§ 1. Definitions

1. Doctor.One Physician app or Application - the "Doctor.One Physician" mobile application, available for download in the Google Play store and Apple App Store, through which Doctor One provides health services;
2. Doctor One - Doctor One Polska sp. z o.o. with its headquarters in Bieniewice (05-870), 11 Poziomkowa Street, entered in the Register of Entrepreneurs of the National Court Register kept by the District Court for the Capital City of Warsaw in Warsaw, XIV Business Department of the National Court Register under the KRS number: 0000989484, with the NIP number: 1182246930 and the initial capital in the amount of PLN 5,000. Doctor One is a medical entity entered in the Register of Entities Performing Medical Activities kept by the Mazovian Governor - register book number: 000000254837;
3. Patient - Main Patient and Related Patient;
4. Primary Patient; A User who has purchased a Care Plan through the Application; the Primary Patient status is valid for the entire period of having an active Care Plan;
5. Related Patient - a person for whom the Primary Patient has created a profile associated with his/her Account, in particular a minor natural person or a person without full legal capacity;
6. Care Plan - a package of medical services provided by Doctor One to a Patient with the assistance of a Doctor One Specialist selected by the Primary Patient; the detailed scope of services covered by the Care Plan is specified by the Doctor One Specialist in the Application each time. The Care Plan may include, in particular, services such as Telecounseling, home visits, in-person visits at the Doctor One Specialist's office;
7. Privacy Policy- a document describing the rules of Doctor One Specialists' personal data processing by Doctor One, which is available at: https://www.doctor.one/polityka-prywatnosci;
8. Doctor One Specialist - a medical professional, including but not limited to a physician, pharmacist, physiotherapist, nurse, midwife, dietician or psychologist, who collectively meets the following conditions: (i) cooperates with Doctor One on the basis of Doctor One's Terms of Business, and (ii) at least one Patient has a Plan of Care purchased from Doctor One, and (iii) provides health care services on behalf of Doctor One's medical entity to Patients who have an active Plan of Care purchased from this Specialist, under the terms of these Terms of Business. Details identifying the Specialist, including the Specialist's practice license number (if the Doctor One Specialist has one) and information regarding the Specialist's practice or business, will be made available to Doctor One by the Specialist directly in the Application;
9. Subscription - a fixed fee of a recurring nature charged to the Primary Patient by Doctor One at the intervals specified in the Care Plan; under this fee, the Patient obtains the use of health services provided by a Doctor One Specialist to the extent relevant to the Care Plan purchased by the Primary Patient;
10. Telecommunication - health care services provided by a Doctor One Specialist via means of remote communication, including, in particular, using the Doctor.One Physician Application;
11. Agreement - an agreement concluded between Doctor One Specialist and Doctor One as a result of Doctor One Specialist's acceptance of these Terms of Business;
12. Services - medical services involving the provision of health care services on behalf of Doctor One to Patients within the professional specialty of a Doctor One Specialist;
13. User - a person who uses the services provided electronically by Doctor One, consisting of making available the Doctor.One Patient application, available for download in the Google Play store and Apple App Store;
14. Terms of Cooperation - these terms of cooperation with Doctor One.
    

§ 2. Basic conditions of cooperation

1. The Terms and Conditions of Business shall set forth the terms and conditions under which Doctor One Specialist shall provide Doctor One with Services, commissioned to Doctor One Specialist in connection with Doctor One's business activities.
2. Doctor One Specialist will provide the Services, starting from the date indicated in § 9.2 below.
3. In return for providing the Services, the Doctor One Specialist will receive Remuneration payable in accordance with the terms set forth in § 5 below.
   
4. Prior to the commencement of the Services, Doctor One Specialist shall:
   
   1. describe in detail the range of benefits it provides, the levels of available Care Plans and the amount of Subscription, using the functionality of the Application;
   2. Introduce in the Application the dates of the so-called rounds - i.e. guaranteed hours of availability for Patients, during which a Doctor One Specialist will respond to inquiries directed by Patients.
   Subject to § 9.2 below, completion of the steps described in § 2.4 is a condition for the commencement of Services by a Doctor One Specialist.
   

