Loading...
Backup Documents 04/26/2016 Item #16H 6 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 16H 6 TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines 41 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. County Attorney Office County Attorney Officek, �/ \zs\��a 2. BCC Office Board of County Commissioners 3. Minutes and Records Clerk of Court's Office r\i\A 440)6 rgie(nk PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Pat Pochopin Phone Number 239-252-87 1 Contact/ Department Administrative Ser ices Agenda Date Item was April 26,2016 Agenda Item Number 16H6 Approved by the BCC Type of Document Medical Director First Amendment to the Number of Original 2 Attached Agreement Documents Attached Deputy Medical Director First Amendment to the Agreement PO number or account number if document is to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A" in the Not Applicable column,whichever is Yes N/A(Not appropriate. SlCcxYf- QN-- (Initial) Applicable) I. Does the document require the chairman's original signature? 0P'GIN n r P. QU1-R ) 2. Does the document need to be sent to another agency for additional signatures? If yes, N/A* provide the Contact Information (Name;Agency;Address;Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman, with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. 4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the PP document or the final negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's PP signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip PP should be provided to the County Attorney Office at the time the item is input into SIRE. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on date above and all changes made during PP the meeting have been incorporated in the attached document. The County Attorney's Office has reviewed the changes, if applicable. 9. Initials of attorney verifying that the attached document is the version approved by • ` BCC,all changes directed by the BCC have been made, and the document is read for the` _s Chairman's signature. \1e to tPr I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26,05,Revised 2.24.05;Revised 11/30/12 16H 6 COLLIER COUNTY EMERGENCY SERVICES MEDICAL DIRECTOR AGREEMENT FIRST AMENDMENT THIS AMENDMENT dated April 26, 2016, to the Collier County Emergency Services Medical Director Agreement dated January 28, 2014 ("Agreement"), by and between ROBERT BOYD TOBER, INC., hereinafter referred to as MEDICAL DIRECTOR, and COLLIER COUNTY, FLORIDA, hereinafter referred to as the COUNTY. WITNESSETH: WHEREAS, the COUNTY is responsible for emergency services in Collier County, Florida; and WHEREAS, Section 401.265, Florida Statutes, requires the COUNTY as a basic and advanced life support service provider to employ a medical director; and WHEREAS, ROBERT BOYD TOBER, M.D., is a duly licensed physician in the State of Florida who is specially trained in the field of emergency medicine; and WHEREAS, the COUNTY and the MEDICAL DIRECTOR are presently parties under a Medical Director Agreement, a copy of which is set forth as Exhibit A, and wish to continue their relationship under the terms and conditions set forth below; and WHEREAS, on March 22, 2016, the COUNTY entered into an Interlocal Agreement with the North Collier Fire Control and Rescue District ("District"), in which the MEDICAL DIRECTOR was designated as the District's Medical Director; and WHEREAS, the MEDICAL DIRECTOR has requested, and the Board of County Commissioners agrees, to additional compensation and other modifications to the Agreement resulting from these increased duties. NOW THEREFORE, in consideration of the promises and mutual covenants hereinafter set forth, the Agreement dated January 28, 2014 between the parties is amended as follows: ARTICLE 2 — SCHEDULE AND RENEWAL, is hereby amended so that the termination date of the Agreement shall be April 26, 2019. Thereafter, the Agreement would be renewable for three years on the same terms and conditions as set forth in the Agreement. ARTICLE 3 — SCOPE OF WORK, is hereby amended so that the MEDICAL DIRECTOR shall assume the duties and responsibilities set forth in the March 22, 2016 Interlocal Agreement between the COUNTY and the North Collier Fire Control and Rescue District, a copy of which is attached as Exhibit B. ARTICLE 4 — PAYMENTS TO MEDICAL DIRECTOR, is hereby amended so that the COUNTY shall pay to the MEDICAL DIRECTOR the sum of$100,000 per annum for the first year, $125,000 for the second year, and $150,000 for the third year as full compensation for the Page 1 of 2 16H 6 services rendered herein and no other compensation. This change in compensation becomes effective as of April 26, 2016. ARTICLE 6 — TERMINATION, is hereby amended so that the County shall pay the MEDICAL DIRECTOR as severance damages a sum equal to 20 weeks salary if the termination is without cause. In no event will this severance be paid if the MEDICAL DIRECTOR has been fired for misconduct, as defined in Florida Statutes Sec. 443.036(29). Except as specifically set forth herein, all other terms and conditions of the Agreement remain in full force and effect. IN WITNESS WHEREOF, the Board of County Commissioners of Collier County, Florida, has made and executed this Amendment on behalf of the COUNTY and MEDICAL DIRECTOR has hereunto set its hand the day and year above written. ATTEST: . °`° BOARD OF COUNTY COMMISSIONERS DWIGHT E.$ROCK,Clerk COLLIER COUNTY, FLORIDA r'syt. By:B ^_\\ ► By: Attest as to Chairman's Dep ty �` . D NNA FIALA, CHAIRMAN signature only. WITNESSES: ROBERT BOYD TOBER, INC. if By: Robert Boyd Tobe" r, resident Print Name: froi_r&i X6'/'/ 4 Print Name: L a Lt,GC, `-Za-n!O 51 Appro 'Le 1 I orm and legality: Jeffrey A.1 1 k zkow, County Attorney 1 Page 2 of 2 EXHIBIT A 16H 6 1b -K3 COLLIER COUNTY EMERGENCY SERVICES MEDICAL DIRECTOR AGREEMENT THIS. MEDICAL DIRECTOR AGREEMENT made this 2.414Vt day of acvet , 2014, by and between ROBERT BOYD TOBER, INC., hereinafter referred to as Iv DICAL DIRECTOR, and COLLIER COUNTY, FLORIDA, hereinafter referred to as the COUNTY. WITNESSETH: WHEREAS, the COUNTY is responsible for emergency services in Collier County, Florida;and WHEREAS, Section 401.265, Florida Statutes, requires the COUNTY as a basic and advanced life support service provider to employ a medical director;and WHEREAS, ROBERT BOYD TOBER, M.D., is a duly licensed physician in the State of Florida who is specially trained in the field of emergency medicine;and WHEREAS,the COUNTY and the MEDICAL DIRECTOR are presently parties under a Medical Consultant Contract, and wish to continue their relationship under the terms and conditions set forth below. NOW THEREFORE,in consideration of the promises and mutual covenants hereinafter set forth,the parties hereto agree as follows: ARTICLE 1 -SERVICES The MEDICAL DIRECTOR'S responsibility under this Agreement is to provide professional services as Medical Director for COUNTY in accordance with Chapter 401,Florida Statutes and Chapter 64-J-1,Florida Administrative Code,Rules of the Department of Health,as more specifically set forth in the Scope of Work and specifications detailed in Article 3. ARTICLE 2—SCHEDULE AND RENEWAL The MEDICAL DIRECTOR shall commence services on the date first written above and complete all services by two (2) years from date written above. This Agreement may be renewed for up to three additional one (1) year terms by the Board of County Commissioners based on satisfactory performance, mutual acceptance and determination that the contract is in the best interest of the COUNTY. The MEDICAL DIRECTOR shall be given one hundred- twenty days (120) notice of the COUNTY's intent to renew the contract or to allow the contract to expire without renewal. Any renewal will be subject to appropriation of funds by the Board of County Commissioners. ARTICLE 3—SCOPE OF WORK This Agreement is personal to Dr. Tober, and as such the duties set forth herein cannot be delegated or assigned except as expressly permitted by Chapter 401, Florida Statutes and Page 1 of 9 16-H 6- 16 K 3 Chapter 64-J-1,Florida Administrative Code,Rules of the Department of Health or as otherwise provided in this Agreement. Exhibit A outlines the specific scope of work and responsibilities of the MEDICAL DIRECTOR. This does not limit duties to the following requirements,which may be subject to revision/addition/deletion upon written agreement by both parties. ARTICLE 4—PAYMENTS TO MEDICAL DIRECTOR The COUNTY shall pay to the MEDICAL DIRECTOR the sum of seventy-five thousand ($75,000) per year, as full compensation for the services rendered herein and no other compensation. The COUNTY will pay the cost of the professional liability insurance and reasonable and necessary legal services as set forth below. The MEDICAL DIRECTOR shall not be eligible for any employee benefits other than this compensation. This sum shall be paid to the MEDICAL DIRECTOR in twelve (12) equal monthly payments commencing with the effective date of the Agreement, with each monthly payment being payable by the 10th of each month. On the date that general wage adjustments(i.e.,cost of living adjustments, special study pay adjustments, etc.) are granted generally to COUNTY employee, the MEDICAL DIRECTOR'S base salary shall be modified to reflect the general wage adjustment granted to other COUNTY employees. In addition,on each annual anniversary date during the term of this Agreement, including any renewal terms, the MEDICAL DIRECTOR will be entitled to a 5% annual increase upon the written notification to County Manager fifteen (15) days prior to the annual anniversary date and subsequent approval by the Board of County Commissioners, with any increase to be retroactive to the first day after the annual anniversary date. ARTICLE 5—REPORTING/ANNUAL CONTRACTOR EVALUATION The MEDICAL DIRECTOR shall report to the County Manager or designee for the services as MEDICAL DIRECTOR as more specifically defined in this Exhibit A and as set forth in Section 401.265,Florida Statutes. The MEDICAL DIRECTOR will submit a contractor self-assessment along with proposed goals for the next year on an annual basis to the County Manager or designee no later than the first day of June. The County Manager or designee will review the MEDICAL DIRECTOR's self-assessment and may request an independent evaluation and recommendations from a Board authorized Advisory Board. Any performance issue will be taken to the Board of County Commissioners. An updated contractor evaluation plan may be developed in good faith between the MEDICAL DIRECTOR and the County Manager or designee and adopted prior to October l'of each year for implementation in the next year. ARTICLE 6—TERMINATION This Agreement is subject to termination without cause by either party to this Agreement upon sixty (60) days written notice. Such notice shall be forwarded by certified mail to the addresses set forth in Article 19. This Agreement is subject to immediate termination for cause in the event: Page 2 of 9 16H 6 4640 (a) MEDICAL DIRECTOR fails or refuses to prosecute the Scope of Work or any severable part, with the diligence that will insure its completion within the time specified by the COUNTY; (b) MEDICAL DIRECTOR violates law, ordinances, rules, regulations or any governmental authority having jurisdiction; (c) MEDICAL DIRECTOR materially breaches any of the provisions of this Agreement. ARTICLE 7—AVAILABILITY OF FUNDS The COUNTY'S performance and obligation to pay under this Agreement is contingent upon an annual appropriation for its purpose by the Board of County Commissioners. ARTICLE 8—INSURANCE A. Coverage is afforded under the COUNTY'S SELF-INSURED RETENTION PLAN and SPECIFIC EXCESS INSURANCE POLICY as follows: SELF-INSURED RETENTION PLAN $300,000 each occurrence SPECIFIC EXCESS INSURANCE POLICY $2,000,000 each occurrence combined single limit Coverage is afforded to the MEDICAL DIRECTOR and DEPUTY MEDICAL DIRECTOR by endorsement. Coverage for back-up physicians shall be subject to the prior approval of the COUNTY's insurance underwriters. B. Additional Malpractice Coverage shall also be afforded by the COUNTY hereunder as has been historically provided by COUNTY to MEDICAL DIRECTOR for activities while riding as crew member of EMS vehicle as required by this Agreement and by State Law. C. The COUNTY reserves the right, but not the obligation, to purchase separate liability insurance on behalf of the MEDICAL DIRECTOR, the Deputy Medical Director and back- up physicians in lieu of providing the coverage as mentioned above. Such insurance will be limited to those matters arising out of this Agreement. D. The requirements contained herein are not intended to and shall not in any manner limit the liabilities and obligations assumed by the MEDICAL DIRECTOR under this Agreement. ARTICLE 9—REMEDIES This Agreement shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Agreement shall be held in Collier County. Page 3 of 9 16 H _16 K3 ARTICLE 10—CONFLICT OF INTEREST MEDICAL DIRECTOR shall at all times act in the COUNTY'S best interest. Nothing in this Agreement shall be interpreted as preventing the MEDICAL DIRECTOR from operating any other business or being similarly employed with any other emergency medical service which is lawfully licensed by the COUNTY (within Collier County, Florida) and the State. However the MEDICAL DIRECTOR shall not accept any employment or enter into any contractual relationship which would create a conflict between such interest and the performance of its duties hereunder. To that end, the MEDICAL DIRECTOR shall promptly notify the COUNTY'S representative, in writing, by certified mail, of all other prospective employment, business association, interest or other circumstance which MEDICAL DIRECTOR plans to engage in throughout the term of this Agreement. Such written notification shall identify the prospective business association,interest or circumstance,the nature of work that the MEDICAL DIRECTOR may undertake and request an opinion of the COUNTY as to whether the association, interest or circumstance would, in the opinion of the COUNTY, constitute a conflict of interest if entered into by the MEDICAL DIRECTOR. The COUNTY agrees to notify the MEDICAL DIRECTOR of its opinion by certified mail within thirty (30) days of receipt of notification by the MEDICAL DIRECTOR. If in the opinion of the COUNTY, the prospective business association, interest or circumstance would not constitute a conflict of interest by the MEDICAL DIRECTOR, the COUNTY will so state in the notification and the MEDICAL • DIRECTOR shall,at is option,enter into said association, interest or circumstance and it shall be deemed not a conflict of interest with respect to services provided to the COUNTY by the MEDICAL DIRECTOR under the terms of this Agreement. Nothing in this Agreement shall be interpreted as preventing the MEDICAL DIRECTOR, a contractual employee of the COUNTY, from being employed in any other capacity, including, but not limited to the operation of a medical practice, the employment as a staff member of any hospital, or the serving as a MEDICAL DIRECTOR for any other emergency medical service which is lawfully licensed by the COUNTY (if located within Collier County) and the State. Nor shall anything in this Agreement be interpreted as preventing the MEDICAL DIRECTOR from continuing with any employment or other work in which he was already engaged at the time this Agreement was entered, which employment or work includes without limitation employment and work with NCH,The Wound Care Center and The Neighborhood Clinic. ARTICLE 11—DISCLOSURE AND OWNERSHIP OF DOCUMENTS The MEDICAL DIRECTOR shall deliver to the COUNTY'S representative for approval and acceptance, and before being eligible for final payment of any amounts due, all documents and materials prepared by and for the COUNTY under this Agreement. The COUNTY and the MEDICAL DIRECTOR shall comply with the provisions of Chapter 119, Florida Statutes (Public Records Law), HIPAA, HITECH, HIPAA Regulations, and any other applicable law relating to records and/or confidentiality of records. To that end, MEDICAL DIRECTOR shall execute the COUNTY's standard Business Associate Agreement. All covenants, agreements, representations and warranties made herein, or otherwise made in writing by any party pursuant hereto, including but not limited to any representations made herein relating to disclosure or ownership of documents, shall survive the execution and Page 4 of 9 H 1:6-1( 3 deliveof this Agreement and the consummation of the transactions contemplated hereby. ARTICLE 12—INDEPENDENT CONTRACTOR RELATIONSHIP The MEDICAL DIRECTOR is, and shall be, in the performance of all work services and activities under this Agreement, an Independent Contractor, and not an employee, or servant of the COUNTY. All persons engaged in any of the work or services performed pursuant to this Agreement shall at all times, and in all places, be subject to the MEDICAL DIRECTOR'S sole direction, supervision, and control. The MEDICAL DIRECTOR shall exercise control over the means and manner in which it and its employees, agents, subcontractors, Deputy Medical Director and back-up physicians perform the work, and in all respects the MEDICAL DIRECTOR'S relationship,and the relationship of its employees,agents,subcontractors,Deputy Medical Director and back-up physicians, to the COUNTY shall be that of an Independent Contractor and not as employees or agents of the COUNTY. The MEDICAL DIRECTOR, the Deputy Medical Director and all back-up physicians shall comply with all COUNTY policies concerning conduct and security when performing services hereunder. The MEDICAL DIRECTOR does not have the power or authority to bind the COUNTY in any promise, agreement or representation other than specifically provided for in this Agreement. ARTICLE 13—LEGAL EXPENSES OF THE MEDICAL DIRECTOR The County agrees to reimburse the MEDICAL DIRECTOR for any reasonable legal expenses and costs incurred by the MEDICAL DIRECTOR in the performance of his duties or resulting from his holding of the Medical Director's position and title, including without limitation expenses and costs associated with legal opinions or assistance needed in the interpretation, application and compliance with statutes, ordinances and administrative regulations,e.g.,Chapter 401,Chapter 119 and F.A.C. 64-J-1,and litigation expenses. ARTICLE 14—ENFORCEMENT COSTS If any legal action or other proceeding is brought for the enforcement of this Agreement, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions of this Agreement,each party shall bear its own attorney's fees and costs. ARTICLE 15—AUTHORITY TO PRACTICE The MEDICAL DIRECTOR hereby represents and warrants that he has and will continue to maintain all licenses and approvals required to conduct his business, and that he will at all times conduct his business activities in a reputable manner. Proof of such licenses and approvals shall be submitted to the County Manager of designee upon request. The MEDICAL DIRECTOR further represents and warrants that he will continue to maintain the requisite qualifications, knowledge and experience required of a medical director by Section 401.265, Florida Statutes and Rule 64J-1.004,F.A.C.,and any other applicable laws and regulations. ARTICLE 16—SEVERABILITY If any term or provisions of this Agreement, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Page 5 of 9 1-614 6 tóW3- Agreement, or the application of such terms or provisions to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Agreement shall be deemed valid and enforceable to the extent permitted by law. ARTICLE 17—ENTIRETY OF CONTRACTUAL AGREEMENT The COUNTY and the MEDICAL DIRECTOR agree that this Agreement sets forth the entire agreement between the parties,and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Agreement may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto. ARTICLE 18—MODIFICATIONS OF WORK The COUNTY reserves the right to make changes in the Medical Director's Exhibit A Scope of Work, including alterations, reductions therein or additions thereto. Upon receipt by the MEDICAL DIRECTOR of the COUNTY'S notification of a contemplated change, the MEDICAL DIRECTOR shall, in writing: (1) provide a detailed estimate for the increase or decrease in cost due to the contemplated change, (2) notify the COUNTY of any estimated change in the completion date, and (3) advise the COUNTY if the contemplated change shall affect the MEDICAL DIRECTOR'S ability to meet the completion dates or schedules of this Agreement. If the COUNTY so instructs in writing, the MEDICAL DIRECTOR shall suspend work on that portion of his duties affected by a contemplated change, pending the COUNTY'S decision to proceed with the change. If the COUNTY elects to make the change, the COUNTY shall initiate an Agreement Amendment and the MEDICAL DIRECTOR shall not commence work on any such change until such written amendment is signed by the MEDICAL DIRECTOR and approved and executed by the COUNTY Board of County Commissioners. ARTICLE 19—NOTICE All notices required in this Agreement shall be sent by certified mail, return receipt requested, and if sent to the COUNTY'S representative shall be mailed to: Leo E.Ochs,Jr.,County Manager 3299 East Tamiami Trail,Suite 202 Naples,FL 34112 And if sent to the MEDICAL DIRECTOR shall be mailed to: ROBERT BOYD TOBER,INC. Collier County Emergency Medical Services 8075 Lely Cultural Parkway, Suite 267 Naples,FL 34113 Page 6 of 9 -1.6 H 6 16*3- ARTICLE 20-REGULATIONS; LICENSING REQUIREMENTS The MEDICAL DIRECTOR