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AGREEMENT NO. C-1-2492 <br />1 program that complies with 41 U.S.C. sections 701-707, (the Drug Free Workplace Act of 1988), which <br />2 is attached to this Agreement as Exhibit D. CITY and CONTRACTOR agree to produce any <br />3 documentation necessary to establish its compliance with sections 701-707. <br />4 B. Failure to comply with this Article may result in nonpayment or termination of this <br />5 Agreement. <br />6 ARTICLE 12. CONFLICT OF INTEREST <br />7 CITY and CONTRACTOR agree to avoid organizational conflicts of interest. An <br />8 organizational conflict of interest means that due to other activities, relationships or contracts, CITY <br />9 and/or CONTRACTOR is unable, or potentially unable to render impartial assistance or advice to <br />10 AUTHORITY; CITY's and/or CONTRACTOR's objectivity in performing the work identified in the <br />11 Scope of Work is or might be otherwise impaired; or CITY and/or CONTRACTOR has an unfair <br />12 competitive advantage. CITY and/or CONTRACTOR is obligated to fully disclose to AUTHORITY in <br />13 writing Conflict of Interest issues as soon as they are known to CITY and/or CONTRACTOR. All <br />14 disclosures must be submitted in writing to AUTHORITY pursuant to the Notice provision herein. <br />15 This disclosure requirement is for the entire term of this Agreement. <br />16 ARTICLE 13. CODE OF CONDUCT <br />17 All parties agree to comply with AUTHORITY's Code of Conduct as it relates to Third-Party <br />18 contracts, which is hereby referenced and by this reference is incorporated herein. All parties agree <br />19 to include these requirements in all of its subcontracts <br />20 ARTICLE 14. FORCE MAJEURE <br />21 Either party shall be excused from performing its obligations under this Agreement during the <br />22 time and extent that it is prevented from performing by a cause beyond its control, including, but not <br />23 limited to: any incidence of fire, flood; acts of God; commandeering of material products, plants or <br />24 facilities by the federal state or local government; national fuel shortage; or a material act of <br />25 omission by the other party; when satisfactory evidence of such cause is presented to the other <br />26 party, and provided further that such nonperformance is unforeseeable, beyond the control and is <br />Page 7 of 8 <br />L:1Camm1CLERICALIWORDPROCWGREEWG12492.docx25J-30