MEDCollab

Terms and Conditions

Effective 16 October 2026

These Clinician Terms of Service (the "Terms") govern the use of MEDCollab, the platform at medcollab.io operated by Mimshack Group LLC, a Wyoming limited liability company trading as MEDCollab ("MEDCollab", "we" or "us"), by every licensed clinician who applies to or joins the Platform (the "Clinician" or "you").

By ticking the acceptance box when applying to join, or by otherwise using the Platform as a Clinician, you agree to these Terms. If you do not agree, you must not apply to or use the Platform.

1. About MEDCollab and these Terms

1.1The MEDCollab Service. MEDCollab operates a curated network of licensed clinicians and provides the services that allow clinicians and brands to work together safely and efficiently: sourcing and vetting, licence verification, matching, compliance review, campaign administration, secure payments, support and dispute resolution (the "MEDCollab Service").

1.2How these Terms work with the Campaign Agreement. These Terms govern your application, your account, your profile and your relationship with MEDCollab from your first contact with us. Each Campaign is governed by the MEDCollab Campaign Agreement, which is accepted on the Platform before the Campaign begins and sets out its Clinician Fee, deliverables, payouts, content licence, AI use, whitelisting, exclusivity, removal of content and other Campaign terms. For each Campaign, the Campaign Agreement prevails over these Terms where they differ.

1.3Independent parties. You are an independent professional. Nothing in these Terms makes you an employee, worker, partner or agent of MEDCollab or of any Brand. MEDCollab provides the MEDCollab Service in its own name and is not your agent, employer or fiduciary, or that of any Brand.

1.4No medical services. MEDCollab does not practise medicine and does not provide medical, legal or regulatory advice. Nothing in these Terms creates a doctor–patient relationship between you and MEDCollab, any Brand or any viewer of content.

2. Definitions

Account: your account on the Platform.

Brand: a company, agency or individual that uses the Platform to work with clinicians.

Brand Information: any non-public information about a Brand made available through the Platform or by MEDCollab, including campaign briefs, products, strategy and commercial information.

Campaign: an engagement between you and a Brand arranged through MEDCollab.

Campaign Agreement: the MEDCollab Campaign Agreement that governs each Campaign.

Clinician Fee: the fee payable to you for a Campaign, as agreed on the Platform and shown to you.

Introduction: the first occasion on which you see, apply to, are matched with or communicate with a Brand through the Platform or through MEDCollab.

Platform: the MEDCollab website and application, including its messaging, calls, meetings, calendar, approvals, billing and record-keeping functions.

Profile Information: your name, headshot, professional title, credentials, specialty, bio, social media handles and other information you submit for your profile.

3. Eligibility and licence verification

3.1Who can join. The Platform is open to physicians, nurse practitioners, physician assistants, nurses and other licensed clinicians who hold a current licence to practise. Joining is free. MEDCollab charges clinicians no fee to join or use the Platform.

3.2Your licence. You confirm that you hold a current, active licence to practise in each jurisdiction stated in your application, that it is in good standing, and that you are not aware of any pending or threatened complaint, investigation, suspension, restriction or disciplinary action against it, other than as you have disclosed to MEDCollab.

3.3Changes to your licence. You will tell MEDCollab within 48 hours if your licence lapses or becomes suspended, restricted or subject to disciplinary action.

3.4Verification. MEDCollab may verify your licence and credentials at any time, including through public licensing databases, and may suspend your Account while it does so.

3.5Consequences. If any statement in this Section 3 is untrue, or your licence is affected, MEDCollab may suspend or close your Account. The effect on any active Campaign is governed by the Campaign Agreement.

4. Your account and acceptable use

4.1Account security. You are responsible for keeping your login details secure and for all activity under your Account. You will tell MEDCollab promptly of any unauthorised access.

4.2Acceptable use. You will not: (a) create more than one Account or impersonate anyone; (b) misrepresent your credentials, licence, specialty, audience or any other profile detail; (c) scrape, copy or extract data from the Platform by automated or other means; (d) reverse-engineer or attempt to access the Platform's source code or systems; (e) introduce malicious code or interfere with the Platform; (f) harass, threaten or discriminate against any Brand, clinician or MEDCollab personnel; or (g) use the Platform for any unlawful purpose.

4.3Platform intellectual property. The Platform, including its software, design and the MEDCollab name and marks, belongs to MEDCollab or its licensors. MEDCollab grants you a limited, non-exclusive, non-transferable, revocable licence to use the Platform for its intended purpose.

