Last Updated: 01 February 2026
Altra Health Ltd Master Services Agreement
This Master Services Agreement governs the provision of services by Altra Health Limited trading as Altra to the Customer. By executing an Order Form or accessing or using the Services, the Customer agrees to be bound by this Agreement.
1. Definitions
In this Agreement;
“Customer” means the legal entity purchasing access to the Services.
“Authorised Users” means employees, contractors, residents, family members or other individuals permitted by the Customer to use the Services.
“Services” means the Altra platform, including applications, content, modules, integrations and any related services provided by Altra.
“Customer Data” means all data uploaded, stored or processed by or on behalf of the Customer through the Services.
“Order Form” means any document agreed between the parties setting out pricing, subscription term and scope of Services.
“Subscription Term” means the duration specified in the applicable Order Form.
2. Scope of Services
Altra provides a software platform designed to support communication, engagement, content delivery and operational workflows within care environments. The Services may include modules such as messaging, activities, digital content, feedback tools and integrations with third party systems.
Altra acts solely as a technology provider. Altra does not provide care services, clinical advice, medical diagnosis or regulatory compliance services. The Customer remains solely responsible for all care decisions, safeguarding obligations and compliance with applicable laws and regulations.
Altra may update, enhance or modify the Services from time to time, provided such changes do not materially reduce the overall functionality of the Services during the Subscription Term.
3. Licence
Subject to the terms of this Agreement, Altra grants the Customer a non exclusive, non transferable, limited right to access and use the Services during the Subscription Term for its internal business purposes. The Customer may permit Authorised Users to access the Services in accordance with this Agreement.
The Customer shall not copy, modify, reverse engineer or create derivative works from the Services, nor use the Services for any unlawful purpose or make them available to any third party outside Authorised Users.
4. Customer Responsibilities
The Customer is responsible for ensuring that all Authorised Users comply with this Agreement and for maintaining the confidentiality and security of all account credentials. The Customer shall ensure that all information provided to Altra is accurate and kept up to date.
The Customer is solely responsible for ensuring that it has a lawful basis for collecting and processing all personal data uploaded to the Services, including obtaining any required consents from residents, families or staff. The Customer must ensure that its use of the Services complies with all applicable data protection, safeguarding and healthcare regulations.
5. Data Protection
The parties acknowledge that, for the purposes of applicable data protection law, the Customer acts as Data Controller and Altra acts as Data Processor.
Altra shall process Customer Data only on documented instructions from the Customer and solely for the purpose of providing the Services. Altra shall implement appropriate technical and organisational measures to protect Customer Data, taking into account the nature of the data and the risks involved.
Altra shall notify the Customer without undue delay upon becoming aware of a personal data breach affecting Customer Data and shall provide reasonable assistance to enable the Customer to meet its obligations under applicable data protection law. Altra shall also assist, where reasonably required, with data subject rights requests.
Details of processing, subprocessors and international data transfers are set out in the Data Processing Agreement, which forms part of this Agreement.
6. Data Ownership and Use
The Customer retains all rights, title and interest in and to Customer Data. Altra acquires no ownership rights in Customer Data.
Altra may use Customer Data solely to provide, maintain and improve the Services. Any use of data for product improvement shall be in anonymised or aggregated form such that individuals cannot be identified.
7. Data Retention and Deletion
Upon termination or expiry of the Agreement, the Customer may request a copy of its Customer Data for a period of 30 days. Following this period, Altra shall delete Customer Data within a reasonable timeframe unless retention is required by law.
8. AI and Automated Features
The Services may include features that generate content using automated or artificial intelligence systems. The Customer acknowledges that such outputs may be inaccurate, incomplete or unsuitable for specific purposes and must be reviewed before reliance.
Altra does not guarantee the accuracy of AI generated outputs and accepts no liability for decisions made based on such outputs. The Customer remains responsible for verifying all outputs, particularly where they relate to resident care, communication or records.
9. Service Levels and Support
Service levels, availability commitments and support response times are set out in a separate Service Level Agreement which forms part of the contractual relationship between the parties. In the event of any conflict between this Agreement and the Service Level Agreement, the Service Level Agreement shall apply in respect of service performance and support matters.
