HomeMy WebLinkAboutC09-374 Valley View Hospital Assoc for Medical Officer Services (2)• •
AGREEMENT BETWEEN
EAGLE COUNTY AND
VALLEY VIEW HOSPITAL ASSOCIATION
FOR MEDICAL OFFICER SERVICES
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This agreement ("Agreement") is entered into this ~_ day of~~r~~, 2009, between the
Eagle County Public Health Agency ("County"), by and through its~$oard of Health (the "Board of
Health") and Valley View Hospital Association, a private non-profit Colorado corporation
("Hospital").
WITNESSETH:
WHEREAS, Hospital is the owner and operator of an acute-care hospital at Glenwood Springs,
Colorado and the Eagle Valley Medical Center clinic in Eagle, Colorado ("the Clinic"); and
WHEREAS, Hospital employs in the Clinic two physicians, Drew Werner, M.D. and Angela
Ammon, M.D., both of whom are licensed to practice medicine in the State of Colorado and are
residents of Eagle County; and
WHEREAS, the Board of Eagle County Commissioners established the Eagle County Public Health
Agency pursuant to the requirements of C.R.S. ~ 25-1-501, et seg., and has appointed the members
of the Board of County Commissioners to serve as the County Board of Health; and
WHEREAS, pursuant to C.R.S. § 25-1-508(5)(c)(I), the Board of Health shall appoint a Public
Health Director of the Eagle County Public Health Agency ('`Public Health Director"), and a
Medical Officer for said Agency ("Medical Officer") within 90 days of the establishment of the
Public Health Agency; and
WHEREAS, the Board of Health desires to appoint Dr. Werner as Medical Officer and Dr. Ammon
as Deputy Medical Officer for the term beginning on July 1, 2009, until further order of the Board of
Health; and
Now, therefore, in consideration of the foregoing premises and the following promises, the parties
hereto agree as follows:
I. Appointment
Until further order of the Board of Health, County hereby appoints Drew Werner, M.D. as Medical
Officer to provide services required of Hospital hereunder, and Angela Ammon, M.D. as Deputy
Medical Officer to provide services required of Hospital hereunder, if Dr. Werner shall be
unavailable. [n the event that both Dr. Werner and Dr. Ammon are unavailable to provide Medical
Officer services as requested by the Board of Health or required by the terms of C.R.S. § 25-1-
~08(5)(c)(I), the Board of Health may either (a) elect to approve another Physician employed or
retained by Hospital to render such services or (b) elect to contract for the services of a Physician not
employed or retained by Hospital. In the former event, such Physician must be specifically
approved in writing by the Board of I-Iealth or the Public Health Director prior to the rendering of
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such services. The Board of Health or the Public Health Director may retract any approval of a
Physician at any time by written notice of such retraction to the Hospital.
The term "Physician" as used herein shall mean any physician employed or otherwise retained by
Hospital and approved by the Board of Health to furnish services pursuant to this Agreement.
County may retract its approval of a Physician at any time for cause by written notice of such
retraction to Hospital. The services of a Physician hereunder may be requested and activated by the
Board of Health, Eagle County Manager, Public Health Director; the Eagle County Director of
Environmental Health, or the Eagle County Director of Health and Human Services.
II. Licensure and Staff Membership
Hospital warrants that each Physician shall (a) at all times hold a currently valid and unlimited
license to practice medicine in the State of Colorado and (b) apply for, be awarded and maintain in
good standing membership on the Medical Staff of Hospital with appropriate and unrestricted
privileges, or receive and maintain temporary privileges, all in accordance with Hospital's policies.
Per Colorado State Board of Nursing requirements, collaborative agreements either have been or
will be implemented to designate the prescriptive authority relationship between each of
County's Advance Practice Nurses and Doctors Werner and Ammon.
