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HomeMy WebLinkAboutC-6403 - Reimbursement Agreement for the Community Paramedicine Pilot Program I0 J .rte J u REIMBURSEMENT AGREEMENT WITH THE CITY OF HUNTINGTON BEACH FOR THE COMMUNITY PARAMEDICINE PILOT PROGRAM THIS REIMBURSEMENT AGREEMENT ("Agreement") is made and entered into as of this 26th day of October, 2015 ("Effective Date'), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("NEWPORT BEACH"), and the CITY OF HUNTINGTON BEACH, a California municipal corporation and charter city ("HUNTINGTON BEACH") whose address is 2000 Main Street, Huntington Beach CA 92648, and is made with reference to the following: RECITALS A. NEWPORT BEACH is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of NEWPORT BEACH. B. On November 14, 2014, the California Emergency Medical Services Authority ("EMSA") was approved by the Office of Statewide Health Planning and Development ("OSHPD") Health Workforce Pilot Projects ("HWPP") program to pilot Community Paramedicine in twelve (12) sites across the state. One of the approved pilot projects is the Orange County Alternate Destinations Pilot Project ("OCADPP") led by the Orange County Fire Chiefs' Association ("OCFCA") and includes the cities of Fountain Valley, Huntington Beach and Newport Beach. C. Under the leadership of OCFCA, the OCADPP explores a regional approach to Community Paramedicine and will study if paramedics with advanced training can safely determine if 9-1-1 patients with non-critical conditions can be transported to urgent care centers instead of to emergency departments ("EDs") utilizing approved medical protocols. The overarching goal of this project is to transport 9-1-1 patients to the right level of healthcare services from the onset to free up the EDs to care for more critical patients. D. The objectives of the pilot study are to determine whether applying this new intervention is safe, effective at reducing costs, and maintains patient satisfaction. Success of the pilot project will be measured through data collection regarding patient outcome, patient satisfaction, and cost of services indicators. Local and State evaluators from University of California Irvine ("UCI"), Orange County EMS, and the State EMS Authority will be conducting the research and validating the data. E. Each fire department has selected a cadre of Alternate Destination Paramedics ("ADPs"). The ADPs have attended advanced training and successfully passed written and practical evaluations that ensure the competency of ADPs in making the determination that 9-1-1 patients with non-critical conditions can be transported to an urgent care center. Ultimately, the patient must consent to enrollment in the study and agree to be transported to a designated urgent care center. F. HUNTINGTON BEACH has been identified as an OCADPP member and designated as an Emergency Services Provider("EMS PROVIDER"). G. NEWPORT BEACH has been identified as an OCADPP member and designated as the fiscal agent. As the fiscal agent, NEWPORT BEACH is responsible for dispersing grant funds it receives on behalf of the OCADPP to other OCADPP members to specifically cover the cost of operations related to the OCADPP. H. As of the Effective Date, NEWPORT BEACH has received grant funds from the Hoag Hospital Community Benefit Program and California Healthcare Foundation to cover the cost of operations for the OCADPP. The terms of the grant from the Hoag Hospital Community Benefit Program and California Healthcare Foundation are attached hereto as Exhibits A (Grant Award Letter from HOAG Hospital) and B (Grant Award Letter from California Healthcare Foundation) respectively and incorporated herein by reference. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the Effective Date and shall terminate on June 30, 2017 unless extended or terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED 2.1 NEWPORT BEACH and HUNTINGTON BEACH acknowledge that the above Recitals are true and correct and are hereby incorporated by reference. HUNTINGTON BEACH shall diligently perform all the services described in the Scope of Services attached hereto as Exhibit C and incorporated herein by reference ("Services"). 2.2 Specific Obligations and Rights of Newport Beach 2.2.1 NEWPORT BEACH shall act as the fiscal agent by receiving invoices and reimbursing HUNTINGTON BEACH pursuant to the Reimbursement Amounts attached hereto as Exhibit D and incorporated herein by reference. 2.3 Specific Obligations and Rights of Huntington Beach 2.3.1 HUNTINGTON BEACH shall act as an EMS PROVIDER. HUNTINGTON BEACH shall perform all the services described in the Scope of Services attached hereto as Exhibit C and incorporated herein by reference. CITY OF HUNTINGTON BEACH Page 2 HUNTINGTON BEACH shall also comply with and be fully bound by all applicable provisions of Exhibits C and D hereto. HUNTINGTON BEACH shall notify NEWPORT BEACH immediately upon discovery that it has not abided or no longer will abide by any applicable provision of Attachments C and D hereto. 