Terms and Conditions

Doctor Terms & Conditions

Parties and Definitions

The provider (“Provider”) is defined as the person or entity providing services (“Services”). Patient (“Patient”) is the person receiving Services offered by a Provider at a Facility. Denefits Corp(“Denefits”) will provide a financing
plan (“Financing”) to help Providers offer Services to their Patients.

Agreement

The purpose of this (“Agreement”) is to memorialize the terms under which Denefits will facilitate through the Denefits system, Financing for Providers’ Services for Patients.

Assignability

This Agreement and the Financing are NOT assignable by Provider without express written permission from Denefits, except, however, if there is a Change of Control in Provider, this Agreement will be assigned to its successor or
assignee. If there is Change of Control of Denefits, this Agreement and the Financing will be assigned to the assignee/purchaser. “Change of Control” means (a) a sale of all or substantially all of the Denefits’ or Provider’s
(as the case may be) respective asset interests, (b) a merger, consolidation or other capital reorganization or business combination transaction of Denefits or Provider (as the case may be) with or into another corporation,
limited liability company or other entity. A change in the ownership of stock or other equity interest in Denefits or Provider shall not be deemed a Change of Control for purposes of this Agreement.

Denefits Usage Fee

In exchange for the software as a service and facilitation, Denefits will receive 10% for guaranteed payments. This Financing Discount will be deducted from the amount due to Providers from Down Payment and from each month’s payment
due to Provider according to the Specific Financing Terms for Patients.

Specific Financing Terms for Patients

The Financing for each Patient will vary depending on the amount financed and the terms of repayment as specified by Provider. Provider, Denefits, and Patient must all approve each Patient’s Financing in writing for the payment
plan.

Financial Provider

The Financial Provider for Denefits is JPMorgan Chase Bank, N.A.

Payments

Denefits will deposit the first payment received from a patient at the end of the contract term. All other payments are made in 2 business days including down payments. If a payout falls on a weekend or holiday, the account will
be credited the business day following the normal pay date. Provider further agrees to provide updated or replacement account information to Denefits in the event of closure of the account. If a payment fails, a paper Check
will be mailed within 10 business days to the Provider’s address and a Provider Check Processing Fee will be charged as specified in Schedule A. Payments are guaranteed for all payments after the first payment or down payment
of 10% or more of treatment cost from the patient is successful. If first payment from the patient is not successful then future payments for the patient are not guaranteed.

Guaranteed payments are paid in the same month at the end of the month which are missed by patients so all missed payments are reconciled in one deposit.

Provider qualifies for the $5 reward if the financed account is active and the 1st recurring payment has been successfully transferred. Once the reward reaches $50 in total, then a check will automatically be sent to the
practice.

If a patient disputes the treatment or payment, then payments are not guaranteed.

Paper Checks

Provider may request any payment via paper check. A Provider Check Processing Fee as specified in Schedule A(mentioned below) will be charged per request.

 

Patient Refund or Cancellation

Patient accounts can only be cancelled by the Provider. If Provider terminates a Patient account: i. on the same day as Patient enrollment, Patient Enrollment Fee shall not be refunded; ii. before the 7th of month following
Patient’s enrollment, then Down Payment will be refunded directly to Patient by Denefits but Patient Enrollment Fee shall not be refunded; and iii. on or after the 7th of month following Patient’s enrollment then Provider
shall be required to refund to Patient any amount of the Guarantee Provider has received from Denefits on such Patient’s account, and Denefits shall refund to Patient any other Guaranteed amount not yet paid to Provider;
and Denefits’s Patient Enrollment Fee, Transaction Fees and the Financing Discount will be non-refundable.

 

Cancellation Policy – Monthly Payment Guarantee

Practice agrees not to sell or assign their Denefits accounts receivables to a third party. This action by the client practice will result in Denefits cancelling the monthly payment guarantee and/or cancelling the practice’s account with Denefits.

Patient Account Ownership

Denefits agrees not to sell Patient debt associated with the Provider. Patient debt will be controlled solely by Denefits, unless Provider requests a Patient account cancellation and/or a Patient account balance change
as outlined in Sections 10 and 18 respectively in this Agreement.

 

Termination Without Breach

Provider or Denefits may terminate this Agreement by providing 60 days’ written notice to the other party. In the event that Provider terminates this Agreement, Denefits will charge a Per-Patient-Account Termination
Fee. In the event that Denefits terminates this Agreement, Denefits will not charge Provider any fees to resolve Patient accounts. After either party provides notice of termination, Denefits reserves the right to
reject any future Patients. However, Provider may request Denefits to terminate Financing relating to Services at one or more Facilities and retain it for other Facilities. In such event, this Agreement shall be
applicable to the Facilities that retain the Financing. Similarly, if Denefits terminates its Financing to one or more Facilities of Provider, such termination will not affect other Facilities and Financing will
continue at such other Facilities.

 

Termination Because of Breach

If either party believes the other to have breached this Agreement, it must first provide notice of alleged breach. If the breaching party does not cure the breach within 30 days of receiving notice, the non-breaching
party may terminate the Agreement immediately. If Provider breaches this Agreement, Denefits will charge a Per-Patient-Account Termination Fee and will send all moneys rightfully owed to Provider within 60 days
via paper check. If Denefits breaches this Agreement, it will be responsible for paying out in full all moneys owed to Provider within 30 days and resolve all issues with respect to Provider accounts within
60 days without charging any termination fees to Provider.

 

Notice Under this Agreement

Whenever required to provide notice under this Agreement, the party must provide notice to the other party by both: 1) registered mail or certified mail (return receipt requested) and 2) email.