§ 3. Statements and Obligations of Doctor.One Specialist

1. In the case of Doctor One Specialists who are physicians - the provision of health care services to patients within the scope of the physician's professional specialty;
2. in the case of Doctor One Specialists who are pharmacists, conducting a pharmaceutical interview and providing pharmaceutical advice to ensure the correct use of a medicinal product, medical device or foodstuff for special nutritional purposes, in particular, in terms of dispensing the correct non-prescription medicinal product, providing information on the correct use, including dosage and possible interactions with other medicinal products or food of the dispensed product, device or agent, and the correct use of medical devices; In doing so, the services may be carried out through personal contact with patients, as well as through the use of teleinformation systems or electronic means of communication; Services do not include services that make up pharmaceutical care services;
3. for Doctor One Specialists who are physiotherapists - functional diagnosis, planning and conducting physical therapy and kinesitherapy, conducting other physiotherapy treatments, providing physiotherapy opinions or adjudication and education, and providing physiotherapy assistance;
4. In the case of Doctor One Specialists who are nurses or midwives, the provision of health services to Patients within the professional specialization of a nurse or midwife;
5. in the case of Doctor One Specialists who are nutritionists - providing dietary consultations, conducting dietary therapy, encouraging changes in eating habits, spreading knowledge about preventive health care and supporting dietary treatment of many diseases;
6. in the case of Doctor One Specialists who are psychologists - psychological diagnosis, opinion or adjudication, and mental health education, psychotherapy, as well as providing psychological assistance to patients in the course of their psychological profession;
7. in the case of Doctor One Specialists performing other medical professions - carrying out activities for the benefit of Patients to preserve, save, restore or improve their health, as well as performing other medical activities arising from the treatment process, in accordance with their competence and professional qualifications.

1. has the knowledge, skills and experience necessary to properly perform the Services;
2. will provide the Services with special care, taking into account the professional nature of its activities and in accordance with the indications of current medical knowledge;
3. will provide the Services in person;
4. shall, on its own, ensure that it has permanent access to a stable Internet connection, which is necessary for the provision of the Services through the Application.

1. if he is a doctor, pharmacist, physiotherapist, nurse or midwife - has a current right to practice in the territory of the Republic of Poland;
2. if he is a nutritionist - he has a degree in dietetics;
3. if he is a psychologist - has a degree in psychology or a completed school of psychotherapy in the territory of the Republic of Poland;
4. if he performs a medical profession other than those listed above - he has all the authorizations required for the lawful practice of this medical profession.

1. if he is a doctor:
   
   1. will maintain medical records that accurately reflect the health services provided to Patients in accordance with the law on medical record keeping;
   2. shall, in providing the Services, comply with the internal regulations in force at Doctor One and with the provisions of the law, including in particular: the Law on the Profession of Physician and Dentist, the Law - Pharmaceutical Law, the Law on Patient Rights and Patient Ombudsman, the Regulation of the Minister of Health on Medical Records, and the Code of Medical Ethics;
   3. throughout the period of performance of the Contract, will have mandatory third-party liability insurance for a sum of not less than 75,000 euros for one event and 350,000 euros for all events whose effects are covered by the insurance contract;
   4. shall provide proof of the insurance referred to above whenever requested by Doctor One during the term of the Contract;
2. if he is a pharmacist:
   
   1. shall comply with the internal regulations in force at Doctor One and the provisions of the law when providing the Services, including in particular: the Act on the Pharmaceutical Profession, the Act - Pharmaceutical Law, the Act on Patient Rights and Patient Ombudsman, and the Code of Ethics of a Pharmacist of the Republic of Poland;
   2. shall comply with the regulations governing pharmacy advertising when providing the Services and entering the information referred to in § 2.4 into the Application;
   3. shall not, in the course of providing the Services, undertake activities which, in accordance with the provisions of the Act of December 10, 2020 on the Pharmacist Profession, may only be performed in personal contact with the Patient, including, in particular, the activities comprising pharmaceutical care referred to in Article 4, paragraph 2 of the aforementioned Act;
      
3. if he is a physiotherapist:
   
   1. will maintain medical records that accurately reflect the health services provided to Patients in accordance with the law on medical record keeping;
   2. shall, in providing the Services, comply with the internal regulations in force at Doctor One and with the provisions of the law, including in particular: the Act on the profession of physiotherapist, the Act on Patient Rights and Patient Ombudsman, the Regulations of the Minister of Health on medical records, as well as the ethical standards required in the profession of physiotherapist;
   3. throughout the period of performance of the Agreement will have mandatory third-party liability insurance for a sum of not less than 30,000 euros for one event and 150,000 euros for all events whose effects are covered by the insurance contract;
      
