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?? City of Santa Ana <br />:tip <br />3.7.8 The Mutual Aid provider shall be required to meet all of the insurance requirements in this <br />Section to the same degree as Contractor, and those requirements will be included in the <br />Mutual Aid Contract. <br />3.8 ASSIGNMENT <br />Except as provided herein, Contractor may not delegate, transfer or assign its rights or otherwise <br />transfer its obligations, in whole or in part, under the proposed contract to any other person or <br />entity without first obtaining the prior written consent of the City of Santa Ana and OCFA and <br />not for 180 days after the formal contract award. Any such assignment or transfer without the <br />prior written consent of the City of Santa Ana and OCFA shall be void, the attempted assignment <br />shall constitute a breach of the Contract, and if discovered during the bidding process will be <br />grounds for rejection of the bid. For purposes of this section, the following will be considered to <br />be a "transfer" or "assignment": <br />3.8.1 Any change in the business structure, including but not limited to, changes from or to: (a) <br />a sole proprietorship; (b) a partnership, including any change in the partners; (c) a <br />corporation, including any change in the shareholders, whether by operation of law or <br />otherwise; <br />3.8.2 Bankruptcy, an assignment for the benefit of creditors, or the appointment of a receiver; or <br />3.8.3 A transfer by any of the owners, shareholders or members (whichever is applicable) of <br />Contractor of greater than ten percent (10%) of the ownership interest, stock or <br />membership interest (whichever is applicable) in Contractor's business, issued as of the <br />Effective Date by the Contractor, or the sale or transfer of over twenty-five percent (25%) <br />of the assets of the Contractor. In the event a Contractor experiences regular stock <br />exchanges in excess of the ten percent (10%) threshold, a separate agreement may be <br />negotiated to set a threshold that still provides the City of Santa Ana and OCFA with the <br />protections intended. The stock sale of a publicly traded corporation that does not <br />constitute a change in majority ownership will not be deemed a transfer of ownership for <br />purposes of this Section. <br />Phase 2 RFP: Emergency Ambulance Transportation and Related Services Page 1 24 <br />June 14, 2012 <br />25F-43