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HomeMy WebLinkAboutMEDICAL DIRECTOR SERVICES CONTRACT WITH AUGUSTA UNIVERSITY MEDICAL ASSOCIATES FOR THE AUGUSTA FIRE DEPARTMENT MEDICAL DIRECTOR SERVICES CONTRACT THIS PROFESSIONAL SERVICES CONTRACT ("Contract') is made and entered into by and between Augusta, Georgia, a political subdivision of the State of Georgia, by and through its Board of Commissioners, whose address is 535 Telfair Street, Augusta, Ga. 30901, hereinafter referred to as "Augusta", and AU Medical Associates, whose address is 1499 Walton Way, Suite 1400, Augusta, Georgia 30901 hereinafter referred to as "Consultant". WHEREAS, Augusta desires to enter into a Contract with a qualified individual to serve as the Medical Director for the Fire Department's Emergency Medical Services Program. WHEREAS, Consultant responded to Augusta's RFP# 18-154 A and has represented to Augusta that it is experienced and qualified to provide the services contained therein; and, WHEREAS, Augusta has relied on such representation and Consultant was chosen as the most qualified respondent based on its submittal. NOW THEREFORE, in consideration of the foregoing, the provisions contained herein and the mutual benefits derived here from and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,Consultant and Augusta agree as follows: 1. Scope of Work. Consultant shall provide the following services: A. Appoint a Georgia licensed physician member that is board certified by the American Board of Emergency Medicine and is knowledgeable in EMS medical direction to serve as Medical Director for the Augusta Fire Department(AFD)in accordance with the Official Code of Georgia Annotated Title 31, Chapter 11, the Georgia Department of Human Resources Rule and Regulations Chapter 290-5-30, and Georgia Health Code 88-31 to AFD staff members; and provide medical control and oversight for the Fire Department; B. Provide medical control and oversight for EMS programs including ALS, BLS, Infection Control,community oriented training programs such as CERT,CPS and AED programs; C. Provide medical control and oversight for the defibrillation program; D. Design, evaluation, and administer a continuous quality improvement (CQI) and a comprehensive quality assurance program(CQA); E. Develop, review, or revise written operational and medical protocol procedures for EMS pursuant to State of Georgia regulations to assure the medical service delivery of the EMS Program by AFD and provide medical administration,support and oversight of EMS curriculum development and education; F. Provide medical liaison services between the Augusta Fire Department and the Augusta medical community; Page 1 of 11 G. Facilitate and implement the EMS Agenda for the future as developed by the National Highway Traffic Safety Administration; and the GEMSIS-Shaping the Future of EMS in Georgia plan as developed by the Georgia Department of Human Resources Division of Public Health Office of Emergency Medical Services/Trauma; H. Conduct at least one training activity each quarter; I. Provide quarterly reports outlining the Services provided in the preceding quarter; and J. Investigate and resolve medically related complaints against AFD, including the authority to limit, suspend, or withdraw medical direction to any AFD staff member as described in Section 4 below. K. The Medical Director is to provide his/her own cell phone. 2. Augusta's Obligations: Augusta agrees to: A. Ensure that the Medical Director has appropriate access to Augusta officials as reasonably needed; B. Ensure that the Medical Director has access to run reports (PCRs), medical records, dispatch logs, personnel files, and other documents as needed to fulfill the obligations of this Contract; C. Assist the Medical Director in preparation of EMS documents and reports; D. Enforce employee remedial training as required in writing by the Medical Director; E. Permit AFD staff members to function only at a level of practice authorized by the Medical Director; F. Assure that AFD staff members practice only under the medical direction or protocol of the Medical Director, and no other physician, other than on-line medical control provided during the patient encounters while on duty with AFD; G. Agree to contact the Medical Director to obtain online medical direction services; H. Provide a letter on Augusta letterhead, signed by an appropriate Augusta official that state a Consultant physician member provides contract services to Augusta and serves as the Medical Director of AFD, and specifically state that the Medical Director is authorized to correspond with the medical community regarding matters within the Medical Director's purview and to write letters of recommendation for ADF staff members for paramedical class; I. Assure that job descriptions and other documents relating to the employment of individual providers contain appropriate provisions necessary to allow the Consultant Page 2 of 11 physician member to fully exercise the Medical Director's authorities by law and under this Contract without giving rise to an employment dispute or action; and J. Provide access to computer-generated data and software, a portable radio and safety equipment for use by the Medical Director. 