shall comply with all laws, ordinances and regulations applicable to the services contemplated herein, to include those applicable to conflict of interest and collusion. MEDICAL DIRECTOR is presumed to be familiar with all federal, state and local laws, ordinances, codes and regulations that may in any way affect the services offered. MEDICAL DIRECTOR shall keep all required licenses and corporate records current throughout the term of this Agreement,and shall on request provide proof thereof. IN WITNESS WHEREOF, the Board of County Commissioners of Collier County, Florida, has made and executed this Agreement on behalf of the COUNTY and MEDICAL DIRECTOR has hereunto set its hand the day and year above written. ATTEST: BOARD OF COUN COMMISSIONERS DWIGHT E. BROCK,Clerk COLLIER,UN , LORIDA ), By: 4% - 6 PC - B . At{ Std ``11�T�+i +S Deputy Clerk d M HENNING,C V' siturenni K,^1 WITNESS1:• t'''` ROBERT BOYD TOBER,INC. Q Print Name: Max y &tit ti2oi.r1S �J By: V 4leQ.4-7917X,22011W) Robert Boyd Tober,President ` >17 Print N, e: 1. Appro - • 4. and legality: Jeffrey A.C la ow County A 71 I Item# iteK3 AgendaDate --- Date a_a0-t'i- Recd pi k Page 7 of 9 16 H --6- 1-6K 3-- Exhibit A Scope of Work A. Attend at least once quarterly a scheduled emergency medical services meeting where discussions will involve patient care, quality, mandated Paramedic and EMT training, Paramedic requirements, addition or deletion of equipment available to Paramedics and EMT's. Ample notice for all such meeting will be supplied by the County Manager or designee. B. Except during scheduled vacations or personal emergencies, when the Deputy Medical Director or other approved back-up physician shall be available via radio or telephone communication on a 24 hour a day, 7 day per week basis for on line medical control. Notwithstanding anything to the contrary contained herein, MEDICAL DIRECTOR may use reasonable discretion in determining the appropriateness of his response to calls. C. MEDICAL DIRECTOR shall ride as a crew member on an EMS vehicle a minimum of ten (10) hours annually or as otherwise expressly required by state law to evaluate the skills and maintain a working relationship with EMT's, assigned Paramedics, and probationary Paramedics. D. As part of the quality assurance committee, MEDICAL DIRECTOR shall assist the COUNTY with obtaining patient outcome information from local hospitals. E. MEDICAL DIRECTOR shall participate in regular Quality Assurance meetings with Dispatch personnel. F. MEDICAL DIRECTOR shall review and participate in the development of the Dispatch Protocols followed by COUNTY EMS. G. MEDICAL DIRECTOR shall participate in and direct EMS Advanced Cardiac Life Support (ACLS) classes, and shall assist the County and EMS Chief in arranging additional training to meet the needs of the community and the standards of care for the industry. The MEDICAL DIRECTOR shall, upon request of the County Manager or designee, evaluate COUNTY EMT's and Paramedical personnel during training exercises. MEDICAL DIRECTOR shall review and approve the content of EMS training for medical correctness at the request of the County Manager or designee. H. MEDICAL DIRECTOR shall be physically present in the COUNTY EMS Administrative Offices on as needed basis;in order to confer with the EMS Chief and other designated staff. All official meetings attended by the MEDICAL DIRECTOR which have been approved by the EMS Chief, will be recognized as part of the normal job duties of MEDICAL DIRECTOR. I. As required under Chapter 401, Florida Statutes, and Chapter 64J-1, F.A.C., MEDICAL DIRECTOR shall develop,review and authorize use of ALS and BLS protocols which allow personnel to properly manage medical emergencies. Such protocols shall be specific in nature and shall provide for managing immediately life-threatening medical emergencies. As required by Section 401.265, Florida Statutes, and Rule 64J-1.004, F.A.C, the MEDICAL Page 8 of 9 46-H-- 6- 46.x 3 DIRECTOR shall supervise and assume direct responsibility for the medical performance of • all EMT's and paramedics operating for COUNTY EMS, including both ground and aero medical personnel. MEDICAL DIRECTOR shall develop any other protocols as required by Chapter 401, Florida Statutes, or Chapter 64J-1,F.A.C., as they may be amended from time to time. J. MEDICAL DIRECTOR shall supervise the implementation and maintenance of a quality assurance program as required by Section 401.265, Florida Statutes and Rule 64J-1.004 F.A.C.,to include spot-checking medical reports for completion and correctness. The quality assurance program must cover dispatch,field paramedics,EMT's and Flight Medics. K. MEDICAL DIRECTOR shall review and provide written affirmation of recertification training of COUNTY EMS EMT and Paramedic personnel in accordance with Section 401.2715(3),Florida Statutes. It is understood and agreed between the parties to this Agreement that all of the legal duties and responsibilities of a medical director as set forth in Chapter 401, Florida Statutes, Rule 64J-1.004 F.A.C., and any other applicable laws and regulations, shall remain with the MEDICAL DIRECTOR at all times except during scheduled vacations or personal emergencies, when the Deputy Medical Director or other approved back-up physician shall be available pursuant to and in accordance with Article 3,Paragraph M. L. MEDICAL DIRECTOR shall provide the County Manager or designee with a quarterly report generally describing activities performed, with reference to the requirements of this Agreement. COUNTY shall provide administrative support in order for the MEDICAL DIRECTOR to meet the obligations of this paragraph. Back-up physicians may be used in lieu of the MEDICAL DIRECTOR and/or Deputy Medical Director upon approval of the County Manager or designee. Back-up physicians, when used, shall meet all of the qualifications for a medical director as set forth in Section 401.265, Florida Statutes, and shall be at no additional cost to the COUNTY. M. MEDICAL DIRECTOR will coordinate the provision of coverage at all times not available during the term of this Agreement; during such times, backup coverage may include the Deputy Medical Director or an approved back-up physician. N. MEDICAL DIRECTOR shall perform all other services required of a medical director, and assume all legal duties and responsibilities of a medical director,as provided by Section 401, Florida Statutes, Chapter 64J-1 F.A.C., and any other applicable laws and regulations, all as may be amended from time to time. O. Medical Director shall be available for consultation with the Director of Emergency Management during activations of the County's Emergency Operations Center or eminent emergency situation to assist in a public health emergency, disaster, pandemic, or mass medical event. Such efforts shall be in coordination with the Public Health Director and not in conflict with public health statutory authority. P. Medical Director shall receive prior approval from the County Manager or designee preceding any COUNTY communication with the media. Page 9 of 9 INSTR 5243339 OR 5254 PG 803 RECORDED 3/24/2016 9:54 AM PAGES 10 6 DWIGHT E. BROCK, CLERK OF THE CIRCUIT COURT, COLLIER COUNTY FLORIDA REC 886.50 16H EXHIBIT B INTERLOCAL AGREEMENT THIS INTERLOCAL AGREEMENT, dated this ode- day of March, 2016, is entered into as authorized by Ch. 163,Florida Statutes("Fla. Stat."), Intergovernmental Programs by and between the North Collier Fire Control and Rescue District (hereinafter "District") and the Collier County Board of County Commissioners(hereinafter"County"). WITNESSETH: WHEREAS, Section 163.01, Fla. Stat., authorizes the joint exercise of any power, privilege, or authority which the pc', k •- ' •• erein share in common and which 1 each might exercise separately; Sn14-1 WHEREAS, Distric fil-d a aw it _-inst t - Coun i the litigation titled North Collier Fire Control and Re•cue •trict D st is ,; :o d o County Commissioners of H Collier County, Responde fendant (Case N r. 11-4015 4 101871), pending in the Twentieth Judicial Circuit in o] .- ounty, (hereinafte 6 • as the "Lawsuit");and WHEREAS, the Parties ha en! -• ' -� h)4, Fla. Stat., Governmental Dispute C.I process and have agreed to settle the litigation pursuant to the terms of this Interlocal Agreement as specifically authorized by Sec. 164.1055(2), Fla. Stat., which provides for a joint public meeting and mediation process;and WHEREAS, District and the County,without either Party admitting any liability or fault, desire to settle the Lawsuit and any and all disputes that arise from, relate or refer in any way, whether directly or indirectly,known or unknown,to the incidents described or allegations made in the Lawsuit;and WHEREAS, District and the County desire to execute this Interlocal Agreement as required by Sec. 164.1057, Fla. Stat., and so that it shall be binding upon them as well as their Page 1 of 10 o'tt 5254 PG 804 16H 6 respective owners, principals, elected officials, officers, employees, ex-employees, agents, attorneys, representatives, insurers,successors, assigns,and affiliates;and NOW, THEREFORE, in consideration of the mutual covenants, promises and consideration set forth in this Interlocal Agreement, and with the intent to be legally bound, District and the County agree as follows: 1. District and the County adopt and incorporate the foregoing recitals, sometimes referred to as"Whereas Clauses",by reference into this Interlocal Agreement. 2. The County shall issu- e) sti` t- - ificate of public convenience and • necessity ("COPCN") to pro t ,•vanced life sup•• •LS") non-transport services throughout the boundaries of the *is, --.. IFE-Effoe i e Date oft is Agreement subject to the following terms and conditi.ns: a. The Distr c a air e • ' of `• j ounty Medical Director to serve as th- 1 ict's Medical Dire.': - f1:, er referred to as the County Medical Direc'• 'P•sil• Medic. `i t by this Agreement with the c1Rc' County for this service an• i ize the protocols and standards issued by the County Medical Director/District Medical Director to govern the provisions of advanced life support services authorized by the COPCN and licensed by the State. There shall be no charge to the District for these services. The District may employ an Associate Medical Director to assist the District with the implementation of the protocols, standards, training, and certification/recertification standards established by the County Medical Director/District Medical Director relating to ALS services provided by the District. The Associate Medical Director or any other medical professional Page 2 of 10 OR 5254 PG 805 16H 6 employee and/or volunteer of the District shall work under the supervision of the County Medical Director/District Medical Director. It is acknowledged by both Parties that the District does not, by this Agreement or any other agreement or requirement, report to the Collier County Emergency Medical Services ("EMS") Division or Collier County, and that all statutory and rule requirements related to medical direction shall be made directly to the District by the County Medical Director/District Medical Director. The County Medical Director/D*.tri-4-:614ete -ctor and, if applicable, the Collier County Dep •'cal Director, sshha 'c +ly with the provisions of Ch. 119, Fla. tat, t -.