HomeMy WebLinkAbout871113.tiff RESOLUTION
RE: APPROVE AGREEMENT FOR SERVICES WITH NORMEDCO CARE, INC. AND
AUTHORIZE CHAIRMAN TO SIGN
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 an Agreement
whereby Normedco Care Inc. agrees to provide management services
for Weld County, and
WHEREAS , this Agreement shall commence May 1 1987 , and
continue through December 31 , 1987 , and
WHEREAS , the further terms and conditions are as stated in
the Agreement, a copy of which is attached hereto and incorporated
herein by reference , and.
WHEREAS , after study and review, the Board deems it advisable
to approve said Agreement.
NOW, THEREFORE, BE IT RESOLVED by the Board of County
Commissioners of Weld County, Colorado, that the Agreement for
Services with Normedco Care , Inc. be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chairman be, and
hereby is , authorized to sign said Agreement for Services .
The above and foregoing Resolution was , on motion duly made
and seconded, adopted by the following vote on the 19th day of
August, A .D. , 1987 , nunc pro tunc May 1 , 1987 .
�L BOARD OF COUNTY COMMISSIONERS
ATTEST: Qittltd(pt„,J WELD COQNTYrCOLORADO
Weld County lerk and Recorder (( - //�
and Clerk to the Board Gordo . LaCy/-Chairman
BY: 19J7/j' JJJr7 C. 7 Kirb , Pro Tem
eputy County Clerk e
APPROVED AS TO FORM : Gene R. Br tner
EXCUSED
C ' G C-
-___ Jacgpeline Johnson
6
County Attorney EXCUSED DATE OF SIGNING - AYE
Frank Yamaguchi
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AGREEMENT FOR SERVICES
TFIS AGREEMENT is made and entered into this 19th day of
August , 1987 , by and between the Weld County Board
of County County Commissioners , a body corporate and politic ,
with principal offices at 915 10th Street, Greeley, Colorado
80631 hereinafter referred to as "COUNTY" ; and Normedco Care ,
Incorporated, a Colorado not for profit corporation, with
principal offices at 1801 16th Street, Greeley, Colorado 80631 ,
hereinafter referred to as "NORMEDCO" :
WITNESSETH THAT:
WHEREAS, NORMEDCO is a wholly owned subsidiary of North
Colorado Medical Center, Inc. , a, Colorado not for profit
corporation which is the operator of North Colorado Medical
Center; and
WHEREAS , COUNTY operates the Weld County Health Department
as an agency of the COUNTY pursuant to the Weld County Home Rule
Charter , Colorado State law, and Weld County Ordinances ; and
WHEREAS , the County Health Department currently provides
clinical services, environmental health services , health
education services , and other related services to residents of
Weld County; and
WHEREAS, the recent resignation of the Weld County Health
Director has left COUNTY without a qualified health director and
in need of certain medical and managerial expertise which is not
currently available; and
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WHEREAS , the Family Practice Residency Program associated
with North Colorado Medical Center, Inc. is currently providing
physicians to staff the clinics operated by the COUNTY; and
WHEREAS , a more unified relationship between the COUNTY and
NORMEDCO will lead to a more coordinated approach to the
providing of medical and health services to the residents of
Weld County.
NOW, THEREFORE, for and in consideration of the foregoing,
and other good and valuable consideration , the receipt of which
is acknowledged, NORMEDCO hereby agrees to perform management
services for COUNTY on the following terms and condit_ions7
1 . Term of Agreement: The initial term of this Agreement
shall commence May 1 , 1987 , and continue to and including
December 31 , 1987 . This Agreement shall automatically renew for
each calendar year thereafter unless notice of intent not to
renew is served by either party by written notice provided
thirty days prior to the end of the term.
2 . Weld County Health Department: COUNTY will operate
and maintain a Weld County Health Department according to the
terms of the Weld County Home Rule Charter, State law,
applicable provisions of contracts with State and federal
agencies and County rules and regulations.
