T & C HEALTH HALTHCARE

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These terms and conditions ("Terms'') between you ("Medical Practitioner'') and Cognate Health Services Private Limited, a company incorporated under the Companies Act, 2013 of India, having its corporate office at Plot No: Y 9-10 2ND FLOOR VIPIN GARDEN MAIN NAZAFGARH ROAD NEW DELHI-110059 ("COGNATE HEALTH SERVICES'') governs the inclusion of the Medical Practitioner in the list of Doctors/Hospitals/Laboratories authorized to provide medical services at lower costs for the benefit of individuals/groups enrolled with COGNATE HEALTH SERVICES ("COGNATE HEALTH SERVICES Member(s)'').

COGNATE HEALTH SERVICES is in the business of providing various health benefit offers to persons holding valid membership card of COGNATE HEALTH SERVICES ("COGNATE HEALTH SERVICES Card'') for a societal cause, including inter alia helping facilitate access to quality health care, promoting preventive health care in India and helping save on health costs through its network of voluntarily participating Medical professionals / Dentists / Pharmacies / Hospitals, other medical practitioners / vendors who are independent practicing professionals and third party health service providers

The Medical Practitioner is a doctor registered with the Medical Council of India / state medical council, duly qualified to practice medicine as per the rules of such council and holds a valid certificate of accreditation granted by COGNATE HEALTH SERVICES stating that the Medical Practitioner has been added to the list of doctors authorized to provide health care benefits to COGNATE HEALTH SERVICES Members ("COGNATE HEALTH SERVICES Accreditation'') at a price which is less than the price charged by him to non-COGNATE HEALTH SERVICES Member. COGNATE HEALTH SERVICES takes into consideration its internal guidelines and geographical conditions prior to grant of COGNATE HEALTH SERVICES Accreditation to medical practitioners.

The Terms are intended specifically for promotion of preventive health care and provision of medical facilities at reasonable rates for a societal clause.

ROLE AND RESPONSIBILITY OF THE MEDICAL PRACTITIONER

- The Medical Practitioner shall provide medical consultations, treatments, testing etc. ("Medical Facilities'') to the COGNATE HEALTH SERVICES Members at reasonable rates as agreed upon by COGNATE HEALTH SERVICES and the Medical Practitioner ("COGNATE HEALTH SERVICES Member Rates'').

- The Medical Practitioner shall be required to charge the COGNATE HEALTH SERVICES Member Rates from persons holding a valid and active COGNATE HEALTH SERVICES Card. The Medical Practitioner may cease charging the COGNATE HEALTH SERVICES Member Rates in the event of expiry of the COGNATE HEALTH SERVICES Card of any person.

- The Medical Facilities provided to COGNATE HEALTH SERVICES Members shall in no event be of a lower quality or degree of care than the similar services provided to any other patient/customer of the Medical Practitioner. The Medical Practitioner shall not refuse to render the Medical Facilities to any COGNATE HEALTH SERVICES Member.

- The Medical Practitioner shall at all times hold all statutory/mandatory licenses, permits or approvals of the concerned authorities under or as per the existing laws.

- The Medical Practitioner shall ensure that the certificate of COGNATE HEALTH SERVICES Accreditation is prominently displayed in his/her clinic and clearly visible from the reception/client waiting area.

UNDERTAKINGS OF THE MEDICAL PRACTITIONER

- The Medical Practitioner shall not charge rates other than or in excess of the COGNATE HEALTH SERVICES Member Rates for provision of Medical Facilities to any COGNATE HEALTH SERVICES Member for commercial reasons or for promoting the clinic/practice of the Medical Practitioner. In the event of any dispute as to overcharging and/or quantum of charges, the Medical Practitioner shall resolve the same directly with the COGNATE HEALTH SERVICES Member. COGNATE HEALTH SERVICES shall not be liable or responsible in any manner whatsoever for any dispute arising due to such overcharging or any other dispute arising between the Medical Practitioner and the COGNATE HEALTH SERVICES Member.

- The Medical Practitioner shall not ask any COGNATE HEALTH SERVICES Member to undergo consultation/treatment or obtain any facility covered under the Medical Facilities from any third party by paying any charges in excess of the COGNATE HEALTH SERVICES Member Rates unless, in the reasonable expert opinion of the Medical Practitioner, such external facility is required in case of a specific COGNATE HEALTH SERVICES Member.

- The Medical Practitioner shall not provide any facilities to any COGNATE HEALTH SERVICES Member in any medical field which is not (i) part of his/her medical expertise; (ii) the purpose for which COGNATE HEALTH SERVICES has referred the Medical Practitioner to the COGNATE HEALTH SERVICES Member; or (iii) for which it has not received COGNATE HEALTH SERVICES Accreditation. However, in case of an emergency of any kind, the Medical Practitioner shall provide necessary treatment to stabilize the COGNATE HEALTH SERVICES Member and transport him/her safely to nearest recognized hospital.

