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    JetWell – medical tourism platform

    Provider Commercial Terms

    These Provider Commercial Terms supplement and are incorporated into the JetWell Provider Participation Agreement.

    These Provider Commercial Terms ("Commercial Terms") supplement and are incorporated into the JetWell Provider Participation Agreement (the "Participation Agreement") entered into between JetWell, Inc. ("JetWell") and the clinic, hospital, or healthcare provider entity identified during onboarding ("Provider").

    Capitalized terms not defined herein have the meanings set forth in the Participation Agreement. In the event of a conflict, these Commercial Terms govern solely with respect to fees, payments, deposits, refunds, chargebacks, and insurance-related matters.

    Transition. From the effective date of this version, every Covered Service is a Package Booking as defined in Section 2.6, and JetWell no longer routes bookings outside a package quote. The payment models of earlier versions of these Commercial Terms as applied to bookings outside a package quote (the earlier Standard model, the Pre-Pay model and the Post-Pay or Deferred Settlement model), and the Booking and Protection Fee, are withdrawn; no booking made under them remains open. Provider's payment model designation and Platform Commission rate, and any stepped schedule of rates agreed as Section 2.3(a) provides, carry over unchanged and apply to Package Bookings as described in Sections 2.3 and 2.6. No other volume-based adjustment stated in an earlier version carries over.

    This version. This version of these Commercial Terms is a material economic change under Section 17(b) of the Participation Agreement, because it applies the Platform Commission to Non-Covered Services sold with a Package Booking (Section 2.12) and provides for stepped rates (Section 2.3). It also sets out the order of the routing rules of Section 2.0, in which, from November 6, 2026, the verification of Provider's credentials comes before Provider's rates. Those changes take effect for Provider only when Provider accepts a version containing them through the Platform. Section 2.12 then applies from Provider's "Operative Date", which is the later of November 6, 2026 and the date Provider first accepts a version of these Commercial Terms that contains Section 2.12 (this version or a version of September 30, 2026 or October 4, 2026), to Non-Covered Services sold in connection with a Package Booking whose procedure date falls on or after it, and a stepped schedule JetWell sets or raises under Section 2.3(d) applies only to calendar months that begin on or after the Operative Date. The other changes in this version state how Package Bookings are priced and settled on the Platform, and apply from Provider's acceptance. This version of October 9, 2026 also calculates the Platform Commission on the Commissionable Rate (Section 1) instead of the whole of Provider's Rate, so that hotel nights and transfers Provider prices separately carry no Platform Commission. That change only reduces what Provider owes, so under Section 17(d) of the Participation Agreement it is not a material economic change, and it applies to every Package Booking offered to Provider on or after October 9, 2026 without further acceptance. This version of October 11, 2026 states that Provider sells the Covered Services and is the merchant of record for the balance it collects, that JetWell is the merchant of record only for the Service Fee, any Rate Difference and the JetCover Premium and receives any part of the deposit credited toward Provider's Rate as Provider's limited payment collection agent, and that JetWell designates the JetWell Collects model only by written agreement. It changes no amount, rate, payment model or payment date, so under Section 17(d) of the Participation Agreement it is not a material economic change.

    1. Scope of Covered Services

    For purposes of these Commercial Terms:

    • "Covered Services" means only those medical procedures, treatments, services, and related items that are expressly booked and confirmed through the JetWell platform, as reflected in the patient's JetWell booking confirmation, regardless of the applicable Payment Model.
    • "Non-Covered Services" means procedures, treatments, products, upgrades, or add-ons not included in the JetWell booking confirmation that the patient separately agrees to buy from Provider (an upsell), including services offered, recommended, or sold directly by Provider outside the JetWell platform. An item on Provider's published Rate Card added to a Package Booking is an amendment under Section 2.8, not a Non-Covered Service. A charge for a Covered Service, for anything clinically required to perform it, or for paying the balance, including a card fee or surcharge, is never a Non-Covered Service: it is an Added Charge under Section 3. Accommodation and transfers are never Non-Covered Services, and carry no Platform Commission when Provider arranges them for a patient outside the Package Booking.
    • "Ancillary Clinical Costs" means third-party or facility costs that are clinically required in connection with a Covered Service but that are not performed by Provider, including but not limited to operating theatre fees, anesthesiologist fees, pre-operative health assessments required by the treating facility, and similar costs imposed by third parties. Where Ancillary Clinical Costs are disclosed to JetWell and the patient in advance and separately itemized, such costs shall not be included in the calculation of the Platform Commission. Ancillary Clinical Costs must be documented in the Treatment Completion Report.
    • "Service Fee" means the fee JetWell charges the patient on a package quote for JetWell's own services, shown on the quote as its own line, however designated from time to time, and "JetCover Premium" means the JetCover by GPS℠ premium shown on the quote for the coverage level the patient chose. Both are retained by JetWell and are separate from the procedure fee payable to Provider.
    • "Provider's Rate" means the total price of the services a Package Booking includes (the procedure and, where included, accommodation, transfers and any other listed item) at the prices on Provider's published Rate Card as the Platform applies them to the case, as shown to Provider on the case request and as re-priced by any approved amendment. It is Provider's procedure fee for all purposes of these Commercial Terms.
    • "Commissionable Rate" means Provider's Rate less Separately Priced Travel. "Separately Priced Travel" means the hotel nights, extra guests and transfer legs a Package Booking includes at their own prices on Provider's Rate Card, rather than inside the price of a procedure, including those of a second trip. Accommodation and transfers included in the price of a procedure, and upgrades, are part of the Commissionable Rate, and an opt-out credit reduces it as it reduces Provider's Rate.
    • "Quoted Rate" means the price JetWell quotes the patient for those services, before the Service Fee and the JetCover Premium, as re-priced by any approved amendment.
    • "Rate Difference" means the amount, if any, by which the Quoted Rate exceeds Provider's Rate. It is retained by JetWell.

