BACKGROUND

Annomo Health Africa operates a Concierge Services Medical Practice known as SilverCare providing certain professional medical services as well as certain additional services, enhancements and amenities to the Members and Non-Members who have subscribed to and enrolled in the SilverCare and in connection therewith has entered into Concierge Services Agreement with Annomo Health Africa.

You are obliged to provide correct personal details when you apply for Membership or services. Failure to do so may invalidate your Membership and any subsequent transactions. Your responsibility to provide accurate information is a continuing obligation and you must notify Annomo Health Africa promptly in the event that any information provided by you in connection with your Membership or service required changes.

DETAILS AND PRIVACY

Your Membership is personal to you. You are responsible for ensuring that no one (other than your personal assistant or designated family member on your behalf, where applicable) uses your Membership.

We will take all steps reasonably necessary to ensure that your data is treated securely Please note that all information you provide to us is stored on our secure servers. Any payment transactions carried out by us or a chosen third-party provider of payment processing services will be encrypted using Secured Sockets Layer technology.

In order to induce each other to enter into the Agreement, in consideration of the mutual promises and undertakings set forth in the Membership Agreement and these Terms and for other valuable consideration, receipt and sufficiency of which are hereby acknowledged by the Parties, and intending to be legally bound, the Parties hereby mutually agree as follows:

PROGRAM SERVICES

(a) Annomo Health Africa agrees to provide Members certain enhancements and amenities to professional medical services to be rendered by SilverCare to Members, as further described in Schedule 1 to these Terms. SilverCare provides non acute services, if a problem arises that is life or limb-threatening you should be rushed to a hospital before contacting SilverCare.

(b) Members agrees to bear sole financial responsibility for the Membership Fee and agree not to submit to members’s personal insurer, health plan or governmental entity any bill, invoice or claim for payment or reimbursement of such Membership Fee.

(c) Annomo Health Africa will separately charge Members or Members’s representatives for medical, clinical, diagnostic or therapeutic services rendered by SilverCare to Members, and Members may seek payment or reimbursement from Members’s personal insurer or health plan for any such service to the extent covered by Members’s insurer, health plan or governmental entity.

(d) Members understand, agrees and covenant that this Agreement is a service contract, and not a contract for insurance.

DESIGNATED CONCIERGE

Annomo Health Africa will designate a clinician communicated via email, telephone or in person to render medical services to Members(s) in accordance with the Membership Agreement and these Terms. Members will be provided a direct email and telephone number for their designated concierge. Members understands and acknowledges that their chosen clinician may not be available from time to time and may designate in short term a replacement of equal standard who will be allowed access to Members’s medical history and course of care to attend to Members’s medical care needs, with 14 days prior notice.

TERM

Unless earlier terminated as set forth in Section 7 (below), the initial term of the Agreement shall be for one year, commencing on the effective date of the Membership Agreement (the “Effective Date”) and terminating on the day following the first anniversary of the Effective Date (the “Initial Year”). Thereafter, the Agreement shall automatically renew for successive one-year periods (each, a “Renewal Year”), unless either party notifies the other party in writing, not less than 30 days prior to the expiration of the Initial Year or the Renewal Year, as applicable, of such party’s decision not to renew the Agreement. However, the Agreement will not automatically renew if the Members is not current in all their financial obligations to Annomo Health Africa .

MEMBERSHIP FEE

Members agree to and shall pay the Membership Fee as provided in the Membership Agreement. Unless this Agreement is not renewed, as provided in Section 4 (above), subsequently, the Members will be billed for the Membership Fee for each Renewal Year prior to the beginning of each Renewal Year, and the Members agrees to pay the invoiced Membership Fee within 30 days after the date of the invoice.

