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further represents that no person having any interest shall be employed for said performance . The Contractor shall promptly notify the County in writing by certified mail of all potential conflicts of interest prohibited by existing state law for any prospective business association , interest or other circumstance which may influence or appear to influence the Contractor ' s judgment or quality of services being provided hereunder. Such written notif ication shall identify the prospective business association , interest or circumstance , the noture of work that the Contractor may undertake and request an opinion of the County as to whether the association , interest or circumstance would , in the opinion of the County , constitute a conflict of interest if entered into by the Contractor . The County agrees to notify the Contractor of its opinion by certified mail wi shin thirty ( 30 ) days - of receipt of notif ication by the Contractor . If , in the opinion of the County , the prospective business association , interest or circumstance would not constitute a conflict of interest by the Contractor , the County shall so state in the notif ication and the Contractor shall , at his /her option : , enter into said association , interest or circumstance and it shall be deemed not in conf lict o ; interest with respect to services provided to the County by the Contoactor under the terms of this Contract . 26 , DISPUTE RESOLUTION Any disputes relating to interpretation of the terms of this Coiitact or a question of Tact or arising under this Contract shall be resolved through good faith efforts upon the part of the Contractor and the County or its Project Manager. At all times , the Contractor shall carry on the work and maintain its progress schedule in accordance with the requirements of the Contract and the determination of the County or its representatives , pending resolution of the dispute . Any dispute which isnot resolved by mutual agreement shall be decided by the County Administrator who shall reduce the decision to writing . The decision of the County shall be final and conclusive unless determined by a court of competent jurisdiction to be fraudulent , capricious , arbitrary , so grossly erroneous as to necessarily iriply bad faith , or not be supported by substantial evidence. 2. 7. MEDIATION Prior to initiating any litigation concerning this Contract , the parties agree to submit the disputed issue or issues to a mediator for non - binding mediation . The parties shall agree on a mediator chosen from a list of certified mediators available from the Clerk of Court for St . Luce County . The fee of the mediator shall be shard equally by the rarties . To the extent allowed by law , the mediation process shall be confidential and the results of the 9: \atty\a9reemnt \PHILLIPS — 13 —