    Only Covered Services are subject to JetWell's payment processing, payout obligations and included insurance access. Covered Services are subject to the Platform Commission, and so, from Provider's Operative Date, are Non-Covered Services sold to a patient in connection with a Package Booking (Section 2.12). Ancillary Clinical Costs are not subject to the Platform Commission but must be disclosed and documented as set forth above.

    2. Fees and Platform Commission

    For Covered Services booked through JetWell, JetWell shall retain a platform commission as set forth in Provider's onboarding confirmation and as displayed within the Provider dashboard on the JetWell platform (the "Platform Commission").

    Provider shall be entitled to receive the applicable procedure fee less the Platform Commission, subject to these Commercial Terms and the applicable Payment Model (as defined in Section 2.6).

    The Platform Commission rate, any stepped schedule of rates under Section 2.3, and all related terms are disclosed to Provider during onboarding and are accessible at all times through the Provider dashboard. Provider's acceptance of these Commercial Terms constitutes agreement to the Platform Commission and any stepped schedule as disclosed at the time of acceptance.

    2.0 Nature of the Platform Commission

    The Platform Commission is the price of the services JetWell performs for Provider on each Package Booking, and of nothing else: listing and presenting Provider's Rate Card; preparing and pricing the patient's quote from it; assembling the case brief and the intake photos; routing the case request and running the response, date-offer and hold mechanics; the screened conversation; collecting what the patient pays JetWell under Sections 2.6 to 4, as merchant of record for JetWell's own amounts and as Provider's limited payment collection agent for any part credited toward Provider's Rate (Section 3), and carrying the refund and chargeback handling described in Sections 3 to 6; the amendment mechanics of Section 2.8; the arrangement and administration of JetCover by GPS℠ where the patient chose it; patient support before, during and after travel; and the payout of Section 5. The parties agree that the Platform Commission is consideration for those services at their fair market value and is not a payment for, and is not conditioned on, the referral of any patient. No part of it is paid to any person for recommending Provider, and JetWell pays no person for recommending Provider to a patient. The Platform Commission on a Non-Covered Service under Section 2.12 is part of the price of those services on the Package Booking in connection with which it is sold. JetWell does not vary the Platform Commission by reference to the amount a provider pays JetWell, except that a stepped schedule under Section 2.3 sets the rate by the Monthly Volume of the Provider location concerned, and it does not order or prefer providers in its routing by reference to the amount a provider pays JetWell or to any stepped schedule. The routing rules are published to Provider in the Provider dashboard. A case request is offered only to providers that fit the patient's own request, meaning the procedure requested and the location the patient chose, with regard to the provider's calendar; among them, the order turns, in this sequence, on (i) the provider's response record, under which a provider that leaves a substantial share of the case requests or patients that reach it unanswered is offered cases after providers that answer them, and the time a provider takes to answer does not count against it; (ii) from November 6, 2026, whether its credentials for the procedure requested are verified on the Platform, a provider whose credentials are verified being offered the case before one whose credentials are not; (iii) the provider's published rates, rates within a narrow band of one another being treated as equal; and (iv) the cases each provider has recently accepted, so that cases are shared among providers at about the same rate.

    2.1 Separation of Platform Commission and Patient-Side Amounts

    The Platform Commission is charged to Provider and is calculated on the Commissionable Rate for the Covered Service, as set forth in this Section 2, and on Non-Covered Services as set forth in Section 2.12. Separately, the patient pays JetWell the Service Fee, the JetCover Premium where the quote includes JetCover by GPS℠, and any Rate Difference (together, the "Patient-Side Amounts"). For avoidance of doubt:

    a) the Patient-Side Amounts are a transaction between JetWell and the patient, not between JetWell and Provider;

    b) the Patient-Side Amounts do not flow through Provider, are not collected by Provider, and are not credited against any amount payable by the patient to Provider;

    c) the Patient-Side Amounts are not a markup on, component of, or increase to Provider's procedure fee;

    d) Provider's procedure fees for Covered Services shall remain uniform across all referral channels (including direct, JetWell-referred, and third-party-referred patients), and the Patient-Side Amounts shall not be treated as differential pricing by Provider;

    e) the Patient-Side Amounts are not subject to the Platform Commission and are not included in Provider's revenue calculation for any purpose under this Agreement;

    f) Provider shall not represent to patients, in marketing, or in any other context that the Patient-Side Amounts are refundable by Provider, credited against Provider's services, or the responsibility of Provider. Refunds of the Patient-Side Amounts are governed by Section 6 and are issued by JetWell; and

    g) where Provider's Rate exceeds the Quoted Rate on a case JetWell offers to Provider, JetWell bears the difference, and Provider's net figure is Provider's Rate less the Platform Commission, as shown on the case request.

