LOGO
AGREEMENT FOR SERVICES
This is an Employee Lease Agreement (hereinafter referred to as the
"Agreement"), dated 6/9/97 between Certified Diabetic Supplies, Inc.
(hereinafter referred to as "Client"), located at 0000 X&X Xxxx, Xxxxxx, XX
00000, and Professional Employee Management, Inc., its successors and assigns
(hereinafter referred to as "PEM.") of Sarasota, Florida.
BACKGROUND
Client desires to lease employees from PEM. Such employees shall remain
employees of PEM, unless this Agreement is terminated, in which case the
employees will automatically become employees of Client. Client recognizes that
it will receive significant advantages from such an arrangement. Accordingly, in
consideration of the mutual covenants and agreements contained in this
Agreement, the parties agree as follows:
1. Term.
A. This Agreement shall remain in force for the term of thirty (30)
days (the "Initial Term"). Following the Initial Term, this Agreement shall
remain in force from month to month until one party gives written notice to the
other party as specified in Paragraph 17 below, at least seven (7) days prior to
the expiration of any monthly extension of the Initial Term. PEM may terminate
this Agreement upon seven (7) days written notice should Client breach any of
the provisions of this Agreement.
B. PEM shall have the right to terminate this Agreement immediately in
the event of non-payment or late payment by the Client occurring at any time
after the date of this Agreement. The failure by Client to call in a payroll
shall work an immediate revocation of this Agreement.
2. Effective Date.
This Agreement shall become effective only when both parties have
signed this document, the initial payroll has been processed, paid for and
received by Client.
MARKETING REPRESENTATIVES OF PEM ARE NOT AUTHORIZED TO BIND PEM WITHOUT THE
SIGNATURES OF A LICENSED CONTROLLING PERSON, IN ACCORDANCE WITH FLORIDA
STATUTES, AND A CORPORATE OFFICER.
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3. The Employees.
PEM will lease the employees listed on Exhibit B to Client. Client
shall fill out Exhibit B, either in type or print. PEM shall be fully
responsible for notifying all leased employees of their leased employee status.
Each employee shall be identified according to workers' compensation
classification by proper code. Client's signature shall be affixed to Exhibit B
to indicate proper classification. No other employees shall become leased to
Client unless specifically agreed by PEM. Client is obligated to notify PEM
immediately of any new applicants to ensure that all new hires receive the
appropriate benefits and that all customary payroll obligations are met. Client
must transmit to PEM a workers' compensation classification, in type or print,
for each and every new hire. Client's signature must be affixed to this
transmission which should become a permanent addendum to Exhibit B when
processed and signed for by PEM. PEM shall not be considered an employer for any
employee who does not complete a PEM employment application and who is not
accepted by PEM as a leased employee. Failure by Client to timely notify PEM of
new hires shall constitute grounds for immediate termination of this Agreement.
Client agrees to notify PEM immediately upon the release, termination or
cessation of employment of any employee. Client agrees to cooperate with PEM in
all employment and unemployment matters. Client recognizes that these are
essential conditions of this agreement. PEM will provide workers' compensation
insurance for leased employees when they are performing work in accordance with
this Agreement. Should any individual perform services for Client and should
Client not report those hours to PEM, PEM shall not be obligated to said
individual in any way either with regard to paying such individual for such
hours or with regard to providing any benefit including workers' compensation,
or in any other manner be obligated to said individual.
4. Services Provided To Client.
PEM shall be fully responsible for payment of all payroll, payroll
taxes, collection of taxes, unemployment insurance and other administrative
functions customarily performed by an Employer for its employees with regard to
leased employees while they are performing work for PEM. PEM shall, without
regard to payments by Client, assume such responsibilities as are required by
applicable federal Wage and Hour law for payment of wages to leased employees
until such employees are terminated from employment with PEM. PEM shall properly
secure coverage for workers' compensation for employees covered under this
Agreement and shall offer an optional Employee benefit package to all qualifying
employees on an equal basis. Client shall be responsible for ensuring that all
applications and insurance enrollment forms are fully completed and returned to
PEM. PEM shall cooperate with and assist Client in this important endeavor.
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5. Reservation of Rights.
