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a` <br />, STERLING <br />ADMINISTRATION - <br />ADMINISTRATIVE SERVICES AGREEMENT <br />THIS ADMINISTRATIVE SERVICES AGREEMENT ("Agreement"), effective the First day of your <br />plan year is by and between Sterling Administration ("Sterling"), with principal business and <br />mailing address at P.O. Box 71107, Oakland, California 94612, and your corporation. For <br />purposes of this agreement the terms YOUR CORPORATION will refer to the name listed on <br />page one of the'Employer Application'. <br />WITNESSED THAT: <br />WHEREAS, YOUR CORPORATION, in the interest of providing COBRA, Retiree Billing, ACA or <br />Compliance Products (each, a "Program") Services is desirous of entering into this Agreement <br />with Sterling; <br />WHEREAS, Sterling is desirous of delivering and providing qualified and competent <br />administrative services ("Service" or "Services") through YOUR CORPORATION, as these <br />services are more fully identified in this Agreement; and <br />NOW, THEREFORE, in return for the promises contained in this Agreement, and for other good <br />and valuable consideration, the parties, intending to be legally bound, mutually agree as follows: <br />(1) TIME OF PERFORMANCE. <br />a. Client and Sterling shall provide the Services/Data required under this Agreement <br />during the Term as defined in Section 13 (and thereafter to the limited extent <br />provided in Section 13), unless this Agreement is sooner terminated as provided <br />in this Agreement. <br />(2) INDEPENDENT CONTRACTOR STATUS AND RESPONSIBILITIES. <br />a. In the performance of the Services required by this Agreement, each party shall <br />be an independent contractor with the authority and responsibility to control and <br />direct its own performance and the details of the work and Services required of <br />such party under this Agreement; however, each party shall have a general right <br />