    2.2 Platform Commission Exclusions

    a) Pre-Existing Patients. Patients who were in active clinical engagement with Provider prior to their first contact with Provider through the JetWell Platform, provided that Provider can document such prior clinical engagement through contemporaneous records (including but not limited to dated medical records, appointment logs, prior treatment files, or dated communications). Where Provider claims a pre-existing patient exclusion, Provider shall promptly provide such documentation to JetWell through the Platform upon request. JetWell reserves the right to dispute a pre-existing patient claim through the dispute resolution procedures in the Participation Agreement.

    b) Warranty and Complimentary Work. Warranty work, revision procedures, touch-ups, and complimentary follow-up treatments provided to a patient at no charge in connection with a Covered Service previously booked through the Platform.

    c) Distant Continuation Treatments. Continuation of treatment for a patient originally booked through JetWell, where (i) more than twelve (12) months have elapsed since the original Covered Service, (ii) the patient independently initiates the continuation without solicitation by Provider, and (iii) the continuation is not a planned or scheduled phase of the original treatment plan.

    d) Ancillary Clinical Costs. Ancillary Clinical Costs, as defined in Section 1 of these Commercial Terms, remain outside the Platform Commission as provided in that Section.

    Provider shall document and disclose any exclusion claimed under this subsection in the Treatment Completion Report for the applicable Covered Service. Exclusions claimed without supporting documentation may be disallowed at JetWell’s discretion, subject to the dispute resolution procedures in the Participation Agreement.

    2.3 Stepped Rates

    a) The Platform Commission rate on a Package Booking is the single rate shown to Provider on its Commercial Terms page, unless JetWell and Provider have agreed a stepped schedule of rates, in a written agreement signed by both or by a change Provider accepts under paragraph (d). A single rate does not vary with the number or the value of cases routed to or completed by Provider in any period.

    b) Under a stepped schedule, the rate for a calendar month is the rate for the highest threshold that the Monthly Volume of the Provider location concerned reaches in that month, and it applies to the whole of that month's Monthly Volume, unless the agreed schedule provides otherwise. "Monthly Volume" means the total of Provider's Rate on Package Bookings completed in the month, plus the price of Non-Covered Services recorded under Section 2.12 in that month, for the Provider location the Commercial Terms page names, in the currency of that location's Rate Card. The volume of any other location, including one under the same ownership or brand, is never combined with it. The Commercial Terms page shows the schedule.

    c) The Platform Commission on a Package Booking is fixed when Provider confirms its completion, by applying the schedule to the Monthly Volume reached with that booking, counting the bookings completed before it that month. Where that raises the rate for bookings already completed that month, the difference on those bookings is added to the Platform Commission on the booking that raises it. These amounts are paid on the schedule Section 5 sets for every Package Booking under Provider's payment model, and any part not collected at booking is invoiced on completion and paid under Section 2.12(c).

    d) JetWell sets a new stepped schedule for Provider, or raises one, only by a material economic change under Section 11 that Provider accepts, and shows it on Provider's Commercial Terms page; a new or raised schedule never applies before Provider's Operative Date. No other volume-based schedule, threshold or tier, including one stated in an earlier version of these Commercial Terms, applies to a Package Booking. Nothing in this Section prevents JetWell from changing Provider's rate under Section 11, or from offering recognition programs (such as JetStars) whose benefits do not consist of a commission rate that improves with volume.

    2.4 Audit and Verification Rights

    JetWell reserves the right, upon reasonable notice, to request documentation supporting the amounts reported in any Treatment Completion Report or other financial submission, including but not limited to receipts, invoices, treatment records, or payment confirmations. Provider shall cooperate with such requests in a timely manner.

    Failure to provide requested documentation within fourteen (14) calendar days of a request may result in JetWell calculating the Platform Commission based on the original quoted procedure value or taking other action as JetWell deems appropriate.

    2.5 Deferred Settlement Reconciliation Rights

    For Covered Services designated as Deferred Settlement, JetWell may, no more than twice per calendar year absent reasonable suspicion of under-reporting or material discrepancy, request that Provider reconcile its reported Treatment Completion Reports against Provider’s internal booking system, appointment records, payment confirmations, or accounting records for Covered Services completed during a specified period. Provider shall cooperate with such reconciliation in good faith and provide supporting documentation within fourteen (14) calendar days of request.

    Where JetWell has reasonable suspicion of under-reporting, material discrepancy, or fraud based on data available to JetWell (including but not limited to patient booking records, patient communications, or disclosures from the patient), JetWell may conduct reconciliation without regard to the twice-per-year limit, subject to providing Provider with a written statement of the basis for the inquiry.

    Failure to cooperate with a reconciliation request may result in JetWell calculating the Platform Commission based on the original quoted procedure value or such other basis as JetWell reasonably determines, suspension of Provider’s Deferred Settlement authorization, and such other actions as JetWell deems appropriate.

