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AMENDMENT #1 TO ' HEALTH SERVICES AGREEMENT This AMENDMENT #1, to Health Services Agreement dated July 1, 2006, between Cabarrus County, North Carolina (hereinafter referred to as "County", and Southern Health Partners, Inc., a Delaware Corporation, (hereinafter referred to as "SHP"), is entered into as of this day of , 2008. WITNESSETH: WHEREAS, County and SHP desire to amend the Health Services Agreement dated July 1, 2006, between County and SHP. NOW THEREFORE, in consideration of the covenants and promises hereinafter made, the parties hereto agree as follows: Section 6.1 is hereby replaced in its entirety by the following: 6.1 Term. This Agreement shall commence on July 1, 2006. The term of this Agreement shall end on June 30, 2008, and may be extended for additional one-year terms if mutually agreeable to both parties. Section 7.1 is hereby replaced in its entirety by the following: Z.1 .Base Compensation. County will pay to SHP the annualized base price of $464,495:76 during the term of this Agreement ,effective July 1, 2007, through June 30, 2008, payable in monthly installments. Monthly installments .during the term of this Agreement, effective July 1, 2007,. through June 30, 2008, will be in the amount of $38,707.98 each. SHP will bill the County approximately thirty days prior to the month in-which services are to be rendered. The County agrees to pay SHP-prior to the tenth day of the month in which services are rendered. In the event this Agreement should commence or terminate on a date other than the first or last day of any.calendar month, compensation to SHP will be pro-rated accordingly for the shortened month. IN WITNESS WHEREOF, the parties have executed this Agreement in their official capacities with legal authority to do so. CABARRUS COUNTY, NC Date out ern Health Partners, Inc. Z 2rIQ F- ~ g Jeff y .Reasons -Date President