   4. shall provide proof of the insurance referred to above whenever requested by Doctor One during the term of the Contract;
      
4. If she is a nurse or midwife:
   
   1. will maintain medical records that accurately reflect the health services provided to Patients in accordance with the law on medical record keeping;
   2. will comply with the internal regulations in force at Doctor One and with the provisions of the law when providing Services, including in particular: the Act on the Profession of Nursing and Midwifery, the Act - Pharmaceutical Law, the Act on Patient's Rights and Spokesman for Patient's Rights, the Regulation of the Minister of Health on Medical Records, and the Code of Professional Ethics for Nurses and Midwives of the Republic of Poland;
   3. throughout the period of performance of the Contract, will have mandatory third-party liability insurance for a sum of not less than 75,000 euros for one event and 350,000 euros for all events whose effects are covered by the insurance contract;
      
   4. shall provide proof of the insurance referred to above whenever requested by Doctor One during the term of the Contract;
      
5. if he is a nutritionist:
   
   1. will maintain medical records that accurately reflect the health services provided to Patients in accordance with the law on medical record keeping;
   2. will comply with the internal regulations in force at Doctor One and the provisions of the law when providing the Services, including, in particular: the Law on Patient Rights and the Ombudsman for Patient Rights, the Regulation of the Minister of Health on Medical Records, as well as the ethical standards required in the profession of nutritionist;
      
6. if he is a psychologist:
   
   1. will maintain medical records that accurately reflect the health services provided to Patients in accordance with the law on medical record keeping;
   2. will comply with the internal regulations in force at Doctor One and with the provisions of the law when providing Services, including, in particular: the Law on Patient Rights and Patient Ombudsman, the Regulation of the Minister of Health on Medical Records, as well as the ethical standards required in the profession of psychologist;
      
7. if he is engaged in a medical profession other than the one indicated above:
   
   1. will maintain medical records that accurately reflect the health services provided to Patients in accordance with the law on medical record keeping;
   2. shall, in providing the Services, comply with the internal regulations in force at Doctor One and with the provisions of the law, including, in particular: the Law on Patient Rights and the Patient Ombudsman, the Regulation of the Minister of Health on Medical Records, as well as the ethical standards required in the Doctor One Specialist's profession.
      

§ 4. Statements and obligations of Doctor.One

1. Doctor One states that:
   
   1. is a medical entity entered in the register of entities performing medical activities conducted by the Mazovian Governor under the number: 000000254837;
   2. Has mandatory liability insurance for medical entities;
      
   3. shall cooperate with Doctor One Specialist in the execution of the Agreement in good faith;
      
   4. shall be responsible for securing the medical records of Patients, using methods and means of protecting the records whose effectiveness at the time of their application is widely recognized.
      
2. Doctor One undertakes that:
   
   1. Will pay the Doctor One Specialist a salary in a timely manner;
   2. will provide the Doctor One Specialist with access to software to provide the Services and maintain medical records, and will provide the information necessary to use the software.
      

§ 5. Remuneration

1. The remuneration payable to a Doctor One Specialist for providing the Services is based on the value of Subscriptions paid by Patients who sign up for a Doctor One Specialist through the Application (i.e., designate a Doctor One Specialist as one of their specialists and commit to paying Subscriptions) in a given calendar month (the "Remuneration").
2. The accounting period is the calendar month.
   
3. The remuneration represents 87.5% of the sum of Subscriptions paid by Patients enrolled in Doctor One Specialist to Doctor One in a given calendar month.
   
4. If no Patient pays the Doctor One Specialist Subscription in a calendar month, he/she will not be entitled to receive the Remuneration.
   
5. If, as a result of a legitimate complaint by a Patient, a previously paid Subscription is returned to the Patient, Doctor One shall deduct from the next Remuneration due to the Doctor One Specialist the amount of the previously paid Remuneration for that Patient's Subscription.
   
6. Doctor One shall make available to the Doctor One Specialist information on the amount of Remuneration due for the previous calendar month via the Application, by the 3rd day of the following calendar month.
   
