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9 <br />6.2 Termination. This Agreement may be terminated as otherwise provided in <br />this Agreement or as follows: <br />a. Termination by agreement. In the event that each of the parties <br />mutually agrees in writing, this Agreement may be terminated on <br />the terms and date stipulated therein. <br />b. Termination by Cancellation. This Agreement may be canceled <br />without cause by either party upon sixty (60) days prior written <br />notice in accordance with Section 9.3 of this Agreement. <br />c. Annual Appropriations and Funding. This Agreement shall be <br />subject to the annual appropriation of funds by the Orange County <br />Commissioners. Notwithstanding any provision herein to the <br />contrary, in the event that funds are not appropriated for this <br />Agreement, then County shall be entitled to immediately terminate <br />this Agreement, without penalty or liability, except the payment of <br />all contract fees due under this Agreement up to and through the <br />last day of service. <br />6.3 Responsibility for Inmate Health Care. Upon termination of this <br />Agreement, all responsibility for providing health care services to al{ inmates, including <br />inmates receiving health care services at sites outside the Jail, will be transferred from <br />SHP to County. <br />ARTICLE VII. COMPENSATION. <br />7.1 Base Compensation. County will pay to SHP the annualized price of <br />$253,500.00, based on a twelve-month period of this Agreement, payable in monthly <br />installments. The total base compensation for the initial, ten month period effective <br />September 1, 2009, through June 30, 2010, will be $211,250.00. Monthly installments <br />during the initial term of this Agreement effective September 1, 2009, through June 30, <br />2010, will be in the amount of $21,125.00 each. SHP will bill County approximately <br />thirty days prior to the month in which services are to be rendered. County agrees to <br />pay SHP prior to the tenth day of the month in which services are rendered. In the <br />event this Agreement should commence or terminate on a date other than the first or <br />last day of any calendar month, compensation to SHP will be pro-rated accordingly for <br />the shortened month. <br />7.2 Increases in Inmate Population. County and SHP agree that the annual <br />base price is calculated based upon an average daily inmate population of up to 180. If <br />the average daily inmate population exceeds 180 inmates, then the compensation <br />payable to SHP by County shall be increased by a per diem rate of $1.25 for each <br />inmate over 180. The average daily inmate resident population shall be calculated by <br />