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+r} <br />City of Santa Ana <br />A. Section IV of the RFP, entitled "Operational Standards, Procedures and <br />Performance Requirements." <br />B. Section V of the RFP, entitled "Personnel Rules and Requirements." <br />C. Section VI of the RFP, entitled "Personal Safety Equipment." <br />The failure of Contractor to abide by any of the requirements set forth in Sections <br />listed above will be considered a breach of this Agreement, and will be grounds for <br />termination. <br />11. Assignment. <br />A. Except as provided herein, Contractor may not delegate, transfer or assign its <br />rights or otherwise transfer its obligations, in whole or in part, under the proposed <br />contract to any other person or entity without first obtaining the prior written <br />consent of the OCFA and not for 180 days after the formal contract award. Any <br />such assignment or transfer without the prior written consent of the OCFA shall <br />be void; the attempted assignment shall constitute a breach of the Contract. <br />B. For purposes of this section, the following will be considered to be a "transfer" <br />or "assignment": <br />1. Any change in the business structure, including but not limited to, <br />changes from or to: (a) a sole proprietorship; (b) a partnership, including <br />any change in the partners; (c) a corporation, including any change in the <br />shareholders, whether by operation of law or otherwise; <br />2. Bankruptcy, an assignment for the benefit of creditors, or the <br />appointment of a receiver; or <br />3. A transfer by any of the owners, shareholders or members (whichever <br />is applicable) of Contractor of greater than ten percent (10%) of the <br />ownership interest, stock or membership interest (whichever is applicable) <br />in Contractor's business, issued as of the Effective Date by the Contractor, <br />or the sale or transfer of over twenty-five percent (25%) of the assets of <br />the Contractor. In the event a Contractor experiences regular stock <br />exchanges in excess of the ten percent (10%) threshold, a separate <br />agreement may be negotiated to set a threshold that still provides the <br />OCFA with the protections intended. The stock sale of a publicly traded <br />corporation that does not constitute a change in majority ownership will <br />not be deemed a transfer of ownership for purposes of this Section. <br />City of Santa Ana Page 1105 <br />Fire/EMS Emergency Ambulance Transportation and Related Services <br />Request for Proposals: # 18-059 <br />August 28, 2018 <br />