In compliance with State law and Federal guidelines, PEM shall, after
consultation with Client, through Client's Corporate Personnel Department or its
on-site Supervisor;
A. Have a right to recruit, hire, direct and control employees,
B. Have a right to discipline, replace, and terminate the employment
of such employees and designate the date of separation from employment,
C. Have a right to reward, promote, reassign, evaluate and determine
the wages, hours, terms and conditions of employment,
D. Have the right to resolve and decide employee grievances and
disputes,
E. Supervise and direct such employees in a reasonable manner
consistent with the practices of similar businesses and enterprises. Client's
on-site supervisor is Xxxxx Xxxxxxx.
F. Client may retain such sufficient direction and control over the
leased employees as is necessary to conduct the client's business and without
which the client would be unable to conduct its business, discharge any
fiduciary responsibility that it may have, or comply with any applicable
licensure, regulatory, or statutory requirement of Client.
6. Safety and Training.
It shall be the responsibility of Client to implement a safety and
training program which meets the standards of regulations issued by the Florida
Division of Safety, including the responsibility to implement a safety
committee. PEM shall provide Client assistance in fulfilling these obligations.
PEM shall retain such responsibilities as are required by Chapter 468, Florida
Statutes.
7. Safe Work Environment.
A. Client agrees that it will comply with all health and safety laws,
right-to-know laws, regulations, ordinances, directives and rules imposed by
controlling federal, state, and local government, and that it will immediately
report all accident and injuries to PEM. Client agrees to make "light duty work"
available in the event of light duty release. PEM reserves the right to locate a
light duty release employee at another location within a 100-mile radius of the
employee's residence. Failure by Client to adhere to this provision of the
Florida Workers' Compensation Act could cause a fine to be assessed against
Client in an amount not to exceed $2,000,000 per violation.
B. PEM retains a right of direction and control over management of
safety, risk and hazard control at the work-site or sites affecting its leased
employees. Environmental factors, equipment, machinery and all other matters
which affect employee health and safety shall be maintained in compliance with
OSHA standards. Client represents that its working environment, equipment and
machinery currently meet all OSHA standards and that they will be maintained in
compliance with such standards for the duration of this Agreement. Client agrees
that it shall be responsible for any OSHA violations.
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C. Client shall provide or ensure use of all personal protection gear
and/or equipment, as required by federal, state, or local law, regulation,
ordinance, directive, or rule as deemed necessary by PEM or PEM's workers'
compensation carrier. PEM will perform safety inspections of Client's equipment
and premises to insure safe working conditions.
D. PEM and PEM's workers' compensation carrier shall have the right to
inspect Client's premises during normal business hours and to make
recommendations pertaining to job safety. It is agreed that PEM, by inspecting
said premises or by not inspecting said premises, assumes neither liability nor
responsibility for any unsafe working condition which may exist. Failure by
Client to comply with its obligations pertaining to job safety shall constitute
grounds for immediate termination of this Agreement. PEM is responsible for the
promulgation and administration of employment and safety policies, managing
workers' compensation claims, claims filing and related procedures.
8. Employee Benefits.
The client shall select the Group Benefit Plan options desired under
this Agreement. Client shall sign in all appropriate places. By its signature
Client acknowledges that it has delivered all required data to the Marketing
Representative of PEM.
Benefit Options and Elections.
1. In an effort to furnish the best possible service, PEM offers a
Group Benefit Plan. The coverages are funded through a Group
Insurance Policy issued to the Sponsor by AETNA.
2. Client must select one of the following options:
a. Client chooses not to participate in the Group Benefit Plan
sponsored by PEM.
______________________________ (Signature of Client); or,
b. Client chooses to participate in the Group Benefit Plan sponsored
by PEM.
Illegible signature
_______________________________________ (Signature of Client).
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c. If Client chooses not to participate in the Group Benefit Plan
sponsored by PEM, Client hereby certifies that it has its own
Health Benefit Program which covers its employees.
d. If Client chooses to participate in the Group Benefit Plan
sponsored by PEM, Client selects the following coverage:
(1) Client elects to participate in the Group Benefit Plan which
includes a transitional period of coverage based upon written
acceptance by ______________________________
___________________________ (Signature of Client); or,
(a) Client must deliver to PEM's service representative the
following:
(a.1) A complete copy of Client's Health Benefit Insurance
Policy;
(a.2) A copy of the last statement from the Client's Health
Benefit Carrier marked paid in full and a copy of the
canceled check, front and back:
(a.3) A copy from the health Benefit carrier showing each
employee's effective date of coverage for the current
policy.
