PPA Onboarding

Membership Agreement

This Membership Agreement ("Agreement") is entered into by and between Private Physicians Alliance ("PPA") and the undersigned Member ("Member"), effective as of the date of signing.

1. Membership Benefits

As a Member of PPA, you will receive the benefits outlined in the Membership Benefits document provided by PPA, which is incorporated by reference into this Agreement. These benefits include, but are not limited to:

All Registered Members shall receive:

• Access to the PPA app, which includes:
  • Directory of all members
  • Access to our curated conversations, including Technology & Innovation, Patient Referrals, and Operations Leaders conversations
  • Event websites for our live events
• Complimentary Registration for the Annual Meeting
• Special pricing and offers from our Exclusive Member Offers program
• Enhanced brand visibility: customize your practice's page on our app

2. Membership Obligations

By signing this Agreement, the Member agrees to abide by the following obligations:

2.1 Attendance at the Annual Meeting

Members of the PPA are expected to attend the Annual Meeting, as this gathering is key to networking and building engagement in our community.

2.2 Full Disclosure, your ownership structure and operational control

PPA Members are the Practice Owners, hired Physicians and Operations Leaders who work every day to deliver healthcare services to their patients. We do not allow investors, consultants or people who do not deliver healthcare to patients to become members in PPA or attend any of our events.

PPA grants membership to practices which have financial partners, so long as the Practice Owner/Primary Physician still has operational control.

PPA may exclude members who don't have majority ownership in their practice from certain sub-groups and content at our events, both live and virtual.

If you sell a majority stake (51% or more) in your practice to a non-physician you must inform the PPA leadership team.

If you no longer have operational control of your practice, you must inform the PPA leadership team.

2.3 No Unauthorized Marketing or Sales

Members are strictly prohibited from using PPA platforms, applications, or created email lists to market their company's or practice's services to other Members. The following actions are expressly prohibited:

• Sending group email blasts for promotional purposes to other PPA members
• Extracting Member contact information from PPA's app or platform for marketing or solicitation
• Our live and virtual events are a "No Sales Zone", this means that engaging in conversations related to the sale or partial sale of a practice to another organization or entity is strictly prohibited

At the same time, PPA Members are encouraged to engage with one another in a collegial and informative way. Sharing educational insights, informational updates, and professional experiences with fellow PPA Members is welcome. PPA Members may also naturally discuss their work and services in conversation with peers at events.

The spirit of this policy is to maintain a collaborative, peer-driven environment where PPA Members can learn from each other and build relationships without the atmosphere becoming overly promotional, pushy, or sales-focused.

2.4 Professional Conduct

Members shall conduct themselves with professionalism and integrity in all interactions with other Members and within PPA activities.

Private Physicians Alliance requires that all physician members are or have been board-certified in their respective specialties. For physicians with 20+ years of experience, we do not require that they maintain board certification.

All Private Physician Alliance members must operate in compliance with all laws and their local requirements.

Lastly, the content and information shared with you is strictly for use by your practice, and not to be shared with investors, consultants or other non-members.

3. Protocol for Successful Referrals on the Private Physicians Alliance (PPA)

3.1 When a patient requests services or care while they are traveling, they must first contact their primary care physician to see whether a referral is required and recommended. If so, their primary care physician needs to speak with the physician in the away destination. Physician to Physician communication is key for a successful referral.

• Member to Member contact can be facilitated by the PPA app.
• It is acceptable for the primary care physician's support team (nurses, operational leaders, etc.) to initiate communication with the ("away") physician. But eventually physician to physician communication is required for a referral to be scheduled.
• It is also acceptable for the primary care physician to reach out directly to the away physician via personal channels (cell phones/SMS/email for example) should the physicians have one another's contact information. This is facilitated by attending PPA events & building the personal/professional networks.

3.2 Once the physicians speak, they must mutually agree that the referral is appropriate. The "away" physician must approve of the intended plan of care and service, including any potential fees.

3.3 After the physicians agree on the next steps for care of the patient, they will connect their staff to the patient for next steps and follow through.

• Patients and the practice which will deliver the care or service will agree directly on any costs associated with the care.

3.4 If an initial outreach to a target practice for care goes unanswered for 24 hours, the PPA team should be contacted for support. Please contact Shannon Shoop: shannon@ppa.health for support.

4. Termination of Membership

PPA reserves the right to terminate the membership of any Member who fails to comply with the terms of this Agreement, including but not limited to:

• Non-attendance every year at the Annual Meeting
• Breach of the no-marketing and no-sales policies
• Conduct deemed detrimental to PPA or its Members
• Any breach of professional conduct, including loss of licenses & board certification

5. Indemnification

The Member agrees to indemnify and hold harmless PPA and its representatives from any claims, losses, or damages arising out of the Member's breach of this Agreement or misuse of PPA resources.

6. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware.

7. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes any prior agreements, written or oral, relating to the subject matter herein.

8. Acknowledgment

By checking the box below, the Member acknowledges that they have read, understood, and agree to the terms and conditions of this Agreement.