Cities Index.
Agenda packet

Placentia City Council
April 15, 2025

Document
Agenda packet
Meeting
April 15, 2025
Body
Placentia City Council
Pages
36
Original file
1.3 MB
Text extracted from the city's file for reading and search. Open the original on portal.laserfiche.com. That file is the official record.

• Management's estimate of the claims payable liabilities related to general self-insurance and workers' compensation claims are based on internal data and City attorney consultation and reports prepared by third -party claims administrators. We evaluated the methods, assumptions, and data used to develop the claims payable liabilities and related disclosures in determining that it is reasonable in relation to the financial statements taken as a whole.

Financial statement disclosures
Certain financial statement disclosures are particularly sensitive because of their significance to financial statement users. The most sensitive disclosures affecting the financial statements were reported in:
• Note 8 regarding the CaIPERS defined benefit plans.
• Note 9 regarding the City's Other Postemployment Benefit Plan • Note 10 regarding the City's risk management and self-insurance program The financial statement disclosures are neutral, consistent, and clear.

Difficulties encountered in performing the audit
We encountered no significant difficulties in dealing with management in performing and completing our audit.

Uncorrected misstatements
Professional standards require us to accumulate all misstatements identified during the audit, other than those that are clearly trivial, and communicate them to the appropriate level of management. The attached schedule summarizes uncorrected misstatements of the financial statements. Management has determined that their effects are immaterial, both individually and in the aggregate, to the financial statements taken as a whole.

Uncorrected misstatements or the matters underlying uncorrected misstatements could potentially cause future -period financial statements to be materially misstated, even if management has concluded that the uncorrected misstatements are immaterial to the financial statements under audit.

Corrected misstatements
The following material and immaterial misstatements detected as a result of audit procedures were corrected by management:
• Pension related deferred inflow of resources for government wide governmental activities was adjusted for an overstatement of approximately $1,467,000. • Long-term debt for government wide governmental activities was adjusted for an overstatement of approximately $62,000.
• Approximately $6,150,000 of completed capital projects were moved from construction in progress to various capital assets being depreciated categories. • Cash and accounts payable were adjusted by approximately $461,000 to correct an overstatement in each account balance.
• The net OPEB liability for the refuse fund was adjusted for an overstatement of approximately $419,000.
465

Members of the City Council
City of Placentia

Page 3 ends

• Other financing sources and capital outlay for the general fund were adjusted to correct an understatement in each account balance of approximately $1,299,000.

Disagreements with management
For purposes of this letter, a disagreement with management is a financial accounting, reporting, or auditing matter, whether or not resolved to our satisfaction, that could be significant to the financial statements or the auditors' report. No such disagreements arose during our audit.

Management representations
We have requested certain representations from management that are included in the management representation letter dated February 28, 2025.

Management consultations with other independent accountants In some cases, management may decide to consult with other accountants about auditing and accounting matters, similar to obtaining a "second opinion" on certain situations. If a consultation involves application of an accounting principle to the entity's financial statements or a determination of the type of auditors' opinion that may be expressed on those statements, our professional standards require the consulting accountant to check with us to determine that the consultant has all the relevant facts. To our knowledge, there were no such consultations with other accountants.

Significant issues discussed with management prior to engagement We generally discuss a variety of matters, including the application of accounting principles and auditing standards, with management each year prior to engagement as the entity's auditors. However, these discussions occurred in the normal course of our professional relationship and our responses were not a condition to our engagement.

Other audit findings or issues
The following describes findings or issues arising from the audit that are, in our professional judgment, significant and relevant to your oversight of the financial reporting process:
• We identified the following significant risk of material misstatement:
o Internal controls over financial close and reporting process are not functioning properly • Maintenance and reconciliation of certain significant account balances is not occurring We have provided a separate letter to you dated February 28, 2025, communicating internal control related matters identified during the audit.

Required supplementary information
With respect to the required supplementary information (RSI) accompanying the financial statements, we made certain inquiries of management about the methods of preparing the RSI, including whether the RSI has been measured and presented in accordance with prescribed guidelines, whether the methods of measurement and preparation have been changed from the prior period and the reasons for any such changes, and whether there were any significant assumptions or interpretations underlying the measurement or presentation of the RSI. We compared the RSI for consistency with management's responses to the foregoing inquiries, the basic financial statements, and other knowledge obtained during the audit of the basic financial statements. Because these limited procedures do not provide sufficient evidence, we did not express an opinion or provide any assurance on the RSI. 466

Members of the City Council
City of Placentia

Page 4 ends

Supplementary information in relation to the financial statements as a whole With respect to the combining and individual fund statements and schedules (collectively, the supplementary information) accompanying the financial statements, on which we were engaged to report in relation to the financial statements as a whole, we made certain inquiries of management and evaluated the form, content, and methods of preparing the information to determine that the information complies with accounting principles generally accepted in the United States of America, the method of preparing it has not changed from the prior period or the reasons for such changes, and the information is appropriate and complete in relation to our audit of the financial statements. We compared and reconciled the supplementary information to the underlying accounting records used to prepare the financial statements or to the financial statements themselves. We have issued our report thereon dated February 28, 2025.

Other information included in annual reports
Other information (financial or nonfinancial information other than the financial statements and our auditors' report thereon) is being included in your annual report and is comprised of the introductory and statistical sections. Our responsibility for other information included in your annual report does not extend beyond the financial information identified in our opinion on the financial statements. We have no responsibility for determining whether such other information is properly stated and do not have an obligation to perform any procedures to corroborate other information contained in your annual report.

We are required by professional standards to read the other information included in your annual report and consider whether a material inconsistency exists between the other information and the financial statements because the credibility of the financial statements and our auditors' report thereon may be undermined by material inconsistencies between the audited financial statements and other information. If, based on the work performed, we conclude that an uncorrected material misstatement of the other information exists, we are required to describe it in our report. Our auditors' report on the financial statements includes a separate section, "Other Information," which states we do not express an opinion or any form of assurance on the other information included in the annual report. We did not identify any material inconsistencies between the other information and the audited financial statements.
***
This communication is intended solely for the information and use of the city council and management of the City of Placentia and is not intended to be, and should not be, used by anyone other than these specified parties.

CliftonLarsonAllen LLP
Irvine, California
February 28, 2025
467

Attachment

SUMMARY OF UNCORRECTED MISSTATEMENTS - AUDIT
City of Placentia
Governmental Activities
Year Ended June 30, 2024
Deferred
Outflows of
Description Assets Resources
Liabilities
Net
Expense/Revenue
Deferred and Change in
Inflows of Fund Balance / Net Position /
Resources Net Position Fund Balance
Describe all current year misstatements below.

Interest receivable on promissory notes
r$
Debits/Credits - Amounts should be entered as debits (positive amounts) or credits (negative amounts). For example, increases to assets as debits, increases to liabilities as credits, decreases to net income as debits, and increases to net income as credits. Collapse this row (to the left) to print for attachment to management representation letter. 110,727
Net current year misstatements (Iron Curtain Method) 110,727 Effect of prior year uncorrected misstatements on the
current year net income
Combined current and prior year misstatements
(Rollover Method) $ 110,727 $ - $
Financial statement totals $ 207,524,363 $ 13,060,378 $ (108,367,127) Current year misstatement as a % of financial statement totals (Iron Curtain Method) 0%
Current and prior year misstatement as a % of financial ' statement totals (Rollover Method) 0%
(38,017.644)

SUMMARY OF UNCORRECTED MISSTATEMENTS - AUDIT
City of Placentia
'$ (110,727)
'$ (110,727)
(110,727) (110,727)
$
205,383
(110,727) $
(74,199,970) $
0°/0
0%
94,656
4,375,198
-3%
2%
General Fund
Year Ended June 30, 2024
Deferred
Outflows of
Description Assets Resources
Liabilities
Net
Expense/Revenue
Deferred and Change in
Inflows of Fund Balance / Net Position /
Resources Net Position Fund Balance
Overstatement of interest income in FY 23/24 due to
accrued interest not being recorded at FYE 22/23.

Net current year misstatements (Iron Curtain Method) -
Effect of prior year uncorrected misstatements on the
current year net income
Combined current and prior year misstatements
(Rollover Method)
Financial statement totals $ 48,845,048 $
Current year misstatement as a % of financial statement ' totals (Iron Curtain Method) #DIV/0!
Current and prior year misstatement as a % of financial statement totals (Rollover Method) #DIV/0!
116,296
$ $ $ $ 116,296
$ (6,809,580) $ (23,663,695) $ (18,371,773) $ 8,340,983 r r r r
1%
468

Attachment

SUMMARY OF UNCORRECTED MISSTATEMENTS - AUDIT
City of Placentia
City Wide DIF
Year Ended June 30, 2024
Deferred
Outflows of
Description Assets Resources
Liabilities
Net
Expense/Revenue
Deferred and Change in
Inflows of Fund Balance / Net Position /
Resources Net Position Fund Balance
Interest receivable on promissory notes
$ 29,599
Net current year misstatements (Iron Curtain Method) 29,599 Effect of prior year uncorrected misstatements on the _ current year net income Combined current and prior year misstatements
(Rollover Method) $ 29,599 $
Financial statement totals $ 3,019,338
Current year misstatement as a % of financial statement totals (Iron Curtain Method)
Current and prior year misstatement as a % of financial statement totals (Rollover Method)
1% #DIV/0!
1% #DIV/0!
►$
(29,599)
(29,599)
- $
131,128) $

SUMMARY OF UNCORRECTED MISSTATEMENTS - AUDIT
City of Placentia
(509,148)
6%
(2,379,062) $ 2,095,884
Other Aggregate Funds
Year Ended June 30, 2024
Deferred
Outflows of
Description Assets Resources
Liabilities
Net
Expense/Revenue
Deferred and Change in
Inflows of Fund Balance / Net Position /
Resources Net Position Fund Balance
Interest receivable on promissory notes
To adjust unavailable revenue and revenue for a
receivable received in the availability period.

To record a prior period adjustment for a vehicle
purchase that was expensed in the prior year that should have been capitalized.
$ 81,128
Net current year misstatements (Iron Curtain Method) 81,128 Effect of prior year uncorrected misstatements on the ' r
current year net income
Combined current and prior year misstatements
(Rollover Method) $ 81,128 $
Financial statement totals '$ 15,603,792 $
Current year misstatement as a % of financial statement I, totals (Iron Curtain Method) 1% #DI\//0!
Current and prior year misstatement as a % of financial ' statement totals (Rollover Method) 1% #DIV/0!
(16,269,186)
(81,128)
22,381
(58,747)
(58,747)
(1,226,817)
(22,381)
(22,381)
(51,172)
(22,381) (73,553)
$
.$
(22,381)
1,892,211
51,172
(22,381)
(711,566)
5% -1% 10%
r r
5% -1% 3%
469

CliftonLarsonAllen LLP
CLAconnect.com

INDEPENDENT AUDITORS' REPORT ON INTERNAL CONTROL OVER

FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS

BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN

ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS
Members of the City Council
City of Placentia
Placentia, California
We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information of City of Placentia (the City), as of and for the year ended June 30, 2024, and the related notes to the financial statements, which collectively comprise the City's basic financial statements, and have issued our report thereon dated February 28, 2025.

Report on Internal Control Over Financial Reporting
In planning and performing our audit of the financial statements, we considered the City's internal control over financial reporting (internal control) as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we do not express an opinion on the effectiveness of the City's internal control.

A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the entity's financial statements will not be prevented, or detected and corrected, on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance.

Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies and therefore, material weaknesses or significant deficiencies may exist that were not identified.

We identified a deficiency in internal control, described in the accompanying schedule of findings and responses as item 2024-001 that we consider to be a material weakness.

CLA (CliftonLarsonAllen LLP) is an independent network member of CLA Giooai. Se; CLAglobal.com/disclaimer 470

Members of the City Council
City of Placentia

Page 2 ends

Report on Compliance and Other Matters
As part of obtaining reasonable assurance about whether the City's financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the financial statements. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards.

City of Placentia's Response to Findings
Government Auditing Standards requires the auditor to perform limited procedures on the City's response to the findings identified in our audit and described in the accompanying schedule of findings and responses. The City's response was not subjected to the other auditing procedures applied in the audit of the financial statements and, accordingly, we express no opinion on the response.

Purpose of This Report
The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the entity's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the entity's internal control and compliance. Accordingly, this communication is not suitable for any other purpose.

CliftonLarsonAllen LLP
Irvine California
February 28, 2025
471

Members of the City Council
City of Placentia

Page 3 ends

CITY OF PLACENTIA

SCHEDULE OF FINDINGS AND RESPONSES
YEAR ENDED JUNE 30, 2024
2024 — 001: Financial Close and Reporting
Type of Finding: Material Weakness in Internal Control Over Financial Reporting Condition: Audit procedures resulted in the discovery of misstatements, that if not corrected, would cause the City's financial statements to be materially misstated.

Criteria or specific requirement: The City's system of internal controls over financial close and reporting should be designed and functioning to prevent material misstatements to the City's financial statements.

Effect: The following adjustments were recorded to correct the City's financial statements. • Pension related deferred inflow of resources for government wide governmental activities was adjusted for an overstatement of approximately $1,467,000. • Long-term debt for government wide governmental activities was adjusted for an overstatement of approximately $62,000.
• Approximately $6,150,000 of completed capital projects were moved from construction in progress to various capital assets being depreciated categories. • Cash and accounts payable were adjusted by approximately $461,000 to correct an overstatement in each account balance.
• The Net OPEB liability for the refuse fund was adjusted for an overstatement of approximately $419,000.
• Other financing sources and capital outlay for the general fund were adjusted to correct an understatement in each account balance of approximately $1,299,000.

Cause:

The issues mentioned above were caused either by user error or the occurrence of a new scenario that had not been encountered previously. For the pension -related deferred inflows, an incorrect line item in the CaIPERS reporting for the total instead of the employer portion was mistakenly included in the pension calculation. Additionally, as part of an agreement for constructing three billboards, the company responsible for the billboards made the full payment for the easement associated with one of the structures. As a result, the debt owed to the company was not included in the debt schedule, since the city had been reducing its payments to account for this. Initially, the TOD/Crowther project was not captured, as it was paid by the general fund through ARPA. However, it was later reclassified as a Sewer fund asset. The cash and accounts payable were overstated due to timing differences in the bank, which were carried forward into July. When the net OPEB liability was being calculated, a negative sign was accidentally omitted in the prior year's ending balance. Finally, since the city did not have physical possession of an asset while it was being prepared for service, the financing source for the asset was not recorded initially.
472

Members of the City Council
City of Placentia

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Recommendation: We recommend that City management review is processes and procedures over its financial close and reporting to ensure that proper levels of review and reconciliation of all material account balances are completed.

Views of responsible officials and planned corrective actions:

The city will continue to develop a more comprehensive year-end checklist, incorporating the items mentioned above to prevent them from recurring. In addition, the city will ensure that only the employer's portion is included when calculating pension activity. The remaining easement debt has been added to the debt schedule and will remain listed until fully repaid. The city will also ensure that any future sewer projects are properly transferred from the general fund to the sewer fund if the general fund has contributed to the asset. As part of the year-end close, the city will make sure that any timing differences at the end of June are resolved. Before finalizing the workpapers, the amounts entered will be verified against the prior year's workpapers, and the backup will be included to ensure consistency.

Lastly, the city will review the start date of all debt service agreements, and if the start date is prior to June 30, it will require capital outlay and other financing sources to be properly accounted for. 473

Agenda Item No: 3.b

PLACENTIA CITY COUNCIL AGENDA REPORT
Meeting Date: April 15, 2025
Submitted by: Rosanna Ramirez
From: City Administrator
Subject:
9-1-1 Advanced Life Support Emergency Medical Services
Financial Impact:

Fiscal Impact:

Expense $740,000 Fiscal Year 2025-26; if second year option exercised, up to a possible 10% increase based on negotiations of parties
Summary:

On June 4, 2019, the City Council voted to establish the Placentia Fire and Life Safety Department (the "Department") for fire services and separately awarded a contract to Lynch EMS for the provision of 9-11/Advanced Life Support (ALS) services (ALS Services).

On July 1, 2020, the Department and Lynch EMS began to provide ALS Services to the residents of Placentia. The Professional Services Agreement with Lynch EMS was for a contract term of five (5) years, with an option to extend the agreement for an additional five (5) years based upon Service Provider's performance and the mutual consent of both parties.

Prior to the end of the initial term, the parties met multiple times in good faith to discuss a possible extension but were unable to reach agreement. Due to the impending expiration of the Lynch ALS Services agreement on June 30, 2025, the City has an urgent need to ensure that ALS Services will continue uninterrupted after the expiration. Emergency Ambulance Service, Inc. (Emergency) has offered to help provide ALS Services on an urgency basis, at a reasonable cost, for a one (1) year term, with an option to extend for one (1) additional year.

Entering into a shorter -term urgency agreement with Emergency, will allow the City the additional time and flexibility it needs to conduct a thorough evaluation of its ALS Service model and make longer term plans for the City.

Recommendation:

Recommended Action: It is recommended that the City Council take the following actions to:

1. Approve a Professional Services Agreement with Emergency Ambulance Service, Inc. for the provision of 9-1-1 Advanced Life Support Emergency Medical Services for a term of one (1) year, with an option for one (1) additional year, for a total compensation of $740,000 during the first year; and

2. Authorize the Interim City Administrator and/or his designee to execute all necessary documents, in a form approved by the City Attorney.
474

Strategic Plan Statement:

There is no specific strategic planning goal or objective associated with this agenda item.

Discussion:

Since July 1, 2020, Lynch has provided Placentia with quality 9-1-1/ALS Emergency Medical Services (ALS Services). Like many other municipalities, Placentia has been increasingly challenged to achieve long-term fiscal sustainability, and to address a growing backlog of needed infrastructure repairs. The City entered into good faith discussions with Lynch, but were unable to reach an agreement for an extension. The Lynch proposal was determined to be substantially more expensive (approximately $1,035,000), and would have minimized the City's flexibility by requiring a longer contract term.

The City has to continue providing basic and critical public safety services to the community.

The fact that Lynch's ALS Service contract is due to expire on June 30, 2025, has created an urgent need to find an alternate provider. Given the current timeline, there is insufficient opportunity to conduct a full RFP process, with the necessary implementation time, prior to the June 30, 2025 date.

Emergency Ambulance Service, Inc. (Emergency) has offered to help provide ALS Services to the City, on an urgency basis, for a term of one (1) year, and granting an option for one (1) additional year in the City's discretion. Under the proposed contract, Emergency would be paid a total of $740,000 during the first year. If City exercises the second year option, compensation could be increased based on good faith negotiations of the parties, but with a maximum increase of 10% for the second year. If approved, the proposed contract would provide the City with the time it needs to objectively evaluate the manner in which ALS Services are currently being provided, to develop a long-term plan for the City, and to conduct an RFP.

Per the proposed agreement, Emergency would dedicate two (2) ALS units (4 paramedics) inside Placentia 24/7 for 9-1-1 response, in order to guarantee the community will continue to receive the same service during medical emergencies. Emergency has been the 9-1-1 Basic Life Support ambulance transport provider in Placentia since 1994. Their headquarters are located in Brea, which allow for immediate supplemental support of 9-1-1 operations.

Combined with their partnership with Premier Ambulance, Emergency has great depth and surge capacity protection due to its available resources.

Fiscal Impact Summary:

Per the proposed agreement, the annual payment to Emergency for these services will be $740,000 for the first year. This amount may be adjusted in future years in accordance with costs incurred, and subject to the negotiations of the parties, with a maximum increase of 10% for the second year.

Attachments
PSA EmergencyAmbulance.pdf
PSA Emergency Exhibit A.pdf
PSA Emergency Exhibit B.pdf
PSA Emergency Exhibit D.pdf
475

PROFESSIONAL SERVICES AGREEMENT

CITY OF PLACENTIA

PROFESSIONAL SERVICES AGREEMENT
WITH
EMERGENCY AMBULANCE SERVICE, INC.

THIS AGREEMENT ("Agreement") is made and entered into this 15th day of April, 2025 ("Effective Date"), by and between the CITY OF PLACENTIA, a California charter city ("City"), and Emergency Ambulance Service Inc, a California corporation ("Service Provider").

WITNESSETH:

A. WHEREAS, an efficient and effective Emergency Medical Services (EMS) System is critically important to the safety, health and welfare of the public; and B. WHEREAS, City is the designated responsible Agency for the planning, implementation and evaluation of the City EMS System, and City has determined that all requests for 911 emergency medical services shall be met by ALS (Paramedic) equipped and staffed response vehicles; and
C. WHEREAS, pursuant to Health and Safety Code, Division 2.5, Section 1797.201 (Section 201), City has the authority to provide 9-1-1/Advanced Life Support Emergency Medical Services (9-1-1/ALS Services) within its jurisdiction, and has continuously provided those services in the same manner and scope without interruption since at least July 1, 1975; and
D. WHEREAS, pursuant to its rights under Section 201, and as a charter city, City reserves the right to contract for 9-1-1/ALS Services with any qualified public or private service provider; and
E. WHEREAS, the Service Provider shall be equipped and qualified to provide mutual and automatic aid to surrounding communities; and F. WHEREAS, on June 4, 2019, City entered into an agreement (Original Agreement) with Lynch EMS Inc. (Original Provider), as an independent service provider, for the purpose of providing 9-1-1/ALS Services in the City. A copy of the Original Agreement is attached as Exhibit D and is incorporated by this reference, and specifically incorporates all exhibits thereto. All of the services, duties and obligations, required to be performed by the Original Provider under the Original Agreement are hereinafter collectively referred to as either the "Services" or the "9-1-1/ ALS Services"; and G. WHEREAS, the Existing Contract for 9-1-1/ALS Services is due to expire on June 30, 2025, which expiration has created an urgent need to either negotiate an extension to the Original Agreement or find an alternate provider; and 720

G. WHEREAS, City made good faith efforts to meet with the Original Provider to negotiate an extension, but the parties were unable to reach an agreement. The offered extension would be substantially more expensive for the City and would minimize flexibility by requiring a longer contract term; and
H. WHEREAS, the urgent nature of the situation was exacerbated by the recent departure of the prior City Administrator and other factors, which have in turn clarified the need to re-examine the City's long term plan for 9-1-1/ALS Services; and WHEREAS, there is insufficient time to conduct a full RFP process prior to the expiration of the current contract; and
J. WHEREAS, City is currently engaged in its annual budgeting process, and is trying to determine how to address a long term structural deficit in a fiscally sustainable manner; and
K. WHEREAS, given the City's current financial limitations, together with the need to provide ongoing quality 9-1-1/ALS Services, the City Council needs additional time and flexibility in order to properly evaluate how 9-1-1/ALS Services should be provided in the City, and then to conduct an RFP; and
L. WHEREAS, Service Provider has offered to help provide 9-1-1/ALS Services on an urgency basis, at a reasonable cost, and with a flexible contract term that provides the City with the additional time and flexibility it needs to conduct a thorough evaluation; and
M. WHEREAS, Service Provider asserts that it has the appropriate experience, equipment, manpower and expertise to provide 9-1-1/ALS Services, and is willing to provide these Services at the same level and scope, and subject to the same terms and conditions, as are currently being provided under the Original Agreement between the City and the Original Provider; and
N. WHEREAS, City and Service Provider now desire to enter into this Agreement whereby Service Provider shall provide to City all of the same Services as set forth in the Original Agreement attached as Exhibit "D", incorporating all exhibits thereto, except as may be specifically stated herein to the contrary; and L. WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows:

1.0. SERVICES PROVIDED BY SERVICE PROVIDER
PSA/Emergency Ambulance Services Inc.
- Page 2 of 22 -
721

1.1. Scope of Services. Service Provider shall provide all of the professional Services described in the Original Agreement, attached as Exhibit "D", and incorporating all exhibits to that Original Agreement. The Original Agreement specifically includes, but is not limited to, the Original Agreement itself (Exhibit "D"), the City's Original Request for Proposals for 9-1-1 Advanced Life Support Emergency Medical Services, RFP No. 2018- 01 issued on December 20, 2018 (Exhibit "B"), including among things the contract scope of work, and the Original Service Provider's Proposal (Exhibit "A").

Unless specifically stated herein to the contrary, all terms in this Agreement shall have the same definition and meaning as in the Original Agreement.

1.2. Professional Practices. All professional services to be provided by Service Provider pursuant to this Agreement shall be provided by personnel experienced and licensed in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional EMS Providers in similar fields and circumstances in accordance with sound professional practices, legal requirements and regulatory licensure requirements. Service Provider also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Service Provider's performance of this Agreement.

Service Provider shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Service Provider shall at all times observe and comply with all such laws and regulations. Officers and employees shall not be liable at law or in equity occasioned by failure of the Service Provider to comply with this section.

1.3. Performance to Satisfaction of City. Service Provider agrees to perform all the work to the complete satisfaction of the City as prescribed in the scope of work in the City's RFP for these services, Service Provider's Proposal, and within hereinafter specified. The specific performance standards and penalties for not achieving those standards are also outlined in the RFP scope of work. Evaluations of the work will be done by the City Administrator or his or her designee.

1.4. Warranty. Service Provider warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers' compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement.

Service Provider shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys' fees and costs, presented, brought, or recovered against City for, or on account of any liability under any of the above -mentioned laws, which may be incurred by reason of Service Provider's performance under this Agreement.

1.5. EMS Deployment Reporting. The City understands the dynamic nature of EMS deployment strategies and posting of EMS resources to ensure fast and effective PSA/Emergency Ambulance Services Inc.
- Page 3 of 22 -
722

responses to emergencies to meet required performance standards. Service Provider shall provide the City with a monthly report showing where EMS resources are posted and adjusted in response to changes in call volume and locations.

1.6 Annual Paramedic Licensure Confirmation. Service Provider shall provide evidence of current licensures and County accreditation for each paramedic employed by Service Provider providing 9-1-1/ALS EMS in the City of Placentia on an annual basis.

1.7 Mutual and Automatic Aid. Service Provider shall in accordance with the California Emergency Services Act, as well as Orange County Emergency Medical Services Agency Policy #900.00 — Multi -Casualty Incident Response Plan, enter into agreements with surrounding agencies and the City for responding to requests for mutual and/or automatic aid to neighboring communities.

1.8. Non-discrimination. In performing this Agreement, Service Provider shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical handicap, medical condition, marital status, sexual gender or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code, including the exceptions enumerated therein. Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Service Provider agrees to post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non- discrimination clause.

Service Provider shall, in all solicitations and advertisements for employees placed by, or on behalf of Service Provider, state that all qualified applicants will receive consideration for employment without regard to age, race, color, religion, sex, marital status, national origin, or mental or physical disability. Service Provider shall cause the paragraphs contained in this Section to be inserted in all subcontracts for any work covered by the Agreement, provided that the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials.

1.9. Exclusive Agreement. Service Provider acknowledges that the City is awarding this agreement on an exclusive basis and shall be the only Service Provider contracted by the City to provide these services.

1.10. Delegation and Assignment. The duties set forth herein shall not be delegated, assigned, or subcontracted to any person or entity without the prior written consent of City. All insurance requirements contained in this Agreement are independently applicable to any and all subcontractors that Service Provider may engage with City consent during the term of this Agreement.

1.11. Confidentiality. Employees of Service Provider in the course of their duties may have access to financial, accounting, statistical, and personal health data of private PSA/Emergency Ambulance Services Inc.
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individuals. Service Provider covenants that all data, documents, discussion, or other information developed or received by Service Provider or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Service Provider without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement.

Service Provider's covenant under this Section shall survive the termination of this Agreement.

2.0. COMPENSATION AND BILLING

2.1. Compensation. Service Provider's total compensation shall not exceed Seven Hundred and Forty Thousand Dollars ($740,000.00) in Year 1 of the agreement.

For any extension, the annual compensation beginning in Year 2 and subsequent years thereafter may be increased by the Consumer Price Index for all Urban Consumers for the Los Angeles -Long Beach -Anaheim area published by the United States Department of Labor, Bureau of Statistics (Index) which is published for the month immediately preceding the adjustment date (Adjustment Index), by a maximum of 3%, whichever is lower. The Adjustment Index shall be compared to the Index which was published for the date immediately preceding the beginning of the first twelve (12) month period (Beginning Index). The 12 -month period shall be July 1 to June 30 each year this agreement is in effect. Notwithstanding the foregoing, Service Provider may request in writing a renegotiation of the annual compensation rate during any contract year after the first year, with at least 6 months notice prior to the end of the current term. Upon such request, the City agrees to negotiate in good faith, and the Service Provider may present relevant expense or budget information as necessary to support a reasonable adjustment to the compensation; provided, however, that the total increase from one year to the next shall not exceed 10%.

Service Provider shall not receive any payments from the City for the performance of any services under this Agreement unless specifically stated in this Agreement. All ALS reimbursement payments or revenue associated with this Agreement shall come exclusively from Service Provider's billing and collection of payment from patients and third -party payors for the performance of any services or provision of equipment or materials related to this Agreement.

Service Provider shall be required to enter into an agreement with the Orange County Exclusive Operating Area A 9-1-1 ambulance transport service provider for billing services for the provision of collecting ALS reimbursement payments for service, unless otherwise indicated by City. City shall not permit any other parties to bill patients or third -party payors, for ALS emergency ambulance services provided by Service Provider with the exception of billing that may be done by ambulance providers authorized by the Orange County Health Care Agency to provide mutual aid during a multi -casualty incident (MCI) or disaster. Service Provider shall comply with all applicable laws governing billing and collection, including but not limited to laws and regulations applicable to patients covered by Medicare, Medicaid, and other public or private reimbursement programs.

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2.2. Additional Services. Service Provider shall not receive compensation for any services provided outside the scope of services specified in this Agreement, or which are inconsistent with or in violation of the provisions of this Agreement, unless the City, prior to Service Provider performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable.

Should the City request in writing additional services that increase the hereinabove described "SCOPE OF SERVICES", an additional fee negotiated between both parties shall be paid to the Service Provider for such additional services.

2.3. Method of Billing. Service Provider shall submit an invoice to the City for approval monthly. Said invoice shall be based on 12 equal monthly payments of the total annual compensation amount allowed under this agreement. City shall pay Service Provider's invoice within thirty (30) days from the date City receives said invoice. Any additional services approved and performed pursuant to this Agreement shall be designated as "Additional Services" on a separate invoice line -item.

2.4. Records and Audits. Records of Service Provider's services and all revenues collected relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for auditing purposes. City shall call for an independent bi-annual audit of all revenues collected under this agreement, and new revenue sources collected as a result of this agreement, throughout the duration of the agreement including any term extensions. City shall have the right to analyze Service Provider's revenues and operational expenses at mutually convenient times.

3.0. TIME OF PERFORMANCE

3.1. Commencement of Work. The professional services to be performed pursuant to this Agreement shall commence on July 1, 2025, so that there is no gap in the provision of Services. Said services shall be performed in strict compliance with the contract scope of work approved by City as set forth in Exhibit "A."

4.0. TERM AND TERMINATION

4.1. Term. This Agreement shall commence on the Effective Date with service delivery to begin July 1, 2025, and continue for a period of 12 months, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. One 12 month term extension is available, and may be exercised by the City in its sole and absolute discretion. City shall submit written notice of its decision to extend the Agreement no later than April 1, 2026.

4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least sixty (60) days prior written notice to Service Provider. The termination date shall be PSA/Emergency Ambulance Services Inc.
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deemed effective upon receipt of the notice of termination. In the event of such termination, Service Provider shall immediately stop rendering services as of the termination date under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement.

If the Service Provider defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Service Provider fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

The City shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement, immediately upon service of written notice of termination on the Service Provider, if the latter should:
a. Be adjudged a bankrupt;
b. Become insolvent or have a receiver of its assets or property appointed because of insolvency;
c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement;
e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or
f. Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs.

4.3. Compensation. In the event of termination, City shall pay Service Provider for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City's written notice of termination within thirty-five (35) days after service of the notice of termination. City shall not be liable for any claim of lost profits.

4.4. Documents. In the event of termination of this Agreement, all documents prepared by Service Provider in its performance of this Agreement shall be provided to the City.

5.0. INSURANCE
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5.1. Minimum Scope and Limits of Insurance. Service Provider shall obtain, maintain, and keep in full force and effect during the life of this Agreement all the following minimum scope of insurance coverages with an insurance company admitted to doing business in California, rated "A," Class X, or better in the most recent Best's Key Insurance Rating Guide, and approved by City:
(a) Broad -form commercial general liability, in a form at least as broad as ISO form #CG 00 01 04 13, including premises -operations, products/completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury or bodily injury with a policy limit of not less than Five Million Dollars ($5,000,000.00), combined single limits, per occurrence. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be twice the required occurrence limit. If Service Provider maintains higher limits than the specified minimum limits, City requires and shall be entitled to coverage for the high limits maintained by the Service Provider. The policy shall not have a deductible or self -retention provision in excess of an amount that has been pre -approved by the City. (b) Business automobile liability for owned vehicles, hired, and non - owned vehicles, with a policy limit of not less than Five Million Dollars ($5,000,000.00), combined single limits, each incident for bodily injury and property damage. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be two times the required occurrence limit. If Service Provider maintains higher limits that the specified minimum limits, City requires and shall be entitled to coverage for the high limits maintained by the Service Provider. The policy shall not have a deductible or self -retention provision in excess of an amount that has been pre -approved by the City.
(c) Workers' compensation insurance as required by the State of California and Employers Liability Insurance with a minimum limit of $1,000,000 per accident for any employee or employees of Service Provider. Service Provider agrees to waive, and to obtain endorsements from its workers' compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the City, its officers and officials, agents, employees, and volunteers for losses arising from work performed by Service Provider for the City and to require each of its subcontractors, if any, to do likewise under their workers' compensation insurance policies.

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Before execution of this Agreement by the City, the Service Provider shall file with the City's Contract Manager the following signed certification:

I am aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability of Workers' Compensation or to undertake self- insurance before commencing any of the work.

The Service Provider shall also comply with Section 3800 of the Labor Code by securing, paying for and maintaining in full force and effect for the duration of this Agreement, complete Workers' Compensation Insurance, and shall furnish a Certificate of Insurance to the City's Contract Manager before execution of this Agreement by the City. The City, its officers and officials and employees shall not be responsible for any claims in law or equity occasioned by failure of the Service Provider to comply with this section.
(d) Medical Professional Liability with limit no less than $2,000,000 per occurrence and $6,000,000 aggregate. If coverage is written on a claims made basis, the Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

Insurance must be maintained, and evidence of insurance must be provided for at least three (3) years after completion of the contract of work. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of three (3) years after completion of contract work. A copy of the claims reporting requirements must be submitted to the City for review.

Neither the CITY nor any of its elected or appointed officials, officers, agents, employees, or volunteers makes any representation that the types of insurance and the limits specified to be carried by Service Provider under this Agreement are adequate to protect Service Provider. If Service Provider believes that any such insurance coverage is insufficient, Service Provider shall provide, at its own expense, such additional insurance as Service Provider deems adequate.

5.2. Endorsements. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions as worded below:
(a) Additional insureds: "The City of Placentia and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising PSA/Emergency Ambulance Services Inc.
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out of activities performed by or on behalf of the Service Provider pursuant to its contract with the City; products and completed operations of the Service Provider; premises owned, occupied or used by the Service Provider; automobiles owned, leased, hired, or borrowed by the Service Provider."
(b) Notice: "Service Provider shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; (3) or the deductible or self -insured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, Service Provider shall forthwith obtain and submit proof of substitute insurance.

Should Service Provider fail to immediately procure other insurance, as specified, to substitute for any canceled or altered policy, the City may procure such insurance at Service Provider's sole cost and expense."
(c) Other insurance: "The Service Provider's insurance coverage shall be primary insurance as respects the City of Placentia, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of Placentia shall be excess and not contributing with the insurance provided by this policy." (d) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of Placentia, its officers, officials, agents, employees, and volunteers. (e) The Service Provider's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

5.3. Deductible or Self -Insured Retention. If any of such policies provide for a deductible or self -insured retention to provide such coverage, the amount of such deductible or self -insured retention shall be approved in advance by City. No policy of insurance issued as to which the City is an additional insured shall contain a provision which requires that no insured except the named insured can satisfy any such City - approved deductible or self -insured retention.

5.4. Certificates of Insurance. Service Provider shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. The certificates of insurance and endorsements shall be attached hereto as Exhibit "C", and are incorporated herein by this reference.

5.5. Non -limiting. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which PSA/Emergency Ambulance Services Inc.
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Service Provider may be held responsible for payments of damages to persons or property.

6.0. GENERAL PROVISIONS

6.1. Entire Agreement. This Agreement and its Exhibits constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.

6.2. Representatives. The City Administrator or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement.

Service Provider shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Service Provider called for by this Agreement, except as otherwise expressly provided in this Agreement.

6.3. Contract Managers. City shall designate a Contract Manager to work directly with Service Provider in the performance of this Agreement. It shall be the Service Provider's responsibility to assure that the Contract Manager is kept informed of the progress of the performance of the services and the Service Provider shall refer any decision, which must be made by City, to the Contract Manager. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Manager.

Service Provider shall designate a Management Contact who shall represent it and be its agent in all consultations with City during the term of this Agreement and who shall not be changed by Service Provider without the express written approval by the City. Service Provider or its Management Contact shall attend and assist in all coordination meetings called by City.

6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement, or the work hereunder may be provided by personal delivery, facsimile or if mailed, shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service.

Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail.

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IF TO SERVICE PROVIDER: IF TO CITY:

Emergency Ambulance Service Inc., City of Placentia
401 E. Chapman
Placentia, CA 92870
Tel: ( ) Tel: (714) 993-8171
Fax: ( ) Fax: (714) 528-4640
Attn: Attn: Rosanna Ramirez

6.5. Attorneys' Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.

6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California. Service Provider agrees to submit to the personal jurisdiction of such court in the event of such action.

6.7. Assignment. Service Provider shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Service Provider's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Service Provider of Service Provider's obligation to perform all other obligations to be performed by Service Provider hereunder for the term of this Agreement.

6.8. Indemnification and Hold Harmless. Service Provider shall defend, indemnify and hold City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner which actually or allegedly arise out of or are incident to any alleged acts, omissions, negligence or willful misconduct of Service Provider, its officials, officers, employees, agents, and subcontractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorney's fees and other related costs and expenses except where caused by the active negligence, sole negligence, or willful misconduct of City its officials, officers, employees, volunteers and agents. Service Provider shall defend, at Service Provider's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, officials, officers, employees, volunteers and agents. Service PSA/Emergency Ambulance Services Inc.
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Provider shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, officers, employees, volunteers and agents, in any such suit, action or other legal proceeding. Service Provider shall reimburse City and its officials, officers, employees, volunteers and/or agents, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Service Provider's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by City, its officials, officers, employees, volunteers and agents.

6.9. Independent Contractor. Service Provider is and shall be acting at all times as an independent contractor and not as an employee of City. Service Provider shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Service Provider or any of Service Provider's employees, except as set forth in this Agreement. Service Provider shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of City. Service Provider shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Service Provider and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Service Provider shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement.

Service Provider further agrees to indemnify and hold City harmless from any failure of Service Provider to comply with the applicable worker's compensation laws. City shall have the right to offset against the amount of any fees due to Service Provider under this Agreement any amount due to City from Service Provider as a result of Service Provider's failure to promptly pay to City any reimbursement or indemnification arising under this paragraph.

6.10. PERS Eligibility Indemnification. In the event that Service Provider or any employee, agent, or subcontractor of Service Provider providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Service Provider shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Service Provider or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Service Provider and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.

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6.11. Cooperation. In the event any claim or action is brought against City relating to Service Provider's performance or services rendered under this Agreement, Service Provider shall render any reasonable assistance and cooperation which City might require.

6.12. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, preliminary notes, working documents, files and tapes furnished or prepared by Service Provider or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Service Provider agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City but shall be made available to the City within ten (10) days of request or within ten (10) days of termination. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Service Provider. Service Provider shall deliver to City any findings, reports, documents, information, data, preliminary notes and working documents, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City.

6.13. Public Records Act Disclosure. Service Provider has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Service Provider, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 6254.7, and of which Service Provider informs City of such trade secret, and records relating to provision of medical aid and assistance to any individual under such individual's State and Federal rights of privacy and the provisions of the Health Insurance Portability and Accountability Act of 1996. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret or personal health records. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret or personal health records including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court.

6.14. Conflict of Interest. Service Provider and its officers, employees, associates and City -approved subcontractors, if any, will comply with all conflict of interest statutes of the State of California applicable to Service Provider's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090. During the term of this Agreement, Service Provider and its officers, employees, associates and City -approved subcontractors shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Service Provider is not currently PSA/Emergency Ambulance Services Inc.
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performing work that would require Service Provider or one of its officers, employees, associates or City -approved subcontractors to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

6.15. Responsibility for Errors. Service Provider shall be responsible for its work and results under this Agreement. Service Provider, when requested, shall furnish clarification and/or explanation as may be required by the City's representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Service Provider occurs, then Service Provider shall, at no cost to City, provide all actions to the sole satisfaction of City and to participate in any meeting required with regard to the correction.

6.16. Prohibited Employment. Service Provider will not employ any regular employee of City while this Agreement is in effect.

6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, the conflict shall be resolved by giving precedence in the following order, if applicable:
a. This Agreement;
b. Exhibit D: Original Agreement between City and Original Provider; c. Exhibit A: Original Provider's Proposal (Lynch EMS Inc.); d. Exhibit B: City's Request for Proposals.

6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

6.19. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Service Provider and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement.

6.20. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

6.21. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no PSA/Emergency Ambulance Services Inc.
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presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

6.22. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. For amendments affecting administrative business operations not related to overall service levels, compensation or performance standards, those may be approved administratively by the City Administrator. For amendments affecting compensation, performance standards or service levels, those must be approved by the City Council.

6.23. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

6.24. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations.

6.25. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.

6.26. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement.

6.27. Recitals Incorporated. All of the recitals to this Agreement are incorporated into the Agreement by this reference.

6.28 Modifications to Exhibit B (RFP). The following changes or clarifications shall be made to requirements set forth in Exhibit B (City's Original Request for Proposals):

1. Page 7 of 86, the contract term shall be as stated in this Agreement.

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2. Page 17, 3rd paragraph. City will not be providing fuel or vehicle registration to Service Provider.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written.

CITY OF PLACENTIA,
A charter city
Date:

Thomas R. Hatch, Interim City Administrator
ATTEST:

Robert S. McKinnell
City Clerk and ex -officio Clerk
of the City of Placentia

SERVICE PROVIDER
Path, Scailiormmik,
Signature
Emergency Ambulance Service Inc.

