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DocuSign Envelope ID:68F4D2C0-E330-423E-BCO2-F830CC1A8435 <br /> 5.3 Effect of Termination. The expiration or termination of this Agreement (for any reason) <br /> shall not relieve either party of any obligation for liabilities accruing prior to the effective date of <br /> such expiration or termination (including, without limitation, liability for money owed). Upon <br /> the expiration or termination of this Agreement for any reason, Client shall immediately cease all <br /> use of the onlinePHQ®system. <br /> 6. Price and Payment <br /> 6.1 Fees. Client shall pay the service fees listed on Exhibit C for specified services rendered <br /> during the Initial Term For any additional term thereafter, LESI may adjust all or any part of the <br /> pricing on Exhibit C for that term upon thirty (30) days' prior notice to Client. LESI will <br /> provide timely invoices for all services under this Agreement. Service fees listed, other than <br /> reimbursable expenses, are Basic Service fees. The maximum amount payable for Basic <br /> Services shall not exceed Four Thousand Five Hundred Dollars ($4,500.00). <br /> 6.2 Additional Services or Data. Requests for any additional work beyond the scope of <br /> services on Exhibit A and any requests for additional data (including but not limited to older <br /> reports, information for validation, fitness for duty letters and underlying information, expert <br /> witness, etc.), may be accepted by LESI in its discretion and be charged separately to Client on a <br /> timely basis at LESI then-current rates. <br /> 6.3 Pae. Client will pay all accrued fees and costs within thirty (30) days of receipt <br /> of a properly submitted invoice. In the event the amount stated on an invoice is disputed by the <br /> Client, the Client may withhold payment of all or a portion of the amount stated on an invoice <br /> until the parties resolve the dispute. Should LESI fail to perform its duties under the terms of <br /> this Agreement, Client may, without fault or penalty, withhold any payment associated with the <br /> work to be performed until such time as said work is completed. <br /> 6.4 Expenses. Reimbursable expenses are in addition to the fees for Basic Services and <br /> are for the following expenditures to the extent reasonable and actually incurred by LESI with <br /> respect to the Project: <br /> (a) The Provider shall not be entitled to any marls-up on actual expenses incurred. <br /> (b) Reimbursable expenses shall be compensated by the Client along with <br /> invoices for Basic Services provided by LESI. Payment of Reimbursable Expenses shall <br /> be subject to LESI's timely submission of valid receipts for any such expenses and <br /> approval by the Client. Any additional charges not specified herein, must be mutually <br /> agreed upon in advance by both Parties and documented in writing with a letter signed by <br /> authorized representatives for each Party, subject to budgeted funds. <br /> 7. Proprietary Rights. <br /> 7.1 Client acknowledges and agrees that the copyrights, patents and any patent applications, <br /> trademarks and service marks,trade secrets, and all other intellectual property rights of whatever <br /> nature in onlinePHQ°,the Reports, data,test booklets, questionnaires, and related documentation <br /> and any underlying data and information are and shall remain the sole and exclusive property of <br /> 4 <br /> WCSR 33289183v5 <br /> WCSR 33289183x5 <br />