American Home Shield 2010 Annual Report Download - page 384

Charges for Services provided by Service Provider. Service Provider agrees to promptly provide Customer with such accrual support
and information.
6.5. Timing of Invoices and Due Dates
(a) [***]
(b) [***]
(c) Invoicing and Payment of Variable Charges. All amounts, other than Disputed Charges, due to Service
Provider and set forth on a Variable Charges invoice delivered in accordance with this Schedule E-1 shall be due and payable within
[***] of Customer's receipt of such invoice.
(d) Pass-Through Charges. Service Provider will use commercially reasonable diligent efforts to (i) identify
and obtain invoices for Pass-Through Charges, if any, that a Third Party Provider does not provide to Service Provider in a timely
manner, and (ii) include all Pass-Through Charges incurred in the month corresponding to each invoice in the applicable Variable
Charges invoice(s). Service Provider shall report each month to Customer on the status of late Third Party Provider invoices and
Service Provider's efforts to obtain them. [***]. Service Provider shall not invoice Customer, and Customer will not be obligated to
pay, any Pass-Through Charges that are not properly invoiced within [***] after the end of the month to which such Charges
correspond.
(d) Payment by Wire Transfer. Customer's payment of any Service Provider invoice may be made by wire
transfer to an account designated by Service Provider.
(e) [***]
7. FINANCIAL RESPONSIBILITIES MATRIX
Except as otherwise set forth in the Master Agreement, Schedule E-8 outlines both Customer's and Service Provider's financial
responsibilities regarding the resources used to provide the Services. [***]
8. TERMINATION CHARGES
Schedule E-9 sets forth the Termination Charges, if any, that correspond to specific scenarios through which the Master Agreement
may be terminated by Customer or Service Provider prior to its expiration date. [***].[***]. The Termination Charges are specified
on a monthly basis. [***]
9. RETAINED EXPENSES
Service Provider will work with Customer in seeking ways to reduce and minimize retained expenses. For Customer's Third Party
agreements related to the Services, Service Provider agrees to work with the vendors associated with such agreements in a manner
consistent with Customer's service delivery model and practices in place prior the Original Effective Date. Service Provider agrees
not to materially deviate from the aforementioned service delivery
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