FEE FOR SERVICES AGREEMENT This Agreement is made _, by and between Lyudmila Dubinchik d/b/a Language Bridge, with a principal place of business at P.O. Box 30361, Colonial Station, Springfield, MA 01103-0361, (hereinafter called "LB") and ________, a Massachusetts corporation with its principal place of business located at _, (hereinafter called "_"). WHEREAS, LB is in the business of providing language translation services to doctors, hospitals, nursing homes and other medical related service providers, facilities and institutions; and WHEREAS, ___ has a need for such services; and WHEREAS, LB agrees to perform these services for ___ under the terms and conditions set forth in this Agreement. NOW THEREFORE, in consideration of the mutual covenants contained herein and for other good and valuable consideration, the parties agree as follows: 1. LB agrees to perform the services (described on Exhibit A) for ___. 2. The initial term of this Agreement shall be a term of six (6) months, commencing with the date first above written and shall be automatically renewed and extended for additional six (6) month terms indefinably unless sooner terminated as hereinafter set forth. 3. ___ agrees to pay Provider for said services at the rate during the term of this Agreement or any renewal or extension thereof: Per hour of oral translation (Two (2) hour minimum) ** Weekly rate of oral translation (Six (6) hours a day, Four (4) days per week minimum) ** Per word of written English translation ** Interpretation over the phone ** per phone call duration 15 min or less and ** per minute after it ** For more information about the rate please call at (413) 754-3488. The rate may vary for written translation with specific formatting. There are additional charges that may apply for some documents, expedited services, rare languages, etc. 4. LB shall have no obligation to work any particular schedule and shall retain the right to accept or refuse such business as she may choose. ___, shall, however, have the right to designate times when LB may not perform services for it. LB shall perform its services at such locations required and/or designated by ___. To the extent that ___ requires and/or designates the location where the services are to be provided, said location shall be reasonably suitable for the services being performed. LB will be paid a minimum of two hours if the appointment is canceled with less than 24 hours notice. 5. LB shall have no obligation to perform any services other than the services specified in Exhibit "A". 6. LB agrees to perform the services in accordance with the publication entitled "Medical Interpreting Standards of Practice", developed by Massachusetts Medical Interpreters Association and Education Development Center, Inc., copyright 1998 together with ordinary business custom and the profession and shall use best efforts to follow and insure sound practices to the specific specifications as determined by ___ in its sole and exclusive discretion. The translators will have and maintain necessary certifications to demonstrate competency. BMC can terminate immediately if there is any unlawful activity under investigation or if LB has been sanctioned by a state or federal agency. 7. ___ shall retain the right to contract for similar services with other individuals and other businesses. 8. ___ agrees that it will have no right to control or direct the details, manner or means by which LB accomplishes the results of the services performed hereunder with the exception of providing the standards and methods by which LB's work is to carried out. 9. No amount other than that payable under Paragraph 3 above shall be owed by ___ or owed personally or individually by any agent, servant or employee of ___ to LB. LB shall be liable for all other expenses or costs incurred in the performance of this Agreement and shall be responsible for the maintenance of complete records for billing of ___; LB will also be liable to file her own estimated tax returns and to pay her own state, federal, FICA/Medicare taxes and other impositions and assessments. 10. The parties intend that an Independent Contractor relationship will be created by this Agreement. None of the benefits provided by ___ to its employees, including, but not limited to, health insurance, employment insurance, participation in pension or profit sharing plans, shall be available to LB. 11. The parties agree that this Agreement shall remain in force for a full six (6) month term from the date above first written unless it is terminated by the death of the LB owner, the termination of business by BMC, or for actions of LB constituting "cause" as defined herein. "Cause" is defined as: (i) dishonesty, theft, conviction of a felony, drunkenness, drug abuse by a LB employee; (ii) LB's failure to perform its obligations hereunder in accordance with the standards of performance set forth in Section 6; (iii) LB's negligence in the performance of its duties and obligations under this Agreement. (iv) LB's breach of the terms and conditions of this Agreement; 12. During the renewal or extension period, either party may terminate this Agreement and the relationship created herein by providing the other party with not less than (10) days prior written notice, and, upon the expiration of said ten (10) days, this Agreement shall expire and terminate. 13. LB understands and agrees that this Agreement will be performed entirely at LB's risk, and that LB shall be liable for all damages which may result from the operation of this Agreement and shall hold ___ harmless from such damages, whether the same be for personal injuries, property damage or damages of any other kind. LB shall maintain appropriate liability insurance at all times. 