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HomeMy WebLinkAboutC22-157 Vail Health_Transportation COMMUNITY USE FUNDING AGREEMENT VAIL HEALTH HOSPITAL AND EAGLE COUNTY PUBLIC HEALTH & ENVIRONMENT THIS AGREEMENT (“Agreement”) is effective as of April 1, 2022 by and between Vail Clinic, Inc. d/b/a Vail Health Hospital, a Colorado nonprofit corporation, with an address of 322 Beard Creek Road Edwards, CO 81632 with mailing address of PO Box 1529 Vail, CO 81658 (hereinafter referred to as "Vail Health") and Eagle County with a mailing address of PO Box 660, Eagle, CO 81631, a body corporate and politic (hereinafter “Contractor” or “County”). RECITALS WHEREAS, Vail Health is an independent organization that engages in community health activities on behalf of the community in Eagle County, Colorado, in part, ensuring access to healthcare for underserved populations. WHEREAS, Vail Health seeks to work within the Eagle County community to ensure that all residents have access to services, including transportation to healthcare, as access to these foundational resources will support the continued development of a healthy and thriving community. WHEREAS, Vail Health is a 501c3 nonprofit health system located in the Eagle Valley, whose mission is to provide high quality health care to all individuals regardless of ability to pay, and who has an interest in making sure that the residents of the Eagle Valley are treated as the whole person, including those services that Contractor provides. WHEREAS, Eagle County Public Health & Environment oversees the Eagle County Healthy Aging program to meet and enhance the physical, nutritional, cognitive, social and emotional needs of our older adult (60+) community members. NOW, THEREFORE, it is mutually agreed as follows: 1. SERVICES The services to be provided under this Agreement shall be performed by the Contractor. The Contractor shall perform the services in a competent and professional manner and Vail Health shall pay the Contractor for the services in accordance with the terms and conditions set forth in this Agreement. Contractor will use funding provided under this Agreement to provide volunteer mileage reimbursement to transport people 60 years of age and older to health related appointments between April 1, 2022 through December 31, 2022. 2. PERIOD OF PERFORMANCE This Agreement shall be effective from April 1, 2022 to December 31, 2022, unless sooner terminated. Either party hereto may terminate this Agreement at any time by giving not less than 30 days advance written notice to the other party. This Agreement may be extended, renewed or otherwise amended at any time by the mutual written consent of the parties hereto. DocuSign Envelope ID: E1F3C242-E573-4081-9FA5-4B909E2CAA2C 3. COMPENSATION Vail Health agrees to issue $5,000 to the Contractor (the “Funding”) to support transportation for seniors to medical, dental and other medical and non-medical appointments and services in the Eagle County community. Payment shall be made to "Eagle County Public Health & Environment” at: Eagle County Public Health & Environment Attention: Carly Rietmann, MPH Healthy Aging Manager PO Box 660, Eagle, CO 81631 Office: 970-328-8896 Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Vail Health in respect of any period after December 31 of any year, without an appropriation therefor by County in accordance with a budget adopted by the Board of County Commissioners in compliance with 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). 4. INDEPENDENT CONTRACTOR All services hereunder shall be provided as an independent Contractor. Nothing in this Agreement shall be interpreted or construed to create a relationship of employment, partnership, or joint venture between Contractor and Vail Health. Contractor shall be solely responsible for the payment of all payroll and other applicable taxes for its employees and for the payment and provision of any applicable employment benefits for its employees, including workers compensation coverage. 5. APPLICABLE LAW This contract is expressly made subject to all laws and regulations of the United States and the State of Colorado. Contractual provisions required by such laws and regulations but not having been set out herein, are hereby incorporated by this reference as though expressly set out in full. The parties expressly agree that they are not in the position to refer patients to each other, and that this Agreement was entered into using objective criteria related to how to best provide access to care for the community. Each party will comply in all respects to the provisions of the federal Stark Law and Anti-Kickback Statute, among all other federal and state statutes, regulations, rules, and laws. Contractor shall in its sole discretion determine who to further contract with for services provided as part of the Agreement, if any. 6. NON-DISCRIMINATION Contractor does not discriminate on the basis of race, color, national origin, sex, age, disability, creed, religion, sexual orientation or veteran status in admission and access to, and treatment and employment in, its education programs and other activities. 