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HomeMy WebLinkAboutPSA - Memorial Hosp of South Bend - Ambulance Staffing Agreement1316 COUNTY -CITY BUILDING 227 W. JEFFER$ON BOULEVARD SOUTH BEND. INIDIANA 46601-1830 CITY OF SOUTH BEND PETE BUTTIGIEG, MAYOR BOARD OF PUBLIC WORKS February 14, 2017 Memorial Hospital of South Bend 615 North Michigan Street South Bend, IN 46601 RE: Professional Services Agreement To Whom It May Concern: PHONE 574/235-9251 FAX 574/ 235-9171 The Board of Public Works, at its meeting held on February 14, 2017, approved the above referenced five (5) year ambulance staffing agreement in the amount of $24,950 per month paid to the South Bend Fire Department for 2017, with annual increases. Enclosed please find a copy of the agreement for your records. If you have any further questions regarding this matter, please call this office at (574) 235- 9251. Sincerely, Linda M. Martin, Clerk Enclosure c: Todd Skwarcan, Fire Department GARY A. GILOT SUZANNA M. FRITZBERG ELIZABETH A. MARADIK JAMES A. MUELLER THERESE J. DORAU BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date 2-7-2017 Department Fire BPW Date 2-14-2017 Phone 9255 Name Todd Skwarcan o Legal ® Attorney Name Michael Schmidt o Controller review is required for all Contracts $5,000.00 or more o o Controller ❑ and greater than one year in length per the City Purchasing o m Policy co Purchasing ❑ Check the Appropriate Item Tvoe — Reauired for All Submissions ® Agreement ❑ Contract I ❑ Proposal ❑ Addendum ❑ Claim ❑ Bid Opening ❑ Bid Award I ❑ Reg. to Advertise ❑ Title Sheet ❑ Quote Opening Quote Award ❑ Chg Order No. ❑ C/O & PCA No. ❑PCA ❑ Ease./Encroach. ❑ Traffic Control ❑ Resolution ❑ Other: mtormation Company or Vendor Name Memorial Hospital New Vendor ❑ Yes LA No ❑ If Yes, Approved by Purchasing MBE/WBE Contractor ❑ MBE ❑ WBE Project Name Project Number Funding Source Account No. Amount $ Terms of Contract 5 year Purpose/Description Ambulance staffing agreement Amount of Increase Decrease For Change Orders O Total Percent of Change: % PO No. Copy Original ❑ ❑ ❑ ❑ CHILDREN'S HOSPITAL AMBULANCE STAFFING AGREEMENT THIS AGREEMENT is made effective the � day of ( , 2017 by and between the City South Bend, Indiana is a municipal corporation existing anoperating as a political subdivision of the State of Indiana as defined by Ind. Code § 36-1-2-13 and Memorial Hospital of South Bend, a non-profit domestic corporation organized under the laws of the State of Indiana and having its offices at 615 North Michigan, South Bend, Indiana 46601. c a *11M WHEREAS, the health of the citizens of the community is very important to the Civil City of South Bend ("South Bend"); and WHEREAS, Memorial Hospital of South Bend ("Memorial") is a not -for -profit community hospital located in South Bend, Indiana and providing health care to area sick and injured adult and pediatric populations; and WHEREAS, to accomplish its goals, Memorial Hospital and the Civil City of South Bend jointly recognize the need for safe and responsible transportation of patients across the lifespan to hospital care when an emergency or medical necessity arises; and WHEREAS, the parties have, for more than twenty (20) years, been operating under an agreement to their mutual satisfaction and desire to continue such agreement, therefore, the parties hereby enter into the following contract: 1. Subject Matter of Agreement. Memorial is the owner of four (4) Children's Hospital Ambulance vans which shall be referred to as collectively as the "Children's Hospital Ambulances". Each of the Children's Hospital Ambulances is equipped medically for the transportation of infants, children or adolescents, and the South Bend Fire Department ("SBFD") will provide a licensed driver for each Children's Hospital Ambulance and shall maintain each Ambulance, all as set forth in this Agreement. On occasion a Children's Hospital Ambulance may be used for adult patient transfers in connection with Beacon Health System Hospitals or with the Children's Hospital. For purposes of this Agreement, the primary unit for use by the Pediatric Intensive Care Unit shall be identified as Unit 120, and the Neo-Natal Intensive Care Unit shall be identified as Unit 122, the Peri-Natal Transport Unit shall be identified as Unit 124. These vehicles shall be used as the primary unit for their respective functions when fit. Unit 121 shall be used to replace any of the primary units that might be out of service or during concurrent runs. Unit 121 will be used as the back transport vehicle. Memorial, at its discretion, at any time may substitute a new, specially equipped, ambulance van for any of the Children's Hospital Ambulances referenced above. 