7. If the Doctor One Specialist enters into the Contract outside his/her business activity, the amount of the Remuneration calculated in accordance with § 5.3 above shall be the gross amount. In such case, the Remuneration, less any advance income tax and social security contributions due (if Doctor One is required to collect them), shall be paid to the Doctor One Specialist on the date indicated in § 5.10 below.
   
8. If Doctor One Specialist enters into the Agreement in the course of its business then:
   
   1. if the Doctor One Specialist is not an active VAT taxpayer - the amount of remuneration calculated in accordance with § 5.3. is the amount that will be payable to the Doctor One Specialist on the basis of the bill sent by him;
   2. if Doctor One Specialist is an active VAT taxpayer - the amount of the Remuneration is a net amount and should be increased by VAT at the rate applicable as of the date of the invoice.
      
9. Doctor One Specialist shall send the bill or invoice referred to in § 5.7. - 5.8. above, within 3 days of receipt of information on the amount of the Remuneration due, to invoices@doctor.one.
   
10. Doctor One shall pay the Remuneration to the Doctor One Specialist within 14 days from the date of receipt of a properly issued bill or invoice to the Doctor One Specialist's bank account indicated in the Application.
    

§ 6. Confidentiality

1. Notwithstanding the obligations of professional secrecy, the Doctor One Specialist also undertakes to keep confidential any information provided by Doctor One that constitutes Doctor One's trade secrets or Doctor One's undisclosed know-how. Confidential Information is, in particular, any information in documentary form, written form or available on Doctor One's information systems concerning Doctor One's business, market and marketing strategy, information concerning technological solutions used by Doctor One, as well as any other information the unauthorized disclosure or use of which may cause negative economic, or image consequences for Doctor One ("Confidential Information").
2. Confidential Information remains the property of Doctor One, which may request its return or deletion at any time during the term of the Agreement. If Doctor One has provided Doctor One Specialist with documents or media containing Confidential Information, Doctor One Specialist shall return such documents or media and destroy copies thereof, whether such copies are in paper or electronic form, within 7 days of receipt of such request and inform Doctor One thereof.
3. For the avoidance of doubt, the obligation not to disclose Confidential Information does not apply to activities undertaken by a Doctor One Specialist to promote the services provided by Doctor One, namely:
   
   1. sharing with patients, other professionals or physicians information leaflets, or brochures, or other promotional materials received from Doctor One;
   2. to provide patients, other professionals or physicians with information about the operation and functionality of the Application, or the benefits of working with Doctor One.
      
4. The following information will not be treated as Confidential Information:
   
   1. information open by law;
   2. information that was available to the public at the time it was received by the Doctor One Specialist, or that became public information after it was disclosed to the Specialist, but without the Doctor One Specialist or third parties breaching their confidentiality obligations;
      
   3. information that was in the possession of Doctor One Specialist or was known in good faith to Doctor One Specialist prior to its disclosure to Doctor One Specialist by Doctor One;
      
   4. information that according to applicable law, a final court decision or an administrative decision must be disclosed - to the extent of this disclosure.
      
5. Doctor One Specialist agrees to use Confidential Information only to the extent necessary for the proper performance of the Services, in particular, Doctor One Specialist shall not use, record, reproduce or disclose Confidential Information to a third party for any purpose other than the performance of the Services, without Doctor One Specialist's prior written consent.
6. Doctor One agrees to provide Doctor One Specialist with confidentiality and information security training.
   

§ 7. Prohibition of competition

1. Deliberately deleted.
   

§ 8. Liability

1. Specialist Doctor One shall be liable for non-performance or improper performance of the Agreement.
2. Neither Party shall be liable for non-performance or improper performance of the Agreement if it failed to perform its obligations or performed them improperly due to force majeure. Force majeure within the meaning of the Agreement shall be an event beyond the control of the Parties, external, impossible to foresee, which occurred after the date of signing of the Agreement, and which meets the criteria for recognition as force majeure established by the jurisprudence of Polish courts, including in particular such events as war, riots, terrorist attacks, epidemic or pandemic, natural disasters.
   

