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EXHIBIT 10.41
November 20, 1997
Xx. Xxxxxxx X. XxXxxxx
Portman Holdings, L.P.
000 Xxxxxxxxx Xxxxxx, X.X.
Xxxxxxx, Xxxxxxx 00000
Re: HUMAN RESOURCES SERVICE AGREEMENT
Dear Xxxx:
Pursuant to our recent discussions, this letter will document our
agreement that AMC, Inc. ("AMC") will continue to provide Human Resource
services to Portman Holdings, L.P. ("PHC") and to the Atlanta Decorative Arts
Center. These services include:
- Payroll system maintenance (if PHC does its
payroll on the JDEdwards system), employee file
maintenance, and consulting. Payroll input,
check printing, tax deposits and tax returns are
to be done by PHC;
- Administration and communication of 401(k) and
pension plans, including pension eligibility
testing and reconciliation, statutory plan
discrimination testing, and hardship loan
processing;
- Consulting on employee relations issues, salary
and incentive compensation plans, performance
evaluation unemployment claims handling and
EEOC, FLSA and ADA compliance;
- New Employee set-up and orientation;
- Administration of company-sponsored health, dental,
life and disability plans as well as employee-
voluntary plans such as Addlife, including compliance
with Federal regulations, COBRA administration,
record-keeping and billing; and
- Recruitment assistance, including development of
job descriptions, background checks and candidate
interviews upon request.
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The fees for the above services will be $41.67 per employee per month.
The fee will be computed prospectively based upon the employee census as of the
beginning of each calender quarter and will be payable on a monthly basis.
Please note that there will be an additional fee of $150.00 per hour for
services performed by AMC beyond those items listed in this Agreement.
The initial term of this Agreement shall commence as of November 14, 1997
and shall terminate December 31, 1997. On and after December 31, 1997, this
Agreement shall continue on a month to month basis and shall be deemed canceled
effective thirty (30) days following written notice by either party to the other
of such cancellation.
PHC will indemnify and hold AMC harmless from and against any and all
claims or losses arising out of the performance of services under this
Agreement, except to the extent any such claim or loss results from negligence
or intentional misconduct of AMC. AMC will indemnify and hold PHC harmless
from and against any and all claims arising out of the performance of services
under this Agreement, to the extent any such claim or loss results from its
negligence or intentional misconduct.
Very truly yours,
/s/ Xxxxx X. Xxxxxxxx
Xxxxx X. Xxxxxxxx
Senior Vice President, Finance
AGREED AND ACCEPTED:
PORTMAN HOLDINGS, L.P.
By /s/ Xxxxxxx X. XxXxxxx
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Xxxxxxx X. XxXxxxx