2. Memorial's Responsibilities in the Operation of the Children's Hospital Ambulances. (a) Memorial shall, at its expense, maintain all medical equipment in the Children's Hospital Ambulances; (b) Memorial shall make or be responsible, at its expense, for all vehicle repairs (including communication equipment), regardless of cause, including parts and labor and routine maintenance; Repairs determined to be as a result of negligence, failure to follow established safety protocols or an unlawful act of a driver will be the responsibility of the Civil City of South Bend. (c) Memorial shall provide necessary professional staff in the Children's Hospital Ambulances to render appropriate medical care to all patients; (d) Memorial shall, at its expense, keep effective during the entire term of this Agreement, insurance policies; (i) Covering the Children's Hospital Ambulances against fire and theft; (ii) Covering collision damage to the Children's Hospital Ambulances with a $500.00 deductible; (iii) Covering the Children's Hospital Ambulances and Memorial's agents who drive it against liability for personal injury with limits of at least $700,000.00 per person and $5,000,000.00 per occurrence; (iv) Covering the Children's Hospital Ambulances and Memorial's agents who drive it against liability for property damage with a limit of not less than $100,000.00. 3. SBFD's Responsibilities in Operation of the Children's Hospital Ambulances. (a) SBFD shall keep the Children's Hospital Ambulances in good repair and ready mechanical condition including but not limited to the following routine maintenance: gas and oil, lubrication, filters. For the duration of this agreement Memorial shall pay SBFD Seventy and 00/100 Dollars ($770.00) per hour for time spent maintaining the Children's Hospital Ambulances and, in addition, shall reimburse SBFD for its actual costs (which shall reflect any discount available to the Civil City of South Bend) for fuel and other parts and supplies necessary to maintain the Children's Hospital Ambulances. The SBFD shall provide to Memorial a copy of the maintenance schedules, records, and costs on a quarterly basis and Memorial shall make payment to SBFD within thirty (30) days after receipt of the necessary information. (b) SBFD shall be on call for the operation of the Children's Hospital Ambulances twenty-four hours a day, 365 days a year. (c) SBFD shall provide competent and properly licensed drivers, subject to the approval of Memorial's insurance carrier, for the Children's Hospital Ambulances; the driver shall have knowledge of primary and alternate routes to hospitals in the service area of Memorial. (d) SBFD shall house all units at the Memorial Emergency Transport Facility, 110 E. Marion Street, South Bend or other readily accessible facility mutually agreed upon by the parties. The maintenance records for all units shall be kept at the SBFD garage, or other such secure facility upon written notification to Memorial. (e) A Memorial employee so designated by the Medical Director(s) of the Neonatal/Pediatric Intensive Care Units or the Maternal Fetal Medicine department shall be solely responsible for determining when to dispatch the Children's Hospital Ambulances. On occasion, the hospital may determine the need for use of the Children's Hospital Ambulances for community events/programs to be manned by Memorial personnel. Memorial understands and acknowledges that use of any Children's Hospital Ambulance for such events may prolong the response time of that Unit, and/or its driver due to the changed location. (f) SBFD shall at all times maintain the Children's Hospital Ambulance radios, and make such arrangements as are necessary for maintenance and/or repair of them. (g) The Children's Hospital Ambulances shall be exclusively dedicated to use in providing services under this Agreement, and the SBFD shall not use the Children's Hospital Ambulances for any other purpose without the express written consent of Memorial. (h) In the event a Children's Hospital Ambulance is unsafe, South Bend Fire Department shall notify Memorial of this fact immediately and take other steps appropriate under this contract to make it safe. In the event all Children's Hospital Ambulances are unsafe or on runs, the South Bend Fire Department shall be excused from answering calls for transport made pursuant to this contract. (i) For the primary unit, an emergency response time of fifteen (15) minutes for NICU runs and thirty (30) minutes for PICU and Maternal runs shall be established. For any back-up units, an emergency response time of thirty (30) minutes shall be established whenever possible. Whenever possible, a non -emergency (back transport) will be scheduled between 0800 and 1500 hours and a twenty-four (24) hour notice period shall be established. 0) The SBFD shall respond to a telephone request from Memorial for dispatch of a Children's Hospital Ambulance for NICU within fifteen (15) minutes of the time it receives the call for the primary run or within thirty (30) minutes of the time it receives the call for a back-up run, and shall have the Children's Hospital Ambulance en route to the pick-up point within this time period unless the Children's Hospital Ambulance is providing services under this Agreement at the time the request for dispatch is received, or is delayed by adverse weather conditions or other events outside the control of the SBFD, in which case the SBFD shall dispatch the Children's Hospital Ambulances as soon as possible, or in accordance with the directions of Memorial, whichever is applicable. (i) The parties agree to meet quarterly to ensure competency, driver proficiency, and other such training issues as are necessary to the intent and purposes of this agreement. 