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© 2003 Law Offices of Cynthia E. Fruchtman 1 EGG DONOR CONTRACT. This Egg Donor Contract (hereinafter referred to as Contract) is entered into on this.

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Presentation on theme: "© 2003 Law Offices of Cynthia E. Fruchtman 1 EGG DONOR CONTRACT. This Egg Donor Contract (hereinafter referred to as Contract) is entered into on this."— Presentation transcript:

1 © 2003 Law Offices of Cynthia E. Fruchtman 1 EGG DONOR CONTRACT. This Egg Donor Contract (hereinafter referred to as Contract) is entered into on this 1st day of April, 2003 by and between Sylvia (hereinafter referred to as Egg Donor), on the one hand, and Martina (hereinafter referred to as Intended Mother) and George (hereinafter referred to as Intended Father), on the other hand. The Egg Donor, Intended Mother, and Intended Father are collectively referred in this Contract as the Parties.

2 © 2003 Law Offices of Cynthia E. Fruchtman 2 RECITALS. A.The Intended Mother and Intended Father (hereinafter referred to as Intended Parents) are over the age of 21, are a couple living together in a committed relationship, and desire to enter into this contract for the purpose of having Intended Mother or a surrogate be the recipient of one or more eggs donated by the Egg Donor, that have been fertilized by the sperm of Intended Father or a sperm donor, then transferred to the Intended Mothers or a surrogates uterus for the purpose of having the Intended Mother or the surrogate carry the pregnancy for the Intended Parents and have the Intended Parents parent any resulting child or children (as used herein, the term Child shall refer to all children born from the donated eggs pursuant to this Contract.) B.The Egg Donor is over the age of 18, is single, and desires to enter into this Contract. C.The Egg Donor desires to donate an egg or eggs, retrieved from the Egg Donor by transvaginal ultrasound guided follicular aspiration, to be fertilized by the sperm of the Intended Father or a sperm donor, then transferred to the Intended Mothers or the surrogates prepared uterus, for the purpose of having the Intended Parents be the lawful parents to the Child. D.The Intended Parents desire and intend that any Child conceived by the Donated Egg(s) be morally, legally and otherwise the Child of the Intended Parents for all purposes, and the Intended Parents shall assume all legal and parental rights and responsibilities for the Child. E.The Egg Donor desires and intends that any Child conceived by the donated egg(s) be morally, legally and otherwise the Child of the Intended Parents for all purposes, and the Intended Parents shall assume all legal and parental rights and responsibilities for the Child, and that the Egg Donor does not desire nor intend to assume a parental or any other relationship with the Child.

3 © 2003 Law Offices of Cynthia E. Fruchtman 3 AGREEMENT. NOW THEREFORE, in consideration of the mutual promises contained herein and with the intentions of being fully bound hereby, the parties agree as set forth herein. 1.PURPOSE AND INTENT OF PARTIES AND AGREEMENT. The sole purpose and intent of this Contract is to provide a means for the Intended Parents to become the legal parents of a Child who is genetically related to the Intended Father or a sperm donor, and gestated and birthed by the Intended Mother or a surrogate, with Egg Donors egg(s).

4 © 2003 Law Offices of Cynthia E. Fruchtman 4 2.REPRESENTATIONS AND WARRANTIES. A.The Intended Parents warrant that all information provided to any professional, person, entity or Party, whether written or oral, with respect to their medical condition, the egg donation procedure and/or any and all matters contained in this Contract are true and correct to the best of their knowledge, and that they have not knowingly falsified or omitted any material information concerning these matters. B.The Egg Donor warrants that all information provided to any professional, person, entity or Party, whether written or oral, with respect to her medical and mental condition, all social and genetic information and family histories, the egg donation and/or any and all matters contained in this Contract are true and correct to the best of her knowledge, and that she has not knowingly falsified or omitted any material information concerning these matters. Egg Donor further represents that, based on information and belief, she is capable of producing normal, healthy eggs. Egg Donor agrees that she will not attempt to form parent-child relations, nor any relationship, with any Child that may be born pursuant to this provisions of this Contract. C.The Parties warrant that they are comfortable with and knowledgeable about the implications and issues of conceiving a child by egg donation.

