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Home My WebLink AboutPharmaceutical Supply Agreement - St Joseph Regional Medical Center Inc - Supply SBFD EMS with Non Controlled Substances1316 COUNTY-Cury Buiu.')iwi 227 W. JEFFERSON BouLEVARD, Soui'ii BEND. INDIANA 46601-1830 CITY OF SOUTH BEND PETE B,UTTIGIEG, MAYC"' Bw.. 17� March 13, 2018 Jason Jablonski St. Joseph Regional Medical Center, Inc. 5215 Holy Cross Parkway Mishawaka, IN 46545 RE: Pharmaceutical Supply Agreement Dear Mr. Jablonski: PHONE 574/235-9251 VAX 574/ 235-9171 The Board of Public Works, at its meeting held on March 13, 2018, approved the above referenced agreement to supply the South Bend Fire Department EMS with non -controlled substances in the amounts as invoiced. Enclosed please find the original of the agreement for your signature, Please sign and return the original agreement to our office and retain a copy.for your records. If you have any further questions regarding this matter, please call this office at (574) 235- 9251. Sincerely, 0� Linda M. Martin, Clerk Enclosure c: Andy Myer, EMS GARY A. Gii,o'r S(JZANNA M. RuTZBER(, ELIZABE"Tti A, MARADIK JAW.s A. MUELLFR THERESE J. DORAIJ PHARMACEUTICAL SUPPLY AGREEMENT (Non-profit/municipality EMS providers; non -controlled substances only) This Pharmaceutical Supply Agreement ("Agreement") is effective this 53 ay of 1 N 1 , 2018 ("Effective Date") and is executed between Saint Joseph Regional Medical Center, Inc. ("Supplier") andCVk)_qL&2Ll ' ("EMS Provider"). WHEREAS, EMS Provider is a [non-profit/municipality] emergency medical services ("EMS") provider that provides EMS services to Supplier and maintains a supply of non - controlled substances in order to provide EMS services to Supplier and other health care facilities in the local community; and WHEREAS, Supplier maintains a pharmacy in the local community and supplies nonprofit and State and local government EMS service providers with non -controlled substances; and WHEREAS Supplier desires to be the supplier of certain medications to EMS Provider in accordance with this Agreement; and WHEREAS, EMS Provider desires Supplier to be its supplier of certain medications in accordance with this Agreement. NOW, THEREFORE, in consideration of the mutual promises and covenants as described in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: Services. Supplier shall provide EMS Provider with the non -controlled substances agreed upon by Supplier and EMS Provider from time to time (the "EMS Medications"); provided, however, that during times of drug shortages or supply interruptions, Supplier may not be able to supply EMS Provider with some or all of the EMS Medications. Once picked up, the EMS Medications will become the property of EMS Provider and EMS Provider is responsible for all appropriate handling, use, documentation, and disposal. The EMS Medications may not be returned to Supplier. All restocking of EMS Provider's ambulances with EMS Medications will be done by Supplier's pharmacy staff and all EMS Medications shall be provided consistent with the ambulance replenishing safe harbor to the Anti -Kickback Statute (42 U.S.C. § 1000.952(v)). 2. Charges. Supplier shall charge EMS Provider a usage fee equal to the Supplier's cost for the EMS Medications provided to the EMS Provider. Supplier shall invoice EMS Provider for such usage fees at the end of each month. EMS Provider shall remit payment to Supplier within thirty (30) days of receiving an invoice from Supplier. 3. Term/Termination. This Agreement shall commence as of the Effective Date and continue for a period of one (1) year ("Initial Term"), unless terminated sooner as provided herein. Following the initial Texan, this Agreement shall automatically renew for additional year terms. Either party shall have the right to terminate this Agreement at any time without cause upon thirty (30) days written notice to the other party. Supplier has the right to terminate this Agreement immediately if the EMS Provider breaches any of the representations made in this Agreement. 4. Obligations of EMS Provider. At all times during the term of this Agreement, EMS Provider shall comply with Supplier's EMS Medication Restocking Policy (the "Restocking Policy"). EMS Provider acknowledges that Supplier has provided EMS Provider a copy of the Restocking Policy and that EMS Provider understands its terms. The EMS Provider shall comply with all federal, state, and local laws regulating ambulance services and non -controlled substances, including, but not limited to, EMS services, and the provision of drugs and medical supplies. No Intent to Induce Referrals. No provision of this Agreement is intended as an inducement or offer to give or receive anything of value, either directly or indirectly, for the referral of patients or for the arranging or furnishing of any item or service for which payment may be made by a federal or state health care program. 