AGREEMENT TO MEDIATE BETWEEN MORNINGHILL MEDICAL CLINIC AND DR. WILLIAMS AND DR.

PHILLIPS

1.

This agreement is entered into between the above-stated parties who have the intention of resolving the under-mentioned disputes:-

1.1

Dr. Phillips as a former employee of Morninghill Medical Clinic assigned to the Clinic his rights in any patent or improvement to a patent over devices he invented at the Clinic. He also signed a restraint of trade clause prohibiting him from practicing medicine in Johannesburg and Gauteng for a period of five (5) years. Dr. Phillips has recently implemented a new plan including the hire of premises to establish his own clinic across the street from Morninghill Medical Clinic. He has further developed a new laser device which he claims is a new invention unrelated to and independent of the patent rights he had signed over to Morninghill Medical Clinic. Morninghill Medical Clinic is now in the process of seeking an order restraining Dr. Phillips from what the Clinic deems as unfair competition. The Clinic is further in the process of seeking an order compelling Dr. Phillips to transfer to the Clinic his rights in what they believe in a patent of addition in respect of the new laser device.

1.2

Dr. Phillips and Dr. Williams have recently separated as a couple. They have a child together aswell having jointly purchased a house which is in Sr. Williamss name. Dr. Williams has instituted action against Dr. Phillips in which she is claiming maintenance for herself as well as the child they have together, based on common law marriage. Dr, Phillips has then instituted an application for the dissolution of a universal partnership.

2. 3.

The parties to this agreement hereby agree as follows:The parties hereby appoint Miss Jenifer Londeka Ngcobo as mediator.

4.

The mediator will remain impartial throughout and after the mediation process and she will not demonstrate favour over the interests of any party over another.

5.

The mediator will assist the parties in reaching an agreement in a consensual manner and she will not decide the issues in dispute or find the resolutions to the disputes.

6.

The role of the mediator in the process will be to assist and facilitate that the parties themselves to reach a mutually acceptable agreement.

7.

The parties undertake to abide by the decisions of the mediator regarding the administration, process and conduct of the mediation.

8.

The parties have agreed in good faith to mediate the respective disputes and will endeavour to complete the mediation by agreement.

9.

It is understood by the parties that the process is voluntary and the parties may elect to seize the mediation at any time; further that the entire process shall be conducted on a without prejudice basis.

10.

Any decision reached between the parties shall not be binding until written and signed by both parties.

11.

The parties undertake to ensure that the persons who have the authority to negotiate a settlement and further to reach a binding agreement are present at the mediation.

12.

At the commencement of the mediation, the mediator may require each party to make a brief opening statement and the parties including their respective representatives undertake to prepare such statement before the mediation.

13.

The entire process of mediation is confidential and the mediator will not communicate any information disclosed in the course to any person without the express authority/permission of the disclosing party.

The mediator will further not retain copies of any notes/minutes taken by her during the course of the mediation but will destroy such copies immediately upon termination of the mediation. During and before the mediation, the mediator may consult privately with either party and without the presence of the other parties. Information given to the mediator during such private meetings will remain confidential and will not be disclosed to the other party or any other person without the express consent of the disclosing party. 14. The mediation will take place at No. 162 Anton Lembede Street, Durban, KwaZulu-Natal on 18 July 2013 at 09:00am. 15. The mediators fees shall be R 1 200 per hour. Each party will pay a third of the mediators fees. The mediators fees will be non-refundable if the mediation is cancelled within five (5) days before the date of the mediation. 16. The costs of the venue shall be borne equally by the parties.

Signed at Dated:-

(i)

Dr. Golby for Morninghill Medical Clinic 3 May 2013

(ii)

Dr. Phillips

3 May 2013

(iii)

Dr. Williams 3 May 2013

(iv)

Ngcobo, J.L. (mediator) 3 May 2013