    2.6 Package Bookings and Payment Models

    A "Package Booking" is a Covered Service that JetWell quotes to a patient as a fixed-price package composed from Provider's published Rate Card and JetWell's published fees, routes to Provider as a case request, and that the patient confirms by paying a deposit to JetWell after Provider has accepted the case and offered a procedure date. For a Package Booking the quoted package is the whole of what the patient owes for the services it lists; Provider shall not request any amount beyond it except through an approved amendment under Section 2.8. Each Package Booking is designated under one of the following payment models, set by JetWell for Provider on its Commercial Terms page, shown to Provider before it accepts a case, and never varied per case. JetWell designates the JetWell Collects model only where JetWell and Provider expressly agree to it in writing:

    JetWell Collects. JetWell is merchant of record for the whole package price. The patient pays JetWell a deposit at confirmation and JetWell charges the balance to the patient's saved card seven (7) days before the procedure date under the authorization the patient gives at checkout. Provider collects nothing from the patient. JetWell retains the Platform Commission and the Patient-Side Amounts and remits Provider's net procedure fee under Section 5. This model was designated "Pre-Pay" in versions of these Commercial Terms before 2026-09-15; the two names refer to the same designation.

    Standard. The patient pays JetWell a deposit at confirmation equal to JetWell's own portion of the package (the Platform Commission, the Service Fee and any Rate Difference, less any difference JetWell bears under Section 2.1(g)) together with the JetCover Premium; that deposit is credited against the package price and satisfies the Platform Commission for the case as booked. JetWell receives the part of the deposit credited toward Provider's Rate as Provider's limited payment collection agent (Section 3), and retains it in satisfaction of the Platform Commission. Provider collects the remaining balance, being Provider's Rate less the Platform Commission, from the patient on arrival, in the amount stated on the patient's confirmation, in U.S. dollars or the quoted equivalent, with no surcharge, and JetWell makes no payout. An amendment approved after the deposit is settled under Section 2.9.

    Deferred Settlement. The patient pays JetWell a deposit at confirmation consisting of the Service Fee, the JetCover Premium and any Rate Difference, which is JetWell's charge for its own services and the JetCover Premium and not a payment toward Provider's fee for the Covered Services. Provider collects Provider's Rate from the patient on arrival, in the amount stated on the patient's confirmation, in U.S. dollars or the quoted equivalent, with no surcharge, and remits the Platform Commission to JetWell under Section 5. Where Provider's Rate exceeds the Quoted Rate, Provider collects the Quoted Rate instead, and its remittance is reduced by the difference JetWell bears under Section 2.1(g), as shown on the case request; where that difference exceeds the Platform Commission, JetWell pays Provider the excess under Section 5. This model was designated "Post-Pay" in earlier versions; the two names refer to the same designation.

    Provider's net figure for a case is shown to Provider before it accepts the case and does not change after acceptance except through an approved amendment or, where Provider has a stepped schedule, the rate fixed at completion under Section 2.3(c). Absent a designation to the contrary, Package Bookings are designated under the Standard model.

    Clinical Screening and Right to Decline

    Provider retains sole discretion to decline to perform Covered Services following an in-person clinical screening or consultation, including where the patient presents with unrealistic expectations, requires psychological evaluation or third-party clearance, insists on treatment not clinically recommended or agreed upon by Provider, or where the requested treatment falls outside Provider's scope of practice or ethical standards.

    Where Provider declines to perform Covered Services following a good-faith clinical screening, Provider shall notify JetWell promptly through the Platform with a brief written explanation of the clinical basis for the decision. Upon receipt of such notification, JetWell refunds everything it collected from the patient in full, including any balance it charged, and Provider refunds any amount it collected.

    No Platform Commission shall be due from Provider for Covered Services declined under this subsection. Provider shall not be penalized or subject to adverse action for good-faith clinical screening decisions, provided that Provider does not use this provision to circumvent its obligations under this Agreement or to redirect patients to off-platform services.

    Treatment Completion Report Format and Cadence

    The format, frequency, and submission method for Treatment Completion Reports may be configured on a per-Provider basis through the Provider dashboard during onboarding. Provider shall comply with the reporting cadence and format specified in the Provider dashboard.

    2.7 Published Rate Card

    Provider may publish a schedule of its own rates for Covered Services through the Provider dashboard (a "Rate Card"). A published Rate Card states Provider's prices for the services it lists, and JetWell may quote those prices to patients and route cases to Provider on the basis of them.

    For any case routed to Provider from a published Rate Card, the rates on that Rate Card when the case request is sent to Provider, as shown on the case request, are the rates Provider shall honor for that case. Provider shall not condition treatment on, or request from the patient, any amount in excess of those rates except through the amendment process described in Section 2.8.

    Provider may edit and republish its Rate Card at any time. A change to a Rate Card applies to case requests sent after the change is published and does not alter any quote already issued to a patient or any case already routed to Provider. Provider is not required to maintain any particular rate, and nothing in this Section obliges Provider to accept a case.

    2.8 Case Amendments

    Where Provider's clinical assessment of a case, or the patient's own request, calls for a plan different from the one the patient was quoted, Provider may propose an amendment to that case through the Provider dashboard so that the plan fits that patient. An amendment may:

    • add an item from Provider's published Rate Card, at the Rate Card's price or at a price Provider sets for that case;
    • add a procedure from JetWell's procedure catalog that is not on Provider's Rate Card, at a price Provider sets; and
    • remove an item from the quoted plan, credited to the patient at the price on Provider's Rate Card.

    Prices Provider sets are subject to the limits the Provider dashboard applies. The patient approves or declines the amended plan as a whole. An amendment is the only way to change what the patient owes, and it may not carry any charge outside the amended plan, including an Added Charge under Section 3.

    A proposed amendment has no effect until the patient approves it. Until then the original quote stands, no additional amount is charged, and the patient remains free to decline the amendment and receive a refund in accordance with Section 6. Provider shall not perform or bill an amended plan that the patient has not approved.

