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eca,,8 cF 823 (1) The Legal Event(s) giving rise to the notice; (2) The consequences of the Legal Event(s) as to the Noticing Party; (3) The Noticing Party's intention to either. (a) Termination this Agreement due to unacceptable risk of prosecution or civil monetary penalty; or (b) Amend this Agreement, together with a statement that the purpose thereof is one or more of the following: (i) to further comply with any anti-kickback or self-referral statutory provisions or rules or regulations created or affected by the Legal Event(s); and/or (ii) to satisfy any licensure, accreditation or certification requirements created or affected by the Legal Event(s); and/or (iii) to eliminate or minimize the risk of prosecution or civil monetary penalty; (4) The Noticing Party's proposed amendment(s); and (5) The Noticing Party's request for commencement of the Renegotiation Period (as defined below). C. Renegotiation Period; Termination. In the event of notice under either subparagraph b.(3)(a) or b.(3)(b) above, the parties shall have ten (10) days from the giving of such notice ("Renegotiation Period') within which to attempt to amend this Agreement in accordance with the Noticing Party's proposal (if any) or otherwise as the parties may agree. If this Agreement is not so amended within the Renegotiation Period, this Agreement shall terminate as of midnight on the 10`s day after said notice was given. Except as otherwise required by applicable law, any amounts owing to either party hereunder shall be paid, on a pro rata basis, up to the date of such termination, and any obligation hereunder that is to continue beyond expiration or termination shall so continue pursuant to its terms. All opinions of counsel presented by the Noticing Party hereunder, and any corresponding opinions given by the other party in response, shall be deemed confidential and given solely for purposes of renegotiation and settlement of a potential dispute, and shall not be deemed disclosed so as to waive any privileges otherwise applicable to said opinions. 6