HomeMy WebLinkAbout941070.tiff RESOLUTION
RE: APPROVE PROVIDER AGREEMENT BETWEEN AREA AGENCY ON AGING AND FAMILY
CARING NETWORK, 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 a Provider Agreement between the County
of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on
behalf of the Area Agency on Aging, and the Family Caring Network, Inc., with terms and conditions
being as stated in said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, 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 Provider Agreement between the County of Weld, State of Colorado, by
and through the Board of County Commissioners of Weld County, on behalf of the Area Agency on
Aging, and the Family Caring Network, 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.
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 31st day of October, A.D., 1994.
/ BOARD OF COUNTY COMMISSIONERS
ATTEST: / ����G� WELD COUNTY?,A COLORADO
Weld County Clerk to the Board i1 ,9 1 / XJ O
� W. H. Webster, C irman
BY: ,...-1.d"/ ✓�w .e��-
C - . ..1-7 _
-Deputy Clerk to the Board Dale Hall, Pro-Te
APPROVED AS TO FORM: ,e- / !f--ot--,K"
. Georg . Baxter
EXCUSED
ounty Attor y C_____,____L Constance L. Harbert /
i Ciit.i1 -1t -/Xc'C7,r c,_
NBarbara J. Kirkmeyer/ a
941070
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FAMILY CARING NETWORK CASE MANAGEMENT
PROVIDER AGREEMENT
6r-
This Agreement is made as of the 31-day of a•) 199q by and between Family
Caring Network, Inc. (FCN), a subsidiary of LifePlans, Inc. (LifePlans) and
(Provider).
BACKGROUND
FCN has created the Family Caring Network (Network) for the purpose of assisting
elderly and disabled persons in identifying and locating appropriate service providers capable
of addressing their health and other aging and disability related problems.
Provider is an organization whose public purpose is to provide such assistance to the
public and promote more effective delivery of health care and other services to elderly
persons in the public interest.
FCN wishes to make use of Provider's services and Provider is willing to make such
services available in furtherance of its public purpose on the terms set forth in this
Agreement.
Therefore, the parties agree as follows:
1. Right to Use Materials. Products and Trademarks
FCN hereby grants to Provider the right to utilize, on a non-exclusive basis, the
materials developed for use by FCN in developing the Network and all products and
trademarks related thereto (Materials), including, but not limited to, all forms, manuals,
assessment instruments, training materials, documentation and other systems used or useful
in fulfilling Provider's obligations under this Agreement. The Materials shall be used solely
for the purpose of performing Provider Case Management activities within the Provider's
Territory in strict accordance with this Agreement, as amended from time to time, from the
Commencement until the end of the term hereof, unless sooner terminated. No materials
other than FCN approved Materials shall be used by Provider in the course of providing and
in performing its obligations hereunder except that Provider's own forms and program
brochures/service descriptions can be used as needed to enhance communication about Case
Management activities under the terms of this agreement. The Provider agrees to provide
Case Management services and to use the Materials applicable to clients referred to the
Provider from the Network. Provider shall have the option, but not the obligation, to utilize
the Materials for assessment and Case Management of other clients serviced by its Case
Management activities, provided, however, that if it wishes to so utilize the Materials, it
must notify FCN in writing and receive written consent to do so. FCN shall approve the
use of the Materials for non-FCN programs unless FCN determines, in its sole discretion,
that such use would be adverse to the objectives of the Network. Adverse use would
include, but not be limited to, use in connection with services performed by or on behalf of
a Competitor (as defined in Section 2.2 of this Agreement) of the Network. Other than in
the use of the Materials for non-FCN programs, FCN shall have no control over or
•
obligation to offer assistance in connection with any activities of the Provider other than in
relation to the Network. All rights, title and interest in the Materials, including any
intellectual property rights associated with the Materials, under any applicable federal or
state statutory or common law shall at all times remain vested in LifePlans, Inc. or one or
more of its affiliates, it being understood that LifePlans, Inc. has granted a non-exclusive
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royalty free license to FCN to utilize the Materials with full rights to sub-license their use as
provided for in this Agreement. FCN disclaims any express or implied warranty that the
materials or their use will be free from claims of interference or infringement of the patents,
copyrights or other proprietary rights of any third party or claims of impermissible use of
proprietary information of any third party or any warranty, express or implied, of the
accuracy, reliability, technological or commercial value, comprehensiveness or
merchantability of the Materials.