5 © 2003 Law Offices of Cynthia E. Fruchtman 5 D.The Parties warrant that the decision to enter into this Contract is a fully informed decision, made after careful and unemotional reflection, that they have come forward voluntarily to enter into this Contract free of any economic or emotional duress, and that the consent or permission of no other person is necessary for the performance of this Contract. E.The Parties warrant that they understand that the medical procedures contemplated by this Contract represent new, unsettled and uncharted areas of the law. The Parties further warrant that they have been informed that the legislature or courts my declare that this Contract is void as against public policy, in whole or in part, or held unenforceable in whole or in part. Nevertheless, the Parties represent and warrant that they are entering into this Contract with the intent to be fully bound by the terms and conditions set forth herein. F.The Parties warrant that they understand that if any aspect or provision of this Contract violates any present or future non-waivable civil or constitutional right of any Party hereto, or any present or future statute, law, ordinance, or regulation, that aspect or provision may not be enforced. However, the Parties further warrant and agree that any said aspect or provision shall be curtailed and limited only to the extent necessary to bring it in compliance with the law. G.It is expressly understood that this Contract in no way constitutes payment for genetic material, for a child, or for relinquishment of a child. All Parties acknowledge that the Egg Donor is being compensated for her inconvenience and expenses for undergoing the transvaginal aspiration procedure.

6 © 2003 Law Offices of Cynthia E. Fruchtman 6 3.NO WARRANTIES OR GUARANTIES BY PROFESSIONALS. The Parties understand and agree that neither the attorneys representing any Party herein, nor any other professionals whose services have been utilized or are contemplated with respect to this Contract, including but not limited to medical and psychological personnel, guaranty or warrant any of the following: that any of the representations made by any of the Parties is true and correct; that the Egg Donor will in fact produce an egg or eggs; that the Egg Donor has and/or obtains, independent of the Oocyte Donor/Recipient Accident Insurance provided pursuant to Paragraph 11 herein, medical insurance that will cover any or all of the procedures contemplated by this Contract or complications arising therefrom; that the Intended Mother or the surrogate will in fact become pregnant and carry the Child to term; or that the Child, if conceived, will be physically and mentally healthy and free of congenital or other defects.

7 © 2003 Law Offices of Cynthia E. Fruchtman 7 4.PARENTAL RIGHTS AND RESPONSIBILITIES. A.Intended Parents shall assume all legal and parental responsibilities for any Child born pursuant to this Contract, notwithstanding any congenital, physical or mental abnormality. B.IT IS THE EXPRESS INTENT OF THE PARTIES HERETO THAT EGG DONOR SHALL NOT HAVE ANY PARENTAL, LEGAL OR CUSTODIAL RIGHTS OR OBLIGATIONS WITH RESPECT TO THE CHILD, AND THAT EGG DONOR SHALL NOT BE THE LEGAL, NATURAL OR BIOLOGICAL MOTHER OF THE CHILD. C.Any Child born pursuant to this conduct contemplated by this Contract shall be morally, ethically, biologically, legally, contractually and otherwise the Child of the Intended Parents for all purposes. The Egg Donor agrees, if needed, to sign any and all documents, attend any and all court hearings, and otherwise participate in any legal proceedings to establish and/or confirm the Intended Parents parentage, either prior to or after the Childs birth.

