Dongfang Hospital Oral Department Cooperative Contract
Exhibit
99.1
Dongfang
Hospital Oral Department Cooperative Contract
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Party
A: Dongfang Hospital
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| Party B: ▇▇▇▇ ▇▇▇ |
ID card
No.362202197905110036
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Party A
and Party B will jointly establish the cooperative the Oral Department of
Dongfang Hospital in order to make full and rational use of their respective
resources and advantages to give play to the working initiative of the medical
personnel of the Oral Department and increase its benefit. Party A and Party B
will jointly participate in investment in operation of diagnosis and treatment
items after full negotiation in order to meet the market need, develop the Oral
Department of Dongfang Hospital and improve the awareness and increase the
economic benefit of the hospital. This Agreement is made for joint compliance by
both parties on the basis of equality, amicable negotiations and
cooperation.
Article 1
General provisions
Both
parties will cooperate with each other to obey medical moral and rules, ensure
the medical service quality and engage in strengthening and developing medical
treatment technology with the starting point of establishing, maintaining and
providing the mass reputation and good pubic praise for Dongfang Hospital and
its Oral Department and adhering to the principle of healing the wounded and
rescuing the dying and serving the people, creating economic benefit while
paying attention to social benefit.
Article 2
Cooperative items
The
operation scope of the Oral Department: oral medicine, oral surgery, oral
restoration, oral orthodontics, oral beauty. Party B shall not engage in the
medical business unrelated to the Oral Department.
Article 3
Cooperative place: Party A will provide the business license and place for the
Oral Department of Dongfang Hospital (including existing a consulting room by
the elevator of the first floor of clinic building which covers an area of
approximately 60-70 sqm and the clinic hall of about 80 sqm for use of the Oral
Department), water& electricity facilities and a series of dental equipments
and instruments such as three dental comprehensive treatment desks for Party B’s
use. Party B will be responsible for purchasing other dental equipments and
instruments (including four dental comprehensive treatment desks and related
auxiliary equipments amounting to approximately RMB120,000 yuan).
The ownership of equipments purchased by Party B will belong to Party B during
the contract term, which can be transferred to Party A at the price after
depreciation as specified by the national department after the contract
expires.
Article 4
Party A will be responsible for construction outside the department, and Party B
for internal decoration of the department, including water & electricity
laying, exhaust fan, drainage, pollutants discharge, lighting.
Article 5
Rights and obligations of Party A
(Rights)
1. To
review the qualification for medical practice and identity certificate of
medical personnel of the Oral Department.
2. To
review the charging standard for diagnoses and treatment of the Oral Department,
prohibit arbitrary charges. Party A will collect all charges and issue the
computer charging receipt of this hospital.
3. To
supervise medical personnel of the Oral Department if they observe the rules
formulated by Party A, follow the principle of honest practice and ensure the
quality of diagnoses, treatment and service.
(Obligations)
1. To
provide convenience in doctor’s practicing qualification and filing procedure
for medical personnel of the Oral Department.
2. To
coordinate relationship between interior departments in the hospital and the
Oral Department.
3. To be
responsible for harmonious relationship with higher competent health
administrative department.
4. To
provide support and help in accident and first aid to the Oral Department during
diagnoses and treatment.
Article 6
Rights and obligations of Party B
1. To be
entitled to use name, prescription, case history, bills of Party A and place for
diagnoses and treatment of Party A.
2. In the
precondition of high transparence, Party A and Party B shall be jointly
responsible for management and operation of the oral center, and Party B will
lead the development and strategy of the Oral Department, responsible for hiring
and training medial personnel of the Oral Department.
3. To be
entitled to ask Party A to offer assistance in coordinating internal relations
and external environment.
4. To be
entitled to ask Party A to ensure normal business of Party B during the
cooperative term.
Article 7
Jointly assuming responsibilities
1. Party
B shall pay RMB50,000 yuan to Party
A as the advertising fee for the Oral Department after the contract is signed,
and such fee will be spent within 5 month after fully paid by Party
B.
2. The
early original equipment of treatment machine (dental chair) of the Oral
Department of Party A and medical apparatuses of the department shall be provide
for Party B’s use freely (enclosed a medical apparatuses list). Party B shall be
responsible for fund investment in later equipments of the Oral Department, the
ownership of which shall belong to Party B.
3. Both
parties shall be responsible for purchasing consumable materials, medicines and
false teeth processing of the Oral Department, the expenses thereof included in
the cost (the purchase price shall be subject to public auction, and an
appropriate price shall be determined jointly).