3. Term. This Contract shall commence as of the date executed by Augusta, Georgia("Commencement Date") and shall have an initial term of two (2) years. Thereafter, this Contract may be extended upon mutual written agreement. This Contract shall: (i) terminate absolutely and without further obligation on the part of Augusta each and every December 31 at 11:59 pm, as required by O.C.G.A. §36-60-13,as amended,unless sooner terminated in accordance with the termination provisions of this Contract; (ii)automatically renew on each January 1 at 12:00am, unless terminated in accordance with the termination provisions of this Contract; and (iii) terminate absolutely, with no further renewals, five (5)years from the Commencement Date. 4. Standard of Performance. A. Consultant represents and warrants that it has the necessary knowledge, experience, abilities, skills and resources to perform its obligations under this Contract, and agrees to perform its obligations in a professional manner, consistent with prevailing industry/professional standards and practices. B. Consultant agrees that the Medical Director shall provide a minimum of five (5)hours of medical direction services, per week. C. The Medical Director shall have the authority to limit, suspend, or withdraw medical direction to any AFD staff member. The Medical Director shall give prior notice of any such action to the AFD Fire Chief or his/her designee, or the earliest possible notice, if prior notice cannot reasonably be given. The Medical Director will discuss the limitations,suspension,or withdrawal of medical direction to an individual provider with the AFD Fire Chief or his/her designee and, at the request of the AFD Fire Chief or his/her designee,properly provide the basis for any such action in writing. 5. Oualifications. Licenses. and Permits: Compliance with Law. A. Consultant represents and warrants that it has all licenses and permits necessary to conduct its business and perform its obligations under this Contract, and agrees to comply with all applicable federal, state, and local statutes regulations, codes, ordinances and policies in performing its obligations under this Contract. B. Consultant agrees that the Medical Director shall meet the following qualifications criteria prior to and throughout the term of this Contract: i. Be licensed by the Georgia Board of Medical Examiners to practice medicine in the State of Georgia; ii. Have active medical staff privileges at a hospital in the State of Georgia; Page 3 of 11 iii. Have current Board Certification by the American Board of Emergency Medicine; iv. Be a graduate of the National Association of EMS Physicians EMS Medical Directors Course and Practicum; v. Must be eligible for certification by the American Board of Emergency Medicare EMS Subspecialty Boards; vi. Possess a valid Advanced Cardiac Life Support(ACLS)certification; and vii. Possess a valid Georgia Driver's License. 6. Independent Consultant Relationship. The parties intend that Consultant's relationship to Augusta in providing services hereunder shall be that of an independent Consultant. Nothing in this Contract, nor any performance hereunder, is intended or shall be construed to create a partnership, joint venture or relationship of agency or employment between Augusta and Consultant. In providing services hereunder, Consultant shall represent itself to third parties as an independent Consultant to Augusta and shall not hold itself out as having any authority to obligate Augusta. Consultant shall have no authority for any complaints related to employment with Augusta, Georgia and has no authority to hire, fire, discipline or otherwise effect the terms and conditions of Augusta, Georgia employees,except as specifically set forth herein. Augusta may, at its discretion, permit Consultant to use the AFD logo on business cards for purpose of liaison activities with the local medical community, provided that Consultant is identified on the business card as being under contract with Augusta and the form of the business card is approved by Augusta prior to its use. 7. Confidentiality. Consultant agrees to treat all information disclosed by Augusta pursuant to this Contract as confidential, and Consultant shall not disclose or use any such information except as required in connection with the performance of its obligations under this Contract. It is further agreed that if the Consultant, without prior approval from Augusta, releases any information,the release of same shall be immediate grounds for termination ofthis Contract without indemnity to the Consultant. Should any such information be released by Augusta or by the Consultant with prior approval, the same shall be regarded as public information and no longer subject to the restrictions of this Contract. 8. Assignment. Consultant does hereby assign, grant, and deliver to Augusta, and Augusta hereby accepts, the entire worldwide right, title, and interest of every kind and nature whatsoever in and to the deliverables under this Contract,including but not limited to any related intellectual property rights. 9. Records. Consultant shall maintain throughout the term of this Contract and for a period of six(6) years thereafter, records that indicate the date, time, and nature of the services rendered. Consultant shall make available for inspection by Augusta all records, books of account, memoranda, and other Page 4 of 11 documents pertaining to Augusta, except medical records at any reasonable time upon request. 