-al n a n e Po .bil y and Accountability Act ("HIPA• '), Cith n o i+ ! fo Economic and Clinical r H Health re. . , a • . y . fed-" .r . t: applicable laws relating to records an. 10 .nfidentiality of re*. d . 0. at end, the County Medical Director/Distric •1 Direct. +; • applicable, the Collier County IJ :': ((��� Deputy Medical Direc o ;rsh ecute a HIPAA Business Associate Agreement with the District. The County Medical Director/District Medical Director may delegate any or all of his responsibilities under this Agreement to the Collier County Deputy Medical Director. b. The District shall operate under the emergency medical technicians ("EMTs") and paramedic credentialing and recredentialing standards issued by the County Medical Director/District Medical Director, except, all current credentialing shall be honored by the County Medical Director/District Medical Director until December 31, 2017. The recredentialing standards Page 3 of 10 OR 5254 PG 806 16H 6 used presently by the District shall remain in place through March 31, 2017. The County Medical Director/District Medical Director shall develop, with input from the District, the recredentialing standards for ALS non-transport paramedics and EMTs on or before January 1,2017. c. The District shall adhere to the paramedic and EMT credentialing and recertification ride-time requirements as established by the County Medical Director/District Medical Director. The District may meet its ride-time requirements by ac • g9nC t on the Collier County EMS ALS J 47- transport fro tt°- o hospital when a 4 service has been performed on the patien pri• to h, ans.o . ` wever, the ollier County EMS Chief, District F re I ,f a ;•'c. -ct• /District Medical Director may iden i 'n .. rtin: . - ,i tion • i•e time requirements. The District al 14,,.at any time a Co '-r • ,icy EMS paramedic requests a District parame• eD .m.an . 0:t''4.n the Collier County EMS ALS ISE CSR transport from scene to ho • . -gardless of the level of service,the District paramedic shall accompany the patient to the hospital. d. The District shall have its own quality assurance program for District paramedics and EMTs as established by the County Medical Director/District Medical Director.The District's quality assurance program shall solely consist of the County Medical Director/District Medical Director, the District's Associate Medical Director and District staff. The District shall also participate in a countywide Quality Assurance Committee as established by the County Medical Director/District Medical Director, contingent upon all Page 4 of 10 OR 5254 PG 807 16H 6 1 interested parties entering into a written mutually agreeable business associate agreement to ensure compliance with the HIPAA requirements and any other federal or state applicable laws. e. The District shall adhere to the patient care reporting system requirements that allows for view only access to patient care reports. The District will provide to Collier County a one-user login account to a view only patient care report dashboard of the District's Patient Care Reporting System to be used for continuum of care '• v iat •uality assurance and performance \' benchmarkin:.. ` er County will p .,iitt. • the District a one-user login account to a v e •= pa ie . : repo das board of Collier County's Patient Care ' -parti,: ys e • „'•- - 7.onti uum of care for a patient, quality as.aa , .nd • • • " be --.r v.. The Parties agree that it shall contra10 I •ccess and use to s•,,' •,t' Att.re reports. The District will provide login •. •. : e Distri Care Reporting System to the fl County Medical Direc •r f)tstvfMedical Director, with such access protected from disclosure by the County Medical Director/District Medical Director. Both Parties will work cooperatively to ensure that any necessary third party providers, such as hospitals and emergency rooms, have view only access to the District's patient care reports. The Parties will also work cooperatively to implement a single consolidated patient care reporting system as soon as practicable. The Parties shall use their best efforts to negotiate and enter into any agreements that may be necessary to meet any and all lawful requirements, including those related to HIPAA. Page 5 of 10 OR 5254 PG 808 16H 6 3. This Interlocal Agreement shall take effect upon execution by the Parties ("Effective Date"). The term of the COPCN and this Interlocal Agreement shall be effective through March 31,2017. 4. Should the District be found to have breached the terms of this Interlocal Agreement or the COPCN in any way, all written complaints shall be investigated by both the County staff and the District staff, and a report thereon made to both the Board of County Commissioners and the District Board of Fire Commissioners, together with findings and recommendations, within 15 days of s la P , ination of the Interlocal Agreement or revocation, suspension or alt, :'t :' of the COPCN ap. a , arranted, the Board of County Commissioners shall give n• ice o t--1'st i&11Ia ' - same wil be considered at a specific commission meeting, provi•ed at fu gt be 1 ss than five days from the date of the notice. The Boa •I ' ty i • ers " k h .on consider the complaint and either revoke or suspe e COPCN, terms ;. e L •-rlocal Agreement, suggest alternatives to the COPCN, or di i.•. : am slain I• standing, this procedure shall be /iE CIRG/ held in compliance with the County's COP , a t diafice No. 04-12, § 14,as amended. 5. Should the County or the County Medical Director/District Medical Director be found to have breached the terms of this Interlocal Agreement or the COPCN in any way, all written complaints shall be investigated by both the County staff and the District staff, and a report thereon made to both the Board of County Commissioners and the District Board of Fire Commissioners, together with findings and recommendations,within 15 days of such complaint. If termination of the Interlocal Agreement or alteration of the COPCN or the Interlocal Agreement appears warranted, the District shall give notice to the County that the same will be considered at a specific commission meeting, provided the date of such meeting shall not be less Page 6 of 10 OR 5254 PG 809 16H 6 than five days from the date of notice. The District Board of Fire Commissioners shall thereupon consider the complaint and either terminate the Interlocal Agreement or suggest alternatives to the COPCN or the Interlocal Agreement. 6. In consideration of the resolution of all disputes or claims arising from or referring or relating in any way, whether directly or indirectly,to the Lawsuit, the District agrees to dismiss the Lawsuit with prejudice. 7. In consideration of the resolution of the Lawsuit, and for other good and valuable consideration, the receipt and adequa fh •cknowledged, the Parties, on behalf /\ of themselves, their attorneys, .eepi -, representatives, in res, heirs, successors and assigns, hereby expressly releases a d f. ev •` har:- eac ether, a. w-I1 as their elected officials, officers, employees, ex-e pl..i •:e is • 7s nta lives, successors, assigns, insurers and affiliates from r an• all c aims, •- rands, cau f actions, damages, costs, attorney's fees, expenses an•` ar•.ations of any kil o • ai whatsoever that they have asserted or could have asserted in • • far*, m or relate or refer in any way, C1R� whether directly or indirectly, to the Lawsuit or any incident, event or allegation referred to or made in the Lawsuit. 8. Notwithstanding anything that may be to the contrary in this Interlocal Agreement, District and the County agree that either of them (as well as any other persons or entities intended to be bound) shall, in the event of any breach, retain the right to enforce the terms and conditions of this Interlocal Agreement. 9. District and the County acknowledge and agree that this Interlocal Agreement is intended to and shall be binding upon their respective owners, principals, officials, officers, Page 7 of 10 OR 5254 PG 810 16H 6 employees, ex-employees, agents, attorneys, representatives, insurers, successors, assigns, and affiliates. 10. District and the County recognize and acknowledge that this Interlocal Agreement memorializes and states a settlement of disputed claims and nothing in this Interlocal Agreement shall be construed to be an admission of any kind, whether of fault, liability, or of a particular policy or procedure, on the part of either District or the County. 11. District and the County acknowledge and agree that this Interlocal Agreement is the product of mutual negotiation an e iguous language or provision in this Agreement to be construed aga ,51k y Party based up.. im that the Party drafted the ambiguous provision or la gua_e ctd,t t e was i en d to be benefited by the ambiguous provision or lan_uag- gra 12. This Interlo.n ° : /WIT ame . by a written instrument specifically referring to thi -ement and exec a same formalities as this Agreement. fl ��/ ?WE CIRC/ 13. In the event of an alleged •r-.dr-of't Interlocal Agreement, District and the County agree that all underlying causes of action or claims of District related to the September 8, 2015 denial of the District's COPCN, have been extinguished by this Agreement and that the sole remedy for breach of this Agreement shall be for specific performance of its terms and conditions or any damages arising from the breach. In this regard, District and the County further agree that the sole venue for any such action shall be in the Twentieth Judicial Circuit in and for Collier County, Florida in Naples, Florida. 14. This Interlocal Agreement shall be governed by the laws of the State of Florida. Page 8 of 10 OR 5254 PG 811 16H 6 15. Either the County or District may terminate this Interlocal Agreement after providing written notice of its intent to terminate at least thirty (30) days in advance of the date of termination. The District's COPCN is revoked on the termination date of this Interlocal Agreement without further action by the County. This Interlocal Agreement shall automatically terminate if the District is notified by the Florida Department of Health that its license to provide ALS service has been revoked under Ch. 401, Fla. Stat., and associated rules. Upon receipt of such notification,the District shall inform the County in writing. 