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November ~8, 2002
<br />
<br />DRAFT
<br />
<br />Page 481
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<br /> H. Insurance. Franchisee shall obtain, at its sole expense, all insurance
<br /> required under any applicable North Carolina law, including without limitation, NCDOT,
<br /> OEMS, and any state, local or federal regulation, rule or ordinance requirements,
<br /> including without limitation,' the specific requirements of any applicable County
<br /> ordinance. Franchisee shall not commence transporting until such insurance is in
<br /> effect. Franchisee shall name the County as "additional insured", and as "additional
<br /> insured and co-loss payee" with respect to the Vehicles and equipment during the life
<br /> of this Agreement.
<br /> I. Indemnities. The Franchisee agrees to defend, indemnify and hold harmless
<br /> the County for all damage, loss, liability, claims or expenses (including reasonable
<br /> attorneys' fees) as they are incurred and finally awarded, arising out of or
<br /> attributable to bodily injury (including death) or property damage, to any person or
<br /> persons caused in whole or in part by the negligence or misconduct of the Franchisee,
<br /> except to the extent same are caused directly and solely by the negligence or willful
<br /> misconduct of the County. The terms and conditions of this Indemnity shall survive
<br /> termination of this Agreement.
<br /> J. Rates and Billing for Transport Services; Financial Responsibilities of
<br /> Parties.
<br /> l) Rates. Franchisee shall invoice the County monthly for each System
<br /> transport at a base rate of $105.00 and $2.75 for each documented loaded mile. All
<br /> such invoices must be submitted to the County by 10:00 a.m., the first Monday of each
<br /> month. If such Monday is a legal holiday, the invoice must be submitted by 10:00 a.m.
<br /> the next business day. The County shall pay the Franchisee all undisputed amounts
<br /> within 15 days of the submission of the invoice.
<br /> 2) Franchisee to Obtain Payment Information. It is specifically
<br />understood that the Franchisee will not transport any person until Franchisee has
<br />obtained all information necessary for billing purposes regarding the person to be
<br />transported and the person and/or entity financially responsible for transport
<br />· payment. This information shall include: name, address, phone number, and social
<br />security number of the person to be transported and any other individual agreeing to
<br />be financially responsible for the cost of the transport, as well as the signature of
<br />the individual agreeing to be responsible for the cost of the transport. In addition,
<br />Franchisee must obtain, prior to transport, all information necessary for billing any
<br />third party payor provider, including without limitation, any governmental unit or
<br />insurance provider responsible for payment of the transport. In the event Franchisee
<br />fails to obtain necessary billing information, the County shall not be responsible for
<br />paying Franchisee's invoice with respect to such transport and Franchisee agrees not
<br />to invoice the County for such transport.
<br /> 3) User Contracts. The parties hereto agree that users participating in
<br /> the System that execute contracts for System use will use coordinated contracts,
<br /> approved by the County and entered into by the County, establishing base rates and
<br /> rates per loaded mile sufficient to cover the majority of costs incurred under this
<br /> Agreement.
<br /> 4) Billinq. The County will ~ill the indicated financially responsible
<br /> party including without limitation any participating agencies and/or other users of
<br /> the System. Franchisee w~ll assist the County in collecting any further data the
<br /> County may need to collect invoiced amounts from th~ users and any third party payors.
<br /> All invoices/payment information is due to the County by 10am each Monday for the
<br /> prior week. All invoiceB/payment information will include the following language:
<br /> 'Any and all claims of Mid-State Transport, Inc. for monies owed hereunder (if any)
<br /> are hereby assigned to Cabarrus County, North Carolina Ambulance Services without
<br /> recourse to Assignor."
<br /> 5) Funds Received by Franchisee. Franchisee shall remit to the Couh~y,
<br /> on the following business day, any funds collected for transport services.
<br /> 6) No-Show; Cancellation. The Franchisee agrees not to invoice the
<br /> County for any trip for which cancellation was received at least two hours prior to
<br /> the scheduled service. Franchisee. shall summarize "No-Shows" and "Late Cancellations"
<br /> in its monthly report for subsequent resolution by all parties. "No-Shows" and "Late
<br /> Cancellations" shall be billed at one-half the base rate and no mileage charge.
<br /> 7) Service Out of County. In the event s party requests the Franchisee
<br /> to provide transportation service to an OUt-of-County destination, such transport and
<br /> the special rate therefore shall be approved on a case by case basis by the County
<br /> Transportation System office and the Franchisee President.
<br /> K. Continuing Education. The County will provide continuing education to EMTs
<br /> and will develop and coordinate any advanced training pro, rams, as needed.
<br /> L. System E~uipment/Dispatching Duties. Franchisee shall be responsible for
<br /> providing the necessary equipment for the operation of the System, except for any
<br /> equipment initially provided in the Vehicles. The County shall provide and maintain
<br /> the System's computer hardware, software and other equipment needed for scheduling
<br /> transports, billing purposes and entry of System data into the County ambulance
<br /> billing system. The County shall provide the necessary personnel to operate the
<br /> hardware and software for dispatching duties during normal business hours on the days
<br /> County offices are open for regular business. Every effort will be made to provide
<br /> one day prior notice of needed transports. However, it is understood that the County
<br /> will accept all appropriate transport reservations, and will communicate the same to
<br /> the Franchisee as soon as possible; however, there may be requests for transport that
<br /> need to be scheduled the same day as the request is received. Dispatching duties
<br /> outside the hours and days provided by the County shall be the sole and exclusive
<br /> responsibility of Franchisee. Franchisee will ensure that such additional hours and
<br /> days are covered in order to provide the citizens of the County will the services of
<br /> the System 24 hours per day, 7 days per week, throughout the term of this Agreement.
<br /> M. Term of Agreement and Miscellaneous Provisions.
<br /> 1. Term. This Agreement shall be in force for an initial period
<br />beginning November 18, 2002 through June 30, 2003. This Agreement can be extended for
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