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HomeMy WebLinkAboutC2010-485 - 12/7/2010 - ApprovedCORPUS CHRISTI EMERGENCY MEDICAL SERVICES MEDICAL DIRECTOR CONTRACT THIS CORPUS CHRISTI EMERGENCY MEDICAL SERVICES MEDICAL DIltECTOR CONTRACT ("Agreement") is .entered into by and between the City of Corpus Christi, a municipal corporation and home-rule city of the State of Texas, Nueces Caunty, Texas, ("City"), and CHRISTUS Spohn Health System Corporation, a Texas nonprofit corporation ("Contractor" or "Medical Director"}, each acting herein by and through its duly authorized official, effective for all purposes upon the execution by all parties. WHEREAS, City operates the Emergency Medical Services of the City of Corpus Christi ("EMS") and desires the Contractor to provide Medical Director Services {"Services"} to EMS; WHEREAS, Contractor is willing to provide the Medical Director Services required hereunder; and WIIER.EAS, Contractor and the City seed to improve emergency care education for their respective organizations by collaborating with the Texas A&M University Health Science Center emergency medicine program at Contractor's facilities. NOW THEREFORE, the parties agree as follows: ARTICLE I -APPOINTMENT AND ACCEPTANCE The City hereby appoints Contractor as the Medical Director of EMS and Contractor agrees to provide the Medical Director Services set forth in Article II below. ARTICLE II ~ SERVICES The Contractor shall serve as Medical Director of the Emergency Medical Services of the City of Corpus Christi and will provide medical supervision of EMS by and through a Designated Physician approved by the Fire Chief, using the standard of ordinary care in all services provided (the "Services"), including, but not limited to, the following: (a) serve as a liaison to the medical community; {b} develop protocols and standing orders for EMS personnel; (c} provide consultation on all EMS equipment to be purchased; (d) sign and apply for all registrations and permits required by the Food and Drug Administration or any other regulatory agency wha may require 2010-485 Res. 028867 12/07/10 Christus Spohn Health System INDEXED registration associated with pharmaceuticals that may be used with the EMS; {e} issue required prescriptions for pharmaceuticals that may be used with the EMS; (f) approve all personnel permitted to function as a medical care provider within the Corpus Christi Fire Department; (g) give guidance and directions to the Dixector of EMS and hislher staff; (h) approve EMS training programs and training personnel; {i) conduct periodic equipment inspections; (j) conduct and oversee quality assurance activities to insure that field personnel and the EMS are performing in accordance with approved protocol and accepted standards; (k} receive input from emergency department and community physicians; (1} advise the City regarding creation and enforcement of ordinances pertaining to emergency medical services, disaster preparedness, and communications and dispatching procedures related to EMS; (m) receive and investigate complaints; (n) provide consultation and medical direction for new programs that may from time to time be approved and implemented within the City including but not limited to programs of Public Access to Defibrillators and provide periodic reports to the City Manager regarding the goals, progress, and needs of the Corpus Christi Emergency Medical Services; (o} collaborate with City and the Texas A&M University System Health Science Center emergency medicine residency program to improve emergency care education; {p} work a minimum of eight hours per month at the EMS administration office; and (q) provide patient care, only if needed. ARTICLE III -OPERATIONAL REQUIREMENTS AND SUPPORT The City shall supply reasonable office space, furnishings, supplies, clerical and support personnel, copiers, landline telephone, Internet access, pager, radio, computer, and equipment for creation of audio and visual aids for EMS related presentations and any other technical, administrative, clerical, and other support personnel that are reasonably necessary for the proper operation of the Services contemplated herein. The City further agrees to participate in efforts to improve emergency care education for EMS by collaborating with Contractor and the Texas A&M University Health Science Center emergency medicine program at Contractor's facilities. ARTICLE N ~---INDEMNIFICATION CONTRACTOR, CHRISTUS SPOHNHEALTHSYSTEM CORPORATION, ITS OFFICERS, EMPLOYEES, AND AGENTS (INDEMNITOR) SHALL INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI, ITS OFFICERS, EMPLOYEES AND AGENTS (INDEMNITEES) FROMAND AGAINST ANYAND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITSAND CAUSES OFACTIDNOFANY NATURE ONACCOUNT OFDEATH, PERSONAL INJURIES, PROPERTYLOSS OR DAMAGE OR ANY OTHER 1~I1VD OF DAMAGE DR LIABILITY WHATSOEVER, INCLUDINGALL EXPENSES OFLITIGATIDN, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES WHICHARISE OR ARE CLAIMED TD HAVE ARISEN DUT OF OR IN CONNECTION WITIl' THE CONTRACTOR'S NEGLIGENCE OR CONTRACTOR'S DEFAULT OFANY TERM OF THISAGREEMENT: CONTRACTOR MUST, AT ITS OWNEXPENSE, INVESTIGATEALL CLAIMSAND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS WITH COUNSEL SATISFACTORY TO INDEMNITEES ANb PAYALL CHARGES OF ATTORNEYAND ALL OTHER COSTS AND EXPENSES OFANY S~'IYD ARISING FROM ANY OF SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS DR ACTIONS THIS INDEMNITYSPECIFICALLYINCLUDES CLAIMS BROUGHT BY THE CONTRACTOR'S OWNEMPLOYEES, CONSULTANTS, AND SUBCONTRACTORS THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR SOONER TERMINATION OF THIS AGREEMENT: ARTICLE V -INSURANCE Befare activities can begin undex this Agreement, Contractor must deliver a Certificate of Insurance, as proof of the required insurance coverage to the Fine Department Chief and the City's Risk Manager. Additionally, the Certificate must state that the City will be given at least 30 days notice of cancellation, material change in the coverage, or intent not to xenew any of the policies by certified mail. The City must be named as an Additional Insured. The City Attorney must be given copies of all insurance policies within 15 days of the City Manager's written request. Insurance requirements are attached and incorporated as Exhibit A, and may be revised annually by the City Manager upon 30 days written notice to Contractor. ARTICLE VI -FINANCIAL ARRANGEMENT City agrees to pay Contractor Thirty Thousand Dollars ($3D,DDD.DD) per year, payable in twelve equal monthly installments of Two Thousand Five Hundred Dollars ($2,SDD.DDj. All parties recognize that the continuation of any contract after the close of any fiscal year of the City, which fiscal year ends on July 31 annually, is subject to appropriations and budget approval providing for such contract item as an expenditure in that budget. The City does not represent that the budget item will be actually adopted, that determination is within the sole discretion of the City Council at the time of adoption of each budget. This Agreement may be terminated by the City if sufficient appropriations or authorization do not exist. Such termination will be effected by sending written notice to the Contractor. The City's decision as to whether sufficient appropriations and authorizations are available shall be accepted by Contractor as final. ARTICLE VII --ASSIGNMENT This Agreement may not be sold, transferred or assigned in whole or in part by either party without the prior written consent of the other parry. The city acknowledges that Contractor shall provide Services through Physicians licensed to practice in the state of Texas, and that the provision of Services through such Physicians shall not constitute an assignment of this Agreement. Contractor will perform the services hereunder as an independent contractor and will fiirnish such services in its awn manner and method, and under no circumstances or conditions may any agent, physician, or employee of Contractor be considered an employee of the City. Contractor is solely responsible for all physicians, employees or subcontractors acts and omissions when rendering services under this Agreement. All requirements set forth as part of this Agreement are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the services. ARTICLE VIII -TERM AND TERMINATION This Agreement shall begin on the fmal date of execution by all parties for an initial term of one year and automatically renew annually, and the City Manager is authorized to execute any and all subsequent renewals and/or amendments to this Agreement. This Agreement may be terminated at any time by either party upon ninety (90} days written notice to the other party. ARTICLE IX --APPLICABLE LAWS This Agreement is made subject to all Federal laws and laws of the State of Texas and ordinances of the City of Carpus Christi, and compliance therewith. All duties of the parties will be performed in the City of Corpus Christi, Texas. The applicable law for any legal disputes arising out of this Agreement is the law of the Texas and the venue far such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. ARTICLE X -NOTICES Any natives contemplated under this agreement shall be effective when personally delivered or delivered by registered or certified mail, postage prepaid, or when delivered by a nationally recognized overnight courier services to the addresses below. city: Fire Department Chief 2406 Leopard, Suite 300 Corpus Christi, TX. 78408 Contractor: CIO Estela Chapa, COO Christus Spohn Health System Corporation 2605 Hospital Blvd. Carpus Christi, Texas 78405 ARTICLE XI -CAPTIONS The captions at the beginning of the articles of this Agreement are guides and labels to assist in locating and reading such articles, and therefore shall be given no effect in construing this Agreement and shall not be restrictive of the subject matter of any article, section or part of this