Paul Scarborough
President & CEO
Name and Title
95-3175162
Social Security or Taxpayer ID Number
APPROVED AS TO FORM:

Christian L. Bettenhausen, City Attorney
Date:
4/10/2025
Date:
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APPROVED AS TO INSURANCE:

Date:

Rosanna Ramirez, Risk Management
APPROVED AS TO CONTENT:

Date:

Rosanna Ramirez, Contract Manager
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EXHIBIT A

ORIGINAL PROVIDER'S PROPOSAL AND SCOPE OF WORK
(Original Lynch EMS, Inc. Proposal)
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EXHIBIT B
ORIGINAL REQUEST FOR PROPOSAL FOR 9-1-1/ADVANCED LIFE SUPPORT

EMERGENCY MEDICAL SERVICES
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EXHIBIT C

CERTIFICATES OF INSURANCE AND ENDORSEMENTS
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EXHIBIT D

ORIGINAL AGREEMENT BETWEEN THE CITY AND ORIGINAL PROVIDER PSA/Emergency Ambulance Services Inc.
- Page 22 of 22 -
741

EXHIBIT A

ORIGINAL PROVIDER'S PROPOSAL AND SCOPE OF WORK
(Original Lynch EMS, Inc. Proposal)
PSA/Emergency Ambulance Services Inc.
- Page 19of22-

T
51 City of Placentia
9-1-1 Advanced Life Support
Emergency Medical Services
RFP No. 2018-01

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

EXECUTIVE SUMMARY
Lynch EMS is honored to present this proposal to the City of Placentia to serve as thc City's 9-1-1 exclusive Advanced Life Support (ALS) emergency medical services (EMS) provider. The City has recognized the need for a new and innovative model to serve its residents, and its leadership, in a way that is cost effective, sustainable, and ensures that its 9-1-1 EMS responses are provided by an experienced ALS service provider who is dedicated to rapid and safe response times, superior patient care and satisfaction, and to the ongoing development of the EMS system through community health projects, public services, and close interaction with the City's leadership. The following proposal describes a service model that shows in detail why Lynch EMS will be Placentia's most cost-effective and sustainable choice for EMS services, and that our organization has extensive, relevant experience providing ALS services to the County of Orange. Lynch EMS paramedics and leadership are committed to the core values of Respect, Integrity, Compassion, and Excellence: values that have guided our organization since 1986. We will serve the community of Placentia in all aspects of our operation as we have served the community of Orange County - with superior medical care, unwavering professionalism, and a dedication to the development and implementation of evidence -based practices that reflect our passion for providing top -tier emergency medical care. The State of California contains 57 unique counties. In 2018, Orange County was ranked 6th in health care by the Robert Wood Johnson Foundation's County Health Rankings & Roadmaps. Lynch EMS is proud to serve in a top -ranked healthcare system and we will continue to learn and grow as we work toward further improving an already impressive system. We are excited to work with the City of Placentia as your 9-1-1 ALS service provider to achieve this important goal.

The City of Placentia has utilized firc departments for the services outlined in this Request for Proposal for many years. Although this EMS model is common within the County of Orange, it is not common throughout the State of California and the rest of the country. Our proposal outlines thc proven experience and clinical excellence of our organization and of the paramedics whom we employ. The quality of service we provide to our customers meets or exceeds that of other providers in the County. When we became the first private ALS provider in the County of Orange in 2013, we made a commitment to provide the highest standard of clinical excellence and customer service to our community. We make this same commitment to the City of Placentia.

Lynch EMS, founded by Walter M. and Nancy Lynch with their son, Walter J. Lynch, is a Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 1

LYNCH SUS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
family -owned business. We are proud of our compelling history of providing quality, customer - centered care and transportation to the people we serve. From a family of five running calls with two ambulances, the company has grown to provide care and transportation throughout Orange County and parts of Los Angeles and Riverside Counties. Our roots in Orange County go back to 1986 when we first began operations. The business has grown, matured, and progressed to meet the needs of the County. Lynch EMS has performed under contract with many health care facilities throughout the County, becoming a prominent provider in thc local healthcare delivery system. For more than 18 ycars, Lynch EMS has served as the exclusive medical transport provider for the Children's Hospital of Orange County (commonly referred to as CHOC Children's Hospital), providing over 40,000 critical care transports. We are entrusted with transporting and working alongside some of the finest pediatric doctors, nurses, and respiratory therapists in the country.

Lynch EMS's headquarters is located at 2950 E. La Jolla Street, Anaheim, CA 92806, just 700 feet from the City limits of Placentia. Our 20,000 square foot building houses our fleet, fleet maintenance center, dispatch center, administrative offices, and training facilities. Our close proximity to the City of Placentia will allow for immediate support of 9-1-1 operations.

Additionally, our current IFT-ALS program allows the ability to make additional resources available to the City of Placentia for backup services to ensure that response time standards are met and to limit the need for mutual aid requests, which could delay timely care to the residents of the City.

Lynch EMS has been instrumental in advancing Orange County's EMS program. In 2013, Lynch EMS was invited by the Orange County Emergency Medical Services (OCEMS) agency to host a pilot study evaluating thc feasibility and efficacy of an Intcrfacility Transport -Advanced Life Support (IFT-ALS) program. We were honored to accept this,challenge with a deep sense of responsibility. The pilot program was designed to provide policy makers with key data to make an informed decision about whether a change in Orange County's medical transport policies was in the best interest of patients and the County's medical services as a whole. Lynch EMS provided paramedic level IFT-ALS transport services, compiling the necessary data for system administrators to contemplate widespread changes in local protocols. The findings of the study were highly successful and supported the licensing of private service paramedics to facilitate IFT- ALS transports.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20I91 Page 2

Law - , 'isis
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Since this pilot study in 2013, Lynch EMS has increasingly become a proven partner with Orange County in providing breakthrough studies through a collaborative process, resulting in growth and expansion of the IFT-ALS paramedic scope of practice. Lynch EMS has been instrumental in pursuing — and successfully securing — the addition of Intravenous (IV) Pumps, Automated Transport Ventilators, and more to the Orange County IFT-ALS paramedic advanced scope of practice. Our ability to assist OCEMS in expanding the paramedic scope of practice could only be achieved through us meeting or exceeding the clinical standards established by the Orange County Medical Director and through our commitment to providing a transparent and seamless data exchange, demonstrating our dedication to continuous process improvement and clinical excellence.

Our core values are the cornerstone of our company's culture. They guide us in how we treat our patients, our customers, and each other. We apply these values in our everyday activities to choose a course of action, evaluate decisions, and help guide thc development of our employees. ■ Respect: For all people; our patients; their families; our customers; our colleagues in the medical professions; our paramedics, EMTs, and staff; and for one another • Compassion: Always being mindful of another person's feelings and concerns, acting with the same level of care we would extend to our family • Integrity: Always choosing to do the moral and ethical "right thing," and always examining our actions to he certain we demonstrate integrity in all our actions • Excellence: Providing uncompromising service quality through commitment, efficiency, and accountability
These values will be the backbone of our commitment to the City of Placentia and its residents.

Lynch EMS is fully capable and prepared to fulfill thc requirements set forth in the scope of work. This proposal, respectfully submitted to the City of Placentia, directly and concisely outlines our response to all facets of the RFP and our commitment to quality, the community, and the advancement of pre -hospital emergency medicine in the counties and cities we serve.

Lynch EMS Proposal to RFP No. 2018-Q1 I Prepared for the City of Placentia I February 27, 20191 Page 3

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 4

Lamm, .* logs
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

TABLE OF CONTENTS
BINDER #1 - NARRATIVE Page #

1. COMPLETENESS OF RESPONSE TO RFP / SIGNATURE PAGE 7

2. PROPOSER'S EMS QUALIFICATIONS 9

3. PROPOSER'S FINANCIAL STABILITY 19

4. OUTSTANDING / PENDING LITIGATION 23

5. CURRENT CONTRACTS [N GOOD STANDING 25

6. GOVERNMENTAL COMPLIANCE REQUIREMENTS 27

7. ALS SERVICE PROVIDER REIMBURSEMENT REVENUE 29

8. EMS FIRST -RESPONDER FEES 31

9. EMS SUBSCRIPTION PLAN 33

10. CITY'S INTENT FOR A ZERO -SUBSIDY EMS SERVICES MODEL 35

11. PERFORMANCE GUARANTEE BOND REQUIREMENTS 39

12. DISPATCH SERVICE 41

13. DESIRED SERVICE LEVEL 45

14. ADMINISTRATIVE AND SUPPORT SERVICES 49

15. PERSONNEL STANDARDS, LICENSURE, CERTIFICATION AND TRAINING 51

16. OPERATIONAL DESIGN 67

17. RESPONSE TIME PERFORMANCE 69

18. PATIENT CARE REPORTING AND DATA SUBMISSION 77

19. CONTINUOUS QUALITY IMPROVEMENT PLAN 79

20. CLINICAL AND OPERATIONAL BENCHMARKING 83

21. CLINICAL LEVELS AND STAFFING REQUIREMENTS 93
22, WORK SCHEDULES AND HUMAN RESOURCES PRACTICES 95
Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia February 27, 20191 Page 5

L - .4
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

23. REGULAR REPORTING AND BILLING REQUIREMENTS TO THE CITY 97

24. START-UP PLAN 99

25. INSURANCE AND INDEMNIFICATION REQUIREMENTS 103

26. PROPOSAL REPRESENTATIONS 105

27. PROPOSER'S REFERENCES 107

28. PROPOSED OPERATING BUDGET 109
EXHIBIT B - PROPOSER'S PROPOSED EMS SERVICE FEES 111
EXHIBIT C - DEBARMENT AND SUSPENSION CERTIFICATION 113
EXHIBIT D - EX PARTE COMMUNICATION BAN CERTIFICATION 115 EXHIBIT E - ADDENDA ACKNOWLEDGEMENT FORM 121
EXHIBIT G - PROPOSER'S REFERENCES 123
EXHIBIT H - OPERATING BUDGET 127
BINDER #2 — ATTACHMENTS
Tab 1. ATTACHMENT 1 — IFT-ALS LICENSE Page 2
Tab 2. ATTACHMENT 2 — LETTER FROM OCEMS Page 3
Tab 3. ATTACHMENT 3 — OCEMS POLICY #700.00 Page 4
Tab 4. ATTACHMENT 4 — OCEMS POLICY #777.00 ....Page 8
Tab 5. ATTACHMENT 5 — CE PROVIDER LETTER OF PROOF Page 12 Tab 6. ATTACHMENT 6 — FINANCIAL STATEMENTS Page 13
Tab 7. ATTACHMENT 7 — LYNCH EMS CQI PLAN .Page 42
Tab 8. ATTACHMENT 8 — DETAILED OPERATING BUDGET Page 51 Tab 9. ATTACHMENT 9 — ADDENDA AND RFI RESPONSES Page 52 Tab 10. ATTACHMENT 10 — LETTER OF CREDIT .Page 63
Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 6

LIWC11- *
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

1. COMPLETENESS OF RESPONSE TO RFP
• Proposer must indicate that it has read the RFP and understands the requirements set forth which include the Proposer submission of a complete and responsive proposal which addresses all aspects of the requirements specified in the RFP and all subsequent Addenda. Proposers must be aware that if the evaluation committee determines that Proposer's proposal fails to be complete and responsive to each and every item required to be addressed in Proposer's proposal, the evaluation committee will rate the Proposer's proposal as a fail in the Evaluation Criteria and such proposal will receive no, further consideration.

Lynch EMS has fully read the RFP and understands the requirements set forth therein. We certify that this proposal is a complete and responsive proposal addressing all aspects of the requirements specified in the RFP and all Addenda. Furthermore, Lynch EMS acknowledges that we are aware that if the evaluation committee determines that our proposal fails to be complete and responsive to each and every item required to be addressed within the proposal, the evaluation committee will rate the our proposal as a Fail in the Evaluation Criteria and such will receive no further consideration.

Proposal Signature:

The signature below affirms that the above statement is true and attests that we are submitting a complete response to the City of Placentia RFP No. 2018-01 9-1-1 Advanced Life Support Emergency Medical Services:

Proposer Name:

Proposer Signature:

Title:

Date:

Lynch EMS Proposal to RFP No. 2018-01 1 Prepared for the City of Placentia l February 27, 20191 Page 7

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 8

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

2. PROPOSER'S EMS O UALIFICATIONS
a. Required EMS Licenses and Permits
• Describe Proposer's ability and schedule to obtain, prior to contract award, all necessary licenses, certifications, permits and accreditations required to serve as a licensed 9-1-1 ALS service provider within the State of California and the County of Orange.

Lynch EMS has been licensed as an IFT-ALS Service Provider (ref. OCEMS Policy #777.00) in Orange County, CA since 2013. Our current provider license is active through December 31, 2019 (See Attachment 1 in Binder 2).

Our current licensure requirements duplicate most of the EMT -P Service Provider criteria (ref. OCEMS Policy #700.00) with the exceptions listed below. We have outlined a plan to address each of the listed criteria and have secured from OCEMS a formal Letter of Intent to process our EMT -P Service Provider licensure within six months of being awarded the 9-1-1 ALS contract for the City of Placentia (See Attachment 2 in Binder 2).

Our application will be prepared quickly because the majority of the requirements are already covered by our IFT-ALS service provider licensure. With the changes described below and a letter of commitment from the City of Placentia, we will be in compliance with OCEMS Policy #700.00 and will meet all requirements to be an approved 9-1-1 ALS service provider in the County (See Attachment 3 and Attachment 4 in Binder 2 for OCEMS Policy #700 and #777).

Lynch EMS is the first and largest IFT-ALS service provider in Orange County, transporting over 400 patients each month. Our organization has been successful in obtaining and maintaining licensure each year since 2013. Our experience working with OCEMS in providing paramedic services across the County demonstrates that we are able to obtain and maintain such licensure.

The following requirements of OCEMS Policy #700.00 differ slightly from our current licensure, and we have described a specific plan to ensure we are in compliance prior to the beginning of our ALS service contract with the City of Placentia (reference numbers are from Policy #700):

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 9

L* -BUS
I, 2. Telecommunications
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
• 800 MHz radio equipment will be purchased and installed to facilitate communications betwcen our 9-1-1 ALS response units, Emergency Receiving Ccnters, and other emergency response units, and to make base hospital contact when appropriate. 1, 3. ALS Equipment
• An automatic chest compression device will be purchased and will be immediately available for deployment to calls for service for cardiac arrest victims as required by OCEMS policy. We will also upgrade our Zo11 X -series monitors to transmit 12 -lead EKG data to Cardiovascular Receiving Centers (CVRC). Our current cardiac monitors have this capability and require only a software configuration update to transmit EKGs. These are the only major changes needed for our ALS unit inventory to comply with OCEMS Policy #700.00.

III, B, 1. OCEMS requires a commitment of support from a responsible local government agency, which would be provided by the City of Placentia following the contract award.

III, B, 8, b. Plan for Implementing Boundary Drops
• Our boundary commitments will include the geographical area within the limits ofthc City of Placentia. We will work with the City and with OCEMS to develop a mutual aid agreement with surrounding agencies consistent with what is currently in place. We also staffa fleet of ALS units 24 hours a day, 7 days a week, and will have ALS units available as backup coverage in the event dedicated ALS units in the City of Placentia are not available for immediate response to a 9-1-1 service call.

III, 9, b. EMS Liaison
• Lynch EMS currently employs an experienced Registered Nurse (RN), Brice Girdley, as the IFT-ALS paramedic Program Coordinator who would serve as the EMS Liaison. Brice has nearly five years of Emergency Room nursing experience including three ycars as a Mobile Intensive Carc Nurse (MICN) and Charge Nurse. Additionally, Brice has four years' of experience as an Emergency Medical Technician (EMT) in the County of Orange responding to 9-1-1 service calls, running interfacility transports, dispatching, and supervising EMT staff. As the IFT-ALS Coordinator, he is responsible for the duties outlined in OCEMS Policy #777 which Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 10

LYvtat , :* lags
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
include program orientation, documentation maintenance, CQI planning, perfonnance and documentation review, and ensuring that ongoing education and competency benchmarks are met. As EMS Liaison for the City of Placentia, his responsibilities will include duties he is already successfully performing with a strong record of accomplishment.

We will also develop a specialized orientation for our 9-1-1 ALS paramedic staff (detailed in Section 15, Personnel Standards) to address skills and processes specific to the 9-1-1 system, Our leadership team has experience providing response services to 9-1-1 systems in both Orange and Riverside Counties and many of our paramedics have significant experience in the same systems. We anticipate a smooth transition for our staff who will be guided by their past and concurrent work as 9-1-1 service providers.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 11

LYNCH * ENS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
b. Required EMS Continuing Education Provider Approval
• Describe Proposer's ability and schedule to obtain prior to contract award, a California EMS continuing education provider program approval certificate issued by 0CEMS or other equivalent EMS Education provider approving entity authorized by the California EMS Authority. The provisional agreement with the City shall not be finalized until such program certificate has been issued.

Lynch EMS is currently an approved Continuing Education (CE) provider, Provider ID 30- 0091, issued by the Orange County EMS Agency authorized by the California EMS Authority.

The effective dates of our current CE Provider status is Junc 1, 2018 through May 31, 2022 (See Attachment 5 in Binder 2).
c. Proposer's ALS Service Provider Experience
• Describe Proposer's experience as an approved provider of advanced life support (paramedic services) and as a basic life support service provider in an organized EMS system which demonstrates at least one-year of such experience, • Provide evidence of licensure as an Orange County ALS Service Provider (9-1-1 ALS Service Provider or IFT ALS Provider for a period of at least one-year or submit a 9-1-1 ALS service provider licensure plan describing in detail Proposer's plan for ALS licensure within Orange County to receive extra points for this experience.

In late 2018, Lynch EMS received a request to transport an elderly female patient from her nursing facility to the Emergency Room (ER) with a chief complaint of "weakness." When our ALS unit responded to the scene, our personnel found the patient sitting upright in a chair, alert, and ambulatory. Due to her complaint of weakness, Paramedic J performed a 12 -lead EKG which revealed ST -segment elevation of the cardiac electrical activity and read ***STEMI*** (which stands for ST -Elevation Myocardial Infarction) meaning the patient was having a heart attack. He instructed his EMT partner to begin transporting Code 3 (lights and siren) to the nearest Cardiovascular Receiving Center (CVRC) while he prepared aspirin to be administered to the patient. As they began transport, the patient became dizzy and lost consciousness, The cardiac Lynch EMS Proposal to RFP No. 2018-01 Prepared for the City of Placentia I February 27, 2019( Page 12

law= * nes
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
monitor showed a lethal rhythm of ventricular fibrillation. Following Advanced Cardiovascular Life Support (ACLS) and Orange County EMS standing orders, Paramedic J checked for a pulse, found the patient to be pulseless and not breathing, began chest compressions, and switched the cardiac monitor to "DEFIBRILLATE". After two defibrillation attempts and high quality chest compressions, the patient experienced return of spontaneous circulation (ROSC) as the crew arrived at the CVRC ambulance bay. The ER staff took over care of the patient, stabilized her, and took her to the cardiac catheterization lab for immediate intervention. The ALS crew was debriefed, the patient's chart was reviewed, and it was determined that our dispatch staff and the ALS paramedic crew had made the correct decisions and interventions at each step of this challenging service call.

Lynch EMS has provided ALS response and transport services to Orange County since 2013. We have a staff of experienced paramedics who transport over 400 patients per month. Of the 5,644 IFT-ALS transports provided by Lynch EMS paramedics in 2018, 4,193 of those transports (74%) were for patients requiring transport to the ER.

Lynch EMS 2018 ALS Call Volume
Month
Total Transports by
Lynch EMS !FT-
ALS
Number of Transports
to the Emergency Room
(Urgent - Unscheduled)
Emergency Room
Transport Percentage
January 2018
437
331
76%
February 2018
418
259
62%
March 2018
454
328
72%
April 2018
489
358
73%
May 2018
471
372
79%
June 2018
500
356
71%
July 2018
502
380
76%
August 2018
492
360
73%
September 2018
451
344
76%
October 2018
490
368
75%
November 2018
454
349
77%
December 2018
486
385
80%
Totals
5644
4193
74%
Our paramedic Supervisor and Registered Nurse functioning as the IFT-ALS Program Coordinator carefully select our paramedics. Nearly all of our paramedic staff has significant prior and/or concurrent 9-1-1 ALS experience working for private transport providers outside of Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 2019 Page 13

LYN
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Orange County. They are competent in providing emergency ALS response and patient transport to the Emergency Department and will perform the same duties as members of the proposed EMS system in the City of Placentia.

Our leadership team includes Registered Nurse, paramedic, and Emergency Medical Technician staff members who have experience in Orange County's EMS system. We regularly attend and participate in advisory committee meetings, conferences, and system update meetings in order to ensure that we provide the highest possible level of care to our patients and to give our staff the most current training and information available.

The patients we transport, by policy, are already under the care of a physician in a nursing care facility or acute care hospital. This means that our patients have medical complaints beyond what their care facility has the capacity to manage. In other words, nearly all of our patients are moderately to critically ill and often require more. ALS interventions than private parties who dial 9-1-1. The charts below show our 2018 call volume by ALS procedures performed and by primary impression.

Pacing, 5
ALS Procedures 2018
Restraints. 17
Pulse Oximetry,
5644
N, 1913
CPAP, 131
1 Blood Glucose,
f 1614
C:ardi:t. \56.14
nti[ur,
Capnography/EC
02, 43
12 -lead EKG • Blood Glucose Capnography/ECO2
• Cardiac Monitor • Cardioversion CPAP
• IV ■ Pacing • Pulse Oximetry
• Restraints
Lynch EMS Proposal to RFP No. 2018-011 Prepared for the City of Placentia 1 Febniary 27, 20191 Page 14

LYNCH- At EMS"
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
ALS Transports 2018 By Primary Impression

GENERAL WEAKNESS/MALAISE
RESPIRATORY DIS FRFSS i DIFFICULTY.

ABDOMINAL PAINPROBLEMS
FEV ER/COl.1GI I/I NF LU ENZA

CHEST PAIN

PAIN/SWELLING - EXIREM FI'Y (NON -TRAUMATIC)

NO APPARENT ILLNESS/INJURY
OTHER PAIN (EXCLUDING HEADACHE. BACK..

NAUSEA/VOMITING/DIARRHEA
MISCELLANEOUS COMPLAINTS (EXPLAINED IN.

DILZ,INESSiVERTIGO/SYNCOPE/NEAR SYNCOPE.

BACK PAIN (NON -TRAUMATIC)
LACERATION/ABRASION/Fl E M ATOM A
SEPSIS. SUSPECTED

CARDIAC ARRYTHMIA/DYSRIIYTINIA

HEADACHE

TRAUMATIC INJURY
STROKE (CVA/TI Al

HEAD INJURY - ISOLATED

FRACTURE/SPRAIN-STRAIN

BEHAVIORAL/PSYCHIATRIC DISORDER

HYPOTENSION/SHOCK

DIABETIC SYMPTOMS

GI BLEEDING

SKIN INFECTION

HYPERTENSION

SEIZURE
ANXIETY REACTIONtEMOTIONAL UPSET
EYE PROBLEM: INJURY

EPISTAXIS (NON -TRAUMATIC)

ALLERGIC REACT ION

ALCOHOL INTOXICATION (ETOH)

DRUG OVERDOSE/POISONING
BURNS
U 200 400 600 800 1001) 1200
Lynch EMS Proposal to REP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 15

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
As you can see, Lynch. EMS paramedics have significant experience treating and transporting patients with a wide range of medical complaints who require urgent transport to the ER as well as patients who are being transported between acute care facilities.

Below is data showing the number of patients who required transport to a specialty receiving center after the paramedic assessment revealed the patient was suffering from a Cerebrovascular Accident (CVA), STEMI, or Traumatic Injury, or who needed to be transported to a higher level of care from an acute care hospital. Also included are specialty destinations for pediatrics and burns.

It is worth noting again that our paramedics transported each of these patients without the aid of base hospital contact, that they made all treatment decisions during transport based on standing orders alone, and that many of these patients were receiving critical cart infusions via IV pump such as nitroglycerine, heparin, and amiodarone.

ALS Specialty Center Transports 2018
70 5)
C
20 Jo
t.�
Stroke -Neu ro
45 14
Trauma Cardiac Pediatric Burn
Lynch EMS Proposal to RFP No. 2018-01 1 Prepared for the City of Placentia I February 27, 20191 Page 16

cc
Limas, ",NS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Lynch EMS paramedics are experts in critical thinking, assessment, treatment, and transport decisions — even under extreme pressure with few resources. Our ALS fleet is equipped with Zo11 X-serics cardiac monitors, ALS equipment cases and medication cases identical to 9-1-1 ALS paramedic response units, and the same supplies that would be found on a 9-1-1 ALS paramedic response unit. Our paramedic Supervisor has extensive experience as a 9-1-1 paramedic responder outside of Orange County. He and the company are committed to equipping our fleet with the equipment necessary to ensure our ALS staff has everything they need to provide high quality assessments and interventions.

Per OCEMS Policy #777.00, Lynch EMS paramedics currently do not make base hospital contact for IFT-ALS transports. This means that our qualified paramedics must make treatment and transport decisions without the assistance of an MICN or Base Hospital Physician. They are specially trained to make these decisions and have done so successfully since the program's inception. This is possible because our leadership team is dedicated to continuous quality improvement, chart review, continuing education, an "open door" policy should our paramedic staff have questions or require constructive feedback, and a close relationship with OCEMS and the Emergency Receiving Centers throughout the County.

Lynch EMS has four Core Values: Respect, Integrity, Compassion, and Excellence. Each member of our team is expected to treat every patient, family member, staff, and public service colleague according to these values.

IFT-ALS paramedics have an expanded scope of practice, which includes transporting patients on IV pumps with critical care medications infusions, responding to patients under hospice care to reduce the need for ER transport of these patients, and most recently the use of Automated Transport Ventilators to transport ventilator -dependent patients who require urgent transport. This is all in addition to their standard scope of practice.

Lynch EMS paramedics are qualified, experienced, and dedicated. Our ALS leadership is deeply familiar with the EMS system in Orange County because each member of the leadership team has worked in the County EMS system as an EMT, a paramedic, or as an ER nurse / MICN.

The addition of9-1-1 response units to our fleet would be a natural extension and progression of a program that successfully operates across the entirc County. Because we will be providing 9-1-1 ALS service to only one City, our attention to the City of Placentia will be undivided with respect Lynch EMS Proposal to RFP No. 2018-01 Prepared for the City of Placentia l February 27, 20191 Page 17

twat' * Ems
Proposal for City of Placentia
9-I-1 Advanced Life Support Emergency Medical Services
to the 9-1-1 EMS system and we will be able to carefully tailor our services to meet the unique needs o[ its residents.

Lynch EMS Proposal to RFP No. 20.18-01 1 Prepared for the City of Placentia February 27, 20191 Page 18

co
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

3. PROPOSE R'S FINANCIAL STABILITY
a. Financial Statements
Provide Financial Statements pursuant to the requirements set forth in Section A. 5 hereof
I. Document the organization's current estimated net worth.

Our most recent fiscal year ended September 30, 2018. On that date the net worth of the Company was $2.2 million. Liquid assets were $3.9 million, encumbered by current liabilities of $746,000.

2. Provide evidence that clearly documents the financial history of the organization and demonstrates that it has the financial capability to handle the expansion (including implementation and startup costs)
At the end of our most recent fiscal year, Scptember 30, 2018, we had current assets of $3.9 million, of which $1.8 million was cash and short-term investments, and nearly $2 million was accounts receivable to be collected within 120 days. Our current liabilities were $746,000, so we had a net $3.2 million available for investment in new initiatives.

We estimate the initial expansion costs of purchasing equipment to be $318,220. In addition, there will be an additional cost to cover organizing and startup operations. We calculate such initial operational costs to be $119,749. Therefore, we expect to invest $437,969 to launch the 9-1-1 ALS service for the City of Placentia. With $3.2 million available to invest in this program, we have the financial strength and viability to start this program.

Regarding ongoing operations, we have historically operated at a profit as follows.

Revenue
Gross margin
Gross margin %
Net income
Net income %
2018 2017 2016
$ 9,057,094 $ 9,718,307 $ 9,146,341
3,490,033 4,187,781 3,785,782

38.53% 43.09% 4L39%
498,740 921,280 815,322

5.51% 9.48% 8.91%
Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia ( February 27, 20191 Page 19

LYNCH * lists
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Our operating systems and financial management provide us with the ability to successfully undertake this exciting project and to continue to manage and operate it into the foreseeable future.

3. Include copies of externally audited financial statements or certified annual financial reports (CAFR) for the most recent 3 year period. If consolidated financial statements are utilized, the individual program unit's financial statements must be separately shown.

Financial statements for fiscal years 2016, 2017, and 2018 are included as Attachment 6 in Binder 2.

4. If the Proposer is part of a larger system, then furnish the financial statements of the parent entity.

Not Applicable. Lynch EMS is not part of a larger system. b. Working Capital
• Provide documentation and a description of the estimated working capital required for the startup of the Agreement and the method of financing pursuant to the requirements set forth in Section A. 5 hereof

1. Document the estimated working capital that will he committed to the startup of the Agreement
We will invest $318,220 into new equipment and S119,749 into operational costs to launch the 9-1-1 ALS service program. In total, we will commit $437,969 to the startup of the Agreement.

2. Document the method offinancing, attach any endorsements necessary, of all startup and operational costs to begin operations
We will self -finance the startup and operational costs to begin operations.

Lynch EMS Proposal to RFP No, 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 20

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

3. Document the amount of funding that will be dedicated to "Reserve for Contingencies" for the startup ofAgreement
In addition to the $437,969 of hard costs stated above, we will dedicate $500,000 as a "Reserve for Contingencies" for the startup of the Agreement. In total, $937,969 will be allocated toward the startup of the Agreement in the form of working capital and contingency reserves. c. In -Kind Support
• Disclose all, financial and in -kind support or funding from existing sources related to the provision of services performed under a resultant agreement pursuant to the requirements set forth in Section A. 5 hereof Lynch EMS headquarters is located 700 feet from the border of Placentia. We will not incur costs associated with having a headquarters in a distant City. Because our operations hub is adjacent to the City, we will be able to provide all necessary oversight and backup without excessive travel time and costs.

Nonetheless, there are in -kind support costs that will be shared with the remainder of the non -9-1-1 Lynch EMS operations. Such costs include management and supervision, dispatch, accounting, legal costs, and the indirect costs associated with these functions. The allocated cost is $35.31 per call. All other costs are direct costs and can be isolated to the 9-1-1 program itself.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 21

Proposal for City of Placentia
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Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 22

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

4. OUTSTANDING / PENDING LITIGATION
• Provide a statement regarding any outstanding/pending litigation pursuant to the requirements set forth in Section A, 5 hereof
Lynch EMS and all of its services and operations are not the subject of any outstanding or pending litigation. Pursuant to the contract award, Lynch EMS agrees to notify the City within twenty-four (24) hours of becoming aware of any litigation or significant potential for litigation involving Lynch EMS.

Lynch EMS Proposal to RFP No. 2018-01 j Prepared for the City of Placentia I February 27, 20191 Page 23

Proposal for City of Placentia
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Lynch EMS Proposal to RFP No. 2018-01 j Prepared for the City of Placentia I February 27, 20191 Page 24

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

5. CURRENT CONTRACTS IN GOOD STANDING
• Provide a statement regarding Proposer's existing contracts pursuant to the requirements set forth in Section A. 5 hereof
Lynch EMS is in good standing with all existing contracts with any governmental jurisdiction with no delinquent obligations, financial or otherwise.

Lynch EMS Proposal to RFP No. 2018-01 I, Prepared for the City of Placentia!, Fehruany, 27,201_9I, Page 25

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9-1-1 Advanced Life Support Emergency Medical Services
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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
• Indicate Proposer 's acknowledgement of Section A. 5.5 herein and that Proposer has completed and attached the Debarment and Suspension Certification form, (Exhibit C) pursuant to the requirements set forth in Section A. 5.5 hereof Lynch EMS acknowledges Section A. 5.5 of the City of Placentia's RFP. Lynch EMS and its principals are not debarred, suspended, or otherwise excluded, by the United States Government in compliance with the requirements of 7 Code of Federal Regulations (CFR) 3016.35, 28 CFR 66.35, 29 CFR 97.35, 34 CFR 80.35, 45 CFR 92.35 and Executive Order 12549.

The completed Debarment and Suspension Certification form can be found as Exhibit C in this proposal.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 27

Proposal for City of Placentia
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Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 28

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7. ALS SERVICE PROVIDER REIMBURSEMENT REVENUE
• Indicate Proposer's acknowledgement of -Section A. 6 herein. • Indicate any additional proposed enhancements related to this provision.

We agree to establish an arrangement with the contracted 9-1-1 BLS Emergency Transport Provider to ensure reimbursement of the ALS Paramedic Assessment Reimbursement Rate as set forth in Section A.6 of this Request for Proposals.

In an effort to limit the financial burden to both the City and the patient, while maintaining financial viability, Lynch EMS proposes to follow the Orange County Board of Supervisors rate limit of $387.35 for an ALS assessment. We acknowledge the reimbursement for Medicare patients, including Medi-Medi plans and Medicare+Choiee Plans, will be the difference between the ALS 1 -emergency or ALS 2 Medicare allowed amount and the BLS -emergency amount prior to the twenty percent co -payment deduction.

We acknowledge that Lynch EMS will receive no reimbursement for services provided to patients designated Zero -Pay patients. These include patients whose only method of healthcare coverage or insurance is provided by a state or local subsidized health care program such as Medi- Cal, CalOptima or California Child Services.

Lynch EMS will work closely with the 9-1-1 BLS Emergency Transport Provider to coordinate monthly reimbursement. In partnership with the County ambulance provider, quarterly reports will be provided to the City detailing all activities and transactions related to the ALS EMS provider reimbursement program within 45 days of the end of each quarter.

Additionally, we will provide the City with an annual report inclusive of previous quarterly data presented in an annualized form within 45 days of the end of our fourth quarter of each year.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 2.019I Page 29

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
S. EISIS FIRST -RESPONDER FEES
• Section 8:
o Indicate Proposer's acknowledgement of Section A. 7 herein. o Indicate if Proposer's intends to implement an EMS First -Responder Fee program and if so, describe all the specific details of the proposed program including proposed program service fees and program features. o Indicate proposed EMS Fees in Exhibit I.
o indicate any additional proposed enhancements related to this provision, and what if any support will be needed from the City in order implement and maintain such a program
We acknowledge Section A.7 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services.

Section E. 8, page 34 of the RFP states, "Indicate proposed EMS fees in Exhibit I." Exhibit I of the RFP is the Professional Services Agreement. We believe this may have been stated in error and should read, "Indicate proposed EMS fees in Exhibit B." This possible error was noticed on a final review of our submission after the final deadline for Requests for Information. See Exhibit B of this proposal for our proposed EMS fees.

Please see Section 10 — City's Intent for a Zero -Subsidy EMS Services Model on page 35 of this proposal for our detailed response to the other requirements in this section.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 31

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Proposal for City of Placentia

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Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 32

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Proposal for City of Placentia
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9. EMS SUBSCRIPTION PLAN
• Section 9:
o Indicate Proposer's acknowledgement of Section A. 8 herein. o Indicate ifProposer's intends to implement an EMS Subscription Plan and if so, describe all the specific details of the proposed plan including proposed subscription fees and plan features.
o Indicate any additional proposed enhancements related to this provision and what, if any, support will be needed from the City in order to implement and maintain such a program.

We acknowledge Section A.8 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services. Please see Section 10 — City's Intent for a Zero -Subsidy EMS Services Model on page 35 of this proposal for our response to this section.

Lynch EMS Proposal to RFP No. 2018-01
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Lynch EMS Proposal to RFP No. 2018-01 1 Prepared for the City of Placentia 1 February 27, 20191 Page 34

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9-1-1 Advanced Life Support Emergency Medical Services
IQ. CITY'S INTENT FOR A ZERO -SUBSIDY EMS SERVICES MODEL. • Section 10_
o Indicate Proposer's acknowledgement of Section A. 9 and Section 10 of Exhibit A herein.
o Complete the Exhibit B Cost Proposal form with either a Zero Cost Proposal or with the dollar amounts of Proposer's Cost Proposal.
o Indicate any additional proposed enhancements related to this provision.

We acknowledge Section A. 9 and Section 10 of Exhibit A in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services. • (Note, Section 10 of Exhibit A, which appears on page 54 of RFP, is "Continuous Quality Improvement Plan." Pursuant to the requirements in Section E. 10, we do acknowledge this section and we are aware that this may have been a typographical reference error. Regardless, Lynch EMS acknowledges all Sections in the RFP related to the City's Intent for a Zero City -Subsidy EMS Services Model as well as all related Exhibits and Attachments. This possible error was noticed on a final review of our submission after the final deadline for Requests for Information. Our designated contact, Jacob Wagoner, may be reached if there is any need for clarification on this acknowledgement).

Lynch EMS has conducted a careful assessment to determine the financial viability of implementing an EMS First -Responder Fee alongside a resident EMS Subscription Plan. Our assessment revealed a significant number of unknown factors related to the development of such programs for both Lynch EMS and the City of Placentia. As a result, we have determincd that this option would not be financially sustainable at the onset of this contract The primary area of concern is the lack of data available to Lynch EMS and the City detailing the true payor mix of patients transported within the City of Placentia. In response to a Request for Information, the City kindly provided information detailing the exact makeup of payor categories prior to the submission of this proposal; however, the information provided to the City by the contracted 9-1- 1 BLS ambulance provider was a blend of OCEMS' Zone A that consists of Placentia and Yorba Linda. Developing a reasonable and sustainable service model would require data that accurately Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 35

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
depicts the makeup for the City of Placentia alone.

Without the approximate percentage of Zero Pay patients, it is not possible to propose a balanced First Responder rate that would be fair to the City residents. Doing so would be, at best, based on an educated guess and would be prohibitively expensive for the remainder of City residents to afford. Without historical data available to estimate the number of residents willing to participate in an EMS Subscription Plan, it is not possible to develop a financially sound model for such a program. Attempting to develop an accurate financial model structured around First Responder Fees and an EMS Subscription Plan without sufficient objective data would be irresponsible and would be an imprudent basis for the financial sustainability of a 9-1-1 ALS protection program. Also, without prior experience managing a Subscription Plan, there would be additional operational costs associated with managing such a plan, including but not limited to:
marketing and advertising, labor, and associated administrative costs related to developing what would essentially be a new department for the organization. Without expertise in developing and managing a subscription service, we are unable to anticipate the true costs, and as such, it would not be fair to the City nor its residents to propose such a service model. Lynch EMS is committed to providing ongoing 9-1-1 services to the residents of Placentia for the duration of this contract, and we have determined that a more realistic model must be implemented in order to meet this commitment.

It is our assertion that neither Lynch EMS nor any other proposer would be providing the City of Placentia with an accurate, sustainable financial model if it were built on presumptions in the absence of comprehensive data detailing the City's cstimated payor mix. We investigated several potential solutions based on a combined First Responder Fee and an EMS subscription plan. In order to be financially sound, the proposed fees would require a margin high enough to cover any potential loss. We found in each case that the proposed rates would be prohibitively expensive, would have a detrimental effect on the City's EMS system, and would cause the residents of the City to incur unreasonable costs for 9-1-1 services. Lynch EMS cannot, in good faith, propose a service model that would discourage residents of the City from activating the 9-1- 1 system out of fear of the financial burden not covered by their insurance carrier in the event of a medical emergency.

Recently there have been several documented cases of EMS providers submitting bids to Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 36

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9-1-1 Advanced Life Support Emergency Medical Services
contracting agencies without an understanding of the viability of such a proposal. Without comprehensive data on which to propose a service model, these providers have found that their proposed rates did not cover their expenses and have had to subsequently renegotiate their contract mid-term to the harm of the contact administrator.

Lynch EMS proposes to elect for a City subsidy for a minimum of the first year of the contract, during which time we will be able to collect accurate data on responses, transports, and patient payor mixes. Throughout the term of this contract, we will develop and distribute questionnaires for patients to gauge the interest City residents have in participating in a subscription and service fee based program. Should our data collection reveal a viable Zero City - Subsidy service model, we will work closely with the City of Placentia to review options to reevaluate the need for City -Subsidies.

Exhibit B of this proposal outlines our Cost Proposal with a modest annual subsidy that will allow Lynch EMS to remain financially viable, and maintain the ability to perform all required services set forth in the contract, while not posing unreasonably high or unsubstantiated fees to the residents of Placentia.

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
• Indicate Proposer 's acknowledgement of Section D. 1.7 herein.

We acknowledge Section D. 1.7 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services.

We have engaged Wells Fargo who have committed that upon award of contract they will issue an Irrevocable Letter of Credit in the amount of $500,000. See Attachment 10 in Binder 2 for a letter from Wells Fargo stating we have formally applied for the Letter of Credit.

In accordance with the requirements set forth in the RFP, the letter of credit states that it recognizes and accepts the contract requirement for immediate release of funds to the City upon determination by the City that the Proposer is in breach of the contract or City ordinance, and that the nature of the breach is such that the public health and safety are endangered. This letter affirms, in accordance with the terms of the RFP, that any legal dispute by the Proposer or the creditor shall be initiated and resolved only after release of the performance security funds to the City.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 39

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

12. DISPATCH SERVICE
• Indicate Proposer 's acknowledgement of Exhibit A. Section 3 herein. • Describe Proposer's operational plan to interface with the City's designated EMS dispatch center.
• Describe the details of the communications equipment and processes for communications between the EMS dispatch center and proposer's personnel such as anticipated radio equipment, proposed mobile communications devices to be employed for the stations, vehicles and individual EMS personnel.
• Indicate any additional proposed enhancements related to this provision.

We acknowledge Exhibit A. Section 3 in the City of Placentia Request for Proposals for 9- 1-1 ALS Emergency Medical Services.

Lynch EMS currently uses Zoll's RescueNet Computer Aided Dispatch (CAD) for dispatching. Once awarded the contract, we will enter into an agreement with the City to obtain a mobile data terminal (MDT) equal to what their current City services utilize. This will enable the City's designated EMS Dispatch Center to send requests for ALS EMS from their CAD directly to ours. Upon receipt of the call from the City's designated EMS Dispatch Center to our CAD we will immediately detemune the closest, most appropriate available unit and assign them the request for service.

By managing the dispatch of the 9-1-1 ALS units through Lynch EMS's own Communications Center, we hope to decrease the workload of the City's public safety answering point (PSAP). Using this time tested system of assigning dispatching responsibilities to a secondary dispatch center will be the most cost effective method for both the City and Lynch EMS by taking advantage of existing staff and infrastructure.