You acknowledge that your payment of the first months membership fee constitutes your express request for us to begin to supply you with the Services

In order to facilitate the administration of the SilverCare and the Membership Services, Annomo Health Africa hereby appoints Annomo Health Africa  to perform all billing and collections functions associated with the Membership Fee. Accordingly, Members agree to submit all payments of Membership Fees to Annomo Health Africa  as follows: Annomo Health Africa , 6 Broadstreet, Lagos, Nigeria Tel: +44 7908232616 (www.annomohealthafrica.com). Any checks for payment of the Membership Fees shall be made payable to, and any credit card payments shall be processed by Annomo Health Africa  Health.

ELECTRONIC COMMUNICATION

( a ) Unless advised otherwise in writing, Members authorizes Annomo Health Africa and Annomo Health Africa’s staff and designees to communicate with Members by Electronic Communication regarding Members’s personal health information (PHI) at Members’s e-mail address shown on the signature page of this Agreement. Electronic Communication includes but is not limited to cell phone, email and text.

( b ) Members acknowledge and agrees that: (i) Electronic Communication may not be a secure medium for sending or receiving PHI; (ii) although the Annomo Health Africa and Annomo Health Africa’s staff and designees will make reasonable efforts to keep Electronic Communication among Members, the Annomo Health Africa and Annomo Health Africa  Health Limited’s designee(s) (and their employees, agents and representatives) confidential and secure by means of encrypted messages and emails, Members understand that they cannot assure or guaranty the confidentiality of Electronic Communication; (iii) in the discretion of Annomo Health Africa, Electronic Communication may be made a part of Members’s permanent medical record; and (iv) Electronic Communication is not an appropriate means of communication regarding emergency or other time-sensitive issues or for inquiries regarding sensitive information.

( c ) Members further acknowledge and agrees that: (i) Members will not use Electronic Communication for communications regarding emergencies or other time-sensitive issues, or for communication regarding sensitive information; (ii) If Members do not receive a response to Members’s Electronic Communication message within three (3) hours (or such longer time as Members indicates in the Electronic Communication), Members will use another means of communication to contact the Annomo Health Africa or appropriate representative; (iii) Members will include Members’s full name and a short description of the subject matter of the Electronic Communication (e.g., “prescription refill”, “medical advice”, “billing question”) in the “Re” or “Subject” line of the Electronic Communication; (iv) When responding to an Electronic Communication from the Annomo Health Africa or Annomo Health Africa  Health Limited’s staff or representative, Members will use “Reply with History” to ensure that the recipient is aware of the previous communication; and (v) Neither Annomo Health African or any of Annomo Health Africa  Health Limited’s agents, consultants or representatives will be liable to Members for any loss, damage, cost, injury or expense caused by, or resulting from: (i) a delay in response to Members due to technical failures, including, but not limited to, technical failures attributable to internet service provider, power outages, failure of electronic messaging software, failure by Annomo Health Africa, or any of Annomo Health Africa’s agents, consultants or representatives to properly address Electronic Communication messages, failure of computers or computer network, or faulty telephone or cable data transmission; (ii) any interception of Electronic Communication by a third party; or (iii) Members’s failure to comply with the guidelines regarding use of Electronic Communication set forth in this Section 6.

( d ) Annomo Health Africa .health is registered with the Information Commissioner’s Office (ICO) and adheres to the requirements of the Data Protection Act 1998. We will not disclose personal data to any third party without a member’s express consent, unless in a medical emergency where it may be deemed in the member’s best interest. In such cases, we stringently adhere to published General Medical Council guidance on the use of personal data. Under the Data Protection Act 1998, all members have the right to request details of their personal data held by us

PERSONAL INFORMATION
We may collect the following type of data from you:

Name

Date of Birth

Gender

Ethnic origin and race

Sexual orientation

Nationality

Home Address

Email address

Telephone number

Mobile number

Health data, including diagnosis, full medical history (including family history), surgical history, medication use, sexual history and test results

Financial data such as credit or debit card information, account details and transaction data Usage data

How we collect information

Information you give us
Contacting us via our website
Contacting us via telephone
Corresponding with us via email or post
When you contract with us and fill out our client form When you pay for our services

When we meet with you in person Information we collect about you: By visiting our website

How we use your personal data

We take your privacy very seriously and only collect data in the performance of a contract with you, to secure our legitimate interests (such as securing payment for our services) or with your explicit consent. We collect and store your personal data as part of our legal obligation for business accounting and tax purposes. You are free to withdraw consent and terminate your contract with us (in accordance with our terms and conditions) at any time.

