Legal

Provider Agreement

Last updated: [DATE] · Effective: [DATE]

DRAFT for counsel review. This is placeholder legal language generated to structure the page. It has not been reviewed by an attorney and must be revised and approved by healthcare-regulatory counsel before publication.

1. Eligibility & Verification

Access to the MOTIF Research platform (‘Platform’) is limited to verified, licensed healthcare providers (‘Provider’). By requesting access, Provider represents that Provider holds a current, unrestricted license to practice and the credentials submitted (including state license number and NPI) are accurate and current.

MOTIF Research (‘MOTIF’) may verify, re-verify, suspend, or revoke access at any time. Provider agrees to promptly notify MOTIF of any change to licensure status, disciplinary action, or practice information.

2. Referral-Based Access

Access is granted by referral and application, subject to MOTIF’s review and approval in its sole discretion. Referral of another provider does not obligate MOTIF to grant access.

3. Permitted Use & Professional Responsibility

Products are made available solely for use by qualified, licensed Providers exercising independent professional judgment. Provider is solely responsible for patient evaluation, appropriateness of use, informed consent, documentation, storage, handling, and compliance with all applicable federal, state, and local law, including any applicable practice-of-medicine, pharmacy, and controlled-substance requirements.

MOTIF does not practice medicine, does not direct patient care, and provides no medical advice. Educational content on the Platform is not a substitute for Provider’s independent clinical judgment.

4. Product Information & COAs

MOTIF provides Certificates of Analysis for supplied lots. Product specifications, monographs, and any dosing or clinical references are provided for Provider education and may be incomplete or subject to revision. Provider is responsible for independently verifying suitability for any intended use.

5. Orders, Pricing & Shipping

Provider pricing is confidential and for Provider’s use only. Orders are subject to acceptance, availability, and MOTIF’s shipping and returns policies. Title and risk of loss pass per those policies.

6. Compliance & Prohibited Conduct

Provider shall not resell, redistribute, or transfer products except as permitted by law and this Agreement, and shall not use the Platform in violation of any law or regulation. Provider shall not share account credentials.

7. Disclaimers & Limitation of Liability

THE PLATFORM AND PRODUCTS ARE PROVIDED ‘AS IS’ TO THE EXTENT PERMITTED BY LAW. [Warranty disclaimers, limitation of liability, and indemnification provisions to be drafted by counsel.]

8. Indemnification

Provider agrees to indemnify and hold harmless MOTIF from claims arising out of Provider’s use of products, treatment of patients, or breach of this Agreement. [To be finalized by counsel.]

9. Termination

MOTIF may suspend or terminate access at any time. Sections intended to survive termination shall survive.

10. Governing Law & Disputes

[Governing law, venue, arbitration, and dispute-resolution provisions to be set by counsel.]