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1. At least sixty (60) calendar days prior to such Anniversary Date, you notify us that you <br />do not want the Agreement to automatically renew; or <br />2. It is -terminated as permitted by its terms. <br />At least ninety (90) calendar days before each Anniversary Date, we will provide you with notice <br />of changes in Premium and benefits under the Medicare Plan for the upcoming year (the <br />"Renewal Notice"). <br />If this Agreement renews as specified above, all of its terms and provisions (including the <br />Premium due) shall be amended to include the terms of the Renewal Notice, and the amended <br />Agreement shall govern coverage as of the Anniversary Date. Payment of the new charges shall <br />constitute acceptance of the change in Premium rates. This Agreement is conditionally <br />renewable. This means that it automatically renews each year on your Anniversary Date unless <br />terminated earlier in accordance with its terms. <br />B. Termination by Group <br />The Group may cancel this Agreement on its Anniversary Date by giving written notice to us at <br />least sixty (60) calendar days in advance, unless we have initiated a termination for any of the <br />reasons stated below. <br />C. Termination by Florida Blue <br />We may terminate this Agreement or refuse to renew for the following reasons: <br />1. Failure to Pay Premiums. You do not pay Premiums in accordance with its terms or we <br />have not received timely Premium payments prior to the end of the Grace Period. <br />Termination of this Agreement for failure to pay premiums shall be effective as of the <br />end of the Grace Period. In the event of such termination, you are obligated to pay the <br />following: <br />a. Any portion of the Premium due for coverage provided by us prior to termination; <br />and <br />b. Any amounts otherwise due us. <br />2. Fraud or Intentional Misrepresentation of Material Fact. You perform an act, or <br />engage in any practice, that constitutes fraud or make an intentional misrepresentation of <br />material fact. <br />3. Group Contribution and Participation and CMS Rules. You do not comply with: (1) <br />a material provision which relates to rules for Group contributions or Covered Person <br />participation; or (2) any provision in this Agreement which relates to LIS or other CMS <br />Requirements. <br />4. Service Area. There is no longer any Covered Person who lives, resides, or works in the <br />Service Area. <br />5 <br />