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County of Orange <br />OC Community Resources <br />MA-012-25010265 <br />Regional Workforce Training Services <br />Page 18 of 54 <br /> <br /> <br />between Contract cost and the price paid, and County may deduct this cost from any unpaid balance <br />due Subrecipient. The price paid by County shall be the prevailing market price at the time such purchase <br />is made. This is in addition to any other remedies available under this Contract and under law. <br />16. Disputes – Contract: <br />The parties shall deal in good faith and attempt to resolve potential disputes informally. If the dispute <br />concerning a question of fact arising under the terms of this Contract is not disposed of in a reasonable <br />period of time by the Subrecipient's Project Manager and the County‘s Project Manager, as specified in <br />Article titled “Notices" below, such matter shall be brought to the attention of the County DPA by way of <br />the following process: <br />A. The Subrecipient shall submit to the agency/department assigned Deputy Purchasing Agent a <br />written demand for a final decision regarding the disposition of any dispute between the parties <br />arising under, related to, or involving this Contract, unless County, on its own initiative, has already <br />rendered such a final decision. <br />B. The Subrecipient's written demand shall be fully supported by factual information, and, if such <br />demand involves a cost adjustment to Contract, Subrecipient shall include with the demand a written <br />statement signed by a senior official indicating that the demand is made in good faith, that the <br />supporting data are accurate and complete, and that the amount requested accurately reflects <br />Contract adjustment for which Subrecipient believes County is liable. <br />Pending the final resolution of any dispute arising under, related to, or involving this Contract, Subrecipient <br />agrees to diligently proceed with the performance of this Contract, including the delivery of commodities <br />and/or provision of services. Subrecipient's failure to diligently proceed shall be considered a material <br />breach of this Contract. <br />Any final decision of County shall be expressly identified as such, shall be in writing, and shall be signed <br />by County Deputy Purchasing Agent or his designee. If County fails to render a decision within 90 days <br />after receipt of Subrecipient's demand, it shall be deemed a final decision adverse to <br />Subrecipient's contentions. Nothing in this section shall be construed as affecting County’s right to terminate <br />Contract for cause or termination for convenience as stated in Article "Termination" herein. <br />17. Drug-Free Workplace: <br />Subrecipient hereby certifies compliance with Government Code Section 8355 in matters relating to <br />providing a drug-free workplace. Subrecipient will: <br />A. Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, <br />possession, or use of a controlled substance is prohibited and specifying actions to be taken against <br />employees for violations, as required by Government Code Section 8355(a)(1). <br />B. Establish a drug-free awareness program as required by Government Code Section 8355(a)(2) to <br />inform employees about all of the following: <br />1. The dangers of drug abuse in the workplace; <br />2. The organization's policy of maintaining a drug-free workplace <br />EXHIBIT 1