HomeMy WebLinkAbout20121243.tiff RESOLUTION
RE: APPROVE FIRST AMENDMENT TO AGREEMENT FOR DISPATCH SERVICES AND
AUTHORIZE CHAIR TO SIGN — BANNER HEALTH, DBA NORTH COLORADO
MEDICAL CENTER
WHEREAS,the Board of County Commissioners of Weld County,Colorado,pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County,Colorado,and
WHEREAS, the Board has been presented with a First Amendment to Agreement for
Dispatch Services between the County of Weld,State of Colorado,by and through the Board of
County Commissioners of Weld County, and Banner Health, dba North Colorado Medical
Center,commencing May 16,2012,and ending May 13,2017,with further terms and conditions
being as stated in said agreement,and
WHEREAS, after review, the Board deems it advisable to approve said amendment, a
copy of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County,Colorado,that the First Amendment to Agreement for Dispatch Services between
the County of Weld, State of Colorado, by and through the Board of County Commissioners of
Weld County, and Banner Health, dba North Colorado Medical Center, be, and hereby is,
approved.
BE IT FURTHER RESOLVED by the Board that the Chair be,and hereby is,authorized
to sign said agreement.
The above and foregoing Resolution was,on motion duly made and seconded,adopted
by the following vote on the 16th day of May,A.D.,2012.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY,COLORADO
ATTEST: EXCUSED
Sean P. onway,Chair
Weld County Clerk to the Board
ill m F. arcia,Pro-Tem
BY:�`jY��, t � j`
Deputy C"rk to the Bo- ' ��,, XCUSED
1861s_Qo ara Kirkmeyer
It
'��i�i--��-
APP A FORM:��® .M•
David E.Lon
> •�
yAttorney �jrg
ate of Signature (z-\ Dougl Radema her
p Su 6v,(.6 W-r) lC CA,6(eS5\eY
.J t _Ia 2012-1243
U-I d1-1 a BC0043
FIRST AMENDMENT TO AGREEMENT FOR DISPATCH SERVICES
THIS FIRST AMENDMENT TO AGREEMENT FOR DISPATCH SERVICES (this
"Amendment") is made and entered into as of the signature dates set forth below, to be effective as
of May 16, 2012 (the "Effective Date"), by and between BANNER HEALTH, an Arizona nonprofit
corporation, d/b/a North Colorado Medical Center ("Banner"), and COUNTY OF WELD a political
subdivision of the State of Colorado ("County").
WITNESSETH:
WHEREAS, Banner and County are parties to that certain Agreement for Dispatch Services
dated effective as of May 7, 2012, (the "Agreement"), pursuant to which County by and through its
agreement with the City of Greeley provides emergency radio dispatch services to the Banner; and
WHEREAS, pursuant to the Agreement, County shall require (by and through its agreement
with the City of Greeley) the Weld County Regional Communication Center ("WCRCC") to direct all
medical calls received by WCRCC requiring emergency dispatch, as defined in 42 CFR Section
414.605, to Banner; except in those circumstances where mutual aid is requested.
WHEREAS, in accordance with the terms and conditions hereof, the parties desire to amend
the Agreement to delete language in Section 1, delete and replace language in Section 2, delete and
replace and add new language in Section 3 and delete and replace the language in Section 4 with
new language, to more accurately reflect the understanding between the parties.
NOW, THEREFORE, for and in consideration of the mutual covenants and promises
contained herein, the receipt and sufficiency of which are hereby acknowledged, it is understood and
agreed upon by the parties hereto as follows:
1. Amendment of Agreement.
a. Section 1(A) and 1(B), under the heading Dispatch of Ambulance Services, shall be
deleted in their entirety.
b. The language in Section 2, Term, shall be deleted in its entirety and the replaced with the
following language:
This Agreement for Dispatch Services shall be for a period of five (5) years
beginning on the Effective Date continuing through May 13, 2017, and shall
renew automatically for one (1) additional period of five (5) years. This
Agreement may not be terminated during the initial five (5) year term of this
Agreement absent "good cause." Good cause may not be shown absent a
party's written notice to the other party of a material breach of this Agreement
and a failure to cure that breach by the offending party within thirty (30) days of
such notice or such other time period as is reasonable under the circumstances.
