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3/28/12 TEMPORARY 9-1-1 EMERGENCY TRANSPORTATION AGREEMENT THIS AGREEMENT, made and entered into this 2"d day of April, 2012 by and between a California corporation, (hereinafter "PROVIDER"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"). RECITALS: A. CITY OF SANTA ANA issued a Request for Proposals, dated March 20, 2012, for the provision of temporary 9-1-1 emergency ambulance transportation services in the City of Santa Ana (the "RFP"); and B. In response to the RFP, PROVIDER submitted its Proposal dated March _, 2012 (the "Proposal"), a copy of which is attached hereto and incorporated herein by this reference as Exhibit "A"; and C. PROVIDER is an ambulance provider fully licensed and otherwise qualified to perform the work required by this Agreement, and was selected by CITY following evaluation of proposals submitted in response to the RFP; and D. CITY desires to utilize the services of PROVIDER to provide primary ambulance transportation services and other related services in accordance with the terms of the RFP and applicable federal, state and local laws; and E. In undertaking the performance of this Agreement, PROVIDER represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from an emergency transportation provider. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. CONTRACT DOCUMENTS AND ORDER OF PRECEDENCE a. This Agreement shall consist of (a) this Agreement; (b) the CITY's RFP, (c) and PROVIDER'S Proposal satisfying the requirements in the RFP. This Agreement, the RFP, and the Proposal, shall be hereinafter collectively referred to as the "Contract Documents". The Contract Documents constitute the entire agreement between the parties. This Agreement contemplates that PROVIDER will do whatever is required to perform the work in accordance with the terms of the Contract Documents and in accordance with any applicable governmental laws and regulations, whether specifically identified in the Contract Documents or not. Should any inconsistency be found to exist between the aforesaid Contract Documents and this written Agreement, the provisions of this Agreement shall control. b. All provisions of the Contract Documents shall be binding on PROVIDER. In the event there is any discrepancy between the terms and conditions of one or more of the aforementioned Contract Documents, the Order of Precedence shall be used to resolve the discrepancy unless both parties mutually 1 25G-3