16. This Interlocal Agreem- vcipEiteercr :•reement titled "Interlocal Agreement Advanced Life Support Partne p .etween Collier C.. 11,-,. d Big Corkscrew Island Fire Control and Rescue District" .ate, .. 5, I •. 17. Prior to its e 1 ecf - ess, ialte 1. 1 •-_ - i :n, shal be filed with the Clerk of Courts for the Circuit Cou C" ler . t • 'suan' . 5 63.01 (2), Fla. Stat.. The County shall file said agree . soon as practicai' a-e 1'rop oval and execution by both �i parties. Up' ' CI%C IN WITNESS WHEREOF, Dis ric and the County have signed and sealed this Interlocal Agreement/� as set forth below. Date: L .j'z ' ' ?I 'tit, ATTEST: ' :,:7sr1/2 BOARD OF COUNTY COMMISSIONERS DWIGI T'E.BROCIK,glerk COLLIER COUNTY,FLORIDA By: ...• ©�`w/4 By: 4,--A-7-*-/ J;(-4-6..- r9' •• '� • 'i�',V% erk DONNA FIALA,CHAIRMAN 3\FXV... Appro i F,,- • forth and legality: Jeffrey T,1."1-fit ow County , •.''0 ey Page 9 of 10 *** OR 5254 PG 812 *** 1611 6 r_vn BY:7 /Lif ,�v�✓ North Colbter Fire Control and Rescue District DISTRICT COtjA (")_, C C 0 ! Y . • . IE 'TRS C • Page 10 of 10 16H 6 COLLIER COUNTY EMERGENCY SERVICES DEPUTY MEDICAL DIRECTOR AGREEMENT FIRST AMENDMENT THIS AMENDMENT dated April 26, 2016, to the Collier County Emergency Services Deputy Medical Director Agreement dated February 1, 2014 ("Agreement"), by and between DOUGLAS S. LEE, M.D., hereinafter referred to as DEPUTY MEDICAL DIRECTOR, and COLLIER COUNTY, FLORIDA, hereinafter referred to as the COUNTY. WITNESSETH: WHEREAS, the COUNTY is responsible for emergency services in Collier County, Florida; and WHEREAS, Section 401.265, Florida Statutes, requires the COUNTY as a basic and advanced life support service provider to employ a medical director; and WHEREAS, the COUNTY employed Douglas S. Lee, a duly licensed physician in the State of Florida who is specially trained in the field of emergency medicine, as its DEPUTY MEDICAL DIRECTOR to aid the medical director in carrying out the duties of the office; and WHEREAS, the COUNTY and the DEPUTY MEDICAL DIRECTOR are presently parties under a Deputy Medical Director Agreement, a copy of which is set forth as Exhibit A, and wish to continue their relationship under the terms and conditions set forth below; and WHEREAS, on March 22, 2016, the COUNTY entered into an Interlocal Agreement with the North Collier Fire Control and Rescue District ("District"), in which the County's Medical Director was designated as the District's Medical Director; and WHEREAS, the DEPUTY MEDICAL DIRECTOR has requested, and the Board of County Commissioners agrees, to additional compensation and other modifications to the Agreement resulting from these increased duties. NOW THEREFORE, in consideration of the promises and mutual covenants hereinafter set forth, the Agreement dated February 1, 2014 between the parties is amended as follows: ARTICLE 2 — SCHEDULE AND RENEWAL, is hereby amended so that the termination date of the Agreement shall be April 26, 2019. Thereafter, the Agreement would be renewable for three years on the same terms and conditions as set forth in the Agreement. ARTICLE 3 — SCOPE OF WORK, is hereby amended so that the DEPUTY MEDICAL DIRECTOR shall assume any delegated duties and responsibilities set forth in the March 22, 2016 Interlocal Agreement between the COUNTY and the North Collier Fire Control and Rescue District, a copy of which is attached as Exhibit B. ARTICLE 4 — PAYMENTS TO DEPUTY MEDICAL DIRECTOR, is hereby amended so that the COUNTY shall pay to the DEPUTY MEDICAL DIRECTOR the sum of$75,000 per Page 1 of 2 16H 6. annum for the first year, $100,000 for the second year, and $125,000 for the third year as full compensation for the services rendered herein and no other compensation. This change in compensation becomes effective as of April 26, 2016. ARTICLE 6 — TERMINATION, is hereby amended so that the County shall pay the DEPUTY MEDICAL DIRECTOR as severance damages a sum equal to 20 weeks salary if the termination is without cause. In no event will this severance be paid if the DEPUTY MEDICAL DIRECTOR has been fired for misconduct, as defined in Florida Statutes Sec. 443.036(29). Except as specifically set forth herein, all other terms and conditions of the Agreement remain in full force and effect. IN WITNESS WHEREOF, the Board of County Commissioners of Collier County, Florida, has made and executed this Amendment on behalf of the COUNTY and DEPUTY MEDICAL DIRECTOR has hereunto set its hand the day and year above written. ATTEST: BOARD OF COUNTY COMMISSIONERS DWIGHT E. BROCK, Clerk COLLIER COUNTY, FLORIDA By• a6 —Y � By Wfir -- : 1,4... ri .► Attest to Chairman's , De ty , ONNA FIALA, CHAIRMAN signature only. WITNESSES: (--7s?,"--------------- By: /,�4-L7=o >`e DOUGLAS S. LEE, M.D. Print Name: l/� ` /5 =-��- OLeei...44.4.9------' Print Name: Na @a kct riC 6 Approved s ;s' ►! arid legality: 111 ' I'ML. Jeffrey A. 'li s t4 ow, County Attorney h4 1'. 1 Page 2 of 2 EXHIBIT A 16H 6 COLLIER COUNTY EMERGENCY SERVICES DEPUTY MEDICAL DIRECTOR AGREEMENT THIS DEPUTY MEDICAL DIRECTOR AGREEMENT is by and between DOUGLAS S. LEE, M.D., hereinafter referred to as DEPUTY MEDICAL DIRECTOR, and COLLIER COUNTY, FLORIDA, hereinafter referred to as the COUNTY, and shall become effective as of the 1st day of February,2014. WITNESSETH: WHEREAS, the COUNTY is responsible for emergency services in Collier County, Florida; and WHEREAS, Section 401.265, Florida Statutes, requires the COUNTY as a basic and advanced life support service provider to employ a medical director; and WHEREAS, the COUNTY desires to employ a deputy medical director in order aid the medical director in carrying out the duties of the office; and WHEREAS, Douglas S. Lee, is a duly licensed physician in the State of Florida who is specially trained in the field of emergency medicine; and WHEREAS, the COUNTY and the DEPUTY MEDICAL DIRECTOR wish to enter into this contract for employment subject to the terms and conditions set forth below. NOW THEREFORE, in consideration of the promises and mutual covenants hereinafter set forth, the parties hereto agree as follows: ARTICLE 1 -SERVICES The DEPUTY MEDICAL DIRECTOR'S responsibility under this Agreement is to provide professional services in conjunction with the Medical Director for COUNTY in accordance with Chapter 401,Florida Statutes and Chapter 64-J-1,Florida Administrative Code, Rules of the Department of Health, as more specifically set forth in the Scope of Work and specifications detailed in Article 3. ARTICLE 2—SCHEDULE AND RENEWAL The DEPUTY MEDICAL DIRECTOR shall commence services on the date first written above and complete all services by five (5) years from the date written above. This Agreement may be renewed for up to three additional one (1) year terms by the Board of County Commissioners based on satisfactory perfonnance, mutual acceptance and determination that the contract is in the best interest of the COUNTY. The DEPUTY MEDICAL DIRECTOR shall be given one hundred-twenty days (120)notice of the COUNTY's intent to renew the contract or to allow the contract to expire without renewal. Any renewal will be subject to appropriation of funds by the Board of County Commissioners. • Page 1 of 9 16H 6 ARTICLE 3—SCOPE OF WORK This Agreement is personal to Dr. Lee, and as such the duties set forth herein cannot be delegated or assigned except as expressly permitted by Chapter 401, Florida Statutes and Chapter 64-J-1, Florida Administrative Code, Rules of the Department of Health or as otherwise provided in this Agreement. Exhibit A outlines the specific scope of work and responsibilities of the DEPUTY MEDICAL DIRECTOR. This does not limit duties to the following requirements, which may be subject to revision/addition/deletion upon written agreement by both parties. The scope of services for the DEPUTY MEDICAL DIRECTOR, as outlined in Exhibit A, shall be in support of and to further the duties of the Medical Director. If for any reason the Medical Director is unavailable whether by termination of his contract, scheduled vacation or personal emergency, the DEPUTY MEDICAL DIRECTOR shall assume the duties of the Medical Director until further notice. Article 18 may be utilized if an increase in duties is necessary for more than 31 days. ARTICLE 4—PAYMENTS TO DEPUTY MEDICAL DIRECTOR The COUNTY shall pay to the DEPUTY MEDICAL DIRECTOR the sum of fifty thousand ($50,000) per year, as full compensation for the services rendered herein and no other compensation. The COUNTY will pay the cost of the professional liability insurance and reasonable and necessary legal services as set forth below. The DEPUTY MEDICAL DIRECTOR shall not be eligible for any employee benefits other than this compensation. This sum shall be paid to the DEPUTY MEDICAL DIRECTOR in twelve (12) equal monthly payments commencing with the effective date of the Agreement, with each monthly payment being payable by the 10th of each month. On the date that general wage adjustments (i.e., cost of living adjustments, special study pay adjustments, etc.) are granted generally to COUNTY employees, the DEPUTY MEDICAL DIRECTOR'S base salary shall be modified to reflect the general wage adjustment granted to COUNTY employees. In addition, on each annual anniversary date during the term of this Agreement, including any renewal terms, the DEPUTY MEDICAL DIRECTOR will be entitled to a 5% annual increase upon the written notification to County Manager fifteen (15) days prior to the annual anniversary date and subsequent approval by the Board of County Commissioners, with any increase to be retroactive to the first day after the annual anniversary date. ARTICLE 5—REPORTING/ANNUAL CONTRACTOR EVALUATION The DEPUTY MEDICAL DIRECTOR shall report to the County Manager or designee for the services as DEPUTY MEDICAL DIRECTOR as more specifically defined in this Exhibit A and as set forth in Section 401.265,Florida Statutes. The DEPUTY MEDICAL DIRECTOR will submit a contractor self-assessment along with proposed goals for the next year on an annual basis to the County Manager or designee no later than the first day of June. The County Manager or designee will review the DEPUTY MEDICAL DIRECTOR's self-assessment and may request an independent evaluation and recommendations from a Board authorized Advisory Board. Any performance issue will be taken to the Board of County Commissioners. An updated contractor evaluation plan may be developed in good faith between the DEPUTY MEDICAL DIRECTOR and the County Manager or designee and adopted prior to October 1st of each year for implementation in the next year. Page 2 of 9 16H 6 ARTICLE 6—TERMINATION This Agreement is subject to termination without cause by either party to this Agreement upon sixty (60) days written notice. Such notice shall be forwarded by certified