R99-153 AUTHORIZING AGREEMENT - Laserfiche WebLink

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� , - 5 - SCHEDULE III TERMS AND CONDITIONS A. Discretionary Settlement Authoritv - The limit on any settlement payment by GB shall be as set forth in Schedule V. This amount may be changed by the CLIENT upon written notice to GB. It is agreed that GB shail have full authority in all matters pertaining to the payment, processing, investigation and administration of qualified claims on losses within this limit. Failure of GB to settle a qualified claim or loss within such limit shall not subject GB to liability to any party in the event of an adverse judgment entered by any court or the settlement of such claim or loss for an amount in excess of such limit. B. Terms of Cancellation or Nonrenewal - Either party shall have the right to cancel or renegotiate the contract after each contract period by giving the other party written notice of intent to cancel or renegotiate at least thirty (30)days in advance. If timely notice of cancellation is given, this contract shall terminate upon the expiration of the current term. Unless stated otherwise in Schedule V, GB agrees that all claim files for claims incurred during the contracted periods will be handled for no additional fees for as long as the CLIENT continues to renew at least 50% of its program under this Agreement. In the event of cancellation or nonrenewal of 50%or more of this program,GB will continue to manage all pending run-off claims, and run-off claims incurring in this service term but not reported prior to the date of termination only if CLIENT pays GB,within established terms,to continue handling open claims,at GB's prevailing rate on the date of termination. A reduced RISX-FACS�reporting package will be provided at the CLIENT's expense. Banking and administrationfees will be charged to the CLIENT as long as GB handles the claims. Should the CLIENT elect to have the files returned to them, GB will provide a tape or paper copy of the claim information in RISX—FACS�at GB's prevailing rate on the date of termination. Upon delivery of this information to CLIENT, claim information may be deleted from the system. If the CLIENT fails to pay any amounts billed, including but not limited to GB's service fee during the contract ' period;audit billings per Schedule I, Section B,1, Paragraph 2; the service fee to continue handling claims past termination date or bank charges, within 30 days, GB shall have the right to terminate the contract by giving the CLIENT ten (10) days' notice in writing. GB will then return all files to the CLIENT in an orderly manner. Costs for file transfer shall be the obligation of the CLIENT. C. Sole Claims Administrator - During the terms of this Agreement and except as otherwise agreed to by the parties hereto,CLIENT agrees that GB shall be the sole claims administratorwith respect to CLIENT's program and that all new claims under CLIENT's program shall be forwarded to GB. CLIENT further agrees not to self-administer or adjust any such claims or to forward any such claims to any other service organization or individual without GB's prior written consent. D. Practice of Law - GB will not perform any services which may constitute the unauthorized practice of law. E. Mutual Indemnification - GB agreesto defend,indemnify, protect, save and keep harmless CLIENT from any and all loss, cost, damage or exposure arising from the negligent acts or omissions of GB. CLIENT agrees to defend,indemnify,protect,save and keep harmless GB from any and all loss,cost,damage or exposure arising from the negligent acts or omissions of CLIENT. The foregoing indemnification provisions shall survive termination of this Agreement. I O6\cq 1\17357