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General Terms and Conditions <br />o. "USC" means the United States Code. All references in this Agreement and any Program <br />Agreement to USC chapters or sections shall include any successor, amended, or replacement <br />statute. <br />p. "WAC" means the Washington Administrative Code. All references in this Agreement and any <br />Program Agreement to WAC chapters or sections shall include any successor, amended, or <br />replacement regulation. <br />2. Amendment. This Agreement, or any term or condition thereof, may be modified only by a written <br />amendment signed by both parties. Only personnel authorized to bind each of the parties shall sign <br />an amendment. <br />3. Assignment. Except as otherwise provided herein in Section 21, the County shall not assign rights <br />or obligations derived from this Agreement or any Program Agreement to a third party without the <br />prior, written consent of the DCYF Contracts Administrator and the written assumption of the County's <br />obligations by the third party. <br />4. Billing Limitations. Unless otherwise specified in a Program Agreement, DCYF shall not pay any <br />claims for services submitted more than twelve (12) months after the calendar month in which the <br />services were performed. <br />5. Compliance with Applicable Law. At all times during the term of this Agreement and any Program <br />Agreement, the County and DCYF shall comply with all applicable federal, state, and local laws, <br />regulations, and rules, including but not limited to, nondiscrimination laws and regulations and the <br />Health Insurance Portability and Accountability Act of 1996 (HIPAA). <br />6. County Certification Regarding Ethics. By signing this Agreement, the County certifies that the <br />County is in compliance with Chapter 42.23 RCW and shall comply with Chapter 42.23 RCW <br />throughout the term of this Agreement and any Program Agreement. <br />Debarment Certification. The County, by signature to this Agreement, certifies that the County is <br />not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily <br />excluded from participating in this Agreement or any Program Agreement by any federal department <br />or agency. The County also agrees to include the above requirement in all subcontracts into which it <br />enters. <br />8. Disputes. <br />Both DCYF and the County ("Parties") agree to work in good faith to resolve all conflicts at the <br />lowest level possible. However, if the Parties are not able to promptly and efficiently resolve, <br />through direct informal contact, any dispute concerning the interpretation, application, or <br />implementation of any section of the Agreement or applicable Program Agreement(s), either Party <br />may reduce its description of the dispute in writing, and deliver it to the other Party for <br />consideration. Once received, the assigned managers or designees of each Party will work to <br />informally and amicably resolve the issue within five (5) business days. If the managers or <br />designees are unable to come to a mutually acceptable decision within five (5) business days, they <br />may agree to issue an extension to allow for more time. <br />If the dispute cannot be resolved by the managers or designees, the issue will be referred through <br />each Agency's respective operational protocols, to the Secretary of DCYF ("Secretary") and the <br />County Representative or theirdeputy or designated delegate. Both Parties will be responsible for <br />submitting all relevant documentation, along with a short statement as to how they believe the <br />dispute should be settled, to the Secretary and the County Representative. <br />Department of Children, Youth & Families <br />2017CF County Program Agreement 6-24-20 Page 3 <br />