2. Definitions
2.1 Case Management. The term Case Management as it relates to FCN means
specifically Long-Term Care Case Management. Long-Term Care Case
Management is a service with four distinct components which collectively
make up Case Management as defined for purposes of this Agreement.
(a) Assessment - Is a face to face evaluation utilizing a standardized
assessment tool to determine the individual's needs and resources. The
assessment provides some or all of the following information regarding
the individual:
(1) functional level;
(2) cognitive status;
(3) health status;
(4) current living arrangement;
(5) use of formal and informal support systems.
(b) Care Planning - Determining with the individual the appropriate and
available mix of formal and informal services and resources to meet
the individual's long-term care needs, and developing a Plan of Care to
meet those needs;
(c) Care Plan Implementation/Coordination - Assessing and coordinating
the appropriate services (service delivery) and assisting the individual
to make the necessary financial arrangements to implement an
individual's Plan of Care; and
(d) Continued Care Management - Is the monitoring, reassessment, and
discharge or termination component of case management. More
specifically this includes:
(1) monitoring the service delivery, quality of care provided and
status of the individual;
(2) reassessing the individual's cognitive status, health status, and
functional level as they relate to the care provided and making
appropriate changes as needed, and;
(3) closing the case once an individual no longer requires case
management due to depletion of insurance coverage, death, or
improved health, whereby case management services are no
longer required.
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Provider has the right to reveal its findings, plans and recommendations to the
client regardless of the company's fmal decision regarding client eligibility
and/or services provided.
2.2. Competitor. Any non-Network entity or organization providing, offering or
seeking to provide or offer Long Term Case Management Services in more than one
state, either directly or through coordinating activities, management agreements,
affiliation or contracting with organizations or individuals, will be considered to be a
Competitor of the Network. Organizations not providing Case Management as
defined above, such as information and referral services which do not provide face-
to-face assessment, will not be considered to be Competitors of the Network. In
cases where the Provider may provide services to a Competitor, Provider shall notify
FCN and FCN shall determine in its sole discretion if a conflict of interest exists.
The Provider has the right to appeal the decision to the FCN Board of Directors.
3. Confidentiality
All information obtained through the performance of this contract is to be treated as
confidential information. The Provider shall not use any information, obtained in the
performance of this contract in any manner except as necessary to the proper discharge of
its obligations. All Provider personnel having access to information pertaining to individuals
receiving services shall complete and sign a nondisclosure agreement.
4. Schedule of Services To Be Provided
4.1. Services Provided by FCN. FCN will provide national coordination,
operational management and Network development services including:
(a) development and management of contracts with national and
regional insurance companies, employers, and other clients;
(b) development and implementation of a national program for the
enhancement of Case Management services;
(c) selection of Provider organizations;
(d) development of assessment and case management protocols;
(e) development and testing of training manuals for the use of FCN
Materials and training of Provider organizations;
(f) implementation and management of a centralized national
intake/screening center to receive calls, screen, and make
referrals to the appropriate Provider agency;
(g) implementation and management of a centralized accounting
system for billing and claims processing;
(h) development and implementation of a standardized centrally
managed data system; and
(i) performance monitoring of the Network.
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4.2. Services Provided by Provider. Provider is responsible for providing Case
Management services using FCN approved protocols as specified in agreements with
insurance clients (termed Client Master Agreements) including, without limitation,
when specified:
(a) Assessments conducted in conjunction with an individual's
application for Insurance;
(b) Assessments conducted in conjunction with an insured's filing of a claim for
insurance benefits;
(c) Care Planning Assessment and Plan of Care;
(d) Care implementation/coordination; and
(e) Continued care management
5. Term
The Term of this Agreement shall begin as of the date hereof and continue in force
for eighteen months unless otherwise terminated pursuant to the terms of this Agreement.
