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SECTION 2 . TERM. The initial term of this Agreement shall be five (5 ) years , commencing on October 1 , 2013 , and terminating on September 30 , 2018 . This Agreement shall automatically renew annually for one -year terms, unless either party provides written notice, in accordance with Section 5 , of non-renewal at least ninety (90) days prior to expiration of the term . SECTION 3 . DUTIES AND RESPONSIBILITIES OF THE DISTRICT AND COUNTY (a) On or before October 7 , 2013 , the District shall wire transfer to the County an initial payment of $ 99 ,273 .40 for the months of July, August, September and October, 2013 . (b) After the initial payment set forth in subsection 3 (a), by the fifth (5th) working day of each month, the District shall wire transfer to the County one-twelfth of the annual amount of the County portion of the State Medicaid payment, as determined by the County using the amount attributable to the County as provided by the Department of Revenue, multiplied by 27 . 8 % . (c) Within fifteen ( 15 ) days of receiving the County portion of the State Medicaid payment from the Department of Revenue, County shall provide the District with the total annual and monthly amount of the County portion of the State Medicaid payment that is attributable to the District. (d) The new monthly amount of the County portion of the State Medicaid payment described in subsection 3 (c), shall commence annually on the 5th working day of July. SECTION 4 . DURATION, TERMINATION, AND MODIFICATION. (a) This Agreement will remain in full force and effect unless terminated by the parties pursuant to the procedure set forth in subsection 3 (b) ; (b) This Agreement may be terminated by the County or District upon ninety (90) days notice to the other party; however, termination of this Agreement does not relieve the obligation of the District to pay its portion of Medicaid expenses under Florida Statute ; and (c) This Agreement may be modified at any time by the mutual consent of the parties and in the same manner as its original adoption. SECTION 5 . NOTICE. (a) Unless specified by a party in writing otherwise, all notices, demands, or other papers required to be given or made by this Agreement, or which may be given or made, by either party to the other, will be given or made in writing and addressed as follows : District : Indian River County Hospital District Executive Director 3730 Seventh Terrace, Suite 204-13 Vero Beach, Florida 32960 l 7 F:IArrorrxyVbdalGemralUkertocalAgmemewRospirai Disrrict Wedicaid).doc Page 2 of August 30, 2013