(2) Client elects to participate in the Group Benefit Plan as a new
Regular Enrollment, subject to all written terms and conditions of
the Group Insurance Policy.
Illegible signature_______________ (Signature of Client)
9. Indemnification and Attorney's Fees
A. Client agrees to indemnify, defend and hold harmless PEM, its
officers shareholders, non-leased employees, directors and agents from and
against any and all losses, liabilities, expenses (including court costs and
attorneys' fees) and claims for damage of any nature whatsoever, whether known
or unknown as though expressly set forth and described herein, which PEM may
incur, suffer, become liable for, or which may be asserted or claimed against
PEM as a result of the actual or alleged acts, errors or omissions of Client or
any leased employee, including without limitation any violation or breach of
paragraph 5 above by Client, or any claims whatsoever arising out of actual or
alleged violations of Wage and Hour laws, EEOC laws, tort law, The Family and
Medical Leave Act, American's with Disabilities Act, Title VII of the Civil
Rights Act or the National labor Relations Act by the Client and any leased
employee.
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B. Client agrees to indemnify, defend and hold harmless PEM from real
or asserted liability, including cost of defense, connected with or resulting
from the ownership, custody, maintenance, use or operation of any Client's
machinery, facilities, equipment and/or automobiles whether leased, rented,
borrowed or owned, where liabilities are not covered by the insurance provided
by Client, or if covered, are in excess of the policy limits required pursuant
to INSURANCE hereinafter expressed.
C. Client agrees to indemnify, defend and hold PEM harmless for any
and all liabilities whatsoever arising out of Client's hiring of Independent
Contractors and/or Employees outside of this Agreement.
D. In the event that PEM is required to defend against any claim to
which PEM reasonably believes it is entitled to indemnification under this
Section, Client shall advance to PEM any attorneys' fees and litigation expenses
related to the defense of such action that have not yet been previously
reimbursed by Client.
E. In the event that PEM is required to defend against any claim
occasioned by the breach or default in any provision of this Agreement to
enforce the terms of this Agreement, PEM shall be awarded all reasonable cost
pertaining thereto, including reasonable attorneys' fees and costs in addition
to any other relief to which PEM may be entitled.
F. Client agrees that, notwithstanding any other provision of this
Agreement, that access to any property whether real, appurtenant, or personal,
as well as the accommodation of said property to any person who may be
handicapped or disabled, or perceived as being handicapped or disabled, over
which real or personal property the Client has ownership, administration,
maintenance or some other control, shall be the sole and exclusive
responsibility of the Client. Client agrees to indemnify, hold harmless and
defend PEM(R), its officers, shareholders, non-leased employees, directors and
agents, from any and all losses, liabilities, expenses (including court costs
and attorneys' fees) and claims for damage of any nature, or other consequences
of any sort out of the client's obligations set forth herein.
10. Fees.
A. For services under this Agreement, PEM shall be entitled to a fee
as specified on Exhibit A attached to this Agreement. Exhibit A shall be signed
by Client after it is filled in by PEM's Representative. The signature by Client
shall indicate Client's acceptance for the rates and classifications thereon.
Upon acceptance by PEM of the Agreement, a duly authorized representative (i.e.
a corporate officer) shall sign Exhibit A indicating acceptance by PEM of the
rates and classifications. Both parties shall retain a copy of Exhibit A. A
portion of said fee shall be applied by PEM toward the Workers' Compensation
Policy covering employees working pursuant to this Agreement. The fee is payable
when PEM issues checks each pay period. Should Client require additional
services not included in this Agreement, the fee for any such additional
services shall be negotiated separately. While the preparation fee charged by
PEM is guaranteed for the Initial Term of this Agreement, the fee set forth on
Exhibit A is subject to adjustment by PEM based upon changes in local State
and/or Federal employment law or changes in insurance requirements or costs.
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B. If, for any reason whatsoever, payment is not timely submitted to
PEM for its services in accordance with this Agreement, or the payment received
is unable to be immediately negotiated, it will be considered a breach of
contract and PEM shall have the sole right to immediately terminate this
Agreement and/or charge Client a special service fee of up to $100 per day. This
special service fee shall be imposed to reimburse PEM for all expenses including
additional labor costs, incurred as a result of any Client's failure to timely
meet financial obligations under this Agreement.