6. Mutual Indemnification. EMS Provider agrees to defend, indemnify, and hold harmless Supplier, its parent, affiliates, subsidiaries, officers, directors, employees, agents, and representatives from and against any and all liabilities, losses, expenses, and attorney's fees, including any State and/or Federal penalties or fines that may be levied against the Supplier by the Drug Enforcement Agency or any other State and/or Federal agencies, arising out of or in connection with EMS Provider's negligent acts or omissions, willful misconduct, or any diversion or other misconduct associated with the use, storage, or documentation of the medications provided in connection with this Agreement. Supplier agrees to defend, indemnify, and hold harmless EMS Provider, its parent, affiliates, subsidiaries, officers, directors, employees, agents, and representatives from and against any and all liabilities, losses, and expenses (including without limitation reasonable attorney fees) arising out of or in connection with Supplier's negligent acts or omissions, or willful misconduct in connection with this Agreement. 7. Notice. Any notice required or allowed to be given hereunder shall be deemed to have been given three (3) days after deposit in the United States mail, registered or certified, with return receipt requested and addressed as follows: US. 116118849.01 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the Effective Date set forth above. "SUPPLIER" "EMS PROVIDER" SAINT JOSEPH REGIONAL MEDICAL CENTER, INC. By: ___ By: Title: TitleDate, Dat( 4 US. 116118849.01 at# .1 'wo vul) of P1141k, 0 If to Supplier: Saint Joseph Regional Medical Center, Inc. 5215 Holy Cross Parkway Mishawaka, Indiana 46545 Attn: Jason Jablonski If to EMS Provider: Attn: 8. Governing Law. This Agreement and legal relations between the parties shall be governed by and construed exclusively in accordance with the laws of the State of Indiana without respect to the conflict of laws provisions thereof.. All matters, including, without limitation, matters of validity, interpretation, constriction, effect, performance, enforcement and performance or interpretation hereof, shall be brought exclusively in any court of competent jurisdiction in the State of Indiana. 9. Entire Agreement. This Agreement shall constitute the entire written agreement between the parties, and shall supersede any and all agreements in effect between the parties hereto. This Agreement may be modified only by written agreement executed by the parties hereto. If any provision of this Agreement is found, held or deemed to be void, unlawful or unenforceable under any applicable statute or other controlling law, the remainder of this Agreement shall continue in full force and effect. No breach of any provision hereof can be waived unless in writing. Waiver of any breach of any provision hereof shall not be deemed to be a waiver of any other breach of the same or any other provision. 10. Assignment. Neither party shall assign this Agreement without the written consent of the other party, provided, however, Supplier may assign this Agreement to a parent, affiliate, or related subsidiary corporation without the written consent of EMS Provider. 11. Debarment. Each party represents and warrants that it has never been sanctioned by the Office of Inspector General ("OIG") of the Department of Health and Human Services, barred from federal or state procurement programs, or convicted of a criminal offense with respect to health care reimbursement. Each party shall immediately notify the other party if the foregoing representation becomes untrue, or if the party is notified by the OIG or other enforcement agencies that an investigation has begun which could lead to such sanction, debarment, or conviction. [Remainder of page intentionally left blank; Signatures appear on the following page] US.116118849.01 BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date 3/7/2018 Department Fire BPW Date 3,/13/2018 Phone 9255 Name Andy Myer, A/G EMS 0 Legal ❑ Attorney Name Elliott Anderson a) 0, Controller review is required for all Contracts $5,000.00 or more - W Controller F] and greater than one year in length per the City Purchasing E 0 (D a_ -0 CO Policy cl� :3 Purchasing Check the Awroviate Item Tv — Reauired for All Submissions Z Agreement Contract -=P�oposal El Addendum Claim El Bid Opening El Bid Award El Req. to Advertise'] [:1 Title Sheet Quote Opening ❑ Quote Award -E] E] Chg Order No. ❑ C/O & PCA No. ❑ PC/ A \ Ease./Encroach. El Traffic Control ❑ Resolution ❑ Other. Company or Vendor Name St. Joseph Regional Medical Center New Vendor El Yes H No El If Yes, Approved by Purchasing MBENVBE Contractor [j MBE [] WBE Project Name Project Number Funding Source Ca ital Lease Principal Account No. 288.0902.42212-24 Amount $ As invoiced Terms of Contract Annual Purpose/Description Supplies EMS with the non -controlled substances, Amount of F-1 � n increase Decrease .. . . ....... Previous Amount Current Percent of Change: $ % New Amount $ Total Percent of Change: % PO No. ........ .. Dispersal After Approval Copy Original