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EXHIBIT 1 <br />ADDITIONAL TERMS AND CONDITIONS <br />1. Scope of Contract: <br />This Contract specifies contractual terms and conditions by which County will procure Regional Workforce <br />Training Services Items from Subrecipient as further detailed in the Scope of Services, identified and <br />incorporated herein by this reference as "Attachment A". <br />2. Term of Contract: <br />This Contract shall commence upon execution of all necessary signatures and continue through December <br />31, 2025, unless otherwise terminated by County. <br />3. Adjustments — Scope of Services: <br />No adjustments made to the Scope of Services will be authorized without prior written approval of County <br />assigned Deputy Purchasing Agent. <br />4. Bills and Liens: <br />Subrecipient shall pay promptly all indebtedness for labor, materials and equipment used in performance of <br />the work. Subrecipient shall not permit any lien or charge to attach to the work or the premises, but if any <br />does so attach, Subrecipient shall promptly procure its release and, in accordance with the requirements of <br />Article "Indemnification" above, indemnify, defend, and hold County harmless and be responsible for <br />payment of all costs, damages, penalties and expenses related to or arising from or related thereto. <br />5. Breach of Contract: <br />The failure of Subrecipient to comply with any of the provisions, covenants or conditions of this Contract <br />shall be a material breach of this Contract. In such event County may, and in addition to any other remedies <br />available at law, in equity, or otherwise specified in this Contract: <br />a. Terminate Contract immediately, pursuant to the General Terms and Conditions section, <br />"Termination" Article herein; <br />b. Afford Subrecipient written notice of the breach and ten (10) calendar days or such <br />shorter time that may be specified in this Contract within which to cure the breach; <br />c. Discontinue payment to the Contactor for and during the period in which Subrecipient is <br />in breach; and <br />d. Offset against any monies billed by Subrecipient but yet unpaid by County those monies <br />disallowed pursuant to the above. <br />6. Civil Rights: <br />Subrecipient attests that services provided shall be in accordance with Section 188 of the Workforce <br />Innovation and Opportunity Act (WIOA), which prohibits discrimination against all individuals in the <br />United States on the basis of either citizenship status or participation in any financially assisted program <br />or activity; the provisions of Title VI and Title VII of the Civil Rights Act of 1964, as amended, which <br />County of Orange MA-012-25010265 Page 15 of 54 <br />OC Community Resources Regional Workforce Training Services <br />