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V. BCBSF may offset any of Employer's funds held by BCBSF (including any amounts held as a Deposit or Letter of Credit) against any amounts owed to BCBSF by Employer, including any amounts which may be owed pursuant to Section V, Item C. VI. There will be no interest accrued or payable by BCBSF on any funds held pursuant to this Agreement. However, during the term of this Agreement, should the Employer not make payment in accordance with the provisions of this Exhibit, amounts due shall be subject to a late charge of 1.0% per month. The late charge shall be billed separately to the Employer. The Employer warrants and agrees that the late charge will be paid solely from Employer's funds and not from the funds of any employee welfare plan or trust. VII. Employer understands and acknowledges that BCBSF may deny any claims that are processed while any amount is past due or delinquent under this Agreement. VIII. In the event of default in reimbursements directly to BCBSF and/or its Designated Agent as required under the terms of this Agreement, and if such default remains uncured for a period of thirty (30) days after written notice of such default is provided to Employer, BCBSF shall have the right to terminate the Agreement. Such right to terminate shall be in addition and not limitation of any right to terminate under the other provisions of this Agreement. IX. Employer will make payments to BCBSF required under this Agreement (regardless of any Stop -Loss Insurance coverage Employer obtained from a carrier other than BCBSF) that may cover such claims and regardless of the existence of any pending Stop -Loss Insurance reimbursement that has not been paid to Purchaser. X. Employer has separately contracted with a Pharmacy Benefit Manager for pharmacy management services (the "PBM Vendor"). BCBSF shall be entitled to rely on any information provided to it by Employer's PBM Vendor. BCBSF shall base certain eligibility coverage and other determinations in the performance of its responsibilities under this Agreement in reliance on the information so provided; and shall not be required to confirm or verify the accuracy, authenticity or completeness of any information so provided. BCBSF shall not be liable for any damages that may result from its reliance on and/or utilization of inaccurate or incomplete information received from Employer's PBM Vendor. XI. This Agreement may be terminated or amended pursuant to the provisions of the Agreement. In the event of such termination, BCBSF's Designated Agent will continue to pay benefits for claims incurred prior to the date of termination ("Run -out claims") for a period of twelve months, unless the Employer notifies BCBSF in writing at the time of such termination that the Employer does not require such services. Employer shall pay BCBSF for these services as set forth below. The parties agree that such fees shall not be payable, nor shall such services be provided by BCBSF unless Employer provides weekly wire funding for the claims. The Administrative Fees paid to BCBSF for post -termination services under this Agreement shall be calculated as follows, based upon the Administrative Fees and enrollment in place at the time of termination: three (3) months per employee per month. These amounts will be paid to BCBSF by the Employer in the manner mutually agreed to by both parties at the time of notification of termination. At the end of the twelve (12) 28