At the expiration of each term, this Agreement will automatically renew for an additional
twelve month period unless a party sends written notice of termination via certified mail to
the other party prior to the expiration of the then current term.
6. Territory
The Network Provider's Territory shall be a geographical area described in Exhibit A
which is attached to this Agreement and incorporated herein by reference, in which the
Provider has the right to use the FCN Materials, and in which the Provider agrees to
provide Case Management and related services as a designated representative of the
Network, either directly or through pre-approved sub-contracts.
7. Service Referrals
7.1. General. FCN is responsible for making available the services of the
Provider organizations to individuals and groups such as national and regional
insurance companies, employers, and unions. FCN or LifePlans, Inc. will develop
and manage the group contracts for Case Management services, and all referrals will
be coordinated through a centralized national intake center which receives calls,
collects identifying and accounting information, conducts a preliminary needs screen
and makes referrals to the appropriate Provider organization.
7.1.1. Client Master Agreement Service Referrals. Individuals seeking Case
Management services who are affiliated with a group which is
contracting for the Case Management services of the Network may be
referred to and serviced by a Network Provider organization under the
terms and conditions of the Client Master Agreement for that group.
A separate Client Master Agreement for each group contracting with
FCN shall be provided by FCN in which the group's specific terms
and conditions of service delivery will be included. Service
authorization for the individual affiliated with a contracting group will
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accompany the individual service referral according to the terms and
conditions of the Client Master Agreement.
7.1.2. Non-Group Service Referrals. Individuals may seek Case Management
Service who are not affiliated with a group which is contracting for the
Case Management services of the Network and may be referred to and
serviced by a Network Provider organization from time to time. Such
referrals may include individuals referred to the Network by LifePlans,
Inc.'s Information & Referral service and other FCN professional
organizations and individuals, and also may include individuals who
are participating in a group which is contracting with FCN but who
wish to purchase additional services which are not included in that
Client Master Agreement or authorized as reimbursable as a part of
that Client Master Agreement. Such non-Group referrals to a Network
Provider may not be subject to FCN specific service requirements or to
related negotiated rates.
7.2. Overlapping Territories. In the event Territories overlap, or if there are
multiple Providers within a Territory, and there are no Client Master Agreement or
service referral stipulations about the distribution of referrals to Provider
organizations, the individual will be informed of Provider options, and when there is
no stated individual preference, referrals will be made as determined by FCN, on the
basis of the following criteria:
(a) Prior affiliation of the individual with a specific Provider;
(b) Individual preference for Provider with specific mutual affiliation;
(c) Geographic proximity;
(d) Provider availability to respond to the request for service.
7.3. Client Master Agreements. Each Client Master Agreement will include the
specific terms and conditions of individual referrals to a Provider organization,
including, but not limited to:
(a) Service delivery authorization information;
(b) Services and related definitions of services which may be authorized;
(c) Service delivery documentation and accounting requirements;
8. Right to Subcontract
8.1. Subcontracts. Providers may contract or enter into Agreements with other case
management agencies or individuals to provide Case Management services within
their Territory, only with the express written authorization of FCN. A Supplement
to this Agreement would be required if Provider seeks to Subcontract.
9. Fees and Payments
9.1 Fees. Fees shall be as set forth in EXHIBIT B attached to this Agreement.
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9.2 Payments
9.2.1. Billing. Providers will be responsible for maintaining separate service
documentation and accounting for all individuals referred to the
Provider by FCN. Providers will use FCN forms and procedures to
submit the required service documentation and accounting information
on a monthly basis. FCN will be responsible for billing and collection
from the contracting group or the individual.
9.2.2. Payments. The Provider will submit the billing to FCN for payment
and FCN will pay the Provider for all services rendered and
documented according to the requirements specified in the applicable
Client Master Agreement. Payment will be made within 30 days of
receipt of the billing.
9.2.3. Documentation and Record Keeping. FCN will develop the necessary
documentation and reporting systems and supports (e.g. forms, etc.) to
implement the billing system. If modification of the billing system is
necessary for a specific contracting group, the modifications will be
included in the Client Master Agreement for that contracting group.
