AgdaPkt 2005-06-27 - Laserfiche WebLink

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6: / (!.- /~ . " . b) ERISA; and preparation, review and distribution of a Summary Plan Description as required by c) filing Summary Plan Description with U.S. Department of Labor. 3.2 Costs of Ongoing Treatment. Client shall inform all its employees who are Covered Persons that the cost of any treatment not specifically provided pursuant to this Agreement, shall be the responsibility of the Covered Person. 3.3 Client Liaison. Client shall designate an employee to act as a liaison between the Client and MHN under this Agreement and to be responsible for coordinating all of Client's requests for services under this Agreement. IV. COMPENSA TION OF MHN 4.1 Monthly Fee. Client shall pay to MHN a Monthly Fee equal to four dollars and five cents ($4.05) per Eligible Employee. The Monthly Fee shall be due and payable on or before the fU'St day of each month during the Term. Notwithstanding the provisions of 4.3 below, if there is an increase or decrease in the number of Covered Persons, MHN shall be entitled to adjust the compensation payment on a monthly basis. In the event that Client fails to forward any compensation payment by the due date, Client shall pay MHN a late payment penalty of one percent (1 %) per month on all monies outstanding in excess of thirty (30) days. If the Monthly Fee is not received by MHN as set forth above, MHN may send a Written Notice of Termination effective on the last day of the month for which full payments were received. The Client may automatically reinstate the Agreement by remitting, within fifteen (15) days of the date of Written Notice of Termination, all outstanding invoiced Monthly Fees to MHN. l..\~ Woof'n ~.'èR 4.2 Travel Expenses. Travel Expenses (and professional fees billed by providers for travel time) incurred by MHN on behalf of Client are not included in the Monthly Fee and shall be billed by MHN to Client as incurred, Client shall reimburse MHN for said expenses within thirty (30) days ofreceipt'of such billing, 4.3 Adjustments to Fees. The Fees shall remain in effect for the Initial Term of this Agreement. Thereafter, MHN may adjust the Fees upon thirty (30) days prior written notice to Client. If Client objects to any such adjustment in the Fees and if MHN and Client are unable to reach an agreement with respect to such adjustment, this Agreement shall be terminated upon five (5) days prior written notice by either party. If no such notice is received by either party by the time that the adjusted Fee is to be effective, the parties shall be deemed to have agreed upon the Fee adjustment as set forth in MHN's notice of adjustment. Termination of this Agreement shall be the sole remedy for unresolved disputes relating to adjustment in the Fees and such disputes shall, accordingly, not be subject to arbitration. Y. TERM AND TERMINA TION 5.1, Term. This Agreement shall commence upon the 1st day of January, 2003 (the "Effective Date"), and shall initially continue in effect for a period of twelve (12) months, through the 31st day of December, 2003. following which it shall be automatically extended for successive periods of one (1) year, subject to section 4.3. "Adjustment of Fees", unless either party terminates this Agreement in writing at least sixty (60) days prior to the end of the then current Term, or unless otherwise terminated in accordance with the provisions hereof. 5.2 Termination. Either party may terminate this Agreement with or without cause with a sixty (60) day advance notice in writing to the other party; or either party may terminate this Agreement in writing if: a) Either party materially breaches this Agreement, and such material breach continues for a period of fifteen (15) days after written notice is given to the breaching party, specifying the nature of the breach #5213/1::1912002 Page 4 of 12