    2.9 Amendments and the Package Price

    The package price, the Service Fee and the JetCover Premium on a patient's quote change only through an amendment the patient approves under Section 2.8. An approved amendment re-prices Provider's net figure, the Platform Commission and, where the level or the procedure changes before the deposit is paid, the JetCover Premium, and the re-priced figures are shown to Provider and to the patient before approval. After the deposit, an approved amendment does not change the JetCover Premium. JetWell may offer the patient JetCover by GPS℠ for a procedure the amendment adds, which the patient buys from JetWell separately; until the Platform shows that cover for the case, the added procedure is not covered. No Booking and Protection Fee is charged to patients under these Commercial Terms; the Patient-Side Amounts are the only amounts JetWell charges the patient for its own account, and none of them is credited against Provider's procedure fee.

    Where an amendment is approved after the deposit has been paid, it is settled as follows. Under the JetWell Collects model, through the balance JetWell charges the patient and the payout under Section 5. Under the Deferred Settlement model, through the balance Provider collects on arrival and Provider's remittance under Section 5; the deposit does not change. Under the Standard model, Provider collects on arrival the balance as amended, being Provider's Rate less the Platform Commission on it; any increase in the Platform Commission is paid by the patient to JetWell by card when the patient approves the amendment, any decrease is refunded by JetWell to the patient's card, and neither is credited to or collected from Provider.

    2.10 Case Requests, Date Offers and Holds

    A case request routed to Provider states the requested services, the patient's intake and photos, the travel window and Provider's net figure, and remains open for the response period shown on it. Provider may accept or pass without penalty. Upon acceptance Provider offers one or more procedure dates through the Platform; each offer is held for the patient for the hold period stated on it, during which Provider shall keep the offered dates available. A date the patient confirms is a booking on Provider's calendar once the deposit is captured. Provider may withdraw an offer that the patient has not yet confirmed, and JetWell may release a hold that lapses. Provider shall not accept a case it cannot perform within the patient's travel window.

    2.11 Case Briefs, Intake Photos and Pre-Booking Anonymity

    Before a Package Booking is confirmed, Provider receives the patient's case brief and intake photos identified by first name and last initial only, and Provider is not named to the patient. Provider shall use case briefs and intake photos solely to evaluate and quote the case; shall not use them for marketing, training, publication or any other purpose; shall not transfer them to any third party; shall delete them if Provider passes on or declines the case, or on JetWell's instruction; and shall notify JetWell within seventy-two (72) hours of becoming aware of any unauthorized access to them. Provider shall not, before confirmation, ask the patient for or provide to the patient any name, contact detail, address, website, social handle or other identifying information, whether in Platform messages or otherwise. Disclosure of Provider's identity to a patient before confirmation, solicitation of a patient to transact outside the Platform, and misuse of case briefs or intake photos are each a material breach of this Agreement.

    2.12 Non-Covered Services Sold with a Package Booking

    a) Provider shall record through the Platform, in the form the Platform provides for it, every Non-Covered Service it sells to a patient in connection with a Package Booking, from Provider's acceptance of the case until thirty (30) days after the procedure date, with its description, its price and the amount collected. Provider records them when it records the balance it collected under Section 3 or, where it collects no balance on arrival, when it confirms completion, and records any sold after that within seven (7) days of the sale.

    b) The Platform Commission applies to the price of each such Non-Covered Service at the rate that applies to Provider's Package Bookings under Section 2.3. It is a matter between JetWell and Provider only. It is never charged to or collected from the patient, and it does not make the Non-Covered Service a Covered Service: JetWell does not process payment for it, refund it or cover it under JetCover by GPS℠, and the Added Charge provisions of Section 3 do not apply to it.

    c) JetWell invoices the Platform Commission under this Section, and any amount under Section 2.3(c) not collected at booking, through the Platform. Provider pays it within seven (7) days of completion, or of the invoice if later, by the method the invoice shows. The provisions of Section 5 on late remittance, interest and the Minimum Remittance Threshold apply to it as they apply to Deferred Settlement commission, and JetWell may set it off against any amount it owes Provider.

    d) Sections 2.4 and 2.5 extend to Non-Covered Services under every payment model. Failing to record a Non-Covered Service Provider sold is a breach of this Agreement.

    e) This Section applies from Provider's Operative Date to Non-Covered Services sold in connection with a Package Booking whose procedure date falls on or after it.

    3. Payment Collection; Merchant of Record

    Provider sells the Covered Services to the patient and is responsible for them. JetWell sells its own services and arranges JetCover by GPS℠, and is the merchant of record only for the Service Fee, any Rate Difference and the JetCover Premium. JetWell receives any part of a payment credited toward Provider's Rate as Provider's limited payment collection agent: the patient's payment of it to JetWell discharges the patient's obligation to Provider for that amount, and JetWell does not thereby sell the Covered Services.

    Unless otherwise expressly agreed in writing:

    JetWell Collects

    • JetWell is the merchant of record for the whole package price: the deposit and the balance.
    • Patients remit payment only to JetWell through the Platform.
    • JetWell controls payment processing, receipts, refunds, chargebacks, and related financial flows for the package.
    • Provider shall not collect payment, deposits, or prepayments directly from JetWell-referred patients for the package unless expressly authorized in writing by JetWell.