Notice to Provider will be delivered to the office address and email address provided to Denefits during enrollment or to such other addresses as Provider may designate in a notice to Denefits.

Notice to Denefits may be delivered to the following addresses or to such other addresses as Denefits may designate in a notice to Provider:

Denefits Corporation

Attn: Legal Department

16480 Harbor Blvd. #205

Fountain Valley CA, 92708

legal@Denefits.com

 

Fraud

If Denefits reasonably believes that Provider has engaged in fraud in relation to Financing, Denefits may suspend all payments to Provider immediately for a period not to exceed 60 days. If Denefits determines
that Provider has not engaged in fraud, Denefits will disburse all payments to Provider immediately upon making such a determination. If Provider has engaged in fraud, Denefits will take any steps necessary
to recover moneys owed to it by Provider, and Provider will be responsible for payment for all reasonable attorneys’ fees required to recover moneys owed to Denefits.

 

Provider Responsibility to Verify Patient Data and Identification

Provider is solely and exclusively responsible to check for personal identifying information and to ensure Patient’s payment information, voided check, and debit card all match the identity of the Patient
seeking financing. If Patient information and all payment information do not match, or if Provider fails to ask for identification to verify any information required, Denefits will not provide Financing
or guarantee Services to Provider, and the recovery for any payment for Services will fall exclusively to the Provider. Provider’s retention of a photocopy of Patient’s government-issued photo identification
card or of a notation of the identification number and expiration date shall serve as proof of Provider’s fulfillment of its responsibility under this Section 17 to request and verify the Patient’s
personal identifying information.

 

Patient Account Balance Change

Providers may ask to reduce the amount owed on any balance once per Patient agreement at no cost. Any additional balance reductions will incur a fee of $15. Providers may request to increase the
balance on Patient accounts at no charge. An additional down payment from Patient may be required to approve a balance increase request. Denefits may reject approval of any balance increase request
at its reasonable discretion. Provider may submit a Balance Change Form provided by Denefits to change the balance owed by any Patient.

 

Delinquent Patient Accounts Post Termination

Denefits will continue to collect on Patient accounts that have been sent to collections for past due balances or missed payments at its discretion. Denefits will not return or release billing
on any Patient account that is not current on payments due to Denefits.

 

Indemnification by Provider

Provider agrees, at its expense, to indemnify and hold harmless Denefits and its shareholders, directors, officers, partners, affiliates, employees, agents, and contractors from any and all
losses, liabilities, or damages resulting from any and all claims, causes of action, suits, proceedings, or demands made by Patient against Denefits to the extent arising from or related
to negligent acts or willful misconduct of Provider.

 

Indemnification by Denefits

Denefits agrees to indemnify, defend and hold harmless Provider and its shareholders, directors, officers, partners, affiliates, employees, agents, and contractors from and against claims,
demands, actions, suits, damages, losses, liabilities, fines, penalties, costs and expenses, including but not limited to reasonable attorneys’ fees, arising out of or resulting from
(a) the negligence or misconduct of Denefits (including, without limitation, fraud or unlawful activity) in connection with performance of its obligations hereunder or under any other
agreement with Provider, and/or (b) Denefits’s breach of its obligations, covenants, representations and warranties hereunder or under any agreement with Provider or a Patient.

 

Choice of Law; Jurisdiction

This Agreement and any matters hereunder shall be governed by and construed in accordance with the laws of state of California, excluding its conflict of law rules. Provider hereto
hereby consent to the exclusive jurisdiction and venue of the courts of state of California with respect to the resolution of any suit, action or proceeding hereunder.

 

Severability

If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable, the remaining provisions of this Agreement shall remain in full force
and effect.

 

Mediation

All claims and disputes arising under this Agreement that cannot be resolved by the parties must first be submitted to a mediator in an attempt to resolve the dispute outside
of litigation. Any such mediation shall begin within fifteen days from the request for mediation by either party. The mediation must be completed within ten days thereafter.
The parties will split the cost of mediation. If the parties do not submit to this mediation in good faith, as determined by the mediator, the parties may not proceed
with any other remedies under this Agreement.

 

Arbitration

Should mediation prove unsuccessful, next, any claims and disputes arising under this Agreement are to be settled by binding arbitration in the state of California. The
arbitration shall be conducted on a confidential basis in accordance with the Commercial Arbitration Rules of the American Arbitration Association. Any decision or
award as a result of such arbitration shall be in writing and shall provide an explanation for all conclusions of law and fact. An award of arbitration may be confirmed
in a court of competent jurisdiction.

 

Attorneys’ Fees

If a suit, action, arbitration or other proceeding of any nature whatsoever is instituted in connection with any controversy arising out of this Agreement or to interpret
or enforce any rights under this Agreement, the prevailing party may recover reasonable costs and attorney’s fees incurred in such proceeding.

 

Updated Terms

In the event that Denefits makes major updates to the terms of this Agreement, it will notify Provider in writing and request to digitally sign the updated agreement
that will apply to all Financing from that date. If you do not agree with the terms of the updated agreement, Provider may not continue to use Denefits’ Financing.

 

No Waiver

The failure to exercise or enforce or delay in exercising or enforcing any right or remedy provided by this Agreement or by law shall not constitute a waiver
of the right or remedy or a waiver of other rights or remedies and the single or partial exercise or enforcement of any right or remedy provided by this
Agreement or by law shall not preclude or restrict the further exercise or enforcement of any such right or remedy.

 

SCHEDULE  A

1. Provider Check Processing Fee: USD $10.00

2. Patient Enrollment Fee: USD ${{docTerms.support.fixed_flat_fee||30|number:2}}

3. Guaranteed Payments Fee for Provider: Free

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