§ 9. Duration and termination of the contract

1. The contract is concluded for an indefinite period.
2. The Agreement enters into force on the date of its conclusion, and Doctor One Specialist is obliged to take the actions described in § 2.4 of the Terms of Business immediately after its conclusion. However, Doctor One Specialist shall not begin providing the Services earlier than the date on which the 1st Patient enrolls with Doctor One Specialist (i.e., the Patient purchases a Care Plan from the specialist), and Doctor One Specialist's obligation to pay Remuneration shall arise at the end of the 1st month in which the first Patient enrolls with Doctor One Specialist.
3. Either Party may terminate the Agreement by giving three (3) months' notice effective at the end of a calendar month. The notice of termination of the Agreement shall be given in documentary form under pain of nullity.
4. Doctor One may terminate the Agreement without notice (effective as of the date of the notice of termination) in the following cases:
   
   1. Doctor One Specialist's failure to exercise due diligence resulting from the professional nature of its business, including, in particular, providing the Services in an unprofessional or unprofessional manner, without taking into account applicable laws, the current state of medical knowledge and ethical principles; or
   2. Violation of the duty of confidentiality set forth in § 6 of the Terms of Business; or
      
   3. Failure to accept the Terms and Conditions of the Doctor.One Physician Application or updates there to;
      
   4. Violation of the provisions of the Regulations of the Doctor.One Physician Application.
      
5. In the event of termination of the Agreement, Doctor One shall pay Doctor One Specialist for all Services properly performed up to the expiration of the termination period. Upon expiration of the termination period, Doctor One Specialist shall destroy or return to Doctor One (at Doctor One's option) all copies of Confidential Information and media containing them, except for copies whose retention is necessary for Doctor One Specialist to fulfill Doctor One's public law obligations.
   

§ 10. Personal data

1. The administrator of Doctor One Specialist's personal data obtained in connection with the conclusion and performance of the Agreement is Doctor One. The rules for the processing of Doctor One Specialist's personal data are defined in the Privacy Policy.
   

§ 11. Final provisions

1. A Doctor One specialist may at any time access the contents of the Terms of Business accepted by him/her in the Application - in the Doctor's Office, in the "Help and Law" section under the "Terms of Business" tab.
2. Under the Agreement, a Doctor One Specialist does not acquire any employee rights.
3. Capitalized terms have the meanings defined in the relevant parts of the Terms of Business. The titles of individual paragraphs are for information purposes and are not intended to interpret the Agreement.
4. Doctor One may assign the rights and obligations under the Agreement to its successors at any time during the term of the Agreement.
5. The Agreement supersedes all previously existing agreements and understandings between the Parties, regardless of the form of their conclusion, to the extent covered by it. At the same time, the Parties confirm that there are no other arrangements between them, not expressed in this Agreement, regarding its subject matter.
6. The invalidity or inability to assert the performance of any provision of the Agreement shall not affect the validity or enforceability of the remaining provisions of the Agreement.
7. The agreement is governed by Polish law.
8. Any disputes that may arise in connection with the Agreement shall be resolved amicably through negotiations. In the event that negotiations are not conducted or do not yield the expected results within 30 days from the date of written notification to the other Party of the existence of a dispute, the Party in question shall have the right to refer the dispute for settlement to the court having jurisdiction over the seat of Doctor One.
9. Doctor One reserves the right to change the Terms of Business for important reasons, such as, in particular:
   
   1. change in the law, relating to the provision of Services covered by the Terms of Business;
   2. issuance of decisions, decisions or rulings of public authorities, or courts, affecting the content of the Terms of Business;
      
   3. other objective reasons that cause the necessity or need to change the Terms of Business.
      
10. Doctor One will inform the Doctor One Specialist of any changes to the Terms of Business by sending information about the changes to the email address indicated by the Doctor One Specialist in the Application. The changes will be effective no earlier than 14 days after the date of informing the Doctor One Specialist about these changes, unless the Doctor One Specialist accepts the wording of the amended Terms of Business earlier, in particular through the Application.
    
11. The period indicated in § 11.10 above may be shorter in situations where:
    
    1. the change will be caused by a change in generally applicable laws, and the time between the publication of the legal act that forces the change and its entry into force is less than 14 days;
    2. the change is caused by a final decision of a public administration body or a final court judgment that orders it to be implemented within less than 14 days.
       
12. A Doctor One Specialist who does not agree with the changes made to the Terms and Conditions of Business may terminate the Agreement within 7 days of receiving information about the change with effect from the last day before the effective date of the introduced provisions.
    
13. The Terms and Conditions in this wording are effective from August 16, 2023, or from the date of acceptance of the Terms and Conditions in this wording by a Doctor One Specialist - whichever comes first.