Agreement. ARTICLE XII -AMENDMENT AND MODIFICATION Except as otherwise provided herein, this Agreement shall be subject to change, amendment, or modification only by the mutual written consent of the parties hereto and signed by the parties. ARTICLE XIII - SEVERABILITY AND WAIVER Each provision of the Agreement shall be considered to be severable and, if for any reason, any such provision or any part thereof, is determined to be invalid and contrary to any existing or future applicable law, such invalidity shall not impair the operation of or affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part thereof had been omitted. No waiver of any breach of any term or condition of this Agreement waives any subsequent breach of the same. This Agreement is executed by the Parties in their capacities as stated below. CITY OF CORPUS CHRISTI TH By. 11 e .Escobar {Date} Estela Chapa ity Manager Chief Operating Office By: ~~.~ -~ 1 zy~o Richard Hooks (Date) Chief, Fire Department ATTEST: Armando Chapa (Date} City Secretary APPROVED AS TO FORM: ~ ~ ~Z~lD T. risha Dang (Date) ~~} ~ A~TF~URt~CE~ .......~ SEC~t~7'l11~Y~j. Assistant City Attorney For City Attorney E~CHiBiT A INSURANCE RE UIREMENTS CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City of Corpus Christi. Contractor must rat allow any subcontractor to commence work until all similar Insurance required of the subcontractor has been so obtained. B. Contractor must furnish to the City of Corpus Christi's Risk Manager, a Certificate of insurance showing the following minimum coverage by insurance company{s} acceptable to the Risk Manager, TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-Day written notice of cancellation, material change, ran-renewal or termination and a ~0 day Bodily Injury and Property Damage written notice of cancellatlan for non-payment of Per rxct~rrenCe aggregate renziums is aired an all certiticatee AUTOMOBILE LIABILITY to include $.ri00,0€31I Combined Single Limit 9. Hired 8~ Non-owned vehicles PROFESSIONAL LIABILITY tti include far 8dininistrative fttnt~iorls of contracted physician. $2QO,Ot)fl per occurrence ! $60tf,U00 aggregate 'I. Medical Malpractice G. In the even# of accidents of any kind. Contracted Physician must famish the Risk Manager with copies of all reports of any accident within ten f 1 Q) days of the accident. ll. ADDiTiON1~1L REQUIREMENTS A. Certificate of Insurance. The City of Corpus Christi must be named as addiitional insured on the Automobile liability coverage and a blanket waiver of subrogation is required on all applicable policies. The name of the project must be listed under °Descrip#ion of Operations'° At a minimum, a 3€1-day written notice of cancellation, material change, non-roenewal, termination and a 'l0 day wr~ten no#ice of cancellation for ran-payment of premium is required. 2Q10 Fire p8pt. Contracted PhysEpan ins. req_ {for Hospital system) it1-~9-"t(l ep Risk Mgrnt ExHieiT A-~ INSUR NCE RE UtREMENTS SUBCONTRACTED PHYSICAN'S LIABILITY INSURANCE A. Subcontracted Physician must not commence work under this agreement until aft insurance required has been obtained and such insurance has been approved by the City of Carpus Christi. Contracted Physician must not allow any subcontractor to commence work unlit all similar insurance required of the subcontractor has been so obtained. B. Subcontracted Physician must famish to the City of Corpus Christi's Risk Manager, a Certificate of insi:~rance showing the following minimum coverage by insurance company(s) acceptable to the Risk Manager. TYPE Of= INSURANCE fkillNfMUM INSURANCE C©VERAGE 3Q-17ay written notice e# cancelfat[on, malaria[ change, non-renewal or fermination and a 70 day Bodily Injury and Property l]amage written notice of cancellation #ornon-payment of Per occurrence aDgregate ramlums [s re trlred on all certificates AUTOMOBILE LIABILUY- to included: At a minimum, $25,0[)01$50,(}(lDfior Bodily Injury and 1. Owned Hired or non-awned vehicles $25 UDfI for ro da e PR©FESSfONAL LfAf31LITY tD include for direct patient care: $2flE-,UOF} per occurrence! $60D,DflD aggregake 1, [illedic.~1 ractice Accidental in'u - Healllt Caves a In lieu of Worfcers Com nsatian u'trement C. In the everrt of accidents of any kind, Contracted Physician must furnish the Risk Manager with copies of ail reports of any accident within ten {'I 0} days of the accident. il. ADDITIONAi_ REQUii:2EMENTS A. Certificate of insurances: The City of Corpus Christi must be named as additional insured an the liability coverage except the Professional Liability coverage and a blanket waiver of subrogation is required on all applicable policies. The name of the prajec# rnusl be listed under "Description of Operations" At a minimum, a 30-day renewal, termination and a of premium is required. written notice of cancellation, material change, non- 'iU day wtttten notice of eancella~tiort for non-payment 2010 Fire t)ept. Cpntracted Physician ins. req. (ror phyrslcianj 10-78-10 ep Risk {Uigmt.