the Health Practitioner Regulation National Law, Dental Board of Australia guidance, Australian Consumer Law and any other applicable rules.
Rigira does not provide legal or clinical approval. Compliance guidance or suggested wording is general assistance only. The Client must obtain independent professional advice where needed.
Rigira may reject or remove content that we reasonably believe is unlawful, misleading, unsafe or inconsistent with platform requirements.
11. AI reception and automation
AI and automation may generate incorrect, incomplete, delayed or unexpected output. The services are operational tools and are not a substitute for professional judgement, clinical triage or emergency services.
The Client must approve scripts and knowledge sources, test workflows, maintain human escalation, monitor performance and promptly correct inaccurate information. The Client must not configure an AI system to diagnose, prescribe, guarantee treatment outcomes or manage emergencies without appropriate qualified human involvement.
Rigira does not guarantee that an AI agent will understand every caller, accent, message or spelling, or that every integration or third party platform will operate without interruption.
12. Call recording
If calls are recorded or transcribed, the Client must ensure that clear notice is given and all consent required by the law applicable to the caller and the recording location is obtained.
The Client must provide a suitable alternative where required.
Rigira may disable recording where lawful consent arrangements are not in place.
13. Accounts and security
The Client is responsible for authorised users, secure credentials, multifactor authentication where available and activities performed through its accounts.
The Client must promptly notify Rigira of suspected unauthorised access.
Rigira may suspend access where reasonably necessary to address a security threat, unlawful use, material breach or risk to another client, and will provide notice where reasonably practicable.
14. Third party platforms
The services may depend on third party platforms such as CRM, telephony, messaging, email, AI, hosting, payment, advertising and practice management providers. Their separate terms, pricing, acceptable use rules and service limitations may apply.
Rigira is not responsible for an outage, policy change, account restriction, delivery failure or data loss caused by a third party outside Rigira’s reasonable control. We will provide reasonable assistance to diagnose and work around such issues within the agreed scope.
The Client authorises Rigira to configure and use approved third party platforms for the services and is responsible for third party fees identified in the order form.
15. Fees, invoices and taxes
The Client must pay the fees, setup charges, usage charges and approved expenses stated in the order form or invoice. Unless stated otherwise, invoices are due within 7 days and amounts are in Australian dollars.
Fees are exclusive of GST unless expressly stated otherwise. If GST becomes payable, the Client must pay the GST amount upon receipt of a valid tax invoice.
If an undisputed invoice remains unpaid after its due date, Rigira may give written notice and suspend affected services if payment is not made within a further 7 days. Reasonable recovery costs may be charged only to the extent lawfully recoverable. The Client must raise a genuine invoice dispute promptly and pay any undisputed portion on time. The parties will work in good faith to resolve the disputed amount.
16. Term, renewal and cancellation
The engagement begins on the date stated in the order form or when services commence. Any minimum term, renewal period or cancellation notice is stated in the order form.
If no minimum term is stated, either party may end an ongoing monthly service by giving 30 days written notice. Prepaid fees for work already performed, committed third party costs and the applicable notice period are not refundable, subject to rights that cannot lawfully be excluded.
A party may terminate immediately by written notice if the other party commits a material breach and fails to remedy it within 14 days after written notice, becomes insolvent, or uses the services unlawfully.
17. Effect of termination
On termination, the Client must pay accrued fees and each party must return or securely destroy the other party’s confidential information when reasonably requested, subject to legal retention requirements and ordinary backup cycles.
Rigira will provide a reasonable opportunity for the Client to export available Client data before deletion, subject to payment of undisputed amounts and any agreed transition fees.
Clauses intended by their nature to continue, including confidentiality, intellectual property, payment, liability and dispute provisions, survive termination.
18. Intellectual property
Each party retains ownership of intellectual property it owned or developed independently before the engagement. The Client owns its data, trademarks, clinical content and materials it supplies. The Client grants Rigira a limited licence to use those materials only to provide, secure and improve the contracted services.
Rigira retains ownership of its general know how, templates, prompts, automation methods, reusable workflows, software configurations and tools. After full payment, the Client receives a nonexclusive, nontransferable licence to use deliverables created specifically for it for its internal business purposes, unless the order form transfers ownership of a named deliverable.
Rigira may use deidentified and aggregated service data that cannot reasonably identify the Client or any individual to measure performance, improve services and create benchmarks.
19. Confidentiality
Each party must protect the other party’s confidential information, use it only for the engagement and disclose it only to personnel and providers who need it and are bound by confidentiality obligations.
Confidential information does not include information that is public through no breach, was already lawfully known, is independently developed without use of the confidential information, or is lawfully received from a third party.
A party may disclose confidential information where required by law after giving notice where legally permitted.