Upon conclusion of the initial five (5) year term, this Agreement may be
terminated, with or without cause, by either party based upon not less than one-
hundred eighty (180) days written notice.
c. Section 3 of this Agreement, under the heading Banner Agrees shall be amended as
follows:
2012-1243
C:\Da invents aid Settings`egesirh\oral Settings\Temgaay Internet Files\Content.Outlook\M4M2C$X6FIrst Amendment-Weld County-Dispatch Services-06112-final(3)doc
Section 3(B) of the Agreement shall be deleted in its entirety and replaced with the
following Section 3(B):
That at all times during the term of this Agreement that Banner will
provide EMS response within substantially the same time frame as EMS
response that was previously provided by County (i.e. prior to May 7,
2012) and that Banner shall through its quality assurance, quality
improvement efforts work to meet the standards set forth in the
document entitled, "Consultant Report, Weld County Government
Department of Paramedic Services Weld County, Colorado, EMS
Assessment," dated November 10, 2008, by Fitch & Associates, LLC
("the Fitch Study"); specifically, without limitation, those standards set
forth on pages 8 and 9, under the heading "The Optimal EMS System,"
and the "Time Interval Benchmarks" set forth in Table 1 on Page 20, of
the Fitch Study which is attached hereto and is incorporated herein by
reference, during the initial term of this Agreement. Further Banner
agrees to undertake a study of those standards set forth on pages 8 and
9, under the heading "The Optimal EMS System," and the "Time Interval
Benchmarks" in Table 1 on Page 20, not later than six (6) months prior to
the conclusion of the initial term should the county so request
There will be a new Section 3 (C) which shall read:
That as a condition of its grant to exclusively receive all calls for
Ambulance Services in the Service Area pursuant to this Agreement,
Banner shall ensure that at all times during the term of this Agreement its
ambulance service shall comply with Section 3(B), and any other
provisions in this Agreement.
d. The language in Section 4 of this Agreement, under the heading County Agrees shall be
deleted in its entirety and the following Section 4 shall be substituted in its place:
4. COUNTY AGREES.
4(A) That pursuant to the authority set forth in C.R.S. §30-11-107(1)(q),
County hereby contracts with Banner to provide the Ambulance Services within
the Service Area, and shall require WCRCC to direct all medical calls received
by WCRCC requiring emergency dispatch, as defined in 42 CFR Section
414.605, exclusively to Banner; except in those circumstances where mutual aid
is requested. Furthermore, during the Term of this Agreement, County shall be
prohibited from contracting for the provision of Ambulance Services within the
Service Area by any provider of ground ambulance services other than by
Banner in accordance with the standards set forth in this Agreement.
4(B) To provide continuous twenty-four (24) hour per day, seven (7) days per
week dispatching support for all Banner ambulances.
4(C) That Banner may not have an adequate remedy at law in connection with a
breach of this Agreement concerning Banner's exclusive right to receive all medical
C\Documents and Settingstsvallejo\Local Settings\Temporary Internet Files\Content Outlook\SGRLXB1 R\First Amendmentd/Veld County-Dispatch Services-05112-final doc
2
calls as provided for herein, therefore, in addition to all other remedies available at
law or in equity related to such a breach, Banner shall be entitled to injunctive or
similar relief for any such breach of this Agreement.
4(D) That Banner may, in Banner's sole discretion, without relinquishing its
right to exclusively receive all calls for Ambulance Services in the Service Area,
require County to direct WCRCC (or any other entity County engages to provide
dispatch services), to provide only "ring down" services to a Banner dispatch
center at any time during the Term of this Agreement. County agrees that
Banner's payment obligations contained in Section 3 (A) of this Agreement shall
be amended to reflect the then current costs for such "ring down" services.
2. Agreement Effective. Except as otherwise expressly provided herein, all terms and
conditions of the Agreement shall remain unmodified and in full force and effect.
3. Precedence of Amendment. In the event of a conflict between the terms and conditions of
this Amendment and the terms and conditions of the Agreement, the terms and conditions of
this Amendment shall govern and control.
4. Capitalized Terms. All capitalized terms used in this Amendment and not otherwise defined
herein shall have the meaning ascribed to such terms in the Agreement.
5. Incorporation. This Amendment shall be attached to, and made a part of, the Agreement.
6. Counterparts. This Amendment may be executed in one or more copies or counterparts,
each of which when signed shall be an original, but all of which together shall constitute one
instrument.
[SIGNATURE PAGE TO FOLLOW]
C..\Documents and Settingslsvallep\Local Settings\Temporary Internet Files\Content Outlook SGRLXB1R\First Amendment-Weld County-Dispatch Services-05112-final doc
3
BANNER: COUNTY:
BANNER HEALTH County of Weld, a political subdivision of the
D/B/A NORT O MEDICAL CENTER State of Colorado by and through the Board of
BY: yLO D County�l �
Commissio of the County of Weld
RICK SUTTON By: 2
CHIEF EXECUTIVE OFFICER William F. Garcia, airman Pro—Tern
DATE: .7/iS/Pz MAY 1 6 2012
Attest:
Clerk to the Board
By: / . /J
eputy Clerk the f
: Xt-LYt
. 1/42
1861 1, E ;�
(at ek
C\Documents and Settings\svallejotocal Settings\Temporary Internet Files\Content Outlook\SGRLXB1 R\First Amendment-Weld County-Dispatch Services-05112-final doc
4
Hello