3. REIMBURSEMENT 3.1 NEWPORT BEACH shall reimburse HUNTINGTON BEACH for the Services on a time and expense not-to-exceed basis in accordance with the provisions of this Section, the Reimbursement Amounts and the Billing Process attached hereto as Exhibits D and E, respectively and incorporated herein by reference. NEWPORT BEACH shall not utilize or provide any funding other than the grant fundsit receives on behalf of OCADPP to cover the costs of operations related to the OCADPP. 3.2 HUNTINGTON BEACH shall submit monthly invoices to NEWPORT BEACH describing the Services performed the preceding month. HUNTINGTON BEACH'S invoices shall include the name and/or classification of employee who performed the Services, a brief description of the Services performed and/or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Services billed on an hourly basis and a description of any reimbursable expenditures. Supporting documentation, such as copies of receipts, ambulance billing invoices, insurance denial letters, rate of pay for ADPT's, etc. must be attached to monthly invoices. To the extent sufficient grant funds exist, NEWPORT BEACH shall pay HUNTINGTON BEACH no later than thirty calendar (30) days after approval of the monthly invoice by NEWPORT BEACH staff. 3.3 NEWPORT BEACH shall reimburse HUNTINGTON BEACH only for those costs or expenses specifically approved in this Agreement, or specifically approved in writing in advance by NEWPORT BEACH. 3.4 NEWPORT BEACH may terminate this Agreement and be relieved of the payment to HUNTINGTON BEACH if a) HUNTINGTON BEACH fails to perform any of the covenants contained in this Agreement, including but not limited to Attachments C and D hereto, at the time and in the manner herein provided, or b) NEWPORT BEACH loses funding under the grant. 4. PROJECT MANAGER 4.1 HUNTINGTON BEACH shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to NEWPORT BEACH at all reasonable times during the Agreement term. HUNTINGTON BEACH has designated FIRE CHIEF (or his/her designee) to be its Project Manager. HUNTINGTON BEACH shall not remove or reassign the Project Manager or any personnel listed in Exhibit C or assign any new or replacement personnel to the Project without the prior written consent of NEWPORT BEACH. NEWPORT BEACH'S approval shall not be unreasonably withheld with respect to the removal or assignment of non-key personnel. CITY OF HUNTINGTON BEACH Page 3 4.2 HUNTINGTON BEACH, at the sole discretion of NEWPORT BEACH, shall remove from the Project any of its personnel assigned to the performance of Services upon written request of NEWPORT BEACH. HUNTINGTON BEACH warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 5. ADMINISTRATION This Agreement will be administered by the Fire Department. NEWPORT BEACH's EMS Division Chief or designee shall be the Project Administrator and shall have the authority to act for NEWPORT BEACH under this Agreement. The Project Administrator shall represent NEWPORT BEACH in all matters pertaining to the Services to be rendered pursuant to this Agreement. 6. RELATIONSHIP BETWEEN THE PARTIES It is understood that HUNTINGTON BEACH shall act in an independent capacity in the performance of this Agreement and shall not be considered an officer, agent or employee of NEWPORT BEACH or of the entity from which NEWPORT BEACH received grant funds. The manner and means of conducting the Services are under the control of HUNTINGTON BEACH, except to the extent limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute approval for HUNTINGTON BEACH or any of HUNTINGTON BEACH'S employees or agents, to be the agents or employees of NEWPORT BEACH. Nothing in this Agreement shall create any contractual relationship between NEWPORT BEACH and any subconsultant nor shall it create any obligation on the part of NEWPORT BEACH to pay or to see to the payment of any monies due to any such subconsultant other than as otherwise required by law. HUNTINGTON BEACH shall have the responsibility for and control over the means of performing the Services, provided that HUNTINGTON BEACH is in compliance with the terms of this Agreement. 7. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of NEWPORT BEACH. 8. SUBCONTRACTING The subcontractors authorized by NEWPORT BEACH, if any, to perform Work on this Project are identified in Exhibit C. HUNTINGTON BEACH shall be fully responsible to NEWPORT BEACH for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between NEWPORT BEACH and any subcontractor nor shall it create any obligation on the part of NEWPORT BEACH to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. NEWPORT BEACH is an intended beneficiary of any Work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and NEWPORT BEACH. Except CITY OF HUNTINGTON BEACH Page 4 as specifically authorized herein, the Services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of NEWPORT BEACH. 