8 © 2003 Law Offices of Cynthia E. Fruchtman 8 5.EGG RETRIEVAL AND DONATION. A.The Parties agree that Egg Donor shall undergo fertility and drug therapy, and transvaginal aspiration of her egg(s), so that the retrieved egg(s) will be fertilized with the sperm of Intended Father or a sperm donor, in vitro, and selected resulting embryos shall be transferred to the Intended Mothers or a surrogates uterus. These procedures shall be undertaken and/or supervised by a qualified physician selected by the Intended Parents (hereinafter referred to as Physician). B.The Parties agree that the egg retrieval procedure shall be attempted within six (6) months from the date of execution of this agreement (unless the Parties agree to extend said period) and as soon thereafter as reasonably advised by the Physician. Egg Donor understands that her cycle may be synchronized with that of the Intended Mother or surrogate, and Egg Donor agrees to undergo the egg retrieval procedure on the date instructed by the Physician. No Party to this Contract shall be obligated to perform pursuant to this Paragraph beyond the first cycle of medication which results in transvaginal aspiration of the Egg Donors egg(s). C.The Parties agree that once Egg Donors egg(s) are removed and retrieved, the eggs shall immediately vest to and become the sole property of the Intended Parents. Intended Parents shall have complete custody and control of the egg(s) and the embryo(s) created from the eggs donated to them by Egg Donor, and shall have the sole and exclusive right to make any and all decisions regarding the disposition of the egg(s) and embryo(s) to medical research and/or destruction of the egg(s) and/or embryo(s) and/or donation to third parties.

9 © 2003 Law Offices of Cynthia E. Fruchtman 9 6.MEDICAL AND PSYCHOLOGICAL EVALUATIONS AND SCREENING. A.The Egg Donor agrees to undergo and/or has undergone psychological evaluation and testing by a psychologist and/or psychotherapist or the treating Physician and/or his or her agent, which evaluation and testing shall be paid for by Intended Parents. In addition, the Egg Donor has signed and/or shall sign an Authorization for Release of Information, authorizing Intended Parents to review any non-identifying records or information concerning the evaluation and the results of any testing, to speak with the psychologist and/or psychotherapist concerning the evaluation and testing, and to obtain the psychologists and/or psychotherapists professional opinion concerning the suitability of any Party for participation in the egg donor process, and authorizing the Physician to review any records or information concerning the evaluation and the results of any testing, to speak with the psychologist and/or psychotherapist concerning the evaluation and testing, and to obtain the psychologists and/or psychotherapists professional opinion concerning the suitability of any Party for participation in the egg donor process. Intended Parents shall pay for said evaluations, and it is a condition to this Contract that Intended Parents approve the results of such evaluations.

10 © 2003 Law Offices of Cynthia E. Fruchtman 10 WHAT DROVE ME TO HASTINGS! B.The Egg Donor and Intended Parents have undergone, or agree to undergo, physical examinations under the direction of, and/or to the extent determined by, the Physician, to determine whether the physical health and well-being of the Parties are satisfactory. The extent and scope of the medical evaluation shall be at the sole discretion of the Physician. The medical evaluation shall include tests for all sexually transmitted diseases, including HIV and AIDS for Egg Donor. The Egg Donors testing shall also include drug screening and testing for chlamydia, as well as genetic testing for cystic fibrosis, fragile x syndrome, thalassemia, and a karyotype, at Intended Parents request. Egg Donors signature on this Contract constitutes said Partys authorization to permit Intended Parents to have access to non-identifying medical and genetic information and records which are related to the procedures contemplated herein and to discuss that information and records with Physician and/or a genetic counselor. Egg Donor agrees to execute separate Authorizations for Release of Information, if requested by Intended Parents. Intended Parents shall pay for said examinations and testing, and it is a condition to this Contract that Intended Parents approve the results of such physical evaluations and testing.

11 © 2003 Law Offices of Cynthia E. Fruchtman 11 C.Testing under this Paragraph 6 shall commence immediately (unless the Parties agree to extend said period). If Intended Parents reject Egg Donor based upon the results of the testing under this Paragraph 6C, Intended Parents may cancel this Agreement and no party will have any further obligation to the other. D.Testing under this paragraph 6 is without limitation upon Intended Parents right to re-test or request additional testing of Egg Donor after they decide to proceed hereunder [AT ANY TIME]. If Intended Parents reject Egg Donor based upon the results of the re-testing or additional testing under this Paragraph 6D, Intended Parents may cancel this Agreement and no party will have any further obligation to the other. E.Egg Donor is not to commence taking any medications or otherwise alter her position beyond undergoing such tests as Intended Parents reasonably request until Intended Parents have accepted all of Egg Donors test results.

