Physician Credentialing Agreement

This Physician Credentialing Agreement ("Agreement") governs the relationship between IA Soluções (CNPJ 51.083.181/0001-06), operator of the BrasilDoctors platform ("Platform"), and the legal entity owned by the physician interested in providing care through the Platform ("Credentialed Provider"). By applying for credentialing, the Credentialed Provider declares having read and accepted this Agreement, the Code of Conduct, and the Quality and Decredentialing Policy, which are an integral part of it.

1. Purpose

The Platform provides the Credentialed Provider with technological and operational infrastructure for teleconsultations: patient acquisition, distribution of care offers via WhatsApp, video calls, care documentation, patient billing, and payouts to the Credentialed Provider.

Credentialing does not create exclusivity, nor any promise or guarantee of a minimum volume of consultations, which depend on patient demand and the distribution criteria described in the Quality Policy.

2. Credentialing requirements

The following are cumulative requirements for credentialing and for keeping it:

• Active CRM license in good standing, without suspension, revocation, or ethical-professional restriction on practicing medicine or telemedicine;
• A duly incorporated legal entity with medical activity in its purpose, of which the physician is a partner or owner, able to issue invoices;
• At least 2 (two) years since graduating from medical school;
• Ethical-professional certificates from the CRM of registration;
• A valid ICP-Brasil digital certificate for signing prescriptions, medical certificates, and other electronic medical documents;
• Adequate technical setup: stable internet connection, good-quality camera and microphone, and a private room compatible with medical confidentiality;
• Approval in the selection process described in the next section.

Physicians who advertise or practice as specialists must hold the corresponding Specialist Qualification Registration (RQE).

3. Selection process and initial monitoring period

Credentialing comprises: (i) document review; (ii) an interview with the clinical team; and (iii) a simulated consultation, assessing communication, clinical approach, and use of the tool. Approval is a discretionary decision of the Platform, as in any network credentialing.

Once approved, the Credentialed Provider goes through an initial monitoring period covering their first 20 (twenty) consultations, during which the volume of offers may be limited and the Platform's Medical Technical Director performs quality monitoring — including review of care records and feedback.

Quality monitoring, at any stage, is conducted by a physician and does not interfere with the Credentialed Provider's technical autonomy in handling each case.

4. Maintaining credentials and periodic re-verification

Credentialing requirements must be met on an ongoing basis. The Platform may periodically — and at any time — re-verify the good standing of the Credentialed Provider's CRM license, certificates, and other documents, requesting updates when necessary.

The Credentialed Provider must immediately notify the Platform of any relevant change in their situation — in particular any suspension, restriction, or proceeding affecting their professional license, as well as relevant corporate or tax changes in their legal entity. Failing to give this notice is a serious violation.

5. Nature of the relationship

The Credentialed Provider is an independent service provider. This Agreement creates no employment, corporate, or subordination relationship between the Platform and the physician, nor between the Platform and the Credentialed Provider's legal entity.

• No exclusivity: the Credentialed Provider may work in their own practice, hospitals, other platforms, and any other fronts;
• No working hours: the Credentialed Provider freely defines the periods in which they are available to receive offers, with no minimum workload or mandatory shifts;
• Freedom to accept: each care offer may be accepted or not. Repeated patterns of unavailability affect only the distribution of new offers, as set out in the Quality Policy — they never result in fines or charges.

6. Compensation and payouts

Amounts, percentages, and payout rules are set out in the current Commercial Schedule, provided to the Credentialed Provider at credentialing and at each update. The Commercial Schedule may be updated by the Platform upon notice at least 30 (thirty) days in advance; each consultation is governed by the version in force on the date it takes place.

Payouts are made monthly to the Credentialed Provider's legal entity, upon issuance of the corresponding invoice, by the 10th (tenth) business day of the month following the consultations performed.

7. Taxes and charges

Each party is responsible for the taxes levied on its own activities and revenues. The Credentialed Provider's legal entity is responsible for paying the taxes on the amounts received (including ISS, where due) and for meeting its own tax, social security, and labor obligations regarding itself and any staff of its own.

Where required by law, the Platform will apply the applicable withholdings, itemizing them in the payout statements.

8. Personal, non-transferable account

The Credentialed Provider's access credentials are personal and non-transferable. Only the credentialed physician may provide care through their account. Granting access to third parties — physicians or not — is a serious violation and results in immediate decredentialing, as set out in the Quality Policy.

9. Patient acquisition and no-steering rule

Patients cared for through the Platform are acquired through the Platform's investment in marketing, technology, and operations. During the term of credentialing, the Credentialed Provider must not:

• Steer a Platform patient to private care outside of it, whether free or paid;
• Provide their personal or practice contact details to a Platform patient for that purpose;
• Charge a Platform patient any amount off-platform.

Violating this section is serious and results in immediate decredentialing, without prejudice to applicable liability. This rule does not reach the Credentialed Provider's own clientele built outside the Platform.

10. Professional liability and insurance

The medical act — history taking, assessment, clinical management, prescribing, and documentation — is the sole responsibility of the Credentialed Provider, in the exercise of their technical autonomy. The Platform is responsible for the availability and security of the technology infrastructure it provides.

The Platform strongly recommends that the Credentialed Provider maintain professional liability insurance compatible with their activity, although obtaining it is not a condition of credentialing.

11. Indemnification and limitation of liability

The Credentialed Provider will indemnify and hold the Platform harmless from third-party claims — including patients' claims — arising from medical acts they performed, from breach of this Agreement, or from violation of professional rules, reimbursing amounts the Platform pays out for such causes, including reasonable defense costs.

To the maximum extent permitted by law, the Platform is not liable for temporary unavailability of the service, connectivity failures, force majeure events, or third-party services (such as messaging and video call providers). The Platform's liability is limited to the technology infrastructure it provides.

12. Data protection and confidentiality

The processing of patients' personal and health data complies with the LGPD (Law No. 13,709/2018) and medical confidentiality. The Credentialed Provider processes patient data exclusively within the Platform and for care purposes, and must not copy, export, or use it for any other purpose.

Confidentiality and data protection duties survive the end of credentialing.

13. Trademark and intellectual property

The Platform's software, content, and trademarks are owned by the operator. Any use of the Platform's name or brand by the Credentialed Provider in their own materials requires prior written authorization. The Credentialed Provider will not present themselves as an employee, representative, or spokesperson of the Platform.

14. Notices, license to use, and assignment

Notices: official communications between the parties — including notices under the Quality Policy — are made through the Platform's channels and the Credentialed Provider's registered e-mail address, which they must keep up to date. Communications sent to those channels are deemed received.

License to use: the Platform grants the Credentialed Provider a personal, non-exclusive, non-transferable, and revocable license to use the software, limited to the term of credentialing and the purpose of this Agreement.

Assignment: the Credentialed Provider may not assign or transfer this Agreement, or the rights and obligations under it, without the Platform's prior written consent.

15. Term and termination

This Agreement is for an indefinite term. Either party may end it, without cause and without charge, upon 30 (thirty) days' notice. Decredentialing for violations follows the process and grounds of the Quality and Decredentialing Policy.

Upon termination of credentialing for any reason, payouts for consultations already performed are settled within the regular deadlines.

16. General provisions

This Agreement, the Code of Conduct, the Quality and Decredentialing Policy, and the Commercial Schedule form a single set. Updates to these documents are communicated to the Credentialed Provider at least 30 (thirty) days in advance; continuing to provide care after the new version takes effect implies agreement.

The courts of the judicial district where the Platform's operator is headquartered are elected to settle disputes arising from this Agreement.