Our primary Communications Center is currently staffed twenty-four hours a day, with a peak staffing of six Dispatchers and Call Takers, each of whom are certified as an Emergency Telecommunicator (ETC), Emergency Medical Dispatcher (EMD), and/or Emergency Medical Technician (EMT).

Lynch EMS's phone system uses a fiber-optic connection provided by a national vendor and is readily scalable. Our dispatch phone lines are configured to automatically switch to backup Lynch EMS Proposal to RFP No. 2018-01 1 Prepared for the City of Placentia 1 February 27, 20191 Page 41

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9-1-1 Advanced Life Support Emergency Medical Services
circuits provided by a separate national vendor in case of technical issues. Lynch EMS's Communications Center primarily communicates with field crews utilizing a Logic Trunked Radio (LTR) system operated by Henry Radio. Henry Radio is Orange County's premier provider of communication towers and repeaters. Our Communications Center also uses push -to - talk (PTT) phones, which allow for the instantaneous direct communication between dispatchers, field crews, field supervisors and support staff, while also functioning as a redundant line of communication in the event of a radio malfunction. All communications in and out of the Communications Center via radio, PTT or telephone are recorded and available for review at any time.

Lynch EMS vehicles are equipped with GPS tracking hardware that sends unit location and speed updates every three seconds, In addition to GPS telemetry data, information regarding vehicles' use of emergency lights and sirens are also continuously transmitted to our Communications Center. Fleet GPS data is automatically interfaced with the RescueNet CAD software, ensuring that our dispatchers are able to dispatch the closest, most appropriate unit for Lynch EMS Proposal to RFP No. 2018-01 1 Prepared for the City of Placentia 1 February 27, 20191 Page 42

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9-1-1 Advanced Life Support Emergency Medical Services
each response. In addition, each unit's location is superimposed onto a Google Map, giving the dispatcher extraordinary visibility over any unit at any timc, as well as the ability to assist with routing should the situation call for it. This constant flow of data is accessible twenty-four hours a day via web interface to not only the Communications staff, but also members of management and those designated by the City of Placentia.

Lynch EMS's communications staff monitors the status of all Orange County paramedic receiving centers through the ReddiNet system. This provides a real-time view of acute care hospital status in and around the County. Through ReddiNet, Lynch EMS dispatchers are able to communicate the exact number of resources available in the event of mass casualty incident.

This existing and highly functional Communications Center will need only minimal reconfiguration when Lynch EMS is awarded the contract for 9-1-1 ALS Services. We are ready to equip our Communications Center and field staff each with 800 MHz county -wide radios to supplement their existing forms of communication. We also plan to establish an AT&T dedicated point-to-point ring -down circuit between our Communications Center and the City of Placentia's designated EMS Dispatch Center.

While we understand that every call for service is unique, the need for prompt responses and correct patient care is a constant. To deliver on that need, Lynch EMS has found a winning formula in the blending of both technology and training to deliver superior patient care via our Communications Center.

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Lynch EMS Proposal to RFP No. 2018-01 l Prepared for the City of Placentia l February 27, 20191 Page 44

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9-1-1 Advanced Life Support Emergency Medical Services

13. DESIRED SERVICE LEVEI,
• Indicate Proposer's acknowledgement of Exhibit A. Section 4 herein. • Describe Proposer 's operational plan to comply with the requirements of this section. • Indicate any additional proposed enhancements related to this provision.

We acknowledge Exhibit A. Section 4 in the City of Placentia Request for Proposals for 9- 1-1 ALS Emergency Medical Services.

Lynch EMS understands that a fire protection response is not necessary for the majority of 9-1-1 requests for medical aid and we acknowledge the information provided by the City of Placentia via press release stating that nearly 80% of 9-1-1 calls for aid are calls for medical assistance. Our paramedics currently respond to requests for urgent transports without the need for a fire service response. We also acknowledge that 9-1-1 callers are sometimes in need of more resources than what a paramedic team can provide alone.

To maintain the best possible patient outcomes, coverage, and response times, as well as fiscal sustainability, we propose the continued use of the International Academy of Emergency Dispatch's Emergency Medical Dispatch (EMD) program by the City's Designated EMS Dispatch Center. This highly defined protocol system is widely used and is proven effective.

Utilizing this system, the dispatcher asks a series of questions pertaining to the patient/ victim's condition and the program then provides the dispatcher with a response code. The program leaves the actual response assignment up to local Medical Control and EMS Administration. The levels that the program's algorithm produces, with the highest response level first are Echo, Delta, Charlie, Bravo, Alpha and Omega.

Our proposal suggests that only the 9-1-1 BLS transport provider's BLS ambulance be sent on calls that are coded at the "Omega" level, thereby keeping ALS units available for other emergencies.

We will request the fire service be dispatched to respond to the following types of calls. This is a minor modification of the list outlined by the City of Placentia, and is based on the combined 9-1-1 response experience of our leadership team:

Lynch EMS Proposal to RFP No. 2018-01 1 Prepared for the City of Placentia I February 27, 20191 Page 45

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• Cardiac or Respiratory Arrest: These patients need multiple medical rescuers to provide care immediately. It is important to have extra responders on sccne to manage scene safety, assist with resuscitative efforts, and assist when moving a patient who requires ongoing interventions while being transported from the scene. Members of the public are often drawn to observe cardiac arrests in progress, and the presence of multiple rescuers helps to keep the scene under control.
• Mass Casualty Incidents (MCI), including train and aircraft incidents. • Working fires or hazardous materials responses.
• Traffic accidents requiring patient extrication, traffic control, or where hazardous materials (gasoline, oil, etc.) may be present as a result of the collision. Patients involved in minor collisions who are able to safely move away from the road and self -extricate would not require a firc service response.
• Urban Rescues, Confined Space Rescues, Technical Rescues, Water Rescucs or any response for a patient who cannot be safely moved from the scene using standard ALS medical equipment.
• Patients requiring Air Medical Rescue with the need to designate a Landing Zone. • Forced entry into a residence or business.
• Violent or combative patients, or any response to a potential crime in progress. Police services would respond as well, and the presence of fire service ensures a safer scene for first responders as well as for the public.

Upon arrival to a service request, Lynch EMS paramedics will assess the scene for safety and for the need for additional resources. If fire services have been dispatched and the scene is determined to be safe and manageahle by EMS alone, Lynch EMS will contact the fire service and dispatch via radio to cancel their response. Conversely, should a scene prove to be more complex than what was anticipated at the time of dispatch, Lynch EMS will request additional resources as soon as they determine the need for fire or police responders.

Our goal is to utilize fire and police services only when necessary to provide scene safety, additional labor, and equipment not found on a medical response unit. Our paramedics have extensive experience working in arcas outside of Orange County where this response level is the standard and we will work with the City of Placentia to finalize response levels appropriate to the Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 46

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specific needs of the City.

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
The two fire stations provided by the City will be the primary posting locations for the ALS units. The Valencia Fire Station will be deemed the "must cover" station as requested in the RFP on page 42. In thc event that the two dedicated units are unavailable due to being deployed to requests for service, an additional backup ALS unit may be dispatched from our headquarters to the "must cover" station to standby in case an additional request for service is made. Lynch EMS headquarters is in the City of Anaheim less than half a mile from the southern border of Placentia.

This allows for a convenient and reliable physical location from which we can deploy additional ALS units, dispatch personnel, field supervisors, or other personnel or material resources as needed to support 9-1-1 operations. As needed, mutual aid will be utilized when Lynch EMS is unable to provide backup coverage in a timely manner.

We will provide two ALS ambulances with two paramedics per unit on twenty-four hours per day, seven days per week basis. The two ambulances will be housed in the fire stations provided by the City and will be on duty following a modified Kelly shift schedule. Each shift will have its own Shift Lead, who will be assigned to the dual roles of paramedic on one of the two units as well as EMS Supervisor as required in the RFP. Based on our currcnt organizational chart and position titles, this position will be titled "9-1-1 ALS Shift Lead." We have identified several paramedics who are qualified to fulfill this role while on duty, and we will begin the interview and selection process to fill these positions upon contract award.

See Section 16 Operational Design, page 66of this proposal, for a detailed explanation of the proposed EMS vehicles and operational plan to maintain adequate coverage within the City and Section 22 Work Schedules and Human Resources Practices, page 94of this proposal, for a detailed explanation of our planned shift schedule.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 2019) Page 47

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Proposal for City of Placentia
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Lynch EMS Proposal to RFP No, 2018-01 I Prepared for the City of Placentia I February 27, 20191 Pa

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I4. ADMINISTRATIVE AND SUPPORT SERVICES
• Indicate Proposer's acknowledgement of Exhibit A. Section 5 herein. • Describe Proposer's operational plan to comply with the requirements of this section. • Indicate any additional proposed enhancements related to this provision.

Lynch EMS acknowledges Exhibit A. Section 5 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services and provides the following plan to comply with the requirements of this section:

Lynch EMS will assign Brice Girdley as the primary representative to the City of Placentia and will work closely with the City's designated contract administrator. His position will tentatively be titled "City of Placentia EMS Coordinator" or another title deemed appropriate during final contract negotiations. Brice Girdley is a licensed Registered Nurse (RN) with five years of nursing experience working in an Emergency Department as a RN and Mobile Intensive Care Nurse (MICN). Prior to becoming a nurse, Brice gained four years of experience working in the ambulance transport industry as an Emergency Medical Technician, Dispatcher, and Operations Supervisor. Brice currently functions as the IFT-ALS Coordinator coordinating with local government agencies and medical providers to ensure licensure maintenance, quality of care, ongoing education, quality improvement, and chart review, and is competent in the skills and professional conduct required to represent Lynch EMS as a licensed ALS service provider to both private and public entities.

Lynch EMS will provide administrative and support services and management necessary to fulfill our service provider agreement with the City of Placentia. Our administrative staff, described in detail throughout this proposal, is experienced and competent in performing these functions for its current staff of ALS providers. Our leadership team will oversee our current operations concurrent with the 9-1-1 service contract; however, at no time will our existing functions impede our ability to deliver the services required by the City. While we do not anticipate a conflict between our commitments to the City and our existing responsibilities, any staff member responsible for delivering services required by this contract will be directed to ensure that these services are made their first priority. In the unlikely event that such a conflict is identified, we will dedicate our current resources to this service contract first. Due to the size and L .ytv:h EMS Ptryymal tts P Ft? Na. 2111A.-(11, I, livvpmeri faA +Jr.. Cjtrf P atzt..11-&a V4,kr, y 21,1131311 4ze 4g

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ability of our current administrative staff, we are certain that we have the resources to deliver all required services to the City without interruption for the duration of the contract period.

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• Indicate Proposer's acknowledgement of Exhibit A. Section 6 herein. • Describe Proposer 's operational plan to comply with the requirements of this section for each item topic listed.
• Indicate any additional proposed enhancements related to this provision.

We acknowledge Exhibit A. Section 6 in the City of Placentia Request for Proposals for 9- 1-1 ALS Emergency Medical Services and offer the following operational plan and details to comply with each of the requirements outlined in the section:

Drug and Alcohol -Free Workforce Policies
Lynch EMS has a robust policy and procedure manual that includes Policy # 209.0 Alcohol and Drug Testing that describes Lynch EMS's intent to maintain a workplace that is free of drugs and alcohol, and to discourage drug and alcohol abuse by its employees. This policy describes our drug and alcohol -testing program, which may require employees to complete drug and/or alcohol testing under these circumstances:
• For all applicants for employment;
• When a reasonable suspicion exists that an employee may be under the influence of alcohol or any drug, while on the job, or is otherwise in violation of this policy (reasonable suspicion means suspicion based on information regarding, among other things, the appearance, behavior, speech, attitude, mood, body odor and/or breath odor of the employee);
• When any employee is found in possession of alcohol or any drug in violation of Company policy, or when any of those items are found in an area controlled or used by the employee, such as a desk or locker;
• When a serious accident, near -miss, incident or injury occurs or careless acts are performed, and a reasonable suspicion exists that the employee involved is under the influence of alcohol or any drug;
• After an employee has participated in a drug and/or alcohol abuse rehabilitation program;
Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 51

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9-1-1 Advanced Life Support Emergency Medical Services
• When required by a state or federal law or regulations, including mandatory testing required under regulations issued by the United States Department of Transportation.

Workforce Anti -Discrimination Policies
Lynch EMS's extensive policy and procedure manual covers many areas that are intended to promote harmony and fair treatment of others.

Lynch EMS Policy # 202.0 Non-discrimination and Equal Employment Opportunity emphasizes Lynch EMS's commitment to a working environment that is free from discrimination, providing equal opportunity to all Lynch EMS employees. Our policy states our commitment to providing equal employment opportunity for all applicants and employees consistent with applicable federal, state and local law. Lynch EMS does not unlawfully discriminate against any qualified applicant or current employee based on race, color, anccstry, sex, sexual orientation, gender, national origin, religion, marital status, disability, genetic characteristics, medical condition (including pregnancy, childbirth and related medical condition), age, citizenship status, veteran status or any other characteristic protected by applicable law. Discrimination on any of these bases is unlawful and in conflict with our Core Values, and all persons involved in the Company's operations are prohibited from engaging in such discrimination.

Lynch EMS Policy # 201.0 Affirmative Action /Diversity outlines our commitment to providing and promoting equal opportunities in all of our activities and services while remaining fair and equal without discrimination. Lynch EMS maintains a comprehensive process to attract, build, and retain, a highly skilled and diverse workforce. The process includes affirmative action recruitment, outreach and hiring, learning and development, mcntoring, rewards and recognition, upward mobility, and a supportive work environment.

EMS Personnel Professional Standards Policies
Lynch EMS Policy # 301.0 Professional Code of Conduct provides guidance to all employees when representing themselves as employees of Lynch EMS. The Company expects employees to conduct themselves in a manner that does not adversely affect the interests of the Company, its employees, or its clients. The policy lists examples of conduct that may result in disciplinary action.

Lynch EMS Policy # 302.0 Code ofEthics describes our commitment to performing our duties with integrity. Lynch EMS is committed to the highest standards of professional and Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia 1 February 27, 20191 Page 52

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
personal conduct. While practices may vary in different business environments, honesty and integrity have always guided — and will continue to guide — Lynch EMS's business activities.

Employees are not permitted to achieve results by illegal or unethical methods, including knowingly engaging in otherwise prohibited activities through third parties, such as the employee's spouse, other members of the employee's family, or other persons or organizations.

Lynch EMS Policy # 306.0 Personal Appearance of Employees outlines the company's grooming standards and hygiene standards, which are consistent with the professional public image of emergency responders (police, fire, etc.) in the communities we serve. Lynch EMS Policy # 307.0 Use, Care, and Maintenance of'Uniforms provides employees guidance regarding our uniform standards. The requirements of these two policies are for the purpose of maximizing employee safety, providing for a high level of care for our patients, ensuring the confidence of our patients and their family members, and representing the company in a consistent and professional manner. Lynch EMS expects all employees to arrive to work meeting the appearance and uniform standards established in our policy prior to clocking in for duty and throughout the entirety of their shift.

Lynch EMS has currcnt policies that cover inter -agency personnel communication standards for Dispatch and Medical Transport Personnel. Following the contract award, Lynch EMS will work with the City of Placentia as needed to review and revise our existing policies to reflect the specific inter -agency communications standards required of a 9-1-1 ALS provider in the City.

EMS Credentials
Lynch EMS Policy # 803.0 Certification, Licensure, and Credentials states that no medical transport personnel will be allowed to transport or be involved with the care of a patient without possessing all required credentials. Required credentials for paramedics are listed in our job description and follow all applicable State of California and Orange County liccnsure requirements. Lynch EMS will continue to meet or exceed all state and local licensure requirements as the contracted 9-I-1 ALS service provider for the City of Placentia.

Lynch EMS utilizes a web -based software program called ePro Scheduler Plus (ePro) to manage all scheduling functions of our operations that include clocking in/out for an assigned shift and tracking and storing copies of all required licenses and certifications of our personnel.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 2019) Page 53

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
These two functions of the program work in conjunction with one another and the system will not allow an employee to clock in for a shift if they do not have the required licensure or certifications for their position updated in ePro. Additionally, ePro sends email reminders to Supervisors and Managers 90, 60, and 30 days prior to an employee's credentials expiring as well as visual reminders on daily schedule views highlighting which employees have expired or expiring licensure. The program's multifaceted credential tracker combined with administrative oversight ensures that no employee works without the required credentials.

Credential Records
As stated under EMS Credentials, Lynch EMS utilizes a web based software program called ePro Scheduler Plus to track and store copies of all required licenses and certifications of our personnel. This program allows us to quickly generate Credential Reports that can be sent to the City annually or any time they are requested for auditing or verification.

Orientation
Our comprehensive pre -employment testing and interview process alongside our new -hire training and orientation program is the foundation for building and maintaining a high level of quality throughout the organization by attracting, selecting, and training individuals who are dedicated to our Core Values of respect, integrity, compassion, and excellence for employment with the company.

All the employees who participate in our orientation program are required to successfully complete several challenging tasks prior to their orientation training. These challenges include the application process, the interview and skills examination, and pre -employment screening that include Drug Screening, Motor Vehicle Driving Record Check, Reference Check, and Physical Agility Testing.

Current Paramedic Training and Orientation:

Lynch EMS understands the value of an experienced workforce familiar with the Orange County EMS system, including the local population, the geographic area, and local medical facilities. To that end, Lynch EMS will utilize paramedics for the 9-1-1 operating area who have cleared Lynch EMS primary training and shown proficiency and competency as a prerequisite for Lynch_ EMS Pr lsal tri REP Na. 21118Alt IPry;cd-Cat thr, pl.ar.P.rt: �Ti^,3,r.a,f2?, ihtx.Sr

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Lynch EMS Current Training/Orientation Modules for Paramedics Human Resources Introduction
IV Purnps and Medication
Training
Specialized Patient Care
Customer Service
Harassment and Violence
Prevention
Active Shooter for EMS
Response
EMS Fatigue Management
Hazard Communication:

Global Harmonized System
Corporate Compliance /
Code of Conduct
Cardiac Monitor Training
Dispatch Observation
ePCR Training'Documentation
CQI Program
Airborne Diseases for the EMS
Provider
Fire Extinguisher Education
The Effects of Substance
Abuse in EMS
Orange County Paramedic
Accreditation
CPAP / EZ-1O
Coaching the Emergency
Vehicle Operator Course
Proper Body Mechanics/
Back Injury Prevention
Gurney Operations and Patient
Lifting
Bloodborne Pathogens
Post -Traumatic Stress and
EMS
Lynch EMS Safety Program
Orientation and Injury, Illness
Prevention Program
Proposed Training and Orientation for 9-1-1 Service Personnel:

All 9-1-1 paramedics assigned to the City of Placentia will undergo additional training and orientation prior to the beginning of the contract service period. This additional training will include:
• 9-1-1 system orientation including orientation to the public image and professional conduct expected by private residents requesting 9-1 -1 service Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 55

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
• Radio communications: Training on all equipment and communication procedures with and between Lynch EMS, base hospitals, receiving hospitals, Orange County communications centers, and other agencies
• Lynch EMS 9-1-1 ALS Policies and Procedures covering topics such as field operations, field protocols, and other standards specific to 9-1-1 service • Emergency Vehicle Operator refresher course focusing on Code 3 operations, defensive driving, and Due Regard for the safety of others
• Refresher courses in Incident Command Systems and HazMat training • Mass Casualty Incident (MCI) Training
• Prehospital Trauma Life Support (PHTLS) Certification • EMS Rescue and Extrication Training
• Any identified additional training or refresher courses on the equipment utilization and maintenance practices specific to the 9-1-1 operations
Lynch EMS is committed to the development of our medical transport personnel to exceed the requirements set forth in the Agreement and ensuring that we are providing the highest quality and standard of patient care, customer service, and safety to the residents of Placentia.

Lynch FMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 2019) Page 56

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Customer Service and Compliance Training
Customer Service Training
Like the City of Placentia, Lynch EMS is a customer service oriented organization. As described on our company website and enforced throughout our organization, Lynch EMS employees follow a set of Core Values to provide the hest quality of service to our customers.

These Core Values are the cornerstone of the Lynch family and its employees. As a guide, the Core Values represent the passion and commitment of Lynch EMS to provide excellent patient care while treating others as though they are a family member.

We are accredited through the Commission on Accreditation of Ambulance Services (CHAS) and are required to monitor, track, and trend customer complaints. As part of this process, Lynch EMS will include quarterly reports sent to the City of Placentia on customer complaints.

As outlined in the Orientation portion shove, Lynch EMS employees receive initial and ongoing training on customer service expectations and policies. Each employee receives an annual performance evaluation that includes feedback on any complaints or commendations they have received during the year. This is tracked through our incident reporting system. Employee supervisors provide feedback on areas that require performance improvement and provide recognition for areas that the employee is exceeding or meeting expectations.

Compliance Training:

For over ten years, Lynch EMS employees have received corporate compliance training within 30 days of hire and annually thereafter. This training includes instruction on federal, state, and local laws governing our industry including patient care documentation, HIPAA, billing and reimbursement process, anti -kickback statute, false -claims act, code of conduct, and company policies specific to these areas.

Our comprehensive compliance program creates an environment that is proactive in our efforts to prevent fraud and abuse and sets the clear expectation that all Lynch EMS employees adhere to ethical business practices. Our compliance committee meets quarterly to discuss compliance related matters and ensures that the organization and our employees are fulfilling the requirements set forth in our existing policies.

Upon awarding of the contract, employees assigned to work in the City of Placentia will Laprb.FMMM%P:ossttr F ?t'.2nt%-11t iinvugaeer.l far r%+rjof11 zgxv&e, V.tturearj2.'1,'?.'19'1i' g�5',

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
receive additional compliance training specific to 9-1-1 operations, which will be added to our annual compliance training.

At -Risk Behavior Management Training
Lynch EMS currently provides training on topics that cover at -risk behavioral management such as psychiatric patients, violent situations, and scene safety specific to our current operations. The training, following County and company policies, focuses on scene and personnel safety, and using less restrictive de-escalating techniques with a calm, professional, compassionate demeanor when dealing with situations that are violent, difficult, volatile, or dangerous in any way.

Upon awarding of this contract, Lynch EMS will incorporate additional training for 9-1-1 service personnel to incorporate initial and ongoing training on how to effectively manage difficult scenes. We will utilize current resources including our eLearning platform and classroom instruction to prepare our paramedics with the tools and resources necessary to effectively manage these at -risk patients by providing additional training on subjects of de- escalation, how to safely manage violent patients, and further instruction on mental illness.

Driver Training
Current Drivers Training Program Overview
Lynch EMS has a comprehensive driver's training program supported by strong policies to ensure our drivers are performing their duties as ambulance operators with duc regard for the safety of the community. Our current drivers training program fulfills local and state EMS agency requirements and we continually evaluate the program to ensure the effectiveness of our approach. All drivers have completed review of their DMV driving record meeting the requirements set forth by our insurance carrier, classroom instruction, behind the wheel training with a Field Training Officer, and ongoing evaluation of their driving ability. Drivers receive annual training that is reviewed yearly by our Safety Committee which also functions as our "Accident Review Board", which reviews the vehicle incidents for the prior year looking at frequency, trends, and identified hazards. The Safety Committee meets monthly and each meeting includes an agenda item addressing vehicle accidents/incidents to determine root cause and determine any additional corrective action to take based on the incident.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia February 27, 20191 Page 58

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Drivers Training for 9-1-1 ALS Operations
We have reviewed our drivers training program and have identified an opportunity to incorporate additional processes to prepare employees for 9-1-1 vehicle operations- We arc also interested in working with City representatives to review our finalized plan for approval, and we will make changes and improvements as the need is identified through our collaborative efforts.

The following describes our initial plan to integrate additional training into our existing operations. All paramedics assigned to the City of Placentia will have completed all current requirements of our training program and will complete the additional training specifically tailored for 9-1-1 operations.

We will continue to provide our current classroom instruction utilizing the current version of the Coaching the Emergency Vehicle Operator (CEVO) course by Coaching Systems, LLC, which was first introduced in the early 90's and quickly became accepted as a standard in drivers training for ambulance operators. The CEVO course material covers topics such as vehicle inspection, cushion of safety, special considerations, spatial awareness, road conditions, and emergency driving. It includes case -study reviews of actual emergency vehicle collisions and avoidance actions that could have been taken. The final component of the classroom experience is a multiple-choice examination. The completed exams are submitted to Coaching Systems LLC for scoring and issuance of a certificate of completion.

To supplement the classroom course for additional instruction on vehicle operations prior to field training, Lynch EMS will incorporate Emergency Vehicle Operator Course (EVOC) training for our 9-1-1 ALS personnel. EVOC consists of online training and additional classroom instruction prior to transitioning into a closed cone course for actual behind -the -wheel instruction in a controlled environment During the cone course, trainees are required to demonstrate their ability to safely perform the following actions: safely drive their ambulance through a series of obstacles such as diminishing lanes; backing; evasive maneuvers; forward and reverse serpentines; controlled braking; and turning movements. They will learn weight distribution factors involved when driving larger, heavier vehicles and how understanding center of gravity and pivot points are critical to effective safe ambulance operations. EVOC training is designed to enhance vehicle safety operations allowing drivers to loam how emergency driving and emergency vehicles differ from every day driving.

Lynch EMS Proposal to RFP No. 2018-01 Prepared for the City of Placentia February 27, 20191 Page 59

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
After successful completion of the classroom and EVOC training, drivers will be assigned to a Field Training Officer (FTO) for behind -the -wheel field training on an IFT ALS ambulance.

After showing proficiency as drivers in the IFT setting and being signed off by a FTO, paramedics who will be assigned to operate as a 9-1-1 paramedic, will be required to complete additional field training time on a 9-1-1 ambulance. This additional bchind-the-wheel experience in the 9-11 operating arca will enhance their ability to understand local traffic patterns, road and weather conditions in the areas, and be evaluated on calls requiring Code -3 driving which is more prevalent in the 9-1-1 setting.

The performance of each driver will be continually monitored and evaluated for compliance with company driving policies. Each driver will receive an annual evaluation based upon data collected and written evaluations from field supervision and FTOs. The annual evaluations will incorporate skills competency verification and will determine if an employee requires any additional training in addition to our planned annual refresher courses.

Infection Control
The Lynch EMS management team places a high priority on work place safety. We encourage our employees to engage in safcty by practicing safc work habits, discussing any safety concerns with management, and encouraging each other to work safely. Our programs are considered "living" documents and are updated annually or sooner if a need is identified. All policies, procedures, and work practices are subject to change based on identified hazards, changes in regulation, or based on new technologies.

Lynch EMS has a comprehensive Injury and Illness Prevention Program (IIPP) incorporating all safety processes into policies, procedures, and training programs with the goal of enhancing the safety for our workforce and customers.

Our Safcty Officer is the program administrator who has the authority and responsibility for implementing the program, training supervisory and management staff and for the ongoing development of the program. This is a continuous effort to ensure compliance in the injury and illness prevention program for Lynch EMS.

The RFP specifically outlines requirements for the selected provider to have an Infection Prevention Program, all of which arc met by standards outlined in our IIPP. Specific to the Lynch EMS Proposal to RFP No, 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 60

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
requirements set forth in the RFP, our I IPP includes safety programs on Personal Protective Equipment (PPE), Bloodbome Pathogens (BBP), Aerosolized Transmissible Diseases (ATD), and an Exposure Control Plan intended to provide guidance and procedures on infection control and reduction of communicable disease exposure and transmission. These programs meet all requirements set forth by Orange County EMS, other County EMS agencies we arc licensed with, and all state and federal regulations related to infection control and injury and illness prevention.

Within the first week of employment at Lynch EMS, employees complete training courses on safe work practices. These courses cover the following topics:

Bloodborne Pathogens
Global Harmonized System
Aerosolized Transmissible Diseases
Active Shooter Training for EMS
Emergency Action Plan
Fatigue Management
Injury and Illness Prevention Program
Post -Traumatic Stress
Safety Data Sheets
Substance Abuse
Body Mechanics and Safe Lifting
Techniques
Workplace Violence
Personal Protective Equipment
Company Policy Review
Employees are required to complete this training annually. As regulations change, hazards are identified, or our quality improvement program identifies a concern, training programs are updated or added to our training to ensure we are always fulfilling regulatory requirements while also, providing instruction that goes beyond what is required and which includes topics relevant to our organization's specific work practices and trends.

Our current training, practices, and polices promote aggressive hygiene practices and proactive personal protective equipment donning for infection control, preventing cross contamination, and soiled materials disposal to decrease the chance of communicable disease exposure and transmission. All training and program record keeping practices meet the requirements of Orange County EMS and all state and federal regulations, which are verified by Orange County EMS during their annual inspections.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 61

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
The RFP states "The service provider shall make availablc at no cost to its high -risk personnel, health screening and all currently recommended immunizations and those required by the Orange County Health Carc Agency and Orange County EMS for EMS personnel." Lynch EMS currently meets this standard. Prior to the beginning of their employment, employees must pass a pre -employment physical, health screening, drug screening, and Physical Ability Test (PAT). At time entire, and available anytime during their employment, employees are offered, at no cost to them, the following immunizations: seasonal influenza, Hepatitis -B, Tdap (Tetanus, Diphtheria and Pcrtussis), and Varicella. On an annual basis, medical transport personnel also receive a Tuberculosis Skin Test. Additionally, every two years, employees are required to complete a medical health screening as required by the Department of Motor vehicles to maintain certification as an ambulance driver in the State of California. These current practices fulfill the elements outlined in the RFP and meet ail regulatory requirements. ape'
EMS CE Training
As an EMS Provider, it is important to understand the educational needs of healthcare professionals and the community we serve. As an approved Continuing Education (CE) provider and American Heart Association (AHA) training center, Lynch EMS has provided continuing Lynch EMS Proposal to MT No. 2018-01 j Prepared for the City of Placentia I February 27, 20191 Page 62

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
education credits and CPR/AED training to its employees for many years. Lynch EMS offers initial and ongoing continuing education through classroom instruction and online distributive education. The online education is paid by the company and field employees have unlimited access to the classes. We fulfill all requirements of Orange County EMS and the California EMS Authority for continuing education of our medical transport personnel. Specific to our paramedics, they receive the fbllowing annual continuing education to comply with federal, state, and local statutory requirements:

Lynch EMS Current Annual
Corporate Compliance /
Code of Conduct
Paramedic Training Requirements
Drivers Training Refresher
courses
Violence Prevention Training
The Effects of Substance
Abuse in EMS
EMS Fatigue Management
Hazard Communication:

Glohal Harmonized System
Orange County EMS Policy
and Procedure Updates and
Review (Bi-annually)
Lynch EMS Policy and
Procedure Updates
Proper Body Mechanics/
Back Injury Prevention
Airborne Diseases for the EMS
Provider
Fire Extinguisher Education
Other Safety Program
Refresher Courses
Lynch EMS Safety Program
and Injury, Illness Prevention
Program
Customer Service
Active Shooter for EMS
Response
Bloodborne Pathogens
Post -Traumatic Stress and
EMS
Paramedic Advanced Airway
Skill Review and Sign Off
Paramedics receive additional training on new equipment, medications, and clinical topics identified by our IFT-ALS Coordinator and Medical Director that is relevant to the improvement of our clinical practice. They receive additional biannual training., which includes any system updates to policies, procedures, or standing orders issued by Orange County EMS as well as didactic instniction on pertinent clinical and non -clinical topics including pathophysiology, pharmacology, documentation, interpersonal communication, and safety. Our internal training has always exceeded what is required to maintain IFT-ALS licensurc because Lynch EMS Proposal to RFP No. 2018-011 I Prepared for the City of Placentia February 27, 20191 Page 63

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Proposal for City of Placentia
9-1-1 advanced Life Support Emergency Medical Services
WC believe that continuing education is paramount to the delivery of Advanced Life Support prchospital care. While the following is not a comprehensive list, in recent years paramedics have received additional training on these topics:
tPA Training for IFT-ALS
Zofran Dosage
EMTALA Training
IV Pump and Medications
Refresher
Narcotic Process Update
Sepsis
Cardiac Arrest EZ-IO Training Hospice Patient Training
As an approved AHA Training Center, Lynch EMS is committed to participating in the training and education of City of Placentia employees. We will work closely with City of Placentia officials to create a schedule of CPR/AED courses offered to the employees of the City on an annual basis. Additionally, we will work with the City's recreational lifeguard's safety training program to support it in any way we can through CPR/AED, first aid, or any other identified need. Since 2014, we have offered support to the Boys and Girls Club of Fullerton during their ZAC Water Safety Camp to promote awareness and safety around water. Every year, we send EMS personnel to the camp to educate approximately 100 children of all ages on these important topics. The events arc highly rewarding, and we are honored to participate in these opportunities to support our local communities.

Emergency Response Plan Training
Lynch EMS has an existing Disaster Response Plan and participates annually in existing programs within the County of Orange and surrounding counties. We will incorporate involvement in the City of Placcntia's emergency operations response plan training and exercises, and we look forward to helping the City and its community prepare for these unforeseen events.

Every year, we participate in disaster drills in the County of Orange and Riverside County by sending an Ambulance Strike Team (AST) to actively participate. We are one of only twelve ambulance providers in State of California with a Disaster Medical Support Unit (DMSU) issued to us by the California Emergency Medical Services Authority (EMSA) with whom we are under contract to provide disaster support to the state when called upon. The DMSU provides enhanced communication ability to support field deployment, including medical supplies and provisions for AST personnel. In addition to the DMSU, the County of Orange has supplied us with a disaster Lynch EMS Proposal to RFP No. 2018-01 Prepared for the City of Placentia I February 27, 20191 Page 64

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9-1-1 Advanced Life Support Emergency Medical Services
trailer with supplies and resources to offer additional local support during disaster response and strike team mobilization. The State and County's decisions to equip our organization with the aforementioned additional emergency response equipment is indicative of the confidence they hold in our ability to respond in the event of an unforeseen emergency, and we take this responsibility very seriously.

In addition to our local and state disaster support, we support federal activation of EMS resources through our existing agreement as a network provider in the AMR/FEMA Federal EMS contract. Through this agreement, we arc called upon to respond to disasters throughout the country.

The strike team prerequisite training for our EMTs and paramedics will also be a requirement for paramedics assigned to the City of Placentia. They will complete Incident Command System (ICS) training and Hazardous Materials - First Responder Awareness level training. These courses will better prepare these employees to support the City of Placentia's emergency response plan. We will also collaborate with the City of Placentia to implement training on Homeland Security issues into our initial and ongoing development of our 9-1-1 paramedics
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Lynch EMS Proposal to RFP No. 2018-01 ! Prepared for the City of Placentia I February 27, 2019! Page 65

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 66

Proposal for City of Placentia
9-14 Advanced Life Support Emergency Medical Services

16. OPERATIONAL DESIGN
• Indicate Proposer 's acknowledgement of Exhibit A. Section 7 herein. • Describe Proposer 's operational plan design to comply with the requirements of this section.
• Provide a description of the make, model, year and design of each proposed EMS vehicle along with its specific designated assignment to support the proposed operational plan. • Indicate any additional proposed enhancements related to this provision.

We acknowledge Exhibit A. Section 7 in the City of Placentia Request for Proposals for 9- 1-1 ALS Emergency Medical Services.

Upon contract award and in accordance with our Start -Up Plan (Section 24), Lynch EMS will purchase two new 2019 or 2020 Ford Transit Type II ambulances. These vehicles will operate independently from the company's daily IFT operations with new vehicle identifiers, PL - O1 and PL -02, to differentiate them from IFT designated ambulances. These ambulances, staffed by dual paramedics, will be stationed at the two City of Placentia fire stations as described in Section 13 Desired Service Level, page 44of this proposal. Lynch EMS unit number PL -01 will be stationed at the "must cover" Valencia Fire Station and Lynch EMS unit number PL -02 will be stationed at the Bradford Fire Station.

If an ambulance requires service, it will be immediately replaced by an existing Lynch EMS ALS ambulance, which shall meet or exceed the vehicle standards of our designated 9-1-1 ALS operating vehicles. Lynch EMS will maintain a reserve ALS ambulance at all times at our main headquarters located within 700 feet of the of the City of Placentia to provide immediate replacement of the assigned vehicles to the City of Placentia during times of vehicle service or preventative maintenance. Additionally, this reserve ALS ambulance will be ready for immediate deployment, staffed with trained paramedics and Supervisors, during periods of unusually high call volume.

If necessary, Lynch EMS may also respond any available unit from our fleet of IFT-ALS ambulances to reduce the need for mutual aid. All Lynch EMS IFT-ALS ambulances will meet or exceed the equipment standards of 9-1-1 ALS ambulances in the County and will be equipped with communication equipment to respond to calls in the City of Placentia when needed.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 67

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Each ambulance will be equipped and stocked in accordance with OCEMS Policy #325.00 Advanced Life Support (ALS) 9-1-1 Unit Minimum Inventory. We will purchase an automatic chest compression device to be immediately available per this policy's requirement, which will be in effect at the time of the contract period start date. Additionally, thesc ambulances will have specialized Optional Approved Equipment (listed in the same policy) available for deployment as needed: An automated transport ventilator (ATV) to be used for 9-1-1 service requests for mechanically ventilated patients and an infusion pump for use when an acute care hospital calls 9- 1-1 for interfacility transport services (formerly known as "re -triage"). (Note: this does not imply that our dedicated paramedics would be dispatched to private interfacility transport requests. This applies ONLY to 9-1-1 service requests in our contracted service area and as an added benefit of awarding Lynch EMS this service contract.) Because our paramedics are already specially trained in the use of these devices, we will be able to seamlessly integrate them into their 9-1-1 responses when it will benefit patient outcomes.

Peer -reviewed research has shown that mechanically ventilated patients have significantly better outcomes and fewer complications when their mechanical ventilation is maintained instead of switching to a bag -valve mask (BVM) for transport. We use this equipment and training to protect our patients and to provide the highest possible level of ALS transport care. At the time of this writing, we are not aware of any current 9-1-1 service provider who has opted to equip their ALS response units with this optional equipment, which will make the City of Placentia the only city in Orange County whose contracted ALS service provider will provide these additional services to its residents.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia 1 February 27, 20191 Page 6S

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Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

17. RESPONSE TIME PERFORMANCE
• Indicate Proposer 's acknowledgement of Exhibit A. Section 8 herein. • Describe Proposer's operational plan and commitment to comply with the requirements of this section for each item topic listed.
• Indicate any additional proposed enhancements related to this provision.

We acknowledge Exhibit A. Section 8 in the City of Placentia Request for Proposals for 9- 1-1 ALS Emergency Medical Services.

Response Time Call Phases
9-1-1 ALS Unit Turnout Time Intervals
Lynch EMS understands response time goals vary widely from community to community.

As an organization, we are proud to say we have worked within the City and as part of this very community for over thirty years. We are very familiar with the geography, city layout, traffic patterns, high demand areas and community hospitals.

Lynch EMS utilizes Zoll's RescueNet Dispatch software. This program tracks time intervals at all stages of an EMS request for service in the order following: call taken, call taken to unit assigned, unit assigned to crew enroute, unit enroute to on scene, unit on scene to transporting, unit transporting to destination, and from unit at destination to clear/ back in service.

The Lynch EMS leadership and CQI teams review call transaction times both daily and monthly.

They are additionally reviewed over larger periods of time to track and trend, as well as to address any areas of concern. If an item has been identified as a potential area for improvement, the Lynch EMS CQI team will form a sub -committee composed of subject matter experts to both understand the cause of any fallout as well as recommend steps to be put in place to correct any issues moving forward.

Lynch EMS ALS units averaged a 1 minute 14 second turnout time during the calendar year for 2018. We anticipate this time will be additionally reduced once these units are deploying from stations located within the City of Placentia.

Lynch EMS has continuously invested in new technology in order to enhance communication abilities of our fleet and our Communications Center. As one of his first major projects, our Director of Operations developed and implemented a plan to equip our entire fleet Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 69

Zawcsr, *
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
with GPS tracking software to improve our ability to track and trend response times. Our Communications Center uses the tool to assist crews with routing and to plan ahead for any hazards or traffic concerns that could impede our response times. We are also able to use GPS tracking to compile response time data in a clear, objective way that allows us to continuously improve our response times. As stated earlier, Lynch leadership will review all ALS turnout time intervals to ensure we are exceeding the City of Placentia's expectations for this measurement.

Lynch EMS responds to ALS requests for emergent transport twenty-four hours a day throughout all of Orange County. We regularly evaluate system demand and make adjustments through crew scheduling to deploy resources in such a way as to always be in compliance with OCEMS response time standards.
9-1-1 ALS Unit Response Time Intervals
Placentia Linda Hospital (PLH) Emergency Room called Lynch EMS for a "Code 3" (lights and sirens) response for an acute MI (heart attack) at 8:06 AM on the morning of February 8, 2019. Our paramedic crew had begun thcir shift just 6 minutes before the call came in. The on -duty Supervisor assisted the crew to launch their ambulance as quickly as possible. The following times were recorded in our RescueNet dispatch software:
08:06 — Call Taken
08:08 — Enroute (normal shift launch takes 20 minutes and the crew was able to launch only 2 minutes after the call was taken)
08:15 — On Scene (7 -minute response time, 9 minutes from call taken to on scene) 08:28 — Transporting
08:43 — At Destination (St. Jude)
This is one of many examples of Lynch EMS paramedic turnout times and response times, and it is only fitting that Placentia Linda Hospital, in our neighboring City, was able to call on us to transport a patient in dire need of a cardiac catheterization lab.

In 2018, Lynch EMS responded "Code 3" to Placentia Linda Hospital (PLH) for many unscheduled, emergent, Advanced Life Support (ALS) transports for patients who were diagnosed with Acute MI, CVA (stroke), or Traumatic Injury and required a higher level of care. Our Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 70

Vora, EMS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
average response time to these requests was 8 minutes, 56 seconds — an impressive number when considering the fact that Lynch ALS paramedics cover the entire geographical area of Orange County. To achieve this, our ALS units are strategically posted in locations throughout the County to ensure a swift response time for each facility who calls on us for service. Equally impressive is the fact that our closest posting location to PLH is 7.6 miles away. Therefore, even at a distance farther than the entire square mileage of the City of Placentia, we have shown that we respond quickly and safely to emergencies within the City for these critical patients.

