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�1 i1 �, <br /> 2 . As of any date agreed to in writing by and between <br /> the parties hereto. <br /> 3 . As of the last day of an Agreement Period when <br /> either party has given thirty-one (31) days prior <br /> written notice to that effect to the other party. <br /> 4 . As of the end of a period of thirty-one (31) days <br /> after written notice has been qiven by either <br /> party to the other of the other's breach of <br /> material obligation under this Agreement, provided <br /> such breach has not been cured within such <br /> thirty-one (31) day period. <br /> B. FDL may, at its sole option, terminate this Agreement <br /> by giving written notice to the Plan Sponsor to that <br /> effect due to the Plari Sponsor's failure to provide <br /> sufficient funds to pay FSA benefits within three (3) <br /> banking days after receipt of notice from FDL such <br /> funds are required. <br /> C. Application of this Agreement to or in any state or <br /> other jurisdiction may be discontinued by either of the <br /> parties hereto as of the date either party determines <br /> that it will be penalized by such state or other <br /> jurisdiction for proceeding with its performance of <br /> duties or services under this Agreement. <br /> D. Termination pf this Agreement shall not terminate the <br /> rights or liabilities of either party arising out of a <br /> period prior to such termination. <br /> E. Upon termination of this Agreement, FDL shall complete <br /> the processing of all claims for benefits under the <br /> Plan, if and only if FDL has received sufficient funds <br />