ORANGE, COUNTY OF - HEALTH CARE AGENCY (2) -2013

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C. All services and expenditures will be performed by June 30, 2014 and invoiced by August 15, 2014. Any remaining funds under this Agreement will be de-obligated upon termination of this Agreement. III. PAYMENTS/COST REPORT A. City shall pay County for the actual costs of providing the services hereunder, whether provided directly by County or its subcontractors, provided, however, the total of all payments to County shall not exceed the Maximum Obligation as specified hereinabove. B. County shall invoice City monthly, in arrears, based on the actual cost of providing and contracting for the services hereunder. County shall submit each invoice within forty- five (45) days after the end of each month. City shall pay County no later than thirty (30) days following receipt of such invoice and complete documentation of services performed, cost and number of persons served. Final invoice must be submitted by August 15, 2014. C. All invoices submitted by County shall be accompanied by source documentation including, but not limited to, journals, time sheets, canceled checks, invoices and records of services provided. D. At such times and in such a format as the Contract Officers mutually agree in writing, County shall prepare and submit to City report(s) of administrative costs incurred by County in the performance of this Agreement. E. The Cost Report(s) shall be financial and statistical report(s) submitted by County to City, and shall serve as the basis for Final Settlement of this Agreement. The Cost Report (s) shall detail all costs incurred by County to provide services hereunder. F. Final Settlement shall be based upon the actual costs incurred by County to provide services hereunder. If the Cost Report(s) indicates the total of City's payments to County are less than County's cost to provide the services hereunder, City shall pay County the difference; provided, however, the total payment shall not exceed the Maximum Obligation. Payment due pursuant to the Cost Report(s) shall be made within thirty (30) days of the Final Settlement determination. IV. DISPUTE RESOLUTION A. Either party may give written notice to the other, setting forth in specific terms the existence and nature of any unresolved matter or concern related to the purposes and obligations of this Agreement. Such notice shall be provided by and to the Contract Officers on behalf of the parties. The Officers shall have fifteen (15) working days following such notice to obtain resolution of any issue(s) identified in this manner, provided, however, by mutual consent this period of time may be extended to thirty (30) days. B. If the Officers are unable to obtain resolution of the issue(s), they shall submit a joint written Statement describing the facts of the issue, within thirty (30) days after the written notice described above to the Orange County Health Care Agency (HCA) Director and to the