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HomeMy WebLinkAboutDR DAVID FARSTAD - CONTRACT - AGREEMENT MISC - EMERGENCY PHYSICIANS DISPATCH EMD PROGRAM DR DAVID FARSTADPROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below, by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and Dr. David Farstad, M.D., hereinafter referred to as "Professional'. WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Professional agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of one (1) page, and incorporated herein by this reference. 2. Contract Period. This Agreement shall commence January 1, 2009 and shall continue in full force and effect until December 31, 2009, unless sooner terminated as herein provided. In addition, at the option of the City and the Professional, the Agreement may be extended for additional one year periods not to exceed four (4) additional one year periods. Renewals and pricing changes shall be negotiated by and agreed to by both parties. Written notice of renewal shall be provided to the Professional and mailed no later than ninety (90) days prior to contract end. 3. Early Termination by City. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Professional. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: Standard Professional Services Agreement- rev07/08 Professional: City: With Copy to: Dr. David Farstad, M.D. City of Fort Collins Purchasing Ken Jackson Emergency Physicians of Fort PO Box 580 City of Fort Collins Police Collins Fort Collins, CO 80522 Services 1024 Lemay Ave. PO Box 580 Fort Collins, CO 80524 Fort Collins, CO 80522 In the event of any such early termination by the City, the Professional shall be paid for services rendered prior to the date of termination, subject only to the satisfactory performance of the Professional's obligations under this Agreement. Such payment shall be the Professional's sole right and remedy for such termination. 4. Design, Project Indemnity and Insurance Responsibility. The Professional shall be responsible for the professional quality, technical accuracy, timely completion and the coordination of all services rendered by the Professional, including but not limited to designs, plans, reports, specifications, and drawings and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. The Professional shall indemnify, save and hold harmless the City, its officers and employees and the parties to the "Intergovernmental Agreement Concerning Appointment of Medical Director for the Emergency Medical Dispatch Program" (Larimer County and Colorado. State University System ("the County' and "CSU") in accordance with Colorado law, from all damages whatsoever claimed by third parties against the City and the County and CSU; and for the City's, the County's, and CSU's costs and reasonable attorneys fees, arising directly or indirectly out of the Professional's negligent performance of any of the services furnished under this Agreement. The Professional shall maintain medical malpractice insurance in the amount of $1,000,000. 5. Compensation. In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional a fixed fee in the amount of Seven Thousand Five Hundred Dollars ($7,500.00) Medical Director funding, plus up to One Thousand Five Hundred Dollars ($1,500.00) for the purchase of Navigator (or other appropriate EMD conference) and training materials. All such fees and costs shall not exceed Nine Thousand Dollars ($9,000.00). Standard Professional Services Agreement- rev07/08 VA Payment for conferences, training and purchase of Navigator, or other appropriate EMD conferences and materials, will be reimbursed based upon the Professional's billings and itemized statements. Partial payments for Medical Director funding based upon the Professional's billings and itemized statements are permissible. The amounts of all such partial payments shall be based upon the Professional's City -verified progress in completing the services to be performed pursuant hereto and upon the City's approval of the Professional's actual reimbursable expenses. Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings, and other services rendered by the Professional shall become the sole property of the City. 6. City Representative.' The City will designate, prior to commencement of work, its project representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to the City Representative. 7. Status Reports. Commencing thirty (30) days after the date of execution of this Agreement, Professional is required to provide the City Representative with a written report of the status of the work with respect to the Scope of Services, Work Schedule, and other material information. Failure to provide any required report may, at the option of the City, suspend the processing of any partial payment request. 8. Independent Contractor. The services to be performed by Professional are those of an independent contractor and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Professional's compensation hereunderfor the payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose. 9. Personal Services. It is understood that the City enters into this Agreement based on the special abilities of the Professional and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Professional shall neither assign any Standard Professional Services Agreement- rev07/08 3 responsibilities nor delegate any duties arising under this Agreement without the prior written consent of the City. 10. Acceptance Not Waiver. The City's approval of drawings, designs, plans, specifications, reports, and incidental work or materials furnished hereunder shall not in any way relieve the Professional of responsibility for the quality or technical accuracy of the work. The City's approval or acceptance of, or payment for, any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement. 11. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default. 12. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 13. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 14. Law/Severability. The laws of the State of Colorado shall govern the construction, interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. Standard Professional Services Agreement- rev07/08 4 15. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et. seq., Professional represents and agrees that: a. As of the date of this Agreement: 1. Professional does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2..Professional will participate in either the e-Verify program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, administered by the United States Department of Homeland Security (the "e-Verify Program") or the Department Program (the "Department Program"), an employment verification program established pursuant to Section 8-17.5-102(5)(c) C.R.S. in order to confirm the employment eligibility of all newly hired employees to perform work under this Agreement. b. Professional shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or knowingly enter into a contract with a subcontractor that knowingly employs or contracts with an illegal alien to perform work under this Agreement. C. Professional is prohibited from using the e-Verify Program or Department Program procedures to undertake pre -employment screening of job applicants while this Agreement is being performed. d. If Professional obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Professional shall: Notify such subcontractor and the City within three days that Professional has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and 2. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except that Professional shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. Standard Professional Services Agreement- rev07/08 5 e. Professional shall comply with any reasonable request by the Colorado Department of Labor and Employment (the "Department") made in the course of an investigation that the Department undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. If Professional violates any provision of this Agreement pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this Agreement. If this Agreement is so terminated, Professional shall be liable for actual and consequential damages to the City arising out of Professional's violation of Subsection 8-17.5-102, C.R.S. g. The City will notify the Office of the Secretary of State if Professional violates this provision of this Agreement and the City terminates the Agreement for such breach. THE CITY OF FORT COLLINS, COLORADO By: (Ja es B. O'Neill II, CPPO, FNIGP Directo Purchasing & Risk Management DATE: Z �i By: r. David Farstad, M.D. Medical Director of the EMD Program Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: ATTEST: (Corporate Seal) Corporate Secretary Standard Professional Services Agreement- rev07/08 6 EXHIBIT A . SCOPE OF SERVICES DUTIES AND RESPONSIBILITIES OF MEDICAL DIRECTOR FOR EMERGENCY MEDICAL DISPATCH 1. Shall act as the Physician Advisor for Emergency Medical Dispatch issues at the following Public Safety Answering Points: A. Colorado State University Police Department Communications Center B. Larimer County Sheriffs Office Communications Center C. Poudre Emergency Communications Center 2. The Physician Advisor is empowered with control over medical policies, procedures, and decisions in the Emergency Medical Dispatch systems. This does not include changes to the medical protocol cards. 3. Shall attend and participate in the Steering Committee (and Medical Dispatch Review committee and QIU as needed) meetings and provide sound medical direction to these groups when reviewing requests for potential protocol and policy changes regarding EMD. 4. Shall assist the Quality Assurance personnel when they request or need guidance and/or direction from the physician director. 5. Understands that each agency will have a physician advisor for the Emergency Medical Services (EMS) and it may be necessary to confer with that physician advisor on matters specific to field response of the agency. 6. Shall provide input and guidance to the P.S.A.P. regarding regional and national trends. This may include attending M.P.D. appropriate conferences. Standard Professional Services Agreement- rev07/08 7