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DocuSign Envelope ID: 29EAB906-1936-4BAB-83BE-97C974F00293 (d) Mutual Termination. The Parties may agree to mutually terminate this Agreement in writing executed by both parties. The terms of any such mutual termination shall be mutually agreed in writing, including whether or not such termination shall constitute a full and final waiver by Sponsor of any past, present, or future obligation of EDH arising from Section 4.4. (e) Termination in Regards to FS. 287135. EDH certifies that it and those related entities of EDH as defined by Florida law are not on the Scrutinized Companies that Boycott Israel List, created pursuant to s. 215.4725 of the Florida Statutes, and are not engaged in a boycott of Israel. In addition, if this agreement is for goods or services of one million dollars or more, EDN certifies that it and those related entities of EDH as defined by Florida law are not on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, created pursuant to Section 215.473 of the Florida Statutes and are not engaged in business operations In Cuba or Syria. Sponsor may terminate this Agreement if EDH is found to have submitted a false certification as provided under section 287.135(5), Florida Statutes, been placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or been engaged in business operations in Cuba or Syria, as defined by section 287.135, Florida Statutes. Sponsor may terminate this Agreement if EDH, including all wholly owned subsidiaries, majority-owned subsidiaries, and parent companies that exist for the purpose of making profit, is found to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in a boycott of Israel as set forth in section 215.4725, Florida Statutes. 5.3 Effect of Termination. Termination or expiration of this Agreement for any reason shall not affect the obligation of any Party to pay any amount due that arose prior to the effective date of such termination or expiration or to perform any duty that arose prior to the effective date of such termination or expiration. Upon termination or expiration of this Agreement for any reason, each Party shall discontinue representing that it is affiliated with the other Party. 5.4 Continuity of Care. In the event of termination or expiration of this Agreement for any reason, EDH shall continue to satisfy all of its obligations under this Agreement relating to the medical procedure or other care of any Participant which was scheduled or coordinated by EDH on or before the effective date of such termination or expiration but was not to be completed until after the effective date of such termination or expiration. The continuing obligations of EDH shall cease when any such Participant has been discharged and medically released by a Provider for return to the Participant's home location or another appropriate medical provider or facility. Sponsor shall be responsible for paying to EDH any Claims and/or EDH Fees incurred as a result of the services rendered after termination or expiration of this Agreement. 5.5 No Solicitation of Providers. During the term of this Agreement and for a period of twelve (12) months after termination or expiration of the Agreement, Sponsor agrees that it will not: (a) enter into a contract directly with any Provider; (b) solicit or attempt to solicit any Provider; or (c) divert or attempt to divert any Provider away from EDH for purposes of contracting directly with Sponsor for the provision the services provided under this Agreement. ARTICLE 6. RECORDKEEPING, AUDIT RIGHTS, AND CONFIDENTIALITY 6.1 Recordkeoing. EDH shall retain all books and records relating to EDH's performance of its obligations under this Agreement, including medical records and records pertaining to EDH Fees and Claims payments, and shall provide access to such books, records, and information for a minimum period of seven (7) years following the provision of services under this Agreement to any Participant or such longer period of time as may be required by applicable state or federal law. Applicable state or federal regulatory authorities shall have access to such books and records for the purposes of examination, audit, and inspection. Notwithstanding anything to the contrary in this Section 6.1, in the event EDH and Sponsor terminate this Agreement for any -13 0 -