12 © 2003 Law Offices of Cynthia E. Fruchtman 12 7.ASSUMPTION OF MEDICAL AND PSYCHOLOGICAL RISKS. A.Egg Donor, for herself and for her heirs and assigns, acknowledges that all medical procedures have been thoroughly explained to her by a physician, and that she has been advised of all medical risks, including death, which may result from the conduct contemplated by this Contract. Egg Donor further acknowledges that she has signed and/or will sign an informed consent regarding the possible medical risks associated with the medical procedures and the accompanying medications to be administered to Egg Donor. B.Egg Donor warrants that she is aware of the psychological risks associated with acting as an egg donor. C.Egg Donor agrees to assume all medical, financial and psychological risks and to release the Intended Parents, their attorney(s), the Egg Donors Attorney, the Physician, and other professionals contemplated herein and/or involved in any aspect of the egg donor arrangement, and each said persons agents and employees, from any legal liability except professional malpractice (malfeasance or negligence).

13 © 2003 Law Offices of Cynthia E. Fruchtman 13 8.EGG DONORS CONDUCT. A.Egg Donor agrees to follow all reasonable instructions given to her by Physician, including all instructions concerning physical activity. Egg Donor further agrees to submit to any medical test or procedure, including blood tests and ultrasounds, deemed necessary or advisable by Physician, and to precisely and completely follow the Physicians schedule for taking the prescribed medication. B.Egg Donor agrees that from the date of execution of this Contract through completion of the contemplated egg aspiration procedure, she shall not smoke cigarettes, marijuana or other substance(s), receive body piercing, acupuncture or tattooing, or use or consume any illegal drugs. Egg Donor also agrees not to consume alcoholic beverages, use any prescription, non- prescription, homeopathic or herbal medication during said period, including but not limited to Retin A and Echinacea, without the prior written consent of Physician and without first informing Intended Parents. Egg Donor also agrees to stop using birth control pills if required by Physician and to use such form of birth control as directed by Physician. C.Egg Donor agrees to abstain from any sexual activity, including intercourse, that would allow the transmission of sexually transmitted diseases or any potential pregnancy, from the time Egg Donor begins her medical evaluation and testing until one week after the retrieval of egg(s) from her ovaries by means of transvaginal aspiration or such other time as instructed by Physician to prevent the possibility of her being exposed to a sexually transmitted disease or becoming pregnant if an egg follicle ruptures prematurely.

14 © 2003 Law Offices of Cynthia E. Fruchtman 14 9.COMPENSATION. As compensation to Egg Donor for her services in connection with the egg retrieval and donation contemplated by this Contract, Intended Parents agree to compensate Egg Donor, through a trust account administered by Physician, the total amount of $5,000.00 for each completed egg retrieval procedure, the first $500 of which shall be paid from the Trust Account upon Egg Donors commencement of medications and the last $4,500 of which is payable from the Trust Account within seven (7) days after the completion of the egg retrieval procedure. Payment is to be made regardless of whether or not the egg(s) result in fertilized embryo(s). If, through no fault and/or for reasons other than the request of Egg Donor, a cycle is canceled after administration of Lupron or similar medication, Egg Donor shall be entitled to retain the initial $500 she was paid upon commencement of taking the mediation, and Egg Donor shall commence a new cycle as soon as reasonably and medically advisable for which she will receive an additional $250. If the cycle is canceled due to the negligent or intentional act(s) of Egg Donor, or at the request of Egg Donor, the Egg Donor must forfeit and return the $500.00 initially paid to the Egg Donor, with no further obligation on the part of Intended Parents unless Egg Donor agrees to commence a new cycle for the same fee. Said compensation as described in this Paragraph is in full consideration of any lost wages, child care, transportation costs, and/or other non- medical expenses incurred as a result of the conduct contemplated by this Contract.