The Provider will be responsible for maintaining all service
documentation in accordance with the terms of any Agreement.
Individual records shall be kept for a minimum of five (5) years, and
FCN, having given reasonable notice, shall have the right at any time
during that period to audit, at its own expense, the service records and
all related accounting records for individuals referred to the Provider
by the Network.
10. Default and Termination
10.1. By Provider. The Provider may terminate this Provider Agreement, on the
first day of the month following at least 60 days certified receipt of prior written
notice (which notice shall specifically describe the grounds for termination), if one or
more of the following occurs and is not cured prior to the effective date of such
termination:
(a) If FCN fails to reimburse the Provider in accordance with this Agreement;
(b) If FCN fails to maintain basic professional standards in supporting and
representing the interests of the Provider;
(c) If FCN shall have taken action which results in an abandonment of a part of
the Territory;
(d) If FCN shall attempt to assign this Agreement without the prior written
consent of Provider;
(e) If FCN or any of its employees fails to conduct FCN's activities in substantial
compliance with any applicable law or regulation, national or local;
(0 If FCN or a person or entity controlling, controlled by, or under common
control with FCN becomes insolvent (as revealed by its records or otherwise);
or if an involuntary petition is filed against it and such petition is not
dismissed within thirty (30) days, or it shall make an assignment for the
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benefit of creditors; or if a receiver or trustee in bankruptcy or similar
officer, temporary or permanent, be appointed to take charge of any of its
affairs or any of its property; or if dissolution is commenced;
(g) If the objectives stated for the Network by the Board of Directors of FCN
shall change in any material respect.
10.2. By FCN. FCN may terminate the Provider Agreement on the first day of the
month following at least 60 days certified receipt of prior written notice (which
notice shall specifically describe the grounds for termination), if one or more of the
following occurs and is not cured prior to the effective date of such termination;
(a) If Provider fails to follow agreed upon protocols in provision of Case
Management services;
(b) If Provider fails to meet agreed upon standards of excellence in provision of
Case Management services;
(c) If Provider shall abandon Case Management activities in any part of the
Territory;
(d) If Provider shall attempt to assign this Agreement or otherwise sell, assign,
transfer or encumber the Materials without the written consent of FCN as
herein above provided;
(e) If Provider or any of its employees fails to conduct the Provider's activities in
substantial compliance with any applicable law or regulation, local or national;
(f) If Provider or a person or entity controlling, controlled by, or under common
control with Provider becomes insolvent (as revealed by its records or
otherwise); or if an involuntary petition is filed against it and such petition is
not dismissed within thirty (30) days, or if it shall make an assignment for the
benefit of creditors; or if a receiver or trustee in bankruptcy or similar
officer, temporary or permanent, be appointed to take charge of any of its
affairs or any of its property; or if dissolution is commenced;
(g) If Provider, by the conduct of its activities materially impairs the value of the
Materials, in the reasonable judgment of FCN.
10.3 Termination without Cause. Either party may terminate the Agreement
without cause by sending written notice via certified mail return receipt requested.
The Agreement will terminate 60 days after receipt of such notice.
11. Liability: Indemnity
The relationship between LifePlans, Family Caring Network and the Provider is that
of independent contractors, and neither shall be considered an agent or representative of the
other for any purpose. Each party shall be responsible for action and services separately
attributable to itself and to its employees and staff. This paragraph shall survive termination
of this agreement. At all times the Provider shall keep in force a general liability insurance
policy issued by a company authorized to transact business in the providers state of business.
Limits of liability shall be in the amount of$1,000,000 per incident $5,000,000 per
aggregate. The Provider agrees to indemnify and hold harmless FCN for any damages
resulting from the activities of the Provider, its employees, or agents under this Agreement.
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12. Notices
All notices, requests, demands, and other communications hereunder shall be in
writing and delivered or mailed, with postage prepaid, to the party intended, at its address
as set forth on the signature page of this Agreement or such different address as may be
furnished by written notice.