How much faster will Lynch EMS respond to 9-1-1 service requests with two dedicated ALS units staffed within the City of Placentia? Considering all the data we have related to our response records, we are confident that we will not only meet, but also exceed the response time compliance expectations set forth in the Request for Proposals. Please consider the following data:

ALS
On Time
Compliance
2018-01 2018.0Z Z018-03 2018.06 2015-05 2018-06 2018-07 2019-08 2018-U9 2018-10 2018-11 2018-12 l'ntal 331 259 328 .459 372 356 390 360 344 3158 349 388 4,19i tlor wb i(Y 13Pt6 1;'(t,„ oc,% 100'i IIKISi Io % '00% 1(10% Lynch EMS has a proven history of response time compliance, which exceeds the requirements set forth by Orange County EMS as a licensed IFT-ALS service provider. Our paramedic fleet ran 5,644 IFT-ALS transports in 2018. OCEMS Policy #777.00 requires EFT-ALS service providers to respond to service requests within 30 minutes. Our average response time for the 2018 calendar year — which is submitted to OCEMS monthly and is monitored by their CQI Liaison — was under 25 minutes (16% faster than required by policy). Our monthly response time compliance was 100% for both 2017 and 2018. We saw an 8% increase in total call volume (426 more transports) in 2018, and we were successful in maintaining full compliance.

Response time compliance requirements for 1FT-ALS service are longer than the response times required by 9-1-1 service. IFT-ALS service requests are for patients already under the care of medical professionals and are not restricted by city houndaries. We acknowledge and understand the need for faster responses for 9-1-1 calls and as we have shown above, our Code 3 response times to unscheduled emergent transports are excellent. In fact, in 2018 our ALS average response time for Code 3 service requests was nearly 50% faster than is required by policy, We arc confident that we will achieve a 90% or better response time compliance based on Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 71

LYNCH * MIS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
the fact that our service area will be much smaller, will be covered by ALS units posted within the City of Placentia 24 -hours a day, and that the area covered by each ALS unit is significantly smaller than what is covered by our IFT-ALS paramedics.

Our ALS fleet currently covers the entire geographical area of Orange County (over 900 square miles). During peak volume hours, each ALS unit may cover over 150 square miles of service area. We ensure sufficient arca coverage using ALS response units managed by our Communications Center using a System Status Management deployment pattern, The City of Placentia, by contrast, contains a service area of 6.6 square miles. Lynch EMS will dedicate two (2) ALS units for 9-1-1 response, so each ALS unit would be responsible for covering only 3.3 square miles — an area nearly 50 times smaller than each ALS unit currently covers. We have recently performed a series of time trials throughout the City. We have averaged between nine and ten minutes to cross Placentia at its widest point while driving Code 2, without lights and sirens. The following screenshot from our GPS tracking system illustrates the route taken during one of thcsc time trials across City limits:
**GPS screenshot: Blue line represents route driven by Lynch EMS.

Our operations staff works closely with the Communications Center to ensure that our crews respond to calls for service quickly. Many members of the Lynch EMS team have experience working in and managing a 9-1-1 response system. Lynch EMS paramedic field Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 2019f Page 72

Lnarat * -wigs
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
crews assigned to work in the City of Placentia will be selected from among our staff members who have previous or concurrent experience responding to 9-1-1 calls in surrounding counties.

This experience has proven to enhance their capabilities when responding to calls within the Orange County system.

Our Communications Supervisor has been instrumental in overseeing the Communications Department from the inception of our ALS program. She is responsible for maintaining proper call intake processes, as well as assigned and unit response time standards.

She maintains certification as an Emergency Medical Dispatcher and Emergency Telecommunications Instructor. She also has previous work experience as a Dispatcher with the Riverside County Fire Department.

Our Paramedic Supervisor has been with Lynch EMS since just after the start of the ALS Program. He oversees the daily and long-term success and growth of IFT-ALS in the County. He takes personal responsibility for the hiring, initial and ongoing training, scheduling and deployment of all Lynch EMS paramedics. He is also one of the many Lynch EMS paramedics who has concurrent 9-1-1 field experience outside the County.

Our Director of Operations has nearly ten years of experience working in a 9-1-1 BLS ambulance setting as a field EMT, Dispatcher and Manager. He was a central figure in maintaining on -time compliance, deficiency identification, and timely reporting to contract administrators. He is a dedicated leader and has heen centrally involved in nearly every major operational improvement our organization has undertaken, including the development of the first IFT-ALS service provider pilot program in Orange County. He will work closely with all Lynch EMS staff to ensure that every component of the contract meets or exceeds the expectations of the City of Placentia.

We will deploy two twenty-four hour ALS units each staffed with two paramedics. They will be responding to calls for service from the two City fire stations. Lynch EMS headquarters is located approximately seven hundred feet from the City limit of Placentia. This building will effectively serve as a third station to respond from at periods of high call volume. Lynch EMS brings the addcd benefit of deploying a fleet of IFT-ALS units daily. These units are not committed to coverage of any other City or County contract. This gives us the unique ability to supplement the units dedicated to the City of Placentia without pulling resources dedicated to 9 -1 - Lynch EMS Proposal to R1'P No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 73

Lyncei * Ems
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
1 coverage of another area should the need arise.

Our paramedic personnel arc familiar with the geographical response area of Orange County. They have experience transporting patients from every city in the County, and to every Emergency Receiving Center in the County.

Response Time Compliance Reporting
We will provide the City with monthly and quarterly reports showing our response time compliance for both of the response time performance phases (Turnout Time Intervals and Response Time Intervals) within 10 days of the end of each month and within 10 days of the end of each quarter in both an excel format and a PDF report as requested by the City. As noted elsewhere in this proposal, Lynch EMS submits monthly and quarterly reports to several agencies including the Emergency Medical Services Agencies governing Orange County, LA County, Riverside, and the Inland Counties. We are competent and familiar with regular reporting requirements and will submit all reports in a timely fashion.

Reporting Deficiencies
Lynch EMS is confident that our ongoing experience in report submission will ensure that we do not fall deficient in our monthly and quarterly reports. We acknowledge the need for timely, complete, and accurate reports, and we acknowledge the penalty of $100 dollars per day, which would be assessed for timely reporting deficiencies.

Response Time Compliance Monitoring and Management
We acknowledge and understand the three levels of response time performance non- compliance set forth in the City's RFP as well as the current processes for each of these three levels of non-compliance.

We acknowledge that if in any quarter we fail to meet the minimum standards set forth by the City of Placentia's RFP for one or more of each of the two phases, we will be deemed to have a response time deficiency.

We acknowledge that if in any two quarters, within a 12 -month period, we fail to meet the minimum standards set forth by the City of Placentia's RFP for one or more of each of the two phases, we will be deemed to have been in response time breach.

Lynch EMS Proposal to REP No. 2018-01 I Prepared for the City of Placentia I February 27, 2019] Page 74

Lynam ' 30t ,xass
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
We acknowledge that if in any three quarters, within a 12 -month period or if in more than four quarters within the five-year contract teen, we fail to meet the minimum standards set forth by the City of Placentia's RFP for one or more of each of the two phases, we will bc deemed to be in response time default.

Lynch EMS is confident that we will meet all response time performance requirements as the City's 9-1-1 ALS Service Provider and we have detailed our plan to do so above. However, we also understand and acknowledge the requirements and penalties set forth in the RFP should we be found deficient, or in hreach, or in default of the City's expected response time performance standards.

Response Time Non -Compliance Cure Processes
Findings of Response Time Performance Deficiency
We acknowledge that should we be deemed to have a response time deficiency as defined above, we will be required to submit a corrective action plan ("CAP") detailing the reasons for the deficiency, our plan to obtain full compliance, and our estimated timeline for obtaining full compliance - to the City within 10 days' notice by the City of said deficiency and that thc CAP will bc reviewed by the City within 10 days of receipt. We understand that the City will either approve or reject thc CAP and that, should the CAP be rejected, we will be required to submit a revised CAP within 10 days thereafter containing additional corrective actions according to written directive of the City which will be reviewed by the City within 10 days. If the revised CAP is rejected, we understand that we will be found to be in response time performance breach,
Findings of Response Time Performance Breach
We acknowledge that should we be found to have a response time breach, that we can be fined a penalty of $5,000.00 and that we will be required to submit a CAP - detailing the reasons for the deficiencies which resulted in the breach finding, our plan to obtain full compliance, and our estimated timeline for obtaining full compliance - to the City within 10 days' notice by the City of said breach and that the CAP will be reviewed by the City within 10 days of receipt. We understand that the City will either approve or reject the CAP and that, should the CAP be rejected, we will be required to submit a revised CAP within 10 days .ynch EMS Proposal to RFP No. 2018-01 .Prepared for the City of Placentia I February 27, 20191 Page 75

Limozu logs
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
thereafter containing additional corrective actions according to written directive of the City which will be reviewed by the City within 10 days. If the revised CAP is rejected, we understand that we will be found to be in response time performance default.

Findings of Response Time Performance Default
We understand that should we be found to be in response time default, that we will be required to submit a CAP - detailing the reasons for the deficiencies which resulted in the finding of a response time default, our plan to obtain full compliance, and our estimated timeline for obtaining full compliance - to the City within 10 days' notice by the City of said default and that the CAP will be reviewed by the City within 10 days of receipt. We acknowledge that any approval of a CAP submitted under a response time default may be provisional and solely for maintaining service continuity during the selection and transfer of services to an alternate service provider. We also acknowledge that in the case of a finding of default, we can be fined a response time penalty of $25,000.00 and that the City Administrator will perform a review of our service and will determine whether there is a need to recommend to the City Council that they initiate the process to terminate our Service Provider agreement for cause, to invoke the performance guarantee provision, and to secure a replacement Service provider to assume services on an emergency basis as may be needed.

Lynch EMS Proposal to RFP No. 2018-01 f Prepared for the City of Placentia I February 27, 20191 Page 76

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
lK. PATIENT CARE REPORTING AND DATA SUBMISSION
• Indicate Proposer's acknowledgement of Exhibit A. Section 9 herein. • Describe Proposer's operational plan and commitment to comply with the requirements of this section for each items topic listed.
• Indicate any additional proposed enhancements related to this provision.

We acknowledge Exhibit A. Section 9 in the City of Placentia Request for Proposals for 9- 1-1 ALS Emergency Medical Services.

Since 2013, Lynch EMS has utilized the Orange County EMS electronic patient care reporting (`'ePCR') software platform OC-MEDS Iiub. The current version is compliant with NEMSIS v3.4 format standards and Orange County EMS Policy #300.30 OC-MEDS -- EMS Provider Patient Care Reporting.

As part of our Continuous Quality Improvement (CQI) plan, Lynch EMS tracks our compliance with all required documentation elements pursuant to the requirements set forth in Orange County EMS Policy #300,10 OCMEDS - Documentation Standards. See the following section, Section 19 Continuous Quality Improvement Plan, for more information.

As a current user of OC-MEDS Hub, Lynch EMS meets and complies with the requirements of Orange County EMS Policy #300.32 OC-MEDS EMS Provider Data Submission Process and Orange County EMS Policy #300.20 OC-MEDS — System Management and Support.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia 1 February 27, 20191 Page 77

LPN= * Ems
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Lynch EMS Proposal to RFP No, 2018-01 1 Prepared for the City of Placentia I February 27, 20191 Page 78

* Ems
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

19. CONTINUOUS 1 UALITV IMPROVEMENT PLAN
+ Indicate Proposer's acknowledgement of Exhibit A. Section 10 herein. • Describe Proposer 's operational plan design to comply with the requirements of this section.
• Indicate any additional proposed enhancements related to this provision.

We acknowledge Exhibit A. Section 10 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services.

Lynch EMS has developed and maintains a comprehensive plan for Continuous Quality Improvement (CQI) for our entire operation that has been approved as a requirement for licensure by the local EMS agencies of each county we operate in (See Attachment 8 in Binder 2). Specific to our licensure as an IFT-ALS provider in Orange County, Orange County EMS (OCEMS) reviews and approves our CQI Plan on an annual basis, ensuring it meets the requirements set forth in County policy, In order to ensure that the CQI Plan reflects the current state of the company's CQI activities, the CQI Plan is reviewed and updated by the CQI Committee on an annual basis.

As the CQI process is an integral part of nearly every process at Lynch EMS, CQI principles are applied to areas including but not limited to patient care, safety, resource management, internal and external complaints, commendations, and more. We recognize that quality improvement itselfrequires continuous and ongoing monitoring and improvement. For this reason, the leadership team at Lynch EMS maintains a CQI committee which meets Quarterly to discuss the efficacy of our current quality improvement initiatives, review Key Performance Indicators (KPI), determine the presence of patterns or trends, and develop strategics for improvement when necessary.

Our current CQI Plan lists these roles and responsibilities of our CQI Committee:

1. Provide oversight to keep program in alignment with established goals.

2. Audit and update the Lynch EMS QI Plan annually or more frequently as needed.

3. Review CQI program findings quarterly or more frequently as needed.

4. Identify areas of needed improvement and maintenance of competency.

5. Review sentinel and near -miss events and develop plans to prevent reoccurrence.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 79

LYN= 30t, EMS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

6. The CQI Coordinator shall maintain open communications with LEMSAs and other local providers for the development of improvement plans.

7. Maintain open communications with RNs2Go and any other third -party contractors.

8. Create and supervise Quality Task Forces as needed.

9. Participate in meetings and presentations of state and local EMS system information for peer review with local designated advisory groups and other authorized constituents. 1 0. Participate in LEMSA EQIP programs, including making available mutually agreed upon relevant records for program monitoring and evaluation at county and state level.

The CQI Committee is comprised of the following representatives:
• Chief Executive Officer
• Director of Support
• Facilities and Fleet
• Medical Director
• Scheduling Manager
• CQI Coordinator
• Dispatch Supervisor
• IFT-ALS Coordinator
• Paramedic Representative
• Director of Operations
• EMT Representative
• Operations Manager
• Paramedic Supervisor
In addition to a review of the past quarter's KPI data, each CQI committee meeting also includes a discussion of every KPI to determine whether it is still a useful indicator. When a KPI consistently meets or exceeds the desired benchmarks, it may be removed as a focus point so our team can put its efforts into a new action item that needs attention. New KPI may also be proposed during CQI committee meetings based on operational changes, participation in pilot programs, changes to County policy, or in other cases when the need for a new indicator has been identified.

At times, the CQI Committee will decide to form a small workgroup, called a Quality Task Force (QTF), to formulate a solution to a specific improvement initiative. These workgroups allow active participation from non -management employees in our quality improvement activities. The QTF may be comprised of personnel of the CQI Committee, any employee who has skills or knowledge useful to the topic, or may include consultants or experts from external agencies as needed. Each QTF is assigned one specific project and is disbanded by the CQI Committee upon completion of the project. A member of the CQI Committee who oversees the communication between the QTF and the CQI Committee chairs each QTF team.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 80

LYN=*EMS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
avoid unnecessary trips to the ER, which often result in a loss of hospice coverage. This program allows us to provide hospice patients with relief and provide their families with reassurance while maintaining the patient's hospice status. The program has reduced the stress on patients and families who are going through a challenging time in their life. We are passionate about developing innovative solutions to the complex challenges that face the EMS transport community, and we have shown that our leadership and EMS providers are forward thinking, enthusiastic, and competent in developing and implementing pilot and research programs. We will work with thc City of Placentia to address the unique needs of its residents and emergency response personnel.

We have identified two future pilot programs that we will pursue as they become available: The Emergency Triage, Treat, and Transport (ET3) Model, which would allow for alternate destination and billing options for 9-1-1 callers who do not truly need care in an Emergency Room. This project would ideally result in a reduction of costs for both Lynch EMS and the City of Placentia, and we will work with the City to determine whether this project would be of mutual benefit. The other project, which is currently underway in Orange County, is the Health Information Exchange pilot. This government -funded project provides two-way electronic communication interface between EMS patient data and acute care hospitals. The shared information serves to provide enhanced continuity of care for patients and provides a wealth of data to be used for CQI and training purposes. We have submitted a formal letter of interest to thc OCEMS HIE program manager, Laurent Repass. The project is currently only open to 9-1-1 service providers, and following contract award, we will submit another letter of interest to apply for this pilot project. We are looking to pilot this project for our IFT-ALS program as well.

Lynch EMS has become an organization that recognizes the value of continuously improving our organization through careful data collection and reporting, planning, and utilizing thc unique talents of each of our team members to respond to the constant changes within the EMS community. We look forward to collaborating with the City of Placentia to develop new and innovative strategies for improvement during our contract period serving as your 9-1-1 ALS service provider.

Lynch EMS Proposal to RFP No, 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 82

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

20. CLINICAL AND OPERATIONAL BENCHMARKING
• Indicate Proposer 's acknowledgement of Exhibit A. Section 11 herein. • Describe Proposer 's operational plan and commitment to comply with the requirements of this section for each item topic listed.
• Indicate any additional proposed enhancements related to this provision. • Demonstration of the ability to generate outcomes/clinical process of care reports that are compliant with the quality measures contemplated for reporting.

We acknowledge Exhibit A. Section 11 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services.

Our organization is dedicated to carefully tracking both clinical and non -clinical Key Performance Indicators (KPI) which are relevant and useful for the Continuous Quality Improvement (CQI) process at Lynch EMS. We currently measure process -oriented and outcome -oriented indicators which have been instrumental in improving and maintaining a high standard of efficiency, patient care, and safety.

These indicators are developed by our CQI committee and are reflective of the careful attention each member of our leadership team gives to reviewing performance, documentation, and employee health, safety, and satisfaction. We have secn significant positive changes in the organization as a result of this process, and we are confident that our team will provide the same attention to the 9-1-1 ALS program in the City of Placentia. As quality improvement and operational benchmarking are continuous processes, additional KPIs may be added annually or sooner as dictated by observed need, regulatory requirements, and changes in operational procedures.

Lynch EMS currently creates and maintains all data required to conduct our KPI benchmarking process and provides regular reports to Orange County and Los Angeles EMS that consistently meet or exceed the standards required by policy. We will provide similar reports to the City of Placentia that are tailored to its specific needs and that are developed in conjunction with the City's EMS leadership.

Outlined below is a list of our current KPI followed by a list of KPI we have developed to address the specific needs of a 9-1-1 response service for the City of Placentia. As noted Lynch EMS Proposal to RFP No. 2018-01 1 Prepared for the City of Placentia I February 27, 20191 Page 83

Lr,
EMS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
elsewhere in this proposal, our leadership team has significant experience in the 9-1-1 EMS industry, and these indicators were developed using that experience as a tool to guide our process.

In order to keep this section concise, we have simply listed our current KPfs and have expanded a detailed explanation only for the proposed 9-E-1 ALS KPIs related to this new service contract.

Each of our current KPIs is reviewed in a similar manner to what is listed in the detailed view. 2019 Lynch EMS Key Performance Indicators
(Current Lynch EMS KPIs)
Indicator Name
Indicator
Code
ALS/
BLS
Frequency of
Reporting
Requesting
Agency
EMT Tumover Rate
LYN-01
BLS
Quarterly
Lynch EMS
Daily Vehicle Checklists
LYN-02
Both
Quarterly
Lynch EMS
Gurney Maintenance
LYN-03
Both
Quarterly
Lynch EMS
Pain Assessment and Documentation
LYN-04
Both
Monthly
Lynch EMS
Cardiac Monitor Use and Documentation
LYN-4.5
ALS
Monthly
Lynch EMS
Pulse iaximetry Use and Documentation
LYN-04
ALS
Monthly
Lynch EMS
Critical IV Use and Documentation
LYN-07
ALS
Monthly
Lynch EMS
Code 3 Upgrades
LYN-08
ALS
Monthly
Lynch EMS
PCR Data Quality Assessment - Assessment
LYN-09
Both
Monthly
Lynch EMS
PCR Data Quality Assessment - Situation
L.YN-10
Both
Monthly
Lynch EMS
PCR Data Quality Assessment - -Times
LYN-11
Both
Monthly
Lynch EMS
PCR Data Quality Assessment - Response
LYN-12
Both
Monthly
Lynch EMS
PCR Data Quality Assessment- Destination
Name and Code
LYN-13
Both
Monthly
Lynch EMS
PCR Data Quality Assessment - Posting Time
LYN-14
Both
Monthly
Lynch EMS
PCR Data Quality Assessment - Patient Volume
Verification
LYN-15
Both
Monthly
Lynch EMS
Two Sets of Vital Signs
OC-2
BLS
Quarterly
Orange
County
Pain Interventions
OC-3
BLS
Quarterly
orange
County
Ambulance Patient Offload Time
LA -03
Both
Monthly
Los Angeles
County
Transfer of Care Vital Signs
LA -04
BLS
Monthly
Los Angeles
County
Hospice On Time Performance
LA -O5
Both
Quarterly
Los Angeles
County
Lynch EMS Proposal to REP No. 2018-01 I Prepared for the City of -Placentia February 27, 2019I Page S4

'lc,
6U Cr,
n -wry,
10 De:

O Crib
January
4&O%
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Percent of BLS Transports That Obtained At Least Two Sets of Vital Signs Prior to Transfer of Care (2018) February March April

49.095 49.6% 52.0%
January 201A: The CQI Co nun ittee identrfia s
That employee. pert ore write for this KPI is
below -threshold. Prb ,cdd material is posted
to the COI Coerd cuthrmg Orange County's
expectations regarding the documentation of
vital signs.

February 201A: The February
company Newsletter is issued
containinga CQI reminder ler
field employees regard ing the
vitals signs requtremerds of
eh: EM s.
bnu ary Febniary March
May June

63.0% 70.n%
July August September October November December January (2019) aA.6% 90.3% 93.2% d9,9% 90.1% 90.4% 90.7%
August 2At1S: Suuervisorystaff perform indrvidtsalcounsa{s with empluyeeswho.:entinue to fall tomcat threshold Ian eke l signs decuine ntation.

Jay 201S.: Based on lynch EMS's feedbar'ktcthecounty at the OCEMS Private Provider COI Meeting, OCEMSdecddesto
remove Glasgow CORD Scale as a regruradvital signs element.

These changes 'irst take effect in the lune reporting:late (submitted InJuly).

Aprll201L 'Top Vital!Perform ersQ12O1A' rankings is posted on the QI Board, recognizing eenployecowhodemorelraterl exceptionalvdaissign documentation. ndditb alfy,illmarated ed ucattonal material demonstrat irp proper vitas
do cumin ration p rote dare is posted tc the CU' en sni.

APra
611. June
July Pueu2 September Docile r4artm bar December January (26Lc)
The graph above shows that our efforts to improve a benchmark, which was below our standard, were effective. We saw a 22% increase towards our goal threshold using interventions decided upon by the CQI Committee. We also saw a somewhat artificial increase towards our goal when OCEMS removed one of the requirements for this indicator. However, we were able to realize a significant improvement before the indicator's requirements changed, and the change was due in large part to our voluntary participation in the OCEMS Private Provider CQI Workgroup that meets quarterly and we will continue to attend.

The chart on the next few pages contains 10 Kcy Performance Indicators we propose to add to our benchmarking process. We have researched indicators that are widely used by large 9- 1-1 ALS service providers across the country and have developed these as a tentative list to tailor our CQI process to meet the needs and respond to the challenges of the 9-1-1 system. We look torward to working with the City of Placentia to modify, remove, or add indicators as needed for the specific population we intend to serve.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia ( February 27, 20191 Page 85

LYNCH * MIS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Proposed Lynch EMS 9-1-1 ALS Key Performance Indicators Clinical KPI

1. Scene and Prehospital Time for STEMI, Stroke, and Trauma Definitions
Scene; Time from on -scene arrival to beginning of transport to specialty receiving center averaged monthly. Pre -Hospital: Time from call received to arrival at specialty receiving center averaged monthly.

Relevance
All patients requiring specialty receiving center interventions have one thing in common: The faster they arrive at destination, the better their outcome.

Goal
Scene and Prehospital average times for these patients which are shorter than for patients not recuiring specialty services.

Data Source _
RescueNet Computer Aided Dispatch (CAD).

2. Cardiac Arrest ROSC Rate After Defibrillation
Definitions
Pcrcentage of cardiac arrest patients who, prior to transfer of care at receiving facility, have return of spontaneous circulation (ROSC) after defibrillation.

Relevance
ROSC rates are currently used as an indicator of high quality CPR and ACLS delivery nationwide and provide a quantitative benchmark for assessing the efficacy of these interventions.

Goal
ROSC rates above the Countywide average.

Data Source
Electronic Patient Care Reports (ePCR) and OCEMS system data.

3. Advanced Airway Placement Success Rate
Definitions
Ratio of calls (as a percentage) where an advanced airway (endotracheal tube or laryngeal mask airway) was attempted at least once and calls where an advanced airway was successfully placed.

Relevance
Advanced airway placement is a high -risk, low -frequency skill and is a critical contributing factor to patient survival when the airway is compromised.

Goal
100% of calls whcre an advanced airway is attempted are successful in placement.

Data Source
ePCR data; 100% chart review of all attempted advanced airways.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 86

* Artif
Proposal for City or Placentia
9-1-1 Advanced Life Support Emergency Medical Services

4. Base Hospital (BH) Contact
Definitions
Percentage of calls requiring BH contact per OCEMS policy where BH contact was made by the paramedic team.

Relevance
Lynch EMS paramedics do not currently make BH contact and it is important to track their compliance in this area as it is specific to 9-1-1 responses.

Goal
BH contact is made by paramedic tcam for 100% of calls requiring BH contact per OCEMS policy or there is reasonable documentation as to why BH contact was not possible.

Data Source
Retrospective chart review: 100% complete review for all patients transported to a specialty receiving center or whose primary impression, vital signs, or recorded interventions indicate the need for BH contact (Chart review is currently done by a former OC MICN).

5. Standing Orders, Policies, and Procedures
Definitions
Percentage of reviewed ePCRs with documentation showing compliance with all OCEMS standing orders, policies, and field proccdures which apply to the patient being treated.

Relevance
Reviewing patient care documentation for deficiencies in these areas serves several purposes by identifying trends in care delivery which will serve as a guide for implementing system changes when appropriate, and to identify individuals who may need supplementary training or education to provide the best possible carc to cach patient we treat.

Goal
100% of reviewed cPCRs document compliance with all applicable OCEMS standing orders, policies, and field procedures.

Data Source
ePCR data from retrospective chart review.

Response Time Performance KPI

6. Monthly Response Time Performance by Call Phase
Definitions
9-1-1 ALS Turnout Time Intervals: Average monthly time in minutes between EMS call assignment and initiation of response. 9-1-1- ALS Unit Response Time Intervals: Average monthly time in minutes from EMS call received to arrival on -scene.

Relevance
Response time call phase review and reporting is required for compliance with both OCEMS and as a requisite of Lynch EMS's contract with the City of Placentia. Rapid turnout times and scene arrival timcs are essential to providing the public with high quality 9-1-1 medical response.

Goal
90th percentile turnout time intervals shorter than 1.9 minutes and 90th percentile total response times shorter than 7.9 minutes.

Data Source
RescueNet Computer Aided Dispatch (CAD) with integrated GPS vehicle tracking.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 2019] Page 87

L -,.,*. -HMS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

7. Late Call Analysis
Definitions
Root cause analysis for any total response time interval greater than 8 minutes.

Relevance
Response time intervals greater than 8 minutes fall outside the 90th percentile range requested by the City of Placentia and a root cause analysis may reveal the opportunity for operational modifications to prevent recurrent late responses.

Goal
100% of response time intervals greater than 8 minutes receive root cause analysis revealing factors within our organization's control which may be modified to prevent future late calls.

Data Source
RescueNet Computer Aided Dispatch (CAD) with integrated GPS vehicle tracking.

8. Mutual Aid Ratio Analysis
Definitions
Comparison of the number of mutual aid responses provided by Lynch EMS to other agencies and the number of mutual aid responses provided to Lynch EMS from other agencies.

Relevance
Balanced mutual aid responses prevent our ALS units from being disproportionately called for service outside our contracted service area and prevent other agencies from receiving disproportionate calls for service into our contracted service area. For both parties, an imbalance may contribute to longer average response times.

Goal
1 to 1 ratio of mutual aid provided by Lynch EMS and mutual aid provided to Lynch EMS
Data Source
i
Internal data collected by Lynch EMS; data from by mutual aid partners.

Customer Satisfaction KPI

9. Core Values
Definitions
Percentage of customer service surveys selecting "yes" to the question:
"Did the paramedics act in a professional and compassionate manner?" Relevance
Lynch EMS Core Values reflect our concern for our customers as people, not only as patients. These values are especially important when providing service to patients dialing 9-1-1 who may be ill or injured.

Goal
100% of surveys answer "yes" (if the question is answered at all).

Data Source
Customer satisfaction surveys
U}sr �'.01 S n.1 J 4.V? 2611 '.,. 'I'4;z rateau * Ariz C«y eorudry n, 'age %'

Proposal for City of Placentia

94.1 Advanced Life Support Emergency Medical Services

10. Improvement of Symptoms
Definitions
Percentage of customer service surveys selecting "yes" to the question:

If you were in pain, discomfort, or had difficulty breathing: "Did you feel less pain, discomfort, or difficulty breathing after the paramedics treated you?"
Relevance
Pain, discomfort, and difficulty breathing can and should be treated by paramedics when appropriate. In most cases, patients should feel some relief before arriving to the hospital.

Goal
90% of surveys answer "yes". Not all discomfort can be treated under standing orders (such as chronic back pain) so 100% is not realistic.

Data Source
Customer satisfaction surveys
This list on the next page is what we used to create the detailed indicators above and is based on indicators that our research has shown to be useful by other providers of 9-1-1 ALS service. In order to keep data relevant and useful, we combined several of the indicators into a single KPI above, although we will track and trend the items below regardless of whether it is listed as an official KPI. It is also worth noting the size of our organization compared with the relatively low frequency of injuries and collisions we experience. This allows us to address each injury or collision on a case-hy-case basis and perform a full root cause analysis. Thus, they arc not listed as KPts although we do keep records of each incident and our Safety Officer tracks any common factors that would suggest a trcnd. (See Section r 15 "Personnel Standards" for a description of our Injury and Illness Prevention Program for further detail), Lynch EMS Proposal to RU P No. 2018-01 I Prepared for the City of Placentia l February 27, 20191 Page 89

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
9-1-1 ALS Key Performance Indicators
(Descriptions of indicators provided on the next page)
Indicator Name
ALS/BLS/911
Indicator
Code
Frequency of
Reporting
911 Call Volume
911
PL -01
Quarterly
Turnout Time
911
PL -02
Monthly
Response Time
911
PL -03
Monthly
Scene Time
911
PL -04
Monthly
Transport Duration
911
PL -05
Monthly
Cardiac Arrest Call Received to
Defibrillation
911
PL 06
Monthly
Cardiac Arrest Arrival on Scene to
Defibrillation
911
PL -07
Monthly
Stroke Total Call Time
911
PL -08
Monthly
Scene Location
911
PL -09
Quarterly
Specialty Center Utilization by Type
911
PL -10
Quarterly
Transport Mode
911
PL -11
Quarterly
Response Type
911
PL -12
Quarterly
Chief Complaint
911
PL -13
Monthly
Cardiac Arrest Disposition
911
PL 14
Monthly
ETT Success Rate
911
PL -15
Monthly
ETCO2 Utilization
911
PL -1F
Monthly
Mutual Aid Requests
911
PL -17
Quarterly
Extrication Using Fire Service
91 l
PL -18
Quarterly
Police Utilization
911
PL -19
Quarterly
Lynch EMS Proposal lo RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 90

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Indicator Name
Description
911 Call Volume
Measures the quarterly volume of 911 calls received requesting emergency medical services.

Turnout Time
Measures time between when a call is received by an assigned unit and when that unit begins moving toward the scene.

Response Time
Measures time between when a responding unit begins moving toward the scene and when that unit arrives at the scene.

Scene Time
Measures time a responding unit spends on scene.

Transport
Duration
Measures the time between when a transporting unit leaves scene and when that unit arrives at destination.

Call Received to
Defibrillation
Measures the time between when a 911 ca]1 was received for a cardiac arrest and when the first shock was delivered to the patient.

On Scene to
Defibrillation
Measures the time between arrival on scene for a cardiac arrest patient and when the first shock was delivered.

Stroke Total Call
Time
Measures the time between when a 911 call was received for a stroke and when the patient arrived at destination.

Scene Location
Records the type of scene responded to (private residence, assisted living, urgent care, etc.).

Specialty Center
Utilization
Records the type of specialty centers (Emergency, Stroke/Neurology, Cardiovascular, or Trauma) by transport destination.

Transport Mode
Records transport mode (Code 3 vs Code 2) from scene to destination.

Response Type
Records the volume of 911 requests, arrivals, and transports performed, and analyzes the ratios between them.

Chief Complaint
Records the chief complaint of each patient contact.

Cardiac Arrest
Disposition
Analyses the patient disposition upon arrival at destination for transports involving cardiac arrests.

ETT Success
Rate
Analyzes the success rate of endotracheal intubation attempts.

ETCO2
Utilization
Analyzes the percent of patient contacts for which end -tidal CO2 waveforni capnography is performed.

Mutual Aid
Requests
Records the volume of mutual aid requests received by Lynch EMS by other EMS agencies.

Extrication using
Fire Service
Records the volume of requests by Lynch EMS fire suppression service for extrication services.

Police Utilization
Records the volume of requests by Lynch EMS to Placentia Linda Police Department for assistance.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 91

Lnixzt 4 -Bate
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I. February 27120191, Page 92

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

21. CLINICAL LEVELS AND STAFFING RE I UIREMENTS
• Indicate Proposer's acknowledgement of Exhibit A. Section 12 herein, • Describe Proposer's operational plan design to comply with the requirements gfthis section.
• Indicate any additional proposed enhancements related to this provision.

We acknowledge Exhibit A. Section 12 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services.

As described in Section 2 Proposer's EMS Qualifications, page 9 of this proposal, Lynch EMS's proposed 9-1-1 ALS units will meet all requirements set forth in Orange County EMS Policy #7(10.00 prior to the beginning of the contract service date. Any deficient items that require attention prior to beginning of the contract are outlined in Section 2 of this proposal. Our current ALS fleet meets all requirements for IFT-ALS service in accordance with OCEMS Policy #777.00 and we will make modifications as described in the above referenced sections to comply with OCEMS Policies governing EMT -P licensure and ALS Unit Minimum Inventory.

At the outset of the contract, Lynch EMS will be utilizing ambulances staffed with two paramedics to respond to 9-1-1 ALS calls in the City of Placentia. If during the contract period Lynch EMS has determined that utilizing a Paramedic Assessment Unit (PAU) operational setup will bring additional benefit to the delivery of care to the citizens of Placentia, Lynch EMS leadership will meet with City of Placentia representatives to discuss implementing this model.

This change would solely be based on performance driven data and would be made with the involvement of the City of Placentia and the OCEMS Medical Director.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 93

MkTV
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Lynch EMS Proposal to RFP No. 2018-01
Prepared for the City of Placentia I February 27, 20191 Page 94

Lnratt * Ems
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
• Indicate Proposer's acknowledgement of Exhibit A. Section 13 herein. • Describe Proposer's operational plan design to comply with the requirements of this section. Include proposed work schedules intended to be employed under a resultant agreement.
• Indicate any additional proposed enhancements related to this provision.

We acknowledge Exhibit A. Section 13 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services.

We recognize the need to utilize work schedules that both minimize provider fatigue and ensure appropriate service coverage for the people of the City of Placentia. To accomplish this, Lynch EMS intends to utilize 24 -hour shifts in a modified Kelly schedule following this format: 1 day on, 1 day off, 1 day on, 2 days off, 1 day on, 1 day off, 1 day on, 4 days off, and repeated throughout the year. Each shift works an average of ten 24 -hour workdays per month. There are three "shifts": Shift A, Shift B, and Shift C that employees would be assigned to at each station.

Each shift works two 24 -hour workdays per week and three 24 -hour workdays every five weeks.

This shift schedule will require twelve full-time paramedics to staff shifts A, B, and C for each station. The following page shows an example of this work schedule as it would look in the year 2020.

With this schedule, employees would not be scheduled for shifts longer than 24 hours.

Policies will allow employees to work up to 48 hours on a very limited basis and only with supervisor approval. The intent of the policies will be to ensure 24 -hour coverage of the City of Placentia but also to significantly limit the ability for employees to work extended shifts that increase the negative impact of fatigue on personnel and the safety of the community. To help decrease or eliminate the need for extended shift lengths past 24 hours, we will maintain a platoon of reserve employees trained to the same standards as those assigned to the 9-1-1 ALS positions.

The reserve employees will be utilized to cover absences or time -off requests. Lynch EMS will utilize our ongoing CQI process to evaluate the performance of employees on 24 -hour shifts and will adjust work schedules as appropriate.

An additional benefit of the schedule described above compared to other Kelly formats is that every few weeks, employees will have four consecutive days off. This allows additional time Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 95

LINO, * IOW
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
for paramedics to balance work and life, and to recover from the demands of 9-1-1 response. uNal *zuc
City of Placentia
9-1-1 ALS Work Schedule
2020
"A" Shift "B" Shift "C" Shift

JANUARY FEBRUARY

MARCH APRIL
Su Mo Tu We Th Fr So
1 2 3 4
5 6 7 8 9 10 11
12 13 14 15 16 17 18
19 20 21 22 2.3 24 25
26 27 28 29 30 31
Su Mo Tu We Th Fr So
1 2 3 4 5 6 7 8
9 10 11 12 13 14 15
16 17 18 19 20 21 22
23 24 25 26 27 28 29

MAY JUNE
Su Mo Tu We Th Fr SO
1 2 3 4 5 6 7
8 9 10 11 12 13 14
15 16 17 18 19 20 21
22 23 24 25 26 27 28
29 30 31
Su Mo Tu We Th Fr So
1 2 3 4
5 6 7 8 9 10 11
12 13 14 15 16 17 18
19 20 21 22 23 24 25
26 27 28 29 30

JULY AUGUST
Su Mo Tu We Th Fr So Su Mo Tu We Th Fr So Su Mo Tu We Th Fr So Su Mo to We Th Fr So 1 2 1 2 3 4 5 6 1 2 3 4 1
3 4 5 6 7 8 9 7 8 9 10 11 12 13 5 5 7 8 9 10 11 2 3 4 5 6 7 8 10 11 12 13 14 15 16 14 15 16 17 18 19 20 12 13 14 15 16 17 18 9 10 11 12 13 14 15 17 18 19 20 21 22 23 21 22 23 24 25 26 27 19 20 21 22 23 24 25 16 17 18 19 20 21 22 24 25 26 27 28 29 30 28 29 30 26 27 28 29 30 31 23 24 25 26 27 28 29 31 30 31

SEPTEMBER OCTOBER

NOVEMBER DECEMBER
Su Mo Tu We Th Fr So Su Mo Tu We Th Fr So Su Mo Tu We Th Fr So Su Mo Tu We Th Fr So 1 2 3 4 5 1 2 3 1 2 3 4 5 6 7 1 2 3 4 5
6 7 8 9 10 11 12 4 5 6 7 8 9 10 8 9 10 11 12 13 14 6 7 8 9 10 11 12 13 14 15 16 17 18 19 11 12 13 14 15 16 17 15 16 11 18 19 20 21 13 14 15 16 17 18 19 20 21 22 23 24 25 26 18 19 20 21 22 23 24 22 23 24 25 26 27 28 20 21 22 23 24 25 26 27 28 29 30 25 26 27 28 29 30 31 29 30 27 28 29 30 31
Lynch EMS Proposal to RFP No. 2018-011 Prepared for the City of Placentia I February 27, 20191 Page 96

LIM= *
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
• Indicate Proposer 's acknowledgement of Exhibit A. Section 15 herein. • Describe Proposer's operational plan and commitment to comply with the requirements of this section for each item topic listed.
• Indicate any additional proposed enhancements related to this provision.

We acknowledge Exhibit A. Section 15 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services.

We agree to establish a system for tracking and reporting all EMS service activities to the City of Placentia's City Administrator in a monthly report. This report will include a breakdown by category of all ALS services with ambulance transport, ALS services without ambulance transport, BLS services with ambulance transport, and BLS services without ambulance transport.

This report will also include any coverage or response time issues, mutual aid responses, other emergency -related incidents, and community support activities.

Additionally, Lynch EMS wilt provide an annual report of all EMS activities to the City Administrator. This report will be a detailed summary of our activities and all statistical data broken down by category for the previous year. Included will be any challenges and issues addressed during that time or that remained unresolved. We agree to provide a detailed report of all billings to the City Finance Director.

Lynch EMS utilizes Zoll's RescueNet Dispatch and Billing Software. When awarded the contract, Lynch EMS will maintain "call types" in this program to identify all requests for service associated with this contract. Within this software is Zoll's RescueNet Reporting. This allows for accurate reporting of any data the City will require. This includes, but is not limited to, response types, response times, time on task, ALS transport, BLS transport, and cancelled requests. Lynch EMS with be able to track and report to the city Unit Hour Utilization, peak demand times, as well as heat maps of call volume for better resource deployment.

RescueNct is also an integrated billing program. Lynch EMS will be able to provide to the City accurate and detailed reports on all billing activity associated with the execution of this contract. This includes any pass through from the BLS provider for ALS assessment charges, ALS supply charges, subscription plan fees, first responder fees, or City subsidy if they apply.

Lynch EMS Proposal to RFP No. 2015-01 I Prepared for the City of Placentia I February 27, 20191 Page 97

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
These reports will be subject to regular internal audit by the Lynch EMS Compliance Committee to ensure the accuracy of all information reported to the City Administrator and City Finance Director.

Lynch EMS Proposal to RFP No. 2018-01 I. Prepared for the City of Placentia I, February 27,, 20191, Pac 98

ignwar Ems
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

24. START-UP PLAN
• Indicate Proposer's acknowledgement of Exhibit A. Section 16 herein.. • Describe Proposer's operational start-up plan to comply with the requirements of this section.
• Indicate any additional proposed enhancements related to this provision.

We acknowledge Exhibit A. Section 16 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services.

As a longstanding, local EMS provider with strong business and community relationships built over the past 33 years, our local footprint and solid infrastructure ensure a rapid and risk -free transition to provide 9-1-1 ALS Services for the City of Placentia. Lynch EMS commits its dedicated and experienced team of industry leaders and EMS experts to manage the implementation and ongoing oversight of the City's 9-1-1 ALS Services. This leadership team upholds thc highest standards of service, commitment, and excellence that are expected by Orange County EMS (OCEMS), the City of Placentia, and by Lynch EMS. Our leadership team is familiar with the Orange County EMS 9-1-1 System and is eager to work closely with the City and thc current 9-1-1 ALS Service Provider to ensure a smooth transition into our assumption of this contract.