mail to the addresses set forth in Article 19. This Agreement is subject to immediate termination for cause in the event: (a) DEPUTY MEDICAL DIRECTOR fails or refuses to prosecute the Scope of Work or any severable part, with the diligence that will insure its completion within the time specified by the COUNTY; (b) DEPUTY MEDICAL DIRECTOR violates law, ordinances, rules, regulations or any governmental authority having jurisdiction; (c) DEPUTY MEDICAL DIRECTOR materially breaches any of the provisions of this Agreement. ARTICLE 7—AVAILABILITY OF FUNDS The COUNTY'S performance and obligation to pay under this Agreement is contingent upon an annual appropriation for its purpose by the Board of County Commissioners. ARTICLE 8—INSURANCE A. Coverage is afforded under the COUNTY'S SELF-INSURED RETENTION PLAN and SPECIFIC EXCESS INSURANCE POLICY as follows: SELF-INSURED RETENTION PLAN $300,000 each occurrence SPECIFIC EXCESS INSURANCE POLICY $2,000,000 each occurrence combined single limit Coverage is afforded to the MEDICAL DIRECTOR and DEPUTY MEDICAL DIRECTOR by endorsement. Coverage for back-up physicians shall be subject to the prior approval of the COUNTY's insurance underwriters. B. Additional Malpractice Coverage shall also be afforded by the COUNTY hereunder as has been historically provided by COUNTY to DEPUTY MEDICAL DIRECTOR for activities while riding as crew member of EMS vehicle as required by this Agreement and by State Law. C. The COUNTY reserves the right, but not the obligation, to purchase separate liability insurance on behalf of the DEPUTY MEDICAL DIRECTOR and any back-up physicians in lieu of providing the coverage as mentioned above. Such insurance will be limited to those matters arising out of this Agreement. Page 3 of 9 16H 6 D. The requirements contained herein are not intended to and shall not in any manner limit the liabilities and obligations assumed by the DEPUTY MEDICAL DIRECTOR under this Agreement. ARTICLE 9—REMEDIES This Agreement shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Agreement shall be held in Collier County. ARTICLE 10—CONFLICT OF INTEREST DEPUTY MEDICAL DIRECTOR shall at all times act in the COUNTY'S best interest. Nothing in this Agreement shall be interpreted as preventing the DEPUTY MEDICAL DIRECTOR from operating any other business or being similarly employed with any other emergency medical service which is lawfully licensed by the COUNTY (within Collier County, Florida) and the State. However the DEPUTY MEDICAL DIRECTOR shall not accept any employment or enter into any contractual relationship which would create a conflict between such interest and the performance of its duties hereunder. To that end, the DEPUTY MEDICAL DIRECTOR shall promptly notify the COUNTY'S representative, in writing, by certified mail, of all other prospective employment, business association, interest or other circumstance which DEPUTY MEDICAL DIRECTOR plans to engage in throughout the term of this Agreement. Such written notification shall identify the prospective business association, interest or circumstance, the nature of work that the DEPUTY MEDICAL DIRECTOR may undertake and request an opinion of the COUNTY as to whether the association, interest or circumstance would, in the opinion of the COUNTY, constitute a conflict of interest if entered into by the DEPUTY MEDICAL DIRECTOR. The COUNTY agrees to notify the DEPUTY MEDICAL DIRECTOR of its opinion by certified mail within thirty (30) days of receipt of notification by the DEPUTY MEDICAL DIRECTOR. If in the opinion of the COUNTY, the prospective business association, interest or circumstance would not constitute a conflict of interest by the DEPUTY MEDICAL DIRECTOR. the COUNTY will so state in the notification and the DEPUTY MEDICAL DIRECTOR shall, at his option, enter into said association, interest or circumstance and it shall he deemed not a conflict of interest with respect to services provided to the COUNTY by the DEPUTY MEDICAL DIRECTOR under the terms of this Agreement. Nothing in this Agreement shall be interpreted as preventing the DEPUTY MEDICAL DIRECTOR, a contractual employee of the COUNTY, from being employed in any other capacity, including, but not limited to the operation of a medical practice, the employment as a staff member of any hospital, or the serving as a DEPUTY MEDICAL DIRECTOR for any other emergency medical service which is lawfully licensed by the COUNTY(if located within Collier County) and the State. Nor shall anything in this Agreement be interpreted as preventing the DEPUTY MEDICAL DIRECTOR from continuing with any employment or other work in which he was already engaged at the time this Agreement was entered, which employment or work includes without limitation employment and work with Lee Memorial Hospital/Lee Memorial Health System and the Neighborhood Clinic. Page 4 of 9 16H 6 ARTICLE .1.1 —DISCLOSURE AND OWNERSHIP OF DOCUMENTS The DEPUTY MEDICAL DIRECTOR shall deliver to the COUNTY'S representative for approval and acceptance, and before being eligible for final payment of any amounts due, all documents and materials prepared by and for the COUNTY under this Agreement. The COUNTY and the DEPUTY MEDICAL DIRECTOR shall comply with the provisions of Chapter 119, Florida Statutes (Public Records Law), HIPAA, HITECH, HIPAA Regulations, and any other applicable law relating to records and/or confidentiality of records. To that end, DEPUTY MEDICAL DIRECTOR shall execute the COUNTY's standard Business Associate Agreement. All covenants, agreements, representations and warranties made herein, or otherwise made in writing by any party pursuant hereto, including but not limited to any representations made herein relating to disclosure or ownership of documents, shall survive the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby. ARTICLE 12—INDEPENDENT CONTRACTOR RELATIONSHIP The DEPUTY MEDICAL DIRECTOR is, and shall be, in the performance of all work services and activities under this Agreement, an Independent Contractor, and not an employee, or servant of the COUNTY. The DEPUTY MEDICAL DIRECTOR and all back-up physicians shall comply with all COUNTY policies concerning conduct and security when performing services hereunder, The DEPUTY MEDICAL DIRECTOR does not have the power or authority to bind the COUNTY in any promise, agreement, or representation other than specifically provided for in this Agreement. ARTICLE 13—LEGAL EXPENSES OF THE MEDICAL DIRECTOR The County agrees to reimburse the DEPUTY .MEDICAL DIRECTOR for any reasonable legal expenses and costs incurred by the DEPUTY MEDICAL DIRECTOR in the performance of his duties as set forth herein, including without limitation any expenses and costs associated with legal opinions or assistance needed in the interpretation, application and compliance with statutes, ordinances and administrative regulations, e.g., Chapter 401, Chapter 119 and F.A.C. 64-J-1, and litigation expenses. ARTICLE 1.4—ENFORCEMENT COSTS If any legal action or other proceeding is brought for the enforcement of this Agreement, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions of this Agreement. each party shall bear its own attorney's fees and costs. ARTICLE 15—AUTHORITY TO PRACTICE The DEPUTY MEDICAL DIRECTOR hereby represents and warrants that he has and will continue to maintain all licenses and approvals required to conduct his business, and that he will at all times conduct his business activities in a reputable manner. Proof of such licenses and approvals shall be submitted to the County Manager or designee upon request. The DEPUTY MEDICAL DIRECTOR further represents and warrants that he will continue to maintain the Page 5 of 9 16H 6 requisite qualifications, knowledge and experience required of a medical director by Section 401.265, Florida Statutes and Rule 64J-1.004, F.A.C., and any other applicable laws and regulations. ARTICLE 16—SEVERABILITY If any term or provisions of this Agreement, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement, or the application of such terms or provisions to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Agreement shall be deemed valid and enforceable to the extent permitted by law. ARTICLE 17—ENTIRETY OF CONTRACTUAL AGREEMENT The COUNTY and the DEPUTY MEDICAL DIRECTOR agree that this Agreement sets forth the entire agreement between the parties, and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Agreement may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto. ARTICLE 18—MODIFICATIONS OF WORK The COUNTY reserves the right to make changes to Exhibit A Scope of Work, including alterations, reductions therein or additions thereto. Upon receipt by the DEPUTY MEDICAL DIRECTOR of the COUNTY'S notification of a contemplated change, the DEPUTY MEDICAL DIRECTOR shall, in writing: (1)provide a detailed estimate for the increase or decrease in cost due to the contemplated change, (2) notify the COUNTY of any estimated change in the completion date, and (3) advise the COUNTY if the contemplated change shall affect the DEPUTY MEDICAL DIRECTOR'S ability to meet the completion dates or schedules of this Agreement. If the COUNTY so instructs in writing, the DEPUTY MEDICAL DIRECTOR shall suspend work on that portion of his duties affected by a contemplated change, pending the COUNTY'S decision to proceed with the change. If the COUNTY elects to make the change, the COUNTY shall initiate an Agreement Amendment and the DEPUTY MEDICAL DIRECTOR shall not commence work on any such change until such written amendment is signed by the DEPUTY MEDICAL DIRECTOR and approved and executed by the COUNTY Board of County Commissioners. ARTICLE 19—NOTICE All notices required in this Agreement shall be sent by certified mail, return receipt requested, and if sent to the COUNTY'S representative shall be mailed to: Leo E. Ochs, Jr. County Manager 3299 East Tainiami Trail, Suite 202 Naples, FL 34112 Page 6 of 9 16H 6 And if sent to the DEPUTY MEDICAL DIRECTOR shall be mailed to: Douglas S. Lee, M.D. 1635 Gordon River Lane Naples,.Florida 34104 ARTICLE 20—REGULATIONS; LICENSING REQUIREMENTS The DEPUTY MEDICAL DIRECTOR shall comply with all laws, ordinances and regulations applicable to the services contemplated herein,to include those applicable to conflict of interest and collusion. DEPUTY MEDICAL DIRECTOR is presumed to he familiar with all federal, state and local laws, ordinances, codes and regulations that may in any way affect the services offered. DEPUTY MEDICAL DIRECTOR shall keep all required licenses and corporate records current throughout the term of this Agreement, and shall on request provide proof thereof. IN WITNESS WHEREOF, the Board of County Commissioners of Collier County, Florida, on behalf of the COUNTY, and the DEPUTY MEDICAL DIRECTOR has made and executed,this Agreement which shall become effective as of the 1 s`day of February,2014. ATTEST: ‘'. BOARD OF COUNTY COMMISSIONERS DWI HT.. BROCK,Clerk COLLIER COUNTY,FLS RIDA i ' By 'al B �x .... Atte54a6� 0,0, „,,,, 'ep I-"� " TOM HENNING,CHAT`,,AN signature Gray. ' I WITNF ES: e......