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E, Client shall immediately notify Keenan a on termination of any employee who has been given administrative rights to the 13eneTilBridge system, so that Keenan can take such steps as maybe necessary to terminate all. such rights. 4, Q MAY XNM M1c1-EU In exchange for the C bent's use of the Platform and Platform Services, Client shall pay to Keenan an amotunt of $3.00 per employee per month.. Charges will be billed on a monthly basis. Payment for the Services shall be due upon receipt of Keenan's invoice, Any balance not paid within forty-five (45) days following the date on the invoice shall be deemed late, A late payment charge shallaccrue as of the date of Keenan's originalinvoice, at the rate of IV2 percent per month, or the maximum rate permitted by applicable law, whichever is lower, Keenan shall have the right to suspend its Services if any balance owed by Client remains unpaid for more than sixty (60) days from. the date of the invoice, IMIMIL4im—E99 If Client terminates this agreement within the first twentyfour months, it will be charged an Installation Fee of 410,000. If Client uses the Platform for twenty-four months or more, the Installation Fee will not be charged. If, for any, reason whatsoever, the Client stops the Benefitl3ridge installation process once it has begun, Client will be charged a 410,000.00 Reactivation knee to reactivate the BeneIfitt3ridge installation, Oben Enrollment Fee C.Jient is entitled to one annual onlure Open Enrollment at no charge.. Client shall be charged a flat fee of $15,000.00 for each additional online Open ,Enrollment that is performed in a given plan year, An "Open. Enrollment" occurs whenever there are changes in the plan offerings, rates, etc. that require all eligible employees to formally identify and select the oPtion(s) of their choice. 51 INIEUEMC-1147 Keenan shall procure and maintain during the term of this Agreement the following insurance coverages, and shall provide certificates of insurance to Client upon Client's request. (1) / X�tk 'PWns t' t , Workers' Canipensation Insurance in conformance with the laws of the State of California and applicable federal laws. (2) Bodily TnjuIy, TOeltli and :Progeny I71m e l iambi( ln a Zncg. General liability Insurance (including motor vehicle operation) with a 'Tyro Million. Dollar (47„000,000) limit. of .liability far each occurrence and a Two Million Dollar (42,000,000) aggregate: Wait of liability. y. & Assncixces - License N 0,151M BcnefkBjid a Services Agmemomc No DAV Corddendal For C;liene Use Only (R, .W/14/17) Pay 3of IQ