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DocuSign Envelope ID:A4C366A3-F5D9-473B-9218-AF49BCCA02E0 <br /> Wl 1 S <br /> control needs. We will procure the Coverages chosen by you,including the limits you choose.We will <br /> review all binders,policies and endorsements to confirm their accuracy and conformity to negotiated <br /> specifications and your instructions.We will advise you of any errors in, or recommended changes to, <br /> such documents.You agree to also review all such documents and promptly advise us of any <br /> questions you have or of any document or provision which you believe may not be in accordance <br /> with your instructions. <br /> 1.5 We will inform you of the reporting requirements for claims,including where claims should be <br /> reported and the method of reporting to be used.Please carefully review this information because failure <br /> to timely and properly report a claim may jeopardize coverage for the claim.In addition,please retain <br /> copies of all insurance policies and coverage documents as well as claims-reporting instructions after <br /> termination of the policies in case you need to report claims after termination of a policy. <br /> 1.6 In our capacity as insurance brokers,we do not provide legal or tax advice.We encourage you <br /> to see any such advice you want or need from competent legal counsel or tax professionals. <br /> 1.7 We will provide you with a certificate tracking service. <br /> 2.0. Confidentiality <br /> 2.1 We treat information you provide us in the course of our professional relationship as <br /> confidential and use it only in performing the Services for you.We may share this information with <br /> third parties to provide the Services to you and may disclose it to the extent required to comply with <br /> applicable laws or regulations or the order of any court or tribunal. Records you provide us will <br /> remain your property and will be returned to you upon request. However,we will retain copies of <br /> such records to the extent required in the ordinary course of our business or by law. We retain the <br /> sole rights to all of our proprietary computer programs, systems,methods and procedures and to all <br /> files developed by us. <br /> 3.0 Compensation and Disclosure <br /> 3.1 You agree to pay us a fee of$58,000 (the "Fee") for the Services provided pursuant to this <br /> Agreement. The Fee is in addition to the premium you pay for the Coverages and is payable as <br /> follows: <br /> Four equal installments: <br /> Installment 1 $14,500 due 12/29/14 <br /> Installment 2$14,500 due 3/23/15 <br /> Installment 3 $14,500 due 6/23/15 <br /> Installment 4$14,500 due 9/23/15 <br /> 20%of our fee is at risk based on the mutually agreed upon goals and objectives per the attached <br /> addendum. <br /> 3.2 Our compensation for the Services does not include federal, state and local sales,use, excise, <br /> receipts,gross income and other similar taxes or governmental charges which may be imposed. You <br /> are responsible for paying any such taxes or charges (except for taxes imposed on the net income of <br /> Willis) now imposed or becoming effective during the Term. In addition to the premium and our <br /> compensation,Willis may invoice you for any federal, state and local sales,use,excise or other similar <br /> taxes,unless you provide us with a valid tax exemption acceptable to us. <br /> Short Form PC Fee Agreement 30 July 2014 Page 2 of 6 <br />