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DocuSlgn Envelope ID: E3EC32AC-CBE2-4379-BB09-D502E3365EE4 Additional Terms and Conditions: 1. Scope of Contract: This Contract specifies the contractual terms and conditions by which the County will procure Regional Workforce Services - Professional Consulting services from Subrecipient as further detailed in the Scope of Services, identified and incorporated herein by this reference as "Attachment A." 2. Term of Contract; This Contract shall commence upon execution and continue through March 30, 2022, unless otherwise terminated by the County. 3. Headings: The various headings and numbers herein, the grouping of provisions of this Contract into separate clauses and paragraphs, and the organization hereof are for the purpose of convenience only and shall not limit or otherwise affect the meaning hereof 4. Maximum Obligation: The total Maximum Obligation of County to the Subrecipient for the cost of services provided in accordance with this Contract is $15,000, with individual Maximum Obligation budgets for each Fiscal Year as further detailed in the Budget Schedule, identified and incorporated herein by this reference as Attachment C. 5. Amendments — ChangeslExtra Work: The Subrecipient shall make no changes to this Contract without the County's written consent. In the event that there are new or unforeseen requirements, the County has the discretion with the Subrecipient's concurrence, to make changes at any time without changing the scope or price of the Contract. If County -initiated changes or changes in laws or government regulations affect price, the Subrecipient's ability to deliver services, or the project schedule, the Subrecipient will give County written notice no later than ten (10) days from the date the law or regulation went into effect or the date the change was proposed and Subrecipient was notified of the change. Such changes shall be agreed to in writing and incorporated into a Contract amendment. Said amendment shall be issued by the County -assigned Contract Administrator, shall require the mutual consent of all Parties, and maybe subject to approval by the County Board of supervisors. Nothing herein shall prohibit the Subrecipient from proceeding with the work as originally set forth or as previously amended in this Contract. 6. Breach of Contract: The failure of the Subrecipient to comply with any of the provisions, covenants or conditions of this Contract shall be a material breach of this Contract, In such event the County may, and in addition to any other remedies available at law, in equity, or otherwise specified in this Contract: a) Tenninate the Contract immediately, pursuant to Paragraph K herein; b) Afford the Subrecipient written notice of the breach and ten (10) calendar days or such shorter time that may be specified in this Contract within which to cure the breach; c) Discontinue payment to the Subrecipient for and during the period in which the Subreoipient is in breach; and County of Orange Page 17 of 43 City of Santa Ana OC Community Resources Contract NO.:MA-012.20011850