    Standard and Deferred Settlement

    • JetWell collects the deposit at confirmation, as merchant of record for its own amounts and as Provider's limited payment collection agent for any part credited toward Provider's Rate, and for that amount only.
    • Provider collects the balance stated on the patient's confirmation directly from the patient on arrival and is the merchant of record for that transaction, including its receipts, refunds, and local tax treatment.
    • Provider shall not collect the deposit or the Patient-Side Amounts from JetWell-referred patients, shall credit the deposit collected by JetWell against the package price, and shall not collect more than the amount stated on the patient's confirmation, in U.S. dollars or the quoted equivalent, with no surcharge (see Added Charges below).

    Added Charges

    Under every payment model, the balance stated on the patient's confirmation, if any, is the only amount Provider collects from the patient for a Package Booking. Provider shall not add to it, collect alongside it, or condition treatment on a card fee, surcharge, service or facility charge, tax, or any other amount, however described, and shall ensure that no facility, practitioner or supplier it engages for the Covered Services does so (each an "Added Charge"). Taxes and charges Provider owes on the Covered Services are included in its published rates (Section 8). A fee the patient's own bank or card issuer charges is not an Added Charge, and neither is a Non-Covered Service the patient separately agrees to buy.

    A patient may report an Added Charge to JetWell with a receipt or other evidence within sixty (60) days after the procedure date. JetWell will notify Provider of a reported Added Charge, review it with any records Provider supplies, and refund the patient what its review confirms the patient is owed under JetWell's Terms of Service, which do not refund an upsell the patient agreed to buy. JetWell decides, on the evidence available to it, whether and in what amount an Added Charge was paid. Provider shall record accurately through the Platform, where the Platform asks for it, the balance it collected from the patient (the amount, the currency and the method), and shall provide receipts and records on request under Section 2.4. Provider shall reimburse JetWell any amount JetWell refunds, in U.S. dollars at the rate JetWell applied to the refund, within fourteen (14) days of JetWell's written request, and JetWell may instead offset it against any amount JetWell owes Provider. Provider may dispute a request within thirty (30) days of receiving it under Section 9. Collecting an Added Charge is a breach of this Agreement; collecting one knowingly, or again after JetWell's notice, is a material breach, and repeated Added Charges may also be treated under the Code of Conduct.

    4. The Package Deposit

    The deposit the patient pays JetWell at confirmation is the amount shown on the patient's quote and at checkout. It is credited in full against the package price and correspondingly reduces the balance the patient owes, to JetWell under the JetWell Collects model or to Provider on arrival under the Standard and Deferred Settlement models. What the deposit consists of under each model is set out in Section 2.6. Provider acknowledges and agrees that:

    • The deposit is collected and held by JetWell, as merchant of record for its own amounts and as Provider's limited payment collection agent for any part credited toward Provider's Rate (Section 3).
    • The deposit is refunded to the patient in accordance with JetWell's Cancellation & Refunds Policy as disclosed to the patient at checkout (Section 6), and no part of it is payable to Provider on a patient cancellation before completion.
    • Provider shall not impose separate or additional deposit, reservation or prepayment requirements on JetWell-referred patients for a Package Booking without JetWell's prior written approval.
    • The deposit is subject to the refund, chargeback, dispute, and insurance-related hold provisions set forth in these Commercial Terms.

    5. Payout Timing and Method

    For a Package Booking under the JetWell Collects model, JetWell remits Provider's net procedure fee in U.S. dollars within forty-eight (48) hours of Provider confirming completion through the Platform, to the payout account Provider has verified on its profile; JetWell pays the transfer fee. No advance is made before completion. Under the Standard model no payout is made, the deposit having satisfied the Platform Commission on the plan as booked; an amendment approved after the deposit is settled under Section 2.9. Under the Deferred Settlement model Provider remits the Platform Commission, less any difference JetWell bears under Section 2.1(g), within seven (7) days of completion, by the method and to the reference shown on the completion report; where that difference exceeds the Platform Commission, JetWell pays Provider the excess after Provider confirms completion. The Platform Commission on Non-Covered Services is paid under Section 2.12 under every payment model. For every Package Booking the amounts are those shown to Provider at acceptance, as amended only by an approved amendment or, where Provider has a stepped schedule, the rate fixed at completion under Section 2.3(c).

    Deferred Settlement Commission Remittance

    For Package Bookings under the Deferred Settlement model, Provider shall:

    • Submit the Treatment Completion Report to JetWell within the reporting period specified in the Provider dashboard following procedure completion.
    • Remit the applicable Platform Commission to JetWell within the timeframe and via the method specified in the Provider dashboard.

    Failure to submit the required Treatment Completion Report or remit the applicable commission within the specified period may result in:

    • Holds on payouts for other Covered Services
    • Suspension of Provider's Deferred Settlement authorization
    • Suspension or revocation of Provider eligibility for JetWell recognition
    • Other actions as JetWell deems appropriate

    Unpaid commission amounts shall constitute a debt owed by Provider to JetWell and may accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by applicable law, beginning thirty (30) days after the commission amount becomes due.

