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Backup Documents 09/27/2011 Item #16D5ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO ,w THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE ROUTING SLIP Complete routing lines #I through #4 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 routine lines #1 through #4. comnlete the checklist and forward to Ian Mitchell !line #51 Route to Addressee(s) (List in routing order Office Initials Date 1. Ashlee Franco, Accounting Supervisor HHVS (A 9/27/11 2. Ian Mitchell, Executive Manager Board of County Commissioners AF 9/27/11 3. Contract Agreement Number of 3 Agreements, 2 4. an original signature from the Documents Attached copies of each Chairman needed on each copy agreement, 1 contracts, agreements, etc. that have been fully executed by all parties except the BCC signature per doc. PRIMARY CONTACT INFORMATION (The primary contact is the holder of the original document pending BCC approval. 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, including Ian Mitchell needs to contact staff for additional or missing information. All original documents needing the BCC Chairman's signature are to be delivered to the BCC office only after the BCC has acted to approve the item. Name of Primary Staff Contact Ashlee Franco / Housing, Human and Veteran Services Phone Number 252 -2689 Please call or e-mail for pick u Agenda Date Item was September 27, 2011 Agenda Item Number 16D 5 (Item #3007) Approved by the BCC Original document has been signed/ initialed for legal sufficiency. (All documents to be AF Type of Document Contract Agreement Number of 3 Agreements, 2 Attached an original signature from the Documents Attached copies of each Chairman needed on each copy agreement, 1 contracts, agreements, etc. that have been fully executed by all parties except the BCC signature per doc. Chairman and Clerk to the Board and possibly State Officials.) (total of 6 2. All handwritten strike - through and revisions have been initialed by the County Attorney's AF signatures) INSTRUCTIONS & CHECKLIST I: Forms/ County Forms/ BCC Forms/ Original Documents Routing Slip WWS Original 9.03.04, Revised 1.26.05, Revised 2.24.05 Initial the Yes column or mark "N /A" in the Not Applicable column, whichever is Yes N/A (Not aivrotoriat e. (Initial) Applicable) 1. Original document has been signed/ initialed for legal sufficiency. (All documents to be AF signed by the Chairman, with the exception of most letters, must be reviewed and signed by the Office of the County Attorney. This includes signature pages from ordinances, resolutions, etc. signed by the County Attorney's Office and signature pages from contracts, agreements, etc. that have been fully executed by all parties except the BCC Chairman and Clerk to the Board and possibly State Officials.) 2. All handwritten strike - through and revisions have been initialed by the County Attorney's AF N/A Office and all other parties except the BCC Chairman and the Clerk to the Board 3. The Chairman's signature line date has been entered as the date of BCC approval of the AF document or the final negotiated contract date whichever is applicable. 4. "Sign here" tabs are placed on the appropriate pages indicating where the Chairman's AF signature and initials are required. 5. In most cases (some contracts are an exception), the original document and this routing slip AF should be provided to Ian Mitchell in the BCC office within 24 hours of BCC approval. 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! 6. The document was approved by the BCC on 9/27/2011 (enter date) and all changes AF N/A made during the meeting have been incorporated in the attached document. The County Attorney's Office has reviewed the changes, if applicable. I: Forms/ County Forms/ BCC Forms/ Original Documents Routing Slip WWS Original 9.03.04, Revised 1.26.05, Revised 2.24.05 16D5 MEMORANDUM Date: September 28, 2011 To: Ashley Franco Housing, Human and Veteran Services From: Teresa Polaski, Deputy Clerk Minutes & Records Department Re: Contract Agreement and Letter of Agreement with Naples HMA, LLC Attached for your records are three (3) originals of the document referenced above (Item #16D5) approved by the Collier County Board of County Commissioners on Tuesday, September 27, 2011. Please forward on for additional signatures and return a Fully Executed Original to the Minutes & Records Department to be kept in the Board's Official Records. If you have any questions, please feel free to contact me at 252 -8411. Thank you. 16D5 AGREEMENT