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mail or otherwise ftarvsh a copy thereof to SUBRECIPIENT. The decision of the City shall be final and <br />conclusive unless within thirty (30) calendar days from the mailing or delivery of such copy, CITY receives <br />from SUBRECIPIENT written request to appeal said decision <br />Procedures governing the appeal shall be prescribed by CITY and/or the State of Califomia in <br />accordance with the Act and all corresponding regulations and OMB circulars. Pending final disposition of the <br />appeal, SUBRECIPIENT shall act in accordance with CITY's decision unless the dispute involves a change <br />order. <br />XVII. <br />BREACH - SANCTIONS <br />I� through any cause, SUBRECIPIENT violates any of the terms and conditions of this <br />Agreement, and/or prior agreements whereby grant funds were received by SUBRECIPIENT pursuant to this <br />Agreement, or if SUBRECIPIENT reports inaccurately or if any Audit Report makes disallowances, <br />SUBRECIPIENT shall promptly remedy its acts or omissions and/or repay CITY all amounts due CITY as a <br />result of SUBRECIPIENT's violation For any such failwres or violations, CITY shall also have the right at its <br />sole discretion to either: (1) discontinue program support until such time as SUBRECIPIENT fulfills its <br />obligations or remedies all violations of this Agreement or prior agreements; and/or (2) collect outstanding <br />amounts as determined by CITY due CITY by offsetting or debiting from current claims or invoices, if after <br />thirty (30) days' written notice SUBRECIPIENT has failed to repay same or a repayment schedule has not <br />been made; and/or (3) terminate this Agreement by giving written notice to SUBRECIPIENT of such <br />termination in accordance the notice provision in Paragraph XVIH herein below. <br />XVIII. <br />NOTICES <br />All notices, reports and correspondence between the parties hereto respecting this Agreement <br />shall be in writing and deposited in the United States Mail, postage prepaid, addressed as follows: <br />CITY: City of Santa Ana <br />Manager, WDB Administrative Office <br />P.O. Box 1988 (M-76) <br />Santa Ana, CA 92702 <br />CLERK: Clerk of the City Council <br />City of Santa Ana <br />20 Civic Center Plaza (M-30) <br />P.O. Box 1988 <br />Santa Ana, CA 92702-1988 <br />Telefacsimile (714) 647-6956 <br />Page 15 of17 <br />