Memorandum of Understanding

This Memorandum of Understanding (“Agreement”) is being made between MedLive24 and

her Digital Marketing Consultant (here-in referred to as the 2 nd party) on 13th of April
2020(date). This Agreement will become effective upon appending of signatures by the both
parties.

1. Basis of Agreement

The Parties will perform the following things written under that are listed in this Section
1. The Parties acknowledge that their obligations to perform these things serve as good
and valuable consideration for this Agreement. Therefore; this Agreement is a legally
binding, fully-enforceable contract.

a. MedLive24 shall:
i. Engage your services as a Digital Marketing Consultant to work with us
on a full-time basis.
ii. Allow you work remotely, without having to resume work daily in our
physical presence. Nevertheless, you are meant to participate actively
through our digitized staff platforms and send in your reports on targets
given daily, to your supervisor in charge and HR.
iii. Instruct a Senior Digital Consultant that is working with us, to train you
for 14 days on how to perform excellently in our conglomerate and on
how to get proficient and excellent results.
iv. As soon as your 14-day training is over, keep you on a monthly salary of
N80,000
v. Provide you access to free health care services as a staff with us. This
means you can talk to any of our Health Practitioners without being
charged for consultation.
vi. Give you extra allowances during your birthday celebration, upon
completion of targets given and also during festive periods.

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 vii. Promote you to Business Development Consultant within six months of
working with us, with an increased salary upon good performance
observation from HR.

b. You will:
i. Increase the brand awareness of MedLive24.
ii. Implement Digital Marketing Strategies as instructed by MedLive24.
iii. Submit reports daily or as at when needed to HR and your supervisor in
charge. You are to function properly with or without follow-up, this
means that you are to always send in your reports daily with or without
follow up from your supervisor). Failure to send in reports will attract a
query from HR.
iv. Daily publicize about MedLive24 on all digital platforms accessible to
you, emphasizing on the benefits of our services.
v. Use digital marketing strategies given to you, to generate leads that will
become conversions for MedLive24.
vi. Execute at least 50% of the targets given to you by your supervisor in
charge.
vii. Abide by the staff code of conduct of MedLive24 and perform efficiently
in whatever team you are appointed to.

2. Fees

Salary Package(Basic) N80,000/Month

Bonuses: As calculated from KPI

Allowances As decided by HR during the appropriate time

Benefits Free Access to any our Health care services

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3. Term and Termination
a. The term of this Agreement begins from the Effective Date above.

b. If either Party fails to follow through with their responsibilities or obligations

under this Agreement, the other Party can end this Agreement by giving a
written notice to the breaching Party.

c. This Agreement will automatically terminate when both Parties have

performed all of their obligations under the Agreement and all payments have
been received and have decided not to continue any longer with the terms
outlined here

4. Confidentiality
a. Your proprietary information and other private details like your account
details are safe with us. Any know-how, or any other confidential information
that is not publicly available, will not be given to a third-party. We agree to
use the proprietary information only for purposes related to this Agreement.
We also agree to return or destroy any propriety information we have,
whether it’s physical or electronic, upon termination of this Agreement.

b. We expect our information to be safe with you, too. This includes our
proprietary information. You agree not to sell our proprietary information to a
third-party, no matter how much they offer you for it. You also agree to return
or destroy any propriety information you have, whether it’s physical or
electronic, upon termination of this Agreement.

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5. Licenses
MedLive24 pre-existing trademarks and copyright material (like logos and service
marks) will remain our property and we will be the sole owner of all rights in
connection to it. We grant you (our digital marketing consultant) a nonexclusive,
nontransferable license to use, reproduce, and modify the Marks as needed to
effectively carry out the job given to you by us. You agree to stop using the Marks
immediately upon our request. When this Agreement is terminated, your license to
use the Marks will also terminate.

6. Limitation of Liability
Your liability to Us is only for the costs payable under this Agreement. You will not be
liable to Us, or any third-party, for damages like lost profits, lost savings, incidental
damages, consequential damages, punitive, exemplary, or special damages. Neither
Party will be liable for lost profits or lost business opportunities upon breach of this
Agreement.
7. Waiver
Neither Party can waive any provision of this Agreement, or any rights or obligations
under this Agreement, unless agreed to in writing by the Parties. If any provision,
right, or obligation is waived, it’s only waived to the extent agreed to in writing.

8. Amendments
This Agreement may be modified as needed. To make a modification, the Parties have
to agree to the modification in writing in the form of an amendment. The terms of
this Agreement will apply to any amendment made unless otherwise stated in the
amendment.

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9. Assignment
The Parties may not assign the responsibilities that they have under this Agreement to
anyone else unless both Parties agree to the assignment in writing.

10. Dispute Resolution

a. Negotiation: In the event of a dispute, the Parties agree to work towards a
resolution through good faith negotiation.
b. Mediation/Arbitration: If talking it over doesn’t go well, either Party may
initiate mediation or binding arbitration in a forum mutually agreed to by the
Parties.
c. Litigation: If litigation is necessary this Agreement will be interpreted based on
the laws of Nigeria, regardless of any conflict of law issues that may arises. The
Parties agree that the dispute will be resolved at a court of competent
jurisdiction in the State.
d. Attorney’s Fees: The prevailing party, also known as the “winner”, will be able
to recover its attorney’s fees and other reasonable costs for a dispute resolved
by binding arbitration or litigation.

11. Complete Contract

This Agreement puts the Parties entire understanding of the Services to be performed
and anything else the Parties have agreed to in black and white (literally). This
Agreement supersedes any other written or verbal communications between the
Parties. Any subsequent changes to this Agreement must be made in writing and
signed by both Parties.

12. Severability
If any section of this Agreement is found to be invalid, illegal, or unenforceable, the
rest of the Agreement will still be enforceable.

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 13. Notices
All notices under this Agreement must be sent by either email with return
confirmation of receipt, or certified or registered mail with return receipt requested.

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SIGNATORY AGREEMENT

The both Parties agree to the terms of this Agreement by placing their signatures below:

__________________________ Digital Marketing Consultant’s Name

Signature: ___________________

Date: ___________________

MEDLIVE24: Company Name

Signed: ___________________

Date: _________13TH APRIL 2020__________

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