3 . Public Health Director: NORMFDCO, at all times during
this Agreement, shall provide, by contract with the Family
Practice Residency Program, a physician duly licensed to
practice medicine in the State of Colorado to serve as the
Public Health Director. (Hereinafter referred to as
"Physician" ) . It is anticipated that said Physician will he a.
member of the medical staff of North Colorado Medical Center,
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and a faculty member of the Family Practice Residency Program.
NORMEDCO shall, by agreement with the Family Practice Residency
Program, provide that the director or assistant director of the
Family Practice Residency Program shall serve as Physician prior
to the hiring of the person specified to fill that position or
otherwise during the course of this Agreement when the position
is not filled.
4 . Duties of Physician: The Physician shall diligently
and conscientiously devote the necessary professional time and
professional attention and his best professional efforts to the
discharge of his duties as Physician for the County Health
Department. The Physician shall administer enforcement of
public health laws , rules , and departmental regulations , as well
as performing medical services such as public health clinics and
school health programs . The Physician shall work under the
general policy direction of the Board of County Commissioners
and will receive advice and assistance from the Weld County
Advisory Board of Health. The Physician shall exercise
supervision over all medical activities in the Weld County
Health Department. Attached hereto and incorporated by this
reference are examples of duties of the Physician, which
examples are for purposes of illustration only.
5 . Qualifications of Physician: The Physician shall he
licensed or eligible for licensure to practice medicine in the
State of Colorado, shall be a graduate of an accredited medical
school and have successfully completed an internship. The
individual shall meet the minimum State Health Department
requirements to serve as the medical advisor to the Health
Department.
6 . Administrator of Public Health Services : NORMEDCO
agrees to contract for the services of an administrator of
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public health services (hereinafter "Health Service
Administrator") . That party shall be responsible for the
administration of the Weld County Department of Health ,
including managing, supervising, coordinating and directing the
health programs and activities of the department under the
medical direction of the Physician. Duties are illustrated by
Attachment B which is incorporated by this reference as examples
of the duties of the Health Service Administrator.
7 . Qualifications of Administrator: The individual
supplied by NORMEDCO as Health Service Administrator shall have
a minimum of six years within the last ten years of successful
and responsible administration and supervisory experience in the
health field , including at least two years of supervisory
experience over health professionals . That individual must also
have a thorough knowledge of finance and budget matters , possess
a Masters Degree in Public Health, or Public or Business
Administration. These particular requirements may be waived
only upon written consent of the COUNTY.
8 . Retaining Physician and Administrator: NORMEDCO shall
obtain the services of and. must provide, a Physician and health
Service Administrator (collectively, "the Administrators" ) to
perform the services herein specified. NORMEDCO shall proceed
with due diligence in employing the Physician and Health Service
Administrator in a timely fashion. By this provision, NORMEDCO
is not relieved of its obligation prior to employing the
Physician and Health Service Administrator to provide, by
agreement with the Family Practice Residency Program, the
director or assistant director of that program to fulfill the
functions the Physician or to provide the services required of
the Health Service Administrator by means of the services of the
Vice President of NORMEDCO. NORMEDCO shall contract with the
Family Practice Residency Program, in writing, and shall submit
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a copy of said contract to COUNTY for review to assure said
contract complies with the terms of this Agreement.
9 . Staffing of Health Department Clinics : COUNTY, in
consultation with Physician, shall by separate agreement with
Family Practice Residency Program obtain the necessary physician
services for adequate staffing of Health Department Clinic .
10 . Employment Status of Administrators , The Administra-
tors performing services to COUNTY pursuant to the provisions of
this Agreement shall be , for all purposes , employees of NORMEDCO
and shall not for any purpose be considered employees of COUNTY.
Nothing in this Agreement shall be construed as creating an
employer-employee relationship between COUNTY and NORMEDCO or
COUNTY and the Administrators; nothing herein contained shall he
construed as creating a partnership or joint venture between
COUNTY and NORMEDCO.
11 . Selection of Administrators : NORMEDCO shall select
the Administrators to perform the services required by this
Agreement which initial selection shall be subject to the
approval of the Board of County Commissioners , which approval
shall not be withheld without explanation or reason.