10. Open Records. Consultant acknowledges that all records relating to this Contract and the services to be provided under the contract, may be a public record subject to Georgia's Open Records Act (O.C.G.A. § 50-18-70, et seq). Consultant shall cooperate fully in responding to such request and make all records not exempt,available for inspection and copying as provided by law. 11. Fee; Expenses. This is a "part-time" consultant position and the consultant is expected to work a minimum of five hours per week on this project. In consideration of Consultant performing its obligations under this Contract,Augusta will pay Consultant: a. The amounts as described in Exhibit"A" Compensation/Price List attached hereto. This will be the total compensation paid to the Contractor except for payments, if any, made under subparagraphs b and c below. b. Additional Services: Augusta shall pay the Consultant for additional services requested or authorized by Augusta, based on the fee schedule attached as Exhibit A. A properly itemized invoice will be submitted for payment on a monthly basis,provided the service is performed to standards and service is completed. c. Additions or Deletions: Augusta may add or delete service requirements of this contract, in writing. Such changes shall be negotiated based on a prorated price consistent with the original price contained in the Consultant's response to RFP#18-154 A, as supplemented. 12. Invoicing. Consultant shall submit monthly invoices to the Augusta Fire Chief identifying this Contract and the amount payable. Payment of undisputed amounts shall be due and payable thirty(30) days after Augusta's receipt of the invoice. Notwithstanding anything in the Bid or Consultant's Proposal, Augusta shall have the right to withhold or deduct payments in the event of Consultant's non-performance. 13. Georgia Prompt Pay Act Not Applicable. The terms of this Contract supersede any and all provisions of the Georgia Prompt Pay Act. 14. Defective Pricing. To the extent that the pricing provided by Consultant is erroneous and defective,the parties may by agreement,correct pricing errors to reflect the intent of the parties. 15. Prohibition Against Contingent Fees. The Consultant warrants that no person or selling agency has been employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission,percentage,brokerage,or contingent fee,excepting bona fide employees or bona fide established commercial or selling agencies maintained by Consultant for the purpose of securing business and that the Consultant has not received any non-Augusta fee related to this Contract without the prior written consent of Augusta. For breach or violation of this warranty, August shall have the right to annul this Contract without liability or at its discretion to deduct from the Contract Price of consideration the full amount of such commission,percentage, brokerage or contingent fee. Page 5 of 11 16. Termination.This Contract may be terminated prior to the completion of Consultant's services: a. upon thirty (30)days written notice to the other party, or b. by either party upon a breach of this Contract (including, but not limited to, Consultant's services being deemed unsatisfactory by Augusta. Provided however, the defaulting party shall be given ten (10) days' written notice of the default. If the default remains uncured ten(10)days after receiving written notice of such breach from the terminating party, the terminating party can cancel this Contract. c. This Contract may be terminated immediately if Consultant fails to maintain insurance or fails to comply with the Workers' Compensation Act and applicable rules as described in Section 21 herein. In the event of a termination of this Contract pursuant to this Section,Augusta and Consultant will in good faith negotiate an appropriate reduction in the fees payable to Consultant pursuant to Section 11 above. 17. Survival. Notwithstanding anything in this Contract to the contrary, the provisions of Section 20 below shall survive any expiration or termination of this Contract, and each party shall remain obligated to the other party under all provisions of this Contract that expressly or by their nature extend beyond and survive the expiration or termination of this Contract. 18. Temporary Suspension or Delay of Performance of Contract.To the extent that it does not alter the scope of this Contract, Augusta may unilaterally order a temporary stopping of the work, or delaying of the work to be performed by Consultant under this Contract. 19. Specified Excuses for Delay or Non-Performance. Neither Augusta nor Consultant shall be liable for any delay in the performance of this Contract, nor for any other breach, or for any loss or damage arising from uncontrollable forces such as: fire, theft, storm, war, or any other major force that could not have been reasonably avoided by the exercise of due diligence. 