III. Physician Responsibilities
The Physician shall provide the following services upon request:
(a) Advisement of the Public Director and Board of Health on all medical decisions to
be made on behalf of the Eagle County Public Health Agency and on all other issues that
impact the public's health, including preparedness and response for public health
emergencies;
(b) Participation in Board of Health meetings;
(c) Medical consultation to the Public Health Director and the Board of Health on topics
including, but not limited to, communicable disease control, family planning, immunizations,
indigent health care, screening programs and any other health service provided by the Public
Health Agency or the Eagle County Department of Health and Human Services (``HHS");
(d) Communication with and dissemination of information regarding health care needs
and issues to private health care providers in coordination with HHS through Eagle County's
Health Alert Network;
(e) Consultation with the Eagle County Environmental Health Department
("Environmental Health"), including evaluation of sanitary standards and abatement of
nuisances, and approving cease and desist orders;
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(f) Provision of written reports and recommendations regarding public health issues,
upon reasonable request by the Public Health Director or the Board of Health;
(g) Participation with the Public Health Agency, Eagle County Emergency Management
Department and HHS in training in the areas of emergency management, public health
services and regulations, and child abuse and neglect reporting; and
(h) Oversight of County's Advance Practice Nurses with regard to the prescriptive
authority provided them for program areas such: as family planning, tuberculosis treatment,
STD treatments, fluoride varnish, and other program areas identified by the parties.
The parties anticipate that the time required of a Physician in the provision of such services under
this Agreement will not exceed a total of eighty five (85) hours per year.
IV. Requirements
In the provision of services hereunder, Hospital and Physician shall do the following:
(a) Safeguard protected health information of individuals and the confidentiality of
situations for which Physician's consultation is requested, in accordance with the rules of
HHS and the Health Information Privacy and Accountability Act.
(b) Abide by the applicable provisions of the Eagle County Media Policy. Before
providing any media response that may be of a sensitive nature to the County, the Physician
acting in the capacity of Medical Officer should first report the media request to the Public
Health Director, wllo will coordinate with the County Communications Director to ensure
that the County is providing appropriate responses to these media requests. All media
requests and responses should be timely reported to the Public Health and Communications
Directors.
(c) Comply with appropriate standards of customer service to the public and provide
appropriate consultation in the development and implementation of Public Health Agency
protocols to promote the maintenance of high standards of customer service and
professionalism.
(d) Comply with the requirements of the Civil Rights Act of 1964 and Section 504,
Rehabilitation Act of 1973 concerning discrimination on the basis of race, color sex, age,
religion, national origin, or handicap.
(e) Notify immediately HHS, at (970) 328-8840, of all reports of suspected child or adult
abuse or neglect made to or observed by or otherwise coming to the attention of Physician.
(f) Comply with all applicable laws, resolutions, and codes of County, the State of
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Colorado, or the federal government.
V. Compensation of Hospital
As the sole source of compensation to the Hospital for services to be provided hereunder, County
shall pay Hospital the base rate of $800.00 per month plus $75.00 per hour for each hour of
professional service provided by Physician hereunder. Hospital shall submit monthly billings to the
County. Billings will be paid through the County's usual bill paying process. For any month or
months during which no Physician is providing services hereunder because County has elected
option (b) under Section 1 hereof, no base rate billings shall be made by Hospital or paid by County.
If County elects option (b) under Section 1 hereof for a portion of any month, the Hospital's base
rate shall be prorated accordingly.
County will also reimburse Hospital for services provided prior to execution of this Agreement,
during the 2009 calendar year. However, in no case shall the total cost to the County exceed
$ 15,975 during the 2009 calendar year, absent an amendment to this agreement signed by both
parties.
VI. Insurance
Pursuant to the terms of C.R.S. § 25-1-508(5)(c)(II), the Physician acting as Medical Officer under
this Agreement shall be covered by the "Colorado Governmental Immunity Act," article 10 of title
24, C.R.S., for duties performed for the Public Health Agency. Nonetheless, Hospital shall continue
to maintain Physicians Professional Liability Insurance coverage for Physician of at least One
Million Dollars ($1,000,000.00) per occurrence. Hospital shall provide a certificate evidencing such
coverage upon request of County.
VII. Independent Contractor Relationship
The relationship of Hospital and Physician to County shall be that of an independent contractor. The
Physician providing services under this Agreement shall not be deemed, for nay purpose, to be an
employee or agent of the County, but while providing services under this Agreement, shall at all
times remain in the employ of the Hospital. Nothing in this Agreement is intended or shall be
construed to create an employer/employee relationship, a joint venture relationship, a lease or
landlord/tenant relationship. No agent, employee, or volunteer of Hospital shall be deemed to be an
agent, employee, or volunteer of the County.
VIII. Prohibitions on Public Contract for Services
Hospital shall comply with C.R.S. § 8-17.5-101, et seq., regarding Illegal Aliens -Public
Contracts for Services, and this Contract. By execution of this Agreement, Hospital certifies that
it does not knowingly employ or contract with an illegal alien who will perform under this
Agreement and that Hospital will participate in the E-verify Program or other Department of
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Labor and Employment program ("Department Program") in order to confirm the eligibility of
all employees who are newly hired for employment to perform work under this Contract.