20. Warranties and Australian Consumer Law
Each party warrants that it has authority to enter the agreement. Rigira warrants that it will provide the services with due care and skill. Nothing in these terms excludes, restricts or modifies a consumer guarantee, right or remedy under the Competition and Consumer Act 2010 (Cth), Australian Consumer Law or other law that cannot lawfully be excluded.
Subject to those nonexcludable rights, Rigira does not guarantee any number of leads, appointments, patients, reviews, revenue, advertising approvals, search ranking or return on investment. Results depend on market conditions, the Client’s offer, pricing, reputation, availability, data quality, consent follow up and sales performance.
Where the law permits Rigira to limit a remedy for failure to comply with a guarantee relating to services, Rigira’s liability is limited, at Rigira’s option, to supplying the services again or paying the reasonable cost of having them supplied again.
21. Liability
To the maximum extent permitted by law, neither party is liable to the other for indirect or consequential loss, loss of profit, loss of opportunity or loss of anticipated savings, except to the extent such loss forms part of a valid third party claim covered by an indemnity below.
To the maximum extent permitted by law, Rigira’s aggregate liability arising from an engagement is limited to the fees paid or payable to Rigira under that engagement during the six months immediately before the event giving rise to the claim.
The limitations do not apply to liability that cannot lawfully be limited, fraud, wilful misconduct, death or personal injury caused by negligence, or a party’s infringement of the other party’s intellectual property rights. Liability will be reduced to the extent the other party’s act, omission or failure to mitigate contributed to the loss.
22. Indemnities
The Client indemnifies Rigira against a third party claim, regulatory demand, loss or reasonable cost arising directly from Client data, content, offers or instructions that infringe rights or breach privacy, spam, telemarketing, healthcare advertising or consumer law.
The Client also indemnifies Rigira for the Client’s failure to obtain required consent or authority to contact a person or disclose information, clinical advice, treatment, pricing or representations supplied or approved by the Client, and the Client’s material breach of these terms or unlawful use of the services.
The indemnity does not apply to the extent the claim was caused by Rigira’s breach, negligence, wilful misconduct or failure to follow lawful documented instructions. Rigira must promptly notify the Client of a covered claim and allow reasonable participation in its defence. No settlement admitting liability or imposing a nonmonetary obligation on Rigira may be made without Rigira’s consent, not to be unreasonably withheld.
23. Suspension and acceptable use
Rigira may suspend only the affected service where reasonably necessary to prevent material harm, respond to a security incident, comply with law or a provider requirement, address overdue undisputed fees, or stop unlawful or abusive use.
Where practicable, Rigira will give notice, explain the reason and allow a reasonable opportunity to remedy the issue.
Service will be restored when the reason for suspension has been resolved.
24. Changes to services or terms
Rigira may make reasonable operational changes to maintain security, comply with law or improve the services without materially reducing their core functionality.
We may update these terms by giving reasonable notice. A material change that adversely affects an existing fixed term engagement will not apply during that fixed term unless required by law or accepted by the Client.
For an ongoing service, the Client may terminate before a materially adverse change takes effect without an additional cancellation charge.
25. Force majeure
Neither party is liable for delay or failure caused by events beyond its reasonable control, including major internet or telecommunications failure, natural disaster, epidemic, war, government action, industrial disruption or widespread third party platform outage.
This does not excuse payment for services already supplied.
The affected party must take reasonable steps to minimise the impact.
26. Dispute resolution
Before starting court proceedings, a party must give written notice describing the dispute. A senior representative of each party must meet or confer in good faith within 10 business days and try to resolve it.
If unresolved after 20 business days, either party may propose mediation in Adelaide, South Australia, with costs shared equally.
Nothing prevents urgent injunctive relief, debt recovery for an undisputed amount or a complaint to a regulator.
27. General
Notices may be sent by email to the address in the order form or, for notices to Rigira, to hello@rigira.com.au. A notice is taken received when the sender’s system records successful transmission, unless the sender receives an error message. The Client may not assign the agreement without Rigira’s consent, which will not be unreasonably withheld. Rigira may assign the agreement as part of a genuine sale or restructure of its business by giving notice, provided this does not materially reduce the Client’s rights.
If a provision is invalid or unenforceable, it is read down where possible and otherwise severed. A failure to enforce a right is not a waiver. These terms, together with the accepted order form and referenced documents, form the entire agreement about the services.
The agreement is governed by the laws of South Australia and the parties submit to the courts of South Australia and courts entitled to hear appeals from them.
28. Contact
Rigira
Nnamdi Allen Onwuachumba ABN 54 266 985 226 trading as Rigira. 36 Vista Parade, Seaford Heights SA 5169.
Email: hello@rigira.com.au. Operational note: Each dental clinic engagement should also use a signed order form or statement of work stating the exact services, fees, minimum term, included usage, third party costs, service commencement date and any special data hosting requirements.
