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DocuSign Envelope ID: 26A1 FOD6-5970-4421 -B5CB-2891848ECB74 <br />S. Conflict of interest — Subrecipient's Personnel: <br />The Subrecipient shall exercise reasonable care and diligence to prevent any actions or conditions <br />that could result in a conflict with the best interests of the County. This obligation shall apply to <br />the Subrecipient; the Subrecipient's employees, agents, and subcontractors associated with <br />accomplishing work and services hereunder. The Subrecipient's efforts shall include, but not be <br />limited to establishing precautions to prevent its employees, agents, and subcontractors from <br />providing or offering gifts, entertainment, payments, loans or other considerations which could <br />be deemed to influence or appear to influence County staff or elected officers from acting in the <br />best interests of the County. <br />9. Conflict of Interest -- County Personnel: <br />The County of Orange Board of Supervisors policy prohibits its employees from engaging in <br />activities involving a conflict of interest. The Subrecipient shall not, during the period of this <br />Contract, employ any County employee for any purpose. <br />10. Consulting Contract — Follow -On Work: <br />No person, firm, subsidiary or subcontractor of a firm that has been awarded a consulting services <br />contract or a contract which includes a consulting component may be awarded a Contract for the <br />performance of services, the purchase of goods or supplies, or the provision of any other related <br />action which arises from or can reasonably be deemed an end -product of work performed under <br />the initial consulting to consulting -related Contract. <br />11. Project Manager, County: <br />The County shall appoint a Project Manager to act as liaison between the County and the <br />Subrecipient during the term of this Contract. The County's Project Manager shall coordinate <br />the activities of the County staff assigned to work with the Subrecipient. <br />12. Subrecipient's Project Manager and Key Personnel: <br />Subrecipient shall appoint a Project Manager to direct the Subrecipient's efforts in fulfilling <br />Subrecipient's obligations under this Contract. This Project Manager shall be subject to approval <br />by the County and shall not be changed without the written consent of the County's Project <br />Manager, which consent shall not be unreasonably withheld. <br />The Subrecipient's Project Manager, in consultation and agreement with the County, shall be <br />assigned to this project for the duration of the Contract and shall diligently pursue all work and <br />services to meet the project time lines. <br />13. Subrecipient Personnel: <br />The Subrecipient warrants that all persons employed to provide service under this Contract have <br />satisfactory past work records indicating their ability to accept the kind of responsibility <br />anticipated under this contract. <br />14. Data — Title To: <br />All materials, documents, data or information obtained from the County data files or any County <br />medium furnished to the Subrecipient in the performance of this Contract will at all times remain <br />the property of the County. Such data or information may not be used or copied for direct or <br />indirect use by the Subrecipient after completion or termination of this Contract without the <br />County of Orange Page 19 of 92 City of Santa .4na. <br />Orange County Community Resources Contract No.: 19-28-0070-RWS <br />