4.4Availability. The Platform is provided "as is" and "as available". MEDCollab may change, suspend or discontinue any feature and will use reasonable efforts to give notice of changes that materially affect an active Campaign.

5. Your profile

5.1Profile licence. You grant MEDCollab a non-exclusive, worldwide, royalty-free licence to display your Profile Information on the Platform to Brands, and to use it in MEDCollab's own marketing of the Platform, such as its website, sales materials and presentations, for as long as your profile is active. You also permit MEDCollab to use any testimonial you provide in its marketing.

5.2Not Brand advertising. This licence does not allow your Profile Information to be used in any Brand's advertising. Use of your name, likeness and content by a Brand is governed only by the Campaign Agreement.

5.3Accuracy and removal. You will keep your Profile Information accurate and current. You may ask MEDCollab to remove your profile at any time, and MEDCollab will do so within a reasonable period. Removal does not affect any active Campaign.

6. Campaigns

6.1Applying. You may apply to campaign briefs posted on the Platform. You are never obliged to apply to or accept any Campaign, and MEDCollab does not guarantee any number of Campaigns, any income or any continued relationship with a Brand.

6.2Campaign terms. When you accept a Campaign, its Campaign Agreement governs that Campaign.

6.3Professional judgment. You may decline any brief, script or claim that conflicts with your professional judgment or obligations. MEDCollab's compliance review maintains Platform standards, but you remain responsible for your own decision to endorse a product and for meeting your own professional obligations.

6.4Professional conduct. You will express only your honest professional opinion, will not give individual diagnosis or treatment advice to viewers, will never disclose patient information or use patient images, and will comply with the rules of your licensing board and professional bodies. You are responsible for any advertising disclosures required in posts you publish personally.

6.5Existing commitments. You will disclose on your profile any existing exclusivity arrangements or category restrictions and keep that disclosure current. Exclusivity for a Campaign applies only as set out in its Campaign Agreement.

7. Pay

7.1Clinician Fee. The Clinician Fee for each Campaign is agreed on the Platform and set out in the Campaign Agreement.

7.2Payouts. Clinician Fees are paid from Brand payments once they have cleared and the relevant work has been approved, as set out in the Campaign Agreement. The Platform shows you the expected release date.

7.3Payout and tax details. You will provide accurate payout and tax information to MEDCollab and its payment processor. You are solely responsible for your own taxes, business registration and insurance. MEDCollab will issue any tax forms that the law requires.

7.4Withholding. MEDCollab may withhold or delay a payment to the extent reasonably necessary to comply with the law, to resolve a good-faith dispute about deliverables, or to recover an amount you owe MEDCollab under these Terms or a Campaign Agreement.

7.5Commercial confidentiality. Your commercial terms are confidential between you and MEDCollab. You will not ask any Brand about, or accept from any Brand, information about the Brand's commercial terms, and you will tell MEDCollab if a Brand offers it.

8. Using the Platform for communication

8.1Everything on the Platform. All communication with Brands, including messages, calls, meetings, scheduling, file transfers, approvals and payments, must take place on the Platform. You will not share your personal contact details with a Brand or ask for theirs, and you will not make or accept payments outside the Platform. Work or payments arranged outside the Platform receive no payment protection, dispute support or payout from MEDCollab.

8.2Recording. Calls and meetings held on the Platform are recorded, as described in the MEDCollab Privacy Policy. By joining a call or meeting, you consent to it being recorded.

9. Non-circumvention

9.1Restriction. From the Introduction of a Brand, and for 12 months after the later of (a) your last contact with that Brand on the Platform and (b) the end of your last Campaign with that Brand, you will not, without MEDCollab's written consent: (i) work with or accept payment from that Brand, directly or through any other agency, platform or intermediary, for content, endorsement, ambassador, advisory, speaking or similar work; (ii) invite or encourage that Brand to deal with you outside the Platform; or (iii) do any of these things through an agent, representative or business you control.

9.2Conversion fee. You may work with a Brand outside the Platform only with MEDCollab's written consent and on payment of a conversion fee. The same fee is payable if you circumvent the Platform without consent. The conversion fee is the greater of US$10,000 and six times your average monthly Clinician Fee from that Brand over the last three months of the relationship (or, for a One-off Campaign, the greater of US$10,000 and the Clinician Fee). Where no Campaign has taken place, the conversion fee is US$10,000.

9.3Reasonableness. You acknowledge the significant investment MEDCollab makes in sourcing, vetting and introducing Brands, and agree that the conversion fee is a fair price for working with a Brand outside the Platform and a genuine pre-estimate of MEDCollab's loss where you do so without consent.