15 © 2003 Law Offices of Cynthia E. Fruchtman 15 10.PAYMENT OF MEDICAL EXPENSES. The Intended Parents shall be responsible for, and shall pay, all of Egg Donors pre- surgical evaluation and testing, as well as the medical expenses of the egg retrieval procedure, including but not limited to the fees and costs of the Physician, medical facility, anesthesiologists, laboratory fees, pharmaceutical costs and aspiration procedures. Intended Parents will also pay the co-pay, deductible and non-covered costs of any medical complication directly related to the retrieval procedure and medications, so long as the claim or request is submitted to the insurance company pursuant to the companys requirements for timely submission, up until 90 days after the egg retrieval procedure or termination of this Contract, whichever occurs first.

16 © 2003 Law Offices of Cynthia E. Fruchtman 16 11.MEDICAL INSURANCE. A.Egg Donor shall maintain her existing medical insurance plan during the entire term of this Contract, if any, which shall be deemed the primary insurance. Proof of such insurance shall be maintained by Physician at all times relevant to this Contract, and any change in such insurance shall be promptly reported by Egg Donor to Physician to be relayed to Intended Parents. In addition, Intended Parents shall purchase Oocyte Donor/Recipient Accident Insurance for the benefit of Egg Donor. A separate policy shall be purchased by Intended Parents for each cycle of the egg retrieval procedure for which any treatments have begun. It is further expressly understood by the Parties that the Oocyte Donor/Recipient Accident Insurance excludes coverages for, among other things, sexually transmitted diseases, pregnancy, mental, nervous or psychological complications and the routine cost of an egg donation procedure. B.Egg Donor shall immediately inform Physician of any and all notices received by, or that come to the attention of, Egg Donor which may adversely affect existing medical coverage including, without limitation, cancellation notices, past payment due notices, and changes in coverage (amendments).

17 © 2003 Law Offices of Cynthia E. Fruchtman 17 12.PRIVACY AND CONFIDENTIALITY. A.The Parties agree that they will not provide, nor allow to be provided, any information to the public, news media, or to any other individual not directly involved with contemplated egg donor arrangement regarding their involvement in the egg donor arrangement or the identity of any Party herein without the express written consent of all Parties hereto. The Parties understand that the confidentiality as described herein does not contemplate speaking with friends or relatives about their own involvement in the egg donor process, as long as they do not reveal the identities of the other Parties, to the extent known. B.In order to maintain the confidentiality contemplated herein, in the event litigation arises out of this Contract, the Parties and their legal counsel, heirs, representatives and assigns agree to make all reasonable efforts to maintain such confidentiality as to the general public, and to maintain the anonymity of the Parties. Said reasonable efforts shall include, but shall not be limited to, use of pseudonymous pleadings, requesting that court records be sealed, requesting that the court invoke gag orders, and requesting that the court maintain said confidentiality in its procedures and in the conducting of hearings and refrain from releasing the identity of the Parties to the public or to the news media.

18 © 2003 Law Offices of Cynthia E. Fruchtman 18 13.DEATH, SEPARATION OR DIVORCE OF INTENDED PARENTS. In the event the Intended Parents become legally separated or divorced, Intended Parents shall nevertheless have sole legal and physical custody of any egg(s) and/or embryo(s) produced pursuant to this Contract. In the event of the death or mental incapacity of either the Intended Mother or the Intended Father, the egg(s) and/or embryo(s) shall be deemed to be the property of the surviving Partner. In the event of the death or incapacity of both Intended Parents, the guardian named in the Intended Parents testamentary documents shall have the power to decide either that the egg(s) and/or embryo(s), if any, be destroyed or donated to medical research or donated to a third party. If both Intended Parents should die after execution of this Contract, but prior to the retrieval of Egg Donors egg(s), then this Contract shall terminate, and Egg Donor shall only be entitled to receive any payments of reimbursements that have accrued pursuant to this Contract.

