This Membership Agreement (“Agreement”) specifies the terms and conditions under which you, the undersigned member (“Member”), and if requested, up to one (1) additional family member (“Family Member”), may participate in the Protocol Program (“Program”). The Agreement will become effective as of the date set forth by Concierge Care, L.L.C (“Practice”) at the end of this Agreement (the “Effective Date”). Family Member is defined as spouse or domestic partner. 

The Program
The Program includes offerings and services set forth on Exhibit A (“Services”). Practice will provide the Services in collaboration with Healthspan Group LLC, d/b/a Protocol (“Protocol.”) Protocol will not provide any clinical services; all clinical services will be provided exclusively by Practice.

Annual Membership Fee and Term
Members will pay an annual fee of $8,500 for individual membership or $7,250 for each family membership to Practice for the Services provided by Practice in collaboration with Protocol (“Membership Fee.”)  The Membership Fee covers a one (1) year period beginning on the Effective Date. This Agreement will autorenew on an annual basis, unless Member cancels the membership prior to the anniversary of the Effective Date. Member must make a renewal fee payment equal to the then prevailing annual Membership Fees due on each one (1) year anniversary of the Effective Date. The Membership Fee is subject to adjustment by Practice, which Practice will provide an updated Membership Fee at least thirty (30) days in advance of such adjustment, payable by the Member upon renewal of this Agreement. Unless otherwise instructed by the Member, the payment method on file with Practice’s third-party payment processor will be automatically charged the Membership Fee on each anniversary of the Effective Date.  Failure to pay the renewal annual Membership Fee within thirty (30) days from the anniversary of the Effective Date shall result in termination of this Agreement and Member’s participation in the Program. The Membership Fee may be paid by Member or by a third party designated by Member.

Member shall be entitled to a full refund of the Membership Fee if the Agreement is cancelled in writing within thirty (30) days following the Effective Date (“Termination Period”). The Membership Fee shall be refunded to Member within thirty (30) days of cancellation. If Member cancels the Agreement after the Termination Period for any reason, the Member will forfeit the Membership Fee.  Practice may terminate this Agreement at any time upon thirty (30) days prior written notice to Member. In such event, Member shall receive a prorated refund of the Membership Fee based on the remaining unused portion of the one-year term.

 

No Insurance Coverage
The Membership Fee covers the Services which are of a special and unique nature and are not services reimbursable by any third-party payer, including the Medicare or Medicaid programs. The Member agrees that he or she will not seek reimbursement for the Membership Fee or any Services from any third-party payer or expect the Practice to submit claims for such Membership Fee or Services to any insurance company or third-party payer. 

Entire Agreement
Each of the undersigned agrees to the terms of this Agreement, all of which are expressed herein, constitutes the entire agreement as to the subject matter hereof. There are no promises or representations with respect to the terms of this membership except as set forth herein. This Agreement may not be assigned by Member without the Practice’s prior written approval.  

Notices
Any communication required or permitted to be sent under this Agreement shall be in writing and sent via certified mail, return receipt requested, nationally recognized overnight mail with tracking capabilities (i.e., FedEx), or provided via hand delivery, to the addresses set forth below. Any change in address shall be communicated in accordance with the provisions of this section.

 

Governing Law
The laws of the State of Massachusetts shall govern the validity, interpretation and performance of this Agreement without giving effect to the principles of comity or conflicts of laws thereof. 

ARBITRATION
Member and Practice agree that all controversies, claims and disputes arising from or relating to this Agreement will be resolved by final and binding arbitration before a single neutral arbitrator located in Boston, MA conducted under the applicable rules of the American Arbitration Association. The arbitrator’s award will be final and binding upon the parties and judgment may be entered on the award. Each party expressly waives its right to have any controversies, claims or disputes arising from or related to this Agreement decided by a court or jury. 

Amendments and Waivers
This Agreement may only be revoked, altered, amended, or modified by the written agreement of both parties hereto. No waiver of any provisions of this Agreement shall be valid unless in writing and signed by the party against whom such waiver is sought. One or more waivers of any covenant or condition of this Agreement by any of the parties hereto shall not be construed as a waiver of any subsequent breach or of other covenants or conditions.

Section Headings
Any section, section title or caption contained in this agreement is for convenience only, and in no way defines, limits or describes the scope or intent of this Agreement or any of the provisions hereof.

Invalid Provisions
The invalidity or unenforceability of any particular provision of this Agreement shall not affect any other provision hereof. This Agreement shall be construed in all respects as if such invalid or unenforceable provisions were omitted.

Counterparts
This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and all of which shall constitute a single Agreement.

Your signature below means that you (a) have read, understand, and agree to all of the terms contained in this Agreement; and (b) you are financially responsible for the Services you receive under this Agreement.

The Program includes both non-clinical and clinical services delivered collaboratively by Healthspan Group LLC, d/b/a Protocol (“Protocol”) and the participating physician practice (“Practice”). The services provided under the Program are designed to support Members in optimizing their healthspan, preventing disease, and improving quality of life.