We use your personal data in the following ways:

To assess the suitability of our services for your needs.
To manage your account.
To provide Medical Wellness and/or Medical Concierge Services including one or all of the following; nutritional services, exercise services, medical screening, mentoring services and medical concierge services. This may include referrals to our selected medical professionals, such as specialists, general practitioners and other vetted healthcare providers, in such cases we will provide them with any medical background deemed relevant to the service they will provide to you.

To make suggestions and recommendations to you about services that may be of interest to you.

To remain in contact with you to provide you with changes to our services, contact details or any other changes.

Request feedback for our services to improve our services.

Data retention

We will retain your personal data only as long as is necessary to deal with any queries you may have. We will retain your personal data for as long as you might legally bring claims against us.

We are required under UK tax law to keep your basic personal data (name, address, contact details) for a minimum of 7 years after which time it will be destroyed.

To determine the appropriate retention period for personal data, we consider the amount, nature and sensitivity of the personal data, the potential risk of harm from unauthorised use or disclosure of your personal data, the purposes for which we process your personal data and whether we can achieve those purposes through other means, and the applicable legal, regulatory, tax, accounting or other requirements.

TERMINATION

( a ) Members may terminate this Agreement at any time upon thirty days prior written notice to Annomo Health Africa and Annomo Health Africa . Members will not be entitled to a refund of Membership Fee or a portion thereof, except as provided in Section 7(b) below.

( b ) Annomo Health Africa may terminate this Agreement, at any time, upon (i) occurrence of Members’s breach of this Agreement if such breach is not cured within 10 days; or (ii) 30 days prior written notice to Members, with or without cause, related to the patient-physician relationship or any other non-contract related issue; provided, however, that Members will be entitled to a refund of a prorated portion of the Membership Fee paid by Members for the year in which termination becomes effective.

NOTICES

Any communication required or permitted to be sent under this Agreement (other than communications referenced in Section 6 relating to Members’s PHI) will be in writing and sent via secured email, recognized overnight courier or certified mail, return receipt requested, to the addresses set forth on the signature page. Any change in address will be communicated to the Parties and Annomo Health Africa  in accordance with the provisions of this Section 8.

INDEPENDENT MEDICAL JUDGMENT

Not withstanding anything to the contrary contained in this Agreement or in the Membership Agreement, Annomo Health Africa retains full and free discretion to, and shall, exercise his/her professional medical judgment on behalf of Members with respect to medical services rendered to Members, and nothing in this Agreement shall be deemed or construed to influence, limit or affect a physician’s independent medical judgment with respect to Annomo Health Africa  Health Limited’s provision of medical services to Members and Members’s medical treatment.

CHANGE OF LAW

If there is a change in law, regulation or rule or interpretation thereof, which affects this Agreement or the activities of either party under this Agreement, and either party reasonably believes in good faith that the change will have a substantial adverse effect on that party’s rights or obligations under this Agreement, then that party may, upon written notice, require the other party to enter into good faith negotiations to renegotiate the terms of this Agreement. If the parties are unable to reach an agreement concerning the modification of this Agreement within thirty (30) days after the date of the notice seeking renegotiation, then either party may terminate this Agreement by written notice to the other party.