14. LB will hire independent contractors which are qualified and will require that all personnel have and maintain necessary certifications to demonstrate competency. LB shall secure from ___ the prior written approval for all employees performing services on behalf of ___, which approval shall not be unreasonably withheld. LB agrees that all LB employees and independent contractors will complete all of the requirements of the ___ Corporate/Temporary vendor policy prior to performing services for BMC on behalf of LB. 15. All files, documents, records, worksheets, work products and other written and printed materials produced or obtained by the LB in performing her duties hereunder and all copies and extracts thereof and there from, shall at all times be and remain the sole property of ___ and shall be delivered to ___ at the expiration of the term herein, or upon its earlier termination or upon demand, whichever shall occur first. LB hereby acknowledges that ___ 's patient, client or customer's names, credit profiles, employment, medical and financial history may be made known to LB, and that such information is of a confidential nature. LB further acknowledges that in the event this information were to be disclosed to others that it could cause substantial and irreparable harm to ___ and to those that ___ has a duty of confidentiality. During the term of this Agreement and continuing thereafter, LB shall treat any and all information received on a confidential basis and will not disclose such information to others without the express prior permission of ___, nor use any information so provided for any purpose, other than for the performance of services for ___. 16. This contract encompasses the entire Agreement of the parties and there are no other agreements or understandings, either written or oral. 17. This contract may not be modified or amended, except in writing with the same degree of formality with which the Agreement has been executed. 18. This Agreement may not be assigned in whole or in part without the prior written consent of the other party. Notwithstanding the preceding, this Agreement may be assigned without prior written consent by LB to an entity to be created by LB whereby LB is the majority stockholder or the majority member or partner in the case of a Limited Liability Company or Partnership. 19. Payment for all services performed shall due upon receipt of invoice. A late charge of 1½% per month shall be assessed for all invoices unpaid for more than thirty (30) days. In addition, ___ shall be responsible for any costs or collection efforts, including reasonable attorney's fees. 20. The parties hereby agree that if, within six (6) months of formerly working for LB, or if currently working for LB, ___ directly employs, one of LB Interpreters, regardless of whether such employment is part time, full time, separate casual labor or otherwise ___ shall pay immediately upon demand a fee $2,000.00 per Interpreter so hired. 21. The construction, interpretation and performance of this contract and all transactions under it shall be governed by the laws of the Commonwealth of Massachusetts. 22. This Agreement may be terminated by either party upon written notice to the other party sent by registered mail, return receipt requested. 23. Each party hereby agrees to indemnify and hold harmless the other party from any and all claims or liability that may arise out of or on account of any failure to perform any services or duty as herein agreed 24. The parties hereto agree that no person shall, on the grounds of race, creed, color, national origin, sex, physical handicap or age, be excluded from participation in, be decried the proceeds of, or be subject to discrimination in the performance of this Agreement. The parties will comply with the requirements concerning discrimination and compliance information set forth in the regulations promulgated or to be promulgated pursuant to the Civil Rights Act of 1964, and will furnish such assurance as may be required by those regulations to be included in applications for grant or contract funds. 25. The parties hereto certify that they comply with the Drug-Free Workplace Act of 1 988 (45 CFR Part 76, Subpart F). 26. LB agrees that all interpreters performing interpretation services shall not collect, save, or retain any information which is included or otherwise protected under the HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (HIPPA) regarding the appointment, with the exception of a notation as to the date, time and place of the appointment where the interpretation is to take place. After the interpretation service has been performed, the interpreter shall return any and all paperwork, notes or other material generated, obtained or used in the interpretation to LB. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. Print Name: Lyudmila Dubinchik d/b/a Language Bridge Print Name: Title: EXHIBIT "A" The services LB provided including, but not limited to: 1. Translation 2. Interpretation 3. Training for the Interpreters 4. Training for the Providers 5. Training on how to order and use "Language Bridge" services 6. Document Editing 7. Document Proofreading 8. Language consulting I Agree  I Disagree      | Home | About Us | Our Services | Clients | Languages | Employment | FAQ | Contact Us | Privacy Policy | P.O. Box 30361 Colonial Station, Springfield MA 01103-0361  www.LBridge.com Phone: (413) 754-3488   Fax: (413) 567-1295  Email: info@lbridge.com Copyright © 2003- by Language Bridge, LLC. 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