9. RECORDS HUNTINGTON BEACH shall keep complete and accurate records and invoices in connection with the OCADPP and Services provided and any costs charged to NEWPORT BEACH for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to HUNTINGTON BEACH under this Agreement. All such records and invoices shall be clearly identifiable. HUNTINGTON BEACH shall allow a representative of NEWPORT BEACH to examine, audit and make transcripts or copies of such records and invoices during regular business hours. HUNTINGTON BEACH shall allow inspection of all work, data, documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to HUNTINGTON BEACH under this Agreement. 10. INDEMNIFICATION AND HOLD HARMLESS 10.1 General Indemnity and Hold Harmless. 10.1.1 To the fullest extent permitted by law, HUNTINGTON BEACH shall indemnify, defend and hold harmless NEWPORT BEACH, its City Council, boards and commissions, officers, agents, volunteers and employees (collectively, the "Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorneys' fees for counsel acceptable to NEWPORT BEACH, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any work performed or services provided under this Agreement including, without limitation, defects in workmanship or materials or HUNTINGTON BEACH'S presence or activities conducted in connection with the OCADPP and Services provided under this Agreement (including the negligent, reckless, and/or willful acts, errors and/or omissions of HUNTINGTON BEACH, its principals, officers, agents, employees, vendors, suppliers, consultants, subconsultants, anyone employed directly or indirectly by any of them or for whose acts they may be liable, or any or all of them.) 10.1.2 Notwithstanding the foregoing, nothing herein shall be construed to require HUNTINGTON BEACH to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by HUNTINGTON BEACH. CITY OF HUNTINGTON BEACH Page 5 11. NOTICES 11.1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first- class mail, addressed as hereinafter provided. 11.2 All notices, demands, requests or approvals from HUNTINGTON BEACH to NEWPORT BEACH shall be addressed to NEWPORT BEACH at: To NEWPORT BEACH: City of Newport Beach Attention: EMS Division Chief P.O. Box 1768 100 Civic Center Drive Newport Beach, CA 92658 11.3 All notices, demands, requests or approvals from NEWPORT BEACH to HUNTINGTON BEACH shall be addressed to HUNTINGTON BEACH at: To HUNTINGTON BEACH: Fire Chief City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 12. CLAIMS Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, HUNTINGTON BEACH shall submit to NEWPORT BEACH, in writing, all claims for compensation under or arising out of this Agreement. HUNTINGTON BEACH'S acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and identified by HUNTINGTON BEACH in writing as unsettled at the time of its final request for payment. HUNTINGTON BEACH and NEWPORT BEACH expressly agree that in addition to any claims filing requirements set forth in the Agreement, HUNTINGTON BEACH shall be required to file any claim HUNTINGTON BEACH may have against NEWPORT BEACH in strict conformance with the Government Claims Act (Government Code sections 900 et seq.). 13. TERMINATION 13.1 In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written CITY OF HUNTINGTON BEACH Page 6 notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non-defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 13.2 Notwithstanding the above provisions, NEWPORT BEACH shall have the right, at its sole and absolute discretion and without cause, of terminating this Agreement at any time by giving no less than seven (7) calendar days' prior written notice to HUNTINGTON BEACH. In the event of termination under this Section, NEWPORT BEACH shall pay HUNTINGTON BEACH for Services satisfactorily performed and costs incurred up to the effective date of termination for which HUNTINGTON BEACH has not been previously paid. On the effective date of termination, HUNTINGTON BEACH shall deliver to NEWPORT BEACH all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 14. STANDARD PROVISIONS 14.1 Recitals. NEWPORT BEACH and HUNTINGTON BEACH acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 14.2 Compliance with all Laws. HUNTINGTON BEACH shall, at its own cost and expense, comply with all applicable statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all work prepared by HUNTINGTON BEACH shall conform to applicable NEWPORT BEACH, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the NEWPORT BEACH. 14.3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 14.4 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. In the event there are any conflicts or inconsistencies between this Agreement and any other communication between the parties, the terms of this Agreement shall govern. 