10. Fees and Payment
The Customer shall pay the fees set out in the applicable Order Form. Fees are invoiced in advance and are non refundable, except where required by law.
Subscriptions renew automatically for successive periods equal to the initial Subscription Term unless either party provides a minimum of 30 days notice of non renewal in accordance with the Order Form.
Altra may increase fees on renewal by providing reasonable prior notice. Any price changes will take effect at the start of the next renewal term.
11. Confidentiality
Each party agrees to keep confidential all information disclosed by the other party that is identified as confidential or would reasonably be understood to be confidential. Confidential information shall be used solely for the purposes of performing obligations under this Agreement and shall not be disclosed to third parties without consent, except where required by law.
This obligation shall survive termination of the Agreement.
12. Intellectual Property
Altra retains all rights, title and interest in and to the Services, including all intellectual property rights. No rights are granted to the Customer other than those expressly set out in this Agreement.
13. Third Party Services
The Services may integrate with or rely on third party systems. Altra is not responsible for the performance, availability or security of such third party services. The Customer’s use of third party services may be subject to separate terms.
14. Safeguarding and Use of the Platform
The Customer acknowledges that the Services are not designed as a safeguarding system and do not monitor or intervene in care situations. Altra has no obligation to review or act on content uploaded to the platform.
The Customer remains solely responsible for safeguarding duties, incident management and compliance with all relevant care standards and regulations.
15. Limitation of Liability
Nothing in this Agreement shall exclude or limit liability for death or personal injury caused by negligence, fraud or any liability that cannot be excluded under law.
Subject to the above, Altra’s total liability arising out of or in connection with this Agreement shall not exceed the total fees paid by the Customer in the 6 months preceding the claim.
Altra shall not be liable for any indirect, consequential or incidental damages, including loss of profits, loss of data or business interruption.
16. Indemnification
The Customer shall indemnify and hold harmless Altra against any claims arising from the Customer’s misuse of the Services, breach of this Agreement or unlawful processing of data.
Altra shall indemnify the Customer against claims that the Services infringe third party intellectual property rights, provided that the Customer complies with this Agreement and promptly notifies Altra of any such claim.
17. Term and Termination
This Agreement commences on the start date specified in the applicable Order Form and continues for the Subscription Term set out therein.
The Agreement will automatically renew for successive periods equal to the initial Subscription Term unless either party provides written notice of non renewal in accordance with the notice period specified in Clause 10.
The Customer may terminate this Agreement by providing written notice in accordance with the agreed notice period. Termination will take effect at the end of the then current Subscription Term unless otherwise agreed in writing.
Altra may terminate this Agreement for convenience by providing at least 10 days written notice to the Customer.
Either party may terminate this Agreement immediately by written notice if the other party commits a material breach of this Agreement and fails to remedy that breach within 30 days of receiving notice. A material breach includes, but is not limited to, non payment of fees, unlawful use of the Services, or breach of data protection obligations.
Either party may terminate this Agreement immediately if the other party becomes insolvent, enters liquidation, examinership or administration, or ceases to carry on business.
Upon termination or expiry of this Agreement, all rights granted to the Customer under this Agreement shall cease immediately and the Customer shall stop all use of the Services.
Following termination, the Customer may request access to and export of Customer Data for a period of 30 days in accordance with Clause 7. After this period, Altra will delete Customer Data in accordance with its data retention obligations unless required to retain it by law.
Termination of this Agreement shall not affect any rights or obligations that have accrued prior to the effective date of termination, including any obligation to pay outstanding fees.
18. Force Majeure
Neither party shall be liable for failure to perform its obligations due to events beyond its reasonable control, including natural disasters, acts of government, labour disputes or failures of infrastructure.
19. Assignment
The Customer may not assign this Agreement without prior written consent from Altra. Altra may assign this Agreement to an affiliate or in connection with a merger, acquisition or sale of assets, provided that such assignment does not materially reduce the Customer’s rights.
20. Governing Law
This Agreement is governed by the laws of Ireland.
21. Entire Agreement
This Agreement, together with any Order Forms, the Data Processing Agreement and the Service Level Agreement, constitutes the entire agreement between the parties and supersedes all prior agreements relating to its subject matter.
22. Contact
For any questions relating to this Agreement, the Customer may contact Altra at [email protected].