C. Should payment of any amounts due PEM not be made when due, and
should PEM agree to continue to provide services to the Client, the Client shall
pay a monthly service charge of one and one-half percent (1 1/2%) per month on
the unpaid balance, however, in no event shall this amount exceed the lawful
rate of interest.
D. PEM shall have the right to adjust the negotiated fee should it be
determined that Client has misrepresented or understated the amount of its
payroll. Likewise PEM shall have the right to adjust the negotiated fee should
Client fail to cooperate in unemployment matters resulting in additional costs
to PEM. The adjustment shall be in compliance with PEM's Administrative Cost
Guidelines. A copy of the Administrative Cost Guideline is available upon
request.
E. The owner or owners of the Client business must make an election to
become a payroll employee of PEM at the time of the initial enrollment. If any
owner (be that an owner, self-proprietor, partner, or stockholder) declines to
be an employee of PEM at the time of the initial enrollment, then that owner
must wait until the one-year anniversary date to become enrolled as a salaried
employee. No benefits shall be available to any owner not properly enrolled as
an employee of PEM. This provision may be amended only upon written agreement by
PEM and Client.
11. Insurance.
A. PEM shall furnish and keep in full force and effect at all times
during the term of this Agreement, workers' compensation insurance covering all
PEM employees under the terms of this Agreement. Upon request, PEM shall produce
a Certificate of Insurance to be issued naming Client the certificate holder.
B. If Client transfers professionals engaged to act in their
professional capacity, Client shall furnish malpractice insurance which shall
cover any and all acts, errors and/or omissions, including but not limited to
negligence of PEM transferors and/or employees. Client shall cause its insurance
carrier to name PEM as an additional named insured and issue a certificate of
insurance to PEM, allowing not less than thirty (30) days advance notice of
cancellation or material changes. This insurance coverage shall have limits of
liability of no less than $1,000,000.00
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C. Client shall secure and maintain General Liability insurance
coverage with Limits of Liability no less than $1,000,000.00 combined single
limit. The policy shall also provide for the coverage of auto and non-owned
auto. PEM shall be provided with a certificate of such insurance.
D. Client and PEM agree to keep in full force and effect at all times
during the term of this Agreement all insurance required under this Agreement.
E. Misrepresentation of workers' compensation classification or
inaccurate reporting of employee payroll hours is cause for immediate
termination of this contract. Client is obligated to pay to PEM any additional
monies due as a result of workers' compensation audits, only as it applies to a
client location for the duration of this Agreement, or up to the statutory limit
of 2 years after termination of services.
12. Representation of Client.
Before the commencement of the Initial Term, Client shall warrant and
represent to PEM as follows:
A. That all wages and compensation due prior to the date of this
Agreement have been paid to Client's employees.
B. That no separate agreements or arrangements exist that would
obligate PEM except as set forth herein.
C. That in the opinion of counsel for Client all existing pension and
profit sharing plans are current and in compliance with applicable law and this
Agreement shall not be deemed a breach under the terms of such plans.
D. That no Client shut-down, lay-offs, or cessation of business is
contemplated by Client. That Client recognizes that Federal and State
regulations govern employers with great numbers of employees. That potential
liabilities in the event of "plant closings", "shut-downs", or "lay-offs" could
have a disastrous impact on PEM as well as the Client. That Client will notify
PEM at least sixty (60) days in advance of any "plant closings", "shut-downs",
or "lay-offs", "employee discharges" or other cessation of business.
E. That Client will cooperate and work with PEM with a stated goal of
seeking adequate job placement or relocation for any displaced employee.
F. Knowing that State Law requires that any checks which remain
unclaimed after a period of one year be remitted to the State's unclaimed
property fund. Client agrees to assist PEM in the compliance with this statute
by submitting any such checks back to PEM on a periodic basis. Client will
indemnify and hold harmless PEM from any and all liabilities whatsoever arising
out of Client's failure to comply and PEM has the right to inform the State's
unclaimed property fund of such failure so that they can initiate collection
procedures from the Client.
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13. Invalidity of a Provision.
If any provision of this Agreement (or any portion thereof) shall be
held to be invalid, illegal, or unenforceable, the validity, legality or
enforceability of the remainder of this Agreement shall not in any way be
affected or impaired thereby.
