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PART VII <br />GENERAL TERMS AND CONDITIONS OF THIS AGREEMENT <br />7.1 Verification of Background. The Contractor agrees that any <br />employee, agent, subcontractor or Contractor having access <br />to any installation site or to any records or information <br />relating, pertaining to or included in the System shall be <br />required to provide their name, date of birth and driver's <br />license number and, at City's expense, shall submit to <br />fingerprinting and a "California Identification Search" in <br />order to verify the person's status and fitness to perform <br />under this Agreement. The City's Police Chief will have <br />sole discretion on whether to approve or disapprove any <br />Contractor employee. Delays associated with the subjective <br />rejection of a Contractor employee will constitute an <br />excusable Contractor delay. Delays associated with the <br />rejection of a Contractor employee related to the <br />identification of active warrants, investigative wants, or <br />probation and/or parole mandates will constitute a <br />Contractor caused delay. Approved Abbey Group Consultants <br />employees or agents agree to notify the City in writing <br />should they be arrested, detained, investigated or <br />convicted of any crime during the term of this agreement. <br />7.2 Assignment. Except as expressly provided for herein, <br />neither party shall have the right to assign all or any <br />portion of its rights and licenses granted or delegate any <br />obligations assumed under this Agreement, and any attempted <br />assignment or delegation shall be null and void. <br />7.2.1 Subcontracting. Notwithstanding the provisions <br />of Section 7.2, the Contractor shall have the <br />right to delegate matters to such subcontractors <br />as are approved in writing by the City's Police <br />Chief or his designee. <br />7.2.2 Permitted Assignment. Notwithstanding the <br />provisions of Section 7.2, the Contractor may, <br />without the prior written consent of any party, <br />assign this Agreement to a successor purchasing <br />all or substantially all of the Contractor's <br />business or assets through asset sale, merger or <br />other transaction. <br />7.3 Termination. This Agreement will terminate or may be <br />terminated as provided in this Section 7.3. <br />7.3.1 Termination for Default. Either party may <br />Primary Agreement Page 19 <br />