THIS AGREEMENT is made and entered into this 27'h of September 2011 by and between Collier County, Florida, a political subdivision of the State of Florida, hereinafter referred to as "the County" and Naples HMA, LLC. d /b /a Physicians Regional Healthcare System, a Florida limited liability company, hereinafter referred to as "the Hospital ". RECITALS: WHEREAS, Section 125.01(1)(e), Florida Statutes, authorizes the County to provide health welfare programs for the residents of Collier County to the extent not inconsistent with general or special law; and WHEREAS, the establishment and maintenance of such programs are in the common interest of the people of Collier County; and WHEREAS, the County desires the Hospital to become a community health partner to assist in providing payments for health prevention programs, and mental health services to residents of the County, where no existing state or federal resources are available; and WHEREAS, the Hospital desires to be a Community Health partner and is willing to voluntarily provide payments for such services, subject to the terms and conditions hereinafter set forth. NOW THEREFORE, in consideration of the covenants herein contained, the parties hereby agree as follows: ARTICLE I SERVICES TO BE PERFORMED 1. The Hospital shall provide documentation and quarterly reports to the County that support Hospital's expenditures for the delivery of hospital services, designated primary health care services, specialty health care services and other health care services including, but not limited to, the following services: a. Immunization program provided by the Collier County Health Department b. AIDS Prevention Program provided by the Collier County Health Department c. Tuberculosis Program provided by the Collier County Health Department d. Communicable Disease Program provided by the Collier County Health Department e. Child Health Program provided by the Collier County Health Department f. Healthy Start Prenatal Program provided by the Foundation for Women's Health g. School Health Program provided by the Collier County Health Department h. Adult Health Program provided by the Collier County Health Department i. Dental Program provided by the Collier County Health Department j. Community Mental Health Services provided by the David Lawrence Center, Inc. k. Other health related programs and services - ARTICLE II PAYMENTS The County shall make intergovernmental transfers, on behalf of the Hospital, in connection with the State's Medicaid Programs — specifically the buyback of the Medicaid inpatient and outpatient trend adjustment and self funding of exemptions - to the State of Florida in accordance with the Letter(s) of Agreement between the County and the Agency for Health Care Administration. 2. There are no pre- arranged agreements (contractual or otherwise) between the County and the Hospital to re- direct any portion of Medicaid supplemental payments in order to satisfy non - Medicaid activities. 3. The following documents are hereby incorporated by reference as Attachments to this Agreement a. Buy -Back Letter of Agreement with State of Florida AHCA (Attachment A) b. Self Funding Exemptions Letter of Agreement with State of Florida AHCA (Attachment B) ARTICLE III CLAIMS VALUATION AND CLAIMS PROCESSING 1. As the claims processing entity, the Hospital will provide quarterly financial reports to the County in such detail as required by the County. ARTICLE IV TERMS OF AGREEMENT AND TERMINATION 1. The term of this Agreement shall be October 1, 2011 through September 30, 2012. 2. Either party may terminate this Agreement thirty (30) calendar days after receipt by the other party of written notice of intent to terminate. In the "event of termination, the County shall pay for services rendered, prorated to the date of termination. The County shall continue to pay for any inpatient receiving services on the date of termination until the discharge of such patient. 