AGREEMENT FOR PROVISION OF MANAGED HEALTHCARE SERVICES

ANCHOR HMO INTERNATIONAL COMPANY LIMITED, a company incorporated under the Laws of Nigeria duly registered as a Health Maintenance Organization and having its registered office at Goldcrest Mall, KM 23, Ikota 1st Gate, Lekki-Epe Expressway, Lagos (here-in-after referred to as“ANCHOR HMO”) which expression shall include its successors in title and assigns of the one part

 ANCHOR HMO INTERNATIONAL COMPANY LIMITED is incorporated in Nigeria to run a managed healthcare scheme for selected individuals, groups and families in Nigeria, by providing pre-paid healthcare services through its network of healthcare providers.

 The Individual is interested in participating in the healthcare scheme managed by ANCHOR HMO and ANCHOR HMO has agreed to register The Individual as a member of the scheme and provide the following under-listed medical services for The Individual, and their qualified dependants (where applicable)

NOW THIS AGREEMENT WITNESSETH AND IS HEREBY AGREED AS FOLLOWS: –

In consideration of the sum per plan as chosen by The Individual, made payable in advance on the commencement of this Agreement to ANCHOR HMO for the period of 1 (one) year and renewable thereafter for agreed periods, the parties hereby agree to the terms hereinafter appearing:

CLAUSE 1 – DEFINITIONS

In this Agreement unless the context otherwise requires,

“ANCHOR HMO Plans” means the various categories of healthcare services in schedule 1 of this Agreement.

“Health Maintenance Organization” means ANCHOR HMO.

“Listed Medical Services’ means Details of medical coverage listed under each ANCHOR HMO plans.

“Policy” means the ANCHOR HMO Scheme to which The Individual has subscribed.

“Primary Healthcare Provider” means Non-Specialist Providers of basic or primary health care on ANCHOR HMO’s network.

“Qualified Dependants’ means an Individual’s spouse and four biological children up to the age of twenty-one years.

“Members” means dependants of The Individual who are registered on the scheme and are entitled to receive care based on the selected health plan.

CLAUSE 2 – APPOINTMENT:

2.1 The Individual hereby appoints ANCHOR HMO as its Health Maintenance Organisation for the provision of medical care to him/her-self (and qualified dependants, where applicable). The services covered under this Agreement are more specifically described by the ANCHOR HMOplan(s). This Agreement however excludes the services and conditions listed in the attached in the terms & conditions.

2.2 ANCHOR HMO has agreed to act as the Health Maintenance Organisation in relation to the provision of healthcare related services of The Individual and his/her qualified dependants as described by the Healthcare Plan subscribed to by The Individual and his/her dependants.

CLAUSE 3 – DURATION

3.1 This appointment shall be for a period of 12 (twelve) months but shall be determinable nevertheless at the option of either party by giving three months’ notice in writing.

3.2 This Agreement may be renewed for additional twelve month periods after the initial period of appointment by means of an endorsement or other instrument in writing agreed by both parties.

CLAUSE 4 – COVENANTS BY THE INDIVIDUAL:

4.1 In consideration of the sum per plan, made payable in advance on the commencement of this Agreement to ANCHOR HMO for the period and renewable thereafter for agreed periods, the parties hereby agree to the terms hereinafter appearing.

4.2 The Individual further undertakes to promptly notify ANCHOR HMO in writing of its choice of Plan/ Plans and make payments according to premium of benefits and plans selected.

4.3 To register him/her-self and all eligible dependants with ANCHOR HMO immediately on an appropriate plan that has been selected by The Individual from the ANCHOR HMO Plans. The providers on the HMO network shall not attend to The Individual and/or his/her qualified dependants, where applicable, not registered on the list provided by The Individual.

4.4 To ensure that him/her-self and all registered members complete the personal data form and provide all necessary information as well as passport photographs for those to be registered on the scheme.

4.5 To advise his/her registered members of all their entitlements, rights and medical limits as contained under the Healthcare Plan selected

4.6 To ensure that him/her-self and all registered members select a primary healthcare provider from the list of providers.

4.7 The Individual and/or his/her beneficiaries shall not directly or indirectly attend or visit any other clinic/Hospital not on ANCHOR HMOs provider list without the prior knowledge, consent or advice of ANCHOR HMO and shall provide all the requisite medical information when a life threatening emergency necessitates such.

4.8 THE INDIVIDUAL undertakes that the terms and conditions, plan benefits, details and documents have been read and understood.