Contract and Licensure Milestones
Task
Timeline
Meet with City representatives to negotiate/finalize contract Within 30 days of
Notice of Award
Meet with City representatives to finalize timeframe for elements requiring City participation
Ongoing after
finalized contract
OCEMS 9-1-1 ALS Provider Application
Within 30 days of
Contract signing (3-6
months waiting period
for OCEMS to
approve)
Provide City with signed certification as required on page 63 of RFP Within 30 days of
Notice of Award
Provide City with Certificates of Insurance and Endorsements as required in RFP
Before Contract
Services Begin
Lynch EMS Proposal to RFP No. 2018-01
Prcparcd for the City of Placentia
February 27, 20191 Page 99

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Upon notification of being awarded the contract, we will immediately initiate conversations with City officials to finalize the contract and verify timefrarnes for items that require involvement from City officials. Once the contract is finalized, we will begin the process for obtaining a 9-1-1 ALS Provider License through OCEMS. The required application and documentation will be submitted to the County within thirty days. In the letter provided as Attachment 2 in Binder 2 of our proposal, OCEMS has confirmed that this application will be processed within three to six months of receipt.

Vehicles and Equipment Milestones
Task
Timeline
Ambulance Purchasing
By January 1, 2020
Supply/ Equipment Purchasing
By January 1, 2020
Receipt of Equipment fir Training Purposes
By May 1, 2020
Ambulances — Deployment Ready
By May 31, 2020
By January 1, 2020, we will purchase the two ambulances to be used during the contract period allowing six months to prepare them for service. This amount of time will allow us to complete required licensing of the ambulances to operate in the State of California and the County of Orange while allowing additional time to outfit the ambulances with appropriate communication equipment, GPS tracking, and City approved decal and labeling.

Required equipment will be purchased by January 1, 2020. This will allow time for receipt of the equipment and testing of the equipment as needed prior to training assigned personnel on any specialized equipment.

Facilities Milestones
Task
Timeline
Initiate a meeting with the current provider to discuss timelines and transition issues
By January 31, 2020
Facilities — Assess City Fire Stations and formulate plan for any identified action items to prepare them for operations
By March 31, 2020
Facilities — Finalize action items to ensure fire stations are ready for operations
By May 31, 2020
Lynch EMS Proposal to RFP No. 2018-01 Prepared for the City of Placentia j February 27, 20191 Page 100

EMS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency' Medical Services To ensure a smooth and seamless transition from the existing provider to us, we will start preparing a plan in early 2020 to prepare facilities prior to the July ], 2020 start date. This wilt include visits to the existing tire stations to assess the best design for housing equipment and staff, and we hope to open a dialogue with the existing service provider regarding specific challenges and operational design success strategies should they choose to participate in the exchange of information. While we believe this would be in the best interests of the residents of the City of Placentia, we also recognize thc potential for the existing service provider to decline such a dialogue, and we will ask representatives from thc City who are familiar with the current operational design to provide us with any information that could enhance our transitional plans. If we are unahle to access the fire station facilities prior to midnight on the contract start date, we will deploy a team of supervisors with all necessary equipment and supplies to arrive at the fire stations at midnight to stock the living quarters and supply areas overnight. We will also rely on our headquarters for additional resources as needed during the first few days of the contract period. since it is located adjacent to the City limits.

Uniform and Vehicle insignia Milestones
Task
Timeline
Meet with City representatives to finalize uniform patches / vehicle decals
Ongoing — Completed
by January 1, 2020
Ordering of Uniforms
By April 30, 2020
Receipt of Unifonns
By May 31, 2020
Verification of Vehicle Insignia/Decals
By May 31, 2020
As we meet with City representatives after signing the contract, we will discuss the design of uniform patches and vehicle insignias, By January 1, 2020, we plan to have the design of both items finalized. This will allow us to submit thc panned vehicle design with the purchase of the ambulances and allow time to get sample patches made prior to creation of uniforms, After uniform patches are confirmed and we have selected the personnel to work in the service area, we will order uniforms by April 30, 2020 allowing cnough time to receive uniforms and fix any identified issues with them,
Lynch EMS Proposal to RFP No. 2018-01 J Prepared for the City of Placentia l February 27, 20191 Page 101

Lyn= * ENS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Personnel Milestones
Task
Timeline
Job Posting: 9-1-1 ALS Shift Lead
By January 1, 2020
Final Selection of 9-1-1 ALS Shift Leads
By February 29, 2020
Job Posting: 9-1-1 ALS Paramedic
By February' 29, 2020
Final Selection of 9-1-1 ALS Paramedics
By April 30, 2020
Finalize Shift Schedules
By May 31, 2020
Orientation/Training 9-1-1 ALS Paramedics and Shift Leads May — June 2020
Training — Communications Center
May — June 2020
By January 1, 2020, we will begin the process of selecting paramedics who will function as 9-1-1 ALS Shift Leads first. These positions will be tilled first, by Fehniary 29, 2020, so that thcy can assist in the hiring of the 9-1-1 ALS paramedics they will be supervising. In addition, it allows time to prepare them to assist in the training of the 9-1-1 paramedics since the Shift Leads will have an important role in the training, development, and ongoing evaluation of the 9-1-1 ALS paramedics.

By Fehniary 29, 2020, we will begin the selection process for 9-1-1 ALS paramedics with final selection of these positions taking place by April 30, 2020. This timeframe allows enough time to finalize shift schedules by May 31, 2020, and schedule employees for required training that will start in the beginning of May 2020. We anticipate needing two months to complete all required training of ambulance personnel and communications center personnel in preparation for a July 1, 2020 contract start date.

Lynch EMS Proposal to RFP No. 2018-01 Prepared for the City of Placentia j February 27, 20191 Page 102

Liwat,;aOt Ems
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
2S. INSURANCE AND INDEMNIFICATION RE i UIREMENTS
• Indicate Proposer's acknowledgement of Exhibit A. Section 17 herein. • Describe Proposer 's operational plan to comply with the requirements of this section We acknowledge Exhibit A. Section 16 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services.

Insurance Coverages
Upon contract award, Lynch EMS shall obtain, maintain, and keep in full force and effect during the life of the Agreement all of the minimum scope of insurance coverages listed in Exhibit F of the RFP. Our current insurance agency is admitted to do business in California, meets the rating requirements set forth in the RFP, and will be verified by the City prior to the execution of the Agreement.

Prior to execution of the Agreement, we will provide the City with Certificates of Insurance and all necessary endorsements to meet the requirements of this section, specifically the commercial general liability insurance policy and business automobile liability policy will contain or be endorsed to contain the provisions listed under "Endorsements" of Exhibit F which will be worded as worded in the same section. We will also file with the City a signed certification that will read in accordance with Exhibit F, page 63 of the RFP:
"We are aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability of Workers' Compensation or to undertake self- insurance before commencing any of the work"
Lynch EMS will also comply with Section 3800 of the Labor Code by securing, paying for, and maintaining in full force and effect for the duration of this Agreement, complete Workers' Compensation Insurance and, as noted above, will provide a Certificate of Insurance for the same.

Indemnification
Lynch EMS shall defend, indemnify and hold City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner which actually or allegedly arise out of or are incident to any Lynch EMS Proposal to RFP No. 2018-01 l Prepared for the City of Placentia I February 27, 20191 Page 103

Lamm- * \
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
alleged acts, omissions, negligence or willful misconduct of Lynch EMS, its officials, officers, employees, agents, and subcontractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorney's fees and other related costs and expenses except where caused by the active negligence, sole negligence, or willful misconduct of City its officials, officers, employees, volunteers and agents. Lynch EMS shall defend, at our own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, officials, officers, employees, volunteers and agents.

Lynch .EMS shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, officers, employees, volunteers and agents, in any such suit, action or other legal proceeding. Lynch EMS shall reimburse City and its officials, officers, employees, volunteers and/or agents, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Service Provider's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by City, its officials, officers, employees, volunteers and agents.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 104

LYNCH * ENS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

26. PROPOSAL REPRESENTATIONS
• Indicate Proposer's acknowledgement of Exhibit A. Section 18 herein.

Lynch EMS acknowledges Exhibit A. Section 18 in the City of Placentia Request for Proposals for 9-1-1 ALS Emergency Medical Services.

We acknowledge that this proposal will be retained and will be incorporated and referenced, and made a part of the final Agreement, except that in the case of any conflicting provisions, the provisions contained in the 9-1-1 ALS EMS Agreement shall prevail.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 2019] Page 105

Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Lynch EMS Proposal to RFP No. 2018-01 l Prepared for the City of Placentia February 27, 20191 Page 106

LYNCEI *
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services

27. PROPOSER'S REFERENCES
• Provide three references that are verifiable by the City on form titled as Exhibit G References.

See Exhibit G of proposal.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 2019I Page 107

lizo6TE * Awe
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
Lynch EMS Proposal to RFP No. 2018-01
Prepared for the City of Placentia I February 27, 20191 Page 108

Lam- ..EMS
Proposal for City of Placentia
9-1-1 Advanced Life Support Emergency Medical Services
i28. PROPOSED OPERATING BUDGET
• Provide a proposed operating budget that illustrates financial viability and incorporates each of the elements in Proposer 's proposal which supports all aspects of the proposed operation including proposed revenue, service fees, subscription, fees, City subsidy (if so proposed) and operational design costs.

Exhibit H outlines the proposed operating budget by Lynch EMS, Attachment 8 in Binder 2 of our proposal has a detailed breakdown of the proposed budget in Exhibit H.

Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 109

Proposal for City of Placentia
94-1 Advanced Life Support Emergency Medical Services
Lynch EMS Proposal to RFP No. 2018-01 I Prepared for the City of Placentia I February 27, 20191 Page 110

EXHIBIT B

PROPOSER'S PROPOSED EMS SERVICE FEES

1. EMS First -Responder Basic Life Support Response Fee:
$ N/A

2. EMS First -Responder Advanced Life Support Responder Fee:
$ N/A
OR:

3. Proposed City annual subsidy amount:
1,035,281 - Average amount based on 5 year model (see Exhibit H)

4. Paramedic Ambulance Accompaniment Fee:
$ 387.35

5. EMS Disposable Supplies Fee:
$ 33.91
6, Other EMS Fee(s) describe below:

N/A
- Page 58 of 86 -

EXHIBIT C

DEBARMENT AND SUSPENSION CERTIFICATION
The Proposer, under penalty of perjury, certifies that, except as noted below, Proposer, its principal, and any named subservice provider:

1. Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency;

2. Has not been suspended, debarred, voluntarily excluded or determined ineligible by any federal agency within the past three years;

3. Does not have a proposed debarment pending; and,

4. Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three years.

If there are any exceptions to this certification, insert the exceptions in the following space.

Exceptions will not necessary result in denial of award, but will be considered in determining Proposer resppnsibility. For any exception noted above, indicate below to whom it applies, initiating agency, and dates of action.

Notes: Providing false information may result in criminal prosecution or administrative sanctions. The above certification is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Certification.

Proposer Name: Jacob Wagoner on behalf of Lynch EMS
Sig
Title: Operations Manager
Date: 2/25/2019
- Page 59of66-

cc

WELLS
FARGO
Jurat Certificate California only
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document, State of California
County of 4911-4"116"
Subscribed and sworn to (or affirmed) before me on this .1q' - day of !'QtA4 , 20 Ili, by
UJa l n GG•
proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me.

Place Seal Here
1IIIIIOIUSUI$SIIUUII*SUIIUSUS$I
•. MARILYN ROHM
COMM. N?200m.t UMWPueuCCN PO*
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Description of Attached Document
Type or Title of Document ,
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run ,.0
Document Date
1 i a
Signer(s) Other Than Named Above
Signature 4'
Number of Pages
53(0
DSG 101101 (Rev of -2I I s)

WALTER J LYNCH
A customized summary of your visit
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February 19, 2019
Please refer to the Fee & Information Schedule for full details including all fees for each deposit product and service you selected today and to any disclosures you received for each credit product for which you applied. If you need a copy of these materials, please ask a banker.

Notary
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Banker: MARILYN ROHM
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EXHIBIT E

ADDENDUM ACKNOWLEDGEMENT FORM

ACKNOWLEDGEMENT OF ADDENDA
Proposer's name
Lynch EMS
The proposer shall signify receipt of all Addenda here, if any:

Addendum No.

Date Received
2/22/2019
Signature
- Page 61 of 86 -

EXHIBIT G

PROPOSER'S REFERENCES
Provide three (3) references verifiable by the City. Such listed references should be able to offer corroborate Proposer's representations related to Proposer's experience, qualifications, contracts in good standing status, and other representations made by Proposer herein.

Reference No. 1:

Entity Name: CHOC Children's Hospital - Division of Critical Care Entity Address_ 1201 W. La Veta Ave Orange, CA 92868
Contact Name: Jason Knight, M.D.

Division Chief - Critical Care I Medical Director - PICU I Medical Director - CHOC Telehealth Contact Title: Associate Clinical Professor of Pediatrics - UCI Contact Telephone No.: (714) 509 - 8620
Contact E-mail: [email protected]
Business Relationship with Proposer: Community Partner
Reference No. 2:

Entity Name: Placentia Linda Hospital
Entity Address: 1301 N. Rose Dr. Placentia, CA 92870
Contact Name: Alison Amalfitano
Contact Title: Emergency Room Unit Secretary
Contact Telephone No.: (714) 993-2000
Contact E-mail; [email protected]
Business Relationship with Proposer: Community Partner
- Page 66 of 86 -

Reference No. 3:

Entity Name: Vitas Healthcare
Entity address: 310 Commerce Ste 200 Irvine, CA 92602
Contact Name: Sherrie Montgomery
Contact title: General Manager
Contact Telephone No.: (714) 734-3726
Contact E-mail: [email protected]
Business Relationship with Proposer: Community Partner
- Page 67 of 86 -

EXHIBIT H

PROPOSER'S PROPOSED OPERATING BUDGET
Year 1
Year 2 Year 3 Year 4 Year 5
Revenue
Pass through from ambulance company $ 229,470 S 236,355 S 243,445 $ 250,749 S 258,271 Subsidy from City of Placentia 975,000 1,004,250 1,034,378 1,065,409 1,097,371 Total revenue 1,204,4 70 1,240,605 1,277,823 1,316,157 1,355,642 Cost ofrevenue
24 hour 911-ALS service at two locations 1,040,412 1,060,291 1,080,583 1,101,297 1,122,441 Gross profit 164,058 180,313 197,240 214,861 233,201
General and administrative expenses (in kind)
Payroll and employee benefits 51,189 52,725 54,306 55,936 57,614 Other general and administrative expenses 32,199 33,165 34,160 35,185 36,241 Total general and administrative expenses 83,388 85,890 88,467 91,121 93,854 Net income $ 80,670 $ 94,423 S 108,773 $ 123,740 S 139,347 *Attachment 4 in Binder 2 of our proposal has a detailed breakdown of the proposed budget above.

EXHIBIT B
ORIGINAL REQUEST FOR PROPOSAL FOR 9-1-1/ADVANCED LIFE SUPPORT

EMERGENCY MEDICAL SERVICES
PSA/Emergency Ambulance Services Inc.
- Page 20of22-

CITY OF PLACENTIA

REQUEST FOR PROPOSALS
FOR
9-1-1 ADVANCED LIFE SUPPORT

EMERGENCY MEDICAL SERVICES
RFP No. 2018-01
Issued: December 20, 2018
Responses Due: February 28, 2019, by 5:00 p.m. (PDT)
Submit RFP Response to:

Karen O'Leary
Deputy City Clerk
City of Placentia
401 E. Chapman Avenue
Placentia, CA 92870

City of Placentia
Request for Proposals
Specifications, Terms and Conditions
for
9-1-1 Advanced Life Support
Emergency Medical Services
Table of Contents
Section Item Description

GENERAL INFORMATION

STATEMENT OF WORK

1. Intent

2. Background

3. Scope

4. EMS Call Statistics

5. Minimum Service Provider
Qualifications/Specific Requirements

5.1 Proposer's EMS Qualifications

5.2 Proposer's Financial Stability

5.2.1.1 Financial Statements

5.2.1.2 Working Capital

5.2.1.3 In -Kind Support

5.3 Outstanding/Pending Litigation

5.4 .Current Contracts in Good Standing

5.5 Governmental Compliance Requirements

5.5.1.1 Proposer's HHS Exclusions Database
Verification

5.5.1.2 Proposer's Debarment and Suspension
Certification Requirement

6. ALS Service Provider Reimbursement
Revenue

7. EMS First -Responder Fees

8. EMS Subscription Plan

9. City's Intent for a Zero City -Subsidy EMS
Service Model

INSTRUCTIONS TO PROPOSERS

1. City's Designated Contact/Ex-Parte
Communication Ban

2. Proposer's Designated Contact
Page
7 7
7 8
9 9
10 10
11 11
12 12
13 13
13 13
13 14
15 15
16 17
17 18

3. RFP Calendar of Events

4. Requests for Information

4.1 Proposal Due Date, Time and Location

1. 19
19 19
SUBMITTAL OF PROPOSALS 20
Submission Proposal Information 20

1.1 Proposers Responsibilities of Reading ,
and Understanding RFP 20

1.2 Proposal Submission Instructions 20

1.3 Notice of Non -Acceptance of Late
Proposals 21
1,4 Notice of Rejected Proposal Returns 21
1,5 Notice of Proposal Due On -Time
Requirement 21

1.6 Notice of Proposal Name and Address
Requirements 21

1.7 Notice of Non -Acceptance of Proposal
Submission -Via Email 21

1.8 Proposer Acknowledgement of RFP
Terms and Conditions Information 21

1.9 Proposal Submissions Validity Period 21

1.10 Proposal Preparation Costs 21

1.11 Proposal Acceptance by Entity
Information 21

1.12 Proprietary or Confidential Information
Notice 21

1.12.1 Proposal Content Marked Confidential or
Proprietary Not Permitted 21

1.12.2 City Notice of Potential Proposal Non -
Consideration 21

1.12.3 Notice of Proposals Becoming City
Property Upon Receipt by City 22

1.12.4 City Rights Regarding Information
Contained in Proposals 22

1.12.5 California Public Records Act Information 22

1.12.6 Public Disclosure Information 22

1.12.7 Notice of City Non -Liability for Public
Disclosures 22
- Page 3 of 86 -

1.13 City Confidentiality Information 22

1.14 Proposal Opening Information 22

2. PROPOSAL FORMAT 22

2.1 City's Intent 23

2.1.1 Proposal Copies 23

2.1.2 Proposal Contents 23

2.1.3 Proposal Content Information 23
2,1.4 Proposal Attachments 24

2.1.5 Cost Proposals 24

2.1.6 Cost Proposals Instructions 24

3. EVALUATION PROCESS/SELECTION
COMMITTEE/CITERIA 24

3.1 RFP Review Committee Evaluations 24

3.1.1 RFP Review Committee Member
Information 24

3.1.2 RFP REVIEW COMMITTEE Proposer
Selection Criteria 24

3.2 Contact Restrictions During Evaluation
Phase 24

3.3 RFP Review Committee Proposer
Selection Information 25

3.4 City's Award Intent Information 25

3.5 City Evaluation of Information Contained
in Proposals 25

3.6 Additional Information Submission
Guidance 25

3.7 City investigations Related to Proposal
Submissions 26

3.8 Evaluation Criteria 26

3.8.1 Proposal Demonstration of
Understanding of RFP Requirements 26

3.8.2 Proposals Description of Methodologies
to be Employed by Proposer 26

3.8.3 Assessment of Reasonableness of
Approach and Commitment of Resources
Set Forth in Proposals 26

3.9 Scoring Areas and Weights for Each
Area 26

4. NOTICE OF AWARD 27

4.1 Notice of Award Mailings 27

4.2 City's Right to Reject All Proposals 27

4.3 Notice of Award Information 27
- Page 4 of 86 -

4.3.1 Name of Proposer Being Recommended 27

4.3.2 Names of Other Proposers 27

4.3.3 Evaluations Points for Each Proposer 27

4.4 Scheduled After Award Unsuccessful
Proposer Debriefings 27

5. PROPOSAL PROTEST APPEALS
PROCESS 27

5.1 Written Proposal Protests Requirements 27

5.2 Proposal Protest Due Deadline
Information 27

5.2.1 Proposal Protest Complete Statement
Requirement 28

5.2.2 Protesting Party Required Information 28

5.2.3 Protest Filing Instructional Information 28

5.2.4 Notice of Protest Mandatory Procedural
Time limits 28

5.3 Proposer's Failure to Comply with Protest
Procedures Notice 28

5.4 Protest Settlement Opportunity Period 28

5.5 Protest Responses 28

5.6 Protest Decisions Appeals Information 28
TERMS AND CONDITIONS 29

1. Award 29

1.2 RFP REVIEW COMMITTEE Award
Recommendations 29

1.3 City's Right to Reject Responses 29

1.4 City Council Approval Required 29

1.5 Terms and Conditions and Agreement
Negotiations 29

1.6 Selected Proposer Best and Final Offer
Process 29

1.7 Performance Guarantee Bond
Requirements 29

PROSPOER'S PROPOSAL
SUBMISSION ELEMENTS 32

1. Completeness of Response to RFP 32

2. Proposer's EMS Qualifications 32

3. Proposer's Financial Stability 33

4. Outstanding/Pending Litigation 34

5. Current Contracts in Good Standing 34

6. Governmental Compliance Requirements 34
- Page 5of86-

7. 8.

9. 10.

11. 12.

13. 14.

15. 16.

17. 18.

19. 20.

21. 22.

23. 24.

25. 26.

27. 28.

Exhibit A
Exhibit B
Exhibit C
Exhibit D
Exhibit E
Exhibit F
Exhibit G
ALS Service Provider Reimbursement
Revenue 34
EMS First -Responder Fees 34
EMS Subscription Plan 35
City's Intent for a Zero City -Subsidy EMS
Services Model 35
Performance Guarantee Bond
Requirements 35
Dispatch Service 36
Desired Service Level 36
Administrative and Support Services 36
Personnel, Standards, Licensure,
Certification and Training 37
Operational Design 37
Response Time Performance 37
Patient Care Reporting and Data
Submission 38
Continuous Quality Improvement Plan 38
Clinical and Operational Benchmarking 38
Clinical Levels and Staffing
Requirements 38
Work Schedules and Human Resources
Practices 39
Regular Reporting and Billing
Requirements to the City 39
Start -Up Plan 39
Insurance and Indemnification
Requirements 40
Proposal Representations 40
Proposer's References 40
Proposed Operating Budget 40
SCOPE OF WORK 41

PROPOSER'S PROPOSED EMS
SERVICE FEES 58

DEBARMENTS AND SUSPENSION
CERTIFICATION 59

EX PARTE COMMUNICATION BAN
CERTIFICATION 60

ADDENDUM ACKNOWLEDGEMENT
FORM 61
INSURANCE COVERAGE AGREEMENT 62
PROPOSER'S REFERENCES 66
-Page6of86-

Exhibit H
Exhibit I

PROPOSER'S PROPOSED

OPERATING BUDGET

PROFESSIONAL SERVICES

AGREEMENT

GENERAL INFORMATION
A. STATEMENT OF WORK

1. Intent
68 69
The City is soliciting proposals from qualified Service providers for 9- 1-1 Advanced Life Support (ALS) Emergency Medical Services (EMS) and to provide the functions of EMS training, EMS care, continuous quality improvement administration, and EMS care medical oversight for other City Departments (including but not limited to Police, and Emergency Management) as needed. Support to other City Departments may include support for designated EMS trained personnel assigned to the Police tactical units, K-9 units, and other applicable programs such as the City's Community Emergency Response Team (C.E.R.T.) program, CPR/AED training for City employees, and potential future community paramedicine program.

The term of this agreement shall be for five (5) years with an option to extend the agreement an additional five (5) years based on the mutual consent of both parties provided service provider has met the requirements of the City and earned the right to negotiate for a renewal based on performance criteria. The City shall make the offer of extension to service provider at least 12 months prior to the scheduled erid of the term of the Agreement or any previously granted extension.

The City has retained its authority to provide or contract for EMS services including 9-1-1 basic life support (emergency medical technician) level first responder services and advanced life support (paramedic) services without lapse, either by directly providing such services itself or by a designated service provider pursuant to a written contract approved by a formal act of the City Council as provided for under California Health and Safety Code §1797.201 (hereinafter referred to as ".201 protection"). The City's intent is to maintain its current .201 protection status and obligation to continue to ensure the same level of EMS coverage, response times, resources at incident scenes, and training.
- Page 7of86-

Concurrent to this proposal process for 9-1-1 Emergency Medical Services, the City will also be seeking proposals from qualified service providers for a full -service fire suppression, prevention and investigation contract which shall also include Hazmat response and Urban Search and Rescue. The City will award separate contracts with separate scopes of work for both service types although qualified service providers are encouraged to submit proposals for both fire protection and 9-1-1 ALS emergency medical services.

2. Background
The City of Placentia ("City") is a suburban bedroom community of

6.6 square miles and approximately 53,000 residents. The City currently contracts with the Orange County Fire,Authority (OCFA) to provide fire suppression, prevention and investigation services along with 911 /advanced life support paramedic services. As part of its agreement with the OCFA, the City leases to the OCFA two fire stations it owns located at 120 S. Bradford Avenue and 1530 N.

Valencia Avenue (Bradford Fire Station and Valencia Fire Station, respectively.)
The City has contracted with the OCFA since 1995 when the Authority was first created and had previously contracted with the Orange County Fire Department prior to the County's dissolution of its fire department. Prior to June 1975, the City of Placentia Fire Department provided fire protection and paramedic/emergency medical services to the community. The City's existing agreement with the OCFA is set to expire on July 1, 2020.

The City is served by a County -contracted private ambulance service provider for all 9-1-1 ambulance transportation service requests originating within the City under a separate agreement between the ambulance service provider and the Orange County Health Care Agency. The private ambulance service provider's ambulances serving the City are each staffed with two emergency medical technicians.

The City's current 9-1-1 ALS EMS Service provider provides all 9-1- 1 BLS, ALS EMS first -responder services and all 9-1-1 ALS paramedic patient care services required during ambulance transport in the County's ambulance service provider's ambulance - Page 8 of 86 -

vehicles by accompanying the ambulance service provider's personnel to the receiving hospital when needed.

3. Scope
The City of Placentia is a Charter City and a political subdivision of the State of California with authority for designating emergency medical services first responders at the basic life support (emergency medical technician) and advanced life support (paramedic) levels through a competitive procurement process. The City desires to enter into an agreement with the selected EMS service provider to deliver the services specified in this RFP.

A successful EMS provider system has three major consumer objectives: 1) prevent lost lives and care for the sick and injured; 2) reliable response times to emergencies; 3) provide these services in a fiscally prudent and responsible manner. The City seeks to meet these objectives now and, in the future, while ensuring good value for the community. One of the goals of the City's public safety program is to sustain a high-performance emergency medical services response system. Essential elements of this high- performance system include:
• Effective response to requests for EMS assistance
• Effective advanced life support programs
• Effective basic life support services
• Continuing education for EMS credentialed personnel
• Continuous quality improvement review processes
• Coordinated response capabilities between Fire, Police, EMS and other City departments
• Effective planning and training for emergency response to natural or man-made disasters
• Effective recording and collecting of data related to every response

4. EMS CaII Statistics:

The following table provides service call statistics for EMS incidents for calendar years 2015-2017 as reported by the OCFA:
- Page 9 of 86 -

Year
EMS Incidents
2015
2,367
2016
2,416
2017
2,668

5. Minimum Service Provider Qualifications/Specific
Requirements:

5.1 Proposer's EMS Qualifications. To be eligible for
consideration in this procurement process and to be awarded a contract pursuant to this solicitation, responders to this solicitation must be able to demonstrate their ability to meet the minimum service provider qualifications which shall include:
o Currently have or demonstrate the ability to obtain prior to final contract award, all necessary licenses,
certifications, permits and accreditations required to
serve as an 9-1-1 ALS service provider within the state of California and the County of Orange. The City's
selected service provider shall enter into a provisional award of contract pending the service provider's
successful completion of the County accreditation
process inclusive cf accredited paramedics to be
assigned to the City. The service provider shall have a maximum of 6 months to complete the accreditation
process. Should the selected service provider be
unsuccessful in securing the required accreditation's,
the City shall enter into a provisional award of contract with the next highest rated service provider to begin the County accreditation process.
o Currently have, or demonstrate the ability to obtain prior to contract award, a California EMS continuing
education provider program approval certificate issued
by OCEMS or other equivalent EMS Education provider
approving entity authorized by the California EMS
Authority.
o Currently have at least one-year of experience as an
approved provider of advanced life support (paramedic
services) service provider in an organized EMS system_
Providers with greater experience in the provision of
advanced life support services will receive higher points - Page 10 of 86 -

in the applicable scoring category based on such
demonstrated experience.

Currently be licensed for at least one-year in providing ALS paramedic services in Orange County as either a
9-1-1 ALS service provider or an IFT ALS service
provider or demonstrate the ability to obtain such
licensing prior to contract award. Those Proposers
currently providing 9-1-1/ALS services in other
communities and who are able to demonstrate the
ability to obtain such licensing in Orange County prior to contract award will also be considered and its proposals scored based on their experience in providing 9-1-
1/ALS services, and their submitted plan for licensure
offered in their proposal. Demonstration of such ability to achieve licensure may include the submission of
proof of a letter of intent issued to Proposer by Orange County EMS indicating its intent to process a 9-1-1 ALS service provider application within the necessary
timeframes set forth herein. Accompanying such letter,
Proposers should still indicate a detailed description of their license application submission plan. Alternately, Proposers may submit a detailed plan in their proposal
which clearly outlines Proposer's application submission plan to Orange County EMS which illustrates clear
evidence that the Proposer can reasonably achieve ALS
service provider licensure within the required timeframe to be fully licensed prior to contract award. Proposers submitting 9-1-1 ALS service provider licensure plans
will be scored in the applicable category based on the
evaluators review of the detailed specify of Proposer's Iicensure approval plan including timelines with
milestone dates.

5.2 Proposer's Financial Stability. To be eligible for
consideration in this procurement process and to be awarded a contract pursuant to this solicitation, responders to this solicitation must be able to demonstrate their financial stability and ability to maintain the financial strength to fulfill the obligations under a resultant contract. Proposers shall submit the following documents within their proposals:
- Page 11 of 86 -

5.2.1.1 Financial Statements - Proposers shall document the organization's current estimated net worth and
the form of the net worth (liquid and non -liquid
assets) or fund balance reserves if the proposer is a
public agency. The Proposer shall provide evidence
that clearly documents the financial history of the
organization and demonstrates that it has the
financial capability to handle the expansion
(including implementation and start-up costs)
necessitated by the award of the Agreement. The
Proposer shall include copies of externally audited
financial statements or certified annual financial
reports (CAFR) for the most recent three-year
period. if consolidated financial statements are
utilized, the individual program unit's financial
statements must be separately shown. If the
Proposer is part of a larger system, furnish the
financial statements of the parent entity. Such a
parent entity shall be required to guarantee the
performance of the proposer.

5.2.1.2 Working Capital - Proposers shall document the
estimated amount of working capital that will be
committed to the startup of the Agreement if
awarded. Document the method of financing, attach
any endorsement documents necessary, of all
startup and operational costs including, but not
limited to, the initial ambulance fleet and equipment
required to begin operations if the Agreement is
awarded. Document the amount of funding that will
be dedicated to "Reserve for Contingencies", for the
startup of this Agreement, if awarded.

5.2.1.3 In -Kind Support - Proposer shall disclose all
financial and in -kind support or funding from existing sources that will support the provision of 9-1-1 ALS
EMS within the City of Placentia. This includes but is
not limited to disclosing the full cost allocation for
services including, but not limited to, risk
management, insurance, purchasing, maintenance,
legal and human resource, or other functions if those
functions are not solely dedicated to 9-1-1 ALS EMS
- Page 12 of 86 -

in the City of Placentia and fully funded within the
patient charges proposed. In -kind cost subsidies
from the City for the initial 5 -year agreement term are included within this contract scope of work. These
include no lease payments for use of the City's fire
stations, no charge for City dispatching services, no
annual franchise fee, City fuel allowance for
ambulance fleet, and a provision for a paramedic
subscription service. In addition, the City will
consider a potential three-way vehicle lease
agreement for service provider's vehicles in order to
register the vehicles with the State as Exempt from
annual registration fees.

5.3 Outstanding/Pending Litigation. Proposers shall provide a statement within their proposals that the Proposer or its parent company and all its services or operations either has no pending litigation, or describe legal actions pending and the status as of the date of proposal submission. Service provider shall agree to notify the City within twenty-four (24) hours of any litigation or significant potential for litigation of which Service provider is aware.

5.4 Current Contracts in Good Standing. Proposers shall provide a statement within their proposals that all existing contracts with any governmental jurisdiction are in good standing with no delinquent obligations, financial or otherwise.

Failure to provide accurate information may lead to
disqualification.

5.5 Governmental Compliance Requirements. In order to
prohibit the procurement of any goods or services ultimately funded by Federal awards from debarred, suspended or
otherwise excluded parties, each Proposer will be screened at the time of RFP response to ensure Proposer, its principal and their named subservice providers are not debarred,
suspended or otherwise excluded by the United States
Government in compliance with the requirements of 7 Code of Federal Regulations (CFR) 3016.35, 28 CFR 66.35, 29 CFR

97.35, 34 CFR 80.35, 45 CFR 92.35 and Executive Order
12549.
- Page 13 of 86 -

5.5.1.1 The City will verify Proposer, its principal, and their named subservice service providers are not included
in the database maintained by Federal Office of
Inspector General U.S. Department of Health and
Human Services Exclusions Database.

5.5.1.2 Proposers are to complete a Debarment and
Suspension Certification form, (Exhibit C), certifying
Proposer, its principal and their named subservice
providers are not debarred, suspended or otherwise
excluded by the United States Government.

6. ALS Service Provider Reimbursement Revenue
Under the existing agreement with the County, the County's ambulance service provider is required to reimburse the City's designated 9-1-1 ALS EMS provider for BLS/ALS patients
transported by the ambulance service provider from locations within the City for ALS assessment services provided on -scene or ALS services performed during ambulance transport to the receiving hospital.

The selected proposer will be responsible for establishing an agreement with the 9-1-1 BLS Emergency Transport Provider to ensure reimbursement of the ALS Paramedic Assessment
Reimbursement Rate. As of the issuance of this solicitation, the ALS Reimbursement Rate is $274.38 per transport with ALS services.

The County Board of Supervisor's maximum rate is $387.35.

For Medicare patients, including patients covered under Medi-Medi plans, or Medicare+Choice Plans that use Medicare rates as a basis for payment in full, the ambulance service provider is only obligated to reimburse the City's ALS EMS provider the ALS increment amount. The ALS increment amount is defined as the Medicare allowed amount for a given ALS service (i.e. ALS 1 or ALS 2) and the Medicare allowed amount for BLS emergency services, prior to the twenty percent (20%) co -payment deduction.

For certain patients designated as Zero -Pay patients, the County's ambulance provider is not required to reimburse the City's designated ALS EMS provider for services rendered by it to these patients. Zero -pay patients are defined as patients whose only - Page 14of86-

method of healthcare coverage or insurance is provided by a state or local subsidized health care program (e.g. Medi-Cal, CalOptima, California Child Services, Medical Services Network).

The County's ambulance service provider is required to make all applicable ALS EMS provider reimbursements monthly within 90 days on the first day of each month.

Service provider shall provide City with an accounting of all the activities and transactions related to Service provider ALS EMS provider reimbursement program on a quarterly basis, within 45 days of the end of each quarter, and provide City with an annual report inclusive of the program's previous quarterly data presented in an annualized form within 45 days of the end of the Service provider's fourth quarter each year.

7. EMS First -Responder Fees
Service provider may charge and bill for 9-1-1 EMS first -responder services provided on EMS calls at both the BLS and ALS levels if it is not receiving an annual City financial subsidy. Working with the City's dispatching services, service provider shall have an established dispatch priority protocol that is approved by the City and Orange County EMS which provides the pre -determined algorithms dispatchers will employ when assigning service provider's EMS units and seeking assistance from the fire protection service provider for additional resources when needed. Such fees will be based on those set forth in service provider's proposal that are approved by the City Council and incorporated into Service provider agreement. These fees may be adjusted annually based on the Consumer Price Index for all Urban Consumer for the Los Angeles - Long Beach- Anaheim region for the previous 12 -month period.

Service provider shall submit a formal request to the City requesting any CPI adjustments and provide documentation supporting the adjustment request which may be approved administratively.

Service provider shall provide City with an accounting of all the activities and transactions related to Service provider EMS First - Responder Fee program on a quarterly basis, within 45 days of the end of each quarter, and provide City with an annual report inclusive of the program's previous quarterly data presented in an annualized form within 45 days of the end of the Service provider's fourth - Page 15 of 86 -

quarter each year. Service provider shall be responsible for invoicing and collection of all EMS first -responder fees.

8. EMS Subscription Plan
Service provider may create, employ and participate in an EMS Subscription Program based on such program criteria set forth in Service provider's proposal that are approved by the City Council and incorporated into Service provider's agreement.

The basis of this plan would be to allow City residents and businesses the opportunity to become a subscriber of the plan to provide for them to pay a subscription fee and not be charged out-of- pocket for EMS fees at the time of service for services rendered to them by the Service provider on an EMS call. This plan would only cover the services provided by the Service provider and not include services provided by the City fire protection services provider or the County contracted ambulance service provider.

Under any such model, Service provider will be solely responsible to design, administer and conduct all aspects of its EMS Subscription Plan including registering subscription plan members, plan features, billing and collecting of subscription fees and performing all required record keeping related to the subscription plan. The EMS Subscription Plan shall be incorporated into the final EMS agreement between the service provider and City.

Service provider shall provide City with an accounting of all the activities and transactions related to Service provider's EMS Subscription Plan on a quarterly basis, within 45 days of the end of each quarter, and provide City with an annual report inclusive of the plan's previous quarterly data presented in an annualized form within 45 days of the end of the Service provider's fourth quarter each year.

9. City's Intent for a Zero Citv-Subsidv EMS Service Model Recognizing it must work in partnership and collaboration with the service provider, the City has incorporated several revenue generating models into this RFP with the intent to mitigate or minimize the need for the City's 9-1-1 ALS service provider to - Page 16of86-

receive an annual operating subsidy to fully fund the required operations performed by the service provider under a resultant agreement.

However, the City recognizes a modest annual subsidy beyond those outlined above in Section 5. 2. 1. 3 may be required to allow Service provider to remain financially viable and maintain the ability to perform all required services set forth in the resultant agreement.

Therefore, the City encourages Proposers to describe additional proposed revenue models and other service model innovations and operational cost savings which will result in further mitigating or eliminating the need for a City -Subsidy to support service provider's operations under a resultant agreement. The City is open to alternative service models that demonstrate a quality of care and response time that meets or exceeds current service levels while improving cost efficiencies. It should be noted that an annual subsidy shall be limited to the initial five-year term of the agreement with the annual amount negotiated as part of a proposer's best and final offer. Should an annual subsidy be implemented, the service provider will not be allowed to charge an EMS First -Responder Fee.

The City is offering certain innovative in -kind services to assist service provider defray associated operating costs including forgoing no lease payments for use of the City's fire stations, providing City dispatching services to service provider at no cost, not assessing service provider an annual franchise fee, establishing a City fuel allowance for service provider's EMS vehicles serving the City, and providing City approval for the provision of an EMS subscription plan. In addition, the City will consider a three-way vehicle lease arrangement for the purpose of registering the service provider's vehicles serving the City as Exempt from annual registration fees.

B. INSTRUCTIONS TO PROPOSERS

1. Citv's Designated Contact/Ex-Parte Communication Ban All contacts during this competitive process is through designated Placentia City staff only. The evaluation phase of the competitive process shall begin upon issuance of the RFP to the public and shall continue until an Agreement has been awarded. Proposers, either directly or indirectly or through intermediaries, lobbyists, organized labor or other agents shall not contact or lobby evaluators, elected - Page 17of86-

officials or other City staff from the time the RFP has been issued and released to the public until an Agreement has been awarded.

Attempts by Proposers to contact evaluators, elected officials or other City staff durinq this time period shall result in disqualification of that Proposer.

The purpose of this communication ban is to ensure a fully transparent and level playing field for all Proposers. All Proposers will be required to acknowledge this requirement with the attached certification. See EXHIBIT D.

2. Proposer's Designated Contact
At the Proposers' Conference, a Proposer's Dedicated Contact form will be available for each proposer to complete and submit to the City's representative at the conference.

The form will provide for the submitting proposer to indicate the contact information of the individual the Proposcr is designating to serve as the Proposer's primary dedicated contact for
communications between designated City staff and the Proposer.

The form will also provide the Proposer to indicate the contact information of a second individual the Proposer is designating to serve as the Proposer's secondary dedicated contact for communications between designated City staff and the Proposer in the event the Proposer's primary designated contact is unavailable.

Only the two individuals indicated on this form shall communicate with the City's designated City staff members. Contact made to City staff by any other individual representing the Proposer related to this RFP process is not permitted.

Attempts by Proposers to contact evaluators, elected officials or other City staff during this time period shall result in disqualification of that Proposer. All communications must follow the protocols outlined in Section 4 of this RFP.
- Page 18 of 86 -

3. RFP Calendar of Events
Event
Date
RFP Issued
December 20, 2018
City Hall Holiday Closure Dates
December 21, 2018 —January 6, 2019
Final Requests for Information Due
February 15, 2019
Final RFP Addendums Due (City)
February 22, 2019
Proposals Due
5 p.m. PST, February 28, 2019
Proposal Evaluation Period
March 2019 — April 2019
City Council Award of Contract (TBD)
April 2019 - May 2019
Contract Service Period Begins
12:00 a.m., July 1. 2020

4. Requests for Information
The City has created a web portal specific to this solicitation to provide online access to all information and materials provided for this RFP. All questions regarding these specifications, terms and conditions are to be submitted in writing only as official Requests for Information (RFI) so that the questions can be shared publicly. All RFIs submitted before the final deadline to submit RFIs as well as the City's written responses to RFIs will be answered and posted to the City's website and available for the public to review. RFIs may be submitted at any time and the City shall endeavor to provide formal responses to each RFI within five business days. No RFIs will be accepted beyond the due date noted above. Any addendums to this RFP shall also be posted to the City's website. It is the responsibility of all Proposers to check the City's website periodically to download all responses to RFIs as well as any addendums to this RFP. Proposers shall acknowledge and attach any and all addendums issued for this RFP. Failure to acknowledge any addendum issued for the RFP shall give cause to deem your proposal non -responsive and rejected. SEE EXHIBIT E.

All RFIs should be directed to:

Jeannette Ortega, Assistant to the City Manager
Email: [email protected]
- Page 19 of 86 -

A copy of this RFP, RFIs and their responses, RFP addendums and other associated information relative to this solicitation will be posted on the City's website at: www.placentia.org/fireemsrfp .