„...------ Print „...Print Name: +.A1,64 A-- l t c .. . aD..tA. By: <---- o�. Douglas . Lee,M.D. Print Name: 1 ZA3a.1 FI Q'J 1-3 E t.._t_`1 Appr• • 'inn and legality: r Jeffre tzkow Count) tt ;, ey Page 7 of 9 16H 6 Exhibit A Scope of Work A. When the Medical Director is unavailable, the DEPUTY MEDICAL DIRECTOR must attend the quarterly scheduled emergency medical services meeting where discussions will involve patient care, quality, mandated Paramedic and EMT training, Paramedic requirements, addition or deletion of equipment available to Paramedics and EMT's, Ample notice for all such meetings will be supplied by the County Manager or designee. B. Be available as back-up, as needed, during times when the Medical Director is absent due to a scheduled vacation or personal emergency or schedule and ensure that an approved back-up physician is available. C. DEPUTY MEDICAL DIRECTOR shall ride as a crew member on an EMS vehicle a minimum of ten (10) hours annually or as otherwise expressly required by state law to evaluate the skills and maintain a working relationship with EMT's, assigned Paramedics, and probationary Paramedics. D. As part of the quality assurance committee, DEPUTY MEDICAL DIRECTOR shall assist the COUNTY with obtaining patient outcome information from local hospitals. E. DEPUTY MEDICAL DIRECTOR shall participate in regular Quality Assurance meetings with Dispatch personnel. F. DEPUTY MEDICAL DIRECTOR shall review and participate in the development of the Dispatch Protocols followed by COUNTY EMS. Ci. DEPUTY MEDICAL DIRECTOR shall participate in and direct EMS Advanced Cardiac Life Support (.ACLS) classes, and shall assist the County and EMS Chief in arranging additional training to meet the needs of the community and the standards of care for the industry. The DEPUTY MEDICAL DIRECTOR shall, upon request of the County Manager or designee, evaluate COUNTY EMTs and Paramedical personnel during training exercises. DEPUTY MEDICAL DIRECTOR shall review and approve the content of EMS training for medical correctness at the request of the County Manager or designee. H. DEPUTY MEDICAL DIRECTOR shall be physically present in the COUNTY EMS Administrative Offices on as needed basis; in order to confer with the EMS Chief and other designated stall'. All official meetings attended by the DEPUTY MEDICAL DIRECTOR which have been approved by the EMS Chief, will be recognized as part of the normal job duties of DEPUTY MEDICAL DIRECTOR. 1. In the absence of the Medical Director, and as required under Chapter 401,Florida Statutes, and Chapter 64J-1, FA.C., the DEPUTY MEDICAL DIRECTOR shall develop, review and authorize use of ALS and BLS protocols which allow personnel to properly manage medical emergencies. Such protocols shall be specific in nature and shall provide for managing immediately life-threatening medical emergencies. In the absence of the Medical Director, and as required by Section 401.265, Florida Statutes, and Rule 64J-1.004, F.A.C, the DEPUTY MEDICAL DIRECTOR shall also supervise and assume direct responsibility for Page 8 of 9 16H 6 the medical performance of all EMTs and paramedics operating for COUNTY EMS, including both ground and aero medical personnel. J. DEPUTY MEDICAL DIRECTOR shall assist the Medical Director in the supervision, implementation and maintenance of a quality assurance program as required by Section 401.265, Florida Statutes and Rule 64J-1.004 FA.C., to include spot-checking medical reports for completion and correctness. The quality assurance program must cover dispatch, field paramedics, E.MT's and Flight Medics. K. DEPUTY MEDICAL DIRECTOR may review and provide written affirmation of recertification training of COUNTY EMS EMT and Paramedic personnel in accordance with Section 401.2715(3), Florida Statutes. It is understood and agreed between the parties to this Agreement that all of the legal duties and responsibilities of a medical director as set forth in Chapter 401, Florida Statutes, Rule 64J-1.004 FA,C., and any other applicable laws and regulations, shall remain with the Medical Director at all times except during scheduled vacations or personal emergencies, when the DEPUTY MEDICAL DIRECTOR or other approved back-up physician is available pursuant to and in accordance with Article 3,Paragraph M. L. Back-up physicians may be used in lieu of the Medical Director and/or DEPUTY MEDICAL DIRECTOR upon approval of the County Manager or designee. Back-up physicians, when used, shall meet all of the qualifications for a medical director as set forth in Section 401.265, Florida Statutes, and shall be at no additional cost to the COUNTY. M. In the absence of the Medical Director, the DEPUTY MEDICAL DIRECTOR will coordinate the provision of coverage at all times not available during the tenni of this Agreement, during such times,backup coverage may include an approved back-up physician. N. In support of the Medical Director, the DEPUTY MEDICAL DIRECTOR shall perform all other services required of a medical director, and assume all legal duties and responsibilities of a medical director, as provided by Section 401, Florida Statutes, Chapter 64J-1 F.A.C., and any other applicable laws and regulations, all as may be amended from time to time. 0. DEPUTY MEDICAL DIRECTOR shall be available for consultation with the Director of Emergency Management during activations of the County's Emergency Operations Center or eminent emergency situation to assist in a public health emergency, disaster, pandemic, or mass medical event. Such efforts shall be in coordination with the Public Health Director and not in conflict with public health statutory authority. P. DEPUTY MEDICAL DIRECTOR shall receive prior approval from the County Manager or designee preceding any COUNTY communication with the media. Page 9 of 9 INSTR 5243339 OR 5254 PG 803 RECORDED 3/24/2016 9:54 AM PAGES 10 16H 6 DWIGHT E. BROCK, CLERK OF THE CIRCUIT COURT, COLLIER COUNTY FLORIDA REC $86.50 EXHIBIT B INTERLOCAL AGREEMENT THIS INTERLOCAL AGREEMENT, dated this oK day of March, 2016, is entered into as authorized by Ch. 163,Florida Statutes("Fla. Stat."), Intergovernmental Programs by and between the North Collier Fire Control and Rescue District (hereinafter "District") and the Collier County Board of County Commissioners(hereinafter"County"). WITNESSETH: WHEREAS, Section 163.01, Fla. Stat., authorizes the joint exercise of any power, privilege, or authority which the p s c a Vie, : • = .erein share in common and which each might exercise separately;:n-'' WHEREAS, Distric flu d a aw 'it -_-inst t - Couy�nrr i the litigation titled North Collier Fire Control and Re•cue I -trict D st is ' .1471•, ,� •oa d o County Commissioners of r OJ l F-4Collier County, Responde'r,r fendant (Case N..' 11-4115 101871), pending in the Twentieth Judicial Circuit in . ounty, (hereinafte m ,. - ` • as the"Lawsuit");and WHEREAS, the Parties ha en - ._-9)4, Fla. Stat., Governmental Dispute process and have agreed to settle the litigation pursuant to the terms of this Interlocal Agreement as specifically authorized by Sec. 164.1055(2), Fla. Stat., which provides for a joint public meeting and mediation process;and WHEREAS, District and the County,without either Party admitting any liability or fault, desire to settle the Lawsuit and any and all disputes that arise from, relate or refer in any way, whether directly or indirectly, known or unknown,to the incidents described or allegations made in the Lawsuit; and WHEREAS, District and the County desire to execute this Interlocal Agreement as required by Sec. 164.1057, Fla. Stat., and so that it shall be binding upon them as well as their Page 1 of 10 Oil 5254 PG 804 16H 6 1 respective owners, principals, elected officials, officers, employees, ex-employees, agents, attorneys, representatives,insurers, successors,assigns,and affiliates;and NOW, THEREFORE, in consideration of the mutual covenants, promises and consideration set forth in this Interlocal Agreement, and with the intent to be legally bound, District and the County agree as follows: I. District and the County adopt and incorporate the foregoing recitals, sometimes referred to as"Whereas Clauses",by reference into this Interlocal Agreement. 2. The County shall issu s in- .--, ificate of public convenience and necessity ("COPCN") to pro vanced life sup, •LS") non-transport services throughout the boundaries of the +is,:.-•, t e i e Date oft is Agreement subject to the following terms and conditi.ns: 1 a. The Distr a ain e w of " "• ii" ounty Medical Director to serve as th- ict's Medical Dire. fit;:•er referred to as the County C.? Medical Direc . 'II'' ' . Medic. +1 • by this Agreement with the I 1 ciCi County for this service an. . r'1 ize the protocols and standards issued by the County Medical Director/District Medical Director to govern the provisions of advanced life support services authorized by the COPCN and licensed by the State. There shall be no charge to the District for these services. The District may employ an Associate Medical Director to assist the District with the implementation of the protocols, standards, training, and certification/recertification standards established by the County Medical Director/District Medical Director relating to ALS services provided by the District. The Associate Medical Director or any other medical professional Page 2 of 10 • oR 5254 PG 805 16H 6 employee and/or volunteer of the District shall work under the supervision of the County Medical Director/District Medical Director. It is acknowledged by both Parties that the District does not, by this Agreement or any other agreement or requirement, report to the Collier County Emergency Medical Services ("EMS") Division or Collier County, and that all statutory and rule requirements related to medical direction shall be made directly to the District by the County Medical Director/District Medical Director. The County Medical Director/D. 