|
`0
<br />Client Service Agreement FUGA M ANT R 11
<br />g & n e S o u r c e
<br />A Vensure Employer Services Gompany
<br />Parties harmless from, and unconditionally releases, acquits, waives, and forever discharges (and agrees not to sue) all
<br />Matrix Indemnified Parties from and against, any and all penalties and liabilities assessed against any Matrix Indemnified
<br />Party or incurred by a Matrix Indemnified Party as a result of an actual or alleged violation of the Health Care Reform
<br />Law. Without limiting the foregoing, in the event that any penalties are assessed or liabilities are incurred by any Matrix
<br />indemnified Party that are based upon or arise out of (i) the provision of incorrect information by Client to Matrix, or (ii)
<br />the failure of Client to provide Matrix with required information, which in turn was included on or omitted (due to Client's
<br />failure to provide) from reports or returns prepared by Matrix including, but not limited to, any Form W-2, Client agrees to
<br />defend, indemnify, and hold the Matrix Indemnified Parties harmless from any such penalty or liability.
<br />V. SERVICE FEES.
<br />A. For services rendered under this Agreement, Matrix shall be entitled to a set-up fee and service fee as specified
<br />on an Exhibit hereto. All funds due Matrix are payable by wire transfer, certified check or company check (for
<br />approved clients) prior to Matrix's issuance of payroll checks or payroll deposits and prior to the delivery of such
<br />checks or deposits each pay period. A late payment charge of one and one-half percent (1 1/2%) will be added
<br />to all accounts not paid when due. Checks returned unpaid from Client's bank will be subject to the late payment
<br />charge plus any additional costs incurred by Matrix. Client agrees to replace any returned checks with certified
<br />funds prior to Client's next pay period. Client will then be placed on certified funds for a period of at least ninety (90)
<br />days. An unpaid balance will also be subject to periodic charge of one and one-half percent (1 1/2%) per calendar
<br />month (or such lesser rate if required by law) until paid in full. Matrix reserves the right to, at any time, terminate
<br />this Agreement if full payment is not made when due. In addition, certificates of insurance issued by Matrix or its
<br />workers' compensation insurance carrier will be canceled immediately and all certificate holders will be immediately
<br />notified of such cancellation.
<br />B. If Client requires additional services not included in this Agreement, the fee for any such additional services shall
<br />be negotiated and paid separately. The fees set forth on an Exhibit hereto are subject to adjustment by Matrix at
<br />any time in its sole discretion based upon changes in local, state and/or federal employment law, costs directly or
<br />indirectly attributable to Client, changes in Client's payroll, or any other factor that Matrix believes in its discretion
<br />necessitates a fee or rate adjustment to Client. Client shall have the right to terminate this Agreement by giving
<br />notice of termination to Matrix within fourteen (14) days after a service fee adjustment and after payment of all
<br />funds owed to Matrix by Client.
<br />C. If both Client and Matrix are agreeable to allowing Client to pay amounts under this Agreement to Matrix by company
<br />check, Client shall, if required by Matrix, maintain a prepayment with Matrix in an amount equal to the total payroll
<br />and any direct and indirect costs related to that payroll for one average payroll period. Any such prepayment shall
<br />be maintained by Matrix to help guarantee performance of all terms, covenants, and obligations of Client under this
<br />Agreement. If Client should fail to pay Matrix any payment when due, Matrix may apply the prepayment to the amount
<br />due. Matrix shall refund any remaining prepayment within thirty (30) days after the termination of this Agreement provided
<br />Client has fulfilled all of its obligations under this Agreement. If CLEINT pays Matrix amounts under this Agreement by
<br />company check and any such check is returned NSF or insufficient funds, CLEINT will immediately be placed on certified
<br />funds or wired funds for a minimum period of ninety (90) days.
<br />VI. LIMITATIONS OF SERVICES.
<br />A. Matrix shah only provide the services described herein. No other services shall be provided or be implied to be
<br />provided by Matrix including, without limitation, any strategic, operational, or other business related decisions with
<br />regard to Client's business. Matrix shall not be liable for Client's loss of business goodwill, profits, or other consequential,
<br />special, or incidental damages, and Client shall hold Matrix and its shareholders, attorneys, officers, directors, agents,
<br />and representatives harmless for any such losses.
<br />B. The records provided by Client will be the basis for Matrix to isauo all payroll checks and make payroll deposits_
<br />Matrix shall not be responsible for incorrect, improper, or fraudulent records of hours worked, for the improper
<br />MOSFORM-FULLPEOENROLLMENTPACK 4 5 @2020 MatrixOneSourcP
<br />
|