4.1 Proposal due date, time, location:

February 28, 2019 at 5 p.m.
at
Placentia City Clerk's Office
401 E. Chapman Avenue
Placentia, CA 92870
C. SUBMITTAL OF PROPOSALS

1. Proposers' shall submit proposals in response to this RFP in accordance with the provision set forth herein.

1.1 It is the responsibility of each Proposer to be familiar with all the specifications, terms and conditions of this RFP. By the submission of a Proposal, the Proposer certifies that, if awarded an Agreement, they will make no claim against the City based upon ignorance of conditions or misunderstanding of the specifications.

1.2 All proposals must be SEALED and must be received by 5:00 p.m. on February 28, 2019. Proposals are to be addressed to:

City of Placentia
9-1-1/ALS Request for Proposals
401 E. Chapman Avenue
Placentia, CA 92670
And delivered to:

Karen O'Leary, Deputy City Clerk
401 E. Chapman Avenue
Placentia, CA 92870

1.3 NOTE: LATE AND/OR UNSEALED PROPOSALS WILL NOT
BE ACCEPTED.
- Page 20 of B6 -

1.4 Proposals will be received only at the address shown above and the date and time indicated in the Calendar of Events.

Any proposal received after said date and/or time or at a place other than the stated address will not be considered and will be returned to the Proposer unopened

1.5 All proposals, whether delivered by an employee of Proposer, U.S. Postal Service, courier or package delivery service, must be received prior to the time designated.

1.6 Proposer's name and return address must also appear on the mailing package.

1.7 No email (electronic) or facsimile proposals will be considered.

1.8 Proposer acknowledges all RFP terms and conditions and, by submission of its proposal, indicates the ability to perform in accordance with all specification herein.

1.9 Submitted proposals shall be valid for a minimum period of one (1) year from the submittal date.

1.10 All costs associated with the preparation and submission of a proposal shall be borne by Proposer.

1.11 Only one proposal will be accepted from any one person, partnership, corporation, or other entity; however, several alternatives may be included in one response. For purposes of this requirement, "partnership" shall mean, and is limited to, a legal partnership formed under one or more of the provisions of the California Corporations Code or an equivalent statute. 1:12 Proprietary or Confidential Information:

1.12.1 No part of any proposal is to be marked as
confidential or proprietary.

1.12.2 City may refuse to consider any proposal or part thereof so marked.

1.12.3 All proposals shall become the property of City. - Page 21 of 86 -

1.12.4 City reserves the right to make use of any
information or ideas contained in submitted
proposals.

1.12.5 This provision is not intended to require the
disclosure of records that are exempt from
disclosure under the California Public Records
Act (Government Code Section 6250, et seq.) or
of "trade secrets" protected by the Uniform Trade
Secrets Act (Civil Code Section 3426, et seq).

1.12.6 Proposals submitted in response to this RFP may
be subject to public disclosure.

1.12.7 City shall not be liable in anyway for disclosure of any such information.
ation.

1.13 All other information regarding the proposals will be held as confidential until the RFP Review Committee has completed its evaluation and, or if, an award has been made. Proposers will receive mailed award/non-award notification(s), which will include the name of the Proposer chosen. In addition, award information will be posted on the City's website,
www.placentia.org/fireems .

1.14 Each proposal received, with the name of the Proposer, shall be entered on a record, and each record with the successful proposal indicated thereon shall, after the award of the order or Agreement, be open to public inspection. At the Proposal Opening, the City Clerk staff will announce the name of each Proposer from whom a proposal was received. No other
information regarding the proposals received will be disclosed until after the award as set forth above.

2. PROPOSAL FORMAT
Proposals must be signed in ink by an authorized officer or employee of the company or public entity. Proposals shall incorporate all information requested in this RFP, in the order listed.

City performance standards for the provision of 9-1-1 ALS EMS functions required to be performed by the service provider are - Page 22 of 86 -

identified in the Scope of Work (Exhibit A) of this RFP and shall be addressed in the manner stipulated for each standard.

2.1 It is the intent of the City to ensure that all Proposals be concise and directly respond to the required information in this RFP. To facilitate the proposal evaluation process, the following requirements shall be adhered to:

2.1.1 Submit twelve (12) copies of the complete written Proposal. An electronic version of the entire Proposal in a Portable Document Format (.pdf) shall be included
with the printed version on a CD, DVD or USB drive.

2.1.2 Submitted Proposals
• Binder #1 shall contain the narrative response to this RFP including all required forms and shall be
contained within one (1), 1 -inch, three- ring binder.

Separate forms are available that can be completed
electronically for submission with your response.
• Binder #2 shall contain all attachments, if any.

2.1.3 Narrative- Binder #1: The proposal may begin with a brief executive summary (not more than three pages) of
the highlights and overall benefits of the proposal to the City. To facilitate comparison and scoring of proposals, the mandatory Table of Contents must be adhered to.

Any material deviation from these requirements may be
cause for rejection of the proposal, as determined at the City's sole discretion. The narrative portion shall abide by the following specifications:
• Table of Contents must include corresponding page
number and pages must be numbered sequentially
• Tabs must separate each section of the proposal
• Font - Times New Roman, no smaller than 12 -point
• Line spacing no less than 1.5 lines
- Page 23 of 86 -

• Double -sided page printing
• Standard 8.5" by 11" paper

2.1.4 Attachments- Binder #2: Proposers may elect to use reference attachments in the Proposal to provide
additional detail. All attachments should be incorporated into a second binder and each attachment shall be
labeled, page numbered and referenced in the
narrative.

2.1.5 Cost proposals shall be submitted in the same format as outlined in Exhibit B attached hereto.

3. EVALUATION PROCESS/SELECTION COMMITTEE / CRITERIA

3.1 All acceptable proposals will be evaluated by a RFP Review Committee.

3.1.1 The RFP Review Committee will be composed of two
City Council members, the Chief of Police, Director of
Finance, City Emergency Services Coordinator, two
subject matter experts in fire protection services and
EMS, and a member of Citizen's Fiscal Sustainability
Taskforce.

3.1.2 The RFP Review Committee will identify the most
qualified service provider in accordance with the
evaluation criteria set forth in this RFP and shall provide a recommendation to award a contract to the City
Council. Evaluation of the proposals shall be within the sole judgment and discretion of the RFP Review
Committee.

3.2 All contact during the evaluation phase shall be through the designated City contact person only. Proposers shall not contact or lobby evaluators, elected officials or other City staff during until an Agreement has been awarded by the City
Council. Attempts by Proposer, either directly or indirectly through lobbyists, organized labor or other agents to contact and/or influence members of the RFP Review Committee,
- Page 24 of 86 -

elected officials or other City staff will result in disqualification of the Proposer.

3.3 The RFP Review Committee will evaluate each proposal meeting the minimum qualification requirements set forth in this RFP. Proposers should bear in mind that any proposal that is unrealistic in terms of the technical or schedule commitments, or unrealistically high or low in cost, will be deemed reflective of an inherent lack of technical competence, or indicative of a failure to comprehend the complexity and risk of the City's requirements, as set forth in this RFP.

3.4 As a result of this RFP, the City intends to award an 9-1-1 ALS EMS Agreement to the responsible Proposer whose response conforms to the RFP and whose overall proposal presents the greatest value to the City, The City may reject any Proposal and may waive, to the fullest extent permitted by law, any informalities or minor irregularities therein not involving price, time or changes in the services provided. The goal is to award an agreement to the Proposer that offers the City the best quality and experience, as determined by the combined weight of the evaluation criteria, but at a cost that is fiscally prudent and sustainable over the long-term. Furthermore, the City reserves the right, in its discretion, to reject all Proposals and issue a further request for proposals.

3.5 In evaluating Proposals, City will consider the information provided in the Proposal, the compliance with the prescribed requirements, and such other data as may be requested in this RFP, or any other information requested, provided or discovered prior to the Notice of Award.

3.6 Much of the material needed to present a comprehensive proposal can be placed into one of the sections listed. Other information may be added to further support the evaluation process whenever such additional information is deemed
appropriate in considering the nature of the services being solicited.

3.7 The City may conduct any investigations the City deems necessary to assist it in its evaluation of any Proposal and to establish the Proposer's responsibility, qualifications and • Page 25 of 86 -

financial ability (and that of its proposed subservice providers, suppliers, and other persons and organizations) to perform in accordance with the Agreement and the Proposal, to City's satisfaction, and within the prescribed time.

3.8 Evaluation Criteria: Each criterion in the table below will be evaluated based on:

3.8,1 How well the Proposal demonstrates an understanding of the requirements of the RFP;

3.8.2 The description of the methodology that will be used to meet the requirements; and

3.8.3 The likelihood of success based on the reasonableness of the approach, the commitment of resources, and
adequate infrastructure to support the proposal.

3.9 Scoring Areas and Weights for Each Area: See table below:
_ Evaluation Criteria

Weight

1. Completeness of Response: Responses to this !VP must be complete. Responses that do not include the proposal content requirements identified within this RFP and
subsequent Addenda or that fail to address each of the items listed below will be considered incomplete, be rated a Fail in the Evaluation Criteria and will receive no further
consideration. .

Pass/Fair

2. EMS Qualifications — ALS Service Provider Experience 100 Points

3. EMS Qualifications — Continuing Education Provider Status 50 Points
4 EMS Qualifications — Orange County ALS Provider Licensure Status
200 Points

5. Financial Stability
Pass/Fail*

6. Outstanding/Pending Litigation
Pass/Fail`

7. Contract Standing Status
Pass/Fail"

8. Governmental Compliance
Pass/Fair
9,
ALS Service Provider Reimbursement Acknowledgement
Pass/Fail*

10. EMS First -Responder Fees
150 Points
- Page 26 of 86 -

11. EMS Subscription Plan
50 Points

12. Cost Proposal
500 Points

13. Performance Guarantee Bond Acknowledgement
Pass/Fail*

14. Dispatch Service Interface Plan
50 Points

15. Desired Service Level
250 Points

16. 17.

Administrative and Support Services
50 Points
Personnel Standards
100 Points

18. Operational Design
200 Points

19. Response Time Performance
300 Points

20. Patient Care Reporting and Data Submission
50 Points

21. Continuous Quality Improvement Plan
50 Points

22. Clinical and Operational Benchmarking/Quality Measures 300 Points

23. Clinical Levels and Staffing Requirements
50 Points

24. Work Schedules and Human Resources Practices
50 Points

25. Reporting and Billing Requirements to the City
50 Points

26. Start -Up Plan
50 Points

27. Insurance and Indemnification
Pass/Fail"

28. Proposal Representations
Pass/Fail"

29. Proposer Included Verifiable References in Exhibit G Pass/Fail"

30. Proposer Included a Viable Proposed Operating Budget in Exhibit I
Pass/Fail"
Total Possible Points: 2,600 Points
*Pass/Fail criteria represent minimum requirements and are not assigned a point value.

Responses that are rated a Fail and are not considered may be picked up at the delivery location within 14 calendar days after agreement awarded and/or at the completion of the competitive process.

4. NOTICE OF AWARD

4.1 At the conclusion of the RFP response Evaluation Process, all Proposers will be sent a Notice of Award in writing by certified mail, return receipt requested, of the Agreement award
recommendation, if any.
- Page27of86-

4.2 The City retains the right to reject all bids and to not award an Agreement. Proposers will be notified if this is the outcome the City has chosen.

4.3 The Notice of Award will provide the following information:

4.3.1 The name of the Proposer being recommended.

4.3.2 The names of all other Proposers.

4.3.3 Evaluation points for each Proposer.

4.4 Debriefings for unsuccessful Proposers will be scheduled and provided upon written request and will be restricted to discussion of the unsuccessful proposal.

5. PROPOSAL PROTEST APPEALS PROCESS
The City of Placentia has taken great care in the establishment of fair and competitive procurement procedures and the commitment made to follow those procedures. The following is provided in the event Proposers wish to protest the proposal process or appeal the recommendation to award an agreement for this project.

5.1 Any proposal protest must be submitted in writing to the City Clerk.

5.2 The prbposal protest must be submitted before 5:00 p.m. of the tenth (10th) business day following the date of the Notice of Award.

5.2.1 The proposal protest must contain a complete
statement of the basis for the protest.

5.2.2 The protest must include the name, address and
telephone number of the person representing the
protesting party.

5.2.3 The party filing the protest must concurrently transmit a copy of the protest and any attached documentation to
all other parties with a direct financial interest which - Page 28of86-

may be adversely affected by the outcome of the
protest. At a minimum, those parties listed in the
Notices of Award/Non-Award shall be notified of such
protest and the specific grounds therefore.

5.2.4 The procedure and time limits are mandatory and are the Proposer's sole and exclusive remedy in the event
of Proposal Protest.

5.3 Proposers failure to comply with these procedures shall constitute a waiver of any right to further pursue the Proposal Protest, including filing a Government Code claim or any legal proceedings.

5.4 Upon receipt of written protest, the City will review and provide an opportunity to settle the protest by mutual agreement, will schedule a meeting to discuss or issue a written response to within five (5) working days of review date.

5.5 Responses will be issued at least five (5) days prior to a City Council hearing date and will inform the Proposer whether the recommendation to the City Council has changed.

5.6 Decisions of the City may be appealed to the City Council. All appeals to the City Council shall be in writing and submitted within five (5) calendar days of notification of decision by City staff. The decision of the City Council is the final step of the appeal process.

D. TERMS AND CONDITIONS

1. Award

1.1 Proposals will be evaluated by the RFP REVIEW
COMMITTEE and will be ranked in accordance with the RFP Evaluation Criteria.

1.2 The RFP REVIEW COMMITTEE will recommend award to the Proposer who, in its opinion, has submitted the proposal that best serves the overall interests of the City and attains the highest overall point score. Award may not necessarily be made to the Proposer with the lowest cost, however it is a - Page 29 of 86 -

chief imperative of the City that these services be provided in a fiscally prudent and sustainable manner.

1.3 The City reserves the right to reject any or all responses that materially differ from any terms contained herein or from any exhibit attached hereto and to waive informalities and minor irregularities in responses received.

1.4 City Council approval is required to enter into an agreement.

Service provider shall sign an acceptance of award letter prior to City Council approval in principle.

1.5 The terms and conditions of the Agreement will be negotiated with the selected Proposer in accordance with the RFP and the Proposers response.

1.6 The selected Proposer shall have the opportunity to submit a Best and Final Offer to the City encompassing the rates it will charge for these services including subsidy requests, if any.

1.7 Performance Guarantee Bond Requirements. The
Proposer award a contract will be required provide the City with a Performance Bond to guarantee Service provider's performance in accordance with the terms and conditions set forth within this RFP and the agreement executed between the City and the Proposer. The amount of the Performance Bond shall be $500,000.00.

The performance bond requirement may be secured by one of the following methods, or a combination thereof.
• Performance Bond issued by an admitted surety
licensed in the State of California and acceptable to the City, provided that the language of such bond shall
recognize and accept the contract requirement for
immediate release of funds to the City upon
determination by the City, that the Proposer is in breach of the contract or City ordinance, and that the nature of the breach is such that the public health and safety are endangered, and recognizing that any legal dispute by
the Proposer or the bonding company shall be initiated
and resolved only after release of the performance
security funds to the City; or
- Page 30 of 86 -

• Irrevocable Letter of Credit, issued by a bank or other financial institution acceptable to the City, on a form acceptable to the City, which shall recognize and accept the contract requirement for immediate payment of
funds to the City upon determination by the City that the Proposer is in breach of the contract or City ordinance, and that the nature of the breach is such that the public health and safety are endangered and recognizing that
any legal dispute by the Proposer or the creditor shall be initiated and resolved only after release of the
performance security funds to the City. Real property
may be used by a bank to provide the financial
resources for credit required under this section.

The performance bond or irrevocable fetter of credit
furnished by the Proposer in fulfillment of this
requirement shall provide that such bond or letter of
credit shall not be canceled for any reason except upon thirty (30) calendar days' written notice to the City of the intention to cancel said bond or letter of credit. The
Proposer shall, not later than twenty (20) business days following the commencement of the 30 -day notice
period, provide the City with replacement security in a form acceptable to the City. In the event that the
guarantor/surety is placed into liquidation or
conservatorship proceedings, the Proposer shall
provide replacement security acceptable to the City
within twenty (20) business days of such occurrence.

Failure of the Proposer to meet these requirements after the Proposer has been selected, and prior to the contract start date, shall result in forfeiture of the Proposer's contract award.

Prior to the provision of services, the successful Proposer will be required to purchase all insurance at the above minimum standards at the Proposer's expense, and to deposit with the City Certificates of Insurance including all endorsements necessary to satisfy the provisions identified
above.
- Page 31 of 86 -

If Self -Insured, the successful Proposer will be required to provide a Certificate of Self -Insurance that meets at minimum, the requirements identified above.

E. PROPOSER'S PROPOSAL SUBMISSION ELEMENTS
Proposer's should submit proposals in accordance with the requirements including the format specifications set forth in Section C. 2 hereof in the order listed herein.

1. Completeness of Response to RFP
Proposer must indicate that it has read the RFP and understands the requirements set forth which include the Proposer submission of a complete and responsive proposal which addresses all aspects of the requirements specified in the RFP and all subsequent Addenda.

Proposers must be aware that if the evaluation committee determines that Proposer's proposal fails to be complete and responsive to each and every item required to be addressed in Proposer's proposal, the evaluation committee will rate the Proposer's proposal as a fail in the Evaluation Criteria and such proposal will receive no further consideration.

2. Proposer's EMS Qualifications
a. Required EMS Licenses and Permits
• Describe Proposer's ability and schedule to obtain prior to contract award, all necessary licenses, certifications, permits and accreditations required to serve as a licensed 9-1-1 ALS service provider within the State of California and the County of Orange.
b. Required EMS Continuing Education Provider Approval
• Describe Proposer's ability and schedule to obtain prior to contract award, a California EMS continuing education
provider program approval certificate issued by OCEMS or other equivalent EMS Education provider approving entity authorized by the California EMS Authority. The
provisional agreement with the City shall not be finalized until such program certificate has been issued.
- Page 32 of 86 -

c. Proposer's ALS Service Provider Experience
• Describe Proposer's experience as an approved provider of advanced life support (paramedic services) and as a
basic life support service provider in an organized EMS system which demonstrates at least one-year of such
experience.
• Provide evidence of licensure as an Orange County ALS Service Provider (9-1-1 ALS Service Provider or IFT ALS Provider for a period of at least one-year or submit a 9-1-1 ALS service provider licensure plan describing in detail Proposer's plan for ALS licensure within Orange County.to receive extra points for this experience.

3. Proposer's Financial Stability
a. Financial Statements
• Provide Financial Statements pursuant to the requirements set forth in Section A. 5 hereof.
b. Working Capital
• Provide documentation and a description of the estimated working capital required for the startup of the Agreement and the method of financing pursuant to the requirements set forth in Section A. 5 hereof.
c. In -Kind Support
• Disclose all financial and in -kind support or funding from existing sources related to the provision of services
performed under a resultant agreement pursuant to the
requirements set forth in Section A. 5 hereof.

4. Outstanding/Pending Litigation
• Provide a statement regarding any outstanding/pending litigation pursuant to the requirements set forth in Section A. 5 hereof.
- Page 33 of 86 -

5. Current Contracts in Good Standing
• Provide a statement regarding Proposer's existing
contracts pursuant to the requirements set forth in Section A. 5 hereof.

6. Governmental Compliance Requirements
• Indicate Proposer's acknowledgement of Section A. 5.5 herein and that Proposer has completed and attached the Debarment and Suspension Certification form, (Exhibit C) pursuant to the requirements set forth in Section A. 5.5 hereof.

7. ALS Service Provider Reimbursement Revenue
• Indicate Proposer's acknowledgement of Section A. 6 herein. • Indicate any additional proposed enhancements related to this provision.
8, EMS First -Responder Fees
• Indicate Proposer's acknowledgement of Section A. 7 herein. • Indicate if Proposer's intends to implement an EMS First - Responder Fee program and if so, describe all the specific details of the proposed program including proposed program service fees and program features.
• Indicate proposed EMS Fees in Exhibit I.
• Indicate any additional proposed enhancements related to this provision, and what if any support will be needed from the City in order implement and maintain such a program

9. EMS Subscription Plan
• Indicate Proposer's acknowledgement of Section A. 8 herein. - Page 34 of 86 -

• Indicate if Proposer's intends to implement an EMS
Subscription Plan and if so, describe all the specific details of the proposed plan including proposed subscription fees and plan features.
• Indicate any additional proposed enhancements related to this provision and what, if any, support will be needed from the City in order to implement and maintain such a program.

10. City's Intent for a Zero City -Subsidy EMS Services Model • Indicate Proposer's acknowledgement of Section A. 9 and Section 10 of Exhibit A herein.
• Complete the Exhibit B Cost Proposal form with either a Zero Cost Proposal or with the dollar amounts of Proposer's Cost Proposal.
• Indicate any additional proposed enhancements related to this provision.

11. Performance Guarantee Bond Requirements
• Indicate Proposer's acknowledgement of Section D. 1.7 herein.

12. Dispatch Service
• Indicate Proposer's acknowledgement of Exhibit A.

Section 3 herein.
• Describe Proposer's operational plan to interface with the City's designated EMS dispatch center.
• Describe the details of the communications equipment
and processes for communications between the EMS
dispatch center and proposer's personnel such as
anticipated radio equipment, proposed mobile
communications devices to be employed for the
stations, vehicles and individual EMS personnel.
- Page 35 of 86 -

• Indicate any additional proposed enhancements related to this provision.

13. Desired Service Level
• Indicate Proposer's acknowledgement of Exhibit A.

Section 4 herein.
• Describe Proposer's operational plan to comply with the requirements of this section.
• Indicate any additional proposed enhancements related to this provision.

14. Administrative and Support Services
• Indicate Proposer's acknowledgement of Exhibit A.

Section 5 herein.
• Describe Proposer's operational plan to comply with the requirements of this section.
• indicate any additional proposed enhancements relates to this provision.

15. Personnel Standards, Licensure, Certification and
Training
• Indicate Proposer's acknowledgement of Exhibit A.

Section 6 herein.
• Describe Proposer's operational plan to comply with the requirements of this section for each item topic listed. • Indicate any additional proposed enhancements related to this provision.

16. Operational Design
• Indicate Proposer's acknowledgement of Exhibit A.

Section 7 herein.
- Page 36 of 86 -

• Describe Proposer's operational plan design to comply with the requirements of this section.
• Provide a description of the make, model, year and
design of each proposed EMS vehicle along with its
specific designated assignment to support the proposed
operational plan.
• Indicate any additional proposed enhancements related to this provision.

17. Response Time Performance
• Indicate Proposer's acknowledgement of Exhibit A.

Section 8 herein.
• Describe Proposer's operational plan and commitment
to comply with the requirements of this section for each item topic listed.
• Indicate any additional proposed enhancements related to this provision.

18. Patient Care Reporting and Data Submission
• Indicate Proposer's acknowledgement of Exhibit A.

Section 9 herein.
• Describe Proposer's operational plan and commitment
to comply with the requirements of this section for each item topic listed.
• Indicate any additional proposed enhancements related to this provision.

19. Continuous Quality Improvement Plan
• Indicate Proposer's acknowledgement of Exhibit A.

Section 10 herein.
- Page 37 of 86 -

• Describe Proposer's operational plan design to comply with the requirements of this section.
• Indicate any additional proposed enhancements related to this provision.

20. Clinical and Operational Benchmarking
• Indicate Proposer's acknowledgement of Exhibit A.

Section 11 herein.
• Describe Proposer's operational plan and commitment
to comply with the requirements of this section for each item topic listed.
• Indicate any additional proposed enhancements related to this provision.
• Demonstration of the ability to generate
outcomes/clinical process of care reports that are
compliant with the quality measures contemplated for
reporting.

21. Clinical Levels and Staffing Requirements
• Indicate Proposer's acknowledgement of Exhibit A,
Section 12 herein.
• Describe Proposer's operational plan design to comply with the requirements of this section.
• Indicate any additional proposed enhancements related to this provision.

22. Work Schedules and Human Resources Practices
• Indicate Proposer's acknowledgement of Exhibit A.

Section 13 herein,
• Describe Proposer's operational plan design to comply with the requirements of this section. Include proposed - Page 38 of 86 -

work schedules intended to be employed under a
resultant agreement.
• Indicate any additional proposed enhancements related to this provision.

23. Regular Reporting and Billing Requirements to the City • indicate Proposer's acknowledgement of Exhibit A.

Section 15 herein.
• Describe Proposer's operational plan and commitment
to comply with the requirements of this section for each item topic listed.
• Indicate any additional proposed enhancements related to this provision.

24. Start -Up Plan
• Indicate Proposer's acknowledgement of Exhibit A.

Section 16 herein.
• Describe Proposer's operational start-up plan to comply with the requirements of this section.
• Indicate any additional proposed enhancements related to this provision.

25. Insurance and Indemnification Requirements
• Indicate Proposer's acknowledgement of Exhibit A.

Section 17 herein.
• Describe Proposer's operational plan to comply with the requirements of this section.

26. Proposal Representations
• Indicate Proposer's acknowledgement of Exhibit A.

Section 18 herein.
- Page 39 of 86 -

27. Proposer's References
• Provide three references that are verifiable by the City on form titled as Exhibit G References.

28. Proposed Operating Budget
• Provide a proposed operating budget that illustrates
financial viability and incorporates each of the elements in Proposer's proposal which supports all aspects of the proposed operation including proposed revenue, service
fees, subscription fees, City subsidy (if so proposed)
and operational design costs.
- Page 40 of 86 -

EXHIBIT A

SCOPE OF WORK
The following sets forth the Scope of Work required to be performed by Service provider under a resultant agreement.

1. City Authority. Control and Responsibility:

The City shall maintain local discretionary decision -making, identity, and control over service levels, budget, and funding for emergency medical services. Service provider shall work with and train with City staff in emergency preparedness operations. The City of Placentia shall continue to retain ownership and control of the Valencia and Bradford Fire Stations.

The City will provide the selected 9-1-1 ALS EMS service provider (separate lease agreement) space in both of the fire stations suitable for service provider's operations at no cost to the service provider under an in -kind exchange for services arrangement. Should this contract be extended for an additional 5 years, the in -kind exchange arrangement shall be renegotiated.

The service provider will be responsible for providing general and routine maintenance of a non-structural or mechanical nature for service provider's space within the fire stations, building as well as general property maintenance, as defined in the lease agreement. In addition, the service provider shall share the use and operation of the stations with the City's fire protection service provider as part of a joint lease agreement.

The City envisions a three -party lease agreement governing the use of those stations between the fire protection and 9-1-1 ALS EMS Service provider and the City. Lastly, the City shall incorporate and expand the use of those facilities to support City programs in conjunction with the services provided by both service providers. The service provider will be required to provide all necessary equipment, vehicles, materials and supplies needed to provide these services to the City the cost of which shall be incorporated into the patient charges/fees. The City's 9-1-1 ALS EMS Service provider will be expected to work closely and cooperatively with the City's fire protection service provider. -Page41 of86-

2. Contractual Duties. Responsibilities and Obligations; The service provider services, provided through a contract with the City, will meet the City's desired service levels in a financially sustainable and responsible manner as identified in this Request for Proposal. The service provider's 9-1-1 ALS EMS responsibilities will include the provision of ALS response services, educational services to service provider's personnel as part of its continuing education program, the community, other City departments, Fire protection service provider personnel; participate in training and emergency preparedness exercises, community events and will participate in mutual aid service requests to surrounding communities.

The service provider shall provide all services under a resultant agreement without regard to the patient's race, color, national origin, religion, sexual orientation, age, sex, or ability to.pay.

The service provider will recruit, test, hire, train, and manage the personnel required to deliver this service. The service provider will provide training to all its employees, by accredited and qualified instructors that will meet or exceed the accepted industry standards, requirements, and specific operational needs of the City.

Labor negotiations, worker's compensation, personnel administration, employee benefits, and career development will be the service provider's responsibility. The City's expectations regarding work rules and existing memorandums of understanding between the service provider and its employees will not impact or hamper the service provider's ability to deliver the services in the manner prescribed herein by the City. The service provider will staff the identified 9-1-1 ALS EMS station locations with qualified personnel at levels established by the City. The service provider may also opt to staff its personnel at locations other than the City's existing fire stations if it improves response times and operational functions for the service provider.

The service provider through initial, and extended emergency response deployment will meet the standards of response cover needs for the City and community. The service provider will designate one EMS station location as a "must cover" station or demonstrate in its proposal that a "must cover" station is not required due to alternative proposed deployment methods. "Must cover" means that any time the staffed ambulance is committed to an emergency or activity that precludes a - Page 42 of 86 -

response to a second incident, the City will be covered by either: 1) Cover unit will be dispatched from another station, 2) Call back of off - duty personnel, or 3) Activation of backup resources. This will provide an immediate ALS resource for a second emergency or support to the initial emergency.

The City will receive a minimum depth of coverage, and proposers are required to outline their proposed minimum depth of coverage. The service provider will be required to comply with the City's required mutual coverage support during emergencies that are considered automatic or mutual aid. Prior to providing service to the City on July 1, 2020, the selected service provider will need to have established its organization within the mutual aid coverage agreements with the City's assistance.

During the term of the agreement, the text "City of Placentia EMS" in lettering of at least 4 inches in height and the City of Placentia seal/logo, which shall be prominently displayed on all EMS apparatus.

The Service provider's legal name or fictitious business name shall also be displayed on each of Service provider's service provider's vehicles.

Al! of Service provider's service provider's employee uniforms shall display uniform patches denoting "City of Placentia EMS" on the uniform patch. The uniforms may also include a patch indicating the service level of the EMS care provider such as "Paramedic" or another similar patch. The City will work with the selected service provider to design the final uniform patches to be worn by all personnel assigned to the City and decal/labeling of all EMS apparatus.

Service provider Service provider shall participate in community events such as the annual Heritage Day Parade and Las Posadas Tamale Festival, both for community relations as well as to provide public safety services.

The 9-1-1 ALS EMS Service provider will maintain a representative in the City's Emergency Operations Center (EOC) when the EOC is activated. In addition, the service provider will have an active and prominent role in the City's emergency response planning efforts and will participate with the City in emergency planning tabletop exercises. - Page 43 of 86 -

3. Dispatch Service:

The City of Placentia operates the local 9-1-1 public safety answering point (PSAP) for police emergencies with City dispatchers. Presently, fire and medical related emergency calls are transferred to the Orange County Fire Authority. Effective July 1, 2020, either the City's PSAP and dispatchers will assume dispatching duties for all medical emergencies bringing all 9-1-1 emergency medical dispatching needs within the City's dispatch/PSAP system, or the City will have executed an agreement with a separate entity to provide fire and EMS dispatching services. in addition, the City will also consider an alternative proposal that would allow the service provider to staff its own dispatch personnel within the City's PSAP and allow for direct dispatching of EMS calls to service provider's units operating within the City.

4. Desired Service Level;
In keeping with the City's stated desire to deliver these services in a fiscally prudent and sustainable manner while meeting or exceeding current response times and quality of service, the City envisions a service delivery model for the processing of EMS requests for services which maximizes efficiencies, lowers costs, and adds value.

The City's fire protection service provider will not respond to medical emergencies unless support is requested by the City's 9-1-1 ALS EMS service provider, and shall only respond to the following types of calls:
• Working structure/trash/vehicle fires
• Traffic accidents requiring patient extrication
• Urban rescues
• ,Fire investigation services
• Hazardous materials response
• Hazardous conditions
• Community outreach and fire prevention education
Therefore, the City's 9-1-1 ALS EMS service provider shall respond to all EMS requests for services originating within the City's jurisdictional boundaries. This type of model will deploy staffing resources more efficiently. The City will have the ability to have its 9-1-1 ALS EMS service provider deploy its staff from both existing City fire stations as - Page 44 of 86 -

well as any satellite locations in the City deemed necessary by the service provider to ensure quick response times to EMS hot spot locations in the City.

The City has determined that a minimum of two (2) ALS units (2 paramedics per unit) will need to be staffed, on -duty and stationed in the City on a 24 -hour basis every day to respond to the City's EMS calls for service at the outset of this agreement. This requirement is based on the discretion of the County Medical Director who may likely determine during the accreditation process that two paramedics per unit will be required. This requirement will remain in place until the service provider has demonstrated to the County Medical Director and the City a level of technical competence based on performance data that may allow for the utilization of one paramedic and one emergency medical technician per unit (Paramedic Assessment Unit). Medical response calls shall be triaged through a dispatch protocol or criteria -based dispatching allowing for BLS responses when warranted. The service provider shall also provide one on -duty EMS supervisor who will fill dual roles of paramedic and EMS supervisor while assigned to one of the two ALS Units noted above, to oversee and manage service provider's personnel and operations on a 24 -hour basis every day_ In the future, should the service provider be allowed to utilize Paramedic Assessment Units (PAUs), the EMS Supervisor shall function in the sole capacity supervising both PAUs. The City is interested in entertaining Proposer's suggested staffing models above the City's minimum staffing levels described herein over the tenure of the initial five-year contract term.

In presenting the staffing and equipment necessary in the Proposer's opinion to provide effective and fiscally sustainable emergency medical services to the City of Placentia, the proposal should include a broad overview of the proposed service delivery model taking the City's minimum staffing levels into consideration along with the flexibility to utilize BLS responses. Proposers are encouraged to develop unique plans or proposals drawing from their experiences and emerging trends in the EMS industry.

The service model must indicate the number of positions by employee classification required to provide service, both in terms of fully employed personnel assigned to Placentia. In addition, all necessary vehicles and equipment such as apparatus, support vehicles, respirators, etc., and a description of those vehicles and equipment to - Page 45 of 86 -

provide service. City shall provide operating space within each of its two fire stations to house Service provider's EMS care personnel and EMS vehicles.

5. Administrative and Support Services;
The City shall designate an employee that will serve as the City's contract administrator for the 9-1-1 ALS EMS contract. This position will provide contract monitoring oversight of the 9-1-1 ALS EMS contract.

The Proposer must declare the name and position title of its primary representative to the City. This individual will represent the service provider in a professional and efficient manner, attend Council meetings, various City Management Team meetings, attend other County or State policy meetings and special events as appropriate or requested, and participate with and assist designated City staff in the coordination of local and regional emergency planning with other agencies which may include the use of automatic and mutual aid agreements. This individual shall represent the City's interests as they pertain to EMS, shall function as an extension of the City staff, and shall comport themselves in a professional manner at all times as a representative of the City.

All administrative and support services, and management functions related to contracted EMS care personnel (i.e. personnel administration, labor relations, contract negotiations, etc., disciplinary actions, uniforms, turnouts, medical response materials and supplies, etc.) will be performed or provided by the service provider.

At no time shall the service provider's existing work rules or memorandums of understanding with its employees impede the service provider's ability to deliver the services in the manner required by the City.

6. Personnel Standards. Licensure. Certification and Training:

The Service provider shall adhere to the following personnel standards, licensure, certification and training requirements.
• Drug and Alcohol -Free Workforce Policies. Service provider shall maintain organizational workforce policies that demonstrate - Page 46of86-

Service provider's commitment to ensuring that each of EMS personnel are free from the influence of alcohol and intoxicating drugs.
• Workforce Anti -Discrimination Polices. Service provider shall maintain organizational workforce policies that demonstrate Service provider's commitment to promote workforce harmony and prevent discrimination based on age, national origin, gender, race, sexual orientation, religion, and physical ability. • EMS Personnel Professional Standards Policies. Service provider shall maintain organizational workforce polities that demonstrate Service provider's commitment to provide a
workforce that represents the Service provider and the City to the citizens and visitors of the City in a fashion that portrays a professional public service image. Such professional standards policies maintained by the Service provider shall include policies for personnel personal grooming standards, uniform standards, on -duty professional conduct standards and inter -agency personnel communications standards.
• EMS Credentials. All of Service provider's personnel responding to emergency medical requests shall be currently and
appropriately certified and/or licensed to practice in the State of California, and accredited/licensed to practice in Orange County and shall maintain those licenses, certifications and
accreditations at all times while assigned to provide these services to the City of Placentia. All of Service provider's emergency medical dispatchers, if utilized as part of this contract, shall be certified as emergency medical dispatcher and maintain valid BLS professional healthcare provider certification (CPR/AED certification) pursuant to such requirements for EMDs as required by the Orange County EMS Agency.
o Orange County certification/accreditation requirements may be downloaded from the Orange County EMS website.
o California paramedic licensure information may be obtained from the State EMS Authority website.
- Page 47 of 86 -

• Credential Records. Service provider shall always retain on file copies of the current and valid licenses and/or certifications of all emergency medical personnel performing services under the Agreement. Credentialing records for all service provider employees assigned to the City shall be presented to the City by the service provider on an annual basis to ensure only those properly licensed and credentialed employees are operating in the City.
• Orientation. Service provider shall properly orient all field personnel before assigning them to respond to emergency medical requests. Such orientation shall include at a minimum, provider agency policies and procedures; radio communications with and between the provider agency, base hospital, receiving hospitals, and Orange County communications centers; and EMS vehicle and equipment utilization and maintenance practices.

Service provider shall properly orient all emergency medical dispatcher personnel before assigning them to process
emergency medical requests if used as part of this contract. Such orientation shall include at a minimum, provider agency policies and procedures; radio communications with and between the provider agency personnel, Police department personnel, receiving hospitals, and Orange County communications centers, other EMS agencies; and all applicable Orange County EMS medical dispatch policies and requirements.
• Customer Service and Compliance Training. Service provider must also provide all frontline personnel with initial and continual orientation training to customer service expectations,
performance improvement, and the billing and reimbursement process and compliance as needed, and at a minimum on an annual basis. The City of Placentia is a customer service -driven organization and has the same expectations of all its contracted service providers. On a quarterly basis, service provide shall provide the City with a customer complaint log for the previous quarter.
• At -Risk Behavior Management Training. Service provider shall provide its emergency response personnel with the training, knowledge, understanding, and skills to effectively manage patients with psychiatric, drug/alcohol or other behavioral or - Page 48 of 86 -

stress related problems, as well as difficult scenes on an on- going basis. Emphasis shall be on techniques for establishing a climate conducive to effective field management, and for preventing the escalation of potentially volatile situations. • Driver Training. Service provider shall maintain an on -going driver training program for its EMS personnel. The program, the number of instruction hours, and the system for integration into the Service provider's operations (e.g., accident review boards, impact of accidents on employee performance reviews and compensation, etc.) will be reviewed and is subject to approval by the City initially and on an annual basis thereafter. Training, competency and skill proficiency verification are required for each of Service provider's EMS vehicle drivers at initial employment with annual training refresher courses and skill confirmation. • Infection Control. Service provider shall develop an infection prevention program that emphasizes aggressive hygiene
practices and proactive personal protective equipment donning (e.g. eye protection, gloves, etc..). The Service provider shall develop and strictly enforce policies for infection control, cross contamination, and soiled Materials disposal to decrease the chance of communicable disease exposure and transmission.

Service provider's Infection Control program, training and program record keeping practices must meet all requirements of Orange County EMS, and all state and federal regulations. It is anticipated, during the term of the Agreement(s) awarded to Service provider certain regulatory requirements for occupational safety and health, including but not limited to infection control, blood borne pathogens and TB, may be increased. It is the City's expectation that Service provider will adopt procedures that meet or perform better than all requirements for dealing with these matters. Service provider shall make available at no cost to its high -risk personnel health screening and all currently recommended immunizations and those required the Orange County Health Care Agency and Orange County EMS for EMS personnel.
• EMS CE Training. Service provider shall provide all necessary EMS continuing education training for all its personnel responding to emergency medical requests as required by Orange County - Page 49 of B6 -

EMS and the California EMS Authority. Service provider shall also provide annual CPR and AED training to City employees as well as support the City's recreational lifeguard's safety training program.
• Emergency Response Plan Training. Service provider and its employees shall participate in and receive training in Homeland Security issues, including participating in existing programs available within Orange County for dealing with terrorist events, weapons of mass destruction, other Homeland Security issues and the City's ongoing emergency operations response plan training and exercises.

7. Operational Design:

Service provider shall maintain an operational design that provides for adequate EMS personnel coverage and a deployment plan that meets the City's requirements.

Service provider may elect to use EMS vehicles that best allow for the most efficient response to each 9-1.1 EMS request for service.

8. Response Time Performance:

While response time goals for EMS vary from community to community and State to State, proposers will need to demonstrate within their proposals and operational plans how they will meet or exceed the current EMS response times currently enjoyed by the City. • Response Time CaII Phases. In all instances, the service provider shall meet the following minimum response times for each time interval of each of the following phases far all EMS requests for service:
0 9-1-1 ALS Unit Turnout Time Intervals. The service
provider's 9-1-1 ALS unit assigned to an EMS request for service shall turnout (initiate the response) for all EMS call assignments at a time interval that achieves or improves the City's current service provider's average time intervals at a minimum performance rate of not less than 90% in each
calendar quarter.
- Page 50of86-

o 9-1-1 ALS Unit Response Time Intervals. The service
provider's 9-1-1 ALS unit assigned to an EMS request for service shall arrive on -scene of the EMS call at a time that achieves or improves the City's current service provider's average time intervals at a minimum performance rate of not less than 90% in each calendar quarter. Proposers will need to clearly articulate in their proposals how they intend to meet the City's current service provider's average EMS response time through direct experience at the ALS or BLS levels and through proposed service model changes or innovations that improve response times. Proposals that clearly demonstrate a proven track record of faster response times and a detailed plan that detail how operational improvements and efficiencies will result in improved EMS response times in Placentia shall receive the maximum allowable points under this scoring criteria.
• Response Time Compliance Reporting. The service provider shall provide the City with monthly and quarterly reports of its response time compliance for each of the two response time performance phases set forth herein. Service provider's response times compliance'for each of the three call phases set forth herein shall be calculated and reported monthly for quality improvement purposes and quarterly for contract performance reporting purposes to determine service provider's response time performance compliance. All required response reporting described herein shall be submitted by the service provider to the City within 10 days of the end of each month and within 10 days of the end of each quarter using fraction response -time measurements. The reports should be submitted to the City by the service provider in an electronic form (via e-mail or USB drive) in both an excel format and in a PDF report format. o Reporting Deficiencies. In the event the service provider fails to submit each of the required reports set forth herein, or in the event a report submitted by the service provider is deemed by the City to be deficient due to missing, false or otherwise erroneous data, incorrectly formatted, insufficient form, the service provider shall be fined by the City a late reporting penalty of $100 dollars per day for each calendar day the service provider fails to provide the report to the City beyond the due date of each such report.
- Page 51 of 86 -

• Response Time Compliance Monitoring and Management.