19 © 2003 Law Offices of Cynthia E. Fruchtman 19 14.FUTURE CONTACT AND EXCHANGE OF INFORMATION. A.The Egg Donor agrees that she will not seek to view or contact the Child after the Childs birth, that she will not seek to ascertain the identities of the Intended Parents, nor seek to view or meet with Intended Parents or their families, without the express written consent of Intended Parents after their initial meeting. B.The Parties acknowledge that the sharing of genetic material when combined with anonymity creates the potential that children who are genetically related may meet in the future and inadvertently develop a relationship. Therefore, in order to avoid future inadvertent and inappropriate relationships between genetically-related individuals, the Parties agree to inform and/or release to the other Party, care of the Treating Physician, the gender and birth date of any and all Child(ren) born of the donated egg(s), as well as any child(ren) born to Egg Donor. Egg Donor further agrees to inform Intended Parents, through Physician, each time she donates egg(s) to a third party, of the identity of the agency through which she made such donation and, if known to her, the identity of such third party, the gender and birth date of any and all Child(ren) born of such donated egg(s), which information shall be maintained by Physician for the benefit of the Child.

20 © 2003 Law Offices of Cynthia E. Fruchtman 20 15.CHANGE OF ADDRESS. Since the Child is the genetic product of Egg Donor, it may in the future become necessary to obtain information of a medical or psychological nature from Egg Donor. Therefore, Egg Donor agrees to inform Physician of any change in address in perpetuity. If medical or psychological information must be obtained from Egg Donor, Egg Donor agrees to furnish the information through Physician.

21 © 2003 Law Offices of Cynthia E. Fruchtman 21 16.INDEPENDENT LEGAL COUNSEL. The Parties warrant that they have consulted and/or have been advised to consult with independent legal counsel regarding the terms, conditions, rights, duties, and liabilities, arising under this Contract. The Intended Parents shall contribute the sum of up to Two Hundred Fifty Dollars ($250.00) toward the legal fees of Egg Donor. The amount of reimbursement is not intended to indicate that adequate representation has been obtained for the sum paid. Obtaining qualified independent legal counsel is the sole responsibility of Egg Donor. All Parties understand that when one Partys attorney is paid by the other Party, this creates a potential conflict of interest because the payment could induce Egg Donors attorney to favor the person paying rather then vigorously representing Egg Donor. Egg Donor has been advised of this potential conflict of interest and informed that she has the right to consult with and pay for any attorney of her own choosing, without reimbursement by the Intended Parents, in order to avoid the potential conflict. All Parties hereby waive the potential conflict of interest in order that Egg Donors legal expenses, as set forth herein, may be paid for or reimbursed by Intended Parents.

22 © 2003 Law Offices of Cynthia E. Fruchtman 22 17.CHANGES IN CIRCUMSTANCE. Prior to and during the time this Contract is in effect, Egg Donor agrees to immediately notify Physician of any material change in her circumstance which may directly or indirectly affect this Contract. Such material changes include, but are not limited to, exposure to communicable illness or toxic chemicals, change in insurance coverage, loss of employment, change in marital status, illness, consumption of drugs or alcohol, change of address, or ability to perform under this Contract.

23 © 2003 Law Offices of Cynthia E. Fruchtman 23 18.TERMINATION OF THIS CONTRACT. A.Subject to paragraphs 6 C and D, above, Egg Donor or Intended Parents can terminate this Contract by two (2) days written notice to the other party at any time prior to administration of Lupron (or similar medication) with no further liabilities or obligations to the other party. B.If Egg Donor terminates this Contract without cause or for reasons within her control after the start of Lupron (or similar medication) but before the egg retrieval procedure, she will be responsible for reimbursing the Intended Parents for the following: (i) all payments received by Egg Donor; (ii) costs of medications for Egg Donor; (iii) travel expenses of Egg Donor; and (iv) screening and testing costs of Egg Donor. C.If Intended Parents terminate this Contract without cause after start of Lupron (or similar medication) but before egg retrieval, Egg Donor shall receive only the initial $500 that she received upon commencing medications as provided above, but shall not be entitled to any other payments except for any out of pocket costs she has incurred and for which Intended Parents are obligated to reimburse her under this Contract.

