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Res 088-95 6/20/1995RESOLUTION NO. RESOLUTION AUTHORIZING THE CITY MANAGER TO ENTER INTO A CONTRACT WITH THE WICHITA FALLS FAMILY PRACTICE RESIDENCY PROGRAM FOR FISCAL YEAR 1994 -95 WHEREAS, the 1994 -95 budget included funds to contract with the Family Practice Residency Program for medical related services provided at the Health Unit and for general operating support, and WHEREAS, the City and representatives of the Family Practice Residency Program have agreed to contract terms and conditions, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WICHITA FALLS, TEXAS, THAT: The City Manager is hereby authorized to enter into a contract with the Family Practice Residency Program, a copy of which is attached hereto and made a part of the resolution. PASSED AND APPROVED this the ATTEST: City Clerk CONTRACT WITH WICHITA FALLS FAMILY PRACTICE RESIDENCY PROGRAM This contract made and entered into this the day of June, 1995 by and between the City of Wichita Falls, Texas, hereinafter referred to as "City" and the Wichita Falls Family Practice Residency Program, hereinafter referred to as "Contractor." WITNESSETH: For and in consideration of the mutual covenants herein contained, the parties do hereby agree as follows: 1. Scope of Services: The scope of services, for which the Contractor is responsible, are separated into two components: (1) General Operating Support and (2) Health Authority. a. General Operating Support. The Contractor agrees to train up to eighteen (18) family practice residents during the contract period. These residents, under faculty supervision, MISM91F (1) Provide direct patient care in the Family Health Center Clinic. (2) Provide in-patient care at both Wichita General Hospital and Bethania Hospital. (3) Assist the City-County Health Department, at their request, to provide community education in health matters, including, but not limited to, assisting the City-County Health Department in conducting public health education programs. (4) Provide medical care to the three weekly pediatric clinics. E (5) Provide out-patient prenatal medical care to obstetric patients of the prenatal clinics of the City County Health Department. (6) At the request of the City Manager, assist the City of Wichita Falls in its employee assistance programs including, but not limited to, the areas of mental health, alcoholism, drug abuse and physical fitness. b. Health Authority. The Contractor agrees to provide the following services: (1) Appoint Dr. Clifford Burross, M.D. as the Health Authority for the Wichita Falls/Wichita County Public Health District. (2) Appoint Dr. Elia Dimitri, M.D. as the Associate Health Authority for the Wichita Falls/Wichita County Public Health District. (3) The Health Authority, Associate Health Authority, faculty and/or residents shall manage all medical clinics conducted by the Wichita Falls/Wichita County Public Health District. (4) The Health Authority and/or Associate Health Authority shall dedicate the needed time necessary to plan, organize, direct and evaluate the medical aspects of various programs conducted by the Wichita Falls/Wichita County Public Health District. (5) The Health Authority and/or Associate Health Authority shall consult with the District Manager of the Health District, City Council, and/or Public Health Board on all medical 3 related issues that require attention of the Wichita Falls /Wichita County Public Health District. (6) The Health Authority and /or Associate Health Authority shall assist with the Medicaid provider enrollment process for the Wichita Falls /Wichita County Public Health District when required by the Texas Department of Health, by assuming medical supervision and responsibility necessary for Medicaid participation. 2. Term of Contract. The term of this agreement shall be for the one -year period beginning October 1, 1994 and ending September 30, 1995, subject to satisfactory performance by the Contractor as outlined herein. 3. Compensation. The City agrees to pay to the Contractor a maximum amount of Seventy -five Thousand Dollars ($75,000), which shall constitute full compensation for the Contractor's services and expenses incurred for providing the services outlined in the General Operating Support Section of the Scope of Services. The City agrees to pay the Contractor a maximum amount of Forty -Two Thousand Dollars ($42,000), which shall constitute full compensation for the Contractor's services and expenses incurred in performing the services outlined in the Health Authority Section of the Scope of Services. The City agrees to allow the Contractor to bill for all eligible third party reimbursements for clients who are treated by the staff of the Contractor in the clinics of the Wichita Falls /Wichita County Public Health District. 2 4. Method of Payment. Payments to the Contractor for services provided pursuant to the General Operating Support Section of the Scope of Services shall be made in four equal payments of Eighteen Thousand Seven Hundred Fifty Dollars ($18,750) per quarter from October 1994 through September 1995. Payments shall be processed quarterly upon receipt of a request for payment. Payments to the Contractor for services provided pursuant to the Health Authority Section of the Scope of Services shall be made in equal payments of Three Thousand Five Hundred Dollars ($3,500) per month from October 1994 through September 1995. Payments shall be processed upon receipt of a request for payment. 