Backup Documents 11/10/2009 Item #16D 7
ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLI, 6 D 7
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. Original documents should be hand delivered to the Board Office. The completed routing slip and original
documents are to be forwarded to the Board Office only after the Board has taken action on the item.)
ROUTING SLIP
Complete routing lines #1 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 throuo:h routiOlllines #1 thrOUllh #4, conmlete the checklist, and forward to Sue Filson nine #5).
Route to Addressee(s) Office Initials Date
(List in routimz order)
1. Terri Daniels Housing Human Services 12/4/09
2.
3.
4.
5. Ian Mitchell, Manager Board of County Commissioners ,'~- 11-/"'6 (OJ
./
6. Minutes and Records Clerk of Court's Office
PRIMARY CONTACT INFORMATION
(The primary contact is the holder of the original document pt,'11ding Bee approval, Normally the primary contact is the person who created/prepared the executive
summary. Primary contact information is needed in the event one (lfthe addressees above, including Sue Filson, need to contact staff for additional or missing
information. All original documents needing the Bee Chainnan's signature are to be delivered to the Bee office only after the BeC has acted to approve the
item.)
Name of Primary Staff Terri Daniels Phone Number 252-2689
Contact
Agenda Date Item was November 10, 2009 Agenda Item Number 1607
Approved bv the BCC
Type of Document Agreement - PRMC Number of Original 2
Attached Documents Attached
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark "N/ A" in the Not Applicable column, whichever is
a ro nate.
1. Original document has been signed/initialed for legal sufficiency. (All documents to be
signed by the Chainnan, 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
Chainnan and Clerk to the Board and ossibl State Officials,
2. All handwritten strike-through and revisions have been initialed by the County Attorney's
Office and all other arties exce t the BCC Chainnan and the Clerk to the Board
3. The Chainnan's signature line date has been entered as the date ofBCC approval of the
document or the fmal ne otiated contract date whichever is a licable.
4. "Sign here" tabs are placed on the appropnate pages indicating where the Chainnan's
si ture and initials are re uired.
5. In most cases (some contracts are an exception), the original document and this routing slip
should be provided to Sue Filson 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. B of our deadlines!
6. The document was approved by the BCC 0 (enter date) and all changes
made during the meeting have been incorpo a ed 'n t e attached document. The
Couo Attorne 's Office has reviewed the chan es if a licable.
I: Formsl County Fonns/ Bee Formsl Original Documents Routing Slip WWS Original 9.03.04, Revised 1.26.05, Revised 2.24.05
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MEMORANDUM
Date:
December 8, 2009
To:
Terri Daniels, Grants Supervisor
Human Services Department
From:
Martha Vergara, Deputy Clerk
Minutes & Records Department
Re:
Agreement
Contractor: Physicians Regional Medical Center
Attached, please find one (1) original as referenced above (Agenda
Item #1607), approved by the Board of County Commissioners on
Tuesday, November 10,2009.
Please return any fully executed original documents back to the
Minutes & Records Department for the Board's Official Record.
If you should have any questions, please call 252-7240.
Thank you.
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AGREEMENT
THIS AGREEMENT is made and entered into this JJO\) I 0, ~o[fj by and between Collier
County, Florida, a political subdivision of the State of Florida, hereinafter referred to as "the
County" and Naples HMA, Inc., a Florida corporation d/b/a Physicians Regional Medical Center,
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 best
interest of the people of Collier County; and
WHEREAS, the County desires to contract with the Hospital to provide payments
for health prevention programs, and mental health services to residents of the
County; and
WHEREAS, the Hospital is willing to 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 payment for the following services in the manner as described in
Attachment A, Scope of Services:
a. Collier County Health Department
1. Immunization program
ll. AIDS Prevention Program
111. Tuberculosis Program
IV. Communicable Disease Program
v. Child Health Program
VI. Healthy Start Prenatal Program provided by the Foundation for Women's
Health
Vll. School Health Program
V11l. Adult Health Program
IX. Dental Program
x, Physician Led Access Network (PLAN)
b, Community Mental Health Services provided by the David Lawrence Center, Inc.
c. Hospital agrees to fund other health related programs and services as directed by the
County.
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2. The obligation of the Hospital to provide any services pursuant to this Agreement, or to
pay for services provided by other parties approved by the County pursuant to this
Agreement, shall be contingent upon designated funds being paid to Hospital by ARCA or
County in advance of the obligation of the Hospital to provide any services or to pay for any
services. In the event that sufficient designated funds are available with the Hospital, the
Hospital shall have no obligations under this Agreement.
