CARE AMBULANCE SERVICES INC. (2012-196)

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20. Failure to meet the on-time performance criteria as required in the RFP, as amended by CONTRACTOR'S proposed 93% response time to Code 2 and Code 3 incidents. 21. The breach or default of, or a failure to comply with, any material provision of this Agreement, any material provision of the RFP, or of any covenant specifically contained herein or incorporated by reference. B. Right to Cure. In the event of any dispute arising under this Agreement, the injured Party shall notify the injuring Party in writing of its contentions by submitting a claim therefore. The injured Party shall continue performing its obligations hereunder so long as the injuring Party cures any default within thirty (30) days after service of the notice; provided, however, if a breach of this Agreement creates an immediate danger to the health and safety or general welfare to the CITY OF SANTA ANA, in the reasonable discretion of the Fire Chief or designee, may take immediate action to remedy the breach itself and/or terminate this Agreement. Notwithstanding the preceding, if the Fire Chief or designee finds that CONTRACTOR is diligently proceeding with all steps necessary to cure such default, the Fire Chief or designee in conjunction with the CITY OF SANTA ANA may, in his sole discretion, extend the time period by which CONTRACTOR must cure such deficiencies, including the effective date of such termination. C. Waiver. No waiver of any Event of Breach or Default shall be valid or effective unless in writing and signed by CITY OF SANTA ANA. Any waiver of anyone Event of Default or Breach shall not constitute, or be construed as creating, a waiver of any other Event of Default or Breach. D. Action Following Termination. Should this Agreement be terminated for breach, CONTRACTOR agrees that CITY and/or OCF A, in their discretion, may take immediate possession of any CITY or OCF A materials, equipment, and supplies CONTRACTOR may have used in the performance of the 9-1-1 Emergency Transportation Services. Notwithstanding the above, should this Agreement be terminated for breach, CITY OF SANTA ANA or OCF A shall have the option to take over the delivery of the 9-1-1 Emergency Transportation Services itself, using CITY personnel or contractors; contract on a temporary emergency basis with other providers of emergency transport ambulance services; seek new proposals for service; or such other option as may be deemed necessary and legally available to CITY. E. No Limitation on CITY's Rights. Nothing herein shall act as any limitation upon the remedies available to CITY whether at law, or otherwise, in the event of a breach or default of this Agreement. 8. Insurance A. Prior to beginning the provision of 9-1-1 Emergency Transportation Services under this Agreement, CONTRACTOR must provide to the satisfaction of the CITY and OCF A, certificates of insurance and endorsements evidencing the policy or policies of insurance in the types and amounts set forth below. CONTRACTOR shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, the following minimum scope of insurance coverage: 1) Commercial General Liability Insurance in an amount not less than $10,000,000 per occurrence, written on an occurrence form. If the policy carries an annual aggregate, such aggregate shall be in an amount not less than $10,000,000 per occurrence. ETS91712 Page 7