- Other than in an emergency situation, the Medical Practitioner shall not refer any COGNATE HEALTH SERVICES Member to any other doctor / hospital, including any other doctor/hospital having received due COGNATE HEALTH SERVICES Accreditation, without the prior permission of COGNATE HEALTH SERVICES.

- The Medical Practitioner shall not advertise, make any commercial publicity or endorsements projecting the name of COGNATE HEALTH SERVICES or the services provided by COGNATE HEALTH SERVICES, except display of the certificate of COGNATE HEALTH SERVICES Accreditation as stated above. Medical Practitioner should ensure that their association with COGNATE HEALTH SERVICES is not used for any commercial interest. COGNATE HEALTH SERVICES Accreditation is granted only for a societal cause. Neither COGNATE HEALTH SERVICES shall take or give any commission or fees from/to the Medical Practitioner, directly or indirectly. Any Medical Practitioner found to be doing so, shall be terminated or de-empanelled from the COGNATE HEALTH SERVICES Accreditation.

- The Medical Practitioner shall at all times obtain and sustain high quality and standard of its services and healthcare. The Medical Practitioner shall at all times adhere to the code of conduct and other applicable conditions prescribed for medical practitioners under the Indian Medical Council Act, 1956 and the Indian Medical Council (Professional conduct, Etiquette and Ethics) Regulations, 2002 as amended from time to time.

- The Medical Practitioner agrees and acknowledges that the Medical Practitioner shall not infringe any applicable law, by-law or guidelines of any statutory or other authority or the rights, contractual or otherwise, of any third party.

INDEMNITY

- The Medical Practitioner hereby agrees that any liability arising due to any default or negligence in providing or performance of the Medical Facilities shall be borne exclusively by the Medical Practitioner who alone shall be responsible for the defect and / or deficiencies in rendering such Medical Facilities.

- The Medical Practitioner shall at all times, indemnify and keep indemnified COGNATE HEALTH SERVICES, its present and former officers, directors, employees, agents and affiliates against all actions, suits, claims and demands brought or made against it in respect of anything done or purported to be done by the Medical Practitioner in connection with the responsibilities or services under these Terms and against any loss or damage caused to COGNATE HEALTH SERVICES in consequence of any action or suit being brought against COGNATE HEALTH SERVICES, along with the Medical Practitioner or otherwise, for anything done or purported to be done in the course of the performance of services under these Terms.

- COGNATE HEALTH SERVICES shall have the right to participate as a party, along with the Medical Practitioner or otherwise, in all actions, suits, claims and demands brought or made against it in respect of anything done or purported to be done by the Medical Practitioner in connection with any of the services under these Terms.

TERMINATION OF ENGAGEMENT

- COGNATE HEALTH SERVICES shall have the right to terminate the engagement of such Medical Practitioner with immediate effect in the following circumstances:

- The Medical Practitioner fails to provide any or all of the Medical Facilities for which it has been given COGNATE HEALTH SERVICES Accreditation; or

- The Medical Practitioner, in the opinion of COGNATE HEALTH SERVICES, has engaged in corrupt or fraudulent practices in relation to these Terms.

- The engagement of the Medical Practitioner shall automatically stand terminated in the event(s) of (i) demise of the Medical Practitioner; and/or (ii) in the event of winding up/liquidation of COGNATE HEALTH SERVICES.

- On termination of the engagement of the Medical Practitioner, the COGNATE HEALTH SERVICES Accreditation conferred on the Medical Practitioner shall automatically stand revoked as of the date of such termination.

MISCELLANEOUS

- The Medical Practitioner hereby represents and warrants that the provision of the Medical Facilities to COGNATE HEALTH SERVICES Members does not and shall not infringe any applicable law, by-law or guidelines of any statutory or other authority or the rights, contractual or otherwise, of any third party.

- If any provision of these Terms is or becomes, in whole or in part, invalid or unenforceable but would be valid or enforceable if some part of that provision was deleted, that provision shall apply with such deletions as may be necessary to make it valid.

- COGNATE HEALTH SERVICES reserves the right to modify these Terms from time to time and it shall be the responsibility of the Medical Practitioner to keep himself/herself updated with the Terms.

- These Terms shall be governed by the laws of India, and the courts at New Delhi shall have exclusive jurisdiction over any dispute arising out of these Terms.

- The COGNATE HEALTH SERVICES Member may contact COGNATE HEALTH SERVICES in case of any complaint/issue in relation to the provision of Medical Facilities by the Medical Practitioner. COGNATE HEALTH SERVICES acknowledges its availability at all times for the receipt of such complaint/issue and hereby agrees to provide, to the best of its endeavors, a remedy to the complaint/issue. COGNATE HEALTH SERVICES does not encourage use of any public media or forum for the purposes of publicizing such complaint/issue.

CONGNATE

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