EMPLOYER PARTICIPATION AGREEMENT
December 10, 2025
This Agreement is entered into by and between the undersigned Employer (“Employer”) and Global Healthcare Resources, LLC, a Florida limited liability company with its principal place of business in Palm Beach County, Florida (“GHR”).
RECITALS
WHEREAS, GHR has developed a proprietary employee program known as the Executive Longevity Benefit™, which enables employers to provide select executives with access to medically necessary services, treatments, and diagnostics related to longevity and performance enhancement through a compliant non-qualified benefit structure; and
WHEREAS, Employer desires to enroll in the Program and extend this benefit to one or more qualifying executives, subject to the terms and conditions herein;
NOW THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows:
1. DEFINITIONS
1.1 “Program” means the Executive Longevity Benefit™ offered by GHR to eligible corporate clients.
1.2 “Eligible Executive(s)” refers to a select group of management or highly compensated employees (within the meaning of ERISA), chosen solely by the Employer.
1.3 “Clinic” or “Provider” means any medical or wellness facility selected by Employer or Executive, subject to documentation and invoicing standards required by GHR.
2. SCOPE OF SERVICES
2.1 Facilitation Role Only. GHR is not a Third-Party Administrator (TPA), fiduciary, or insurer. GHR’s role is limited to providing implementation tools, documentation templates, clinic coordination support, and data facilitation services to assist Employer in offering the Program.
2.2 No Clinical Responsibility. GHR does not provide or supervise any medical care or treatment. All services rendered to Executives are provided solely by independent clinics or healthcare professionals.
2.3 Technology Platform. GHR may provide technology access to streamline recordkeeping, compliance, documentation, or payment coordination between Employer and Clinic.
3. PARTICIPATION TERMS
3.1 Annual Fee. Employer agrees to pay an annual participation fee to GHR of:
• $3,000 USD per participating company
• Includes onboarding, documentation templates, and data coordination
• Fee is non-refundable, prepaid, and auto-renewed annually unless canceled per Section 8.
3.2 Payment Terms.
• No services shall be initiated until full payment is received.
• GHR may require auto-charge or auto-bill arrangements via Stripe or another payment processor.
• The Employer agrees to be charged upon enrollment and annually thereafter unless terminated.
4. INVOICING & DOCUMENTATION
4.1 Required Documentation. Clinic(s) must submit clear, itemized invoices, medical necessity letters, and any additional documents required by GHR.
4.2 Responsibility for Claims. All documentation and classifications of services (medical vs. non-medical) are the responsibility of the Clinic and/or Employer.
4.3 Plan Eligibility. Employer certifies that the benefit is only offered to qualifying executives and that no reimbursement or coverage extends to the general employee population.
5. EMPLOYER DUTIES & REPRESENTATIONS
5.1 Certification. Employer certifies that:
• The Program is being offered to a select group of management or highly compensated employees;
• All services covered under this Program shall be for legitimate, medically necessary purposes, and not primarily cosmetic or elective.
5.2 Non-Interference. Employer agrees not to replicate, clone, or modify the Program for internal use without GHR’s written consent.
5.3 No Reliance. Employer acknowledges that GHR does not provide legal, tax, or accounting advice and has recommended that Employer consult with its own advisors before participating.
6. INTELLECTUAL PROPERTY & CONFIDENTIALITY
6.1 IP Ownership. All templates, documents, protocols, and processes shared by GHR remain its sole intellectual property.
6.2 Confidentiality. Employer agrees not to disclose GHR materials to third parties or use such materials to develop competing programs.
6.3 Non-Circumvention. Employer shall not contract directly with any Clinic or Provider introduced by GHR for a substantially similar program for a period of one (1) year following termination.
7. LIMITATION OF LIABILITY & INDEMNITY
7.1 Liability Cap. GHR’s total liability under this Agreement shall not exceed the total annual fee paid by Employer.
7.2 Exclusion of Damages. GHR shall not be liable for any indirect, incidental, special, punitive, or consequential damages, including loss of profits, tax penalties, or business interruption.
7.3 Employer Indemnity. Employer shall indemnify and hold harmless GHR and its affiliates from any claims, liabilities, or expenses arising from:
• Misrepresentation or omissions by Employer or its employees;
• Improper tax reporting, classification, or compliance failures;
• Inaccurate or incomplete clinic invoices or documentation.
8. TERM & TERMINATION
8.1 Term. This Agreement begins upon payment and remains in effect for one (1) year, renewing automatically unless terminated.
8.2 Cancellation. Either party may cancel with 90 days’ written notice prior to renewal. Early termination does not entitle Employer to any refund.
8.3 Termination for Cause. GHR may immediately terminate this Agreement if Employer materially breaches any obligation or misuses GHR materials.
9. LEGAL DISCLOSURES
9.1 No Tax or Legal Advice. GHR makes no representations or guarantees about the tax treatment of this Program. Employer is solely responsible for determining legal or tax deductibility.
9.2 No Warranties. GHR provides all services “as-is” without warranties of any kind, express or implied.
9.3 Dispute Resolution. All disputes shall be resolved by binding arbitration in Palm Beach County, Florida, under the rules of the American Arbitration Association.
9.4 Governing Law. This Agreement shall be governed by and construed under the laws of the State of Florida.
10. GENERAL PROVISIONS
10.1 No Waiver. Failure to enforce any term shall not be construed as a waiver of enforcement rights.
10.2 Severability. If any part of this Agreement is deemed unenforceable, the rest shall remain in effect.
10.3 Assignment. This Agreement may not be assigned by Employer without written consent of GHR.
10.4 Entire Agreement. This Agreement represents the entire understanding between the parties and supersedes all prior communications.
10.5 Modification. No change to this Agreement shall be valid unless in writing and signed by both parties.
10.6 Force Majeure. GHR shall not be held liable for any delay or failure in performance due to events beyond its control.
11. ACCEPTANCE OF TERMS
By submitting payment and checking the applicable box at checkout, Employer agrees to the terms above and acknowledges this constitutes a legally binding contract between Employer and GHR, enforceable under applicable law.