12 . Employment Status of Health Department Employees -
Nothing in this Agreement shall be construed as changing
employment status as COUNTY employees of any of the staff of the
Weld County Health Department. This Agreement shall not change
the application of any personnel policies or Ordinarces with
respect to any member of the staff of the Health Department
below the level of Health Service Administrator, nor shell this
Agreement add to or subtract from any rights or privileges of
those employees . Nothing in this Agreement shall be construed
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as creating an employer-employee relationship between NORMEDCO
and those employees.
13 . Liability: COUNTY shall provide insurance or include
within its self-insurance program the coverage for services
provided under this Agreement except that COUNTY will not insure
against medical malpractice, acts outside the scope of the
Physician or Health Service Administrator' s or NORMEDCO' s
authority under this Agreement or for willful and wanton
misconduct of the Administrators , NORMEDCO, or employees or
officers of NORMEDCO. COUNTY shall indemnify and hold NORMEDCO
harmless for any claims arising out of the acts or omissions of
the Administrators arising out of their responsibilities under
this Agreement, including costs and attorney' s fees incurred by
NORMEDCO in defense of any claim with respect thereto provided ,
however, that this indemnification shall not apple to medical
malpractice , acts outside the scope of this Agreement or for the
willful and wanton misconduct of the Administrators, NORMFDCO,
or officers and employees of NORMEDCO. Medical malpractice
shall be defined as an error or omission arising out of any type
of surgical procedure .
14 . Malpractice Insurance : Physician shall maintain
medical malpractice insurance in the amount of the minimum
limits required for membership on the staff of the North
Colorado Medical Center, Inc. The foregoing notwithstanding,
should North. Colorado Medical Center, Inc. , no longer require
malpractice insurance, Physician shall maintain insurance. with. a
reputable insurance company with reasonable limits of liability.
15 . Premises Liability: COUNTY agrees that patients
visiting COUNTY facilities shall be considered business invitees
of County. COUNTY shall maintain public liability insurance , or
self-insurance with limits of at least $1 ,000 , 000 .00 for bodily
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injury and $1 , 000 ,000 . 00 for property damage . COUNTY shall
indemnify and hold NORMEDCO harmless from any premises liability
claims made by the business invitees and guests of COUNTY,
including the cost of defense and reasonable attorney' s fees .
16 . Patient Status: For the purposes of this Agreement ,
patients receiving services at or through COUNTY facilities
shall be deemed patients of the COUNTY. COUNTY shall he
responsible for maintaining all the financial records with
respect to said patients and for billing said patients , if any
billing is required, for services at or through the COUNTY. All
the above is to he accomplished through the supervision of the
Physician and Health Service Administrators .
17 . Practice of Medicine : It is expressly agreed that
COUNTY shall neither have , nor exercise, any control of the
professional medical judgment or methods used by Physician in
the performance of the practice of medicine . NORMEDCO agrees
that its employee performing services pursuant to this Agreement
shall perform such services in a competent and professional
manner.
18 . Amendments : This Agreement may not be changed , or
amended, without the prior written consent of both parties .
19 . Default - Termination: If at any time either party
fails to comply with any material obligation, duty, or condition
herein, the other party may serve the defaulting party with
written notice specifying the nature of the breach or default
and giving the defaulting party thirty days in which to correct
or remedy the same. If the breach or default is of a nature
which cannot be completely cured or remedied within said thirty
days , the defaulting party may provide the other party with
written proof that the defaulting party is proceeding and will
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diligently continue to proceed to remedy the same within a
reasonable time . If, upon the expiration of the aforesaid
thirty day period , the defaulting party fails to cure cr
demonstrate to the other party ' s satisfaction that the
defaulting party is diligently proceeding and will cure the
defect or breach within a reasonable period of time , the
non-defaulting party may immediately cancel this Agreement. The
written notice described above shall he a condition precedent to
termination of this Agreement pursuant to this paragraph . The
foregoing notwithstanding, COUNTY may terminate this Agreement
on thirty days written notice if NORMEDCO fails to provide a
Physician and a Health Service Administrator, or if the duties
and responsibilities of the Physician and Health Services
Administrator in the absence of a person specifically designated
for that duty are not adequately being met by the director er
assistant director of Family Practice Residency Program and Vice
President of NORMEDCO respectively.
