2.03
3.01
3.02
| 4.01
4.02
4.03
Compensation. In consideration for the services set forth herein, Plan Sponsor shall pay PDA the
compensation and applicable re1mbursements as set forth on Exhibit A.
SECTION 3
RELATIONSHIP OF THE PARTIES
Independent Contractor. In performing services under this Agreement, PDA performs all acts as
an independent contractor and not as an officer, employee or agent of Plan Sponsor,
administrator(s) (if other than Plan Sponsor), or the Plan. Nothing in this Agreement shall be
construed to mean that Plan Sponsor (or any of its agents) retains any control over the manner
and means of how PDA performs the services provided for herein, but only a right to review the
results of the work performed.
Not a Fiduciary or Insurer. Plan Sponsor is the named fiduciary and/or primary decision maker
of the Plan. As fiduciary and/or decision maker, Plan Sponsor maintains discretionary authority
and responsibility in the administration and operation of the Plan, including, but not limited to,
the determination of covered services, interpretation of the terms of the Plan, and the
determination of eligibility for and entitlement to benefits under the Plan in accordance with the
terms of the Plan. PDA does not assume any responsibility for any act, omission or breach by
any fiduciary, and assumes responsibility solely for its own acts or omissions and as may
otherwise be required by law.
SECTION 4
TERM AND TERMINATION
Tem. This Agreement shall be in effect for a period of twelveeiehteen48} (12) months from the
Effective Date (the “Initial Term”) unless extended by mutual written approval of the Parties.
Termination. Subject to continuing obligations under Section 4.03, this Agreement may be
terminated as specified below:
(a) Following the Initial Term by either party with or without cause upon forty-five (45)
days’ prior written notice;
(b) By and at the election of PDA, upon Plan Sponsor’s failure to provide timely and
adequate payment of service fees to PDA in accordance with the provisions of this
Agreement;
(c) By PDA as of the date Plan Sponsor voluntarily or involuntarily files for bankruptcy
protection for any or all portion of its business operations; or
(d) By mutual written agreement of the parties.
Obligations After Contract Termination: Survival. All responsibilities of either party under this
Agreement shall terminate upon the termination of this Agreement, except that the following
rights and liabilities of the parties shall survive the termination of this Agreement for the
specified time period as provided below or as otherwise agreed by the parties hereto:
City of Nashua 3 DEV SA Revised January 2020
