25A - AGMT FOR FLEX SPENDING - Laserfiche WebLink

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DowSign.Envelope ID: CFCE3443-EF37-4FD48DCD-D85D559F77AE of such status. Additional fees to support required changes may apply as set forth in Exhibit A. 19. The Client agrees to accurately complete a data collection/client verification form in a reasonable timeframe, as supplied by the Contract Administrative Firm, upon implementation or renewal of one or more component reimbursement accounts. The Client agrees that these forms will delineate the Contract Administrative Firm's services under this Agreement and will be specifically identified in Exhibit B. Further, the Client agrees that any changes to the information supplied on these forms may only be made in writing and are only effective when acknowledged by the Contract Administrative Firm in writing. Additional fees may be incurred for any retroactive changes made after the Client has submitted completed forms or for any changes which may be requested mid -year (after the open enrollment period). 2. Term and Termination a. Effective Date. This Agreement shall be effective as of the date of the last signature on this Agreement (the "Effective Date"), however component reimbursement accounts may be subject to a later effective date as set forth in the RECITALS to this Agreement. b. Term. The term of this Agreement begins on the Effective Date and shall last until terminated pursuant to the terms hereof (the "Term"). c. Termination Without Cause. Either Party may terminate this Agreement without cause effective upon thirty (30) days written notice to the other Party. d. Mutual Termination. The Parties may terminate this Agreement by mutual written agreement. e. Termination Upon Insolvency or Bankruptcy. Either Party may terminate this Agreement effective immediately upon written noticeto the other Party in the event that such other Party becomes insolvent, makes a general assignment for the benefit of creditors, suffers or permits the appointment of a receiver for its business or assets, or becomes subject to any proceeding under bankruptcy or insolvency law which does not result in a reorganization. In the event that a Party experiences an event described in this Section 2(e), such Party will make a good faith effort promptly to notify the other Party of the event so as to allow that other Party to terminate this Agreement pursuant to this Section. f. Termination Due to Bad Acts. Either Party may terminate this Agreement effective immediately upon written notice to the other Party in the event that such other Party, or any of its officers, owners, agents or employees, engages in conduct giving rise to a good faith belief that such Party, or any of its officers, owners, agents or employees, has engaged in misrepresentation, gross negligence, fraud or embezzlement. If a Party becomes aware of such conduct by any of its officers, owners, agents or employees, it will make a good faith effort promptly to notify the other Party of such conduct so as to allow that other Party to terminate this Agreement pursuant to this Section. g. Termination Due to Non -Payment. In the event of Client non-payment, this Agreement shall terminate on the date that is thirty (30) days after the Contract It /GOE City of Santa Ana Spending Account Administrative Services Agreement Client Initials: PEPM17 Page 11 25A-13