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Right to Change the Prepayment Fee (continued) S. when the Organization's subsidiary, affiliate, division, branch or other similar entity Is added to or deleted from this contract for any reason Including corporate restructuring, acquisition, spin-off or similar situations; 4. when there is a significant change In the geographic distribution of Covered Persons; S. when applicable law requires a change in: a. the benefits provided by this contract; and/or b. the class of persons eligible for benefits under this contract; or 5. when a Prepayment Fee Due Date coincides with or next follows: a. a change greater than 10% In the number of Covered Persons since the later of the contract Effective Date and the last date that the Prepayment Fee was changed; or b, a change greater than 5% in the amount of benefits provided by this contract since the later of the contract Effective Date and the last date that the Prepayment Fee was changed. In addition, SafeGuard may change the Prepayment Fee: 1. except as maybe stated in the Exhibits, on any date on or after the first Contract Anniversary; this will be done no more frequently than every 12 months and only if SafeGuard notifies the Organization, In Writing, at least 30 days before such change; and 2, on any other date agreed to by SafeGuard and the Organizatlon. The new Prepayment Fee will apply only io a Prepayment Fee due on or after the date the rate change takes effect. GRACE PERIOD Each Prepayment Fee due after the Effective Date of this contract may be paid up to 15 days after its Prepayment Fee Due Date, This period is the grace period. The benefits provided by this contract will stay in effect during this period. SafeGuard will notify the Organization in Writing that, if the Prepayment Fee Is not paid by the end of the grace period, this contract will end at the end of the last day of the grace period. If SafeGuard falls to give Written notice to the Organization, this contract will continue in effect until the date such notice is given. Organization's intent to end this contract during the grace period. The Organization may notify SafeGuard In Writing prior to the end of the grace period of its intent to end this contract before the end of the grace period. In this case, this contract will and on the later of: 1, the date stated in the notice; or 2. the date SafeGuard receives the notice. If the Organization replaces this contract with another group contract but does not give SafeGuard notice of Intent to end this contract, the grace period provisions will apply. GPNP10•OHMO 25C-7 Page 5