20. Indemnification. Consultant shall indemnify, hold harmless, protect and defend Augusta and its Commissioners, elected officials, trustees, officers, employees, agents, and representatives (the "Indemnified Parties") for, from, and against any and all demands, claims, suits, damages, losses, liabilities, costs and expenses, including, but not limited to, court costs and attorneys' fees (the "Indemnified Matters"), of any nature whatsoever (including, but not limited to, damage to or loss of property, bodily injury or death), directly or indirectly arising out of or in connection with the performance of Consultant's obligations under this Contract. Consultant's indemnification obligations shall apply whether the Indemnified Matters are due in part to the concurrent fault or negligence of the Indemnified Parties or others, but shall not extend to such concurrent fault or negligence. Consultant's defense obligations under this Section shall be with attorneys approved by Augusta,which approval shall not be unreasonably withheld. Augusta shall indemnify, hold harmless, protect and defend Consultant and its officers, employees,agents, and representatives (the "Indemnified Parties") for, from,and against any and all demands, claims, suits, damages, losses, liabilities, costs and expenses, including, but not limited to, court costs and attorneys' fees (the "Indemnified Matters"), of any nature whatsoever (including, but not limited to, damage to or Page 6 of 11 loss of property, bodily injury or death), directly or indirectly arising out of or in connection with the performance of Augusta's obligations under this Contract. Augusta's indemnification obligations shall apply whether the Indemnified Matters are due in part to the concurrent fault or negligence of the Indemnified Parties or others, but shall not extend to such concurrent fault or negligence. 21. Insurance. Consultant shall at all times that this Contract is in effect, cause to be maintained in force and effect an insurance policy(s) that will ensure and indemnify Augusta against liability or financial loss resulting from injuries occurring to persons or property or occurring as a result of any negligent error, act, or omission of the Consultant in performance of the work during the term of this Contract. Consultant shall provide, at all times that this Contract is in effect,insurance with limits of not less than: a. Workmen's Compensation Insurance in accordance with the State of Georgia; b. General Liability Insurance in an amount of not less than One Million($1.000,000)Dollars for injuries,including those resulting in death to any one person,and in an amount ofnot less than One Million($1,000,000)Dollars on account of any one occurrence; c. Professional Liability Insurance in an amount of not less than One Million($1,000,000)Dollars or an amount that correlates to the aggregate fee on the project should it exceed $1,000,000. All insurance policies required by this Contract will provide that they may not be canceled nor the coverage materially changed without thirty(30)days prior written notice to Augusta.Augusta will be named as an additional insured with respect to Consultant's liabilities hereunder in insurance coverage identified in items B & C. Such policies shall name Augusta as a co-insured, except for worker's compensation and professional liability policies,and a copy of such policy or a certificate of insurance shall be filed with the Augusta at the time of the execution of this Contract. Augusta agrees to identify one of Consultant's vehicle on Augusta's ambulance license for use by the Medical Director in responding to Augusta emergencies. Consultant assumes all responsibility for ensuring treat the vehicle complies with all applicable laws, rules, and regulations pertaining to ambulance supervisor vehicles. Consultant shall be responsible for any fines or other consequences resulting from Consultant's failure to comply with any applicable laws, rules, or regulations pertaining to ambulance supervisor vehicles. Augusta shall have the right to inspect the vehicle at any reasonable time. Consultant shall provide adequate vehicle insurance in accordance with all applicable laws, rules, and regulations pertaining to ambulance supervisor vehicles. Consultant will lose this benefit in the event that Augusta no longer possess an ambulance license. 22.Power and Authority: Due Authorization:No Conflict:Enforcea bility. Each party represents and warrants to the other party that: (i)such party has the power and authority to execute,deliver and perform its obligations under this Contract; (ii)the execution, delivery and performance of this Contract have been duly authorized by such party and do not and shall not conflict with any agreement or instrument to which it is bound; (iii)this Contract constitutes the legal valid and binding obligation of such party, enforceable against it in accordance with its terms; (iv) no circumstances exist which will cause a Conflict of Interests in performing the services required by this Contract, to include the Consultant and Page 7 of 11 his or her employees or agents performing under this contract and are NOT employees or agents of Augusta, or any public agency or official affected by this contract; (v)no employee of Augusta or any public agency or official affected by the contract be employed by the Consultant for the period of Contract duration. 