5. Budget. In performing the services called for under the provisions of this contract, the Contractor shall conform his expenditures to the approved budget. Said budget shall be submitted to the City prior to processing of any payments. Said budget and any account, set out herein can be altered, amended or modified as mutually agreeable between the two parties hereto so that the full intent and purpose of this contract can be carried out; upon request of the Contractor, line item changes may be made in the budget referred to herein without further City Council action if approved by the City Manager; provided, however, no such change may alter the intent of purpose of this contract without further approval by the City Council of the City. In no event shall the City be required to pay more than Seventy -five Thousand Dollars ($75,000) to the Contractor for 5 General Support Services and Forty-Two Thousand Dollars ($42,000) for Health Authority Services. 6. Contractor's Contribution. In the event that the total sum to be paid by the City to the Contractor under the terms of this agreement is not sufficient for the Contractor to continue performance of his obligations hereunder until termination date hereof, the Contractor shall contribute sufficient funds for continued performance to fulfill terms of the contract. 7. Refund. At the termination date hereof, the Contractor shall pay to the City any sums paid to the Contractor by the City which have not been expended or committed as budgeted. Additionally, by October 15, 1995, the Contractor shall pay to the City any sums paid to the Contractor by third parties for reimbursement of services that were provided in the City/County pediatric clinics or other City/County clinics where third party billing becomes eligible after the effective date of this contract. Such payment is to be supported by a report containing appropriate financial information and data as the City deems necessary. 8. Financial Reports. A budget report, to contain such reasonable financial information and data as the City deems necessary, shall be submitted to the City by the Contractor annually or at the specific request of the City Manager or his representative. 9. Future Funding. The funding of this program in no way commits the City to future funding of this program beyond the current contract period. Any future funding is solely the R responsibility of the Contractor. Provided further that nothing herein shall be construed as a commitment to contribute any current or future funds to indigent health care services. 10. Restriction on Disbursement. No funds under this contract shall be disbursed by the Contractor to any other party nor shall any of the work or services covered by this contract be subcontracted without the prior written approval of the City. 11. Termination of The Contract. This agreement shall continue in full force and effect until the expiration of the term set forth above. If either party fail to fulfill their obligations under this contract in a timely and proper manner, the other party shall have the right to terminate this contract for cause. Written notice stating the grounds for termination will be given the other party, not less than thirty (30) days prior to the effective date of such termination. If either party to the contract should desire to terminate the contract prior to the date of expiration, they may do so by giving written notice to the other party not less than sixty (60) days prior to the intended termination date. Upon termination of this contract, all future obligations are hereby extinguished. The Contractor shall be entitled to receive just and equitable compensation from the City for any satisfactory work completed prior to the termination. The Contractor will refund any unearned funds advanced by or received from the City. Notwithstanding the above, the Contractor shall not be relieved of liability to the City for damages sustained by the City by virtue of any breach of the Contractor. The City may withhold any payments due the Contractor for the purposes of setoff until such time as the exact amount of damages due the City from the Contractor are determined. 12. Changes. The City may, from time to time, request changes in the Scope of Services of the Contractor as may be mutually agreed to be performed hereunder. Such changes, including any increase or decrease in the amount of the Contractor's compensation, which are mutually agreed upon by and between the City and the Contractor, shall be incorporated in written amendments to the contract. 13. Assignability. The Contractor shall not assign any interest in this contract, and shall not transfer any interest in the same (whether by assignment or novation) without the prior written consent of the City. However, claims for money due or to become due to the Contractor from the City under this contract may be assigned to a bank, trust company, or other financial institution without such approval. Notice of any such assignment or transfer shall be furnished promptly to the City. 14. Records. a. Establishment and Maintenance of Records. The Contractor shall establish and maintain records in accordance with requirements prescribed by the City, with respect to all matters covered by this contract. Except as otherwise authorized by the City, the Contractor shall retain such records for a period of three years after receipt of the final payment under this contract or termination of this contract. E-11 b. Documentation of Costs. All costs shall be supported by properly executed payrolls, time records, invoices, contracts, vouchers, orders, and/or any other accounting documents. Any of the above related in whole or in part to this contract shall be clearly identified and readily accessible. C. Reports