CLAUSE 5 – COVENANTS BY ANCHOR HMO:

5.1 To provide a list of its network of Providers to enable members register on the scheme.

5.2 To provide all members with membership identification cards and necessary registration documents.

5.3 To inform The Individual and the registered members on the scheme of the benefits what they are entitled to at the commencement of each policy.

5.4 To ensure that all The Individual and his/her dependants registered under the scheme have access to and receive adequate medical care from their selected providers according to the benefits of the selected healthcare plan

5.5 To inform The Individual of any adverse medical conditions insofar as they do not violate the confidential responsibility of the doctor to the patient

CLAUSE 6 -BINDING EFFECT AND ASSIGNMENT

This Agreement shall be binding upon and inure to the benefit of the parties hereto; provided, however, that The Individual shall not assign all or any part of its rights and obligations hereunder without the prior written consent of ANCHOR HMO and such consent shall not be unreasonably withheld.

No assignment by The Individual, with or without ANCHOR HMO’s consent, will relieve him/her-self and dependants from any of its obligations under this Agreement.

CLAUSE 7 – ENTIRE AGREEMENT

This Agreement, including the terms and conditions, constitutes the entire Agreement between the parties and supersedes any prior agreement. This agreement may not be amended, supplemented or modified and no provision hereof may be waived except by an instrument in writing signed or initialled by an authorized representative of each party.

CLAUSE 8 – HEADINGS

The headings of the articles, sections, and subsections are for reference only and shall in no way restrict or otherwise modify any of the terms or provisions hereof.

CLAUSE 9 – NON-DISCLOSURE

ANCHOR HMO agrees to keep strictly confidential, all information that should be kept as such, but not limited to medical records, conversation and health history and will not, without The Individual’s express written authorization, use, sell, market, or disclose any confidential information to any third person, firm, corporation, or association for the purpose.

CLAUSE 10 – CONFIDENTIAL INFORMATION

Any and all information and data supplied to providers by The Individual and his/her dependants including medical conditions, customer data, health records are highly confidential in nature and shall be and remain wholly proprietary to The Individual and dependants. ANCHOR HMO agrees, during the term of this Agreement and after its expiration to keep such information and data in the strictest confidence and to refrain from disclosing any portion thereof to any third party and not to use or permit any other person to use such information other than for the benefit of members, except as may be authorized by The Individual in writing. ANCHOR HMO’s obligation of confidence with respect to any information shall terminate when that information becomes public knowledge, as confirmed in writing by members.

CLAUSE 11 -TERMINATION

In addition to the right of determination declared in clause 3, either party shall be entitled to terminate this Agreement, without any payment, compensation or damages, if the other party is found guilty of any serious misconduct or material or persistent breach of any of the terms and conditions of this Agreement, if the bankruptcy order is made against it or it compounds with or enter into any voluntary agreement with creditors, or is convicted of any criminal offence. This will not prejudice any other rights or remedies, which the party may have against the other party. In addition, either party can terminate the Agreement by giving good reason(s) and a three-month notice in writing to expire at the end of the quarter following the date of notice.

CLAUSE 12 – LIABILITY

ANCHOR HMO shall not be liable for claims or damages arising out of the negligence or inability of The Individual or his/her registered dependants to comply with the guidelines of the ANCHOR HMO Scheme.

CLAUSE 13 – ARBITRATION

i. Any dispute arising out or in connection with this Agreement, which cannot be settled amicably between the parties shall be referred to Arbitration in accordance with the procedure specified in the Arbitration and Conciliation Act CAP 19 of the laws of the Federal Republic of Nigeria 1990 or any statutory modification in force for the time being

ii. The Arbitration shall consist of three Arbitrators, two of whom shall be appointed by each party and the third chosen by mutual consent of the first two Arbitrators. The third Arbitrator so chosen by mutual consent of the first two Arbitrators shall act as umpire of the Arbitrators.

iii. Should either party neglect or refuse to appoint an Arbitrators within 21 (twenty-one) days of being required to do so by the other party stating that a dispute has arisen, the only appointed Arbitrator may then make a final decision and this shall be final and binding on both parties.

iv. The right to arbitrate disputes or claims under this Agreement shall survive the termination of this Agreement.

CLAUSE 14 – GOVERNING LAW

i. This Agreement shall be read and so construed in accordance with the Laws of the Federal Republic of Nigeria.

ii. This Agreement shall be binding upon and inure to the benefit of the parties, their successors and assigns.

IN WITNESS WHEREOF the parties have hereunto set their hands and seal the day and year first above written.