24 © 2003 Law Offices of Cynthia E. Fruchtman 24 19.BREACH. In the event any Party materially violates any of the provisions contained in this Contract, without legal excuse, such violation shall constitute a material breach, and in addition to all other remedies available at law or equity, this Contract may be terminated forthwith at the option of the aggrieved Party without further liability on the part of the aggrieved Party. In the event that Intended Parents terminate this Contract pursuant to the provisions contained in this Paragraph 19, Intended Parents shall be under no obligation to pay any monies to Egg Donor, or reimburse any of her expenses incurred. In addition, in said event, Egg Donor must reimburse Intended Parents for all sums expended pursuant to this Contract. In the event Intended Parents breach this Contract, Egg Donor shall have all remedies available to her in law and equity.

25 © 2003 Law Offices of Cynthia E. Fruchtman 25 20.TIME OF THE ESSENCE. It is expressly agreed that time is of the essence with respect to this Contract.

26 © 2003 Law Offices of Cynthia E. Fruchtman 26 21.DISPUTE RESOLUTION. The Parties agree to mediate any dispute or claim arising between them out of this Contract or any resulting transaction before resorting to arbitration or court action. Mediation is a process by which parties attempt to resolve a dispute or claim by meeting with an impartial, neutral mediator, who is authorized to facilitate the resolution of the dispute, but who is not empowered to impose a settlement of the Parties. Mediation fees, if any, shall be divided equally among the Parties involved. If any Party commences an arbitration or court action based on a dispute or claim to which this paragraph applies without first attempting to resolve the matter through mediation, then in addition to any other remedies available at law or at equity, in the discretion of the arbitrators or judge, that Party shall not be entitled to recover attorneys fees, even if they would otherwise be available to that Party in any such arbitration or court action.

27 © 2003 Law Offices of Cynthia E. Fruchtman 27 22.NO AGENCY, PARTNERSHIP, EMPLOYMENT OR JOINT VENTURE. No agency, partnership, employment or joint venture is created or intended to be created by the Parties.

28 © 2003 Law Offices of Cynthia E. Fruchtman 28 23.ATTORNEYS FEES AND COSTS. In any action, proceeding or arbitration between the Parties arising out of this Contract, including court actions, the prevailing Party shall be entitled to reasonable attorneys fees and costs.

29 © 2003 Law Offices of Cynthia E. Fruchtman 29 24.TAXATION. None of the attorneys representing any of the Parties herein is giving any of the Parties legal advice on taxation. The Parties should consult independent counsel regarding tax matters that may arise. It is the responsibility of any Party receiving payment or other benefits pursuant to this Contract to report receipt of said payments or benefits to the proper taxing authorities, state, federal or otherwise.

30 © 2003 Law Offices of Cynthia E. Fruchtman 30 25.WRITTEN AGREEMENT. This Contract shall be amended only by a written agreement signed by all Parties.

31 © 2003 Law Offices of Cynthia E. Fruchtman 31 26.EXECUTION OF CONTRACT. This Contract may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. The original of the respective counterparts shall be maintained by Physician. Any fax or copy of the signed Contract shall be deemed and treated as if an original.

32 © 2003 Law Offices of Cynthia E. Fruchtman 32 27.ANONYMITY. It is the intent of the Intended Parents to remain anonymous, and Egg Donor hereby waives the option of knowing the surnames of Intended Parents and likewise, Intended Parents hereby waive the option of knowing the surnames of Egg Donor. All Parties agree that their signatures using only their first names shall be deemed to be legally binding signatures. If it becomes necessary to commence a court action under paragraph 21, above, Physician is authorized to release the surnames of the Parties to each other in order to effectuate service of process.

