What powers does the MSO have as attorney-in-fact for the Advanced Mobile Iv And Amiv Provider?

O ANY EQUIPMENT OR SUPPLIES PURCHASED FOR PROVIDER HEREUNDER. MSO shall have no liability in the event of any loss, damage, theft, or disappearance of the Equipment or Supplies, regardless of

circumstances. Provider will not: (1) effect any repairs or modifications to the Equipment; (2) remove or interfere with any certification markers affixed to the Equipment; (3) deface or add to the Equipment; (4) sublet or allow the use of the Equipment by any third Party; (5) attempt to dispose of the Equipment or to grant any interest in the Equipment to any third Party.

H. Proprietary System. MSO has and shall license to Provider a proprietary system to build Provider's business. This includes marketing, branding, scheduling, facilitation, etc. that will give Provider a significant competitive advantage in the market. This system does not include any medical protocols.

3. FINANCIAL ARRANGEMENT.

A. Special Power of Attorney. In connection with the services to be provided hereunder, throughout the Term (as defined in Section 4A) Provider hereby grants MSO, and grants each of its employees a special power of attorney and appoints MSO and each of its employees as Provider's true and lawful agents and attorneys-in-fact, and MSO and each employee hereby accept such special power of attorney and appointment, for the following purposes:

• (1) To bill Provider's patients, in Provider's name and on Provider's behalf for professional and other services provided by or on behalf of Provider;
• (2) To bill all claims for reimbursement or indemnification to insurance companies, Medicare, Medicaid, and all other third-party payors and fiscal intermediaries, in Provider's name and on Provider's behalf, for professional services provided by or on behalf of Provider;
• (3) To deposit all amounts collected on behalf of Provider into Provider Bank Account described below;
• (4) To make and authorize disbursements from Provider Bank Account to repay advances made by MSO and to pay Fees on behalf of Provider;
• (5) To take possession of, endorse in the name of Provider, and deposit into Provider Bank Account any notes, checks, money orders, insurance payments, and any other instruments received in payment of accounts receivable for services provided by Provider. MSO shall be responsible for the loss, theft, or disappearance of such payments caused by its negligence or intentional misconduct, from the time of receipt by MSO until they are delivered to a common carrier or the applicable financial institution.

The special powers of attorney granted in this Agreement shall be coupled with an interest. Such special powers of attorney shall expire when this Agreement has been terminated. At MSO's request, Provider shall execute and deliver to the financial institution where Provider Bank Account is maintained such additional documents or instruments as may be

necessary to evidence or effect the special powers of attorney described above. With respect to any Provider Bank Account into which receivables payable by a state or federally funded health care program (including Medicare and Medicaid) ("Government Receivables") are paid, Provider may revoke the special power of attorney granted herein at any time, with or without cause, immediately upon written notice to MSO; provided, however, such revocation shall constitute a material breach of this Agreement and shall subject each party hereto to all the rights and remedies afforded the other hereunder for the breach.

• B. Provider Bank Account. Provider agrees to establish one or more segregated bank accounts, whose deposits are insured by the Federal Deposit Insurance Corporation at a bank selected by Provider (collectively, the "Provider Bank Account"), which shall be and at all times shall remain in Provider's name and under Provider's control, subject to the revocable powers of attorney set forth in Section 3A and the provision of this Section 3B. Provider covenants to transfer and deliver to MSO for deposit into Provider Bank Account all funds received by or on behalf of Provider from patients or third party payors for services provided by Provider. Upon receipt by MSO of any funds from patients or third party payors (and fiscal agents) or from Provider pursuant hereto for services provided by Provider, MSO shall immediately deposit the same into Provider Bank Account.

Source: Item 23 — RECEIPTS (FDD pages 54–202)