A. Hospital shall not:
(i) Knowingly employ or contract with an illegal alien to perform work under
this contract for services; or
(ii) Enter into a contract with a subcontractor that fails to certify to the
Hospital that the subcontractor shall not knowingly employ or contract
with an illegal alien to perform work under the public contract for
services.
B. Hospital has confirmed the employment eligibility of all employees who are
newly hired for employment to perform work under this Agreement through
participation in the E-verify Program or Department Program, as administered by
the United States Department of Homeland Security. Information on applying for
the E-verify program can be found at:
i~~ ~~~ ~ _ ~ ,ii>> ?~,~_~~J~rot; pro~~rams!<zc 1 1 8522 1 678 1 ~O.shtm
C. Hospital shall not use either the E-verify program or other Department Program
procedures to undertake pre-employment screening of job applicants while the
public contract for services is being performed.
D. If Hospital obtains actual knowledge that a subcontractor performing work under
the public contract for services knowingly employs or contracts with an illegal
alien, the Hospital shall be required to:
(i) Notify the subcontractor and the County within three days that the
Hospital has actual knowledge that the subcontractor is employing or
contracting with an illegal alien; and
(ii) Terminate the subcontract with the subcontractor if within three days of
receiving the notice required pursuant to subparagraph (i) of the paragraph
(D) the subcontractor does not stop employing or contracting with the
illegal alien; except that Hospital shall not terminate the contract with the
subcontractor if during such three days the subcontractor provides
information to establish that the subcontractor has not knowingly
employed or contracted with an illegal alien.
E. Hospital shall comply with any reasonable request by the Department of Labor
and Employment made in the course of an investigation that the department is
undertaking pursuant to its authority established in C.R.S. § 8-17.5-102(5).
F. If Hospital violates these prohibitions, the County may terminate the Agreement
for a breach of the contract. If the Agreement is so terminated specifically for a
breach of this provision of this Agreement, Hospital shall be liable for actual and
consequential damages to the County as required by law.
G. The County will notify the office of the Colorado Secretary of State if Hospital
violates this provision of this Contract and the County terminates the Agreement
for such breach.
IX. Term
This Agreement shall commence upon execution of the Agreement by both parties and continue in
effect until further order of the Board of Health. However, in no case shall the term of this
Agreement extend beyond December 31, 2009. Either party may terminate this Agreement at any
time with or without cause upon ten (10) days' written notice. In the event of a termination taking
effect in mid-month, the base rate payable under Section 5 hereof shall be pro-rated, and County
shall pay for all hourly billings for Physician services rendered prior to the effective date of such
termination.
X. Notices
Notices required to be given under this Agreement shall be in writing and shall be deemed to have
been duly given and received upon delivery or if mailed by certified mail, return receipt requested,
postage prepaid, upon the date shown on the receipt, and in either case to the following addresses:
County Eagle County Board of Health
Attention: Public Health Director
P.O. Box 850
Eagle, CO 81631
Hospital Valley View Hospital
Attention: Deb Wiepking, CNO
1906 Blake Avenue
P.O. Box 1970
Glenwood Springs, CO 81602
or such other address as the parties shall inform each other of in writing in the manner set forth
above.
XI. Sole Source Government Contracts.
If Hospital has entered into a sole source government contract or contracts with the State of
Colorado or any of its political subdivisions as defined in Article XXVIII of the Colorado
Constitution, which including this contract in the aggregate on an annual basis equal or exceed
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the amount of $100,000, then the following provisions apply:
A. Because of a presu-nption of impropriety between contributions to any campaign and sole
source government contracts, Hospital, on behalf of itself ,any person who controls ten percent
or more of the shares of or interest in the Hospital, and the Hospital's officers, directors and
trustees (collectively, the ``Contract Holder") shall contractually agree, for the duration of the
contract and for two years thereafter, to cease making, causing to be made, or inducing by any
means, a contribution, directly or indirectly, on behalf of the Hospital Holder or on behalf of his
or her immediate family member and for the benefit of any political party or for the benefit of
any candidate for any elected office of the state or any of its political subdivisions.
B. The parties further agree that if a Contract Holder makes or causes to be made any
contribution intended to promote or influence the result of an election on a ballot issue, the
Contract Holder shall not be qualified to enter into a sole source government contract relating to
that pa--ticular ballot issue.