7. ACCESS TO RECORDS The Secretary of the Department of Health and Human Services, the Comptroller General of the United States, all appropriate Federal and State departments and agencies related to Medicare and Medicaid and their duly appointed representatives, shall have the right to access all books, documents, DocuSign Envelope ID: E1F3C242-E573-4081-9FA5-4B909E2CAA2C and records Contractor which are pertinent to this contract. Such access shall be in accordance with the definitions, terms and conditions set forth in 42 C.F.R.420, Subpart D. Further, Vail Health and Contractor agree to make available in a timely manner all books, documents, and records pertinent to this contract for the purpose of billing for services, audit, and compliance with requirements and regulations of federal and state agencies and commercial insurance earners. 8. CONFIDENTIAL INFORMATION Contractor agrees that any information or material concerning Vail Health or Vail Health Hospital and reasonably identified by Vail Health as confidential will not be disclosed to any other person or entity or used in any manner except in connection with performing the services under this Agreement. Contractor upon request, will promptly return to Vail Health all materials and documents containing confidential information that have been so furnished by Vail Health. The foregoing shall not apply to information that is otherwise publicly available or is required to be disclosed by law, regulation, or the order of a court or other competent legal authority. 9. MISCELLANEOUS PROVISIONS Amendments Agreement may be amended only by written agreement signed by each of the parties hereto. This Agreement shall be binding upon and shall inure to the benefit of the respective parties hereto and shall not be assigned without the consent of all parties hereto. Force majeure No liability hereunder shall result to either party by reason of delay in performance caused by force majeure - that is, circumstances beyond the reasonable control of the party, including, without limitation, acts of God, fire, flood, war, civil unrest, or shortage of or inability to obtain materials and equipment. Governmental Immunity The parties hereto understand and agree that the County is relying on, and does not waive or intend to waive by any provision of this Agreement, the monetary limitations or rights, immunities and protections provided by the Colorado Governmental Immunity Act, as from time to time amended, or otherwise available to County, its affiliated entities, successors or assigns, its elected officials, employees, agents and volunteers. Severability In the event that any clause or provision of this Agreement (or the application of such clause or provision to a particular set of circumstances) is declared by a court or other competent authority to be invalid, illegal, or unenforceable, such holding or declaration shall not in any way affect the validity or enforceability of any other clause or provision of this Agreement. DocuSign Envelope ID: E1F3C242-E573-4081-9FA5-4B909E2CAA2C Entire Agreement This Agreement and its exhibits, if any, sets forth the entire understanding and agreement of the parties and supersedes any and all oral or written communications or understandings between the parties as to the subject matter of this Agreement and may not be changed, modified, or discharged, in whole or in part, except by a writing signed by both parties. Compliance with Laws Contractor shall comply with all applicable laws, regulations and standards in conjunction with this Agreement. Non-Exclusion Contractor shall immediately disclose to Vail Health any debarment, exclusion or other event that makes Contractor or any individual employed by Contractor an ineligible person to participate in a federal health care program, or from federal procurement or non-procurement programs. 10. NOTICES Any notice required to be given pursuant to the terms and provisions hereof shall be in writing and shall be sent by certified mail, return receipt requested; to Company: Chris Lindley, Chief Population Health Officer Vail Health P.O. Box 1529 Vail, CO 81658 to Contractor: Carly Rietmann, MPH, Healthy Aging Manager Eagle County Public Health & Environment PO Box 660, Eagle, CO 81631 Office: 970-328-8896 With a copy to: Eagle County Attorney 500 Broadway Post Office Box 850 Eagle, Co 81631 Telephone: 970-328-8685 E-Mail: atty@eaglecounty.us IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed as of the day and year first above written. DocuSign Envelope ID: E1F3C242-E573-4081-9FA5-4B909E2CAA2C VAIL CLINIC, INC. D/B/A VAIL HEALTH HOSPITAL By: ______________________________ Chris Lindley Chief Population Health Officer Vail Health Hospital COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its COUNTY MANAGER By: ______________________________ Jeff Shroll, County Manager DocuSign Envelope ID: E1F3C242-E573-4081-9FA5-4B909E2CAA2C