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Exhibit 7
<br />promises or agreements, orally or otherwise, have been made by any party, or anyone acting on
<br />behalf of any parties, which are not embodied herein.
<br />12. ASSIGNMENT
<br />Inasmuch as this Agreement is intended to secure the specialized services of Consultant,
<br />Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior
<br />written consent of the City and any such assignment, transfer, delegation or subcontract without
<br />the City's prior written consent shall be considered null and void. Nothing in this Agreement
<br />shall be construed to limit the City's ability to have any of the services that are the subject to this
<br />Agreement performed by City personnel or by other Consultants retained by City.
<br />13. TERMINATION
<br />Except as otherwise specified herein, this Agreement may be terminated by the City with
<br />thirty (30) days written notice of termination to the Consultant.
<br />a. As a condition of such payment, the City may require Consultant to deliver to the City
<br />all the work product completed, as of such date, and in such case, such work product shall be the
<br />property of the City unless prohibited by law, and Consultant consents to the City's use thereof
<br />for such purposes, as the City deems appropriate.
<br />b. Payment need not be made for work that fails to meet the standard of performance
<br />specified in the Recitals of this Agreement.
<br />14. BACKGROUND CHECK REQUIREMENTS
<br />Consultant shall not assign any employee, agent, subcontractor or volunteer to provide
<br />services pursuant to this Agreement, if that employee, agent, subcontractor or volunteer is
<br />required to register as a sex offender under California Penal Code Section 290 et seq, has a
<br />conviction for any crime of moral turpitude, has a conviction for a violent felony as defined in
<br />California Penal Code Section 667.5(c), or has a conviction for a serious felony as defined in
<br />California Penal Code Section 1192.7(c). Disqualifying convictions include but are not limited
<br />to, violations of California Penal Code Sections 37, 128, 136.1 with Section 186.22, 187, 190-
<br />190.4 and 192(a), 205, 206, 207-209.5, 211, 212, 212.5, 213, 214, 215, 218-219, 220, 236.1(b) or
<br />236.1(c), 243.4, 261, 261.5, 273.5, 262, 264.1, 266, 266c, 266h, 266i, 266j, 267, 269, 272, 273a,
<br />273ab, 273d, 285, 286, 288, 288a, 288.2, 288.3, 288.4, 288.5, 288.7, 289, 290, 311.1, 311.2,
<br />311.3, 311.4, 311.10, 311.11, 314, 347(a), 368, 417(b), 451(a),518 with 186.22, 647.6, 653f(c),
<br />664 and 187, 667.5(c), 18745, 18750, or 18755, 12022.53, 11418(b)(1) or (b)(2); Business and
<br />Professions Code Section 729. Failure to comply with this Section shall be grounds for
<br />immediate termination of this Agreement.
<br />15. NON-DISCRIMINATION
<br />Provider shall not discriminate because of race, color, creed, religion, sex, marital status,
<br />sexual orientation, gender identity, gender expression, gender, medical conditions, genetic
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