23. Entire Agreement: Severability: Further Assurances. This Contract including any exhibits attached hereto and RFP #18-154 A, including any attachments thereto, constitutes the entire Agreement between the parties,and supersedes all prior and contemporaneous contracts,understandings and negotiations,with respect to the subject matter hereof. Inthe event any provision of this Contract is determined to be invalid or unenforceable, it is the desire and intention of the parties that such invalidity or unenforceability not invalidate or render unenforceable the remainder of the Contract and that such provision be reformed and construed in such a manner that it will, to the maximum extent practicable, be deemed valid and enforceable, and the rights and obligations of the parties shall be construed and enforced accordingly. Each party shall execute and deliver such further documents and take such further actions as may be required or reasonably requested by the other party to effectuate the purposes of this Contract. 24. No Assignment; No Amendment: No Waiver. This Contract (i) may not be assigned or transferred, in whole or inpart,by operation of law or otherwise,by either party without the prior written consent of the other party, and(ii)may not be amended or modified by course of conduct or otherwise, except in a writing duly executed by each of the parties. 25. Acknowledgement. Consultant acknowledges that this contract and any changes to it by amendment, modification, change order or other similar document may have required or may require the legislative authorization of the Board of Commissioners and approval of the Mayor. Under Georgia law, Consultant is deemed to possess knowledge concerning Augusta's ability to assume contractual obligations and the consequences of Consultant's provision of goods or services to Augusta under an unauthorized contract amendment, modification, change order or other similar document, including the possibility that the Consultant may be precluded from recovering payment for such unauthorized goods or services. Accordingly, Consultant agrees that if it provides goods or services to Augusta under a contract that has not received proper legislative authorization or if the Consultant provides goods or services to Augusta in excess of the any contractually authorized goods or services, as required by Augusta's Charter and Code, Augusta may withhold payment for any unauthorized goods or services provided by Consultant. Consultant assumes all risk of nonpayment for the provision of any unauthorized goods or services to Augusta, and it waives all claims to payment or to other remedies for the provision of any unauthorized goods or services to Augusta, however characterized, including, without limitation, all remedies at law or equity. Any waiver of any provision of this Contract shall be in writing duly executed by the waiving party. The failure or delay by either party to seek redress for any breach or default under this Contract, or to insist upon the strict performance of any provision of this Contract shall not constitute a waiver thereof or of any other provision of this Contract, and such party shall have all remedies provided herein and at law and in equity with respect to such act and any subsequent act constituting the same. 26. Notice. Any notices required under this Contract shall be made in writing, postage prepaid to the following addresses, and shall be deemed given upon hand deliver, verified delivery by telecopy (followed Page 8 of 11 by copy sent by United States mail), or three (3)days after deposit in the United Stated Mail: AUGUSTA: AUGUSTA FIRE CHIEF AUGUSTA FIRE DEPARTMENT ADMINISTRATION 3117 DEANS BRIDGE ROAD AUGUSTA,GA. 30906 COURTESY COPY TO:GENERAL COUNSEL AUGUSTA LAW DEPARTMENT 535 TELFAIR STREET,BUILDING 3000 AUGUSTA,GA.30901 CONSULTANT: AU MEDICAL ASSOCIATES AU HEALTH SYSTEM LEGAL OFFICE 1120 15th Street, SUITE BA-8255 AUGUSTA,GA. 30912 27. Right to Inspect Premises. Augusta may, at reasonable times, inspect the part of the plant, place of business, or work site of Consultant or any subcontractor of Consultant or subunit thereof which is pertinent to the performance of any contract awarded or to be awarded by Augusta. 28. Subcontract. The Consultant shall not subcontract any part of the work covered by this Contract or permit subcontracted work to be further subcontracted without Augusta's prior written approval of the subcontractor. 29. Drug Free Workplace: Contractor will not engage in the unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana during the performance of this contract. If Contractor has more than one employee, including Contractor, Contractor shall provide for such employee(s)a drug-free workplace program, in accordance with the Georgia Drug-free Workplace Act as provided in O.C.G.A. Section 50-24-1 et seq.,throughout the duration of this Contract. 30. Non-Discrimination. During the performance of this contract, the Contractor shall comply with all federal and state non-discrimination laws,regulations and policies in the administration of this contract. In the event of the Contractor's non-compliance or refusal to comply with any non- discrimination law, regulation, or policy in the administration of this contract, this contract may be rescinded, canceled or terminated in whole or in part, and the Contractor may be declared ineligible for further contracts with Augusta. The Contractor shall, however, be given a reasonable time in which to correct any non-compliance. 