33 © 2003 Law Offices of Cynthia E. Fruchtman 33 28.ENTIRE AGREEMENT, INTEGRATION AND INUREMENT. A.This Contract sets forth the entire agreement between the parties. All agreements, covenants, representations, and warranties, express and implied, written and oral, of the Parties are contained herein. No other agreements, covenants, representations nor warranties, express or implied, oral or written, have been made by any Party to the other(s) with respect to this Contract. All prior and contemporaneous conversations, negotiations, possible and alleged agreements, representations, covenants and warranties with respect to this Contract are waived, merged and superseded. This is an integrated contract. B.This Contract applies to, inures to the benefit of, and binds all Parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns.

34 © 2003 Law Offices of Cynthia E. Fruchtman 34 29.INTERPRETATION. No provision of this Contact is to be interpreted for or against any Party because that Party or that Partys legal representative or agent drafted the provisions.

35 © 2003 Law Offices of Cynthia E. Fruchtman 35 30.ENFORCEABILITY OF CONTRACT. In the event any of the provisions, whether sentences or entire paragraphs, of this Contract are deemed to be invalid or unenforceable, the same shall be deemed severable from the remainder of this Contract, which shall be interpreted in order to give force and effect to the intention hereof. If any such provision shall be deemed invalid due to its scope or breadth, such provision shall be deemed valid to the extent of the scope or breadth permitted by law in order to give force and effect to the intention hereof.

36 © 2003 Law Offices of Cynthia E. Fruchtman 36 31.EXECUTION OF CONTRACT. Each Party acknowledges that he/she fully understands this Contract and its legal effect, and that he/she is signing the same freely voluntarily, and that no Party has any reason to believe that the other Party did not freely and voluntarily execute this Contract.

37 © 2003 Law Offices of Cynthia E. Fruchtman 37 32.GOVERNING LAW. This Contract shall be governed by, and construed by in accordance with, the laws of the State of California. The Parties agree that they are entering into this Contract in the State of California, and it is the express intent of the Parties and a material term of this Contract that this Contract shall be governed by, and constructed and enforced in accordance with, the laws of the State of California.

38 © 2003 Law Offices of Cynthia E. Fruchtman 38 33.JURISDICTION. The Parties agree that the jurisdiction for the resolution of any dispute arising under this Contract shall vest exclusively in a court of competent jurisdiction in the State of California, or in an arbitration tribunal in the State of California, venued in the county of the Intended Parents residence, regardless of the state of citizenship of the Parties or Child at the relevant time period.

39 © 2003 Law Offices of Cynthia E. Fruchtman 39 34.NOTICE. Any notice to be made to the other Party under this Contract may be made through the respective Partys attorneys, with whom Physician shall cooperate as necessary to resolve any dispute arising hereunder.

40 © 2003 Law Offices of Cynthia E. Fruchtman 40 35.SURVIVAL. Any provisions of this Contract concerning the establishment or confirmation of the parental rights of Intended Parents, the relinquishment/abandonment of any parental rights of Egg Donor, confidentiality, anonymity, custody and control of the donated egg(s), contact with the Child, any representations or warranties made pursuant to this Contract by any Party hereto, any risks assumed by any Party hereunder and any jurisdictional or enforceability provisions, shall survive termination of this Contract.

41 © 2003 Law Offices of Cynthia E. Fruchtman 41 36.ACKNOWLEDGMENTS. All Parties, by signing below, acknowledge that they have carefully read and understand the provisions of this Contract. All of the Parties agree to all terms herein and have executed this Contract freely and without undue influence. WHEREFORE, all Parties separately declare under penalty of perjury under the laws of the State of California that the foregoing is complete, true and correct. Dated:April, 2003 Egg Donor Dated:April, 2003 Intended MotherIntended Father

42 © 2003 Law Offices of Cynthia E. Fruchtman 42 Thank-you Cynthia E. Fruchtman LAW OFFICES OF CYNTHIA E. FRUCHTMAN 2530 Wilshire Blvd., Suite 310 Santa Monica, CA 90403 Tel.: (310) 829-0678 Fax: (310) 829-5923 E-mail: cynthia@fruchtmanlaw.com


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