14. No Waiver.
The failure by either PEM or Client to insist upon strict performance
of any of the provisions contained in this Agreement shall in no way constitute
a waiver of any of its rights set forth herein, at law or equity.
15. Termination.
This Agreement may be terminated by PEM if, at any time, Client
breaches any material term of this Agreement. PEM may also terminate this
Agreement if, at any time, PEM, in its sole discretion, determines that a
material adverse change has occurred in the financial condition, the business,
or the business prospects of Client, or that Client is unable to pay its debts
as they become due in the ordinary course of business. This Agreement may also
be terminated, upon five days notice by PEM, in the event of any federal or
state legislation, regulatory action, or judicial decision which, in the sole
discretion of PEM, materially adversely affects its ability to perform under
this Agreement. This section is cumulative to all other incidents of termination
recited in this Agreement. Upon termination by either party of this Agreement
only standard information in standard form and format will be supplied to Client
by PEM. Client agrees that PEM has no obligation to supply information outside
of its standard services as set forth in this Agreement. Should Client desire
such information as an additional service, fees for these services must be
negotiated outside of this Agreement as set forth in Paragraph 10A. of this
Agreement.
16. Venue and Jurisdiction.
Any action or counterclaim arising out of or related to this
Agreement, must be brought by Client only in Sarasota County, Florida. Any
action may be brought by PEM in any jurisdiction where venue is proper. Client
hereby irrevocably consents to be subject to the jurisdiction of the courts of
Florida concerning any case or controversy arising out of or related to the
Agreement.
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17. Notices.
To be effective, any notice given under this Agreement must be in
writing, shall be effective when received, and will be delivered, by hand or by
overnight delivery service, to the following addresses:
IF TO PROFESSIONAL EMPLOYEE MANAGEMENT, INC.:
Professional Employee Management, Inc.
0000 Xxxx Xxxxxx, 0xx Xxxxx
Xxxxxxxx, Xxxxxxx 00000
Attn: Corporate Officer
IF TO CLIENT:
Certified Diabetic Supplies, Inc.
---------------------------------
Business Name (Print or Type)
Xxxxx Xxxxxxx, President
---------------------------------
Officer Xxxxxx (Print or Type)
1951 J&C Blvd.
---------------------------------
Mailing Address (Print or Type)
Xxxxxx, Xxxxxxx 00000
---------------------------------
City, State, Zip (Print or Type
or to such other address as either party may, in writing, from time to time,
give notice to the other party.
In no event will PEM be liable for any direct or consequential damages
to Client as a result of a breach of this Agreement, nor for any loss of
profits, business, or goodwill.
18. Waiver of Jury Trial.
Client hereby waives any right to a jury trial in any action against
PEM arising out of, or related to this Agreement.
19. Headings.
The headings in the Agreement are intended for convenience or
reference and shall not affect its interpretation.
20. Amendments.
This Agreement constitutes the entire Agreement between the parties
with regard to the subject matter and no other agreement, statement, promise or
practice between the parties relating to the subject matter shall be binding on
the parties. This Agreement may be changed pursuant to the terms hereof or by
written amendment signed by both parties.
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21. No Third Party Beneficiaries.
No rights of any third party are created by this Agreement and no
person not a party to this Agreement may rely on any aspect of this Agreement
notwithstanding any representation, written or oral, to the contrary.
22. Governing Law.
This Agreement shall be governed by and construed under the laws of
Florida, regardless of any choice of law provisions of any jurisdiction to the
contrary.
23. Oral Representations.
Oral amendments to this Agreement are not allowed. No oral promise
shall be enforceable. Agents and Sales Representatives of PEM have no authority
to alter or amend any provision of this Agreement. No promise by any Agent or
Sales Representative of PEM is enforceable unless in writing, attached to this
Agreement and approved by a LICENSED CONTROLLING PERSON, IN ACCORDANCE WITH
FLORIDA STATUES, AND A CORPORATE OFFICER.
WITNESS CLIENT
/s/ Illegible By: /s/ Illegible
------------------------------ -------------------------------
Date: 6/10/97
------------------------------ -------------------------------
PROFESSIONAL EMPLOYEE MANAGEMENT, INC.
