This Services Agreement (Agreement), dated 03-Jul-2014, is made by and
between Doctree Health Infoservices Pvt Ltd a company incorporated under the Indian Companies Act, 1956 and having its registered office #13, Serpentine Street, Richmond Town, Bangalore - 560025 (Company) and Dr. Chandrashekar Belludi ( hereinafter referred as service provider) Company and the Service Provider are also sometimes collectively referred to as "the Parties" and individually as "the Party". WHEREAS, Service Provider specializes in Physiotherapy; and WHEREAS, Company desires to empanel the Service Provider for providing services (See Annexure I) to the prospective patients who will approach the Service Provider based on the information of the Service Provider displayed in the website of the Company . NOW, THEREFORE, in consideration of the promises and mutual agreements herein, Company and Service Provider agree as follows: 1. Service Agreement : Service Provider will provide the services and will perform the obligations detailed in Annexure I hereto. 2. Representation and Warrants : Service Provider represents and warrants that:- (a) It has the appropriate licenses, authorizations, skill and expertise to provide the Services; (b) It and its Resources shall provide the Services, at a minimum, in a timely, workmanlike and professional manner and in accordance with best practices in the related industries; 3. Confidentiality : Service Provider shall not disclose: (i) Any of the confidential information concerning the clients, customers business, accounts, finance or contractual arrangements or other dealing transactions or affairs of Company and its affiliates of which the Service Provider or Service Providers Employees become aware in the course of providing the services; (ii) The Materials or the substances of any report, recommendation of the Company 4. Intellectual Property Rights : All materials originally developed and supplied by the Company to Service Provider pursuant to this Agreement, either individually developed by the Company or jointly developed with Service Provider, shall be owned exclusively by Company. 5. Indemnification : Service Provider shall indemnify and hold Company and its affiliates, and their clients, employees and agents, harmless from and against any claims, demands, losses, damages, liabilities, costs or expenses arising out his treatment or dealing in any manner whatsoever, with the prospective patient. 6. Code of Business Ethics : Company is committed to conducting its business free from unlawful, unethical or fraudulent activity. Service Providers are expected to act in a manner consistent with the ethical and professional standards. 7. Termination : Either party may terminate this Agreement immediately upon written notice to the other party if the other party materially breaches its obligations under this Agreement and fails to cure such breach within thirty (30) days after written notice of such breach. 8. Arbitration and Dispute Redressal : In case of any dispute between the parties to this agreement, the matter shall be referred to and be settled by arbitration. Both the parties will appoint one arbitrator by mutual consent, who will decide on the dispute and give his verdict within 15 days. Any dispute arising out of this agreement will be subject to Bangalore jurisdiction only. 9. Force Majeure : Neither the service provider nor COMPANY shall be liable to the other for any failure to fulfill its obligation under the contract if such a failure is caused by circumstances beyond reasonable control. ANNEXURE I Services / Obligations / Responsibilities 1. To prepare and provide complete information on specialty / procedures he/she specialises 2. To provide informations on the places/ locations where he/she is carrying on Practices 3. To provide all the credentials including experience 4. To provide details on Timing Slots and days of his availability for updating in the website. 5. To provide the price quote package for the primary procedures to be undertaken by him which shall be displayed on the website. 6. To define clearly the inclusions and exclusions in the primary procedure price which shall be displayed on the website 7. To ensure that the primary procedure price quoted are categorized based on the various hospital he is practicing and the ward category. 8. To provide the validity period for the quoted price 9. To negotiate with hospitals on prices so that the above price quote is inclusive of the hospital charges too 10. To communicate promptly if there is any revision in the procedure price before surgery 11. To individually manage any complications arising out of the medicinal treatment including any financial/legal issues. The service provider shall undertake all discussion with the hospital management for closing such issues and DocTree (the company) shall not be responsible for the same at any point of time. 12. To ensure preference is given to prospective patients coming through Doctree DocTree in terms of appointment and procedures to enable high patient satisfaction . 13. To provide inputs on any other significant issue related to price quote and DocTree business model