'ice l e4.. r -ctor and, if applicable, the Collier County Dep • 'cal Director, sha � ,ly with the provisions of Ch. 119, Fla. tat, t -al _ e Po bil y and Accountability Act ("HIPA• '), 1th • i. � -` •r•, fo Economic and Clinical Health re., a • fed — .r •- applicable laws relating to records an. •" enfidentiality of re•,•,d pmt at end, the County Medical Director/Distric st- Direct. •, applicable, the Collier County Deputy Medical Directul, 0411"'execute a HIPAA Business Associate Agreement with the District. The County Medical Director/District Medical Director may delegate any or all of his responsibilities under this Agreement to the Collier County Deputy Medical Director. b. The District shall operate under the emergency medical technicians("EMTs") and paramedic credentialing and recredentialing standards issued by the County Medical Director/District Medical Director, except, all current credentialing shall be honored by the County Medical Director/District Medical Director until December 31, 2017. The recredentialing standards Page 3 of 10 oR 5254 PG 806 16H 6 used presently by the District shall remain in place through March 31, 2017. The County Medical Director/District Medical Director shall develop, with input from the District, the recredentialing standards for ALS non-transport paramedics and EMTs on or before January 1, 2017. c. The District shall adhere to the paramedic and EMT credentialing and recertification ride-time requirements as established by the County Medical Director/District Medical Director. The District may meet its ride-time requirements by ac�A, nC`J t on the Collier County EMS ALS AI II transport fro "o hospital when a 446 service has been performed on the patien pri• t• ans•o `owever, the oilier County EMS Chief, District F re I if a . t e • 1 • . . t �r : -ct• /District Medical Director may iden i n 'tint :;1 tion"'• t die time requirements. The District a. oat any time a C." 7 r . t EMS paramedic requests a District parame. e) ; •n`pan . .r• ', .n the Collier County EMS ALS transport from scene to ho i cardless of the level of service, the District paramedic shall accompany the patient to the hospital. d. The District shall have its own quality assurance program for District paramedics and EMTs as established by the County Medical Director/District Medical Director.The District's quality assurance program shall solely consist of the County Medical Director/District Medical Director, the District's Associate Medical Director and District staff. The District shall also participate in a countywide Quality Assurance Committee as established by the County Medical Director/District Medical Director, contingent upon all Page 4 of 10 OR 5254 PG 807 16H 6 interested parties entering into a written mutually agreeable business associate agreement to ensure compliance with the HIPAA requirements and any other federal or state applicable laws. e. The District shall adhere to the patient care reporting system requirements that allows for view only access to patient care reports. The District will provide to Collier County a one-user login account to a view only patient care report dashboard of the District's Patient Care Reporting System to be used for i continuum of car,,-- R t ality assurance and performance benchmarkin . L* er County will p . .i�a .. the District a one-user login account to a v e R t. pa e repo das board of Collier County's Patient C re ` `p+rti y e • - -I Y'ont uum of care for a patient, quality a . is d . . be •- - •r , 1. The Parties agree that it shall contra •ccess and use to s•,• .:t'(jt re reports. The District will `-) provide login ., e Distri '_ ' p Care Reporting System to the F c\1 =i County Medical Direc i strrcf Medical Director, with such access protected from disclosure by the County Medical Director/District Medical Director. Both Parties will work cooperatively to ensure that any necessary third party providers, such as hospitals and emergency rooms, have view only access to the District's patient care reports. The Parties will also work cooperatively to implement a single consolidated patient care reporting system as soon as practicable. The Parties shall use their best efforts to negotiate and enter into any agreements that may be necessary to meet any and all lawful requirements, including those related to HIPAA. Page 5 of 10 ' OR 5254 PG 808 16H 6 3. This Interlocal Agreement shall take effect upon execution by the Parties ("Effective Date"). The term of the COPCN and this Interlocal Agreement shall be effective through March 31, 2017. 4. Should the District be found to have breached the terms of this Interlocal Agreement or the COPCN in any way, all written complaints shall be investigated by both the County staff and the District staff, and a report thereon made to both the Board of County Commissioners and the District Board of Fire Commissioners, together with findings and 1 recommendations, within 15 days of sye� IA I' ination of the Interlocal Agreement or revocation, suspension or alt :'t -, of the COPCN ap•-a,, arranted, the Board of County Commissioners shall give n ice o�kt� ,'stricf tha same wil be considered at a specific commission meeting, provi•ed oat- f u x4 g a Tt be 1 ss than five days from the date of the notice. The Boa • ' •. ty i •"ers '. "h- •on consider the complaint and either revoke or suspe ; ms e COPCN, terms ,.'e -,a -rlocal Agreement, suggest alternatives to the COPCN, or di + '•,. i,t om•lai '1• standing, this procedure shall be held in compliance with the County's COP nce No.04-12, § 14,as amended. 5. Should the County or the County Medical Director/District Medical Director be found to have breached the terms of this Interlocal Agreement or the COPCN in any way, all written complaints shall be investigated by both the County staff and the District staff, and a report thereon made to both the Board of County Commissioners and the District Board of Fire Commissioners,together with findings and recommendations,within 15 days of such complaint. If termination of the Interlocal Agreement or alteration of the COPCN or the Interlocal Agreement appears warranted, the District shall give notice to the County that the same will be considered at a specific commission meeting,provided the date of such meeting shall not be less Page 6 of 10 OR 5254 PG 809 16H 6 than five days from the date of notice. The District Board of Fire Commissioners shall thereupon consider the complaint and either terminate the Interlocal Agreement or suggest alternatives to the COPCN or the Interlocal Agreement. 6. In consideration of the resolution of all disputes or claims arising from or referring or relating in any way, whether directly or indirectly,to the Lawsuit,the District agrees to dismiss the Lawsuit with prejudice. 7. In consideration of the resolution of the Lawsuit, and for other good and valuable consideration, the receipt and adequa ,pfs11,1160) •cknowledged, the Parties, on behalf of themselves, their attorneys, representatives, in ;Ctrs, heirs, successors and assigns, hereby expressly releases a d f• ev harp eac ether, a. w- I as their elected officials, 1,officers, employees, ex-e pl• -=., •lee • , s�ntaFives, successors, assigns, insurers and affiliates from a an• all c .ims, cau.c1< f actions, damages, costs, attorney's fees, expenses an•"' ,ations of any ki 1` o • ia whatsoever that they have asserted or could have asserted in '•suitor._tha m or relate or refer in any way, Ci `• whether directly or indirectly, to the Lawsuit or any incident, event or allegation referred to or made in the Lawsuit. 8. Notwithstanding anything that may be to the contrary in this Interlocal Agreement, District and the County agree that either of them (as well as any other persons or entities intended to be bound) shall, in the event of any breach, retain the right to enforce the terms and conditions of this Interlocal Agreement. 9. District and the County acknowledge and agree that this Interlocal Agreement is intended to and shall be binding upon their respective owners, principals, officials, officers, Page 7 of 10 OR 5254 PG 810 16H 6 employees, ex-employees, agents, attorneys, representatives, insurers, successors, assigns, and affiliates. 10. District and the County recognize and acknowledge that this Interlocal Agreement memorializes and states a settlement of disputed claims and nothing in this Interlocal Agreement shall be construed to be an admission of any kind, whether of fault, liability, or of a particular policy or procedure,on the part of either District or the County. 11. District and the County acknowledge and agree that this Interlocal Agreement is the product of mutual negotiation an .n tfj . ••iguous language or provision in this Agreement to be construed ag. r 5� . y Party based up.• =c .im that the Party drafted the ambiguous provision or la gua•e • •••.t e `. was i ens-d to be benefited by the ambiguous provision or lan:uag- J 12. This Interlo. ' • en .y • "ame"' ,* by a written instrument kkyspecifically referring to thi -ement and execs 'e same formalities as this Agreement. 0 ` 13. In the event of an alleged br is Interlocal Agreement, District and the County agree that all underlying causes of action or claims of District related to the September 8, 2015 denial of the District's COPCN, have been extinguished by this Agreement and that the sole remedy for breach of this Agreement shall be for specific performance of its terms and conditions or any damages arising from the breach. In this regard, District and the County further agree that the sole venue for any such action shall be in the Twentieth Judicial Circuit in and for Collier County, Florida in Naples, Florida. 14. This Interlocal Agreement shall be governed by the laws of the State of Florida. Page 8 of 10 - OR 5254 PG 811 16H 6 15. Either the County or District may terminate this Interlocal Agreement after providing written notice of its intent to terminate at least thirty (30) days in advance of the date of termination. The District's COPCN is revoked on the termination date of this Interlocal Agreement without further action by the County. This Interlocal Agreement shall automatically terminate if the District is notified by the Florida Department of Health that its license to provide ALS service has been revoked under Ch. 401, Fla. Stat., and associated rules. Upon receipt of such notification,the District shall inform the County in writing. 16. This Interlocal Agreem-. 4tkpse e agreement titled "Interlocal Agreement Advanced Life Support Partne .etween Collier C.. t d Big Corkscrew Island Fire Control and Rescue District" .ate• > S+- 5, I 17. Prior to its e i eel'>> ess, i0 t- I+ .• i.171;.. sha l be filed with the Clerk of Courts for the Circuit Cou '. ier • t • •,uan • 63.01 (2), Fla. Stat.. The 4- County shall file said agree -, • soon as practica• a e oval and execution by both parties. O t\1` IN WITNESS WHEREOF, Dis ric and the County have signed and sealed this Interlocal Agreement as set forth below. ' Y..1 � Date: r " .nI UV' ATTEST: ' ;/st, BOARD OF COUNTY COMMISSIONERS DWIGHT.E.BROCKK,t 4erk COLLIER COUNTY,FLORIDA By: �_..'.: Ar_ 4,.r.14. °' By: tn-�-� J.-,e-c et-A,,- i�'.t��i erk DONNA FIALA,CHAIRMAN 3\'zz..W Pi .P.r , ' Appro ia,g.`focni and legality: 41.101 i Jeffrey r1.�Q'�h ow County � • ,• ey Page 9 of 10 *** OR 5254 PG 812 *** 16 H North ColNer Fire Control and Rescue District DISTRICT COti' 41-1 r\-D CC! 4IF • Page 10 of 10