31. Local Small Business Program. In accordance with Chapter lOB of the Augusta, Ga. Code, Contractor expressly agrees to collect and maintain all records necessary for Augusta, Georgia to evaluate the effectiveness of its Local Small Business Opportunity Program and to make such records available to Augusta, Georgia. The requirements of the Local Small Business Opportunity Program can be found at www.augustaga.gov. In accordance with AUGUSTA,GA.CODE § 1-10-129(d)(7), for Page 9 of 11 all contracts where a local small business goal has been established, the contractor is required to provide local small business utilization reports. Contractor shall report to Augusta Georgia the total dollars paid to each local small business on each contract, and shall provide such payment affidavits, regarding payment to subcontractors as may be requested by Augusta, Georgia. Such documents shall be in the format specified by the Director of minority and small business opportunities, and shall be submitted at such times as required by Augusta, Georgia. Failure to provide such reports within the time period specified by Augusta, Georgia shall entitle Augusta, Georgia to exercise any of the remedies set forth, including but not limited to, withholding payment from the contractor and/or collecting liquidated damages. 32. E-VERIFY: All Contractors and subcontractors entering into Contracts with Augusta, GA for the physical performance of services shall be required to execute an Affidavit verifying its compliance with O.C.G.A. § 13-10-91 stating affirmatively that the individual,firm,or corporation which is contracting with Augusta, Georgia has registered with and is participating in a federal work authorization program. All contractors and subcontractors must provide their E-Ver fy number and must be in compliance with the electronic verification of work authorized programs operated by the United States Department of Homeland Security or any equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, pursuant to the Immigration Reform and Control Act of 1986 (IRCA), P.L. 99-603, in accordance with the applicability provisions and deadlines established in O.C.G.A.§13-10-91 and shall continue to use the federal authorization program throughout the contract term. All Contractors shall further agree that, should it employ or contract with any subcontractor(s) in connection with the physical performance of services pursuant to its contract with Augusta, Georgia the contractor will secure from each subcontractor(s) each subcontractor's E-Verb number as evidence of verification of compliance with O.C.G.A. §13-10- 91 on the subcontractor affidavit provided in Rule 300-10-01-08 or a substantially similar form. All contractors shall further agree to maintain records of such compliance and provide a copy of each such verification to Augusta, Georgia at the time the subcontractor(s) is retained to perform such physical services. 33. Governing Law; Jurisdiction and Venue; Attorneys' Fees. This Contract shall be governed by, and construed and enforced in accordance with, the laws of the State of Georgia (without regard to the conflicts or choice of law principles thereof). The parties irrevocably consent to the jurisdiction of the State of Georgia, and agree that the Superior Court of Richmond County, Georgia, shall be an appropriate and convenient place of venue to resolve any dispute with respect to this Contract. In the event either party commences any proceeding against the other party with respect to this Contract, the parties agree that neither party shall be entitled to recover attorneys' fees except as otherwise specifically provided for by law. 34. Construction of Contract. The parties acknowledge and agree that both parties substantially participated in negotiating the provisions of this Contract; and, therefore, the parties agree that this Contract shall not be construed more favorably toward one party than the other party as a result of one party primarily drafting the Contract. The section and other headings in this Contract are for convenience of reference only and shall not be construed, expressly or by implication, so as to affect the meaning or interpretation of any of the provisions hereof. This Section and other headings in this Contract are for convenience of reference only and shall not affect,expressly or by implication,the meaning Page 10 of 11 or interpretation of any of the provisions hereof. 35.Counterparts.This Contract may be executed in counterparts,each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. 36. Entire Contract. RFP# 18-154 A,and Vendor's response to RFP#18-154 A,this Contract, including Attachments, represents the entire responsibilities and obligations between Augusta and Consultant and supersedes all prior negotiations, representations, and agreements, either written or oral. All subsequent Amendments,property executed,become part of this Contract by reference thereto. 37. Conflicting Provisions. In the event there are any conflicting provisions or requirements in the component parts of this Contract, the several Contract Documents shall take precedence in the following order: RFP# 18-154 A and Vendor's response thereto Contract, including Attachments Amendments. IN WITNESS WHEREOF,Consultant and Augusta have duly executed and delivered this Contract. CONSULTANT: AU MEDICAL ASSOCIATES / 5/30/18 ' inted .me: Julian Nuss i:um, MD date itle: Chief Executive Offic (corporate seal) AUGUSTA, GEORGIA I V 1st`F5I2otg rirt �"na e fele Davis, J gf� 1 ate Title: MV094,61kaks.94%. Q%CAIMD,o6MIS S % i Vo rec T ;, Jerk o orn sib" Page 11 of 11 Exhibit "A" Compensation/Price List The total price for services provided in the response to the RFP: 18-154 A $39,000.00.