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

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Executive Director of the Community Development Agency (CDA) or designee for resolution. If the Officers are unable to prepare a joint statement, each shall submit separate statements to the HCA Director and Executive Director of City's Community Development Agency within the thirty (30) day period. Such persons shall meet and make their best effort to resolve the matter within thirty (30) days following submission of the statements. Resolution of the dispute, or lack thereof, by the HCA Director and CDA Director or designee shall be documented in the form of written correspondence exchanged by such persons within ten (10) days following their meeting. V. INDEMNIFICATION Each party agrees to indemnify and hold harmless the other party, its officers, agents, and employees from all liability, claims, losses and demands, including defense costs, whether resulting from court action or otherwise, arising out of the acts or omissions of the indemnifying party, its officers, agents or employees or the condition of property used in the performance of this Agreement. VI. INSPECTIONS AND AUDITS A. Any authorized representative of City, any authorized representative of the State of California, the Secretary of the United States Department of Health and Human Services, the Comptroller General of the United States Department of Housing and Urban Development or any of their authorized representatives, shall have access to County books, documents, and records, which such persons deem pertinent to the Agreement, for the purpose of conducting an audit, evaluation, or examination, or making transcripts during the periods of retention set forth in the Records/Confidentiality paragraph of this Agreement and the premises in which they are provided. B. County shall actively participate and cooperate with any person specified in subparagraph A. above in any evaluation or monitoring of the services provided pursuant to this Agreement, and shall provide the above mentioned persons adequate office space to conduct such evaluation or monitoring. VII. LICENSES AND LAW A. County, its officers, agents, employees, and subcontractors shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, certificates, waivers and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States Department of Health and Human Services, State of California, County and any other applicable governmental agencies. B. County shall comply with all laws, rules or regulations applicable to the services provided hereunder, as any may now exist or be hereafter changed. These laws, rules, and regulations shall include, but not be limited to the following: 1. United States Code (U.S.C.A.), Title 42, Section 12901-12912, AIDS Housing Opportunity Act.