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PART VII GENERAL TERMS AND CONDITIONS OF THIS AGREEMENT 7.1 Verification of Background. The Contractor agrees that any of its employees, agents, subcontractors or contractors having access to any installation site or to any records or information relating, pertaining to or included in the System shall be required to provide their name, date of birth and driver's license number and, at City's expense, shall submit to fingerprinting and a "California Identification Search" in order to verify the person's status and fitness to perform under this Agreement. 7.2 Assignment. Except as expressly provided for herein, neither party shall have the right to assign all or any portion of its rights and licenses granted or delegate any obligations assumed under this Agreement, and any attempted assignment or delegation shall be null and void. 7.2.1 Subcontracting. Notwithstanding the provisions of Section 7.2, the Contractor shall have the right to delegate matters to such subcontractors as are approved in writing by the City's Fire Chief or his designee. 7.2.2 Permitted Assignment. Notwithstanding the provisions of Section 7.2, the Contractor may, without the prior written consent of any party, assign this Agreement to a successor purchasing all or substantially all of the Contractor's business or assets through asset sale, merger or other transaction. 7.3 Termination. This Agreement will terminate or may be terminated as provided in this Section 7.3. 7.3.1 Termination for Default. Either party may terminate this Agreement upon a default of the other party. A party is in default if the party fails to comply substantially with any material term, condition or provision of this Agreement. In the event of default, the non -defaulting party shall notify the defaulting party in accordance with Section 7.11 hereof of the specific act or omission that constitutes the default, with sufficient detail to provide the defaulting party a reasonable opportunity to cure such default. The defaulting party shall have thirty (30) business days from the date of receipt of such notification to cure such default, or other such timeframe as the parties may mutually agree to in writing; or for failure not susceptible to cure within thirty (30) days the defaulting party shall commence action to cure such failure and continue Primary Agreement Page 19