    Minimum Remittance Threshold

    Where agreed between JetWell and Provider during onboarding and as reflected in the Provider dashboard, Provider may defer commission remittance until the cumulative unpaid commission balance meets or exceeds a minimum threshold designated in the Provider dashboard (the "Minimum Remittance Threshold"). While the commission balance remains below the Minimum Remittance Threshold, no interest shall accrue under this Section. Once the Minimum Remittance Threshold is met or exceeded, Provider shall remit the full outstanding commission balance within the timeframe specified in the Provider dashboard. The Minimum Remittance Threshold does not relieve Provider of its obligation to submit Treatment Completion Reports within the applicable reporting period. JetWell may modify or revoke a Minimum Remittance Threshold upon thirty (30) days' notice.

    General Payout Provisions

    JetWell may delay, withhold, offset, or adjust payouts where reasonably necessary to address:

    • Refunds, cancellations, or patient disputes
    • Chargebacks or payment processor reviews
    • Insurance-related reviews or claims (including JetCover by GPS℠)
    • Fraud prevention, compliance, or regulatory requirements
    • Provider failure to comply with disclosure obligations relating to Non-Covered Services
    • Added Charges JetWell has refunded to a patient under Section 3
    • Overdue Treatment Completion Reports or outstanding commission obligations

    Payouts shall be made via the payment method designated by Provider. JetWell pays the transfer fee on a Package Booking payout, as stated above; a fee Provider's own bank charges to receive a payout, or a currency conversion it applies, is Provider's.

    6. Refunds, Cancellations, and Chargebacks

    Package Bookings

    For a Package Booking the patient's cancellation terms are those stated in JetWell's Cancellation & Refunds Policy: a full refund until seven (7) days before the procedure date and, inside that window, a cancellation fee equal to JetWell's Service Fee, with the JetCover by GPS℠ premium and any balance JetWell charged refunded in full. The cancellation fee is JetWell's; no slot fee, reservation fee or other amount is payable to Provider on a patient cancellation before completion at this time, and any such fee will be introduced only by a material change under Section 11. A patient cancellation releases the date on Provider's calendar. Where Provider cannot perform a confirmed Package Booking, Provider shall notify JetWell through the Platform at once; JetWell refunds the patient in full, no Platform Commission is due, and repeated Provider-initiated cancellations may be treated under the Code of Conduct.

    Provider acknowledges and agrees that:

    • JetWell may issue refunds to patients in accordance with JetWell policies, applicable law, or platform requirements.
    • In the event of a refund, cancellation, chargeback, or payment reversal relating to a Package Booking under the JetWell Collects model, JetWell may withhold, offset, or recover amounts previously remitted to Provider.
    • In the event of a refund or cancellation relating to a Package Booking under the Deferred Settlement model for which Provider has already collected payment from the patient, JetWell may recover or offset any commission amounts previously collected from Provider against future obligations, or require Provider to refund the applicable commission.
    • Provider agrees to reasonably cooperate in investigating and resolving payment disputes, including providing confirmations, records, or documentation upon request.

    JetWell's determination regarding platform refunds and payment reversals shall be final, subject to applicable law.

    Full Refund Commission Credit

    Where Provider issues a full refund of the procedure fee to a patient for a Covered Service, and Provider notifies JetWell through the Platform with supporting documentation, JetWell shall credit back to Provider any Platform Commission previously remitted by Provider for that Covered Service, or waive any outstanding commission obligation for that Covered Service, so that the patient may receive a full refund. Under the Standard model, where the Platform Commission was collected from the patient as part of the deposit, JetWell refunds that deposit to the patient directly and Provider refunds only the balance it collected. Under the JetWell Collects model, where JetWell has already remitted Provider's net procedure fee, JetWell shall coordinate with Provider to ensure the patient receives a full refund inclusive of the Platform Commission portion. This provision applies only to full refunds; partial refunds or goodwill adjustments are handled on a case-by-case basis.

    7. Insurance-Related Holds and JetCover Scope

    Where Covered Services include complication insurance, travel insurance, or similar coverage ("JetCover by GPS℠"):

    • JetCover by GPS℠ applies only to Covered Services, regardless of the applicable Payment Model.
    • JetWell may temporarily withhold or delay payout of Provider fees where reasonably necessary to address insurance claims, coverage determinations, investigations, or related reviews.
    • Any such hold shall be limited to amounts reasonably associated with the applicable Covered Services.

    Non-Covered Services and Insurance Exclusion

    Provider expressly acknowledges and agrees that:

    • Non-Covered Services are not eligible for JetCover by GPS℠ coverage, regardless of whether they are performed during the same visit, procedure, or recovery period.
    • JetWell has no obligation to remit payment, reimburse costs, or facilitate insurance claims for Non-Covered Services.
    • If a refund, chargeback, dispute, or insurance issue arises due to Provider's failure to clearly disclose Non-Covered Services to a patient, JetWell may take appropriate action.

    JetWell does not underwrite, administer, or adjudicate insurance policies. Coverage is governed solely by the applicable insurer's terms.

    The JetCover Premium

    The JetCover Premium is charged to the patient as part of the deposit under every payment model, or, for cover the patient buys for a procedure added after the deposit, separately under Section 2.9, funds the underlying insurance where the quote includes JetCover by GPS℠, is separate from and in addition to the procedure fee, and is never credited against the package price or against any amount Provider collects. Where a patient is not eligible for JetCover by GPS℠ (including on age, checked against the procedure date before enrollment), no premium is charged, no coverage is issued, and Provider's net figure is unaffected. Provider shall not describe a Package Booking as covered, or a premium as paid, other than as the Platform shows for that case.

