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HomeMy WebLinkAboutC12-061 Valley View Hospital Association • AGREEMENT BETWEEN EAGLE COUNTY AND VALLEY VIEW HOSPITAL ASSOCIATION FOR MEDICAL OFFICER SERVICES This agreement ( "Agreement ") is entered into this 7r day of ..A., a , 201Q, between Eagle County, Colorado ( "County "), by and through its Board of Coun y Commissioners (hereinafter the "Board" or the "County") 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, County desires to appoint Dr. Werner as Eagle County Medical Officer and Dr. Ammon as Eagle County Deputy Medical Officer for the term beginning on January 1, 2012, until further order of the Board; 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, County hereby appoints Drew Werner, M.D. as Eagle County Public Medical Officer to provide services required of Hospital hereunder, and in the event Dr. Werner is unavailable, Angela Ammon, M.D. as Eagle County Deputy Public Medical Officer to provide services required of Hospital hereunder. In the event that both Dr. Werner and Dr. Ammon are unavailable to provide Medical Officer services as requested by County, County may either (a) elect approve of 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 County prior to the rendering of such services. The County may retract its 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 County 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 County Commissioners, County Manager, Public Health Director, Environmental Health Director, or Health and Human Services Executive Director ( "HHS "). 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 will be put into place to designate prescriptive authority relationships between all of County's Advance Practice Nurses and Drs. Werner and Ammon. III. Physician Responsibilities The Physician shall provide the following services upon request: (a) Medical consultation on topics including, but not limited to, communicable disease control, immunizations, indigent health care, screening programs and any other health service provided by the County; (b) Communication with and dissemination of information regarding health care needs and issues to private health care providers in coordination with Health & Human Services through the County's Health Alert Network; (c) Consultation with Environmental Health Department, including evaluation of sanitary standards and abatement of nuisances, and approving cease and desist orders; (d) Consultation with the Public Health Director on issues that impact the public's health, as well as both preparedness and response for public health emergencies; (e) Consultation to the Board of County Commissioners, Emergency Management, Environmental Health, and HHS, including participation in Board of Health meetings; (f) Provision of written reports and recommendations regarding public health issues, upon reasonable request; (g) Participation in training in the areas of emergency management, public health services and regulations, and child abuse and neglect reporting; (h) Oversight of County's Advance Practice Nurses with regard to the prescriptive authority provided them for program areas such: as tuberculosis treatment, STD treatments, fluoride varnish, and other program areas identified by the parties; (i) Represent public health on identified community work groups or committees; and (j) Attend quarterly Board of Health meetings, monthly or as needed meetings with public health director, and six (6) Disease Prevention and Control team meetings. The parties anticipate that the time required of the Physician in the provision of such services under this Agreement will not exceed a total of ninety six (96) hours. 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 County Media Policy; all media contacts to Physician in the role of Medical Officer for the County are to be reported to the Director of HHS, who will coordinate with the County Administrator, the County Attorney and the County Communications Director in providing appropriate responses to such media contacts. (c) Comply with appropriate standards of customer service to the public and provide Appropriate consultation in the development and implementation of Public Health 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 Colorado, or the federal government. V. Compensation of Hospital As the sole source of compensation to the Hospital hereunder, County shall pay Hospital the base rate of $1,000.00 per month ($12,000 per year), which includes up to 8 hours of service per month. The total cost to the County for Medical Officer services shall not exceed $12,000, absent an amendment to this agreement signed by both parties. 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. VI. Insurance Hospital shall 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 P 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 any 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 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: http://www.dhs.gov/xprevprot/programs/gc_1185221678150.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 on January 1, 2012 and continue in effect until further order of the Board. However, in no case shall the term of this Agreement extend beyond December 31, 2012. 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 6 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 Public Health Agency P.O. Box 660 Eagle, CO 81631 Attention: Jennifer Ludwig, Public Health Director • Hospital Valley View Hospital 1906 Blake Avenue Post Office Box 1970 Glenwood Springs, CO 81602 Attention: Deb Wiepking, CNO or such other address as the parties shall inform each other of in writing in the manner set forth above. XI. 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. XII. 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 upon and inure to the benefit of Hospital and County and their respective successors, legal representatives and permitted assigns. XIII. 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. XIV. 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. XV. 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 therefor 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 -101, et. seq.), and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). XVI. 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. XVII. 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. XVIII. 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. COUNTY OF EAGLE, STATE OF COLORADO, By and through the Eagle County Manager /�/ B • ��1�i .`_a.allr Keith Montag, agle Cou • Manager VALLEY IV/ HnSPITAL ASSOCIATION By : Title: CEO STATE OF (,o10 ) ) SS. COUNTY OF C5 ) The foregoing instrument was acknowledged before me by C-a,, r , this day of C- r(Aria ,20 { („ My commission expires: 7 -,) l Notary Public ,