ARTICLE II
PAYMENTS
1. The County shall make quarterly payments to the State of Florida, Agency for Health Care
Administration (AHCA) under the Inter-Govermnental Transfer Program (IGT).
2, Funding provided in this Agreement shall be prioritized so that designated funding shall
first be used to fund the Medicaid program (including Low Income Pool) and used
secondarily for other purposes.
ARTICLE III
TERMS OF AGREEMENT AND TERMINATION
L The term of this Agreement shall be October I, 2009 through September 30, 2010 with
two annual renewals.
2, Either party may terminate this Agreement thirty with (30) calendar days written notice to
the other party. 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 payment.
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.
4. It is further agreed that in the event general funds to finance all or part of this Agreement
do not become available, the obligations of each party hereunder may be terminated upon no
less than twenty-four (24) hours notice in writing to the other party. Said notice shall be
delivered by certified mail, telegram or in person. The County shall be the final authority as
to the availability of funds and as to how any available funds will be allocated among its
various service providers.
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ARTICLE IV
ASSIGNMENT
I. 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. 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 without obtaining prior written consent. This Agreement
shall run to the County and its successors.
ARTICLE V
SUBCONTRACTING
I. 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 VI
INSURANCE, SAFETY AND INDEMNIFICATION
I. 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 pay for services as directed by the County.
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. The
County's liability is subject to the provision of section 768.28, F.S.
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 submit written evidence of having procured all
insurance policies required herein no later than 10 days after the effective date of this
Agreement and shall submit written evidence of such insurance policies to the County
Housing and Human Services Director and to the County's Risk Management office. 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
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to maintain such policies or certificate in the amounts set forth herein shall constitute a
breach of this agreement.
ARTICLE VII
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 direct the Hospital to make payments 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 payments to specific healthcare programs and services, such as the
mental health programs ofthe David Lawrence Mental Health 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.
For providing Third Party Administrator (TPA) services, the Hospital shall be compensated
monthly and in advance at the rate of $5,000.00 (five thousand dollars) per month not to
exceed $60,000 annually. The Hospital will deduct its compensation from the match revenue
it receives from AHCA.
ARTICLE VIII
RECORDS
I. The Hospital shall provide quarterly financial reports to the County in such detail as
required by the County.
2. 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 HIP AA.
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16D 7
ARTICLE IX
CIVIL RIGHTS
I. 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. 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 X
OTHER CONDITIONS
I. Any alterations, variations, modifications or waivers of provisions ofthis 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.
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 (HIP AA).
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IN WITHNESS WHEREOF, the parties have executed this Agreement on the dates indicated
below.
ATTEST:
DWIGHT E.a~OCK, Clerk
B'~~
" . Deputy Clerk ".
AUn,l. .. to cr...~ I
"...tww'Mt.
Approved as to form and
legal sufficiency
c.~~
Assistant County Attorney
Collier County
BOARD OF COUNTY COMMISSIONERS
COLLIER r/UNTY, FLORI~A
If / ,-'I:'
Yh?n.c ~L <:t:...v.:c..
Donna Fiala, Chairman
Board of County Commissioners
By:
Date: November 10. 2009
NAPLES HMA, INC., d/b/a A FLORIDA
CORPORATION AND PHYSICIANS REGIONAL
MEDICAL CENTER:
By:
Date:
Todd Lupt , hiefFinancialOfficer
Physicians Regional Medical Center
November 10.2009
ltem# It- Pi
Agenda II \ /Ill o~
Date ~
Date l'2.I",loQ
Rec'd ~
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16D 7
ATTACHMENT A
SCOPE OF SERVICES
Responsibilities ofthe Hospital:
1. The Hospital and/or its sub-contractor shall provide payments for health prevention programs
identified in this Agreement to the Collier County Health Department
2. The Hospital and/or its sub-contractor shall provide payments for community mental health
services as identified in this Agreement to the David Lawrence Mental Health Center, Inc,
3. The Hospital and/or its sub-contractor shall provide timely responses to contract requirements.
Responses to inquiries from the Public Services Division, County Health Department or designee
regarding any aspect of payment of services being provided shall be as indicated below.
4. The Hospital and/or its sub-contractor shall provide payments for emergency room, secondary
and tertiary care for those patients determined eligible by the County Housing and Human
Services program.
5. Secondary and tertiary services shall be provided upon the referring physician or designated
physician's order. The referral order shall distinguish between a referral for specific therapeutic
services and a diagnostic workup.
6. Nothing in this contract shall be construed to limit access for a patient to any service provided
by the Hospital that is medically necessary and approved by the County.
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