    JetCover by GPS℠ applies only to Covered Services. JetCover by GPS℠ does not apply to: (i) Non-Covered Services; (ii) Ancillary Clinical Costs not disclosed and documented in accordance with Section 1; or (iii) any services, products, or treatments not included in the JetWell booking confirmation.

    Provider shall not represent to patients that JetCover by GPS℠ covers Non-Covered Services or off-Platform treatments. Any such misrepresentation constitutes a material breach of this Agreement and grounds for immediate suspension of Provider from the Platform.

    8. Taxes, Currency, and Withholding

    Provider is solely responsible for all taxes, duties, or governmental charges arising from amounts paid or received under these Commercial Terms, including commission amounts received by JetWell and the balance or package price Provider collects directly from patients under the Standard and Deferred Settlement models. Provider's published rates include every tax, duty and governmental charge Provider owes on the Covered Services, and Provider shall not collect one from the patient in addition to the balance stated on the patient's confirmation (Section 3).

    JetWell may:

    • Make payments in U.S. Dollars (USD) or local currency, as determined by JetWell
    • Apply currency conversion rates, foreign exchange spreads, or processing fees
    • Withhold amounts as required by applicable law, tax authority, or payment processor requirements

    9. Payment Disputes

    Any dispute relating solely to fees, payout calculations, commission amounts, deposits, or remittances must be submitted to JetWell within thirty (30) days of the applicable transaction. Failure to raise a dispute within this period constitutes acceptance of the payment or commission calculation.

    10. Confidentiality of Commercial Terms

    Provider acknowledges and agrees that the specific Platform Commission rates, stepped schedules of rates, deposit percentages, and other financial terms disclosed to Provider are confidential and proprietary to JetWell. Provider shall not disclose such terms to any third party, including other JetWell providers, without JetWell's prior written consent.

    11. Amendments and Updates

    JetWell may update these Commercial Terms from time to time in accordance with the amendment mechanism set forth in the Participation Agreement.

    For material economic changes — including modifications to the Platform Commission rate or to a stepped schedule of rates, payment model designations, the composition of the package deposit, remittance or payout timing, or the introduction of any fee payable by Provider — JetWell shall provide Provider with not less than thirty (30) days’ prior notice through the Platform and, where Provider has supplied an email address, by email. Such notice shall identify the sections changed and the effective date. Section 17 of the Participation Agreement sets out how each version is recorded, how Provider's acceptance is recorded, and when a material change takes effect for Provider.

    Upon receipt of a material economic change notice, Provider may terminate this Agreement for convenience without penalty prior to the effective date of the change, in accordance with the termination right set forth in the Participation Agreement.

    For non-material updates, clarifications, and changes that do not materially increase Provider’s economic obligations, updated Commercial Terms will be published through the Platform and continued participation following the effective date constitutes acceptance.

    Except for a material economic change, which takes effect for Provider only upon its affirmative acceptance under Section 17(b) of the Participation Agreement, continued participation in the JetWell Platform following the effective date of any update constitutes acceptance of the revised terms.

    12. Governing Law and Dispute Resolution

    12.1

    These Commercial Terms shall be governed by the laws of the State of Nevada, without regard to conflict-of-laws principles.

    12.2

    Any dispute arising out of or relating to these Commercial Terms shall be resolved in accordance with the dispute resolution procedures set forth in Section 15 of the Participation Agreement, which are incorporated herein by reference.

    12.3

    In the event of a conflict between these Commercial Terms and any separate agreement between Provider and JetWell or between Provider and any third party, these Commercial Terms shall control with respect to all matters relating to fees, commissions, payments, deposits, and financial obligations arising from the JetWell platform.

    13. Survival

    Sections relating to fees owed, deposits, refunds, chargebacks, commission obligations, audit rights, insurance exclusions, confidentiality, indemnification, dispute resolution, governing law, and taxes shall survive termination of the Participation Agreement.

    Data Export on Termination

    Upon termination of the Participation Agreement for any reason, Provider may, by written request made through the Platform or via email to JetWell within sixty (60) days of the effective date of termination, request a reasonable export of Provider-generated data. JetWell shall provide such export in a commonly-used electronic format within thirty (30) days of the request, subject to: (i) redaction or limitation of patient personal data as required by applicable data protection law and patient privacy rights; (ii) exclusion of JetWell’s proprietary matching data, aggregated marketplace data, and Platform analytics; and (iii) reasonable technical limitations on the format and scope of the export.

    For purposes of this subsection, “Provider-generated data” includes: (a) Provider’s procedure listings, descriptions, and pricing as submitted by Provider; (b) Treatment Completion Reports submitted by Provider; (c) aggregated booking history for Provider’s Covered Services; and (d) Provider-initiated patient communications through the Platform, subject to patient privacy rights.

    JetWell’s obligations under this subsection expire sixty (60) days after termination if no export request has been received.

    14. Electronic Acceptance

    Provider acknowledges and agrees that acceptance of these Commercial Terms through the JetWell platform, including by clicking "I Agree," onboarding completion, or continued participation as a JetWell-listed Provider, constitutes a legally binding agreement enforceable to the fullest extent permitted by law. Continued participation does not accept a material economic change, which binds Provider only upon its affirmative acceptance under Section 17(b) of the Participation Agreement.

    Last updated: October 11, 2026