3. Upon breach of this Agreement, the aggrieved party may, by written notice of breach to the breaching party, terminate the whole or any part of this Agreement. Termination shall be upon no less than twenty -four (24) hours notice, in writing, delivered by certified mail, telegram or in person. Waiver by either party of breach of any provisions of this Agreement shall not be deemed to be a waiver of any other or subsequent breach and shall not be construed to be a modification of the terms of this Agreement. ARTICLE V ASSIGNMENT The Hospital and /or its sub - contractor shall not assign or transfer this Agreement, or any interest, right or duty herein, without the prior written consent of the County, which consent shall not be unreasonably withheld by the County. Without obtaining prior consent by the County, the Hospital shall be allowed to assign or transfer this Agreement or any of the Hospital's obligations hereunder to affiliates or wholly owned subsidiaries of the Hospital. This Agreement shall run to the County and its successors. ARTICLE VI SUBCONTRACTING 16D5 The parties agree that the Hospital shall be permitted to execute subcontracts for the purchase by the Hospital of such services, articles, supplies, and equipment, which is both necessary and incidental to the performance of the work, required under this Agreement. However, the Hospital expressly understands that it shall assume the primary responsibility for performing the services outlined in Article I of this Agreement. ARTICLE VII INSURANCE, SAFETY AND INDEMNIFICATION 1. Indemnity. The Hospital and /or its sub - contractor shall indemnify the County against any claims, damages, losses, and expenses, including reasonable attorneys' fees and costs, arising out of, resulting from the Hospital's failure to perform its obligations under this Agreement. Subject to the limitations set forth in Section 768.28, Florida Statutes, the County shall indemnify the Hospital against any claims, damages, losses, and expenses, including reasonable attorneys' fees and costs, arising out of, resulting from or in any way connected with the performance of the County's responsibilities under this Agreement including the County's review of all invoices to insure that no violations of state of federal laws, rules or regulations occurs in payments made pursuant to this Agreement. 2. Insurance Required. During the term of this agreement the Hospital shall procure and maintain liability insurance coverage. The liability insurance coverage shall be in amounts not less than $1,000,000 per person and $2,000,000 per incident or occurrence for personal injury, death, and property damage or any other claims for damages caused by or resulting from the activities under this Agreement. Such policies of insurance shall name the County as an additional insured. The Hospital shall purchase all policies of insurance from a financially responsible insurer duly authorized to do business in the State of Florida. The Hospital shall be financially responsible for any loss due to failure to obtain adequate insurance coverage and the failure to maintain such policies or certificate in the amounts set forth herein shall constitute a breach of this agreement. ARTICLE VIII BILLING PROCEDURES The Hospital has standard, acceptable billing procedures that the Hospital will utilize in the performance of its obligations under this Agreement. The County shall provide the Hospital with invoices pursuant to this Agreement once the County has verified the validity of the invoices to be paid by the Hospital. The Hospital will not pay any invoices prior to the County's approval. The Hospital shall make payment, on a voluntary basis, to specific healthcare programs and services, such as the mental health programs of the David Lawrence Center and the Collier County Health Department that are pre- approved by the County for payment. The Hospital shall use reasonable efforts to pay invoices approved by the County within thirty (30) days of County approval. For the healthcare services provided by the Hospital, the Hospital shall be reimbursed at the federally approved Medicare rates. The County shall be responsible for verifying invoices for such services prior to reimbursement to the Hospital. The Hospital has the right to bill the balance to the patient for any difference between the Medicare rate and the amount the hospital is paid pursuant to the County's authorization. ARTICLE IX RECORDS 1. The Hospital and /or its sub - contractor shall keep orderly and complete records of its accounts and operations related to the services provided under this Agreement for the entire term of the Agreement plus three (3) years. The Hospital and /or its sub - contractor shall keep open these records to inspection by County personnel at reasonable hours during the entire term of this Agreement. If any litigation, claim or audit is commenced prior to the expiration of the three (3) year period and extends beyond this period the records must remain available until any litigation, claim or audits have been resolved. Any person duly authorized by the County shall have full access to and the right to examine any of said records during said period. Access to PHI shall be in compliance with federal laws and HIPAA. ARTICLE X CIVIL RIGHTS 1. There will be no discrimination against any employee or person served on account of race, color, sex, age, religion, ancestry, national origin, handicap or marital status in the performance of the Agreement. 