TERMS OF ENGAGEMENT FOR BROOKSON SOLUTIONS LIMITED

AGREEMENT FOR THE PROVISION OF MEDICAL SERVICES

1. DEFINITIONS

1.1 – In this Agreement unless the context otherwise requires:

Agreement means the agreement between the NHS Entity and the Company for the provision of the Medical Services incorporating these Terms and the details of Assignment provided by the Online Portal used by the NHS Entity;

Assignment means the period of engagement of the Company to provide the Medical Services;

Authorised Representative means any employee, officer or representative of the NHS Entity authorised to sign a Doctor’s or Medical Professional’s timesheet;

Business Day means any day on which banks are generally open for business in the City of London (other than Saturdays, Sundays or public holidays) and the expression Business Days shall be construed accordingly;

Company means Brookson Solutions Limited (whose registered office is at Brunel House, 340 Firecrest Court, Centre Park, Warrington, Cheshire, WA1 1RG) or such other person, firm or company engaged by the NHS Entity to provide Medical Services in accordance with this Agreement;

Confidential Information means (without limitation) lists or details of patients, service users, service providers, customers, suppliers and/or information relating to the working of any process or invention carried on or used by the NHS Entity, information relating to research, projects, secret formulae, processes, inventions, designs, know-how, discoveries, technical specifications and other technical information, accounts or financial dealings of the NHS Entity and/or price sensitive information;

Data shall mean Personal Data and/or Sensitive Data as defined in the Data Protection Legislation

Data Controller shall be as defined in the Data Protection Legislation

Data Processor and Data Processing shall be as defined in the Data Protection Legislation

Data Protection Legislation means (i) the General Data Protection Regulation (Regulation (EU) 2016/679) (“GDPR”), the Law Enforcement Directive (Directive (EU) 2016/680) and any applicable national implementing laws as amended from time to time (ii) the Data Protection Act 2018 subject to Royal Assent to the extent that it relates to processing of personal Data and privacy; (iii) all applicable law about the processing of Data and privacy;

Data Subjec