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EXHIBIT 2 <br />cc: OC Community Resources/Procurement Services <br />Attn: <br />Chad Ward, County DPA <br />Address: <br />601 North Ross Street <br />Santa Ana, CA 92701 <br />Phone: <br />(949) 585-6420 <br />Email: <br />chad.ward@occr.ocgov.com <br />25. Precedence: <br />Contract documents consist of this Contract and its exhibits and attachments. In the event of a conflict <br />between or among Contract documents, the order of precedence shall be the provisions of the main body <br />of this Contract, i.e., those provisions set forth in the recitals and articles of this Contract, and then the <br />exhibits and attachments. <br />26. Subcontracting: <br />No performance of this Contract or any portion thereof may be subcontracted by Subrecipient without the <br />express written consent of County. Any attempt by Subrecipient to subcontract any performance of this <br />Contract without the express written consent of County shall be invalid and shall constitute a breach of this <br />Contract. <br />In the event that the Subrecipient is authorized by the County to subcontract, this Contract shall take <br />precedence over the terms of the Contract between Subrecipient and subcontractor, and shall incorporate <br />by reference the terms of this Contract. The County shall look to the Subrecipient for performance and <br />indemnification and not deal directly with any subcontractor. All work performed by a subcontractor must <br />meet the approval of the County of Orange. <br />27. Termination — Orderly: <br />After receipt of a termination notice from County of Orange, Subrecipient may submit to County a <br />termination claim, if applicable. Such claim shall be submitted promptly, but in no event later than 60 days <br />from the effective date of the termination, unless one or more extensions in writing are granted by County <br />upon written request of Subrecipient. Upon termination County agrees to pay Subrecipient for all services <br />performed prior to termination which meet the requirements of Contract, provided, however, that such <br />compensation combined with previously paid compensation shall not exceed the total compensation set <br />forth in Contract. Upon termination or other expiration of this Contract, each party shall promptly return to <br />the other party all papers, materials, and other properties of the other held by each for purposes of <br />performance of Contract. <br />County of Orange MA-012-25010267 Page 22 of 52 <br />OC Community Resources Regi onal Workforce Consulting Servi ces <br />