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7. CERTIFICATION OF NONDISCRIMINATION <br />By signing this agreement, SUBGRANTEE certifies that it does not discriminate in hiring or <br />service on the basis or race, color, creed, religion, sex, sexual orientation, age, marital status, <br />national origin, ancestry, physical handicap or medical conditions. <br />8. NON - ASSIGNMENT OF AGREEMENT <br />A. Inasmuch as this AGREEMENT is intended to secure the specialized services of the <br />SUBGRANTEE, SUBGRANTEE may not assign, transfer, delegate, or sublet any <br />interest therein without the prior written consent of the CITY and any such <br />assignment, transfer, delegation or sublease without the CITY's prior written consent <br />shall be considered null and void. <br />B. Nothing in this AGREEMENT shall be construed to limit the CITY's ability to have <br />any of the services which are the subject of this AGREEMENT performed by CITY <br />personnel or by other SUBGRANTEES retained by the CITY. <br />9. TERMINATION <br />Any of the parties may cancel this AGREEMENT by giving thirty (30) days written notice of <br />said cancellation to the other party. <br />A. In the event of termination or cancellation for any reason, CITY shall only be <br />responsible to pay for services rendered up to such termination. <br />10. INDEMNIFICATION <br />SUBGRANTEE hereby agrees to protect, defend, indemnify and hold harmless CITY, its <br />officers, and employees against any and all liability, claims, judgments, costs and demands, <br />however caused, including those resulting from death or injury to SUBGRANTEE'S <br />employees and damage to SUBGRANTEE'S property, arising directly or indirectly out of <br />the obligations or operations herein undertaken by SUBGRANTEE, including those arising <br />from the concurrent negligence of CITY, but save and except those which arise out of the <br />sole negligence, or the sole willful misconduct of CITY. SUBGRANTEE will conduct all <br />defense at its sole cost and expense. CITY shall be reimbursed by SUBGRANTEE for all <br />cost or attorney's fees incurred by CITY in enforcing this obligation. <br />11. WORKER'S COMPENSATION <br />A. Pursuant to California Labor Code Section 1861, SUBGRANTEE acknowledges <br />awareness of Labor Code Section 3700 et seq., which requires every employer to be <br />insured against liability for workers' compensation. SUBGRANTEE covenants that <br />it will comply with such provisions prior to commencing performance of the work <br />hereunder. <br />Page 4 of 8 <br />