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express written consent of the County. All materials, documents, data or information, including <br />copies, must be returned to the County at the end of this Contract. <br />15. Disputes — Contract: <br />A. The parties shall deal in good faith and attempt to resolve potential disputes informally. <br />If the dispute concerning a question of fact arising under the terms of this Contract is not <br />disposed of in a reasonable period of time by the Subrecipient's Project Manager and the <br />County's Project Manager, such matter shall be brought to the attention of the Contract <br />Administrator by way of the following process: <br />I. The Subrecipient shall submit to the agency/department assigned Contract <br />Administrator a written demand for a final decision regarding the disposition of <br />any dispute between the parties arising under, related to, or involving this <br />Contract, unless the County, on its own initiative, has already rendered such a <br />final decision. <br />2. The Subrecipient's written demand shall be fully supported by factual <br />information, and, if such demand involves a cost adjustment to the Contract, the <br />Subrecipient shall include with the demand a written statement signed by a senior <br />official indicating that the demand is made in good faith, that the supporting data <br />are accurate and complete, and that the amount requested accurately reflects the <br />Contract adjustment for which the Subrecipient believes the County is liable. <br />B. Pending the final resolution of any dispute arising under, related to, or involving this <br />Contract, the Subrecipient agrees to diligently proceed with the performance of this <br />Contract, including the delivery of goods and/or provision of services. The <br />Subrecipient's failure to diligently proceed shall be considered a material breach of this <br />Contract. <br />Any final decision of the County shall be expressly identified as such, shall be in writing, and <br />shall be signed by the Director. If the County fails to render a decision within 90 days after <br />receipt of the Subrecipient's demand, it shall be deemed a final decision adverse to the <br />Subrecipient's contentions. Nothing in this section shall be construed as affecting the County's <br />right to terminate the Contract for cause or termination for convenience as stated in Section K <br />herein. <br />16. EDD Independent Subrecipient Reporting Requirements: <br />Effective January 1, 2001, the County of Orange is required to file in accordance with subdivision <br />(a) of Section 6041A of the Internal Revenue Code for services received from a "service <br />provider" to whom the County pays $600 or more or with whom the County enters into a contract <br />for $600 or more within a single calendar year. The purpose of this reporting requirement is to <br />increase child support collection by helping to locate parents who are delinquent in their child <br />support obligations. <br />The term "service provider" is defined in California Unemployment Insurance Code Section <br />1088.8, Subparagraph B.2 as "an individual who is not an employee of the service recipient for <br />California purposes and who received compensation or executes a contract for services <br />performed for that service recipient within or without the State." The term is further defined by <br />County of Orange Page 20 of 42 City of Santa Ana. <br />Orange County Community Resources 20 <br />A -22 ContractNo.: 19-28-0070-RWS <br />