13. Assignment
This Agreement may not be assigned by either party without the prior written consent
of the other, except that it may be assigned by FCN without Provider's consent to any
corporation affiliated with it by stock ownership or any successor to the operations of the
Network.
14. Finding
This Agreement shall inure to and bind the successors, assigns and representatives of
the parties.
15. Entire Agreement
This Agreement contains the entire agreement between the parties hereto; no
representations, inducements, promises, or agreements, oral or other, between the parties
not embodied herein, shall be of any force or effect.
16. Amendment of Agreement
This Agreement may be amended only by a written instrument signed by the parties
hereto.
17. Headings
The headings used in this Agreement are inserted only as a matter of convenience
and for reference and in no way define, limit, or describe the scope of this Agreement nor
the intent of any provision thereof.
18. Governing Law
This Agreement shall be construed under the laws of The Commonwealth of
Massachusetts.
19. Severability
In the event one or more clauses of this agreement is/are deemed by a court of law
to be unlawful and/or unenforceable all other clauses of this Agreement shall continue in full
force and effect.
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FCN Family Caro
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first above written.
WELD COUNTY BOARD OF COMMISSIONERS FAMILY CARING NETWORK, INC.
J ,,/ ( ,
Yi By: ` ` p dv tc n7A--)
W. t Webst'et u airman
Address: Two University Office Park
51 Sawyer Road, Suite 340
ATTEST: Ltilatth
Waltham, MA 02154
Weld County Clerk to
the Board
By:
BY:
Deputy CLe to the Board -For:
(please type or print)
Address:
WELD COUNTY DIV ION OF HUMAN
SERVICES
Walt J. peckman, Executive Director
/ if
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EXHIBIT A
COLORADO
1. Weld County
2 . Larimer County
WYOMING
1. Cheyenne (city only ) zip code area 82005
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FrN 9'f.077
Vl \ Family Caring Network
EXHIBIT B
WORKSHEET: FAMILY CARING NETWORK SERVICE PRICING
Name of Organization:Weld Area Agency on Aging- Department of Human
Services
City or County: Greeley (Weld County ) State: Co.
ASSUMPTIONS IN PRICING:
The services to be performed are not negotiable. They are
determined in a Master Agreement with the purchaser (insurer) and
the specific elements of the service may not be varied. The time
taken to perform the service may vary slightly, depending on
certain characteristics - location of the client, service being
delivered, staff person's own style. In setting your agency's
hourly rate, please view the time estimates in our specifications
as accurate.
At this time, the Hourly Service Rate represents your
agency's anticipated mix of professional disciplines in the
performance of FCN services. The Hourly Service Rate includes
your direct and indirect costs except for travel time and
mileage. The negotiated hourly rate should be valid for 12 months
at a minimum.
PRICING
THE NATIONAL BLENDED AVERAGE FOR 1994 FCN SERVICES IS
$48.00/HOUR.
Travel Time will be paid at up to half the Hourly Service Rate.
Your agency's proposed FCN Hourly Service Rate: $ 48 .00 /hour.
Your agency' s proposed FCN Travel Time Rate: $ 24 . 00 /hour.
ADDITIONAL INFORMATION:
Signed( $ QJ Date 9-3e) -9/
Title Lone Term Care Coordinator
Signed Ci,,_,L kc_,siu'm; - c--1) Date /t-/8 9�
for Family Caring Network
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f ' mEmoRAnDum
Whit
To W. H. Webster Board of Date October 31 . 1904 - /L,(
County Commissioners Jv'_
COLORADO From Walter J. Sueckman , Executive Director, Human Services
sobject: Provider Agreement between the Weld County Division of
Services ' Area Agency on Aging and Family Caring Network
Enclosed for Board approval is a Provider Agreement between the
Weld County Division of Human Services ' Area Agency on Aging and
Family Caring Network, Inc. There are three (3) copies of this
contract. Please return two (2) copies once they have been
signed.
Family Caring Network will reimburse Area Agency on Aging for
case management services . The rate of reimbursement will be
$48 . 00 plus travel time and mileage per case referral (see
exhibit A) .
If you have any questions, please telephone me at 353-3800 .
941070
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