FEE AGREEMENT





This AGREEMENT, entered into this ____ day of _________  by and between____________
_________________(“CLIENT”),a corporation having its principal place of business at
____________, and Healthcare Reimbursement Resource Group, L.L.C. (“HRRG”), a
Missouri corporation having its principal place of business in Missouri, is as follows:

1. HRRG agrees to use its best efforts to review, analyze, and/or otherwise evaluate the
Medicare and other third party reimbursement reports of CLIENT for the period(s) ended
______________________ and present to CLIENT recommended revisions, which will
provide savings and/or improvements to CLIENT’s reimbursement and/or financial reports.

2. HRRG will represent CLIENT to Medicare Fiscal Intermediary (hereafter “Intermediary”,
defined as an independent party, contracted with HCFA, to administer the Medicare Program
to CLIENT) and other third party payors for reimbursement items, which are initiated by
HRRG.  Such representation will be only with CLIENT’S approval.

3. CLIENT agrees to pay HRRG a “Fee”, which shall be _________________ of the
“Savings” provided to CLIENT.  “Savings” shall mean any increase in the CLIENT’s Medicare
and other third party reimbursement and/or decrease in Medicare and other third party
liabilities; and/or decrease in CLIENT’S total costs, which results from the recommendations of
HRRG.

4. Only corrections or revisions to the CLIENT’S Medicare and other third party
reimbursement reports and/or decreases in CLIENT’S total costs, which have been
recommended by HRRG, are to be taken into consideration in the Fee computation as defined
in Section 3 herein.

5. The Fee shall become due and payable by CLIENT upon the Intermediary or other third
party payor’s settlement notification (payment or liability reduction), which results from HRRG’
s services.  The Client will notify HRRG of all such settlements on a timely basis, but under no
circumstances will notification occur later than 30 days after CLIENT has received payment of
the Savings.

6. A finance charge of one and one-half percent (1½%) per month will be assessed
commencing thirty (30) days from the date of invoice on any unpaid balance.  CLIENT agrees
to pay all reasonable costs of collection, including reasonable attorney fees, in connection
with this AGREEMENT, upon its failure to remit the balance due in a timely fashion.

7. This AGREEMENT may be terminated by either party upon sixty (60) days written notice.  
However, CLIENT acknowledges that HRRG shall receive all fees in accordance with Sections
3, 4, 5 and 6 regardless of whether such Savings have been recovered by CLIENT prior to
notice of termination by CLIENT.

8. This AGREEMENT shall be deemed for all purposes to have been made and entered into
the State of Missouri; and shall be governed by and construed in accordance with the laws of
the State of Missouri.

9. This FEE AGREEMENT represents the entire AGREEMENT regarding fees between
CLIENT and HRRG.  No modification of this AGREEMENT shall be valid unless made in writing
and signed by both parties.

10. For a minimum of four years, after the furnishing of the services provided under this
contract, HRRG will make available to the Secretary, U.S. Department of Health and Human
Services, and the U.S. Comptroller General, and their representatives, this contract and all
books, documents, and records necessary to certify the nature and extent of the costs
incurred by CLIENT for services rendered by HRRG under Medicare and other third party
reimbursement programs.

11. I agree to the terms and conditions as set forth in this AGREEMENT by affixing my
signature below, and I represent that I have the authority to enter into this AGREEMENT.




___________________________                                        __________________________
Eugene J. Boron
President
Healthcare Reimbursement Resource
Group (HRRG)
17 Coachlight Drive
Millstadt, Illinois 62260-1801


____________________________                                      __________________________
Date                                                                                       Date
Healthcare
Reimbursement
Resource
Group