2. It is expressly understood that, upon receipt of evidence of such discrimination, the County shall have the right to terminate this Agreement for breach of agreement. 3. The Hospital and /or its sub - contractor shall comply with Title VI of the Civil Rights Act of 1964 (42 USC 2000d) in regard to persons served. 4. The Hospital and /or its sub - contractor shall comply with Title VII of the Civil Rights Act of 1964 (42 USC 2000c) in regard to employees or applicants for employment. 5. The Hospital and /or its sub - contractor shall comply with Section 504 of the Rehabilitation Act of 1973 in regard to employees or applicants for employment and clients served. ARTICLE XI OTHER CONDITIONS 1. Any alterations, variations, modifications or waivers of provision of this Agreement shall only be valid when they have been reduced to writing, duly signed and attached to the original of this Agreement. The parties agree to renegotiate the Agreement if revision of any applicable laws or regulations makes changes in the Agreement necessary. 2. This Agreement contains all the terms and conditions agreed upon by the parties. All items incorporated by reference are as though physically attached. No other agreements, oral or otherwise, regarding the subject matter of this Agreement, shall be deemed to exist or to bind any of the parties hereto. 1605 3. The Hospital and /or its sub - contractor shall obtain and possess throughout the term of this Agreement all licenses and permits applicable to its operations under federal, state, and local laws, and shall comply with all fire, health and other applicable regulatory codes. 4. The Hospital and /or its sub - contractor agrees to comply with all applicable requirements and guidelines prescribed by the County for recipients of funds. 5. The Hospital and /or its sub - contractor agree to safeguard the privacy of information pursuant to the Health Insurance Portability and Accountability Act of 1996 (HIPAA). IN WITHNESS WHEREOF, the parties have executed this Agreement on the dates indicated below. ATTEST: DWIGHT E. BROCK, CLERK as Clad t 1, 4 iI k #yfldt�r,1' ;CLERK Approval as to form and legal Sufficiency: Jennifer B. White Assistant County Attorney ATTEST: By: Date: BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA By: ) ��' — FRED W. COYLE, CHAIRMAN I Naples HMA, LLC., d /b /a Physicians Regional Healthcare System, a Florida limited liability company By: Title: ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO ,0 5 THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE ROUTING SLIP Complete routing lines #I through #4 as appropriate for additional signatures, dates, and/or information needed. If the document is already complete with the exception of the Chairman's sienature. draw a line through routine lines # 1 throueh #4, complete the checklist, and forward to Ian Mitchell (line #5). Route to Addressee(s) List in routing order Office Initials Date 1. Ashlee Franco, Accounting Supervisor HHVS Ck 10 /1Q /11 cll( 2. Clerk of Courts Minutes and Records Dept., 4h Fl. AF 10/10/11 3. September 27, 2011 Agenda Item Number 16D 5 (Item #3065) 4. by the Office of the County Attorney. This includes signature pages from ordinances, Type of Document Contract Agreement Number of 2 Agreements, 1 Attached an original signature from the Documents Attached copies of each PRIMARY CONTACT INFORMATION (The primary contact is the holder of the original document pending BCC approval. 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, including Ian Mitchell needs to contact staff for additional or missing information. All original documents needing the BCC Chairman's signature are to be delivered to the BCC office only after the BCC has acted to approve the item.) Name of Primary Staff Ashlee Franco / Housing, Human and Phone Number 252 -2689 Contact Veteran Services (Initial) Please call or e-mail 1. Original document has been signed/ initialed for legal sufficiency. (All documents to be AF for vick u Agenda Date Item was September 27, 2011 Agenda Item Number 16D 5 (Item #3065) Approved by the BCC by the Office of the County Attorney. This includes signature pages from ordinances, Type of Document Contract Agreement Number of 