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Page 15 of 17 <br /> XVII. <br /> BREACH - SANCTIONS <br /> <br />If, 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 <br />to this Agreement, or if SUBRECIPIENT reports inaccurately or if any Audit Report makes <br />disallowances, SUBRECIPIENT shall promptly remedy its acts or omissions and/or repay CITY all <br />amounts due CITY as a result of SUBRECIPIENT's violation. For any such failures or violations, <br />CITY shall also have the right at its sole discretion to either: (1) discontinue program supp ort until <br />such time as SUBRECIPIENT fulfills its obligations or remedies all violations of this Agreement or <br />prior agreements; and/or (2) collect outstanding amounts as determined by CITY due CITY by <br />offsetting or debiting from current claims or invoices, if after thirty (30) days' written notice <br />SUBRECIPIENT has failed to repay same or a repayment schedule has not been made; and/or (3) <br />terminate this Agreement by giving written notice to SUBRECIPIENT of such termination in <br />accordance the notice provision in Paragraph XVIII herein below. <br /> <br />XVIII. <br />NOTICES <br /> <br />All notices, reports and correspondence between the parties hereto respecting this <br />Agreement shall be in writing and deposited in the United States Mail, postage prepaid, addressed as <br />follows: <br /> <br />CITY: City of Santa Ana <br /> Manager, WDB Administrative Office <br />P.O. Box 1988 (M-76) <br />Santa Ana, CA 92702 <br /> <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 /> <br />SUBRECIPIENT: Orange County Therapeutic Art Center <br /> 2215 N. Broadway, Santa Ana, CA 92706 <br /> Phone: (714) 547-5468 <br /> Fax: (714) 564-6990 <br /> <br /> XIX. <br /> MERGER <br /> <br />This Agreement, together with the attachments hereto, expresses the total understanding <br />of the parties. There are no oral understandings of the parties or terms and conditions other than as <br />stated herein. <br /> <br /> <br />EXHIBIT 1