20 . Compensation: COUNTY shall compensate NORMEDCO for
the hourly costs for salary and benefits , on a time spent basic ,
for the services under this Agreement of the Physician, the
Director or Assistant Director of the Family Practice Residency
Program, the Health Services Administrator, and the Vice
President of NORMEDCO; said total amount not to exceed a pro
rata share of $92 ,677 annually, which computes as $6] , 785 for
the initial 8 month term of this Agreement. COUNTY will also
pay the pro rata share of $18 , 535 annually for NOFMFDCO' s
overhead in providing services , which computes as $12 , "_57 for
the initial 8 month term of this Agreement.
21 . COUNTY designates the Director of Finance and
Administration and NORMEDCO designates the Vice President of
NORMEDCO to coordinate the providing of services herein
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contracted for . This designation may be changed by each
respective party upon a ten-day notice.
22 . Miscellaneous :
(a) Notice: All notices given hereunder shall be in
writing and shall be delivered in person or sent certified or
registered mail, return receipt requested, with postage prepaid,
to the parties at the following addresses , or to such other
further addresses as the parties may hereafter designate by like
notice similarly sent or delivered:
Weld County Board of County Commissioners,
915 10th Street
Greeley, Colorado 80631
with a copy to: Weld County Attorney
915 10th Street
P.O. Box 1948
Greeley, Colorado 80632
Normedco Care Inc.
1801 16th Street
Greeley, Colorado 80631
with copy to : Arthur P. Roy, Attorney-At-Law
1011 11th Avenue
Greeley, Colorado 80631 .
(b) Governing Law: This Agreement shall be construed
in accordance with, and shall be governed by, the laws of the
State of Colorado.
(c) Partial Invalidity: If any provision of this
Agreement is declared by any court of competent jurisdiction to
be invalid for any reason, such invalidity shall not affect the
remaining portions . On the contrary, such remaining portions
shall be fully severable, and this Agreement shall be construed
and enforced as if such invalid provisions were deleted .
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(d) Assignment and Delegation : Neither this
Agreement, nor any of the obligations hereunder may be assigned
to any third party by COUNTY without the prior written consent
cf NORMEDCO. NORMEDCO may not assign nor delegate this
Agreement , or any of its obligations hereunder, to any third
parties other then to North Colorado Medical Center, Inc. , or
any of its not for profit subsidiaries, without the prior
written consent of COUNTY.
(e) Headings : The subject of headings of the
paragraphs of this Agreement are included for purposes of
convenience only and shall not affect the construction or
interpretation of any of its provisions. Throughout this
Agreement, the singular shall include the plural, the plural
shall include the singular , and the masculine and neuter shall
include the feminine , whereever the context so requires.
(f) Modification and Waiver: This Agreement
constitutes the entire understanding and Agreement between the
parties pertaining to the subject matter contained in it and
supersedes all prior and contemporaneous agreements ,
representations , and understandings of the parties . No
supplement, modification, or amendment of this Agreement shall
be binding unless executed in writing by both of the parties .
No waiver of any of the provisions of this Agreement shall he
deemed or shall constitute a waiver of any other provision,
whether or not similar, nor shall any waiver constitute a
continuing waiver. No waiver shall be binding unless executed
in writing by the party making the waiver.
(g) Authority : Each signatory to this Agreement
represent that he has full and complete authority to bind that
party to perform any and all cf the provisions of this
Agreement.
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IN WITNESS WHEREOF, the parties have set their hand and seals on
the date indicated .