4. Responsibilities of the Parties with Respect to Billing Patients Served by the Children's Hospital Ambulances. As compensation for services provided by SBFD pursuant to this Agreement, Memorial shall pay to SBFD a fee of Twenty -Four Thousand Nine Hundred and Fifty Dollars ($24,950) per month for calendar year 2017. Subsequent years this agreement is in force the annual rate increases will generally be 2% and shall not exceed 4% in any given year. The actual amount of increase for the upcoming year will be provided via written notification no later than November in the preceding year of the increase. Increases will take effect on the first day of the calendar year and remain effective for the entire calendar year. Payments shall be made on a monthly basis and shall be due on the tenth (1 Oth) day of each month for as long as this Agreement remains in effect. In addition to the monies received from Memorial, SBFD, or such other department of the City of South Bend as shall be properly designated, shall bill to the patient or the patient=s representative appropriate fees for the operation of the Children's Hospital Ambulance and mileage applicable in the amount set forth in Ordinance 9887-08, which is attached hereto and incorporated by reference as Exhibit A. Any changes in billing shall be approved by Memorial. SBFD shall use its best efforts to collect all appropriate fees. If the amount collected by SBFD in any of the 6 month periods of April through September OR October through March exceeds $65,000, that excess will be paid to Memorial within 90 days (December 31 or June 30 of the respective year). If the amount collected during the 6 month periods of April through September OR October through March fails to meet the $25,000 threshold, SBFD shall notify Memorial in writing by December 15 or June 15 of the respective year of the amount of shortfall and Memorial shall reimburse SBFD for the shortage within 30 days after the notice. SBFD will provide itemized collection and billing report to the Ground Transport Director for each Memorial owned ambulance that includes: Date of Service, Pick up facility, drop off facility, Base amount billed, and mileage billed, and total outstanding billed and total amount collected efforts every 60 days. Memorial agrees to work with SBFD to develop this report. With 30 days' written notice, Memorial shall have the option to remove the Billing practice from the SBFD with no change in contractual monthly (base) rates or repair rates. In the event that Memorial removes the billing ftom SBFD, Memorial agrees to pay, upon invoice, $200 per completed transport. The monthly invoice will specify the number of transports for which the invoice is submitted and will only include transports from the billed month. Any patient transported from airport to hospital or hospital to airport will count as a completed transport for billing purposes. 10 5. Responsibility of the Parties with Respect to the Housing of the Children's Hospital Ambulances. Memorial Hospital shall provide a facility at 110 E. Marion Street for the housing of the Children's Hospital Ambulances. Day to day clean up of the facility and necessary personnel supplies shall be the responsibility of the SBFD. All other repairs and maintenance, including painting, exhaust hoses, and shorelines shall be the responsibility of Memorial Hospital. 6. License Plates and Title. License plates used on the Children's Hospital Ambulances shall be issued to and in Memorial's name and shall be retained by Memorial at all times. 7. Responsibility for Patient Care. The primary nurse assigned by Memorial to staff the Children's Hospital Ambulances shall be totally responsible for the medical management of the patient and shall have the right to control the operation of the Children's Hospital Ambulance if necessary for the welfare of the patient. 8. Control of Vehicle. When the Children's Hospital Ambulance is in use, the driver shall have control of the ambulance, except as necessary for appropriate medical management of the patient. SBFD shall have control and custody of the Children's Hospital Ambulances when not in use and shall maintain all units upon the premises at 110 East Marion, South Bend, Indiana or as otherwise provided in Paragraph 3, above, except during time of maintenance and repair when not in use. Memorial reserves the right to require the driver to participate in a pre -transport Risk Assessment Evaluation post transport debrief and to impose Safety practices consistent with best Safety Practices. Any training required to participate in these Safety practices will be provided by Memorial. 9. Status of Personnel. (a) Inside the State of Indiana. When a Children's Hospital Ambulance is operating within the State of Indiana, the parties agree that the professional medical staff furnished to the Children's Hospital Ambulance are employees of Memorial and that the driver furnished by SBFD is an employee of the City of South Bend. It is further agreed by the parties that SBFD is an independent contractor in furnishing the driver and maintaining the Children's Hospital Ambulances and that City of South Bend employees are not agents of Memorial on in -state runs. (b) Runs Outside the State of Indiana. In the event a Children's Hospital ambulance, at any time during a run, shall be required to leave the State of Indiana, the driver furnished by SBFD shall be considered an agent of Memorial under the express direction of Memorial's primary nurse assigned to that run. Memorial agents and employees shall be responsible for all matters in regard to the operation of the Children's Hospital Ambulances on out-of-state rims. 10. Manufacturer's Warranty. The Children's Hospital Ambulances are covered by no warranty, guarantee of representation, written or oral, express or implied, except that the standard warranty of the manufacturer, if any, is applicable to the Children's Hospital Ambulance. 11. Effect of Laws. In the event of any of the following, either party may give to the other party notice of intent to amend this Agreement in order to (i) accommodate the terms and intent of this Agreement to the greatest extent possible consistent with the requirements of law; (ii) achieve the least burdensome alternative for the parties which brings this Agreement into compliance with law; and (iii) render this Agreement in compliance with law and alleviate a material adverse legal or financial consequence. If this Agreement is not so amended in writing within thirty (30) business days after said notice is given, this Agreement shall terminate as of midnight of the thirtieth (30th) business day after said notice is given. The triggering of events are: (a) A provision of law invalidates or otherwise is inconsistent with the terms of this Agreement; (b) A provision of law would cause one or both of the parties to be in violation of law; (c) A provision of this Agreement is ruled by a court or other tribunal of competent jurisdiction to be in violation of law; or (d) In the written opinion of a reputable attorney who is demonstrably familiar with health care law or municipal law, as appropriate, and is otherwise qualified and mutually agreed upon by the parties, any federal, state, or local government or agency passes, issues, or promulgates any law, rule; regulation, standard, or interpretation that would render this Agreement illegal, or that could cause significant and material adverse legal and/or financial consequences for any party thereto (including any such action that would adversely affect the tax-exempt state or the present or future tax-exempt financings of Memorial). 12. Entire Agreement This Agreement supersedes all prior agreements and sets forth all the covenants, provisions, agreements, conditions and understandings between the parties concerning the matters contained herein and there are no covenants, promises, agreements, conditions or understandings, either oral or written between them other than as are herein set forth. 13. Waiver, Amendment or Cancellation Any waiver, amendment, or modification of any of the provisions of this Agreement, or cancellation or replacement of this Agreement, shall not be valid unless in writing and signed by the parties hereto. The waiver by any party of a breach or violation of any provision of this Agreement shall not operate as or be construed to be, a waiver of any subsequent breach of the same or other provisions hereof. 14. Indiana Law. This Agreement and Performance hereunder shall be governed by and construed in accordance with the laws of the State of Indiana. Any and all proceedings relating to the subject matter hereof shall be maintained in the Courts of the State of Indiana or the Federal District Court sitting in Indiana, which Courts shall have exclusive jurisdiction for such purposes. 15. Third Parties Acquire No Rights. The rights and obligations arising from this Agreement shall inure to the exclusive benefit of the parties hereto. Nothing herein shall be construed to create any rights or interests in parties other than Saint Joseph=s and the Civil City of South Bend. 16. Interruption of Service. If either party is prevented, hindered, or delayed in performing hereunder by reason of any cause beyond the control of such party, and which cannot be overcome by due diligence, such party shall be excused from such performance to the extent that it is necessarily prevented, hindered, or delayed thereby. During the continuance of any such happening or event, this Agreement shall be deemed suspended so long as and to the extent that any such cause prevents or delays its performance. 17. Term and Termination. This Agreement shall be in effect for five (5) calendar years commencing in 2017 through the end of 2021 provided, however, either Memorial or SBFD shall have the right to terminate this Agreement upon thirty (30) days written notice to the other party in the event either party determines that the performance of the contract is not in the best interest of Memorial or SBFD, whichever the case may be. Nothing in this contract shall prohibit the parties from making written modifications to this Agreement during its term. 7 18. Counterparts. This Agreement may be executed in counterparts, all of which shall be deemed originals. [SIGNATURE PAGES ATTACHED] T IE WITNESS WHEREOF, the parties have executed this Agreement on the -dday of > 2017. THE MEMORIAL HOSPITAL OF SOUTH BEND, INC. � �q r d& - ' Gary Gilot, President Suzanna Friit�zlb'ierg, Member Elizabeth Maradik, Member Therese Dora Member d 4 Jars Mueller, Member ATTEST: nda Martin, Clerk Board of Public Works Dated: /T 1 1001-7 BOARD OF PUBLIC WORKS OF CITY OF SOUTH BEND, INDIANA BOARD OF PUBLIC SAFETY OF THE CITY OF SOUTH BEND, INDIANA Daniel Jones, Member John Collins, President Eddie L. Miller, Member Luther Taylor, Member Brian PaW1owSki Attest: Linda Martin, Clerk F:\DATA\SHAl2EV.egal\Wpdala\Cheryl MAgreements_ MiscellaneousWeoNatal\Ambulance Staffing #12 (2013- 2014)_VI_130228.doc 10