 
A. Protocol provides proactive, lifestyle-based support. These services are non-clinical in nature and are intended to complement, but not replace, the clinical care provided by Practice.

Protocol’s services include:

• Comprehensive Health Optimization Planning - Development of personalized plans to improve energy, prevent disease, and build resilience as Members age.
• Coaching & Education - Ongoing guidance based on advanced lab testing and functional assessments; education to support informed decision-making around health and lifestyle choices.
• Preventive Care Coordination - Arranging for services such as DEXA scans, VO₂ max testing, and other advanced screening tools as part of the longevity and healthspan approach.
• Member Onboarding & Engagement - Coordination of Member onboarding and collection of the Program Membership Fee.

Protocol does not provide any clinical services and does not engage in the diagnosis, treatment, or management of medical conditions.

B. Practice’s services include:

• Non-covered medical care and/or non-medical amenities.
• Care Coordination - Support with navigating the broader healthcare system and communication with specialists.
• Continuity & Access - 24/7 direct access to concierge physicians, same-day or next-day appointments, extended hours by request, minimal wait times, and access to house calls when appropriate. 

On the next page, you’ll be asked to sign a records release form that allows your care team to securely share relevant information and coordinate on your behalf. If there is more than one member included in your Protocol Membership, each individual must sign their own copy of the release form. Upon completion of this intake form, we will email the other party member separately. 

BY SIGNING YOUR NAME BELOW, YOU AUTHORIZE:

(i) PRACTICE AND/OR ITS PHYSICIANS, STAFF, EMPLOYEES, AGENTS AND REPRESENTATIVES, TO SHARE YOUR CONFIDENTIAL PROTECTED HEALTH INFORMATION WITH PROTOCOL, OTHER TREATING PHYSICIANS, HOSPITALS, HEALTH CARE FACILITIES, AND LICENSED HEALTH CARE PRACTITIONERS FOR THE PURPOSE OF PROVIDING SERVICES UNDER THE AGREEMENT.

(ii) PRACTICE AND OR ITS PHYSICIANS, STAFF, EMPLOYEES, AGENTS AND REPRESENTATIVES, TO RELEASE ANY MENTAL HEALTH, SUBSTANCE ABUSE AND HIV/AIDS INFORMATION CONTAINED IN YOUR PROTECTED HEALTH INFORMATION, BUT ONLY IF PRACTICE FIRST OBTAINS YOUR SEPARATE, WRITTEN CONSENT TO DO SO. ADDITIONALLY, AFTER RECEIVING YOUR CONSENT TO DO SO, PRACTICE SHALL ONLY RELEASE SUCH MENTAL HEALTH, SUBSTANCE ABUSE AND HIV/AIDS INFORMATION FOR TREATMENT, PAYMENT AND HEALTH CARE OPERATIONS PURPOSES.

(iii) PRACTICE, PROTOCOL, AND/OR THEIR PHYSICIANS, STAFF, EMPLOYEES, AGENTS AND REPRESENTATIVES, TO SEND YOUR PROTECTED HEALTH INFORMATION TO YOU VIA E-MAIL TO THE E-MAIL ADDRESS LISTED BELOW UPON YOUR REQUEST. ALTHOUGH PRACTICE AND PROTOCOL WILL TAKE STEPS TO KEEP YOUR COMMUNICATIONS CONFIDENTIAL AND SECURE, THE CONFIDENTIALITY OF E-MAIL COMMUNICATION CANNOT BE ASSURED OR GUARANTEED.

(iv) PRACTICE AND PROTOCOL AND/OR THEIR PHYSICIANS, STAFF, EMPLOYEES, AGENTS AND REPRESENTATIVES, TO CONTACT YOU FOR MARKETING PURPOSES WITH RESPECT TO NEW PRODUCTS OR SERVICES OFFERED BY PRACTICE AND/OR PROTOCOL.

PRACTICE’S POLICIES AND PRACTICES GOVERNING ITS USE AND DISCLOSURE OF PROTECTED HEALTH INFORMATION ARE AVAILABLE TO YOU UPON REQUEST, AND SUCH POLICIES AND PRACTICES MAY BE CHANGED AS NECESSARY BY PRACTICE AS CONTAINED THEREIN. YOU MAY REQUEST THAT PRACTICE RESTRICT THE USE OR DISCLOSURE OF YOUR PROTECTED HEALTH INFORMATION TO ONLY TREATMENT, PAYMENT AND HEALTH CARE OPERATIONS PURPOSES. YOU MAY REVOKE THIS CONSENT AT ANY TIME BY PROVIDING WRITTEN NOTICE TO PRACTICE IN ACCORDANCE WITH THIS AGREEMENT. HOWEVER, IF PRACTICE HAS TAKEN ANY ACTION IN RELIANCE ON YOUR PREVIOUSLY UNREVOKED CONSENT YOUR REVOCATION OF THIS CONSENT SHALL NOT APPLY TO SUCH PREVIOUS ACTIONS TAKEN BY PRACTICE.