4. Both
party shall jointly handle and take responsibility for the medical dispute,
medical accident later occurring in the Oral Department, and the economic
compensation shall be assumed by Party B itself.
5. Party
B shall bear later apparatuses investment and their update and maintenance of
the Oral Department during operation.
6. The
daily consumables of the Oral Department (excluding false teeth) shall be
supplied to Party B after put into storage by Party A in a unified
form.
7. The
cost and tax & fee expenditures to be shared jointly by both parties: the
consumable materials, false teeth processing fee, wages of medical personnel
(excluding bonus and commission of personnel of the Oral Department), housing
expenses, charges for water & electricity will be shared after deducted from
total turnover of the Oral Department.
Article 8
Benefit distribution
1. Both
parties will settle out the financial accounts of income and expenditure of the
Oral Department before the 5th –
10th
day the following month. Party A will pay the benefit due to Party B against
effective bills of Party B, and shall not delay for whatever reasons; otherwise,
Party B may collect a late fee of 5 percent of the benefit due each day. The
profit after deduction of all costs and expenditures of the Oral Department will
be shared by Party A and Party B in the proportion of 40:60, i.e., Party A
accounts for 40 percent of the profit, and Party B, 60 percent. Party B will
ensure that the profit of Party A in the first year: not less than six thousand
yuan each month for the first 6 months, and not less than eight thousand yuan
each month for the last 6 months; in the second year, not less than ten thousand
yuan each month; in the third year, not less than eleven thousand yuan each
month; in the forth and fifth year, not less than twelve thousand yuan each
month; in the sixth, seventh and eighth year, not less than thirteen thousand
yuan each month. The insufficient amount each month each year will be paid by
Party B.
2. For
assistant examinations such as inspection, CT, X-ray done by the Oral
Department, Party A will give a 50 percent commission to the Oral
Department.
3. The
medical personnel engaged by Party B will be paid wages strictly according to
the hospital’s standard (included in the cost): first level: 1500 yuan; doctor’s
level: 2200 yuan; middle level: 3460 yuan. The bonus will be paid by Party B
separately and not included in the cost of both parties.
Article 9
Cooperative term
The
validity period of this Contract is eight years from the contract coming into
effect on June 1, 2009 after signed by both parties. After the contract expires,
if both parties do not object, this Contract will be renewed automatically. Both
parties may cooperate on a basis of good will, equality and mutual
benefit
Article
10 Other clauses
1. If
Party A cancels the contract unilaterally during the cooperative term, it shall
compensate to Party B double the investment amount and refund all advertising
fee of fifty
thousand yuan to Party B; if Party B cancels the contract unilaterally,
it shall compensate to Party A double the investment amount of Party B
equally.
2. In any
of the following circumstances Party A has the right to cancel the contract: 1)
Unreasonable dispute is aroused with Party A; 2) The working personnel
misconduct or practice without registered practicing certificate; 3) Failure to
operate according to Party A’s management system and Cooperative Contract which
causes safety hidden trouble or accident and failure to remedy after more than
three times of reminders by Party A.
3. Party
A shall not sign the similar cooperative contract with any third party, nor
carry out the same business. Party B shall not transfer to the third party in
the midway of the cooperative term. The party in breach shall make compensation
against the economic losses.
4. If
both party need to make supplement to the clauses in this agreement, they should
sign a supplementary agreement in writing, which is equally
authentic.
5. The
principle of mutual understanding shall be adhered to during the cooperation.
Any matter not provided herein shall be settled by both parties through
discussion. If no settlement is reached, both parties agree to settle through
the arbitration institution where Party A is located (also may lodge a lawsuit
to the people’s court where Party A is located).
6.
Appendix hereto is equally authentic. A copy of additional original medial
apparatuses list of the Oral Department is attached.
This
contract comes into effect from the date of signing by both parties. This
contract is made in three copies, each party holding one copy, the remaining one
are for filing of the hospital.
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Signature
of Party A (seal): Guangzhou Dongfang Hospital
/s/
▇▇ ▇▇▇▇▇▇▇▇
Address:
Shifeng Road, Shijing Street, Baiyun District, Guangzhou
Tel:
Date
of signing:
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Signature
of Party A (seal): ▇▇▇▇ ▇▇▇
/s/
▇▇▇▇ ▇▇▇
Address:
▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, Jiangxi
Tel:
▇▇▇▇▇▇▇▇▇▇▇
Date
of signing:
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