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<br />3 <br /> <br /> B. In accordance with the Reporting and Invoicing requirements found in Exhibit A, <br />Subcontractor shall submit quarterly invoices in a form prescribed by the Contractor, detailing <br />such expenses. Such schedule may be modified with the approval of the Contractor. <br /> <br /> C. Payment is subject to the receipt and approval of such invoices and quarterly <br />activity reports. Contractor shall pay such invoices within thirty (30) days after receipt thereof, <br />provided Contractor is satisfied that such expenses have been incurred within the scope of this <br />CA4All Agreement and that the Subcontractor is in compliance with the terms and conditions of <br />this CA4All Agreement. The thirty (30) day period will discontinue if the reimbursement <br />request is determined to be incomplete and will restart the thirty-day timeline once the remaining <br />required elements have been submitted. Failure to provide any of the required documentation <br />will cause the Contractor to withhold all or a portion of a request for reimbursement until such <br />documentation has been received and approved by the Contractor. Subcontractor has the ability <br />to adjust line item amounts in the budget with the approval of the Executive Director for the <br />Community Development Agency for Contractor, so long as the total budget amount does not <br />increase. <br /> <br /> D. Subcontractor agrees to use said funds pursuant to this CA4All Agreement to pay <br />for necessary and reasonable costs allowable under state law and regulations to operate said <br />CA4All Program only. Subcontractor’s failure to perform as required may, in addition to other <br />remedies set forth in this CA4All Agreement, result in readjustment of the amount of funds the <br />Contractor is otherwise obligated to pay to the Subcontractor pursuant to the terms hereof, or <br />termination of this CA4All Agreement. <br /> <br /> E. Contactor has the right to de-obligate the funds hereunder, and take such funding back <br />from Subcontractor, due to any of the following reasons: (a) lack of performance by <br />Subcontractor; (b) lack of fiscal accountability of Subcontractor; or (c) decrease in available <br />funding. <br /> <br /> <br />4. STATE CA4ALL AGREEMENT <br /> <br />Contractor entered into State Agreement Number JP1012 with the State of California <br />receiving and recognizing $4,497,514.00 in CA4All grant funds to be used by Contractor to <br />address youth workforce development. A true and correct copy of the State CA4All Agreement <br />is attached hereto as Exhibit A and incorporated herein by this reference. Subcontractor has been <br />made aware of the State CA4All Agreement and agrees to comply with all the conditions of the <br />State CA4All Agreement and the applicable State requirements governing the use of CA4All <br />grant funds. <br />5. INDEPENDENT CONTRACTOR <br />Subcontractor shall, during the entire term of this CA4All Agreement, be construed to be <br />an independent contractor and not an employee of the Contractor. This CA4All Agreement is <br />not intended nor shall it be construed to create an employer -employee relationship, a joint <br />venture relationship, or to allow the Contractor to exercise discretion or control over the <br />EXHIBIT 1