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CLARITY BENEFIT SOLUTIONS SERVICES AGREEMENT <br />Si - <br />On this . l day of O C +b6b— ®o"z I <br />is hereby contracting with BeneFlex, Inc. DBA Clarity Benefit Solutions ("Clarity") to provide Client with TPA <br />services as set forth in this Agreement. Clarity and Client are the °Parties" hereto. This Agreement <br />encompasses the following General Terms and Conditions as well as the specific Terms and Conditions for <br />the Services selected in the Services section below, all of which are incorporated as a material portion of the <br />Agreement. <br />TERMS AND CONDITIONS <br />1. SERVICES <br />The Clarity sales representative has initialed in the spaces provided below the "Services" which the Client has <br />selected, as confirmed by the signature of the Client's authorized represented on this Agreement. Client <br />warrants that it has full power and authority to execute this Agreement; that it has chosen the Services initialed; <br />and has ad and agreed to the Terms and Conditions for those Services contained in this Agreement. <br />© Retiree Billing Administration <br />Client authorizes Clarity to provide Retiree Billing administrative services in accordance with Schedule A of <br />this Agreement. <br />2. FEE STRUCTURE AND PAYMENTS <br />2.1 Fees. The fees included in Schedule B will be effective for a period of three years from the date <br />of execution of this Agreement (the 'Initial Period"). <br />2.2 Change in Fees & Due Date. After the Initial Period, fees are subject to change upon ninety (90) <br />days written notice to Client for general price increases. Any such price increases shall not exceed more than <br />three percent (3%) in any twelve (12) month period. Client hereby authorizes Clarity to debit from Client's <br />account(s) on the due date any and all fees due to Clarity under this Agreement. <br />3. CLIENT'S RESPONSIBILITIES <br />3.1 Timely Submission of Accurate Information Client will timely furnish to Clarity the complete and <br />wholly accurate information deemed necessary by Clarity for Clarity to perform its obligations under this <br />Agreement. Such information will be furnished in the time and manner requested by Clarity. The Client <br />understands that Clarity cannot accurately perform -its duties under this Agreement without accurate and timely <br />information. <br />3.2 Clarity; Limitations of Obligations/Liabilities Clarity shall have no liability to Client or any Plan <br />participant as a consequence of inaccurate and/or untimely information provided to Clarity by Client, its <br />designee or a former service provider. Clarity shall have no obligation to credit the Client for claims paid or <br />service fees incurred as a consequence of Clarity receiving inaccurate or untimely information. Clarity shall <br />have ,no obligation to independently verify any information provided to it in the performance of its services <br />under this Agreement. <br />3.3 Review & Corrections of Reports. The Client shall promptly review any reports or other information <br />provided to it by Clarity and shall notify Clarity Immediately upon the discovery of any error or omission. Any <br />report or other information provided by Clarity to Client shall be deemed to be accurate unless Clarity is <br />advised by Client to the contrary in writing within Twenty (20) days after delivery of the report to Client. <br />860520 <br />11.2.2016 <br />