Doctor Website Hosting and Servicing Agreement

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Please read the following Agreement in its entirety. This agreement between Healthcommunities.com, Inc., a Massachusetts corporation of 136 West Street, Suite 201, Northampton, Massachusetts 01060 ("HC"), and you as a duly licensed physician ("DR.") in the U.S.A. outlines the terms of the services of Membership made available to you through HC. You indicate your conclusive acceptance of this Agreement when you "Sign Up." This agreement is legally binding on the accepting party and by signing up, the party has in effect electronically signed the agreement. HC may revise this Agreement without notice at any time in our sole discretion. Your acceptance of this agreement is also indicating that you have been granted authority to execute this agreement on behalf of each member of DR.'s practice.

Preliminary Statement

WHEREAS, HC wishes to maintain, host, service and support a website for DR. on its channel on the Internet and the World Wide Web; and

WHEREAS, DR. wishes to have HC maintain, host, service and support a website for DR. on HC's channel on the Internet and the World Wide Web;

NOW, THEREFORE, in consideration of the premises and conditions contained hereto agree as follows:

1. HC shall provide for the benefit of DR. a website (the "website") for DR.'s use for the term of this Agreement and shall provide the services listed on Exhibit A, which is attached hereto and made a part hereof (hereinafter the "Services") DR. shall pay to HC for the "Services" as per listed in Exhibit B.

2. Website will be hosted, serviced and maintained, and content will be updated as needed by HC. HC has agreed with DR. to provide to DR. the following:
   1. a link from HC's doctor Locator services (i.e., MDLocator, DPMLocator, VetLocator);

   2. a contact for website-related questions during business hours through a toll-free hotline;

   3. the option to use HC's patient education websites;

   4. a medical practice website address;

   5. professional artwork and content for website describing DR.'s practice with ongoing customer service; and

   6. software (the "Software") upgrades at no additional charge which are necessary to the use and operation of website. All Software remains the property of HC and shall be returned to HC upon the expiration, cancellation or termination of this Agreement. DR. may not hire another company to build, construct, develop content, alter, amend, host or service website during the term of this Agreement.

3. Term and Termination. This Agreement shall commence on the date set forth above and shall continue until the end of the current calendar year at which time it shall renew automatically for additional, successive one calendar year terms. Either party may terminate this agreement upon thirty (30) days written notice to the other party.

4. Events of Default. DR. shall be in default of this Agreement in the event that DR. fails to pay all fees as set forth above directly to HC. In the event of default, HC shall provide notice and an opportunity to cure and following the expiration of that time period, this Agreement shall terminate and the website shall be removed from the internet.

5. Grant of Rights. HC grants to DR. a personal non-transferable and non-exclusive right to use website in the normal course of business for the purposes for which it was developed. In addition, (i) no title to any intellectual property comprised within website Software is transferred to DR.; (ii) DR. shall not copy Software except as necessary to use Software on one CPU; (iii) DR. will not transfer or assign its right to use Software to any other party except as authorized in writing by HC; and (iv) DR. will not amend, adjust, improve, reverse, compile or disassemble the software product.

6. Indemnification. DR. is solely responsible for the accuracy of DR.'s website content and shall hold HC harmless for any inaccuracies, omissions, errors or statements contained therein. DR. is solely responsible for the use of the site by patients, vendors or suppliers of DR. and shall hold HC harmless from any misuse.

7. Compliance with Applicable Laws. The parties acknowledge and agree that the cost of services provided hereunder represents the fair market value of such services, and that the cost has been determined in an arms-length transaction with the benefit of advice of counsel. The parties further agree that the Agreement does not involve the counseling or promotion of a business arrangement that violates state or federal law. Nothing contained in this Agreement shall be construed in any manner as an obligation or inducement for DR. to recommend that any person or entity purchase HC's services or the services of any of HC's sponsors.

8. Entire Agreement. This Agreement sets forth the entire agreement and understanding between the parties as to the subject matter hereof and merges all prior discussion between them, and neither of the parties shall be bound by any conditions, definitions, warranties, understandings or representations with respect to such subject matter other than as expressly provided herein.

9. Governing Law. This Agreement will be governed by the laws of the Commonwealth of Massachusetts.

10. Notices. All notices which may be provided or are required to be provided from one party to the other hereunder shall be effectively sent and received via regular mail to the addresses noted mailing address, by email to the noted email addresses, or by facsimile to the number published by either party.

• State-of-the-art website construction
• Website hosting
• Edits made anytime upon request
• Comprehensive customer support services including toll-free number, document/photo scanning, website consultation, editing
• Doctor-monitored, patient-friendly education on specialty-specific topics
• Custom content enhancements including patient forms, logo, physician biographies, specialties, articles, clinical trials, etc.
• Consulting services to help generate revenue using your practice site
• Domain name registration and maintenance (e.g., abcpractice.com)
• Marketing support including website promotion handouts
• Search engine optimization and consultation
• Submission of the site to major search engines (e.g., Google)
• Refer a Friend, a patient-to-patient referral program on your website
• Listing in one of Healthcommunities.com's doctor Locators (i.e., MDLocator, DPMLocator, VetLocator), proprietary search tools that enable consumers to search for specialists in specified areas by zip code or state.

1 practitioner - $65/month and $350 one-time set up fee payable before site construction

2-4 practitioners - $75/month and $700 one-time set up fee payable before site construction

5-9 practitioners - $95/month and $1,400 one-time set up fee payable before site construction

10+ - custom quote