and Information. The Contractor at such time and in such forms as the City may require, shall furnish to the City such statements, records, reports, data, and information as the City may request pertaining to matters covered by this contract. All of the reports, information, data and other related materials, prepared or assembled by the Contractor under this contract are confidential and shall not be made available to anyone without the prior written approval of the City. Information restricted by law or Contractor policy and relating to personal, medical and financial data will be treated as confidential and will not be released by the City except as may be required pursuant to Article 6252-17 V.A.C.S. and any amendments thereto. d. Audits and Inspections. The Contractor shall at any time during normal business hours and as often as the City may deem necessary, make available to the City for examination all of its records and data with respect to all matters covered by this contract and shall permit the City or its designated authorized representative to audit and inspect all invoices, materials, payrolls, records of personnel conditions of employment and other data relating to all matters covered by this contract. X Contractor shall furnish a certified audit report for expenses pertaining to this contract upon completion. e. Accounting. The Contractor shall establish and maintain on a current basis an adequate accounting system on an accrual or other accounting basis in accordance with generally accepted accounting principles and standards. 15. Limitation on Compensation for Personal Services. Compensation for personal services includes, but is not limited to, wages, salaries, and supplementary compensation and benefits. Compensation for employees of the Contractor shall not exceed that paid for similar work paid by the City. In cases where the kinds of personal services provided have no counterpart in local governmental agencies, compensation shall not exceed that paid for similar work in the labor market in which the Contractor competes for the kinds of personal services involved or the compensation level established by the Contractor's primary funding source. 16. Interest of City and Others. No officer, or employee of the City and no members of its governing body of the locality or localities in which the project is situated or being carried out who exercises any functions or responsibilities in the review or approval of the undertaking or carrying out of this Project, shall participate in any decisions relating to this contract which affects his personal interest or the interest of any corporation, partnership, or association in which he is, directly or indirectly, interested or has any personal or pecuniary 10 interest, direct or indirect, in this contract or the proceeds thereof. 17. Compliance with Local Laws. The Contractor shall comply with applicable laws, ordinances, and codes of the State and local governments, and the Contractor shall save and hold harmless the City with respect to damages arising out of any negligent act or omission of Contractor's physicians or employees in performing any of the work embraced by this contract; but this indemnification will not protect City with respect to damages arising out of any negligent act or omission of employees and agents of City and the City- County Health Department. 18. Political Activity Prohibited. None of the funds, materials, property or services provided directly or indirectly under this contract shall be used in the performance of this contract for any partisan political activity. 19. Lobbying Prohibited. None of the funds provided under this contract shall be used for publicity or propaganda purposes designed to support or defeat legislation pending before the Congress. 20. Equal Employment Opportunity. During the performance of this contract, the Contractor agrees as follows: a. The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor will take affirmative action to insure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sect, or national origin. Such 11 action shall include, but not be limited to, the following: Employment, upgrading, demotion or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other terms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places available to all employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. b. The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applications will receive consideration for employment without regard to race, color, religion, sex, or national origin. C. The Contractor shall keep such records and submit such reports concerning the racial and ethnic origin of its employees as the City may require. 21. Renegotiation. This contract may be renegotiated at the request of either party in the event alternate sources of funding become available during the term of the contractual agreement. The Contractor must notify the City of all occurrences where alternate funding becomes available. 22. Malpractice Insurance. All faculty physicians providing services under the terms of this contract shall maintain medical malpractice insurance in the following amounts: $500,000 per occurrence /$1,000,000 aggregate. 12 All resident physicians providing services under the terms of this contract shall maintain medical malpractice insurance in the following amounts: $100,000 per occurrence/$300,000 aggregate. This agreement made and entered into the day of June, 1995. ATTEST: City Clerk APPROVED AS TO FORM: City Attorney CITY OF WICHITA FALLS, TEXAS BY: Janes Berzina, City Manager WICHITA FALLS FAMILY PRACTICE RESIDENCY PROGRAM BY: