BETWEEN: (Name of the Hospital), a (nationality of the company) company (hereinafter referred to as the Principal), located at:
(Address of the Hospital)
AND: Global Tourism Limited, a UK company (hereinafter referred to as the Agent), located at:
42 Colebrooke Row
Whereas the Principal is in the business of the supply of healthcare services and wishes to appoint the Agent to identify prospective Patients and introduce them to the Principal and its services. The Agent is in the business of providing new referral contacts to the Principal and agrees to assist the Principal with such services as an independent external agent under the terms and the conditions set forth in this Agreement.
NOW THERFORE IT HAS BEEN AGREED AS FOLLOWS:
Article 1 Subject
1. The Principal hereby appoints the Agent as its non-exclusive external agent and the Agent hereby agrees to provide independent referral services to the Principal in the field of healthcare industry.
2. The Principal shall provide all relevant information about the prospective treatment and its price, and the Agent shall completely provide this information to the prospective Patients.
3. The Agent shall carry out its services as specified in the present Referral Agreement.
4. The Agent shall have no liability or responsibility for any future issues and/or medical complications the Patient may face, caused by the Principal or any representatives of it, such as doctors or experts.
Article 2 Duration and Termination
1. This contract (hereafter the Agreement) shall enter into force for X months/years on (starting date of the agreement).
2. The present Agreement may be terminated by each party with THIRTY (30) days advance written notice sent by registered mail, which takes affect the third working day following the date of mailing.
3. In the event that the serious misconduct or serious fault is of such a nature that it renders impossible the definitive continuation of any professional relationship, the aggrieved party shall have the right to terminate the Referral Agreement at once, without notice or indemnity, by sending a registered letter to the other party in which the termination is effected and by sending, also by registered mail, within seven (7) days thereof the facts or reason justifying such termination for cause.
Article 3 Commission of the Agent
1. The Agent qualifies for a commission fee upon the discharge of the referred patient, if the patient paid the entire price for the treatment he had received.
2. The Principal shall pay the Agent a one-time commission fee of TWENTY (20%) percent of the pound sterling amount paid by the Patient to the Principal, for each actual Patient that arises directly from the referral services performed by the Agent.
2. The following shall be excluded from referral fees:
Any patient of the Principal that were/are obtained without the assistance of Agent or because of a future relationship Agent may have with the Principal’s patients; or
Any patients referred by the Agent but failed to execute a statement of work within sixty (60) days of the Principal receiving the referral fee claim.
3. After the calculation of the commission amount, the Agent will send a commission invoice to the Principal.
4. The Principal shall pay the referral fee to the bank account stated in the invoice in TEN (10) working days after the date of the invoice received by the Principal. The invoice will be sent after when the patient paid the entire price for the treatment he received.
Article 4 Conditions of Performance of Services
1. The Agent shall perform the services in a completely independent manner and under its sole responsibility. The Agent cannot commit or otherwise bind the Principal unless specifically authorised by the Principal. The services provided under this contract shall be rendered by the Agent, via its President or via any other person designated by the Agent subject to the prior express approval of the Principal.
2. The Agent shall perform the services conscientiously and shall devote his best efforts and abilities thereto, at such time during the term thereof, in such manner as the Principal and the Agent shall mutually agree.
3. The Agent shall perform his activities under the present Agreement on an entirely independent basis and will never act or consider himself as an employee the Principal.
Without prejudice to its general obligation of proper performance of the services, the Agent shall be able, with complete freedom and independence, to organise its activities and shall only have to render account of the specific duties or services accomplished under the present Agreement, but shall not be required to account for his working methods. The Principal shall never exert over the Agent any part of authority, which an employer is normally vested with.
The Agent is solely responsible for the payment of the social security contributions and tax obligations, with respect to the fees paid under the present Agreement.
4. This Referral Agreement is non-exclusive. The Principal is free to appoint other agents in the Agent’s field of referral and the Agent retains the right to provide similar services to other parties.
Article 5 Copyright / Confidentiality
1. Both the Agent and the Principal acknowledge that during the course of the referring activities within the framework of this Agreement confidential information regarding the other party may be exchanged between the contracting parties. Each party shall keep secret and confidential all such information during the course of the Agreement and after the termination of this Agreement. Neither party shall use such information other than for this Agreement. Both parties agree that the patient’s medical information is confidential.
2. Any violation of the secrecy obligation during the course of the present Agreement may be considered as a cause justifying immediate termination of the present Agreement, without notice and without prejudice to the right to claim damages.
3. Upon termination of this Agreement each party shall return all documents of whatever nature, notes, reports, letters and faxes relating to the other party which he has received for the execution of the present Agreement.
Article 6 Assignment
No party to this Agreement may assign or delegate any of its/his right, duties, powers or responsibilities thereunder without prior consent of the other party, given in writing.
Article 8 Notice
All notices to be given under this Agreement, except in case of termination, shall be made by registered mail or by courier to the address of each party.
Article 9 Severance and Public Restrictions
If any provision of this Agreement is declared void or unenforceable by any judicial or administrative authority, this shall not nullify the remaining provisions of this Agreement, provided that the cancellation of such provision does not substantially alter the economic interest of either party in the continued performance of this Agreement.
Article 10 Governing Law and Jurisdiction
This Agreement is governed and interpreted in accordance with the laws of the United Kingdom. Any dispute arising in connection with this Agreement and which cannot be settled on an amicable basis shall be submitted to the exclusive jurisdiction of Courts of the UK.
Article 11 Prior Agreements
This Agreement constitutes the entire agreement between the parties relative to the matters referred to herein and supersedes any other agreement, whether oral or writing, which may have existed between the Client and the Consultant. Any modification or amendments of this Agreement shall be in writing and shall become effective if and when signed by both parties. Executed in two (2) original copies, each party acknowledging having receipt of one original copy,
Signed for and on behalf of (name of the Principal)
Signed for and on behalf of Global Tourism Limited