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<br />R. CONFiDF,NTIALITV
<br />If Contractor receives from the City information which due to the natilre of such
<br />information is reasonably understood to he confidential and/or proprietary, Connaclor agrees that
<br />it shall not use or disclose such information except in the perfbrntance of this Agreement, and
<br />further agrees to exercise the sanec degreee of care it uses to protect its own information of like
<br />importance, but in no event less than reasonable care. -Confidential lnformarion" shall include all
<br />nonpublic information. Confidential information includes not curly written information, but also
<br />information transferred orally, visually, electronically, or by other means- Confidential
<br />information disclosed to either party by any subsidiary and/or agent of the other party is covered
<br />by this Agreement. The t'oregoing obligations ofnon-use and nontliselosure shall out applyto any
<br />information that (a) has been disclosed in publicly available sources', (b) iS, through no fsnit ofthc
<br />Conuactordisclosed in a publicly available Source; (c) is in rightful possession ofthe Contractor
<br />without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e)
<br />is independently developed by the Contractor wabout reference to infointation disclosed by the.
<br />City. This confidentiality provision shall survive expiration or termination of this Agreement.
<br />9. CONFLICT OF INTEREST CLAUSE
<br />Cuntraclur cuvemmis that it presently has no interest and shall not have iutcrcsis, direct ur
<br />indirect, which would conflict in any manner with performance of services specified under this
<br />Agreement.
<br />10. BACKGROUND CHECK
<br />Provider shall not assign any employee, agent, subcontractor or volunteer to provide -
<br />service, pursuant to this Agreement, if that employee, agent, subcontractor or volunteer is required
<br />to register as a sex offender under California Penal Code Section 290 er sect, has a conviction for
<br />any crime of moral turpitude, has a conviction fur a violent felony as defined in Calilornia Penal
<br />Code Section 667.5(c), or has a conviction for a sct ions telony as debuted in California Penal Code
<br />Section I I92.7(c). Disqunlifj,ing convictions include but are not limited to, violations of California
<br />Penal Code Sections 37, 129, 136.1 wilh Section 186.22, 187. 190-190.4 and 192(a), 205, 206,
<br />207-2095, 21 1, 212, 212-5, 213, 214, 215, 218-219, 220, 236 1(b) or 236-1(c), 243-4, 261, 261-51
<br />273.5, 262, 264.1, 266, 266c, 26611, 266i, 266j, 2b7, 2o9, 272, 273a, 27331), 273d, 285, 286, 288,
<br />288a, 288.2, 288.3. 288.4, 288.5. 288.7. 289, 290. 311.1, 311.2, 311.3, 311.4, 311.10, 311.11, 314,
<br />347(a), 36K, 417(b), 451(n),5I X with 18622, 6476, 613f(c:), 664 and 1 R7, 6675(c), 1 tt745, 19750,
<br />or 18755, 12022-53, 11418(b)(1) or (b)(2); husincss and Professions Code Section 729. Failure
<br />to comply with this Section shall be grounds for immediate termination of this Agi-eement-
<br />11. NOTICE
<br />Any notice, tender, demand, delivery, or other communication pursuant to this Agreement
<br />shall be in writing and shall be dcened to be properly given if delivered in person or mailed by
<br />first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in
<br />City Council 5 19 - 7 6/15/2021
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