14.5 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. CITY OF HUNTINGTON BEACH Page 7 14.6 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 14.7 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 14.8 Equal Opportunity Employment. HUNTINGTON BEACH represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, age or any other impermissible basis under law. 14.9 No Attorney's Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorney's fees. 14.10 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. 14.11 No Third Party Beneficiaries. This Agreement is entered into by and for HUNTINGTON BEACH and the NEWPORT BEACH, and nothing herein is intended to establish rights or interests in individuals or entities not a party hereto. 14.12 Force Majeure. Except for the payment of money, neither party will be liable for any delays or other non-performance resulting from circumstances or causes beyond its reasonable control, including without limitation, fire or other casualty, Act of God, strike or labor dispute, war or other violence, acts of third parties, or any law, order, or requirement of any governmental agency or authority other than that of the parties. 14.13 Modification. Alteration, change, or modification of this Agreement shall be in the form of a written amendment signed by both parties and approved as to form by the City Attorney. [SIGNATURES ON NEXT PAGE] CITY OF HUNTINGTON BEACH Page 8 IN WITNESS WHEREOF, the parties are signing this Agreement as of the Effective Date. APPROVED AS TO FORM: CITY ATTORNEY'S FFICE Date: 111 1,1A I IN A�fon C. Harp City Attorney ATTEST: � rp. KDate: I �DD By: Leilani I. Brown City Clerk L'q(.! roR� CITY OF NEWPORT BEACH, a California municipal corporation Date Tic; By. 'ter j Dave --Riff City Manager REQUESTED AND REVIEWED: Fire Department Date: MT 9 9 MIS By: Scott Poster Fire Chief CITY OF HUNTINGTON BEACH, a California municipal corporation Date: Signed in Counterpart Bv: Patrick McIntosh Fire Chief Attachments: Exhibit A — Grant Award Letter from HOAG Exhibit B — Grant Award Letter from California Healthcare Foundation Exhibit C — Scope of Work Exhibit D — Reimbursement Amounts Exhibit E — Billing Process Exhibit F — Election and Consent Form CITY OF HUNTINGTON BEACH Page 9 IN WITNESS WHEREOF, the parties are signing this Agreement as of the Effective Date. APPROVED AS TO FORM: CITY ATTOR EY'p QFFICE Date: I 0111/11 : BY t w Aaron C. Harp City Attorney ATTEST: Date: By: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: B v: Dave Kiff City Manager REQUESTED AND REVIEWED: Fire Department Date: By: Scott Poster Fire Chief CITY OF HUNTINGTON BEACH, a California municipal corms. oration Date: i / / —%, ( ., Patrick McIntosh Fire Chief Attachments: Exhibit A — Grant Award Letter from HOAG Exhibit B — Grant Award Letter from California Healthcare Foundation Exhibit C — Scope of Work Exhibit D — Reimbursement Amounts Exhibit E — Billing Process Exhibit F — Election and Consent Form By: APPROVED AS TO FORM d5fD1kr CITY OF HUNTINGTON BEACH Page 9 EXHIBIT A GRANT AWARD LETTER FROM HOAG CITY OF HUNTINGTON BEACH Page A-1 ATTACHMENT A HOAG MEMORIAL HP5MAt PRrSSP RIAM Orre rlo gOrm,GQSer 6104 Mawrymx Bca-iy("A 9ik-010.n ZIF May 14, 2015 Chief Randy Bruegman Orange County Fire Chiefs'Association 2400 E. Orangewood Ave Anaheim,CA 92806 Dear Chief Randy Bruegman, Congratulations! We are pleased to inform you that a grant in the amount of$50,685 has been approved by Hoag Memorial Hospital Presbyterian Community Benefit Program for the project titled Orange County Alternate Destinations Pilot Project. Our mission as a nonprofit,faith-based hospital is to provide the highest quality health care services to the communities we serve. We are excited to partner with your organization in fulfilling our mission and the unmet needs of our community. Acceptance of this grant ., acknowledges agreement to the following; • The grant term:July 1,2014-June 30,2015 • The funds must be used specifically for the designated project listed above as outlined in your FY15 grant application • Maintain your records to show and account for the uses of grant funds • Your organization must notify us immediately if there is any change in your public charity status • We will be sending a request for a progress report and a final report in the months to come. More details to follow. Please submit an invoice with the specified project title and approved amount to: Community enefit rantsftoag ore. After we receive your invoice,please allow 2-4 weeks for the delivery of the grant check. Once again,congratulations on this recognition of the great work you do to serve the community. We look forward to working.with you during the coming year. Sincerely, ���,.,�",� ►'�'.�^"`'� � � , �t..P it ,F�c6 A Gwyn Parry, MD Minzah Malik, MPH, MBA Director Comn.lunity Benefit Manger Community Benefit , f .zl Michaell Rose, MSW, LCSW Director of Community Programs 18-3