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4 <br /> (2) Installation. Commencing on or prior to the Effective Date, HAI and Sponsor <br /> shall jointly develop an installation schedule for implementation of the Services for Sponsor, including, as <br /> applicable, (i)advance hiring and training of new HAI staff; (ii)advance training of Sponsor's supervisory <br /> personnel, (iii)communication to Participants, (iv)development and maintenance of relationships with referral <br /> resources and Participating Providers servicing the Participants, and(v) installation of additional telephone <br /> equipment and capacity at HAI facilities. <br /> (3) Plan Design Consulting. At the request of Sponsor, HAI will advise Sponsor <br /> regarding the claims impact of various Plan design options or modifications as such may affect HAI's provision of <br /> contracted Services hereunder. Notwithstanding the foregoing, if Sponsor offers a Plan governed by ERISA, <br /> Sponsor, and not HAI, shall be responsible for designing the Plan and Plan benefits, and for developing and <br /> distributing the Summary Plan Description and any other documentation or information required to be reported or <br /> disclosed pursuant to ERISA. <br /> (4) Employee Communications. At the request of Sponsor, HAI shall review and <br /> give advice to Sponsor regarding employee booklets or other communications to Employees describing the Services <br /> rendered by HAI under the Plan, and suggest revisions of or additions to such booklets or other communications to <br /> Employees. The Sponsor, or its designee, shall be deemed the Plan Administrator and Named Fiduciary under <br /> ERISA with respect to such booklets or other communications, and HAI shall not act as Plan Administrator or <br /> Named Fiduciary, neither shall HAI have any discretionary authority with respect to the design, preparation or <br /> distribution of employee booklets or communications to Employees,except as may be expressly provided in <br /> Addendum C. <br /> (5) Provider Network. If the Services include providing, arranging or making <br /> referrals for delivery of clinical services, HAI shall maintain a network of Participating Providers. <br /> (6) 24-Hour Intake. If the Services include providing,arranging or making <br /> referrals for delivery of clinical services. HAI shall provide intake for Participants on a continuous basis, twenty- <br /> four(24) hours per day, seven(7)days per week, as more specifically described and provided in the Addenda <br /> hereto. <br /> (7) Reporting. HAI shall provide Sponsor with periodic reports with respect to the <br /> Services, as more specifically described and provided in the Addenda hereto. <br /> 1.2 Pavments. As consideration for HAI's agreement to perform the Services. Sponsor agrees to pay <br /> HAI on a timely basis all amounts due under this Agreement for performance of the Services including, without <br /> limitation, the Basic Fees and all Supplemental Fees, all as may be adjusted according to the provisions of this <br /> Agreement(collectively, as so adjusted,the"Service Fees"). in accordance with the following terms and <br /> conditions: <br /> (a) HAI shall invoice Sponsor during the Term for Service Fees hereunder quarterly. To <br /> the extent that any Service Fees are incurred on a fee-for-service basis hereunder. HAI will invoice Sponsor during <br /> the Term for such Service Fees at the next regular billing interval. <br /> (b) After the Term, HAI shall,at such times as it deems appropriate in its discretion, <br /> invoice Sponsor for all Service Fees which remain due and payable under this Agreement. <br /> (c) Sponsor shall pay invoiced Service Fees to HAI within thirty(30)days of Sponsor's <br /> receipt of such invoice. All payments due to HAI hereunder shall be addressed to: <br /> Human Affairs Intemabonal,Incorporated 5/7/97 <br /> Services Agreement 2 <br />