CORPORATE SERVICE POLICY

This agreement is made effective as of Monday, December 05, 2005 , by and between, Company herein after referred to as "company" and Corporate Wellness, (herein after referred to as "provider".) Provider has background in corporate medical services, wellness promotion, immunizations, safety evaluation, education etc.. and is willing to provide services to Company based on this background. Company desires to have services provided by provider. Therefore, the parties agree as follow:

1. DESCRIPTION OF SERVICES. 
Provider will provide the following services, (collectively the "services"):

Check one For details review Corporate Health Services Brochure 

__· FEE FOR SERVICE Corporate Health Services Services will be billed to: CC Account #: No

2. PERFORMANCE OF SERVICES.
Company will rely on Provider to supply the level of services chosen by Company as described above. Use of these services are accessed in a secured on-line area. Company is responsible for keeping user name and password confidential. Company is responsible to inform Provider of an un-authorized use and change user name password.
3. PAYMENTS.
Company will pay as services are ordered.  Provider will process credit card as services are ordered. By signing this policy, Company has agreed to keep a credit card on file for the purpose of receiving Corporate Health Services as needed.            Terms: Late fees of 1.5% monthly charge on unpaid balances.       Collection fees: Attorney and legal fee for any legal action.
4. EXPENSE REIMBURSEMENT.
All standard supplies will be provided by Provider except for:
Any medical services provided not listed in contract level chosen, or otherwise outside of the services provided by this contract shall be at additional charges to be agreed upon by the parties.
5.SUPPORT SERVICES.
In case of on-site programs, company will provide support services, including but not limited to:
-Traffic support for special events on-site 
-Unusual expenses arising from an epidemic, or special requirements not described at onset of contract or contemplated.
-Office space adequate for the use of a medical unit and/or screening events. All support services related to use of the office, telephone, electricity, heat and air-conditioning, storage space when applicable, secretarial support staff-communication support (including but not limited to circulating information regarding services provided for employees.) under the chosen service. 
6. INSURANCE.
Company will maintain insurance policies:
A. Fire, theft, liability of reasonable limits, worker's compensation. Said policy or policies shall not contain exclusions which would encompass presence or services of the Provider. Company shall indemnify and hold harmless the Provider for any violation of this provision resulting in costs to or claims against Provider for any claims related to services. The Provider shall hold harmless for errors and omissions in providing its services.
B. Health insurance policy for all employee seen by provider. 
C. Worker’s Compensation
7. TERM & TERMINATION.
This agreement shall be effective for a period of 12 months from the effective date hereof and shall automatically renew for successive terms of the same duration, unless either party provides 90 days written notice to other party prior to the termination of the applicable initial term or renewal term. Provider reserve the right to refuse an application based on prior credit issues or because of inability to provide services in an specific geographic area.
8. RELATIONSHIP OF PARTIES.
It is understood by the parties Provider is an independent contractor with respect to Company, is not an employee of Company. Company will not be responsible for providing fringe benefits, including health insurance benefits, paid vacation, or any other employees benefit to the Provider's employee.
9. NOTICE.
All notices required or permitted under his Agreement shall be in writing and shall be deemed delivered when delivered in person or deposited in the United States mail, postage prepaid, with returned receipt, addressed as follow:
Company: 
Name
First name, Last Name
Company
Company
Provider company:
CORPORATE WELLNESS
Rockefeller Center # 1187
New York, NY 10185

Such address may change from time to time by either party by providing written notice to the other in the manner set forth above.

10. ENTIRE AGREEMENT.
This agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.
11. AMENDMENT.
This Agreement may not be modified, terminated or amended except in writing and signed by both parties, or as provided in paragraph herein.
12. SEVERABILITY.
If any provision of this agreement shall be held to be invalid, or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
13. WAIVER OF CONTRACTUAL RIGHTS.
The failure of either party to enforce a. any provision of this Agreement shall not be construed as a waiver or limitation of the party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.
14. ASSIGNMENT.
The parties' obligations here under may be assigned or transferred to another person(s) or entity(is), with the same needs and/or qualifications.
15. DEFAULT.
Not withstanding paragraph #7, Provider may terminate this agreement at any time for nonpayment
6. INDEMNIFICATION.
Company agrees to indemnify and hold harmless provider for all liability to provider which may arise from the performance of the work in relation to the facility provided. Provider shall hold harmless for errors and omissions in providing its services
17. DISPUTE RESOLUTION.
If any dispute arises under the terms of this agreement, the parties agree to submit to mutually agreed third party for mediation if dispute is not resolved through mediation party agrees to submit to binding arbitration with the American Arbitration Association. Any costs and fees (other then attorneys fee) associated with mediation or arbitration shall be shared equally by the parties.
18. APPLICABLE LAW.
This agreement shall be governed by the laws of the State of NEW YORK
19. PARAGRAPH HEADINGS:
Title of paragraphs are intended therein for convenience only and not meant to be descriptive of the substance therein.

Company
Company
By: 
Name
Name
First Name, Last Name  Monday, December 05, 2005

Corporate Wellness
Corporate Wellness