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C®N EXIS -. human resourceful' (a) CONEXIS or Card Administrator will provide a Card to each Participant in the Health and/or Dependent Care FSAs (if applicable) who elects to use a Card or, at the Client's option, a Card will be sent to all employees who enroll in the Plan by default. The Card will be deactivated upon notice from the Client that the Participant is no longer employed by the Client or has ceased to satisfy the eligibility requirements. Neither CONEXIS nor the Card Administrator is responsible for any damages or costs arising from use of such Card by an ineligible individual prior to notice being received by CONEXIS or the Card Administrator, as applicable. (b) Participants must agree to use the Card in accordance with the terms of the Cardholder Agreement that accompanies the Card. CONEXIS or the Card Administrator will deactivate the Card if the Card is used in a manner that is inconsistent with the Cardholder Agreement. Client shall make reasonable efforts to collect any permanently deactivated cards, returning same to CONEXIS (upon request). (c) The Card may be used by Participants to pay for Eligible Expenses (as defined by the applicable Reimbursement Plan and consistent with CONEXIS standard operating procedures) in accordance with applicable IRS guidance and other applicable rules and regulations. (d) The Card will be administered in accordance with the requirements set forth in the applicable IRS guidance and other applicable rules and regulations, including but not limited to the substantiation requirements. The Card will be deactivated if the Participant fails to provide any information related to Card Transactions requested deemed reasonably necessary by CONEXIS or Card Administrator to process the claim. CONEXIS will make at least one attempt to collect repayment of claims paid through the Card for ineligible expenses or that are otherwise unsubstantiated. If repayment is not made, Client will be informed and will be responsible for taking any necessary action required by law (e.g. including such amounts in income). (e) CONEXIS and the Card Administrator will incur no liability for any Card payments except those arising solely from CONEXIS' or the Card Administrator's material breach of its obligations under this Agreement. It is the Client's responsibility to ensure that they comply with all applicable tax and other laws. (f) All Cards will be deactivated on the last day of the Plan Year administered. (g) CONEXIS and Card Administrator are under no obligation to issue a Card to an individual and/or to keep a Card active to the extent such action would violate applicable law and/or the applicable policies and procedures of CONEXIS or the Card Administrator or such action would be commercially unreasonable under the circumstances. (h) Duties of Client Selecting Card Services. Client agrees to provide all co -pays and/or carrier files within ten (10) business days upon receipt of request from CONEXIS. In the event Client fails to provide requested co -pays and/or carrier files information, Client: i. acknowledges that CONEXIS will not activate and/or issue Cards until the next renewal period if information is not provided; and ii. assumes full responsibility for compliance with relevant IRS regulations; and iii. acknowledges that each third party claims processor, including but not limited to an insurance carrier or pharmacy benefit manager ("PBM") will require written authorization and other information in order to send claims data to CONEXIS and/or the Card Administrator. (i) Client agrees upon termination of this Appendix, Client shall maintain a settlement account with the service provider or depository institution designated by service provider for at least one hundred twenty (120) business days by which service provider may charge to settle any trailing activity which accrues prior to the Effective Date of Termination, and which is not known by service PEPM Billing — Less Than 1000 lives RAS Fee Schedule/Service Appendix 4 V9.0-040111