2 Agreements, 1 Attached an original signature from the Documents Attached copies of each Chairman needed on each copy agreement INSTRUCTIONS & CHECKLIST I: Forms/ County Forms/ BCC Forms/ Original Documents Routing Slip WWS Original 9.03.04, Revised 1.26.05, Revised 2.24.05 Initial the Yes column or mark "N /A" in the Not Applicable column, whichever is Yes N/A (Not ap ropriate. (Initial) Applicable) 1. Original document has been signed/ initialed for legal sufficiency. (All documents to be AF signed by the Chairman, with the exception of most letters, must be reviewed and signed by the Office of the County Attorney. This includes signature pages from ordinances, resolutions, etc. signed by the County Attorney's Office and signature pages from contracts, agreements, etc. that have been fully executed by all parties except the BCC Chairman and Clerk to the Board and possibly State Officials.) 2. All handwritten strike- through and revisions have been initialed by the County Attorney's AF N/A Office and all other parties except the BCC Chairman and the Clerk to the Board 3. The Chairman's signature line date has been entered as the date of BCC approval of the AF document or the final negotiated contract date whichever is applicable. 4. "Sign here" tabs are placed on the appropriate pages indicating where the Chairman's AF signature and initials are required. 5. In most cases (some contracts are an exception), the original document and this routing slip AF should be provided to Ian Mitchell in the BCC office within 24 hours of BCC approval. 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! 6. The document was approved by the BCC on 9/27/2011 (enter date) and all changes AF N/A made during the meeting have been incorporated in the attached document. The County Attorney's Office has reviewed the changes, if applicable. I: Forms/ County Forms/ BCC Forms/ Original Documents Routing Slip WWS Original 9.03.04, Revised 1.26.05, Revised 2.24.05 � r SEP 3 0 2011 Letter of Agreement �pp��+�.+pMEDICAID THIS LETTER OF AGREEMENT made and entered into in duplicate on the 27th u'�3'` MAM ANALYSIS September, 2011, by and between Collier County, (the County) and the State of Florida, through its Agency for Health Care Administration, (the Agency), 1. Per Senate Bill 2000, the General Appropriations Act of State Fiscal Year 2011 -2012, passed by the 2011 Florida Legislature, the County and the Agency agree that the County will remit to the State an amount not to exceed a grand total of $1,326,164. a. The County and the Agency have agreed that these funds will only be used to increase the provision of Medicaid funded health services to the people of the County and the State of Florida at large. b. The increased provision of Medicaid funded health services will be accomplished through the buy back of the Medicaid inpatient and outpatient trend adjustments up to the actual Medicaid inpatient and outpatient cost but not to exceed the amount specified in the Appropriations Act for public hospitals, including any leased public hospital found to have sovereign immunity, teaching hospitals as defined in section 408.07 (45) or 395.805, Florida Statutes, which have seventy or more full -time equivalent resident physicians, designated trauma hospitals and hospitals not previously included in the GAA. 2. The County will pay the State an amount not to exceed the grand total amount of $1,326,164. The County will transfer payments to the State in the following manner: a. The first quarterly payment of $331,541, for the months of July, August, and September, is due upon notification by the Agency. b. Each successive payment of $331,541 is due as follows, November 30, 2011, March 31, 2012 and June 15, 2012. c. The State will bill the County each quarter payments are due. 3. Timelines: This agreement must be signed and submitted to the Agency no later than September 30, 2011, to be effective for SFY 2011- 2012. 4. The County and the State agree that the State will maintain necessary records and supporting documentation applicable to Medicaid health services covered by this Letter of Agreement. Further, the County and State agree that the County shall have access to these records and the supporting documentation by requesting the same from the State. 5. The County and the State agree that any modifications to this Letter of Agreement shall be in the same form, namely the exchange of signed copies of a revised Letter of Agreement. SFY 2011 -12 Buyback LOA Page 1 1605 6. The County confirms that there are no pre - arranged agreements (contractual or otherwise) between the respective counties, taxing districts, and/or the hospitals to re- direct any portion of these aforementioned Medicaid supplemental payments in order to satisfy non - Medicaid activities. 