# HEALTHCARE SERVICES AGREEMENT
Date: 7 October 2029
Parties: Mersey Wellbeing Clinics Limited and Northgate Employers Limited
## 1. Parties and purpose
Mersey Wellbeing Clinics Limited (Company No. 11556677), CQC-registered at 14 Lime Street, Liverpool L2 7PQ, will provide Northgate Employers Limited's employees with occupational-health assessments and physiotherapy at the clinic and by secure video. Northgate pays for the service; each employee remains the patient and clinical decisions belong to the treating professional.
## 2. Scope, price and subject
The package includes an initial assessment, up to five physiotherapy appointments per employee per referral, reasonable reports on fitness for work and a monthly anonymised utilisation report. It excludes emergency care, prescribing outside the clinician's scope, diagnosis requested solely by Northgate and treatment beyond the agreed referral. Fees are £185 per initial assessment and £95 per follow-up, plus VAT where applicable.
## 3. Operating duties
Mersey will use appropriately registered clinicians, verify professional indemnity and DBS requirements where relevant, obtain informed patient consent and offer reasonable adjustments. A clinician may refuse or stop a session where it is unsafe or outside competence. Northgate must not pressure a clinician to disclose a diagnosis or outcome beyond the patient's consent and the minimum necessary occupational report.
## 4. Compliance, records and controls
Mersey maintains clinical notes, consent records, chaperone decisions, referrals and incident reports under its retention policy. It is controller of clinical records; Northgate is controller of its employee administration data, and any processor relationship is documented under UK GDPR. Safeguarding, serious incidents and a suspected data breach are escalated through CQC, local-authority, NHS or ICO routes as applicable.
## 5. Term, ending and remedies
Northgate will provide accurate employee contact details, obtain its lawful basis for the referral and pay invoices within 30 days. Mersey will operate complaint, consent withdrawal and clinical governance procedures, maintain premises and equipment, and notify Northgate of an operational closure. Withdrawal of consent stops new processing where lawful but cannot erase a record required for care or law.
## 6. Liability and reservations
Either party may terminate on 60 days' notice; immediate termination is available for loss of CQC registration, serious patient-safety breach, insolvency or non-payment after notice. Patient care must not be abandoned: Mersey will provide safe handover or signpost alternative care. Liability is not limited for death, personal injury caused by negligence, fraud or unlawful clinical conduct; otherwise the cap is £500,000.
## 7. Governing law and signatures
England and Wales law governs. Statutory patient rights, CQC complaints, NHS routes, professional regulation and UK GDPR rights prevail over inconsistent terms. Mersey's registered manager Dr Farah Khan and Northgate's HR director Lewis Grant sign on 7 October 2029, and this agreement is not a substitute for an individual clinical assessment or medical advice.