C. The parties agree that if a Contract Holder intentionally violates sections 15 or 17(2) of
Article XXVIII of the Colorado Constitution, as contractual damages that Contract Holder shall
be ineligible to hold any sole source government contract, or public employment with the state or
any of its political subdivisions, for three years.
D. The Contract Holder agrees to comply with the summary and notice provisions of Section
16 of Article XXVIII of the Colorado Constitution.
E. These provisions shall not apply to the extent they have been enjoined or invalidated by a
court of competent jurisdiction.
F. All terns used in this Section and not otherwise defined in this Agreement shall have the
same meaning as set forth in Article XXVIII of the Colorado Constitution
XII. Amendments; Assignment; Terminology
This Agreement may be amended at any time by mutual agreement of the parties, but any such
amendment shall not be operative or valid unless reduced to writing and signed by the parties. This
Agreement may not be assigned by Hospital without the prior written consent of County. All
personal pronouns used in this Agreement, whether used in the masculine, feminine or neuter
gender, shall include all other genders; the singular shall include the plural; and the plural shall
include the singular.
XIII. Entire Agreement, Binding on the Parties
This Agreement constitutes the entire agreement between the parties related to the subject matter
hereof and supersedes all previous communications, negotiations, or agreements on the same,
whether verbal or written, except as expressly set forth herein. This Agreement shall be binding
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upon and inure to the benefit of Hospital and County and their respective successors, legal
representatives and permitted assigns.
XIV. Severability
The invalidity or unenforceability of any provision of this Agreement shall not affect the other
provisions hereof, and this Agreement shall be construed as if such invalid or unenforceable
provision was omitted, unless the stricken provision goes to the essence of the Agreement and
enforcement of the remaining provisions would be manifestly inequitable.
XV. Governing Law/Venue/Attorney Fees
This Agreement shall be governed by the laws of the State of Colorado. Jurisdiction and venue for
any suit, right, or cause of action arising out of this Agreement shall be exclusive in Eagle County,
Colorado. In the event of litigation arising out of this Agreement, the prevailing party shall be
entitled to recover all reasonable costs reasonably and necessarily incurred in connection with such
litigation, including attorney fees and out of pocket expenses.
XVI. County Appropriations
Notwithstanding anything to the contrary contained in this Agreement, County shall have no
obligations under this Agreement, nor shall any payments be made to Hospital in respect of any
period after December 31st of each calendar year during the term of this Agreement, without the
appropriation therefore by County in accordance with the budget adopted by the Board of County
Commissioners in compliance with the provisions of Article 25, Title 30 of the Colorado Revised
Statutes, the Local Government Budget Law (C.R.S. §29-1-]Ol, et. seq.), and the TABOR
Amendment (Colorado Constitution, Article X, Sec. 20).
XVII. Indemnification
Within the limits of its available insurance coverage, Hospital shall indemnify and hold harmless
County, its Board of Commissioners and the individual members thereof, its agencies, departments,
officers, agents, employees, servants, and successors from any and all demands, losses, liabilities,
claims, or judgments, costs and expenses, including but not limited to reasonable attorney fees,
arising out of any act or omission of Hospital, its employees or agents in the performance of its
obligations under this Agreement.
XVIII. No Third Party Beneficiaries
This Agreement does not, and shall not be deemed or construed to, confer upon or grant to any third
party or parties any right to claim damages or to bring any suit, action, or other proceeding against
either Hospital or County because of any breach hereof or because of any of the terms, covenants,
agreements, or conditions herein.
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XIX. Counterparts
This Agreement will be executed in triplicate. Two counterparts shall be delivered to the County
and one to the Hospital, and each shall constitute an original.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date set forth
above.
EAGLE COUNTY PUBLIC HEALTH AGENCY,
by and through its Board of Health
By:
. Fisher, airman
ATTES of ~+ctF~
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Teak J. Simonto
Clerk to the Board of Health c~~°Reoo
~~{'. ~IU7v(~
VALLEY V ASSOCIATION
By
Title: ~~_ ~( i
STATE OF l~C'~~~GiC~-~~ )
~,~ )SS.
COUNTY OF ~ ti~ ~ + ? )
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The foregoing instrument was acknowledged before me by -- ~ L f~ ILQ ,~ this ~ ~ day
of '~ , 2009
,~ ~,ti ~~~,~ /< . (.i -~%_~ Gy1 My commission expires: 3 ~ 7 ~ ~
Notary Public
±~THI R.
~~1.SON
LIv Comrtisain~ f..k~ 0311112011
