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substantially all of the assets of BASIC Benefits, or (b) to any subsidiary or affiliate or successor in a merger, acquisition, restructuring or reorganization of BASIC Benefits. 3. Amendment with Respect to NACHA. All service agreements are hereby amended to include required NACHA language as follows: Automated Clearing House. Client agrees to comply with all BASIC Benefits policies with respect to the Administrative Services, and all National Automated Clearing House Association ("NACHA") operating regulations, and other rules (collectively, "Operating Regulations"), and all applicable federal, state, or local laws, rules, regulations, and regulatory guidance relating to the conduct of its business. Client agrees and acknowledges that NACHA reserves the right to amend the Operating Regulations without notice to Client. Client agrees to authorize BASIC Benefits or the Originating Depository Financial Institution ("ODFI") to audit Client compliance to the Operating Regulations. 4. The Services Agreement, as amended herein, is ratified and confirmed. 5. All other terms and conditions of the Services Agreement remain unchanged and in full force and effect. 6. This Amendment may be executed in counterparts (including by facsimile or other electronic transmission), all of which together shall constitute an agreement binding on all the Parties, notwithstanding that all such Parties are not signatories to the original or the same counterpart. Each Party shall become bound by this Amendment immediately upon affixing its signature hereto. IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed as of the date first above written. BASIC Benefits, LLC Signature: Print Name: Delaney Callahan, Esq. Title: Contract Manager CLIENT: Signature: See attached signature page Print Name: Title: Date: 04-21-2020 Date: