HomeMy WebLinkAbout102641 POUDRE VALLEY HOSPITAL - CONTRACT - RFP - 8037 PFA EMERGENCY MEDICAL SERVICE PROVIDER (2)AGREEMENT 8037 PFA Emergency Medical Services Page 1 of 43
SERVICES AGREEMENT
THIS AGREEMENT made and entered into the day and year set forth below by and
between the POUDRE FIRE AUTHORITY, a Colorado intergovernmental fire authority,
hereinafter referred to as the "PFA" and UNIVERSITY OF COLORADO HEALTH – POUDRE
VALLEY HOSPITAL, a Colorado Non-profit Corporation, hereinafter referred to as "Service
Provider".
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 Service Provider agrees to provide services in accordance with
the scope of services attached hereto as Exhibit "A", consisting of twenty (20) pages and
incorporated herein by this reference.
2. Contract Period. This Agreement shall commence June 1, 2015, and shall continue in full
force and effect until May 31, 2016, unless sooner terminated as herein provided. In
addition, at the option of the PFA, the Agreement may be extended for additional one year
periods not to exceed four (4) additional one year periods. After the initial five (5) year
contract period, the contract may be extended for up to five (5) additional one year periods
subject to approval by the PFA Board and negotiation of a mutually acceptable extension
agreement.
3. Delay. If either party is prevented in whole or in part from performing its obligations by
unforeseeable causes beyond its reasonable control and without its fault or negligence,
then the party so prevented shall be excused from whatever performance is prevented by
such cause. To the extent that the performance is actually prevented, the Service
Provider must provide written notice to the PFA of such condition within fifteen (15) days
from the onset of such condition.
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4. Early Termination by PFA/Notice. Notwithstanding the time periods contained herein, the
PFA may terminate this Agreement at any time without cause by providing written notice of
termination to the Service Provider. 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:
Service Provider: PFA: Copy to:
Poudre Valley Healthcare Inc.
Attn: Steve Main
1024 S Lemay Ave
Fort Collins, CO 80524
Poudre Fire Authority
Attn: Chief DeMint
102 Remington St.
Fort Collins, CO 80524
PFA
Attn: Purchasing Dept.
PO Box 580
Fort Collins, CO 80522
In the event of early termination by the PFA, the Service Provider shall be paid for
services rendered to the date of termination, subject only to the satisfactory performance
of the Service Provider's obligations under this Agreement. Such payment shall be the
Service Provider's sole right and remedy for such termination.
5. Contract Sum. The Service Provider shall pay PFA as provided herein, pursuant to Exhibit
A, Scope of Services; Exhibit B, Agreement for Dispatch Services; and Exhibit C,
Agreement for Use of Opticom System attached hereto.
6. PFA Representative. The PFA will designate, prior to commencement of the work, its
representative who shall make, within the scope of his or her authority, all necessary and
proper decisions with reference to the services provided under this agreement. All
requests concerning this agreement shall be directed to the PFA Representative.
7. Independent Service provider. The services to be performed by Service Provider are
those of an independent service provider and not of an employee of the PFA of Fort
Collins. The PFA shall not be responsible for withholding any portion of Service Provider's
compensation hereunder for the payment of FICA, Workmen's Compensation or other
taxes or benefits or for any other purpose.
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8. Subcontractors. Service Provider may not subcontract any of the Work set forth in the
Exhibit A, Statement of Work without the prior written consent of the PFA, which shall not
be unreasonably withheld. If any of the Work is subcontracted hereunder (with the
consent of the PFA), then the following provisions shall apply: (a) the subcontractor must
be a reputable, qualified firm with an established record of successful performance in its
respective trade performing identical or substantially similar work, (b) the subcontractor will
be required to comply with all applicable terms of this Agreement, (c) the subcontract will
not create any contractual relationship between any such subcontractor and the PFA, nor
will it obligate the PFA to pay or see to the payment of any subcontractor, and (d) the work
of the subcontractor will be subject to inspection by the PFA to the same extent as the
work of the Service Provider.
9. Personal Services. It is understood that the PFA enters into the Agreement based on the
special abilities of the Service Provider and that this Agreement shall be considered as an
agreement for personal services. Accordingly, the Service Provider shall neither assign
any responsibilities nor delegate any duties arising under the Agreement without the prior
written consent of the PFA.
10. Acceptance Not Waiver. The PFA'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 PFA under this Agreement or cause of action arising out of performance of this
Agreement.
11. Warranty.
a. Service Provider warrants that all work performed hereunder shall be performed with
the highest degree of competence and care in accordance with accepted standards for
work of a similar nature.
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b. Unless otherwise provided in the Agreement, all materials and equipment incorporated
into any work shall be new and, where not specified, of the most suitable grade of their
respective kinds for their intended use, and all workmanship shall be acceptable to
PFA.
c. Service Provider warrants all equipment, materials, labor and other work, provided
under this Agreement, except PFA-furnished materials, equipment and labor, against
defects and nonconformances in design, materials and workmanship/workwomanship
for a period beginning with the start of the work and ending twelve (12) months from
and after final acceptance under the Agreement, regardless whether the same were
furnished or performed by Service Provider or by any of its subcontractors of any tier.
Upon receipt of written notice from PFA of any such defect or nonconformances, the
affected item or part thereof shall be redesigned, repaired or replaced by Service
Provider in a manner and at a time acceptable to PFA.
12. 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 thereof.
13. 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.
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14. 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.
15. Indemnity/Insurance.
a. The Service Provider agrees to indemnify and save harmless the PFA, its officers,
agents and employees against and from any and all actions, suits, claims, demands or
liability of any character whatsoever brought or asserted for injuries to or death of any
person or persons, or damages to property arising out of, result from or occurring in
connection with the performance of any service hereunder.
b. The Service Provider shall take all necessary precautions in performing the work
hereunder to prevent injury to persons and property.
c. Without limiting any of the Service Provider's obligations hereunder, the Service
Provider shall provide and maintain insurance coverage naming the PFA as an
additional insured under this Agreement of the type and with the limits specified within
Exhibit D, consisting of one (1) page, attached hereto and incorporated herein by this
reference. The Service Provider before commencing services hereunder, shall deliver
to the PFA's Director of Purchasing and Risk Management, P. O. Box 580 Fort Collins,
Colorado 80522 one copy of a certificate evidencing the insurance coverage required
from an insurance company acceptable to the PFA.
16. Entire Agreement. This Agreement, along with all Exhibits and other documents
incorporated herein, shall constitute the entire Agreement of the parties. Covenants or
representations not contained in this Agreement shall not be binding on the parties.
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17. 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.
18. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et.
seq., Service Provider represents and agrees that:
a. As of the date of this Agreement:
1. Service Provider does not knowingly employ or contract with an illegal alien who
will perform work under this Agreement; and
2. Service Provider 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. Service Provider 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. Service Provider 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.
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d. If Service Provider obtains actual knowledge that a subcontractor performing work
under this Agreement knowingly employs or contracts with an illegal alien, Service
Provider shall:
1. Notify such subcontractor and the PFA within three days that Service Provider 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 Service Provider 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.
e. Service Provider 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.
f. If Service Provider violates any provision of this Agreement pertaining to the duties
imposed by Subsection 8-17.5-102, C.R.S. the PFA may terminate this Agreement. If
this Agreement is so terminated, Service Provider shall be liable for actual and
consequential damages to the PFA arising out of Service Provider’s violation of
Subsection 8-17.5-102, C.R.S.
g. The PFA will notify the Office of the Secretary of State if Service Provider violates this
provision of this Agreement and the PFA terminates the Agreement for such breach.
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19. Special Provisions. Special provisions or conditions relating to the services to be
performed pursuant to this Agreement are set forth in Exhibit “B” – Agreement for Dispatch
Services, consisting of six (6) pages; Exhibit “C” – Agreement for Use of Opticom System,
consisting of six (6) pages; and Exhibit "E" - Confidentiality, consisting of one (1) page,
attached hereto and incorporated herein by this reference.
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EXHIBIT A
SCOPE OF SERVICES
SECTION 1.0 DEFINITIONS
Terms used in this Agreement shall have the following meaning:
"Advanced Emergency Medical Technician (AEMT)" - an individual who has a current and
valid AEMT certificate issued by the state of Colorado and who is authorized to
provide limited acts of advanced emergency medical care in accordance with
these rules.
"Ambulance" means any privately or publicly owned motor vehicle, aircraft, or marine craft that
is regularly provided or offered to be provided for the emergency transportation of
persons suffering from illness, injury or disability including any unit registered
with the State of Colorado as an advanced life support Ambulance.
"Ambulance Provider" or "Ambulance Service Provider" means a Paramedic Staffed
Advanced Life Support Ambulance provider licensed by the State of Colorado
that responds to 911 dispatched calls.
"Ambulance Service Area" or "ASA" means a specific geographic area of Northern Larimer
County Colorado which is served by the sole Ambulance service provider.
"Ambulance Service" means any individual, partnership, corporation, association,
governmental agency or other entity that holds an Advanced Life Support
Ambulance provider license issued by Larimer County, Colorado to provide
emergency and non-emergency care and transportation to sick, injured or
disabled persons.
“AVL/MDC” means Automatic Vehicle Locator/Mobile Data Computer.
"Board" means the PFA Board of Directors.
"Colorado Medical Board" - the Colorado Medical Board established in Title 12, Article 36,
C.R.S., formerly known as the state Board of Medical Examiners.
“Contractor” means the sole 911 Emergency Medical Service provider under contract with the
PFA.
“Coordinated Compliance” means an authorized ALS provider operating under the PVHS
Physician Advisor arrives prior to the Contractor which stops the response clock.
"Department" means the Poudre Fire Authority.
“Dispatch” means the Fort Collins 911 which is a 24 hour, 365 day a year operation, and is the
Public Safety Answering Point (PSAP) responsible for answering 911 calls.
"Emergency Ambulance Service" means the provision of advanced or basic life support, and
transportation by Ambulance, if appropriate, in response to medical and
traumatic emergencies.
"Emergency Medical Technician (EMT)" - an individual who has a current and valid EMT
certificate issued by the department and who is authorized to provide basic
emergency medical care in accordance with these rules.
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"Emergency Medical Technician with Intravenous Authorization (EMT-IV)" - an individual
who has a current and valid EMT certificate issued by the state of Colorado and
who has met the conditions defined in Section 5.5 of these rules.
"Emergency Medical Technician-Intermediate (EMT-I)" - an individual who has a current and
valid EMT-Intermediate certificate issued by the state of Colorado and who is
authorized to provide limited acts of advanced emergency medical care in
accordance with these rules.
“EMD” means Emergency Medical Dispatch.
"EMS" or "Emergency Medical Services" means those pre-hospital functions and services
whose purpose is to prepare for and respond to medical and traumatic
emergencies, including rescue and Ambulance services, patient care,
communications and evaluation.
"EMS Physician Advisor" or "Medical Director" means a PFA approved Emergency Medicine
physician Colorado licensed in good standing who authorizes and directs,
through protocols and standing orders, the performance of students-in-training
enrolled in department-recognized EMS education programs, graduate AEMTs,
EMT-Is or paramedics, or EMS providers of a pre-hospital EMS service agency
and who is specifically identified as being responsible to assure the competency
of the performance of those acts by such EMS providers as described in the
physician’s medical Continuous Quality Improvement (CQI) program.
“EMS Provider” means an individual who holds a valid emergency medical service provider
certificate issued by the Colorado Department of Health and Environment, Health
Facilities and Emergency Medical Services Division and includes Emergency
Medical Technician, Advanced Emergency Medical Technician, Emergency
Medical Technician-Intermediate and Paramedic.
"EMS Service Agency" - any organized agency including but not limited to a "rescue unit" as
defined in Section 25-3.5-103(11), C.R.S., using EMS providers to render initial
emergency medical care to a patient prior to or during transport.
"First Responder", “QRT” or "First Response Agency" means fire and other governmental
or private agencies providing non-transport capable Emergency Medical Services
in the Northern Larimer County Emergency Response Area.
“ICS” means Incident Command System which is a standardized on-scene emergency
management construct specifically designed to provide for the adoption of an
integrated organizational structure that reflects the complexity and demands of
single or multiple incidents, without being hindered by jurisdictional boundaries.
ICS is the combination of facilities, equipment, personnel, procedures, and
communications operating within a common organizational structure, designed to
aid in the management of resources during incidents. It is used for all kinds of
emergencies and is applicable to small as well as large and complex incidents.
ICS is used by various jurisdictions and functional agencies, both public and
private, to organize field-level incident management operations.
“Incident Commander” is the individual in charge of any 911 response on scene.
“NCRETAC” is the Northern Colorado Regional EMS/Trauma Advisory Council.
“NIMS” or “National Incident Management System” is a standardized approach to incident
management developed by the Department of Homeland Security.
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“NLCERA” or “Northern Larimer County Emergency Response Area” is the geographic
area currently covered by Poudre Valley Hospital Ambulance encompassing
2,200 square miles in Northern Larimer County and parts of Western Weld
County (see attached map in Exhibit A)
“Northern Larimer County EMS Board” means the board comprised of selected
representatives of NLCERA EMS to focus a continual improvement of outcome
oriented, patient centered, pre-hospital care for the citizens in the NLCERA.
"Paramedic" - an individual who has a current and valid paramedic certificate issued by the
state of Colorado and who is authorized to provide advanced emergency medical
care in accordance with these rules.
"Protocol" – are written standards for patient medical assessment and management approved
by the medical director.
"Participating Agency" means a fire service agency (fire district or fire department) that has an
IGA with the PFA for Emergency Medical Services.
“Participating Providers” means an agency or provider that provides Paramedic level care.
“Partners” refers collectively to fire service agencies which have entered into an
Intergovernmental Agreement (IGA) with the PFA to represent their interest
regarding Emergency Medical Services for their designated area. Members of
the consortium are Fire Departments represented by Poudre Fire Authority for
the purpose of contracting with a sole 911 Emergency Medical Service provider.
“PSAP” or “Public Safety Answering Point” means the Fort Collins 911 which is responsible
for answering 911 calls.
"Response Time" means the length of time between the notification of each provider
(Participating Provider or Ambulance Provider) and the arrival of their respective
Advanced Life Support (ALS) emergency medical service unit(s) at the incident
scene or staging area.
“System Status Plan” also referred to as “Deployment Plan” is the management of the EMS
Contractor’s system to meet the fluid deployment of ambulances to answer
expected demand, expressed as calls for service, in the attempt to provide faster
response by locating ambulances at “posts” nearer their next calls
"Zone" means one of five (5) areas into which the ambulance services area is divided which
are used for determining response times within the NLCERA. (Refer to map in
Exhibit A)
2.0 PERFORMANCE REQUIREMENTS
2.1 Deployment Plan (or System Status Plan)
Contractor shall be required to develop and maintain a current Deployment Plan and
must include the following elements:
1. Identification and the number of ambulances to be deployed during each hour of the
day and day of week.
2. A description of 24 hour system status management strategies to deploy or re-deploy
resources to meet performance requirements.
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3. A description of how the Contractor will meet the demand for emergency ambulance
response during peak periods and during unexpected periods of unusually high call
volume.
4. A map identifying proposed ambulance station or post locations to meet response
times in each Zone.
5. A description of staffing plans including the number of full time or part time
employees.
6. A description of the planned use of call back crews.
The Contractor shall submit any substantial changes to the Deployment Plan to PFA as
part of the month report as applicable. The Contractor shall also submit the latest
Deployment Plan to PFA annually.
2.2 Operations Section
RESPONSE TIME: DEFINITIONS AND STANDARDS
The selected Contractor will have the flexibility to choose the means and methods for
providing efficient and effective 911 Ambulance services. Performance that meets or
exceeds the response time requirements of the AGREEMENT is the result of
Contractor’s expertise and choice of the means and methods, and therefore is solely
Contractor’s responsibility.
A. Response Time: For the purposes of this service, response times for 911 emergent
and non-emergent responses will be measured from the time of unit notification until
the Contractor’s, or another authorized paramedic-staffed response vehicle, stops
the response time clock by transmission from Contractor's Ambulance or authorized
mutual aid Ambulance of the "unit arrived on scene" status signal to Computer-Aided
Dispatch (“CAD”). For purposes of measuring response times, the official time will
be the time displayed by the CAD system in use at the Public Safety Answering Point
(“PSAP”).
B. Arrival on scene means the moment an Ambulance crew notifies the PSAP (verbal
or electronic) that it is fully stopped at the location where the Ambulance will be
parked while the crew exits to approach the patient. In situations where the
Ambulance has responded to a location other than the scene (e.g. staging areas for
hazardous scenes), arrival “on scene” will be the time the Ambulance arrives at the
designated staging location. In the instance of apartment or business complexes,
such transmission shall not be made until the Ambulance actually arrives at the point
closest to the specified apartment or business to which it can reasonably be driven.
In instances when the Ambulance fails to report “on scene,” the time of the next
communication with the Ambulance will be used as the “on scene” time. However,
Contractor may appeal such instances when it can document the actual arrival time
through other means.
Ninety-percent Compliance Standard. The Contractor must operate the
Emergency Ambulance service so as to achieve 90% response time compliance in
each Zone every month, measured separately for 911 emergent and non-emergent
calls. Exceptions will be reviewed on a case by case basis.
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For example, to be in compliance for 911 emergent responses in Zone 1, the
Contractor must place a Paramedic on scene for each emergent call within eight
minutes and fifty nine seconds (8:59). Response time requirements are set forth
below for 911 emergent and non-emergent calls within each Zone.
C. Per Call Standard. Contractor must meet all “standard” response times to meet
response requirements. Each call/month/Zone will be assessed for compliance. In
addition, any response that exceeds the maximum time may be assessed a penalty
at PFA’s sole discretion. Contractor has the opportunity to submit exception reports
for any non-compliant time reports for evaluation for that month.
D. Response Times. Response time requirements are set forth in the following tables
for 911 emergent and non-emergent calls:
Priority Nature Medical Priority Dispatch System
Emergent Life threatening emergency EMD determinants: Echo, Delta,
Charlie & designated Bravo code 3
Non-Emergent Non-life threatening
emergency
EMD determinants: Bravo, Alpha
and Omega
Calls without a MPDS classification*
* Initially uncoded medicals will be treated as non-emergent for response time assessment until
an effective methodology is established for tracking.
ZONE EMERGENT EMERGENT NON-EMERG NON-EMERG
Standard Maximum Standard Maximum
Zone 1 8:59 minutes 11:59 minutes 11:59 minutes 14:59 minutes
Zone 2 None 11:59 minutes None 30:00 minutes
Zone 3 None 23:59 minutes None 30:00 minutes
Zone 4 None 60:00 minutes None 120:00minutes
Zone 5 Best Effort Best Effort Best Effort Best Effort
E. Lights and Siren. The PFA does not require the use of lights and siren for any call.
Contractor is responsible for determining whether or not lights and sirens are to be
used for any particular call or priority.
F. Coordinated Compliance Combined. When a Coordinated Zone is implemented as
part of an agreement with a Participating Provider, calls in that Zone will be
combined for the purpose of reporting compliance under this section.
G. Map Revisions. In the event that one or more of the Participating Providers change
their level of medical first response services, or in the event that new Participating
Providers are added, PFA may revise the Zone area map (Attachment B).
2.3 UPGRADES, DOWNGRADES, AND REASSIGNMENT
A. Uncoded Medicals
Uncoded medicals are required to meet the maximum non-emergent response time
for such designated Zone.
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B. Upgrades
If an assignment is upgraded, prior to the arrival on scene of the first Ambulance
(911 emergent and non-emergent), Contractor’s compliance with contract standards
and liquidated damages will be calculated based on the time elapsed from call
receipt to time of upgrade plus the higher priority response time standard.
C. Downgrades
Downgrades may be initiated by Fort Collins 911 Dispatch or medically trained First
Responders as authorized by the Physician Advisor. If an assignment is downgraded
prior to the arrival on scene of the first Ambulance, the Contractor’s compliance with
contract standards and penalties will be calculated based on:
The lower priority response time requirement, if the unit is downgraded before it
would have been judged “late” under the higher priority response time
requirement, or
The higher priority response time requirement, if the unit is downgraded after it
would have been judged “late” under the higher priority response time
requirement.
D. Reassignment Enroute
If an Ambulance is reassigned by CAD enroute prior to arrival on scene (e.g. to
respond to a higher priority request), the Contractor’s compliance and liquidated
damages will be calculated based on the response time requirement applicable to
the assigned priority of the initial response. The response time clock will not stop
until the arrival of an Ambulance on the scene from which the Ambulance was
diverted.
E. Cancelled Enroute
If an Ambulance is cancelled by the Incident Commander or Dispatch, after an
assignment has been made but prior to the arrival of the first Ambulance, and no
Ambulance is required at the dispatch location, the response time clock will stop at
the moment of cancellation. If the elapsed response time at the moment of
cancellation exceeds the response time requirement for the assigned priority of the
call, the unit will be determined to be ″late″ for the purpose of contract compliance
and calculation of liquidated damages. If the elapsed response time at the moment of
cancellation is within the response time requirement for the assigned priority of the
call, the unit will be determined ″on time″ for the purpose of contract compliance and
calculation of liquidated damages.
F. Response Times Outside Defined Service Area
Contractor will not be held accountable, under the Agreement, for emergency
response time compliance for any response dispatched to a location outside of the
defined service area. Responses to requests for service outside of the service area
will not be counted in the total number of responses used to determine compliance.
G. Each Incident A Single Response
Each incident will be counted as a single response regardless of the number of units
that respond. The dispatch time of the 1st Ambulance dispatched and the on scene
time of the first arriving Contractor’s, authorized mutual aid ground Ambulance, or
authorized Coordinated Compliance will be used to compute the response time for
the incident.
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H. Delaying Non-Emergency transport: Contractor will agree to delay non-emergent
transport responses if doing so would compromise the Contractor’s ability to provide
a 911 response Ambulance within the NLCERA response area.
2.4 Response Time Exceptions and Exemptions
Contractor shall maintain mechanisms for reserve capacity to increase emergency
response should temporary system overload persist. However, it is understood that from
time to time unusual factors beyond Contractor’s reasonable control may affect
achievement of the specified response time requirement. These unusual factors are
limited to unusually severe weather conditions, declared disasters, reassignment
enroute, or periods of unusually high demand for emergency services. Unusually high
demand for emergency responses, for the purpose of considering exemption requests,
will be defined according to the following: Contractor must demonstrate that all units
provided for in the System Status or Deployment Plan were available, or assigned to,
911 calls or mutual aid calls when requesting exceptions to response time requirements
based on demand or reassignment enroute. For the hour of the week for which an
exemption is requested, Contractor must demonstrate that at the moment the call was
received, that the number of emergency calls dispatched and being worked
simultaneously exceeds the product of the following formula:
Overload = (1.5 X (1 Standard Deviation)) + the mean rounded up to the nearest whole
call for the entire population of emergency calls for that hour for the proceeding 20
weeks.
Equipment failures, expected traffic congestion, Ambulance failures, inability to staff
units and other causes will not be grounds for granting an exception to compliance with
the response time requirements. If Contractor determines that any response or group of
responses should be excluded from the compliance calculations due to “unusual factors
beyond the Contractor’s reasonable control,” Contractor may provide detailed
documentation to the PFA and request that the PFA exclude these runs from response
time calculations and liquidated damages calculations. Any such exception request must
be made in writing and received by the PFA with the required monthly report. The PFA
will review the request and issue a determination. Should Contractor dispute the
determination made by the PFA, Contractor may make a written appeal to the PFA for a
definitive ruling within five (5) days of receiving the PFA decision. The PFA ruling will be
final and binding. Any response time requirement changes proposed by Contractor will
be reviewed on a case by case basis.
2.5 Use of Mutual Aid and Requirements
A. If Contractor utilizes mutual aid services in order to comply with conditions of this
Agreement, any agency utilized must meet all state, county and local requirements
and the approval of PFA which shall be at PFA’s sole discretion.
B. Contractor Ambulances shall not be dispatched on mutual aid responses if doing so
would substantially compromise the Contractor’s ability to provide a minimum of one
911 response Ambulance within the PFA response area.
C. Contractor may not incorporate a surcharge for providing mutual aid.
D. Contractor will utilize appropriate transport options (i.e. helicopter) for critical patients
as required by Protocol, even if such transport is not part of Contractor’s service.
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2.6 Dispatch Requirements
As a condition of this Agreement, the Contractor shall enter into an exclusive contract
with Fort Collins 911 for dispatch and communication services. Contractor shall use Fort
Collins 911 exclusively for dispatch and communication services in the NLCERA. (See
Exhibit B, Dispatch Service Agreement)
2.7 Equipment and Supplies
A. Vehicles and Equipment
1. Each 911 response Ambulance must meet all rules and regulations as outlined in
Larimer County Ambulance Licensing Requirements for ALS Ambulances
(6CCR1015-3, Chapter 4 – Licensure of Ground Ambulance Services) and must
meet or exceed the requirements set forth in Federal KKK-1822C Standards.
2. Contractor must have available, at all times, a minimum number of fully-equipped
Ambulance units defined as 133% of the number of units required at the peak
load in the system status plan. Neither the PFA nor mutual aid resources may be
considered part of the Contractors fleet.
3. All required equipment and supplies must be supplied in each response vehicle
to support peak-load requirements and restocking. Required Personal Protection
Equipment (PPE) will be required for emergency situations encountered and
weather as mandated by the Incident Commander and Physician Advisor.
4. All response vehicles must display lettering which identifies the Contractor’s
business name and must meet striping and lighting visibility standards as
required by PFA and must maintain consistency in demarcation and radio
designation.
5. All response vehicles must display the unit number in at least 4-inch letters on all
sides of the vehicle and roof.
6. Ambulances must have on board and in working order:
a. All equipment required by Colorado State and Larimer County (reference
6CCR1015-4 available at http://www.sos.state.co.us/CCR).
b. Safety restraints for patients, children and caregivers.
c. Mobile Data Terminal (“MDT’s”)/computers and radio equipment for adequate
communications which is provided and maintained by the Contractor. All
Ambulances and supervisor units must be equipped with AVL/Mobile Data
Communications “MDC” systems which links to the PSAP CAD and is
responsible for all costs, software and maintenance. Communication
equipment must include 700-800 MHZ compatible with FRCC DTR system,
radio talk-group channel capable to effectively communicate with all other
NLCERA, PFA and Larimer County agencies to meet or exceed the existing
system. VHS radios with a minimum of 48 channels and programmed for the
current Larimer County Type II incident communication frequencies are
required. Each Ambulance will have at least one mobile and one portable of
each of the 700-800 Mhz and VHF radios.
7. All Ambulances must be equipped with a 12-lead electrocardiogram (ECG)
capabilities.
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8. Contractor will utilize the mobile client mandated by Fort Collins 911 to display all
units assigned to calls. Icon color will change to display current status and can
be viewed in the tabular unit status queue. Contractor will coordinate with each
PSAP to collect and display status information on fire units for the integrated
display including information on unit status, responding at scene, transporting, at
hospital.
9. Contractor must have a mobile client that will give the PSAPs visibility of all
active Contractor calls regardless of which PSAP initiated the call, and display all
non-911 calls being handled by Contractor units to ensure there is a full
understanding of all Ambulance activity within the Northern Colorado Larimer
Emergency Response Area. Contractor will maintain these capabilities for the
duration of the contract.
B. Medical Equipment, Medications and Supplies
1. Replacement of Supplies and Medications. Contractor must replace medical
supplies and medication with the exception of DEA medications utilized by First
Responders in patient care in a timely manner.
2. Contractor will provide backboards, vacuum splints (including halfback) and
portable 02 tanks and replacement with full tanks, to all NLCERA agencies.
3. Equipment Retrieval. Contractor will replace or retrieve First Responder
equipment from hospitals which accompanies patients. Contractor will
decontaminate and deliver the equipment back to the appropriate agency within
24 hours when possible or notify the agency of any delay. When practical,
equipment replacement will occur on scene.
4. Return to Station Transportation. When a First Responder accompanies the
Ambulance to the hospital to assist in providing patient care, Contractor will notify
the dispatch center that a First Responder is onboard with them to the hospital.
Contractor is responsible for the return of the First Responder to their station
immediately after completing the call at the hospital.
5. Contractor will advise PFA in writing of changes in medications, supplies or
equipment that would affect the interoperability between Participating Partners
before implementation. In the event that such changes would result in an undue
hardship for Participating Providers, the Contractor will delay implementation or
provide the required equipment until the Participating Provider is able to obtain
the item(s).
6. Contractor will provide training for Participating Providers prior to implementation
of equipment changes.
C. Opticom: As a condition of this Agreement, the Contractor shall enter into a
separate contract with PFA for the Opticom system and maintenance. (See Exhibit
C, Agreement for Use of Opticom System)
2.8 Disaster Preparedness and Response
The Contractor shall be actively involved in planning for and responding to any declared
disaster in the PFA response area, including planning for provision of services to
vulnerable populations. In the event a disaster within the Northern Colorado Larimer
Emergency Response Area is declared, normal operations shall be suspended and
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Contractor shall respond in accordance with the applicable disaster plan. Contractor
shall use best efforts to maintain primary emergency services and have an approved
recovery and response plan in place to assure 911 response services are maintained
within 24 hours.
A. Incident Command
1. At emergency response scenes where they are present, the local fire agency
having jurisdiction has the responsibility for overall scene safety and
management. Contractor is included in standard operating procedures within the
incident command system and has command responsibilities prior to the arrival
of the fire agency. Once the fire agency arrives on scene, the command
responsibility is transferred to the ranking fire officer. Authority and responsibility
for patient care will initially be the responsibility of the lead paramedic, regardless
of rank or agency, on the first arriving first response or Ambulance vehicle. The
authority and responsibility for patient care will be transferred to the lead
paramedic, nurse or physician on the transport Ambulance (ground or air) as
described in the PFA Protocols. Decisions regarding medical treatment will be
determined according to current Protocols and standards.
2. Participation in ICS/NIMS. Contractor will be required to fully and actively
participate in the Incident Command System (ICS/NIMS) as adopted by the PFA.
3. Minimum ICS/NIMS and NIMS Training Standards. Contractor must adhere to
NIMS requirements at each level of the proposed organization. Minimum training
requirements must be established for each level of the organization. Field level
employees must take at a minimum ICS/NIMS 100, 200 and NIMS 700 and 800
and a PFA ICS Orientation. Management staff with anticipated command or
general staff duties is required to take those classes as well as ICS/NIMS 300
and 400. Contractor’s personnel will participate yearly in multi-agency MCI
Training with PFA and participating emergency responders.
4. Contractor will work collaboratively with all area 911 agencies to enhance
services through multi-agency training (MAT), on a bi-yearly basis.
5. Contractor shall respond to requests from the Incident Commander for the
protection, monitoring and rehabilitation of emergency responders without
additional compensation. If subrogation is possible, reimbursement may be
available.
6. Contractor will provide an appropriately trained administrative representative to
the PFA and/or police organizations whenever requested. (i.e. planning, large
scale or complex event response)
7. In the event a disaster within the NLCERA area is declared, normal operations
shall be suspended and Contractor shall respond in accordance with the
applicable disaster plan.
Contractor will use best efforts to maintain primary emergency services and have
an approved recovery and response plan in place to assure 911 response
services are maintained within 24 hours.
2.9 Committee Participation
Contractor will attend meetings conducted by the Northern Larimer Emergency County
EMS Advisory Board, Disaster Planning and Response Committees and the Larimer
Health Care Coalition Committee.
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2.10 Standby, Special Operations and Event Coverage
A. Contractor will support active search and rescue missions at the request of the
Larimer County Sheriff’s Office, based on availability.
B. When requested, Contractor agrees to provide EMS personnel for designated high
risk PFA training and Participating Provider Training.
C. Dedicated Stand-by Coverage for Community Events. Upon request, Contractor shall
provide stand-by Ambulance coverage and/or EMS personnel for community events.
Coverage for City events will be provided at no cost. Examples of community events
include but are not limited to: sporting events, civic and cultural events, and other
community sponsored events.
2.11 Courtesy Stand-by for Public Service Personnel
Upon request by police, fire or dispatch personnel, the Contractor shall furnish stand-by
coverage at emergency incidents involving a potential danger to Emergency Response
personnel at no charge.
2.12 Public Relations and Education
A. Contractor will develop and implement community programs and coordinate these
programs with other appropriate agencies.
B. Contractor will partner with other organizations to effectively participate and
coordinate health and safety activities for the public.
C. Safety Awareness. Contractor will develop and implement community programs
aimed at safety awareness and injury and illness prevention. Contractor will
coordinate these programs with other public agencies including first responders,
public health organizations and injury prevention partners. These programs will be
directed at both adult and children audiences. Examples of programs may include,
but not be limited to:
- School education addressing access to 911, helmet safety, EMS careers, DUI
awareness.
- CPR Training
- Adult education including child safety seats and fall prevention.
- Safety Fairs
- Public Safety messages
- Injury Prevention
- Safety Messaging
Contractor will partner with other organizations to effectively coordinate health and
safety activities, examples may include but not limited to: Healthcare coalition in
Larimer County, NCRETAC, Colorado Impact, Larimer Safe Kids Coalition, Larimer
County Health Department, Alliance for Community Traffic Safety in Colorado, Public
Health Department, PFA Fire and Life Safety and local first responders, including
local Law and Fire Agencies including the Larimer County Sheriff’s Department.
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3.0 PERSONNEL AND CLINICAL STANDARDS
A. Command and Control Structure:
The PFA or Affiliated Fire Departments are responsible for all scene activity and safety at a
scene. All responders will utilize the ICS system of organizational response and
communications.
B. Ambulance Personnel Certifications & Requirements.
When on duty and in-service, 911 Ambulances must be staffed by at least two (2) persons.
At least one of these persons must be certified by the State of Colorado at the level of
Paramedic, and authorized by Medical Direction to perform Paramedic level care. The
other person must be State licensed at the level of Paramedic, Advanced EMT EMT-IV or
EMT. All of Contractor’s personnel who render patient care in any capacity as the
Contractor’s representative must maintain a current Colorado State certification at that
level.
C. Uniforms/Identification and Appearance of Personnel
Contractor’s personnel shall at all times wear uniforms with name tags and level of state
certification that is easily visible. Uniforms must be clearly marked with the service
providers name to assure identification between services at scene. Contractor’s uniforms
shall be subject to PFA’s approval.
D. Personnel Training
Contractor will provide State and Medical Director approved monthly continuing education
opportunities as mutually agreed and with coordination of each agencies training officers.
Training to include (both didactic and practical) to PFA and Participating Partners including
fire department and Quick Response Teams EMS Personnel. Training hours must meet or
exceed the minimum state annual training and recertification requirements. Contractor will
also participate in joint Case Reviews as required by the Physician Advisor.
Contractor will make a training unit available to PFA and for clinical training opportunities.
Contractor will participate in joint training opportunities with PFA and Emergency
Management as requested.
E. Medical Direction: Certification and Training
Contractor will supply the services of a PFA approved physician advisor. PFA is open to
various options on how this service is provided. Contractor may choose from one of the
following options or submit another option for consideration.
Contractor agrees to provide a PFA approved Physician Advisor that meets Colorado state
requirements and shall act as joint medical control for all NLCERA First Responders. Such
Physician Advisor shall provide defined hours/week dedicated to PFA and Participating
Providers for administrative and educational requirements, subject to PFA approval.
The Contractor shall be responsible for ensuring the Physician Advisor maintains Liability
Insurance in accordance with the levels established in Exhibit D.
The Physician Advisor will independently certify, on a yearly basis, that the Contractor, PFA
and Participating Providers have each met or exceeded all state, and local clinical
requirements.
F. Destination Policies
Contractor will follow all state, local, PFA and Participating Participants destination policies
and protocols, including all state and regional rules and regulations regarding transport
criteria to appropriate facilities and patient requests.
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G. Personnel Conflict Resolution Process
Conflicts involving Contractor’s employees that cannot or should not be resolved on an
individual level will utilize a formal conflict resolution process. Any concerns or conflicts
that may affect portions of this contract will be communicated to the designated PFA
representative manager and the appropriate supervisors.
H. Operations Office Location and Access
Contractor must maintain an office within Fort Collins, Colorado from which daily operations
are conducted and at which staff members are located who can answer questions regarding
Ambulance service operations.
4.0 DATA PROGRAMS/COLLECTION SYSTEMS/INFORMATION REPORTING/AUDIT
For each request for Ambulance service, regardless of geographic origin and including mutual
aid given or received, emergency and non-emergency, Contractor's personnel shall complete a
record in the CAD using approved coding conventions and time-stamping rules and that the
PFA analysis software will be utilized as the analysis tool for purposes of compliance.
For each patient, whether transported or not, Contractor shall complete an electronic patient
care report.
A compatible Emergency Patient Care Reporting (EPCR) system between the Contractor and
PFA is preferred. If Contractor’s EPCR system is not compatible, Contractor will be responsible
for providing patient, treatment and outcome information for educational and system
assessment requests in a format approved by PFA.
The Contractor will provide a designated person to provide data and patient outcome
information within five (5) business days upon request by PFA.
The data collected is used by Contractor, PFA and agency partners to make fact based
decisions regarding operational performance, clinical protocols, and patient treatment methods.
Should Contractor be required by state or federal regulation to change software, Contractor will
provide written notification with a plan to address required data per contract terms.
Contractor will agree to participate in a single database as defined by the PFA statistical
evaluation of system performance. This database will store data that relates to response
numbers, time stamps, Ambulance status, patient transports, Ambulance crew information,
vehicles and any call edits performed.
Reports and records will be generated utilizing Computer Aided Dispatch Data as the standard.
Software designated by PFA will be utilized for the production of required reports. Definitions
and formulas will be developed and agreed upon between the Contractor and PFA. Any
additional programming to this software needed to monitor and validate Contractor’s activities
will be paid for by Contractor.
As reasonably requested by PFA, Contractor agrees to promptly respond to data requests.
A. Document Review. PFA shall have the right to access upon five (5) business days
notice and solely to the extent such review reasonably relates to the services provided
hereunder.
B. Response Time Audit Trail: Contractor must interface with the Fort Collins 911
Computer Aided Dispatch (CAD) system that assures a complete audit trail for all
response times and assures the PFA access to the response time data at any time to
assure compliance and to calculate liquidated damages.
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Data tracking software, as defined by PFA, will be utilized to facilitate required data
analysis. This data will available to Participating Providers upon request.
*In situations or areas where interfacing with the Fort Collins 911 CAD system is
unavailable, the Contractor is responsible for insuring accurate times are entered into
the CAD system within 24 hours of having access to CAD system
C. Non-Compliance report: Contractor is required to submit a non-compliance report
monthly with all other summary reports in a format approved by the PFA, for calls in
every presumptively defined category not meeting the specified response time criteria,
documenting the cause of the late response and the Contractor’s efforts to eliminate
recurrence.
D. Monthly Performance Reports. The following reports, the formats of which are subject
to PFA approval, shall be submitted to the PFA no later than five (5) business days after
the final day of each month.
E. Monthly & Quarterly Response Time Reports. For each incident for which a response
is dispatched, the monthly response time compliance report shall include, but not be
limited to: a unique call number utilizing the CAD unique identifier number; the dispatch
date, dispatch time, on scene time, at patient time, time transport is begun, time
transport ends, priority, identification number of the Ambulance(s) that arrive on scene,
response priority linked to the dispatch and on scene or cancel/disregard times
necessary to calculate the response time.
F. Modified Response. For calls cancelled enroute, up- or downgraded, or reassigned
enroute, the aforementioned items shall be reported in a format that clearly shows the
unique measurements required in this Contract. For calls on which multiple Ambulances
arrive on scene, although only the first Ambulance to arrive is included in compliance
calculations, the responses of all Ambulances that arrive on scene shall be reported.
G. Response Time Exception Report. For calls which result in response times in excess
of those specified in this contract, the Monthly Response Time Report shall include the
number of Ambulances in-service at the time of the exception, the number of those
Ambulances dedicated to responses, and the incident numbers and priorities of those
responses.
H. Mutual Aid Given and Received. All mutual aid either given by Contractor Ambulances
to adjoining jurisdictions for emergency or non-emergency responses and mutual aid
received by other Ambulance providers into the Contractors service area will be
reported. Mutual aid performance is for reporting purposes only and Contractor shall not
be subject to response time penalty.
I. Requests for Exemption from Response Time Standards. Any requests for
exemption from response time standards may be made with the Monthly Response Time
Report. If no such request is received by the deadline set forth by the contract, no such
request will be considered in compliance calculations.
J. Ambulance Level 0 Report. Number of times including duration that Ambulance Level
0 occurred will be submitted with the Monthly Response Time Report.
K. Interagency Requests and/or Rendezvous Requests that were met by Contractor
each month.
L. Unit Hour Report. At PFA’s request, Contractor will provide a Monthly Unit Hour
Report. The monthly unit hour report shall include, but not be limited to, the number of
unit hours produced during every hour of every day.
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M. Annual Report. The Annual Report shall be due within 30 days after the close of the
contract year. The annual report shall include mutually agreed upon information between
Contractor and PFA.
N. Satisfaction Survey. Customer satisfaction survey results. See Quality Control
Section 7.0 below.
O. Performance Measurement. The Contractor shall provide funding to PFA in the form of
quarterly payments in the amount of $70,000/year toward an individual to develop and
oversee the EMS systems performance measurement. At PFA’s sole discretion the
position may be an employee of PFA or PFA may engage a third party independent
contractor or firm.
P. Audits. Monthly audits of Contractor’s performance will include as a minimum analysis
of the following:
Quality Audits and Inspections
Submission Date Requirement
Monthly Response Time Report
Upgrades, Downgrades, Reassignments and Cancellations/month
Ambulance Zero Status
Interagency, Rendezvous and Special Events Coverage
Non-Compliant Response Report
Exception/Exemption Requests
Conflict Resolution Events
Performance Improvement and Clinical Reports
(to include parameters determined by NLC EMS Advisory Board)
Community and Safety Program Activity Report
Training Activity Report
Records Requests from any NLCERA agency
Mutual Aid – requested and provided
Quarterly & Annual Reports (summaries and specifics to be defined by
PFA)
Joint Survey Results, Outcomes and Comments
5.0 QUALITY CONTROL AND PERFORMANCE IMPROVEMENT
A. Contractor shall attend the Northern Larimer County EMS Board (including representatives
of selected 911 EMS providers including Dispatch). This informal board shall serve to
assure an integrated team approach, the improvement of outcome oriented patient care and
facilitate continuing education.
B. Contractor shall provide a designated person(s) to function as liaison to PFA in reference to
EMS, Operations and Management issues.
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C. Contractor shall establish and carry out its own comprehensive performance improvement
(PI) program and should not be limited to clinical functions. The Contractor’s PI program
shall interface and work collaboratively with the PFA’s programs. Contractor shall prepare
an annual PI program plan delineating specific initiatives and outcomes. Contractor shall
provide monthly updates for all PI initiatives.
D. Contractor agrees to provide a designated individual(s) for conflict resolutions.
E. Contractor will conduct an ongoing survey to rate the patient’s experience with their pre-
hospital care and to help identify areas for improvement. Any and all costs of development
and implementation of this survey will be the sole responsibility of the Contractor.
Contractor will survey a minimum of 75% of patients transported. Summary reports will be
generated on a monthly basis by Contractor and submitted to PFA.
F. PFA may inspect Contractor’s customer complaint files or other records maintained by
Contractor to determine customer satisfaction upon request.
G. Contractor shall provide written response to all customer complaints received by PFA and
Participating Providers within five (5) business days of receiving such complaint from PFA.
H. Contractor agrees to provide patient treatment and outcome information to PFA on a
specific call, for educational reasons, within five (5) business days of a written request.
I. Contractor shall ensure that a representative attend After Action Review (“AAR’s) when
requested.
6.0 PATIENT FEES (RATES)
A. Patient Fees will be available to the public in a transparent and accessible form.
B. There will be no charge for a public safety standby which is part of the System Status Plan
unless treatment is provided.
C. Contractor will provide a telephone number on all invoices which a customer may call to
make inquiries about the services billed on the invoice.
D. Contractor shall be responsible for all billing and collections for such charges.
E. PFA may request audited financial statements specific to Contractor’s operations in PFA
without charge to PFA.
F. Contractor shall provide PFA with the Patient Fees (Rates) schedule. Contractor shall
provide PFA written notice of any changes to the Patient Fees (Rates) at least 30 days in
advance of the effective date of such rates. PFA will review the Patient Fee (Rates)
schedule as part of the annual contract renewal evaluation process.
7.0 LIQUIDATED DAMAGES
A. The Contractor shall be assessed liquidated damages (“Liquidated Damages”) by Zone for
any monthly period that the response time is below 90% of the standard response time
stated in Section 2.2 or if any individual call exceeds the required maximum response time.
Contractor will be required to pay all Liquidated Penalties within 30 calendar days of
receiving the bill from the Contract Manager. Contractor will be awarded credit toward any
Liquidated Damages for decreasing required response times. Funds generated by
liquidated penalties will be applied by PFA to NLCERA EMS system improvements.
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B. The Contractor’s response time performance will be reported by the Contractor monthly for
each Zone. All data will be due, in electronic format, by the 15th of the next month.
Reported performance data will include:
1. Individual Call Performance each Month: Total number of calls outside the maximum
response time for each Zone and call type.
2. Monthly 90% Compliance for Standard Response times/Zone/call type.
3. Individual Call Performance less than required standard.
4. Exception Reports for assessment of Liquidated Damages.
C. Liquidated Damages for each Response exceeding the maximum response time will be
$200.00 per incident.
D. Monthly: 90% compliance based on standard response times/zone/priority will be
determined monthly. Assessed liquidated damages will be as follows:
COMPLIANCE 1 - 2
Occurrences
3 – 5
Occurrences
6 or greater
Occurrences
89% $3,500 $7,000 $10,500
88% $5,000 $10,000 $15,000
87% $7,000 $13,000 $19,000
86% $9,000 $18,000 $27,000
85% $11,000 $22,000 $33,000
84% or more $20,000
* Compliance percentage to be rounded-up to nearest percentage point
(i.e. 88.5% and above is 89%)
E. Earned Credit for Emergent Responses:
Surpassing 90% compliance (91% or higher) based on standard response
times/zone/emergent priority will be assessed on monthly basis to determine an earned
credit toward reduction on total liquidated damages/month. Earned credit will be:
Eligible for six (6) months from month earned
Earned credit is non-cumulative within the month’s statistics. The highest single top
reduction earned will be used for credit assessment for that month
Applies only to emergent calls
99%-100% 30% reduction/total liquidated damages/month
97%-98% 25% reduction/total liquidated damages/month
95%-96% 20% reduction/total liquidated damages/month
93%-94% 15% reduction/total liquidated damages/month
91%-92% 10% reduction/total liquidated damages/month
* Compliance percentage to be rounded-up to nearest percentage point
(i.e. 96.5% to 98.4% is a 25% reduction)
F. Additional Liquidated Damages:
1. $500 – Failure to submit any monthly report required herein by the fifth business day of
following month for which the report pertains and $250 per business day until the report
is received.
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2. $500 per incident – Failure to respond to 5.0 G and H inquiries within designated time
frame.
3. $500 per ambulance per incident – Failure to have equipment or supplies on board any
ambulance as required by the state of Colorado and Larimer County.
4. $1,000 per incident – Reporting “unit arrived on scene” before the unit actually arrives at
the specific address or location. Incidents will be reported by the on scene PFA crew
using a report form. AVL and dispatch records will be accessed to validate the incident.
6. $500 per incident – Failure to promptly report to the designated PFA representative any
failure to meet standards required herein which may place the health and well-being of
the citizens of PFA in jeopardy, or any significant clinical, contract or staffing event,
including but not limited to:
Ambulance levels falling below the level specified in the current system status
plan.
More than 50% of on-duty ambulances dedicated to scheduled non emergent
responses at any one time.
Any ambulance involved in a motor vehicle accident that may affect response
capability.
8.0 INSURANCE
During the term of the Agreement, the Contractor shall maintain Insurance in accordance with
Exhibit D.
9.0 PERFORMANCE SECURITY
A. Service Delivery. Contractor expressly agrees that, in the event of breach by the Contractor,
Contractor will work with the PFA to ensure continuous delivery of services, regardless of
the underlying cause of the breach. Contractor agrees that it has a public health and safety
obligation to assist PFA to provide uninterrupted service delivery in the event of breach,
even if Contractor disagrees with the determination of breach. Further the contractor agrees
that if notified by the PFA of a determination of breach and intent to execute an immediate
takeover of the system that the contractor will cooperate fully with the takeover and
challenge or appeal the matter only after the takeover has been completed.
B. Performance Security – Irrevocable Letter of Credit. Contractor will provide performance
security by providing the PFA with an irrevocable letter of credit in a form satisfactory to the
PFA. The amount of the letter of credit will be one million five hundred thousand dollars
($1,500,000.00) issued by a federally insured (FDIC) banking institution with a debt rating of
1A or higher by the FDIC, A or higher by Standard & Poors, A or higher by Moody's
Investors, or a comparable rating by a comparable rating system. The federally insured
banking institution on which the irrevocable letter of credit is to be drawn shall be acceptable
as determined by the PFA’s Finance Director. In the event the performance security is used
for breaches such that the total is reduced to one million, two hundred fifty thousand dollars
($1,250,000), the performance security will be immediately replenished to one million, five
hundred thousand dollars ($1,500,000). The irrevocable letter of credit, if applicable, may be
used:
C. To ensure the payment by Contractor of (i) any Liquidated Damages in accordance with this
contract, and (ii) any expenses due to violations that result in a breach or "step in."
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For the operation of the ambulance service should the PFA terminate the contract or after a
"step-in" has been effectuated by the PFA including, but not limited to, the cost of takeover
by the PFA, including any necessary procurement process, renewal, negotiation, or any
related administrative expenses.
D. Notice of Change. The irrevocable letter of credit shall contain the following endorsement:
"At least sixty (60) days' prior to cancellation, replacement, failure to renew or material
alteration of this irrevocable letter of credit, written notice of such intent shall be given to
PFA, Colorado by the financial institution. Such notice shall be given by certified mail to the
Larimer County Health Department of Health and the PFA Administrator."
E. Step-In. In the event of a "step-in" by the PFA in accordance with this contract, the PFA may
draw down the irrevocable letter of credit from time to time in such amount or amounts as it
may determine to cover any expenses or losses to the PFA due to the "step-in."
F. Irrevocable Letter of Credit Expiration. The irrevocable letter of credit shall become the
property of the PFA in the event that this contract is canceled by reason of breach or default
of the Contractor. The irrevocable letter of credit or cash shall be retained by the PFA and
returned to Contractor at the expiration of this contract, provided there is no outstanding
breach, default, unpaid Liquidated Damages or other Contractor payment deductions or
adjustments, taxes due by Contractor or any other debts due to the PFA or debts to other
entities due by Contractor or debts due to Contractor's creditors.
G. Rights Reserved. The rights reserved to the PFA with respect to the irrevocable letter of
credit are in addition to all other rights of the PFA, whether reserved by this contract, the
PFA Code or otherwise authorized by law, and no action, proceeding or right with respect to
the irrevocable letter of credit or cash deposit shall affect any other right the PFA has or may
have.
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Services Agreement
8037 PFA Emergency Medical Services Page 29 of 43
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EXHIBIT B
AGREEMENT FOR DISPATCH SERVICES
THIS AGREEMENT is entered into this 5th day of May, 2015, by and between THE CITY OF
FORT COLLINS, COLORADO, a municipal corporation (hereinafter referred to as "the City"),
and POUDRE VALLEY HEALTH CARE, INC., a Colorado Non-profit Corporation (hereinafter
referred to as "Service Provider").
WITNESSETH:
WHEREAS, the City presently operates a Communications Center, Fort Collins 911
(FC911) for the provision of dispatching services to governmental agencies serving the
geographical area in and around the City of Fort Collins, Colorado; and
WHEREAS, the parties also have entered into an agreement concerning the sharing of
costs for acquiring computer automated dispatch and records management systems. This
agreement is separate and necessary to set forth the obligations of the parties with regard to
dispatching services rendered using the systems acquired;
WHEREAS, Service Provider provides certain emergency medical and transportation
services, including paramedics, emergency medical technicians and ambulances, which
services require radio communication and dispatching; and
WHEREAS, the utilization by Service Provider of the dispatching services of the City
avoids duplication of services and promotes cost efficiency and maximum coordination of
services among local agencies; and
WHEREAS, the parties agree that it is fiscally responsible to pay for such services in an
amount equal to the percentage of calls generated and the overall FC911 budget;
NOW, THEREFORE, in consideration of the mutual promises contained below and other
good and valuable consideration, the parties hereto agree as follows:
1. Term of the Agreement. This Agreement shall remain in full force and effect from
January 1, 2016, and may be extended for additional one year periods not to exceed four
(4) additional one year periods, unless earlier modified in writing by the parties hereto.
2. Services to be Provided by the City. The City shall provide dispatching services on a
twenty-four (24) hour per day basis between Fort Collins 911 (FC911), located at the Fort
Collins Police Services building, 2221 S. Timberline Road, Fort Collins, Colorado, and
such radio bases and mobile and portable dispatching units owned by Service Provider as
may be designated by Poudre Valley Health Care, Inc.
Specific dispatching services to be provided by the City through FC911 are itemized below
and, in rendering such services, the City shall utilize all dispatching equipment and
capabilities which may be currently owned and operated by the City to the extent that such
are reasonably necessary to effectuate the purposes of this Agreement. The City and
Service Provider further agree, in rendering and utilizing such services, that each will
adhere to the procedures contained in FC911 Training Manuals, Standard Operating
Procedures and Operational Bulletins.
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The following services shall be provided by the City:
a. Monitoring, answering and dispatching emergency calls for medical treatment and
transportation services received by the City through citizen use of the "911" emergency
number.
b. Monitoring, answering and dispatching calls for such services received through non-
emergency numbers.
c. Recording all such calls for services as referred to in subparagraphs a. and b. above,
as well as all dispatch communications between FC911 and the designated
dispatching units of Service Provider, with such audio recordings to be preserved by
the City and retained for one (1) year plus one (1) month after the date of recording.
Upon request by Service Provider, the City shall provide Service Provider with copies
of any recordings made and preserved under the provisions of this subparagraph and
pertaining to the emergency services provided by Service Provider.
d. Maintaining records of all dispatch services rendered to Service Provider under this
Agreement, to be made available to Service Provider upon request, which records
shall include the following information:
• The date, time and call number assigned to each dispatch call for services
received and handled by the City for Service Provider, together with a brief
description of the nature of each such call.
• The location to which Service Provider personnel responded to each such call and
the responding vehicle number.
e. Maintaining emergency, back-up power sources for dispatching equipment.
f. Maintaining current maps and other geographical information necessary to affect the
efficient and prompt response to requests for services to be rendered by Service
Provider.
g. Allowing access by Service Provider to radio frequencies licensed to the City or its
departments when reasonably necessary for the purpose of providing reliable
communication in outlying areas served by Service Provider.
h. Maintaining EMD certification of dispatchers as required to practice Medical Priority's
emergency medical dispatching.
3. Records. The services provided by the City regarding the maintenance of records and
recording of calls for service in paragraphs 2.c. and d. hereinabove shall not render the
City the "official custodian" of such records for CORA (CRS § 24-72- 201 et seq.)
purposes. Service Provider remains the official custodian of such records and all requests
for inspection of records and recordings shall be forwarded to Service Provider. Other than
as contained in paragraph 2.c., any preservation, retention or other requirements for such
records shall be the responsibility of Service Provider.
4. Compensation. Beginning January 1, 2016 and every year of the term of this Agreement
thereafter, Service Provider hereby agrees to pay the City for services rendered by the
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City and as reimbursement for anticipated expenses. The amount due to the City by
Service Provider shall be the percentage of the FC911 budget based on the number of
calls for service generated for Service Provider in the previous year per the attached
methodology in Schedule 1.
Number of calls will be based on medical related incidents which are generated through
the Computer Aided Dispatch System (CAD). Incident totals shall exclude all agreed upon
call types that are self-generated by Service Provider staff.
All annual amounts to be paid under this Agreement shall be payable upon invoice in four
(4) equal quarterly installments; each of which shall be due and payable on the following
dates: March 1, June 1, September 1 and December 1 of each year. The Compensation
will be reconciled based on actual annual expenses by the parties by February 1st of the
following year. Any credit or payment due based on the reconciliation will be completed by
March 1st.
5. Use of Mobile Data Devices. For the purpose of dispatch accuracy and efficiency, the City
requires that each of Service Provider's regular duty ambulances be equipped with a
Mobile Data Device that is capable of transmitting status codes.
6. Liability. The parties hereto shall be solely responsible for the actions or omissions of their
respective officers, agents and employees and shall not be responsible or legally liable for
the negligent acts of the other party. Accordingly, to the extent authorized by law, each
party hereto hereby indemnifies and holds harmless the other party from any damages,
losses, expenses, causes of action or other liability whatsoever arising from or in any way
relating to any personal injury or damages to person or property caused by the negligent
acts or omissions of its own officers, agents or employees.
7. Notices. Any and all notices or any other communication herein required or permitted
shall be deemed to have been given when personally delivered or deposited in the United
States postal service as regular mail, postage prepaid, and addressed as follows or to
such other person or address as a party may designate in writing to the other party:
To the Service Provider:
Poudre Valley Health Care, Inc.
Attn: Kevin Unger, President & CEO
1024 S Lemay Ave.
Fort Collins, CO 80524
To the City:
FC911 Manager
Fort Collins Police Services 2221 S. Timberline
Post Office Box 580
Fort Collins, Colorado 80522-0580
With a copies to:
City Attorney's Office City of Fort Collins Poudre Fire Authority
Post Office Box 580 Attn: Chief DeMint
Fort Collins, Colorado 80522-0580 102 Remington Street
Fort Collins, CO 80524
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8. Entire Agreement. This writing, together with Schedule "1" attached hereto, constitutes
the entire Agreement between the parties.
9. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties
hereto and the agents, assigns and successors in interest of each respectively.
10. Default. 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, and such defaulting party shall be
allowed a period of five (5) days within which to cure said default. In the event the default
remains uncorrected, the non-defaulting party may elect to:
a. Terminate the Agreement and seek damages;
b. Treat the Agreement as continuing and require specific performance; or
c. Avail itself of any other remedy at law or equity.
In the event of default of any of the Agreements herein by either party which shall require
the party not in default to commence 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's fees that occurred because of the default.
11. Good Faith. The Parties, their agents, and employees agree to cooperate in good faith in
fulfilling the terms of this Agreement. The Parties agree that they will attempt to resolve
any disputes concerning the interpretation of this Agreement and unforeseen questions
and difficulties which may arise in implementing the Agreement by good faith negotiations
before resorting to termination of this Agreement and/or litigation.
12. Modification. This document constitutes the full understanding of the Parties, and no term,
condition, understanding or agreement purporting to modify or vary the terms of this
Agreement shall be binding unless hereafter made in writing signed by the both Parties.
13. Non-Assignment; No Third Party Beneficiary. This Agreement, and each and every
covenant herein, shall not be assignable except with the prior consent of both Parties. This
Agreement shall not be construed as or deemed to be an Agreement for the benefit of any
third party or parties, and no third party or parties shall have a right of action hereunder
for any cause whatsoever.
14. Merger. This Agreement constitutes a final written expression of all the terms of this
Agreement and is a complete and exclusive statement of those terms.
15. Contingencies. This Agreement and obligations of the City hereunder are expressly
contingent upon the City budgeting and appropriating the funds needed to fulfill the City's
obligations hereunder.
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IN WITNESS WHEREOF, this Agreement has been executed the day and year first-
above written.
CITY OF FORT COLLINS, COLORADO
a municipal corporation
By:_______________________________
Gerry Paul, Director of Purchasing
Date:_____________________________
ATTEST:
_________________________________
City Clerk
APPROVED AS TO FORM:
________________________________
Assistant City Attorney
POUDRE VALLEY HEALTH CARE, INC.
By:_______________________________
Kevin Unger, President & CEO
Date:_____________________________
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7/1/2015
7/8/2015
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Schedule 1
Dispatch Services Reimbursement Calculation Methodology
Fort Collins 911 will provide dispatching services on a twenty-four (24) hour per day basis.
Radio bases, mobile units and portable dispatching units will be owned and maintained by the
ambulance provider.
Formula for costs is:
1 FTE Emergency Services Dispatcher position – Estimated 2016 cost would be $65,481
(includes benefits).
A percentage of Fort Collins 911 year ending expenditures based on the number of calls
generated by the ambulance service. Any call opened, dispatched or closed by Fort Collins
911 will be included in this number.
These expenditures shall include personnel and overtime costs and other operational costs,
and any other dispatch related supplies and materials.
A percentage of CAD yearly software maintenance costs; radio yearly maintenance costs,
dispatch related phone line costs.
Any additional equipment costs incurred by Fort Collins 911 to provide dispatching services
to provider.
o Dispatch workstation/furniture equipment (1 position)
o Radio console/workstation (1 position)
o Radio console (1 position)
For example:
Yearly expenditures for 2013 totaled $2,516,635.75
Percentage of ambulance calls opened, dispatched or closed by Fort Collins 911 through
Computer Aided Dispatch system = 12.2%
12.2 % of total expenditures = $307,030
$307,030 Annual expenditures excluding equipment maintenance
$ 33,339 12.2% of equipment maintenance (radio, Tiburon CAD, & analog back-up phone)
$ 63,884 Emergency Services Dispatcher Position FTE
$404,253 Total ambulance contract costs
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EXHIBIT C
AGREEMENT FOR USE OF OPTICOM SYSTEM
THIS AGREEMENT is entered into May 5, 2015, by and among THE POUDRE FIRE
AUTHORITY, a governmental entity created by intergovernmental agreement (hereinafter
referred to as "PFA"), and UNIVERSITY OF COLORADO HEALTH – POUDRE VALLEY
HOSPITAL, a Non-profit Colorado corporation (hereinafter referred to as " Service Provider ")
and the City of Fort Collins, a municipal corporation (hereinafter referred to as "the City".
WITNESSETH:
WHEREAS, PFA is a governmental entity established by intergovernmental agreement
between the City of Fort Collins and the Poudre Valley Fire Protection District for the purposes
of providing fire protection and other emergency services within the territorial limits of the City
and the Poudre Valley Fire Protection District; and
WHEREAS, Service Provider is a non-profit corporation that manages and operates,
certain emergency medical and transportation services, including paramedics, emergency
medical technicians and ambulances; and
WHEREAS, the City is a home rule municipality organized and existing under
Colorado law; and
WHEREAS, PFA owns and operates an Opticom system and related equipment
(hereinafter referred to as "the System") at certain intersections within the City of Fort Collins to
assist in emergency vehicle travel through such intersections in emergency situations in order to
increase safety and response time; and
WHEREAS, there are currently 162 out of 187 intersections in the City
controlled by traffic signals owned and maintained by the City and said traffic signals can be
manipulated and controlled by the System owned by PFA; and
WHEREAS, the City has agreed to permit PFA and Service Provider to utilize the
System on its traffic signals at those, and any additional, intersections to facilitate the delivery of
emergency services to the citizens for the City; and
WHEREAS, PFA has identified additional intersections that impact emergency response
routes throughout the city that will not be paid for by new development, resulting in the need for
cost sharing among users of the System in order to install the System in traffic signals at the
additional intersection; and
WHEREAS, the utilization by Service Provider of the System will enhance the delivery
services provided by Service Provider to the community; and
WHEREAS, Service Provider has agreed to share in and reimburse PFA for the costs in
installing additions to the System and in maintaining and repairing the system; and
WHEREAS, the City has agreed to allow PFA and Service Provider to utilize the System
on its traffic signals in emergency situations only; and
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WHEREAS, the parties therefore enter into this Agreement to set forth the terms and
conditions by which the parties will use the System and share the costs to acquire specific
additions to the System and to provide for the continued maintenance and repair of such
System.
NOW, THEREFORE, in consideration of the mutual promises contained below and other
good and valuable consideration, the parties hereto agree as follows:
1. Term of the Agreement. This Agreement shall commence on the date above- written
through May 31, 2016, and may be extended for additional one year periods not to exceed
four (4) additional one year periods, unless otherwise modified in writing by the parties
hereto.
2. Services to be Provided by PFA. PFA shall provide Service Provider with the means and
equipment to utilize PFA's System now and in the future located at certain intersections
within the City of Fort Collins shown on Schedule 1, attached hereto and incorporated
herein by this reference, and such revisions to the Exhibit by addition or subtraction of
intersections that PFA and Service Provider may hereafter agree to.
3. Compensation. Inconsideration for use of the System and as reimbursement for
anticipated expenses to be incurred by PFA in the performance of its obligations under this
Agreement, Service Provider hereby agrees to pay to PFA half the average cost for
installation of the System in traffic signals controlling eight (8) intersections designated on
Schedule 1, at the time the System is installed on each traffic signal at those intersections.
Service Provider also hereby agrees to pay, on an annual basis and upon invoice from
PFA, half the cost of maintaining the entire System. The due dates for the payments of all
the financial obligations and required reimbursements by Service Provider under this
Agreement shall be thirty (30) days after Service Provider receives a billing invoice from
PFA. PFA's financial obligation to the City for the City installing and maintaining the
System on its traffic signals is addressed separately in PFA’s annual budget with the City.
4. Ownership and Maintenance of Equipment. The parties hereby acknowledge that the
System equipment under this Agreement is owned by PFA. Compensation paid by Service
Provider for use of the System does not in any way convey any ownership interest to
Service Provider in and to the System, any component equipment or the traffic signals.
5. Obligations regarding use of the System. The City agrees to permit Service Provider and
PFA to utilize the System and will continue to install and maintain the System on its traffic
signals provided that Service Provider and PFA use the System only while providing
emergency services. The parties agree that the System will not be used for any other
purpose and that use of the System for any other purpose shall afford the City the right to
terminate this Agreement.
6. Liability. Each of the parties hereto shall be solely responsible for the action or omissions
of their respective officers and employees and shall not be responsible or legally liable for
the negligent acts of any other party to this Agreement or of their officers and employees.
Accordingly, to the extent authorized by law, each party hereto hereby indemnifies and
holds harmless the other parties from any damages, losses, expenses, causes of action or
other liability whatsoever arising from or in any way relating to any personal injury or
damages to person or property caused by the negligent acts or omissions of their
respective officers or employees, or caused by their breach of this Agreement, provided
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that such acts or omissions of the party's officers and employees occurred during the
performance of their duties and within the scope of their employment with that party.
However, nothing in this Agreement shall be deemed a waiver of the notice requirements,
defenses, immunities and limitations of liability that each of the parties and their respective
officers and employees may have under the Colorado Governmental Immunity Act (CRS
Section 24-10-101, et seq.) and under any other law.
7. Entire Agreement. This writing, together with Schedule 1 attached hereto, and as
subsequently amended in writing, constitutes the entire Agreement among the parties.
8. Effect of Agreement. This Agreement shall be binding upon and inure to the benefit of the
parties hereto and the agents, assigns and successors in interest of each respectively.
This Agreement is not intended, nor should it be construed to effect or extend the legal
responsibilities of any of the parties hereto; or create or modify any preexisting legal
obligations, if any. This Agreement shall not be construed as or deemed to be an
agreement for the benefit of any third-party or parties, and no third-party or parties shall
have a tight of action hereunder to any cause whatsoever.
9. Default. In the event that a party should fail or refuse to perform according to the terms of
this Agreement, such party may be declared in default, and 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, a non-defaulting party may elect to:
a. Terminate the Agreement and seek damages;
b. Treat the Agreement as continuing and require specific performance; or
c. Avail itself of any other remedy at law or equity.
In the event of default of any of the Agreements herein by a party which shall require any
party not in default to commence legal or equitable actions against the defaulting party, the
defaulting party shall be liable for the non-defaulting party's reasonable costs and
attorney's fees incurred because of the default.
10. Assignment. This Agreement shall not be assigned by any of the parties hereto without
the prior written consent of all the parties to this Agreement.
11. Relationship of the Parties. The parties enter into this Agreement as separate and
independent entities and each shall maintain such status throughout the term of this
Agreement.
12. Headings. Paragraph headings used in this Agreement are for convenience of reference
and shall in no way control or affect the meaning or interpretation of any provision of this
Agreement.
13. Construction. This Agreement shall be construed according to its fair meaning and as if
prepared by all parties hereto, and shall be deemed to be and contain the entire
understanding and agreement between the parties hereto. There shall be deemed to be
no other terms, conditions, promises, understandings, statements or representations,
express or implied, concerning this Agreement unless set forth in writing and signed by
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each of the parties hereto. Whenever possible, each provision of this Agreement shall be
interpreted in such a manner so as to be effective and valid under applicable law.
14. Severability. Subject to the terms and provisions of this Agreement, if any one (1) or more
of the terms, provisions, promises, covenants or conditions of the Agreement, or the
application thereof to any person, entity or circumstance shall be adjudged or determined
to any extent to be invalid, unenforceable, void or voidable for any reason whatsoever, or
shall be an act, or cause any party to perform an act, which threatens its governmental
provider or tax status, then such term shall be deemed stricken from this Agreement and
each and all of the remaining terms, provisions, promises, covenants and conditions of this
Agreement or their application to any other person, entity or circumstance shall not be
affected thereby and shall be valid and enforceable to the fullest extent permitted by law.
Notwithstanding the aforesaid, should the severance have the effect of materially altering
the meaning of this Agreement this Agreement shall be void.
15. Notices. Other than invoice billings which may be sent by first class mail, whenever
written notice is required or permitted to be given hereunder by one party to the another, it
shall be given effect by hand delivering or by mailing the same by certified mail, return
receipt requested, to the party to whom given. Such notices shall be addressed as follows:
If to PFA: with a copy to:
Fire Chief Fort Collins City Attorney
Poudre Fire Authority City of Fort Collins
102 Remington Street P.O. Box 580
Fort Collins, CO 80524 Fort Collins, CO 80521
If to Service Provider:
University of Colorado Health - Poudre Valley Hospital
Attn: Kevin Unger, President & CEO
1024 S. Lemay Ave.
Fort Collins, CO 80524
If to the City: with a copy to:
Traffic Engineer Fort Collins City Attorney
City of Fort Collins City of Fort Collins
PO Box 580 P.O. Box 580
Fort Collins, CO 80521 Fort Collins, CO 80521
Any party hereto may at any time designate a different person or address for the purpose
of receiving notice by so informing the other parties in writing. Notice by certified mail shall
be deemed effective upon actual receipt thereof or three (3) days after being deposited in
the United States Mail, whichever first occurs.
16. Force Majeure. Notwithstanding anything contained herein to the contrary, it is agreed
that in the event and to the extent that fire, flood, earthquake, natural catastrophe,
explosion, accident, war, illegality, act of God, or any other cause beyond the control of
any party hereto, or strikes and labor troubles (whether or not within the power of the party
affected to settle the same) prevents or delays performance by any party to this
Agreement, such party shall be relieved of the consequences thereof without liability, so
long as and to the extent that performance is prevented by such cause.
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Schedule 1
Agreement for Use of Opticom System
As of May 5, 2015
Currently, 162 out of 187 intersections are controlled by the Opticom system ("System") in Fort
Collins.
PFA has identified twenty (20) additional intersections that impact response routes throughout
the City that will not be paid for by new development. Of these, the following eight (8)
intersections would also contribute to improving the response times and safety of Service
Provider ambulances:
Mountain and Mathews
Mountain and Howes
College and Magnolia
College and Olive
Elizabeth and City Park
Elizabeth and Constitution
Prospect and Sharp Point
Elizabeth and Summitview
Average cost to install the System in existing traffic signals is app.
$5,000.00/intersection.
Annual maintenance cost/intersection: $192.00
Half cost of installation of the System at the eight (8) intersections identified above (if installed)
$20,000.00 (approximate)
Half annual maintenance costs for the entire System (paid in arrears) based on 2014 number of
intersections
$15,552.00 (approximate)
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EXHIBIT D
INSURANCE REQUIREMENTS
A. The Contractor including the Medical Director shall maintain and pay for all of the
following insurance coverages during the term of the contract and all renewals thereof:
(a) Medical Professional liability coverage with limits of $5 million per claim and $5
million aggregate.
(b) General liability coverage including Products, Completed Operations, Personal and
Advertising Injury with limits of $5 million per claim and $5 million aggregate.
(c) Umbrella/excess liability insurance covering professional and general liability with
limits of $2 million per claim and $2 million aggregate.
(d) Network Security and Privacy Liability Coverage related errors and omissions liability
coverage including media liability with limits of $5 million per claim and $5 million
aggregate.
(e) Property and casualty coverage for its materials, equipment, furnishings, supplies,
and all owned personal and/or business property and improvements located on
Client’s premises under the standard “Special Form” coverage to its full replacement
cost, without depreciation, adjusted yearly.
(f) Workers’ compensation and other statutory insurances as required.
B. The insurance coverages Contractor and its subcontractors shall be with insurers duly
licensed or approved to do business in the State of Colorado and that have an “A.M.
Best” rating of not less than A-VII. The coverages required in subparagraphs (a), (b), (c)
and (d) above must be written on a “per-occurrence basis”, or if written on a “claims-
made basis”, provide for continuous “tail coverage” of at least three (3) years beginning
at the time this Agreement terminates. The Client and its officers and employees shall
be named as “Additional Insureds” under the coverages required under paragraphs (b),
(c) and (d) of Section 11.5 and these policies shall be written on a primary basis, non-
contributory with any other insurance coverages and self-insurance carried by the PFA.
Prior to providing any of the services, Contractor must submit to the PFA and the PFA
must approve certificates of insurance evidencing all the insurance coverages
Contractor is required to maintain under Section 11.5. For those policies on which the
Client is to be named as an Additional Insured, the certificates of insurance shall state
that the policy carrier will provide the Client at least thirty (30) days advance written
notice for the cancellation, non-renewal or material changes to the policy. On all other
policies, Contractor shall provide the PFA with at least thirty (30) days advance written
notice for the cancellation, non-renewal or material changes to such policies. Failure of
Contractor to fully comply with the requirements of Section 11.5 shall be considered an
Event of Default under Article VII of this Agreement.
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EXHIBIT E
CONFIDENTIALITY
IN CONNECTION WITH SERVICES provided to the Poudre Fire Authority (the “PFA”) pursuant
to this Agreement (the “Agreement”), the Service Provider hereby acknowledges that it has
been informed that the PFA has established policies and procedures with regard to the handling
of confidential information and other sensitive materials.
In consideration of access to certain information, data and material (hereinafter individually and
collectively, regardless of nature, referred to as “information”) that are the property of and/or
relate to the PFA or its employees, customers or suppliers, which access is related to the
performance of services that the Service Provider has agreed to perform, the Service Provider
hereby acknowledges and agrees as follows:
That information that has or will come into its possession or knowledge in connection with the
performance of services for the PFA may be confidential and/or proprietary. The Service
Provider agrees to treat as confidential (a) all information that is owned by the PFA, or that
relates to the business of the PFA, or that is used by the PFA in carrying on business, and (b)
all information that is proprietary to a third party (including but not limited to customers and
suppliers of the PFA). The Service Provider shall not disclose any such information to any
person not having a legitimate need-to-know for purposes authorized by the PFA. Further, the
Service Provider shall not use such information to obtain any economic or other benefit for itself,
or any third party, except as specifically authorized by the PFA.
The foregoing to the contrary notwithstanding, the Service Provider understands that it shall
have no obligation under this Agreement with respect to information and material that (a)
becomes generally known to the public by publication or some means other than a breach of
duty of this Agreement, or (b) is required by law, regulation or court order to be disclosed,
provided that the request for such disclosure is proper and the disclosure does not exceed that
which is required. In the event of any disclosure under (b) above, the Service Provider shall
furnish a copy of this Agreement to anyone to whom it is required to make such disclosure and
shall promptly advise the PFA in writing of each such disclosure.
In the event that the Service Provider ceases to perform services for the PFA, or the PFA so
requests for any reason, the Service Provider shall promptly return to the PFA any and all
information described hereinabove, including all copies, notes and/or summaries (handwritten or
mechanically produced) thereof, in its possession or control or as to which it otherwise has
access.
The Service Provider understands and agrees that the PFA’s remedies at law for a breach of
the Service Provider’s obligations under this Confidentiality Agreement may be inadequate and
that the PFA shall, in the event of any such breach, be entitled to seek equitable relief (including
without limitation preliminary and permanent injunctive relief and specific performance) in
addition to all other remedies provided hereunder or available at law.
DocuSign Envelope ID: 1AFB4D1C-894B-438B-B782-3E47250ED14E