SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
January 10, 2000
(Date of earliest event reported)
MEDICAL ADVISORY SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
DELEWARE 2-98314-W 52-1233960
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation or organization) Identification No.)
8050 Southern Maryland Blvd., Owings, Maryland 20736
(Address of Principal Executive Offices) (Zip code)
Registrant's telephone number, including area code: (301) 855-8070
Item 4. MEDICAL ADVISORY SYSTEMS, INC. (DOC) ANNOUNCES CONTRACT
AMENDMENT WITH AMERICASDOCTOR.COM, INC.
Owings, Maryland (January 10, 2000) - Medical Advisory
Systems, Inc. (AMEX:DOC) announced today the amending of its
Call Center Service Agreement with AmericasDoctor.com, an
Internet-based health information and resource site. The term of
the Agreement is now fixed through July 2, 2003 and neither
Medical Advisory Systems nor AmericasDoctor.com has the right
to unilaterally terminate the Agreement. The exclusivity of the
Agreement has also been clarified. Medical Advisory Systems will
be the exclusive provider for AmericasDoctor.com of all real-time
Internet one-on-one chats with licensed healthcare professionals to
persons residing in the United States.
Earlier today, AmericasDoctor.com and Affiliated Research
Centers announced a merger, "Establishing the first Internet
healthcare company to significantly impact the pharmaceutical
industry's development of new medicines and therapies." Their
announcement went on to say, "The merger creates the first
dedicated Internet solution to volunteer recruitment for clinical
trials, the pharmaceutical industry's number one obstacle in getting
products to the marketplace."
Dr. Tom Hall, CEO of Medical Advisory Systems commented,
"We are pleased to be a part of AmericasDoctor.com and its
focused consumer support for a proven business to business
financial plan. We support their business combination and look
forward to servicing their needs through our Call Center Service
Agreement. The amendment provisions are in total harmony with
our corporate plans for international expansion."
Medical Advisory Systems, Inc. provides medical advice to ships at
sea through a worldwide telecommunications system and operates a
medical Internet and Telecommunications Call Center with more
than 150 Physicians that provides medical information "chats" on
the Internet and telephone 24 hours a day.
Item 7. FINANCIAL STATEMENTS AND EXIBITS.
Exhibit No. 1
Addendum # 3 , dated January 5, 2000, between
AmericasDoctor.Com, Inc., and Medical Advisory Systems, Inc. to
the Call Center Service Agreement, dated July 2, 1998.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereto duly authorized.
Date: January 31, 2000 /s/ Robert P. Crabb
_______________________
Robert P. Crabb
Secretary
Exhibit No. 1
Addendum #3, dated January 5, 2000, between
AmericasDoctor.com, Inc., a Delaware corporation ("AD"), and Medical
Advisory Systems, Inc., a Delaware corporation ("MAS"), to the Call
Center Service Agreement, dated July 2, 1998, between AD and MAS.
Preliminary statement
The parties hereto are parties to a Call Center Service Agreement, dated
July 2, 1998, as amended by Addendum #1 and Addendum #2 thereto
(the "Agreement") and wish to clarify certain matters set forth in the
Agreement. Accordingly, the parties hereto agree as follows.
1. Term of the Agreement
a. The term of the Agreement will end on July 1, 2003.
Neither MAS nor AD will have the right unilaterally
to terminate the Agreement at the end of the Initial
Term or the Renewal Term.
b. Sections 18(b) and 18(c) of the Agreement are hereby
amended by deleting the following language from both
sections: "...and for a period of one (1) year after the
termination of this Service Agreement ..."
2. Exclusivity
a. The Agreement applies to the provision of medical
chat services to residents of the U.S. Neither MAS nor
AD shall be restricted under the Agreement from
providing medical chat services to residents of
countries other than the U.S.
b. The exclusivity provisions of the Agreement relate
only to real-time Internet one-on-one chat services
provided by licensed health care providers.
3. Quality control. AD retains the right to monitor the quality of
service provided by MAS.
4. Other matters.
a. Provided that AD pays MAS all amounts owned to
MAS under section 16 of the Agreement on or prior to
the date 10 business days following the effective date
of the merger (the "Merger") between AD and a
wholly owned subsidiary of Affiliated Research
Centers, Inc. ("ARC"), all AD defaults under the
Agreement through the date of such payment shall be
deemed to have been waived.
b. MAS agrees that MAS will consult with AD and ARC,
a reasonable time prior to the issuance of any press
release referring to AD, ARC, the Merger, the
Agreement or this addendum, concerning the content
of such release.
c. This addendum will become effective concurrently
with the effective date of the Merger, of which AD will
promptly advise MAS.
IN WITNESS WHEREOF, the undersigned have hereunto set
their hands as of the date first above set forth.
AmericasDoctor.com, Inc.
By: /s/ Scott Rifkin
Scott Rifkin
Medical Advisory Systems, Inc.
By: /s/ Ronald W. Pickett
Acknowledged:
Affiliated Research Centers, Inc.
Signed: Affiliated Research Centers, Inc.