WITNESS:
By:
------------------------------ ---------------------------------
Title:
------------------------------ ------------------------------
Date:
------------------------------
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Exhibit A (Fees) to Client Agreement For Services Dated: June 9, 1997
The following fee schedule is set forth for: Certified Diabetic Supplies, Inc.
---------------------------------
Client
Job Description Rate
--------------- ----
Office 12.16
Executive Officers 10.76
METHOD OF PAYMENT
PLAN A Cashier's Check or other _________________________________
certified funds CLIENT SIGNATURE
--------------------------------------------------------------------------------
PLAN B Maintain prepaid payroll
period in advance enabling
PEM to accept your company
check upon delivery of
the payroll _________________________________
CLIENT SIGNATURE
--------------------------------------------------------------------------------
PLAN C Wire transfer (must be
made at least two business
days prior to payroll date) ____________________________
CLIENT SIGNATURE
--------------------------------------------------------------------------------
PLAN D Company check or ACH
Direct Debit upon approval /s/ Illegible
By PEM Corporate ONLY -----------------------------
CLIENT SIGNATURE
--------------------------------------------------------------------------------
/s/ Illegible /s/ Illegible
------------------------------ ---------------------------------
Witness
6/10/97
---------------------------------
Date:
------------------------------ ---------------------------------
Witness Professional Employee Management
---------------------------------
Date:
FL PEM Agreement for Services
Revised 2/10/97
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PROFESSIONAL EMPLOYEE MANAGEMENT, INC.
EXHIBIT B
Date: 6/9/97 Sales Representative Xxxxxxx Xxxxxxxx
--------------------------- ---------------------------------------------
CLIENT NAME: Certified Diabetic Supplies, Inc.
--------------------------------------------------------------------------------
CLIENT ADDRESS: 0000 X. & X. Xxxx., Xxxxxx, XX 00000
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EMPLOYEE NAME SOCIAL SECURITY NUMBER COMP. CODE APP W-4 I-9 HEALTH HISTORY INS Y XXXXX
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WITNESS: CLIENT:
/s/ Illegible By: /s/ Illegible
----------------------------------- -----------------------------------------
Date: 6/10/97
----------------------------------- -----------------------------------------
FL PEM Agreement for Services
Revised 2/10/97
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Employee
Work Group Name Count
---------- ---- ---------
Officers:
Xxxxx Xxxxxxx 1
Xxxxx Xxxxx 2
Administration:
Xxxxx Xxxxxxx 3
Xxxxx Xxxxxx 4
Xxxxx Xxxxxxxxx 5
Subtotal
Data Processing:
Xxxx Xxxxxxx 6
New Patient Input/Billing
Xxxxxx Xxxx 7
Xxx Xxxxxxxxx 8
Xxxxx Xxxxxxx 9
Xxxxx Xxxxxxxx 10
Xxxxxxxx Xxxxxx 11
Subtotal
Insurance Verification/Collections 12
Xxxxxxx Xxxxxx 13
Xxxx Xxxxxxxx 14
Xxxxxx Xxxxx 15
Xxxxxxxxx Xxxxxx 16
Xxxxxxxx Xxxxxx 17
Xxxxx Xxxxxxx 18
Subtotal
Posting/Collections
Xxxxx Xxxxxx 19
Xxxxxx X'Xxxx 20
Xxxxx Xxxxxxx 21
Xxxxxxx Xxxxxxx 22
Xxxx Xxxxxx 23
Xxxxx Xxxxx 24
Xxxxx Xxxxxxx 25
Xxx Xxxxxxxx 26
Subtotal
Shipping
Xxx Xxxx 27
Xxxxx Xxxxx 28
Xxxxx Xxxxx 29
Xxxxx Xxxxxxx 30
Subtotal
Marketing
Xxx Xxxxxxx 31
Xxxxx Xxxx 32
Xxxxx Xxxxx 33
Xxxx Xxxxx 34
Xxxxxx Xxxxxxxxx 35
Xxxxxxx Xxxxxx 36
Subtotal
C.D.S. Total C.D.S. 37
Coastline Xxxxx Xxxxxxx 38
CDS Health Mgmt. Xxx Xxxxxx 39
CFO
GRANT TOTAL
* Includes employers share of workers compensation, FICA, federal and state
unemployment and PEM administrative costs.
A. Elected not to take insurance