NO LIABILITY

Except as required by applicable law, neither Annomo Health African or any of Annomo Health Africa’s agents, consultants or representatives shall be liable to Members for any damages or liability arising out of or related to the Agreement. In any event, each parties’ liability under the Agreement, shall be limited to amount that is equal to the aggregate Membership Fees paid by the Members during the twelve-month period preceding the date on which the claim arises. In no event will any party be liable for any indirect, consequential, special or punitive damages of any kind, whether arising in contract, tort, strict liability or otherwise, to the full extent permitted by the applicable law arising out of or related to the Agreement. This Section 12 only applies to claims arising from the Agreement and the Program Enhancements and Amenities and shall not be construed to include any claims arising from professional medical services provided to Member by the Personalized Care Practice.

WAIVER

The failure of a party to insist upon strict adherence to or performance of any term of the Agreement on any occasion will not be considered a waiver of the right to require adherence on any other occasion or regarding any other matter.

SEVERABILITY

If any provision of the Agreement is declared invalid or illegal for any reason whatsoever, then notwithstanding such invalidity or illegality, the remaining terms and provisions of the Agreement will remain in full force and effect in the same manner as if the invalid or illegal provision had not been contained herein.

ASSIGNMENT

Members may not assign the Agreement. Annomo Health Africa shall have the right to assign this Agreement in accordance with the terms and conditions set forth in the Agreement.

ENTIRE AGREEMENT; AMENDMENT

The Agreement contains the entire agreement of the parties and supersedes all prior agreements and under- standings between the Parties regarding the subject matter hereof. The Agreement may only be amended by a written agreement signed by the Parties.

SCHEDULE 1 to Annomo Health Africa Health Terms of Service PROGRAM SERVICES: Enhancements & Amenities 1

1. Panel Limits. Annomo Health Africa agrees to limit the size of its panel of medical concierge patients to approximately 68 patients per Designated Concierge Clinician.

2. Same Day/Next Day Appointments. Communications for urgent matters should be made by phone call to the office telephone number. Communication for non-urgent matters between the doctor or his/her designee and Members will be made within a business day and a plan will be made between them for any further follow-up necessary.

3a. Communication Enhancements. Members will be provided with an office or cellular phone number and email address for contacting designated concierge and detailed instructions on how to contact Annomo Health Africa 24/7 for questions or requests through these means (collectively, the “Communications Enhancements.”

3b. 24/7 Availability. Designated Concierge or, when applicable, a covering clinician’s 24/7 availability that
is medically necessary is covered by Members’s health plan, not part of this Membership Agreement and payment of Membership Fees is not a condition of receipt of such medical services. When not medically necessary, arrangements will be made for Designated Concierge to be available generally to personally communicate with Members, at all times to a reasonable extent, through telephone or telephone call enhancements. The response time and the method of communication will be appropriate to the purpose of the communications. If the matter is possibly life threatening, please go to hospital first; if the designated concierge deems the call to be pertaining to life or limb threatening conditions, then they will refer directly to emergency services within reason.

4. Personal Administrative Assistant. A representative of Annomo Health Africa will be dedicated to Members to assist addressing and coordinating the administrative aspects of the Annomo Health Africa and Program Services.

6. Comprehensive Health Planning. Arrangements will be made for Annomo Health Africa to provide an annual health planning assessment to set Members’s annual health goals and to evaluate Members’s progress in achieving those goals. The parameters of this annual health assessment will listed in your membership package.

7. We:
( a ) are not agents or representatives of any hospital, clinic, healthcare professional and non-medical service that we recommend for you. Such partners are not our sub-contractors, their advice is independent of ours.

( b ) Take reasonable care to select all medical and third party service providers. They are carefully interviewed and reviewed for their quality of service.

Are not, subject to paragraph 9.2, liable for any delay, default, failure, improper services or negligent services of theirs.

8. We require 72 hours’ notice of cancellation or postponement for all appointments. Where you need to cancel or postpone any booked appointments, you will notify your designated concierge in writing to his/her email address provided on membership registration. We reserve the right at our sole discretion to charge you for one full appointment with your medical professional for cancellations within 72 hrs.

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