7. This Letter of Agreement is contingent upon the State Medicaid Hospital Reimbursement Plan reflecting 2011 -12 legislative appropriations being approved by the federal Centers for Medicare and Medicaid Services. 8. This Letter of Agreement covers the period of July 1, 2011 through June 30, 2012. SFY 2011 -12 Buyback LOA Page 2 1 WITNESSETH: IN WITNESS WHEREOF the parties have duly executed this Letter of Agreement on the day and year above first written. Collier County Fred W. Coyle Chairman a Lie T .E D Yy i K, le�9 4s to ChalreAn s ature on, SFY 2011 -12 Buyback LOA State of Florida Phil E. Williams Assistant Deputy Secretary for Medicaid Finance, Agency for Health Care Administration A 'ov" 88 to forrn 8, teal Sufflclane", �� ^ ►cam+ ��2 . Wi, RECEIVED SEP 3 0 2011 ill hi M11 V, IF-1, Page 3 1 m r°zrl Letter of Agreement I,k4l b Q 1'i THIS LETTER OF AGREEMENT made and entered into in duplicate on the 27th day of September, 2011, by and between Collier County, (the County) and the State of Florida, through its Agency for Health Care Administration, (the Agency), 1. Per Senate Bill 2000, the General Appropriations Act of State Fiscal Year 2011- 2012, passed by the 2011 Florida Legislature, the County and the Agency agree that the County will remit to the State an amount not to exceed a grand total of $873,836. a. The County and the Agency have agreed that these funds will only be used to increase the provision of Medicaid funded health services to the people of the County and the State of Florida at large. b. The increased provision of Medicaid funded health services will be accomplished through the removal of inpatient and outpatient reimbursement ceilings for public hospitals, or any leased public hospital found to have sovereign immunity, hospitals with graduate medical education positions that do not qualify for the elimination of the inpatient and outpatient ceilings under any section of the General Appropriations Act (GAA), that provide services to Medicaid recipients or hospitals not previously included in the GAA. 2. The County will pay the State an amount not to exceed the grand total amount of $873,836. The County will transfer payments to the State in the following manner: a. The first quarterly payment of $218,459, for the months of July, August, and September, is due upon notification by the Agency. b. Each successive payment of $218,459 is due as follows, November 30, 2011, March 31, 2012 and June 15, 2012. c. The State will bill the County each quarter payments are due. 3. Timelines: This agreement must be signed and submitted to the Agency no later than September 30, 2011, to be effective for SFY 2011- 2012. 4. The County and the State agree that the State will maintain necessary records and supporting documentation applicable to Medicaid health services covered by this Letter of Agreement. Further, the County and State agree that the County shall have access to these records and the supporting documentation by requesting the same from the State. 5. The County and the State agree that any modifications to this Letter of Agreement shall be in the same form, namely the exchange of signed copies of a revised Letter of Agreement. SFY 2011 -12 Public Exemptions LOA Page 1 1605 6. The County confirms that there are no pre - arranged agreements (contractual or otherwise) between the respective counties, taxing districts, and/or the hospitals to re- direct any portion of these aforementioned Medicaid supplemental payments in order to satisfy non - Medicaid activities. 7. This Letter of Agreement is contingent upon the State Medicaid Hospital Reimbursement Plan reflecting 2011 -12 legislative appropriations being approved by the federal Centers for Medicare and Medicaid Services. 8. This Letter of Agreement covers the period of July 1, 2011 through June 30, 2012. SFY 2011 -12 Public Exemptions LOA Page 2 loos WITNESSETH: IN WITNESS WHEREOF the parties have duly executed this Letter of Agreement on the day and year above first written. Collier County 7��A..J C" Fred W. Coyle Chairman F", SFY 2011 -12 Public Exemptions LOA State of Florida /Y' Phil E. Williams Assistant Deputy Secretary for Medicaid Finance, Agency for Health Care Administration r prOved as to forrr, ,� legal Suf IcIg ey s �c\Jij=c-(Z (3 .czr%� \7' �C— V �q SEP 3 0 2011 MEDIU PROGRAM ANALY Page 3