The following shall describe the three levels of response time performance non-compliance:
o Response Time Performance Deficiency. If in any
quarter Service provider fails to meet the minimum
standards set forth herein for one or more of each of the three phases, Service provider shall be deemed to have a response time deficiency for that quarter.
o Response Time Performance Breach. If in any two
quarters, within a 12 -month period, Service provider fails to meet the minimum standards set forth herein for one or
more of each of the three phases, Service provider shall be deemed to be in response time breach.
o Response Time Performance Default. If in any three
quarters, within a 12 -month period or if In more than four quarters within the five-year contract term, Service provider fails to meet the minimum standards set forth herein for one or more of each of the three phases, Service provider shall be deemed to be in response time default.
• Response Time Non -Compliance Cure Processes. The
following shall describe the three levels of response time non- compliance cure processes.
o Findings of Response Time Performance Deficiency.

The Service provider shall submit a corrective action plan ("CAP") to the City within 10 days of notice by the City of a finding of a response time deficiency. The Service provider shall detail in its CAP the reasons for the deficiency, its plan to obtain full compliance and the estimated timeframe that the Service provider will obtain full compliance with the response time standards set forth herein. Within 10 days of receipt of Service provider's CAP, the City shall review the CAP and either approve the CAP as submitted or
return it to the Service provider with a notice of rejection and written directive for additional corrective actions. The Service provider shall provide the City with a revised CAP within 10 days thereafter. Within 10 days, the City shall review the CAP and either approve the CAP or make a
finding of response time performance breach.
o Findings of Response Time Performance Breach. The
Service provider shall submit a corrective action plan
("CAP") to the City within 10 days of notice by the City of a - Page 52 of 86 -

finding of a response time breach. The Service provider shall detail in its CAP the reasons for the deficiencies which resulted in the breach finding, its plan to obtain full compliance and the estimated timeframe that the Service provider will obtain full compliance with the response time standards set forth herein. The Service provider shall be fined a response time penalty of $5,000.00. Within 10 days of receipt of Service provider's CAP, the City shall review the CAP and either approve the CAP as submitted or
return it to the Service provider with a notice of rejection and written directive for additional corrective actions. The Service provider shall provide the City with a revised CAP within 10 days thereafter. Within 10 days, the City shall review the CAP and either approve the CAP or make a
finding of response time performance default.

Findings of Response Time Performance Default The
Service provider shall submit a corrective action plan
("CAP") to the City within 10 days of notice by the City of a finding of a response time default. The Service provider shall detail in its CAP the reasons for the deficiencies which resulted in the default finding, its plan to obtain full compliance and the estimated timeframe that the Service provider will obtain full compliance with the response time standards set forth herein. However, any approval of a
Service provider CAP related to this provision may be
provisional solely for the purposes of maintaining service continuity during the transfer of Service provider services to an alternate Service provider. In a case of a finding of default under this provision, the Service provider shall be fined a response time penalty of $25,000.00 and the City Administrator shall perform a review of the Service provider to determine the need to make a recommendation to the
City Council to initiate the process to terminate the Service provider's agreement for cause, invoke the performance
guarantee provision and commence a procurement
process to secure a replacement Service provider to
assume services on an emergency basis as may be
needed.
- Page 53 of 86 -

9. Patient Care Reporting and Data Submission:

The service provider shall utilize and maintain an electronic patient care reporting ("ePCR") software platform that is compliant NEMSIS v3.4 format standards.

The ePCR system used by the service provider shall also be compliant with Orange County EMS Policy #300.30 — OC-MEDS - EMS Provider Patient Care Reporting.

The service provider shall create and maintain all required documentation elements related to the provision of patient care within the service provider's ePCR platform pursuant to the requirements set forth in Orange County EMS Policy #300.10 - OC- MEDS -- Documentation Standards.

Service provider may elect to utilize the county funded OC-MEDS Hub as their organizational ePCR platform at no cost to the Service provider.

Service provider shall also meet and comply the requirements of Orange County EMS Policy #300.32 - OC-MEDS - EMS Provider Data Submission Process and Orange County EMS Policy #300.20 - OC-MEDS — System Management and Support.

10. Continuous Quality Improvement Plan
Service provider shall develop and maintain a comprehensive and relevant quality improvement plan and system that compliments and interfaces with Orange County's countywide EMS system quality management system.

Service provider shall participate in pilot or research programs as requested by the EMS Medical Director and authorized by the City.

All pilot programs must be approved by the EMS Medical Director.

Service provider agrees that their participation in pilot projects shall entail no additional cost to either the City or the County. Service provider further agrees that services provided under pilot projects shall be in addition to the other services described herein. - Page 54 of 86 -

11. Clinical and Operational Benchmarking:

Benchmarking of Key Performance Indicators (KPI) including those focused on clinical care is required. Some of the interim measurements may be process oriented in lieu of outcome measurements. It is anticipated that the service provider will integrate its benchmarking program with the Orange County's countywide EMS system continuous quality improvement process as it evolves.

In addition to clinical KPI benchmarking, service provider should develop and benchmark non -clinical KPIs which may include operational data elements such as employee injuries, vehicle collisions, consecutive employee hours worked, and other operational KPIs identified by the Service provider.

Service provider shall create, and maintain all data required to conduct its KPI benchmarking process.

Service provider shall provide City with KPI reports that reflect among other data, quantifiable delivery of patient care which meets or exceeds the standards of care required by Orange County EMS policy requirements.

12. Clinical Levels and Staffing Requirements:

Each of service provider's 9-1-1 ALS units shall meet the requirements of Orange County EMS Policy #700.00 and shall each be staffed with two paramedics at the outset of the contract. If the Proposer elects to utilize a paramedic assessment unit ("PAU") if approved by the County Medical Director and the City under its operational plan, each PAU shall be staffed with one paramedic.

However, all crew configurations utilized by the service provider for each EMS unit must meet applicable Orange County EMS policy requirements for all services delivered by each EMS unit.

13. Work Schedules and Human Resources Practices:

Service provider shall employ reasonable work schedules and conditions. EMS Care Provider fatigue and the impairment associated with fatigue poses a significant safety risk for patients, partners, and others in the community. Specifically, patient care - Page 55 of 86 -

must not be hampered by impaired motor skills of personnel working extended shifts, voluntary overtime, or mandatory overtime without adequate rest.

14. Annual Cost Proposal:

The proposal will include the annual cost to provide all services contained herein as outlined in Exhibit B as provided in the various patient charges. in addition, any requested City subsidies above and beyond what has already been provided in this RFP, should be included in Exhibit B as well. The City subsidy request shallbe for the annual amount requested. If implemented, the service provider may adjust EMS First -Responder patient charges on an annual basis based on the Consumer Price Index for the Los Angeles, Long Beach, Anaheim region for the preceding 12 -month period of July 1 through June 30. Annual patient charge adjustments shall be submitted to the City for its consideration and review annually and the adjustments shall be adjusted by administrative action of the City.

15. Regular Reporting and Billing Requirements to the City:

The service provider will provide a monthly EMS service activity report to the City Administrator. The monthly activity report will include all EMS service activities for a givers month broken dawn by category (i.e. ALS services with ambulance transports, ALS services without ambulance transports, BLS services with ambulance transports and BLS services without ambulance transports, coverage or response time issues (if any), mutual aid responses, other emergency -related incidents, and community support activities.

The service provider will provide an annual EMS services report to the City Administrator. This annual report will be a detailed summary of the department's activities (as mentioned above) and statistical data broken down by category for the previous year, as well as an identification of challenges and issues addressed during that time, or that remain unresolved. The service provider will provide detailed billings, based on the City's contract with the service provider, to the City's Finance Director for payment.
- Page 56of86-

16. Start -Up Plan:

Service provider shall have a well -developed Start -Up Plan that identifies the service provider's time -frames needed to acquire equipment and personnel to service this contract. Service provider's Start -Up Plan should incorporate detailed items such as personnel recruiting, hiring and orientation training; and vehicle and equipment procurement processes. Service provider's Start -Up Plan should include a timeline and regular updates to City staff throughout the transition period.

17. Insurance and Indemnification Requirements:

Refer to Exhibit F: INSURANCE COVERAGE AGREEMENT

18. Proposal Representations:

The proposal submitted in response to this Request for Proposal will be retained and will be incorporated and referenced, and made a part of the final Agreement, except that in the case of any conflicting provisions, the provisions contained in the 9-1-1 ALS EMS Agreement shall prevail.
- Page 57 of 86 -

EXHIBIT B

PROPOSER'S PROPOSED EMS SERVICE FEES

1. EMS First -Responder Basic Life Support Response Fee:
$

2. EMS First -Responder Advanced Life Support Responder Fee:
$
OR:

3. Proposed City annual subsidy amount
$

4. Paramedic Ambulance Accompaniment Fee:
$

5. EMS Disposable Supplies Fee:
$

6. Other EMS Fee(s) describe below:
- Page 58of86-

EXHIBIT C

DEBARMENT AND SUSPENSION CERTIFICATION
The Proposer, under penalty of perjury, certifies that, except as noted below, Proposer, its principal, and any named subservice provider:

1. Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency;

2. Has not been suspended, debarred, voluntarily excluded or determined ineligible by any federal agency within the past three years;

3. Does not have a proposed debarment pending; and,

4. Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three years.

If there are any exceptions to this certification, insert the exceptions in the following space.

Exceptions will not necessary result in denial of award, but will be considered in determining Proposer responsibility. For any exception noted above, indicate below to whom it applies, initiating agency, and dates of action.

Notes: Providing false information may result in criminal prosecution or administrative sanctions. The above certification is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Certification.

Proposer Name:

Proposer
Signature:

Title:

Date:
- Page 59 of 66 -

EXHIBIT D

EX PARTE COMMUNICATION BAN CERTIFICATION

DECLARATION OF EX PARTE COMMUNICATION
IMIe, , have not held, or will hold any
communications regarding any of the subject matters contained herein, whether in person, telephonically or electronically, with any elected official or staff member of the City of Placentia outside of the communications protocols contained herein, until an award of contract for these services has been made.

IAA/e, , declare under penalty of perjury under the
laws of the State of California that the foregoing is true and correct.

All contacts during this competitive process is through designatedPlacentia City staff only. The evaluation phase of the competitive process shall begin upon issuance of the RFP to the public and shall continue until an Agreement has been awarded. Proposers, either directly or indirectly or. through intermediaries, lobbyists, organized labor or other agents shall not contact or lobby evaluators, elected officials or other City staff from the time the RFP has been issued and released to the public until an Agreement has been awarded. Attempts by Proposers to contact evaluators, elected officials or other City staff during this time period shall result in disqualification of that Proposer.

Dated
Signature of Authorized Agent
Printed, Title
Subscribed and sworn to before me by
This
day of , 2018
(Signature of Notary Republic)
(SEAL)
- Page 60 of 86 -

EXHIBIT E

ADDENDUM ACKNOWLEDGEMENT FORM

ACKNOWLEDGEMENT OF ADDENDA
Proposer's name
The proposer shall signify receipt of all Addenda here, if any:

Addendum No,
Date Received
Signature
-Page61 of86-

EXHIBIT F

INSURANCE COVERAGE AGREEMENT
Minimum Scope and Limits of Insurance. Service provider shall obtain, maintain, and keep in full force and effect during the life of this Agreement alf the following minimum scope of insurance coverages with an insurance company admitted to do business in California, rated "A,' Class X, or better in the most recent Best's Key Insurance Rating Guide, and approved by City:
(a) Broad -form commercial general liability, in a form at least as broad as ISO from #CG 00 01 04 13, including premises - operations, products/completed operations, broad form
properly damage, blanket contractual liability, independent contractors, personal injury or bodily injury with a policy limit of not less than Two Million Dollars ($2,000,000.00),
combined single limits, per occurrence. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be three times the required
occurrence limit. If Service Provider maintains higher limits that the specified minimum limits, City requires and shall be entitled to coverage for the high limits maintained by the Service Provider.
(b) Business automobile liability for owned vehicles, hired, and non -owned vehicles, with a policy limit of not less than Five Million Dollars ($5,000,000.00), combined single limits, each incident for bodily injury and property damage.
(c)
Workers' compensation insurance as required by the State of California and Employers Liability Insurance with a
minimum limit of $1,000,000 per accident for any employee or employees of Service Provider. Service Provider agrees to waive, and to obtain endorsements from its workers'
compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the City, its officers, agents, employees, and volunteers for losses
arising from work performed by Consultant for the City and to require each of its subcontractors, if any, to do likewise under their workers' compensation insurance policies.
(d) Medical Professional Liability with limit no less than $2,000,000 per occurrence and $6,000,000 aggregate. If
coverage is written on a claims made basis, the Retroactive Date must be shown and must be before the date of the
contract or the beginning of contract work. Insurance must - Page 62 of 86 -

be maintained and evidence of insurance must be provided for at least three (3) years after completion of the contract of work. If coverage is canceled or non -renewed, and not
replaced with another claims -made policy form with a
Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of three (3) years after completion of contract work. A copy of the claims reporting requirements must be submitted to the City for review.

Before execution of this Agreement by the City, the service provider shall file with the City the following signed certification:

We are aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability of Workers' Compensation or to undertake self-insurance before commencing any of the work.

The service provider shall also comply with Section 3800 of the Labor Code by securing, paying for and maintaining in full force and effect for the duration of this Agreement, complete Workers' Compensation Insurance, and shall furnish a Certificate of Insurance to the City before execution of this Agreement by the City. The City, its officers and employees shall not be responsible for any claims in law or equity occasioned by failure of the consultant to comply with this section.

Neither the CITY nor any of its elected or appointed officials, officers, agents, employees, or volunteers makes any representation that the types of insurance and the limits specified to be carried by Service Provider under this Agreement are adequate to protect service provider. If service provider believes that any such insurance coverage is insufficient, service provider shall provide, at its own expense, such additional insurance as service provider deems adequate.

Endorsements. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions as worded below:
(a) Additional insureds: "The City of Placentia and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to:
liability arising out of activities performed by or on behalf of the service provider pursuant to its contract with the City; products and completed operations of the service provider; premises owned, occupied or used by the service provider; automobiles owned, leased, hired, or borrowed by the
service provider."
- Page 63of86-

(b) Notice: "Service provider shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; (3) or the deductible or self -insured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, service provider shall forthwith obtain and submit proof of substitute insurance.

Should service provider fail to immediately procure other insurance, as specified, to substitute for any canceled policy, the City may procure such insurance at service provider's sole cost and expense."
(c) Other insurance: "The service provider's insurance
coverage shall be primary insurance as respects the City of Placentia, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of Placentia shall be excess and not contributing with the insurance provided by this policy."
(d) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of Placentia, its officers, officials, agents, employees, and volunteers.
(e) The service provider's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

Deductible or Self -Insured Retention. If any of such policies provide for a deductible or self -insured retention to provide such coverage, the amount of such deductible or self -insured retention shall be approved in advance by City. No policy of insurance issued as to which the City is an additional insured shall contain a provision which requires that no insured except the named insured can satisfy any such deductible or self -insured retention.

Certificates9J Insurance. Service provider shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. The certificates of insurance and endorsements shall be attached to the City's and service provider's agreement as Exhibit "B" and incorporated herein by this reference.

Non -limiting. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which - Page 64 of 86 -

service provider may be held responsible for payments of damages to persons or property.

Waiver of Subrogation. Provider hereby grants to City a waiver of any right to subrogation which any insurer of said Provider may acquire against the City by virtue of the payment of any loss under such insurance. Provider agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.

1. Indemnification Requirements.

Service Provider shall defend, indemnify and hold City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner which actually or allegedly arise out of or are incident to any alleged acts, omissions, negligence or willful misconduct of Service Provider, its officials, officers, employees, agents, and subcontractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorney's fees and other related costs and expenses except where caused by the active negligence, sole negligence, or willful misconduct of City its officials, officers, employees, volunteers and agents. Service Provider shall defend, at Service Provider's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, officials, officers, employees, volunteers and agents. Service Provider shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, officers, employees, volunteers and agents, in any such suit, action or other legal proceeding. Service Provider shall reimburse City and its officials, officers, employees, volunteers and/or agents, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Service Provider's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by City, its officials, officers, employees, volunteers and agents. - Page 65 of 86 -

EXHIBIT G
PR0POSER'S REFERENCES
Provide three (3) references verifiable by the City. Such listed references should be able to offer corroborate Proposer's representations related to Proposer's experience, qualifications, contracts in good standing status, and other representations made by Proposer herein.

Reference No. 1:

Entity Name:. _._.

Entity Address:

Contact Name:

Contact Title: yM
Contact Telephone No.:

Contact E-mail:

Business Relationship with Proposer:

Reference No. 2:

Entity Name.

Entity Address:

Contact Name:

Contact Title:

Contact Telephone No.:

Contact E-mail:

Business Relationship with Proposer:
- Page 66 of 86 -

Reference No. 3:

Entity Name:

Entity Address: _
Contact Name:

Contact Title:

Contact Telephone No.:

Contact E-mail:

Business Relationship with Proposer:
- Page 67of86-

EXHIBIT H

PROPOSER'S PROPOSED OPERATING BUDGET
Insert Proposed Operating Budget Here.
- Page 68of86-

EXHIBIT I

PROFESSIONAL SERVICES AGREEMENT

CITY OF PLACENTIA

PROFESSIONAL SERVICES AGREEMENT
WITH
THIS AGREEMENT is made and entered into this day of , 20_ ("Effective Date"), by and between the CITY OF PLACENTIA, a municipal corporation ("City"), and , a [state] [type of corporation] ("Service Provider").

WITNESSETH:

A. WHEREAS, City proposes to utilize the services of a professional EMS organization as an independent contractor for the provision of 9-1-1/Advanced Life Support Emergency Medical Services, as more fully described herein; and B. WHEREAS, Service Provider represents that it has that degree of specialized expertise contemplated within California Government Code Section 37103, and holds all necessary licenses to practice and perform the services herein contemplated; and
C. WHEREAS, City and Service Provider desire to contract for the specific services described in Exhibit "A" (the proposal for 9-1-1/ALS) and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and D. WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.

E. WHEREAS, an efficient and effective Emergency Medical Services (EMS) System is critically important to the safety, health and welfare of the public; and F. WHEREAS, City has designated the Riverside City EMS Agency (REMSA) pursuant to Health and Safety Code, Division 2.5 and REMSA is responsible for the planning, implementation and evaluation of the City EMS System; and G. WHEREAS, City has determined that all requests for emergency medical services shall be met by ALS (Paramedic) equipped and staffed ambulances unless otherwise authorized by the Orange City LEMSA; and
H. WHEREAS, pursuant to Health and Safety Code, Division 2.5, Section 1797.201, City, has the authority to provide EMS through a fair and competitive proposal process which has met all EMSA and LEMSA policies and procedures; and WHEREAS, the City has continued the use of an 9-1-1/ALS EMS provider that has continuously provided service to the City in the same manner and scope without - Page 69 of 86 -

Interruption since January I , 1981; and
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows:

1.0. SERVICES PROVIDED BY SERVICE PROVIDER

1.1. Scope of Services. Service Provider shall provide the professional services described in the Service Provider's Proposal ("Proposal"), attached hereto as Exhibit "A" and incorporated herein by this reference,

1.2. Professional Practices. All professional services to be provided by Service Provider pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional Service Providers in similar fields and circumstances in accordance with sound professional practices. Service Provider also warrants that it is familiar with all laws that may affect its performance of this Agreement and snail advise City of any changes in any laws that may affect Service Provider's performance of this Agreement. Service Provider shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Service Provider shall at all times observe and comply with all such laws and regulations. Officers and employees shall not be liable at law or in equity occasioned by failure of the Service Provider to comply with this section.

1.3. Performance to Satisfaction of City. Service Provider agrees to perform all the work to the complete satisfaction of the City and within the hereinafter specified.

Evaluations of the work will be done by the City Administrator or his or her designee. If the quality of work is not satisfactory, City in its discretion has the right to:
(a) Meet with Service Provider to review the quality of the work and resolve the matters of concern;
(b) Require Service Provider to repeat the work at no additional lee until it is satisfactory; and/or
(c) Terminate the Agreement as hereinafter set forth.

1.4. Warranty. Service Provider warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers' compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement.

Service Provider shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys' fees and costs, presented, brought, or recovered against City for, or on account of any liability under any of the above -mentioned laws, which may be incurred by reason of Service Provider's performance under this Agreement. - Page 70 of 86 -

1.5. Non-discrimination. In performing this Agreement, Service Provider shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical handicap, medical condition, marital status, sexual gender or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code. Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Service Provider agrees to post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non-discrimination clause.

Service Provider shall, in all solicitations and advertisements for employees placed by, or on behalf of Service Provider shall state that all qualified applicants will receive consideration for employment without regard to age, race, color, religion, sex, marital status, national origin, or mental or physical disability. Service Provider shall cause the paragraphs contained in this Section to be inserted in all subcontracts for any work covered by the Agreement, provided that the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials.

1.6. Non -Exclusive Agreement. Service Provider acknowledges that City may enter into agreements with other Service Providers for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement.

1.7. Delegation and Assignment. This is a personal service contract, and the duties set forth herein shall not be delegated or assigned to any person or entity without the prior written consent of City. Service Provider may engage a subcontractor(s) as permitted by law and may employ other personnel to perform services contemplated by this Agreement at Service Provider's sole cost and expense. All insurance requirements contained in this Agreement are independantly applicable to any and all subcontractors that Service Provider may engage during the term of this Agreement.

1.6. Confidentiality. Employees of Service Provider in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Service Provider covenants that all data, documents, discussion, or other information developed or received by Service Provider or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Service Provider without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Service Provider's covenant under this Section shall survive the termination of this Agreement.

2.0. COMPENSATION AND BILLING

2.1, Compensation. Service Provider shall be paid in accordance with the fee schedule set forth in Exhibit "A". Service Provider's total compensation shall not exceed - Page 71 of 86 -

Dollars ($ .00).

Contractor shall not receive any payments from City for the performance of any services under this Agreement unless specifically stated in this Agreement. All payments or revenue associated with this Agreement shall come exclusively from Contractor's billing and collection of payment from patients and third party payors for the performance of any services or provision of equipment or materials related to this Agreement.

Contractor shall be solely entitled to perform, and is responsible for performing, billing of patients and third party payors for services provided hereunder. City shall not bill, or permit any other party lo bill patients or third party payors, for ALS emergency ambulance services provided by Contractor or within Contractor's EOAs with the exception of billing that may be done by ambulance providers authorized by REMSA to provide mutual aid during a multi -casualty incident (MCI) or disaster. Contractor shall comply with all applicable laws governing billing and collection, including but not limited to laws and regulations applicable to patients covered by Medicare, Medicaid, and other public or private reimbursement programs.

2.2. Acditional Services. Service Provider shall not receive compensation for any services provided outside the scope of services specified in the Service Provider's Proposal or which is inconsistent with or in violation of the provisions of this Agreement unless the City or the Project Manager for this Project, prior to Service Provider performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. Should the City request in writing additional services that increase the hereinabove described "SCOPE OF SERVICES", an additional fee based upon the Service. Provider's standard hourly rates shall be paid to the Service Provider for such additional services. Such increase in additional fees shall be limited to 25% of the total contract sum or $25,000 whichever is more. The City Engineer is authorized to approve a Change Order for such additional services.

2.3. Method of Billing. Service Provider may submit invoices to the City for approval on a progress basis, but no more often than two times a month. Said invoice shall be based on the total of ail Service Provider's services which have been completed to City's sole satisfaction. City shall pay Service Provider's invoice within forty-five (45) days from the date City receives said invoice. Each invoice shall describe in detail, the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as "Additional Services" and shall identity the number of the authorized change order, where applicable, on all invoices.

2.4. Records and Audits. Records of Service Provider's services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City or its Project Manager for inspection and/or audit at mutually convenient times for a period of three (3) years from the Effective Date.

3.0. TIME OF PERFORMANCE
- Page 72of86-

3.1. Commencement and Completion of Work. The professional services to be performed pursuant to this Agreement shall commence within five (5) days from the Effective Date of this Agreement. Said services shall be performed in strict compliance with the Project Schedule approved by City as set forth in Exhibit "A,"

3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties.

Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of the Service Provider is encountered, a time extension may be mutually agreed upon in writing by the City and the Service Provider. The Service Provider shall present documentation satisfactory to the City to substantiate any request for a time extension.

4.0. TERM AND TERMINATION

4.1. Term. This Agreement shall commence on the Effective Date and continue for a period of 60 months, ending on , 20 , unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. One additional five- year term is available based on Service Provider's performance and al the mutal consent of both parties. Contractor shall submit a written request for earned extensions to the Contract Administrator no later than September 1 following the fourth full contract year.

Service Provider's written request shall include sufficient evidence of compliance with the Agreement requirements. Evidence of compliance shall also be stated in Service Provider's annual performance report to City.

City will determine if Contractor has met the requirements stated above. Earned extensions may then be granted in the reasonable and fair discretion of the City.

4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least fifteen (15) days prior written notice to Service Provider. The termination of this Agreement shall be deemed effective upon receipt of the notice of termination. In the event of such termination, Service Provider shall immediately stop rendering services under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement.

If the Service Provider defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Service Provider fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

The City shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement, immediately - Page 73 of 86 -

upon service of written notice of term irratiun UM the Service Provider, if the latter should. a. Be adjudged a bankrupt;
b. Become insolvent or have a receiver of its assets or property appointed because of insolvency;
c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement;
e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or
f. institute or suffer to be instituted any procedures, for reorganization or rearrangement of its affairs.

4.3. Compensation. In the event of termination, City shall pay Service Provider for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City's written notice of termination within thirty-five (35) days after service of the notice of termination. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. In ascertaining the professional services actually rendered hereunder up to the effectivedate of termination of this Agreement, consideration shall be given to both completed work and work in progress, to complete and incomplete drawings, and to other documents pertaining to the services contemplated herein whether delivered to the City or in the possession of the Service Provider, City shall not be liable for any claim of lost profits,

4.4. Documents, In the event of termination of this Agreement, all documents prepared by Service Provider in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (1O) days of delivery of termination notice to Service Provider, at no cost to City. Any use of uncompleted documents without specific written authorization from Service Provider shall be at City's sole risk and without liability or legal expense to Service Provider.

5.0. INSURANCE
5,1. Minimum Scope and Limits of Insurance. Service Provider shall obtain, maintain, and keep in full force and effect during the life of this Agreement all the following minimum scope of insurance coverages with an insurance company admitted to do business in California, rated "A," Class X, or better in the most recent Best's Key Insurance Rating Guide, and approved by City:
(e) Broad -form commercial general liability, in a form at least as broad as ISO from #CG 00 01 04 13, including premises -operations, products/completed operations, broad form property damage, blanket contractual liability, independent contractors, personal - Page 74 of 86 -

injury or bodily injury with a policy limit of not less than Five Million Dollars ($5,000,000.00), combined single limits, per occurrence. if such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be twice the required occurrence limit. If Service Provider maintains higher limits that the spedified minimum limits, City requires and shall be entitled to coverage for the high limits maintained by the Service Provider.

Business automobile liability for owned vehicles, hired, and non - owned vehicles, with a policy limit of not less than Five Million Dollars ($5,000,000.00), combined single limits, each incident for bodily injury and property damage. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be two times the required occurrence limit. If Service Provider maintains higher limits that the specified minimum limits, City requires and shall be entitled to coverage for the high limits maintained by the Service Provider.

Workers' compensation insurance as required by the State of California and Employers Liability Insurance with a minimum limit of $1,000,000 per accident for any employee or employees of Service Provider. Service Provider .agrees to waive, and to obtain endorsements from its workers' compensation insurer waiving subrogation rights under' its workers' compensation insurance policy against the City, its officers, agents, employees, and volunteers for lasses arising from work performed by Service Provider for the City and to require each of its subcontractors, if any, to do likewise under their workers' compensation insurance policies.

Before execution of this Agreement by the City, the Service Provider shall file with the Public Works Director/City Engineer the following signed certification:

I am aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability of Workers' Compensation or to undertake self- insurance before commencing any of the work.

The Service Provider shall also comply with Section 3800 of the Labor Code by securing, paying for and maintaining in full force and effect for the duration of this Agreement, complete Workers' Compensation Insurance, and shall furnish a Certificate of Insurance to the Public Works Director/City Engineer before execution of this Agreement by the City. The City, its officers and employees shall not be responsible for any claims in law or equity occasioned by failure of the Service Provider to comply with this section.
- Page 75 of 86 -

(h) Medical Professional Liability with limit no less than $2,000,000 per occurrence and $6,000,000 aggregate. If coverage is written on a claims made basis, the Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of the contract of work. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of three (3) years after completion of contract work. A copy of the claims reporting requirements must be submitted to the City for review.

Neither the CITY nor any of its elected or appointed officials, officers, agents, employees, or volunteers makes any representation that the types of insurance and the limits specified to be carried by Service Provider under this Agreement are adequate to nrntert Serving Prnvirier. If Servira Prnvirfer hellevnc that nny ci irh insi iranrn cfsveragc is insufficient, Service Provider shall provide, at its own expense, such additional insurance as Service Provider deems adequate.

5.2. Endorsemen s. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions as worced below:
(f) Additional insureds: "The City of Placentia and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising out of activities performed by or on behalf of the Service Provider pursuant to its contract with the City; products and completed operations of the Service Provider; premises owned, occupied or used by the Service Provider; automobiles owned, leased, hired, or borrowed by the Service Provider."
(g)
Notice: "Service Provider shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; (3) or the deductible or self -insured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, Service Provider shall forthwith obtain and submit proof of substitute insurance.

Should Service Provider fail to immediately procure other insurance, as specified, to substitute for any canceled policy, the City may procure such insurance at Service Provider's sole cosl and expense."
(h) Other insurance: "The Service Provider's insurance coverage shall be primary insurance as respects the City of Placentia, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of Placentia shall be excess and not contributing with the insurance provided by this policy." - Page 76of86-

(i) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of Placentia, its officers, officials, agents, employees, and volunteers.

The Service Provider's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

5.3. Deductible or Self -Insured Retention. If any of such policies provide for a deductible or self -insured retention to provide such coverage, the amount of such deductible or self -insured retention shall be approved in advance by City. No policy of insurance issued as to which the City is an additional insured shall contain a provision which requires that no insured except the named insured can satisfy any such deductible or self -insured retention.

Q)

5.4. Certificates of insurance. Service Provider shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. The certificates of insurance and endorsements shall be attached hereto as Exhibit "8" and incorporated herein by this reference.

5.5. Non-limitinq. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which Service Provider may be held responsible for payments of damages to persons or property.

6.0. GENERAL PROVISIONS

6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.

6.2. Representatives. The City Administrator or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement.

Service Provider shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Service Provider called for by this Agreement, except as otherwise expressly provided in this Agreement.
6,3. Contract Managers. City shall designate a Contract Manager to work directly with Service Provider in the performance of this Agreement. It shall be the Service Provider's responsibility to assure that the Contract Manager is kept informed of the - Page 77 of 86 -

progress of the performance of the services and the Service Provider shall refer any decision, which must be made by City, to the Contract Manager. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Manager.

Service Provider shall designate a Management Contact who shall represent it and be its agent in all consultations with City during the term of this Agreement and who shall not be changed by Service Provider without the express written approval by the City. Service Provider or its Management Contact shall attend and assist in all coordination meetings called by City.

6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement, or the work hereunder may be provided by personal delivery, facsimile or if mailed, shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service.

Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if ciinh communication is sent by facsimile; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail.

IF TO SERVICE PROVIDER: IF TO CITY:

Tel:

Fax:

Attn:

City of Placentia
401 E. Chapman
Placentia, CA 92870
Tel:

Fax:

Attn:

6.5. Attorneys' Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.

6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Orange City, California. Service Provider agrees to submit to the personal jurisdiction of such court in the event of such action.

6.7. Assignment. Service Provider shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Service Provider's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting - Page 78 of 86 -

or assignment shall release Service Provider of Service Provider's obligation to perform all other obligations to be performed by Service Provider hereunder for the term of this Agreement,

6.8. Indemnification and Hold Harmless. Service Provider shall defend, indemnify and hold City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner which actually or allegedly arise out of or are incident to any alleged acts, omissions, negligence or willful misconduct of Service Provider, its officials, officers, employees, agents, and subcontractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses except where caused by the active negligence, sole negligence, or willful misconduct of City its officials, officers, employees, volunteers and agents. Service Provider shall defend, at Service Provider's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, officials, officers, employees, volunteers and agents. Service Provider shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, officers, employees, volunteers and agents, in any such suit, action or other legal proceeding. Service Provider shall reimburse City and its officials, officers, employees, volunteers and/or agents, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Service Provider's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by City, its officials, officers, employees, volunteers and agents.

6.9. Independent Contractor. Service Provider is and shall be acting at all times as an independent contractor and not as an employee of City. Service Provider shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have contra( over the conduct of Service Provider or any of Service Provider's employees, except as set forth in this Agreement. Service Provider shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of City. Service Provider shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Service Provider and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Service Provider shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement.

Service Provider further agrees to indemnify and hold City harmless from any failure of Service Provider to comply with the applicable worker's compensation laws. City shall have the right to offset against the amount of any fees due to Service Provider under this Agreement any amount due to City from Service Provider as a result of Service Provider's failure to promptly pay to City any reimbursement or indemnification arising under this paragraph.

6.10. PER$ Elioibility Indemnification. In the event that Service Provider or any employee, agent, or subcontractor of Service Provider providing services under this - Page 79 of 86 -

Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Service Provider shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Service Provider or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Service Provider and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility lo enroll in PERS as an employee of City and entitlement to any contribution to be paid by City tor employer contribution and/or employee contributions for PERS benefits.

6.11 _ C.onneratinn. In the event any claim nr action is brought against City relating to Service Provider's performance or services rendered under this Agreement, Service Provider shall render any reasonable assistance and cooperation which City might require.

6.12. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, preliminary notes, working documents, files and tapes furnished or prepared by Service Provider or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Service Provider agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City but shall be made available to the City within ten (10) days of request or within ten (10) days of termination. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Service Provider. City shall indemnify and hold harmless Service Provider from all claims, damages, losses, and expenses, including attorneys' fees, arising out of or resulting from City's use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Service Provider. Service Provider shall deliver to City any findings, reports, documents, information, data, preliminary notes and working documents, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by Gity or its authorized representative, at no additional cost to the City. Service Provider or Service Provider's agents shall execute such documents as may be necessary from time to time to confirm City's ownership of the copyright in such documents.

6.13. Public Records Act Disclosure, Service Provider has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Service Provider, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the - Page 80 of 86 -

California Government Code Section 6254.7, and of which Service Provider informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court.

6.14. Conflict of Interest. Service Provider and its officers, employees, associates and subService Providers, if any, will comply with all conflict of interest statutes of the State of California applicable to Service Provider's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090. During the term of this Agreement, Service Provider and its officers, employees, associates and subService Providers shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Service Provider is not currently performing work that would require Service Provider or one of its officers, employees, associates or subService Providers to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

6.15. Responsibility for Errors. Service Provider shall be responsible for its work and results under this Agreement. Service Provider, when requested, shall furnish clarification and/or explanation as may be required by the City's representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Service Provider occurs, then Service Provider shall, at no cost to City, provide all necessary design drawings, estimates and other Service Provider professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction.

6.16. Prohibited Employment, Service Provider will not employ any regular employee of City while this Agreement is in effect.

6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, the conflict shall be resolved by giving precedence in the following order, if applicable: This Agreement, the City's Request for Proposals, the Service Provider's Proposal.

6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

6.19. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Service Provider and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement.
- Page 81 of 86 -

6.20. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

6.21. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

6.22. Amencments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. 6,23. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

6.24. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable ih any circumstance, such determination shall not affect the vaiidity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall .be binding, then both parties agree to substitute such provision(s) through good faith negotiations.

6.25. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original_ All counterparts shall be construed together and shall constitute one agreement.

6.26. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written.

CITY OF PLACENTIA,
A municipal corporation
- Page 82of86-

Date:

City Administrator
ATTEST:

City Clerk and ex -officio Clerk
of the City of Placentia
- Page 83of86-

SERVICE PROVIDER
Date:

Signature
Name and Title
Social Security or Taxpayer ID Number
APPROVED AS TO FORM:

Date;
Christian L. Bettenhausen, City Attorney
APPROVED AS TO INSURANCE:

Rosanna Ramirez, Risk Management
APPROVED AS TO CONTENT;
Contract Manager •

DEPARTMENTAL APPROVAL
Name, Title
Date;
Date:

Date:
- Page 84of86-

EXHIBIT D

ORIGINAL AGREEMENT BETWEEN THE CITY AND ORIGINAL PROVIDER PSA/Emergency Ambulance Services Inc.
- Page 22 o₹ 22 -

PROFESSIONAL SERVICES AGREEMENT

CITY OF PLACENTIA

PROFESSIONAL SERVICES AGREEMENT
WITH
FILYN CORPORATION dba LYNCH EMS
THIS AGREEMENT is made and entered into this 1 day of 1,Q„ 201 ("Effective Date"), by and between the CITY OF PLACENTIA, a municipa corporation ("City"), and FILYN CORPORATION. dba Lynch EMS, a California Corporation("Service Provider").

WITNESSETH:

A. WHEREAS, City proposes to utilize the services of a professional EMS organization as an independent service provider for the provision of 9-1-1/Advanced Life Support Emergency Medical Services, as more fully described herein; and B. WHEREAS, City and Service Provider desire to contract for the specific services described in Exhibit "A" (the proposal for 9-1-1/ALS) and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and C. WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.

D. WHEREAS, an efficient and effective 9-1-1/ALS Emergency Medical Services ("EMS" or "9-1-1/ALS EMS") System is critically important to the safety, health and welfare of the public; and
E. WHEREAS, the City is the designated responsible Agency for the planning, implementation and evaluation of the City EMS System; and F. WHEREAS, City has determined that all requests for 911 EMSshall be met by ALS (Paramedic) equipped and staffed ambulances unless otherwise authorized by the Orange County Health Care Agency; and
G. WHEREAS, City, in good faith understands that it has the legal authority to provide EMS in its jurisdiction; and
H. WHEREAS, the City has continued the use of 9-1-1/ALS EMS providers that have continuously provided service to the City in the same manner, level and scope without interruption since July 1, 1975; and
WHEREAS, the City is a Charter City and reserves the right to contract for these services with any qualified public or private service provider; and J. WHEREAS, the Service Provider shall be equipped and qualified to provide mutual and automatic aid to surrounding communities.

NOW, THEREFORE, for and in consideration of the mutual covenants and 4823-41 15-5033.2

conditions contained herein, the parties hereby agree as follows:

1.0. SERVICES PROVIDED BY SERVICE PROVIDER

1.1. Scope of Services. Service Provider shall provide the professional services described in the Service Provider's Proposal ("Proposal"), attached hereto as Exhibit "A" and incorporated herein by this reference. The contract scope of work outlined in the City's Request for Proposals for 9-1-1 Advanced Life Support Emergency Medical Services, RFP No. 2018-01 issued on December 20, 2018, has been fully addressed in the Service Provider's Proposal, and is also incorporated herein by this reference.

1.2. Professional Practices. All professional services to be provided by Service Provider pursuant to this Agreement shall be provided by personnel experienced and licensed in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional EMS Providers in similar fields and circumstances in accordance with sound professional practices, legal requirements and regulatory licensure requirements. Service Provider also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Service Provider's performance of this Agreement.

Service Provider shalt keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Service Provider shall at all times observe and comply with all such laws and regulations. Officers and employees shall not be liable at law or in equity occasioned by failure of the Service Provider to comply with this section,

1.3. Performance to Satisfaction of City. Service Provider agrees to perform all the work to the complete satisfaction of the City as prescribed in the scope of work in the City's RFP for these services, Service Provider's Proposal, and within hereinafter specified. The specific performance standards and penalties for not achieving those standards are also outlined in the RFP scope of work. Evaluations of the work will be done by the City Administrator or his or her designee.

1.4. Warranty. Service Provider warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers' compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement.

Service Provider shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys' fees and costs, presented, brought, or recovered against City for, or on account of any liability under any of the above -mentioned laws, which may be incurred by reason of Service Provider's performance under this Agreement.

1.5. EMS Deployment Reportinc. The City understands the dynamic nature of EMS deployment strategies and posting of EMS resources to ensure fast and effective responses to emergencies to meet required performance standards. Service Provider shall provide the City with a monthly report showing where EMS resources are posted and adjusted in response to changes in call volume and locations.

1.6 Annual Paramedic Licensure Confirmation. Service Provider shall provide evidence of current Iicensures and County accreditation for each paramedic employed by - Page 2 of 19 -
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48231175-5033.2

Service Provider providing 9-1-1/ALS EMS in the City of Placentia on an annual basis.

1.7 Mutual and Automatic Aid. Service Provider shall in accordance with the California Emergency Services Act, as well as Orange County Emergency Medical Services Agency Policy #900.00 — Multi -Casualty Incident Response Plan, enter into agreements with surrounding agencies and the City for responding to requests for mutual and/or automatic aid to neighboring communities.

1.8. Non-discrimination. In performing this Agreement, Service Provider shall not engage in, nor permit its agents to engage in, discrimination in employment of persons that violate any State or Federal laws prohibiting discrimination in employment, including because of the race, religion, color, national origin, ancestry, age, physical handicap, medical condition, marital status, sexual gender or sexual orientation of an employee or applicant for employment, except as permitted pursuant to Section 12940 of the California Government Code, including the exceptions enumerated therein. Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Service Provider agrees to post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non-discrimination clause, Service Provider shall, in all solicitations and advertisements for employees placed by, or on behalf of Service Provider, state that all qualified applicants will receive consideration for employment without regard to age, race, color, religion, sex, marital status, national origin, sexual orientation or mental or physical disability. Service Provider shall cause the paragraphs contained in this Section to be inserted in all City -approved subcontracts for any work covered by the Agreement, provided that the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials.
1,9. Exclusive Agreement. Service Provider acknowledges that the City is awarding this agreement on an exclusive basis and shall be the only Service Provider contracted by the City to provide these services.

1.10. Delegation and Assignment. The duties set forth herein shall not be delegated, assigned, or subcontracted to any person or entity without the prior written consent of City. All insurance requirements contained in this Agreement are independently applicable to any and all subcontractors that Service Provider may engage with City consent during the term of this Agreement.