WELD COUNTY, COLORADO
BOARD OF COUNTY COMMISSIONERS
BY: t_ j
GtAizinetW9r (7
ATTEST: 2ryelriJ
Weld County C rk and Recorder
and Clerk to the Board �
BY: (/fin/' (40b116-•
Deputy County lerk
NORMEDCO CARE, INC. ,
a Colorado Corporation
I
BY: I --- —
Vi President
411 --irett.1411_il
resident
ATTEST:
Secretary
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EXHIBIT "A"
EXAMPLES OF DUTIES :
Study health needs of the area by means of review of
reports and statistics , personal observation and
discussion, and by special surveys.
Plan and oversee a wide variety of health programs
including sanitation, nursing, laboratory, chronic disease ,
dental health, occupational health, maternal and child
health, communicable disease, vital statistics, mental
health, veterinary public health and health education.
Give direct medical services such as immunizations, well
child clinics , venereal disease investigation and
consultation , school health examinations and other clinic
services.
Works with practicing physicians and other interested
community groups in planning and conducting programs .
Maintains good relations with the medical community.
Give direct health education services including talks to
community groups about health, health problems and
programs. Coordinate the Health Education Program for Weld
County.
Act as local registrar of vital statistics for the area the
Health Department has jurisdiction.
Administer and enforce the public health laws of the State
of Colorado; the orders , rules , regulations and standards
of the State Board of Health; and the orders, rules and
regulations of the Board of County Commissioners .
Hold hearings , administer oaths, subpoena witnesses and
take testimony when required in performance of duty.
Serve as medical consultant to medical care programs .
Act to protect the public health during natural disasters
or enemy attack.
Investigate and control epidemic diseases.
Coordinate with the State Department of Public Health in
all matters pertaining to public health.
Provide medical expertise for clinic and health protection .
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Ensure compliance to all State Health Department statutory
requirements , including the orders , rules , regulations and
standards of the State Board of Health and the regulations
of the County Board of Health.
Provide clinical services per current contract with Family
Practice Residency Program.
Function as the Public Health Officer for Weld County.
Maintain proper medical protocols and procedures .
Provide policy recommendations to Board of County
Commissioners and Weld County Health Board.
Keep Weld County Health Board and Board of County
Commissioners advised of health issues .
Supervise Environmental Health Services .
Evaluate health programs that affect Weld County.
Make recommendations to the Board of County Commissioners
for the purpose of helping to eliminate and avoid the
duplication of services in County Health related areas .
Perform other such functions and duties as the Board of
County Commissioners shall direct.
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EXHIBIT "B"
EXAMPLES OF DUTIES :
Study health needs of the area by means of review of
reports and statistics , personal observation and
discussion, and by special surveys.
Plan health programs to meet the needs of the area .
Periodically evaluate health programs to determine if they
are effectively meeting both static and changing needs ;
plan for improving programs as indicated .
Plan and coordinate a wide variety of health programs
including sanitation, nursing, laboratory, chronic disease ,
dental health, occupational health , maternal and child
health, communicable disease, vital statistics , mental
health , veterinary public health and health education.
Employ, direct and supervise other health personnel who may
include physicians , dentists , veterinarians , psychologists ,
sanitary engineers , sanitarians , bacteriologists , physical
therapists , social workers , nutritionists , health
educators , public health nurses and nurses aides; employ,
direct and supervise supporting personnel such as business
managers , secretaries , clerks , and janitors.
Prepare an annual budget, review it with the Board of
Health and submit it to the County Commissioners for
approval .
Administer, under the Board of County Commissioners , all
federal , state , and local property, services and monies
allotted to the department.
Prepare proposed orders , rules and regulations for review
by the Weld County Board of Health and the approval of the
Board of County Commissioners.
Advise County Commissioners and other official and
voluntary agencies regarding matters pertaining to public
health.
Help coordinate voluntary and official health programs .
Provide management services for the Weld County Public
Health Department.
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Coordinate medical activities and services provided by
North Colorado Medical Center. and Weld County Health
Department.
Provide management coordination in assessing service
levels , service areas , staffing levels , service
relationships with other entities, fee structures and
service provision approaches.
Cooperate with related county agencies (e.g. Social
Services , Human Resources) .
Operate Weld County Health Department annually within
authorized budget.
Assist in applying for State Health Grants and administer
all grants in accordance with grant requirements .
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