9.4Other remedies. Where you circumvent without consent, MEDCollab may also suspend or close your Account, remove you from the Platform and seek injunctive relief.

10. Confidentiality

10.1Obligation. Each party will keep confidential the other's non-public information received in connection with these Terms, including Brand Information, commercial terms, strategy, unreleased content and performance data, and will use it only for the purposes of these Terms.

10.2Exceptions. This does not apply to information that is or becomes public through no fault of the recipient, was already known to the recipient, is independently developed, or must be disclosed by law, in which case the disclosing party will give notice where legally permitted.

10.3Non-disparagement. Neither party will publicly disparage the other.

11. Privacy

MEDCollab's use of personal data, including your Profile Information, call recordings and any AI Content created with your consent, is described in the MEDCollab Privacy Policy, which forms part of these Terms. You will not share patient data or any other person's health data through the Platform.

12. Suspension and termination

12.1By you. You may close your Account at any time. Closing your Account does not end any active Campaign, which continues to be governed by its Campaign Agreement, including its notice period for leaving a Campaign.

12.2By MEDCollab. MEDCollab may suspend or close your Account immediately if you breach these Terms or a Campaign Agreement, if your licence is affected, or if MEDCollab reasonably believes your conduct is harmful to MEDCollab, a Brand or the Platform.

12.3Effect. When your Account closes, MEDCollab will remove your profile from the Platform within a reasonable period and will stop any new use of your Profile Information. Clinician Fees already earned remain payable in accordance with the Campaign Agreement.

12.4Survival. Sections 7.4, 7.5, 9, 10, 13, 14, 15 and 16 survive the end of these Terms.

13. Warranties and indemnity

13.1Warranties. You warrant that you have authority to accept these Terms, that your Profile Information and other information you provide is accurate, that content you create is your own original work (other than Brand materials) and does not infringe anyone's rights, and that you have no commitment that prevents you from performing a Campaign, other than as disclosed under Section 6.5.

13.2Indemnity. You will indemnify MEDCollab (including its owners, personnel and group companies) and the relevant Brands against claims arising from inaccurate credential or licence information, disclosure of patient information, or public statements you make that do not form part of content approved for a Campaign.

14. Liability

14.1Excluded loss. Neither party is liable to the other for indirect or consequential loss, or for loss of profit, revenue or goodwill.

14.2Cap. To the extent permitted by law, MEDCollab's total liability under these Terms is limited to the greater of US$100 and the Clinician Fees paid to you in the 12 months before the claim. Liability under a Campaign is governed by the Campaign Agreement.

14.3Exceptions. Nothing in these Terms limits liability for fraud, wilful misconduct, your non-circumvention obligations, or any liability that cannot be limited by law.

15. Disputes and governing law

15.1Arbitration. Any dispute arising out of or in connection with these Terms will be finally resolved by confidential, binding arbitration administered by JAMS (or the American Arbitration Association, at MEDCollab's election) before a single arbitrator seated in Cheyenne, Wyoming, on an individual basis only and not as a class or representative action.

15.2Injunctive relief. Either party may seek urgent injunctive relief in court to protect the Platform, confidential information, a Clinician's likeness or the non-circumvention obligations.

15.3Governing law. These Terms are governed by the laws of the State of Wyoming, USA.

16. General

16.1Updates. MEDCollab may update these Terms by giving notice on the Platform or by email. Updates apply to new users immediately and to existing users 30 days after notice. No update will reduce a Clinician Fee already earned. Changes to the Campaign Agreement apply to Campaigns as set out in the Campaign Agreement.

16.2Entire agreement. These Terms, together with the Privacy Policy and any Campaign Agreement, are the entire agreement between the parties on their subject matter.

16.3Assignment. MEDCollab may assign these Terms to a group company or to a purchaser of all or part of its business without consent. You may not assign them without MEDCollab's written consent.

16.4Force majeure. Neither party is liable for delay caused by events beyond its reasonable control, including serious illness or medical emergency.

16.5Notices. Notices are given through the Platform or to the email address on your Account, and take effect when sent.

16.6Miscellaneous. If any provision is held unenforceable, the remainder continues in force. No failure or delay in exercising a right is a waiver of it. You confirm that you have had the opportunity to take independent legal advice before accepting.

16.7Electronic acceptance. Acceptance by ticking the acceptance box has the same effect as a handwritten signature. MEDCollab records your name, email address, account ID, the version of these Terms accepted, the date and time, and the IP address of each acceptance.

☐ I have read and agree to the MEDCollab Clinician Terms of Service.