1.11. Confidentiality. Employees of Service Provider in the course of their duties may have access to financial, accounting, statistical, and personal health data of private individuals. Service Provider covenants that all data, documents, discussion, or other information developed or received by Service Provider or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Service Provider without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shalt be returned to City upon the termination of this Agreement.

Service Provider's covenant under this Section shall survive the termination of this Agreement.

2.0. COMPENSATION AND BILLING

2.1. Compensation. Service Provider shall be paid in accordance with the fee - Page 3 of 19 -
Lynch EMS
4823-4175-5033.2

schedule set forth in the contract scope of work. Service Provider's total compensation shall not exceed Nine -Hundred and Seventy -Five Thousand Dollars ($975,000.00) in Year 1 of the agreement. The annual compensation beginning in Year 2 and subsequent years thereafter within the initial contract term may be increased by the Consumer Price Index for all Urban Consumers for the Los Angeles -Long Beach -Anaheim area published by the United States Department of Labor, Bureau of Statistics (Index) which is published for the month immediately preceding the adjustment date (Adjustment Index), by a maximum of 3%, whichever is lower. The Adjustment index shall be compared to the Index which was published for the date immediately preceding the beginning of the first twelve (12) month period (Beginning Index). The 12 -month period shall be July 1 to June 30 each year this agreement is in effect.

Service Provider shall not receive any payments from the City for the performance of any services under this Agreement unless specifically stated in this Agreement, All ALS reimbursement payments or revenue associated with this Agreement shall come exclusively from Service Provider's billing and collection of payment from patients and third -party payors for the performance of any services or provision of equipment or materials related to this Agreement.

Service Provider shall be required to enter into an agreement with the Orange County Exclusive Operating Area A 9-1-1 ambulance transport service provider for billing services for the provision of collecting ALS reimbursement payments for service. City shall not permit any other parties to bill patients or third -party payors, for ALS emergency ambulance services provided by Service Provider with the exception of billing that may be done by ambulance providers authorized by the Orange County Health Care Agency to provide mutual aid during a multi -casualty incident (MCI) or disaster. Service Provider shall comply with all applicable laws governing billing and collection, including but not limited to laws and regulations applicable to patients covered by Medicare, Medicaid, and other public or private reimbursement programs.

2.2. Additional Services. Service Provider shall not receive compensation for any services provided outside the scope of services specified in the Service Provider's Proposal or which is inconsistent with or in violation of the provisions of this Agreement unless the City, prior to Service Provider performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. Should the City request in writing additional services that increase the hereinabove described "SCOPE OF SERVICES", an additional fee negotiated between both parties shall be paid to the Service Provider for such additional services.

2.3. Method of Billing. Service Provider shall submit an invoice to the City for approval monthly. Said invoice shall be based on 12 equal monthly payments of the total annual compensation amount allowed under this agreement. City shall pay Service Provider's invoice within thirty (30) days from the date City receives said invoice. Any additional services approved and performed pursuant to this Agreement shall be designated as "Additional Services" on a separate invoice line -item.

2.4. Records and Audits. Records of Service Provider's services and all revenues collected relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for auditing purposes. City shall call for an independent bi-annual audit of all revenues collected under this agreement, and new revenue sources collected as a result of this agreement, - Page 4of19-
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4823-4175-5033.2

throughout the duration of the agreement including any term extensions. City shall have the right to analyze Service Provider's revenues and operational expenses at mutually convenient times.

3.0. TIME OF PERFORMANCE

3.1. Commencement of Work. The professional services to be performed pursuant to this Agreement shall commence at midnight, July 1, 2020. Said services shall be performed in strict compliance with the contract scope of work approved by City as set forth in Exhibit "A."

4.0. TERM AND TERMINATION

4.1. Term. This Agreement shall commence on the Effective Date with service delivery to begin at midnight, July 1, 2020, and continue for a period of 60 months, ending on June 30, 2025, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. One five-year term extension is available based on Service Provider's performance and at the mutual consent of both parties. Service Provider shall submit a written request for the earned extension to the City no later than July 1, 2024.

Service Provider's written request shall include sufficient evidence of compliance with the Agreement requirements. Evidence of compliance shall also be stated in Service Provider's annual performance report to City. City will determine if Service Provider has met the requirements stated above, and if the Service Provider has remained in substantial compliance with the performance standards outlined in the contract scope of work. Earned extension may then be granted in the reasonable and fair discretion of the City.

4.2. Notice of Termination, The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least sixty (60) days prior written notice to Service Provider. The termination date shall be deemed effective upon receipt of the notice of termination. In the event of such termination, Service Provider shall immediately stop rendering services as of the termination date under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement.

If the Service Provider defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. in the event that the Service Provider fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

The City shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement, immediately upon service of written notice of termination on the Service Provider, if the latter should:
a. Be adjudged a bankrupt;
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4823-4175-5033.2

b. Become insolvent or have a receiver of its assets or property appointed because of insolvency;
c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement;
e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or
f. Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs.

4.3. Compensation. In the event of termination, City shall pay Service Provider for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City's written notice of termination within thirty-five (35) days after service of the notice of termination. City shall not be liable for any claim of lost profits.

4.4. Documents. In the event of termination of this Agreement, all documents prepared by Service Provider in its performance of this Agreement shall be provided to the City.

4.5 Catastrophic Non-performance. In the event that Service Provider is unable to perform its obligations under this Agreement at any time due to a catastrophic event or act of god, the City shall have the right to immediately seek a substitute provider of such services for such time as Service Provider is unable to provide the required services up to such time as either the Service Provider is again able to perform its obligations and services under this Agreement or .upon the termination of this Agreement.

Service Provider shall be responsible for any charges of any substitute provider. If there is time to provide Notice, City shall provide notice in writing to Service Provider pursuant to term 6.4 of its invocation of this term. In any event, Notice pursuant to term 6.4 shall be provided after the fact when this term is invoked.

5.0. INSURANCE
5,1. Minimum Scope and Limits of Insurance. Service Provider shall obtain, maintain, and keep in full force and effect during the life of this Agreement all the following minimum scope of insurance coverages with an insurance company admitted to do business in California, rated "A," Class X, or better in the most recent Best's Key Insurance Rating Guide, and approved by City:
(a) Broad -form commercial general liability, in a form at least as broad as ISO form #CG 00 01 04 13, including premises -operations, products/completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury or bodily injury with a policy limit of not less than Five Million Dollars ($5,000,000.00), combined single limits, per occurrence. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be twice the required occurrence limit. If Service Provider maintains higher limits than the - Page 6 of 19 -
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specified minimum limits, City requires and shall be entitled to coverage for the high limits maintained by the Service Provider. The policy shall not have a deductible or self -retention provision in excess of an amount that has been pre -approved by the City. (b)
(c)
Business automobile liability for owned vehicles, hired, and non - owned vehicles, with a policy limit of not less than Five Million Dollars ($5,000,000.00), combined single limits, each incident for bodily injury and property damage. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be two times the required occurrence limit. If Service Provider maintains higher limits that the specified minimum limits, City requires and shall be entitled to coverage for the high limits maintained by the Service Provider. The policy shall not have a deductible or self -retention provision in excess of an amount that has been pre -approved by the City.

Workers' compensation insurance as required by the State of California and Employers Liability Insurance with a minimum limit of $1,000,000 per accident for any employee or employees of Service Provider. Service Provider agrees to waive, and to obtain endorsements from its workers' compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the City, its officers and officials, agents, employees, and volunteers for losses arising from work performed by Service Provider for the City and to require each of its subcontractors, if any, to do likewise under their workers' compensation insurance policies.

Before execution of this Agreement by the City, the Service Provider shall file with the Public Works Director/City Engineer the following signed certification:

I am aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability of Workers' Compensation or to undertake self- insurance before commencing any of the work,
The Service Provider shall also comply with Section 3800 of the Labor Code by securing, paying for and maintaining in full force and effect for the duration of this Agreement, complete Workers' Compensation Insurance, and shall furnish a Certificate of Insurance to the Public Works Director/City Engineer before execution of this Agreement by the City. The City, its officers and officials and employees shall not be responsible for any claims in law or equity occasioned by failure of the Service Provider to comply with this section.
(d) Medical Professional Liability with limit no less than $2,000,000 per occurrence and $6,000,000 aggregate. If coverage is written on a claims made basis, the Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work, - Page 7 of 19 -
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Insurance must be maintained, and evidence of insurance must be provided for at least three (3) years after completion of the contract of work. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of three (3) years after completion of contract work. A copy of the claims reporting requirements must be submitted to the City for review.

Neither the CITY nor any of its elected or appointed officials, officers, agents, employees, or volunteers makes any representation that the types of insurance and the limits specified to be carried by Service Provider under this Agreement are adequate to protect Service Provider. If Service Provider believes that any such insurance coverage is insufficient, Service Provider shall provide, at its own expense, such additional insurance as Service Provider deems adequate.

5.2. Endorsements. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions as worded below:
(a) Additional insureds; "The City of Placentia and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising out of activities performed by or on behalf of the Service Provider pursuant to its contract with the City; products and completed operations of the Service Provider; premises owned, occupied or used by the Service Provider; automobiles owned, leased, hired, or borrowed by the Service Provider."
(b) Notice: "Service Provider shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; (3) or the deductible or self -insured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, Service Provider shall forthwith obtain and submit proof of substitute insurance.

Should Service Provider fail to immediately procure other insurance, as specified, to substitute for any canceled or altered policy, the City may procure such insurance at Service Provider's sole cost and expense."
(c)
Other insurance: "The Service Providers insurance coverage shall be primary insurance as respects the City of Placentia, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of Placentia shall be excess and not contributing with the insurance provided by this policy." (d) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of Placentia, its officers, officials, agents, employees, and volunteers. (e)
The Service Provider's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with - Page 8 of 19 -
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respect to the limits of the insurer's liability.

5.3. Deductible or Self -Insured Retention. If any of such policies provide for a deductible or self -insured retention to provide such coverage, the amount of such deductible or self -insured retention shall be approved in advance by City. No policy of insurance issued as to which the City is an additional insured shall contain a provision which requires that no insured except the named insured can satisfy any such City - approved deductible or self -insured retention.

5.4. Certificates of Insurance. Service Provider shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. The certificates of insurance and endorsements shall be attached hereto as Exhibit "C" and incorporated herein by this reference. Before April 1, 2020, Service Provider shall provide to City proof of payment of the insurance certificates attached as Exhibit C.

5.5. Non -limiting. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which Service Provider may be held responsible for payments of damages to persons or property.

6.0. GENERAL PROVISIONS

6.1. Entire Agreement. This Agreement and its Exhibits constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.

6.2. Representatives. The City Administrator or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement. except as otherwise expressly provided in this Agreement.

Service Provider shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Service Provider called for by this Agreement, except as otherwise expressly provided in this Agreement.

6.3. Contract Managers. City shall designate a Contract Manager to work directly with Service Provider in the performance of this Agreement. It shall be the Service Provider's responsibility to assure that the Contract Manager is kept informed of the progress of the performance of the services and the Service Provider shall refer any decision, which must be made by City, to the Contract Manager. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Manager.

Service Provider shall designate a Management Contact who shall represent it and be its agent in all consultations with City during the term of this Agreement and who shall not be changed by Service Provider without the express written approval - Page 9 of 19 -
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by the City. Service Provider or its Management Contact shall attend and assist in all coordination meetings called by City.

6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement, or the work hereunder may be provided by personal delivery, facsimile or if mailed, shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service.

Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail.

IF TO SERVICE PROVIDER:

Lynch EMS, Inc.
1371 N. Red Gum Street
Anaheim, CA 92806
Tel: (800) 347-3262
Fax: (714) 632-3902
Attn: Walter J. Lynch
IF TO CITY:

City of Placentia
401 E. Chapman
Placentia, CA 92870
Tel: (714) 993-8171
Fax: (714) 528-4640
Attn: Rosanna Ramirez

6.5. Attorneys' Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.

6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Orange City, California. Service Provider agrees to submit to the personal jurisdiction of such court in the event of such action.

6.7. Assignmert. Service Provider shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Service Provider's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Service Provider of Service Provider's obligation to perform all other obligations to be performed by Service Provider hereunder for the term of this Agreement.

6.8. Indemnification and Hold Harmless. Service Provider shall defend, indemnify and hold City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner which actually or allegedly arise out of or are incident to any alleged acts, omissions, negligence or willful misconduct of Service Provider, its officials, officers, employees, agents, and subcontractors arising out of or in connection with the - Page 10of19-
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performance of the Services, provided for by this Agreement, including without limitation the payment of all consequential damages and attorney's fees and other related costs and expenses except where caused by the active negligence, sole negligence, or willful misconduct of City, its officials, officers, employees, volunteers and agents, Service Provider shall defend, at Service Provider's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, officials, officers, employees, volunteers and agents relating to the Services provided for by this Agreement. Service Provider shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, officers, employees, volunteers and agents, in any such suit, action or other legal proceeding relating to the Services provided for by this Agreement. Service Provider shall reimburse City and its officials, officers, employees, volunteers and/or agents, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Service Provider's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by City, its officials, officers, employees, volunteers and agents.

Provided further that in the event that a claim, cause of action, demand, lawsuit or special proceeding is brought or commenced against City and/or Service Provider by any third party which challenges the legal right of City and Service Provider to enter into this Agreement, City and Service Provider each agree to exercise their best good faith efforts to defend any such challenge to the legal right of City and Service Provider to enter into this Agreement.

Provided further that in the event that a claim, cause of action, demand, lawsuit or special proceeding is brought or commenced against City and/or Service Provider by any third party which challenges the legal right of City and Service Provider to enter into this Agreement, City shall bear its own cost, expense, risk, attorney's fees and the satisfaction of any judgment, award or decree that may be rendered against City or its officials, officers, employees, volunteers and agents due to successful challenge of the legal right of City to enter into this Agreement with Service Provider. Likewise, Service Provider shall bear its own cost, expense, risk, attorney's fees and the satisfaction of any judgment, award or decree that may be rendered against Service Provider its officers, employees and agents due to successful challenge of the legal right of Service Provider to enter into this Agreement with City.

Provided further that in the event the legal right of City and Service Provider to enter into this Agreement brought by any third party is successfully challenged in a court of law or equity, City and Service Provider hereby agree that neither will initiate any claim, demand, proceeding, cause of action, lawsuit or special proceeding against the other based on any claim of breach of contract, false inducement, reliance or other cause of action or claim relating to inducement are the decision of either party to enter into this Agreement. Provider, however, that this provision does not relate to any claim, demand, proceeding, cause of action, lawsuit or special proceeding that may be brought by either party relating to performance of this Agreement by either party or the rights or duties of either party under this Agreement where such claim, demand, proceeding, cause of action, lawsuit or special proceeding is not related to and is not brought regarding the facts, circumstances, reliance or determination of either party to enter this Agreement.

6.9. Independent Contractor. Service Provider is and shall be acting at all times as an independent contractor and not as an employee of City. Service Provider shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on - Page 11 of 19 -
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behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Service Provider or any of Service Provider's employees, except as set forth in this Agreement. Service Provider shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of City. Service Provider shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Service Provider and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Service Provider shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement.

Service Provider further agrees to indemnify and hold City harmless from any failure of Service Provider to comply with the applicable worker's compensation laws. City shall have the right to offset against the amount of any fees due to Service Provider under this Agreement any amount due to City from Service Provider as a result of Service Provider's failure to promptly pay to City any reimbursement or indemnification arising under this paragraph.

6.10. PERS Eligibility Indemnification. In the event that Service Provider or any employee, agent, or subcontractor of Service Provider providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Service Provider shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Service Provider or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Service Provider and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.

6.11. Cooperation. In the event any claim or action is brought against City relating to Service Provider's performance or services rendered under this Agreement, Service Provider shall render any reasonable assistance and cooperation which City might require.

6.12. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, preliminary notes, working documents, files and tapes furnished or prepared by Service Provider or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Service Provider agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City but shall be made available to the City within ten (10) days of request or within ten (10) days of termination. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Service Provider. Service Provider shall deliver to City any findings, reports, documents, information, data, preliminary notes and working - Page 12 of 19 -
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documents, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City.

6.13. Public Records Act Disclosure. Service Provider has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Service Provider, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.). Exceptions to public disclosure may be those documents or information of Service Provider that qualify as trade secrets (such as, and including, its private financial statements, financial records and bank account information), as that term is defined In the California Government Code Section 6254,7, and of which Service Provider informs City of such trade secret, and records relating to provision of medical aid and assistance to any individual under such individuals State and Federal rights of privacy and the provisions of the Health Insurance Portability and Accountability Act of 1996. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret or personal health records The City shall riot, in any way, be liable or responsible for the disclosure of any trade secret or personal health records including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court.
6,14. Conflict of Interest. Service Provider and its officers, employees, associates and City -approved subcontractors, if any, will comply with all conflict of interest statutes of the State of California applicable to Service Provider's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090. During the term of this Agreement, Service Provider and its officers, employees, associates and City -approved subcontractors shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Service Provider is not currently performing work that would require Service Provider or one of its officers, employees, associates or City -approved subcontractors to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

6.15. Responsibility for Errors. Service Provider shall be responsible for its work and results under this Agreement. Service Provider, when requested, shall furnish clarification and/or explanation as may be required by the City's representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Service Provider occurs, then Service Provider shall, at no cost to City, provide all actions to the sole satisfaction of City and to participate in any meeting required with regard to the correction.

6.16. Prohibited Employment. Service Provider will not employ any regular employee of City while this Agreement is in effect.
6,17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, the conflict shall be resolved by giving precedence in the following order, if applicable: This Agreement, the City's Request for - Page 13 of 19 -
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Proposals, the Service Provider's Proposal.

6.18. Costs, Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

6.19. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Service Provider and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement.

6.20. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

6.21. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

6.22. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. For amendments affecting administrative business operations not related to overall service levels, compensation or performance standards, those may be approved administratively by the City Administrator. For amendments affecting compensation, performance standards or service levels, those must be approved by the City Council.

6.23. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

6.24, Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations.

6.25. Counterparts, This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.
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6.26. Corporate Authority, The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written.

CITY OF PLACENTIA,
A municipal corporation
Damien R. Arruta, City Administrator
ATTEST:

Robert S. McKinnell
City Clerk and ex -officio Clerk
of the City of Placentia

SERVICE PROVIDER
Signatur
FILYN Corporation dba Lynch EMS
Wfs,L Ly Ne_N
Name and Title
53 —©1ci7 3.3
Social Security or Taxpayer ID Number
AFPROVED AS _ O FORM:

Chris . Bett: haus n, City Attorney
APPROVED AS TO INSURANCE:

Date:
-'aye 15 of 19 -
Date:
/19
Date: 413-i 41
Date: 2�
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4823-4175-5033.2

APPROVED AS TO CONTENT:
- Page 16 of 19 -
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PROFESSIONAL SERVICES AGREEMENT

CITY OF PLACENTIA

PROFESSIONAL SERVICES AGREEMENT
WITH
EMERGENCY AMBULANCE SERVICE, INC.

THIS AGREEMENT ("Agreement") is made and entered into this 15th day of April, 2025 ("Effective Date"), by and between the CITY OF PLACENTIA, a California charter city ("City"), and Emergency Ambulance Service Inc, a California corporation ("Service Provider").

WITNESSETH:

A. WHEREAS, an efficient and effective Emergency Medical Services (EMS) System is critically important to the safety, health and welfare of the public; and B. WHEREAS, City is the designated responsible Agency for the planning, implementation and evaluation of the City EMS System, and City has determined that all requests for 911 emergency medical services shall be met by ALS (Paramedic) equipped and staffed response vehicles; and
C. WHEREAS, pursuant to Health and Safety Code, Division 2.5, Section 1797.201 (Section 201), City has the authority to provide 9-1-1/Advanced Life Support Emergency Medical Services (9-1-1/ALS Services) within its jurisdiction, and has continuously provided those services in the same manner and scope without interruption since at least July 1, 1975; and
D. WHEREAS, pursuant to its rights under Section 201, and as a charter city, City reserves the right to contract for 9-1-1/ALS Services with any qualified public or private service provider; and
E. WHEREAS, the Service Provider shall be equipped and qualified to provide mutual and automatic aid to surrounding communities; and F. WHEREAS, on June 4, 2019, City entered into an agreement (Original Agreement) with Lynch EMS Inc. (Original Provider), as an independent service provider, for the purpose of providing 9-1-1/ALS Services in the City. A copy of the Original Agreement is attached as Exhibit D and is incorporated by this reference, and specifically incorporates all exhibits thereto. All of the services, duties and obligations, required to be performed by the Original Provider under the Original Agreement are hereinafter collectively referred to as either the "Services" or the "9-1-1/ ALS Services"; and G. WHEREAS, the Existing Contract for 9-1-1/ALS Services is due to expire on June 30, 2025, which expiration has created an urgent need to either negotiate an extension to the Original Agreement or find an alternate provider; and 720

G. WHEREAS, City made good faith efforts to meet with the Original Provider to negotiate an extension, but the parties were unable to reach an agreement. The offered extension would be substantially more expensive for the City and would minimize flexibility by requiring a longer contract term; and
H. WHEREAS, the urgent nature of the situation was exacerbated by the recent departure of the prior City Administrator and other factors, which have in turn clarified the need to re-examine the City's long term plan for 9-1-1/ALS Services; and WHEREAS, there is insufficient time to conduct a full RFP process prior to the expiration of the current contract; and
J. WHEREAS, City is currently engaged in its annual budgeting process, and is trying to determine how to address a long term structural deficit in a fiscally sustainable manner; and
K. WHEREAS, given the City's current financial limitations, together with the need to provide ongoing quality 9-1-1/ALS Services, the City Council needs additional time and flexibility in order to properly evaluate how 9-1-1/ALS Services should be provided in the City, and then to conduct an RFP; and
L. WHEREAS, Service Provider has offered to help provide 9-1-1/ALS Services on an urgency basis, at a reasonable cost, and with a flexible contract term that provides the City with the additional time and flexibility it needs to conduct a thorough evaluation; and
M. WHEREAS, Service Provider asserts that it has the appropriate experience, equipment, manpower and expertise to provide 9-1-1/ALS Services, and is willing to provide these Services at the same level and scope, and subject to the same terms and conditions, as are currently being provided under the Original Agreement between the City and the Original Provider; and
N. WHEREAS, City and Service Provider now desire to enter into this Agreement whereby Service Provider shall provide to City all of the same Services as set forth in the Original Agreement attached as Exhibit "D", incorporating all exhibits thereto, except as may be specifically stated herein to the contrary; and L. WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows:

1.0. SERVICES PROVIDED BY SERVICE PROVIDER
PSA/Emergency Ambulance Services Inc.
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1.1. Scope of Services. Service Provider shall provide all of the professional Services described in the Original Agreement, attached as Exhibit "D", and incorporating all exhibits to that Original Agreement. The Original Agreement specifically includes, but is not limited to, the Original Agreement itself (Exhibit "D"), the City's Original Request for Proposals for 9-1-1 Advanced Life Support Emergency Medical Services, RFP No. 2018- 01 issued on December 20, 2018 (Exhibit "B"), including among things the contract scope of work, and the Original Service Provider's Proposal (Exhibit "A").

Unless specifically stated herein to the contrary, all terms in this Agreement shall have the same definition and meaning as in the Original Agreement.

1.2. Professional Practices. All professional services to be provided by Service Provider pursuant to this Agreement shall be provided by personnel experienced and licensed in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional EMS Providers in similar fields and circumstances in accordance with sound professional practices, legal requirements and regulatory licensure requirements. Service Provider also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Service Provider's performance of this Agreement.

Service Provider shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Service Provider shall at all times observe and comply with all such laws and regulations. Officers and employees shall not be liable at law or in equity occasioned by failure of the Service Provider to comply with this section.

1.3. Performance to Satisfaction of City. Service Provider agrees to perform all the work to the complete satisfaction of the City as prescribed in the scope of work in the City's RFP for these services, Service Provider's Proposal, and within hereinafter specified. The specific performance standards and penalties for not achieving those standards are also outlined in the RFP scope of work. Evaluations of the work will be done by the City Administrator or his or her designee.

1.4. Warranty. Service Provider warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers' compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement.

Service Provider shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys' fees and costs, presented, brought, or recovered against City for, or on account of any liability under any of the above -mentioned laws, which may be incurred by reason of Service Provider's performance under this Agreement.

1.5. EMS Deployment Reporting. The City understands the dynamic nature of EMS deployment strategies and posting of EMS resources to ensure fast and effective PSA/Emergency Ambulance Services Inc.
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responses to emergencies to meet required performance standards. Service Provider shall provide the City with a monthly report showing where EMS resources are posted and adjusted in response to changes in call volume and locations.

1.6 Annual Paramedic Licensure Confirmation. Service Provider shall provide evidence of current licensures and County accreditation for each paramedic employed by Service Provider providing 9-1-1/ALS EMS in the City of Placentia on an annual basis.

1.7 Mutual and Automatic Aid. Service Provider shall in accordance with the California Emergency Services Act, as well as Orange County Emergency Medical Services Agency Policy #900.00 — Multi -Casualty Incident Response Plan, enter into agreements with surrounding agencies and the City for responding to requests for mutual and/or automatic aid to neighboring communities.

1.8. Non-discrimination. In performing this Agreement, Service Provider shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical handicap, medical condition, marital status, sexual gender or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code, including the exceptions enumerated therein. Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Service Provider agrees to post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non- discrimination clause.

Service Provider shall, in all solicitations and advertisements for employees placed by, or on behalf of Service Provider, state that all qualified applicants will receive consideration for employment without regard to age, race, color, religion, sex, marital status, national origin, or mental or physical disability. Service Provider shall cause the paragraphs contained in this Section to be inserted in all subcontracts for any work covered by the Agreement, provided that the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials.

1.9. Exclusive Agreement. Service Provider acknowledges that the City is awarding this agreement on an exclusive basis and shall be the only Service Provider contracted by the City to provide these services.

1.10. Delegation and Assignment. The duties set forth herein shall not be delegated, assigned, or subcontracted to any person or entity without the prior written consent of City. All insurance requirements contained in this Agreement are independently applicable to any and all subcontractors that Service Provider may engage with City consent during the term of this Agreement.

1.11. Confidentiality. Employees of Service Provider in the course of their duties may have access to financial, accounting, statistical, and personal health data of private PSA/Emergency Ambulance Services Inc.
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individuals. Service Provider covenants that all data, documents, discussion, or other information developed or received by Service Provider or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Service Provider without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement.

Service Provider's covenant under this Section shall survive the termination of this Agreement.

2.0. COMPENSATION AND BILLING

2.1. Compensation. Service Provider's total compensation shall not exceed Seven Hundred and Forty Thousand Dollars ($740,000.00) in Year 1 of the agreement.

For any extension, the annual compensation beginning in Year 2 and subsequent years thereafter may be increased by the Consumer Price Index for all Urban Consumers for the Los Angeles -Long Beach -Anaheim area published by the United States Department of Labor, Bureau of Statistics (Index) which is published for the month immediately preceding the adjustment date (Adjustment Index), by a maximum of 3%, whichever is lower. The Adjustment Index shall be compared to the Index which was published for the date immediately preceding the beginning of the first twelve (12) month period (Beginning Index). The 12 -month period shall be July 1 to June 30 each year this agreement is in effect. Notwithstanding the foregoing, Service Provider may request in writing a renegotiation of the annual compensation rate during any contract year after the first year, with at least 6 months notice prior to the end of the current term. Upon such request, the City agrees to negotiate in good faith, and the Service Provider may present relevant expense or budget information as necessary to support a reasonable adjustment to the compensation; provided, however, that the total increase from one year to the next shall not exceed 10%.

Service Provider shall not receive any payments from the City for the performance of any services under this Agreement unless specifically stated in this Agreement. All ALS reimbursement payments or revenue associated with this Agreement shall come exclusively from Service Provider's billing and collection of payment from patients and third -party payors for the performance of any services or provision of equipment or materials related to this Agreement.

Service Provider shall be required to enter into an agreement with the Orange County Exclusive Operating Area A 9-1-1 ambulance transport service provider for billing services for the provision of collecting ALS reimbursement payments for service, unless otherwise indicated by City. City shall not permit any other parties to bill patients or third -party payors, for ALS emergency ambulance services provided by Service Provider with the exception of billing that may be done by ambulance providers authorized by the Orange County Health Care Agency to provide mutual aid during a multi -casualty incident (MCI) or disaster. Service Provider shall comply with all applicable laws governing billing and collection, including but not limited to laws and regulations applicable to patients covered by Medicare, Medicaid, and other public or private reimbursement programs.

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2.2. Additional Services. Service Provider shall not receive compensation for any services provided outside the scope of services specified in this Agreement, or which are inconsistent with or in violation of the provisions of this Agreement, unless the City, prior to Service Provider performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable.

Should the City request in writing additional services that increase the hereinabove described "SCOPE OF SERVICES", an additional fee negotiated between both parties shall be paid to the Service Provider for such additional services.

2.3. Method of Billing. Service Provider shall submit an invoice to the City for approval monthly. Said invoice shall be based on 12 equal monthly payments of the total annual compensation amount allowed under this agreement. City shall pay Service Provider's invoice within thirty (30) days from the date City receives said invoice. Any additional services approved and performed pursuant to this Agreement shall be designated as "Additional Services" on a separate invoice line -item.

2.4. Records and Audits. Records of Service Provider's services and all revenues collected relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for auditing purposes. City shall call for an independent bi-annual audit of all revenues collected under this agreement, and new revenue sources collected as a result of this agreement, throughout the duration of the agreement including any term extensions. City shall have the right to analyze Service Provider's revenues and operational expenses at mutually convenient times.

3.0. TIME OF PERFORMANCE

3.1. Commencement of Work. The professional services to be performed pursuant to this Agreement shall commence on July 1, 2025, so that there is no gap in the provision of Services. Said services shall be performed in strict compliance with the contract scope of work approved by City as set forth in Exhibit "A."

4.0. TERM AND TERMINATION

4.1. Term. This Agreement shall commence on the Effective Date with service delivery to begin July 1, 2025, and continue for a period of 12 months, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. One 12 month term extension is available, and may be exercised by the City in its sole and absolute discretion. City shall submit written notice of its decision to extend the Agreement no later than April 1, 2026.

4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least sixty (60) days prior written notice to Service Provider. The termination date shall be PSA/Emergency Ambulance Services Inc.
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deemed effective upon receipt of the notice of termination. In the event of such termination, Service Provider shall immediately stop rendering services as of the termination date under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement.

If the Service Provider defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Service Provider fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

The City shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement, immediately upon service of written notice of termination on the Service Provider, if the latter should:
a. Be adjudged a bankrupt;
b. Become insolvent or have a receiver of its assets or property appointed because of insolvency;
c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement;
e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or
f. Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs.

4.3. Compensation. In the event of termination, City shall pay Service Provider for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City's written notice of termination within thirty-five (35) days after service of the notice of termination. City shall not be liable for any claim of lost profits.

4.4. Documents. In the event of termination of this Agreement, all documents prepared by Service Provider in its performance of this Agreement shall be provided to the City.

5.0. INSURANCE
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5.1. Minimum Scope and Limits of Insurance. Service Provider shall obtain, maintain, and keep in full force and effect during the life of this Agreement all the following minimum scope of insurance coverages with an insurance company admitted to doing business in California, rated "A," Class X, or better in the most recent Best's Key Insurance Rating Guide, and approved by City:
(a) Broad -form commercial general liability, in a form at least as broad as ISO form #CG 00 01 04 13, including premises -operations, products/completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury or bodily injury with a policy limit of not less than Five Million Dollars ($5,000,000.00), combined single limits, per occurrence. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be twice the required occurrence limit. If Service Provider maintains higher limits than the specified minimum limits, City requires and shall be entitled to coverage for the high limits maintained by the Service Provider. The policy shall not have a deductible or self -retention provision in excess of an amount that has been pre -approved by the City. (b) Business automobile liability for owned vehicles, hired, and non - owned vehicles, with a policy limit of not less than Five Million Dollars ($5,000,000.00), combined single limits, each incident for bodily injury and property damage. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be two times the required occurrence limit. If Service Provider maintains higher limits that the specified minimum limits, City requires and shall be entitled to coverage for the high limits maintained by the Service Provider. The policy shall not have a deductible or self -retention provision in excess of an amount that has been pre -approved by the City.
(c) Workers' compensation insurance as required by the State of California and Employers Liability Insurance with a minimum limit of $1,000,000 per accident for any employee or employees of Service Provider. Service Provider agrees to waive, and to obtain endorsements from its workers' compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the City, its officers and officials, agents, employees, and volunteers for losses arising from work performed by Service Provider for the City and to require each of its subcontractors, if any, to do likewise under their workers' compensation insurance policies.

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Before execution of this Agreement by the City, the Service Provider shall file with the City's Contract Manager the following signed certification:

I am aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability of Workers' Compensation or to undertake self- insurance before commencing any of the work.

The Service Provider shall also comply with Section 3800 of the Labor Code by securing, paying for and maintaining in full force and effect for the duration of this Agreement, complete Workers' Compensation Insurance, and shall furnish a Certificate of Insurance to the City's Contract Manager before execution of this Agreement by the City. The City, its officers and officials and employees shall not be responsible for any claims in law or equity occasioned by failure of the Service Provider to comply with this section.
(d) Medical Professional Liability with limit no less than $2,000,000 per occurrence and $6,000,000 aggregate. If coverage is written on a claims made basis, the Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

Insurance must be maintained, and evidence of insurance must be provided for at least three (3) years after completion of the contract of work. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of three (3) years after completion of contract work. A copy of the claims reporting requirements must be submitted to the City for review.

Neither the CITY nor any of its elected or appointed officials, officers, agents, employees, or volunteers makes any representation that the types of insurance and the limits specified to be carried by Service Provider under this Agreement are adequate to protect Service Provider. If Service Provider believes that any such insurance coverage is insufficient, Service Provider shall provide, at its own expense, such additional insurance as Service Provider deems adequate.

5.2. Endorsements. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions as worded below:
(a) Additional insureds: "The City of Placentia and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising PSA/Emergency Ambulance Services Inc.
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out of activities performed by or on behalf of the Service Provider pursuant to its contract with the City; products and completed operations of the Service Provider; premises owned, occupied or used by the Service Provider; automobiles owned, leased, hired, or borrowed by the Service Provider."
(b) Notice: "Service Provider shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; (3) or the deductible or self -insured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, Service Provider shall forthwith obtain and submit proof of substitute insurance.

Should Service Provider fail to immediately procure other insurance, as specified, to substitute for any canceled or altered policy, the City may procure such insurance at Service Provider's sole cost and expense."
(c) Other insurance: "The Service Provider's insurance coverage shall be primary insurance as respects the City of Placentia, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of Placentia shall be excess and not contributing with the insurance provided by this policy." (d) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of Placentia, its officers, officials, agents, employees, and volunteers. (e) The Service Provider's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

5.3. Deductible or Self -Insured Retention. If any of such policies provide for a deductible or self -insured retention to provide such coverage, the amount of such deductible or self -insured retention shall be approved in advance by City. No policy of insurance issued as to which the City is an additional insured shall contain a provision which requires that no insured except the named insured can satisfy any such City - approved deductible or self -insured retention.

5.4. Certificates of Insurance. Service Provider shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. The certificates of insurance and endorsements shall be attached hereto as Exhibit "C", and are incorporated herein by this reference.

5.5. Non -limiting. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which PSA/Emergency Ambulance Services Inc.
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Service Provider may be held responsible for payments of damages to persons or property.

6.0. GENERAL PROVISIONS

6.1. Entire Agreement. This Agreement and its Exhibits constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.

6.2. Representatives. The City Administrator or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement.

Service Provider shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Service Provider called for by this Agreement, except as otherwise expressly provided in this Agreement.

6.3. Contract Managers. City shall designate a Contract Manager to work directly with Service Provider in the performance of this Agreement. It shall be the Service Provider's responsibility to assure that the Contract Manager is kept informed of the progress of the performance of the services and the Service Provider shall refer any decision, which must be made by City, to the Contract Manager. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Manager.

Service Provider shall designate a Management Contact who shall represent it and be its agent in all consultations with City during the term of this Agreement and who shall not be changed by Service Provider without the express written approval by the City. Service Provider or its Management Contact shall attend and assist in all coordination meetings called by City.

6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement, or the work hereunder may be provided by personal delivery, facsimile or if mailed, shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service.

Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail.

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IF TO SERVICE PROVIDER: IF TO CITY:

Emergency Ambulance Service Inc., City of Placentia
401 E. Chapman
Placentia, CA 92870
Tel: ( ) Tel: (714) 993-8171
Fax: ( ) Fax: (714) 528-4640
Attn: Attn: Rosanna Ramirez

6.5. Attorneys' Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.

6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California. Service Provider agrees to submit to the personal jurisdiction of such court in the event of such action.

6.7. Assignment. Service Provider shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Service Provider's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Service Provider of Service Provider's obligation to perform all other obligations to be performed by Service Provider hereunder for the term of this Agreement.

6.8. Indemnification and Hold Harmless. Service Provider shall defend, indemnify and hold City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner which actually or allegedly arise out of or are incident to any alleged acts, omissions, negligence or willful misconduct of Service Provider, its officials, officers, employees, agents, and subcontractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorney's fees and other related costs and expenses except where caused by the active negligence, sole negligence, or willful misconduct of City its officials, officers, employees, volunteers and agents. Service Provider shall defend, at Service Provider's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, officials, officers, employees, volunteers and agents. Service PSA/Emergency Ambulance Services Inc.
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Provider shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, officers, employees, volunteers and agents, in any such suit, action or other legal proceeding. Service Provider shall reimburse City and its officials, officers, employees, volunteers and/or agents, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Service Provider's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by City, its officials, officers, employees, volunteers and agents.

6.9. Independent Contractor. Service Provider is and shall be acting at all times as an independent contractor and not as an employee of City. Service Provider shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Service Provider or any of Service Provider's employees, except as set forth in this Agreement. Service Provider shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of City. Service Provider shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Service Provider and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Service Provider shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement.

Service Provider further agrees to indemnify and hold City harmless from any failure of Service Provider to comply with the applicable worker's compensation laws. City shall have the right to offset against the amount of any fees due to Service Provider under this Agreement any amount due to City from Service Provider as a result of Service Provider's failure to promptly pay to City any reimbursement or indemnification arising under this paragraph.

6.10. PERS Eligibility Indemnification. In the event that Service Provider or any employee, agent, or subcontractor of Service Provider providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Service Provider shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Service Provider or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Service Provider and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.

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6.11. Cooperation. In the event any claim or action is brought against City relating to Service Provider's performance or services rendered under this Agreement, Service Provider shall render any reasonable assistance and cooperation which City might require.

6.12. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, preliminary notes, working documents, files and tapes furnished or prepared by Service Provider or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Service Provider agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City but shall be made available to the City within ten (10) days of request or within ten (10) days of termination. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Service Provider. Service Provider shall deliver to City any findings, reports, documents, information, data, preliminary notes and working documents, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City.

6.13. Public Records Act Disclosure. Service Provider has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Service Provider, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 6254.7, and of which Service Provider informs City of such trade secret, and records relating to provision of medical aid and assistance to any individual under such individual's State and Federal rights of privacy and the provisions of the Health Insurance Portability and Accountability Act of 1996. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret or personal health records. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret or personal health records including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court.

6.14. Conflict of Interest. Service Provider and its officers, employees, associates and City -approved subcontractors, if any, will comply with all conflict of interest statutes of the State of California applicable to Service Provider's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090. During the term of this Agreement, Service Provider and its officers, employees, associates and City -approved subcontractors shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Service Provider is not currently PSA/Emergency Ambulance Services Inc.
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performing work that would require Service Provider or one of its officers, employees, associates or City -approved subcontractors to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

6.15. Responsibility for Errors. Service Provider shall be responsible for its work and results under this Agreement. Service Provider, when requested, shall furnish clarification and/or explanation as may be required by the City's representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Service Provider occurs, then Service Provider shall, at no cost to City, provide all actions to the sole satisfaction of City and to participate in any meeting required with regard to the correction.

6.16. Prohibited Employment. Service Provider will not employ any regular employee of City while this Agreement is in effect.

6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, the conflict shall be resolved by giving precedence in the following order, if applicable:
a. This Agreement;
b. Exhibit D: Original Agreement between City and Original Provider; c. Exhibit A: Original Provider's Proposal (Lynch EMS Inc.); d. Exhibit B: City's Request for Proposals.

6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

6.19. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Service Provider and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement.

6.20. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

6.21. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no PSA/Emergency Ambulance Services Inc.
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presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

6.22. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. For amendments affecting administrative business operations not related to overall service levels, compensation or performance standards, those may be approved administratively by the City Administrator. For amendments affecting compensation, performance standards or service levels, those must be approved by the City Council.

6.23. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

6.24. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations.

6.25. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.

6.26. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement.

6.27. Recitals Incorporated. All of the recitals to this Agreement are incorporated into the Agreement by this reference.

6.28 Modifications to Exhibit B (RFP). The following changes or clarifications shall be made to requirements set forth in Exhibit B (City's Original Request for Proposals):

1. Page 7 of 86, the contract term shall be as stated in this Agreement.

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2. Page 17, 3rd paragraph. City will not be providing fuel or vehicle registration to Service Provider.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written.

CITY OF PLACENTIA,
A charter city
Date:

Thomas R. Hatch, Interim City Administrator
ATTEST:

Robert S. McKinnell
City Clerk and ex -officio Clerk
of the City of Placentia

SERVICE PROVIDER
Path, Scailiormmik,
Signature
Emergency Ambulance Service Inc.

Paul Scarborough
President & CEO
Name and Title
95-3175162
Social Security or Taxpayer ID Number
APPROVED AS TO FORM:

Christian L. Bettenhausen, City Attorney
Date:
4/10/2025
Date:
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APPROVED AS TO INSURANCE:

Date:

Rosanna Ramirez, Risk Management
APPROVED AS TO CONTENT:

Date:

Rosanna Ramirez, Contract Manager
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EXHIBIT A

ORIGINAL PROVIDER'S PROPOSAL AND SCOPE OF WORK
(Original Lynch EMS, Inc. Proposal)
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EXHIBIT B
ORIGINAL REQUEST FOR PROPOSAL FOR 9-1-1/ADVANCED LIFE SUPPORT

EMERGENCY MEDICAL SERVICES
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EXHIBIT C

CERTIFICATES OF INSURANCE AND ENDORSEMENTS
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EXHIBIT D

ORIGINAL AGREEMENT BETWEEN THE CITY AND ORIGINAL PROVIDER PSA/Emergency Ambulance Services Inc.
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