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HomeMy WebLinkAboutAGMT - David Bloom (Medical Services for Inmates) • • • • CITY OF SEAL BEACH PROFESSIONAL SERVICES AGREEMENT This Agreement is made and entered into this 28th Day of January 2008, by and between - the City of Seal Beach ("City") and Dr. David R. Bloom, M.D. ("Doctor"). RECITALS A. Doctor desires to perform and assume responsibility for the provision of certain professional services for the City. Doctor represents that it is experienced in providing professional services to public clients, and is familiar with the scope of work of City. B. City desires to engage Doctor to render professional services in accordance with this Agreement. AGREEMENT 1. Scope of Services 1.1 Medical Services Doctor promises and agrees to provide medical services to the inmates of the Seal Beach City Jail. For purposes of this agreement, "medical services" includes: serving when available and on an "as needed" basis as the authorizing physician for any and all screening physical exams of inmates and for the administering of any and all necessary prescription medications to inmates by the on-duty nursing staff when deemed medically appropriate by Doctor in consideration of the specific condition(s) and the fact that the Seal Beach City Jail is a site of limited medical staffing and services; providing and overseeing Basic First Aid treatment according to established policies; and providing triage to 911/paramedics/Los Alamitos Emergency Department per the appropriate protocol. Doctor will consult the jail nurse, Senior Jailor, or Support Services Manager by phone or in person up to 8 times each calendar month regarding minor medical issues and minor medical policy updates. Doctor will provide to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the medical services covered by this Agreement. All medical services shall be subject to and performed in accordance with this Agreement, and all applicable local, state, and federal laws, rules and regulations. 1.2 Compliance Services Doctor promises and agrees to serve as the Policy and Procedure Reviewing Physician, and in such-Capacity, ensure that the City's medical procedures and standards comply with the regulations and guidelines of both the State of California Department of Corrections and Rehabilitation and the Orange County Department of Health. 2. Term The term of this Agreement shall begin on January 28, 2008, and continue thereafter until terminated in accordance with the terms of this Agreement. I of 8 S7296-0001\1022061 v4.doc • • 3. Responsibilities of Doctor 3.1 Control and Payment of Subordinates; Independent Contractor All services provided pursuant to this Agreement shall be performed by Doctor or under his personal supervision. Doctor will determine the means, methods, and details of performing the services. City retains Doctor as an independent contractor and not as an employee. Any additional personnel performing services under this Agreement on behalf of Doctor shall also not be employees of City and shall at all times be under Doctor's exclusive direction and control. Doctor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of services under this Agreement and as required by law. Doctor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2 City's Representative The City hereby designates the City Manager, or his designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Contract. Doctor shall not accept direction from any person other than the City's Representative. 3.3 Standard of Care Doctor shall perform all services under this Agreement in a skillful and competent manner, consistent with the professional standards generally recognized as being employed in the same discipline in the State of California. Doctor represents that it, its employees and subcontractors have all licenses, permits, qualifications, and approvals of whatever nature that are legally required to perform the services under this Agreement, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Any employee who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely provision of services, a threat to the safety of persons or property, or any employee who fails or refuses to perform the services in a manner acceptable to the City, shall be promptly removed by the Doctor and shall not be re-employed to perform any of the services under this Agreement. 3.4 Laws and Regulations Doctor shall keep itself fully informed of and in compliance with all local, state, and federal laws, rules, and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Doctor shall be liable for all violations of such laws and regulations in connection with services provided under this Agreement. If the Doctor performs any work knowing it to be contrary to such laws, rules, and regulations, and without giving written notice to the City, Doctor shall be solely responsible for all costs arising therefrom. Doctor shall defend, indemnify, and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 2of8 S7296-000 1 A1022061 v4.doc • • 3.5 Insurance 3.5.1 Time for Compliance Consultant shall not commence work under this Agreement until he has provided evidence satisfactory to the City that Consultant has secured all insurance required under this section. Consultant shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 3.5.2 Minimum Requirements Consultant shall, at its expense, procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of this Agreement. Insurance is to be placed with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in California, and satisfactory to the City. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); and (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto). Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; and (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage. Consultant shall, at its expense, procure and maintain for the duration of the Agreement professional liability insurance in the amount of$1,000,000. 3.5.3 Insurance Endorsements The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by the City to state: (i) coverage shall not be suspended, voided, reduced or canceled except after 30 days prior written notice by certified mail, return receipt requested, has been given to the City; (ii) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, (iii) coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage and that any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents and volunteers shall be excess of the Consultant's insurance and shall not be called upon to contribute with it; (iv) for general liability insurance, that the City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds with respect to the services or operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work; and • 3 of 8 57296-0001\1022061 v4.doc • • (ii) for automobile liability, that the City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible. 3.5.4 Separation of Insureds; No Special Limitations All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents, and volunteers. 3.5.5 Deductibles and Self-Insurance Retentions Any deductibles or self-insured retentions must be declared to and approved by the City. Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, employees, agents, and volunteers; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 4. Fees and Payments 4.1 Retainer Fee City shall pay Doctor a monthly retainer fee of $1,000, to be paid no later than 30 days after the last day of the preceding month during which services were provided under this Agreement. 4.2 Additional Compensation City shall pay also pay Doctor, as follows: • $1,275 per annum for conducting a Title 15 Annual Review of the medical policies, manual, and related documents for the Seal Beach City Jail. • $300 per inspection of the Seal Beach City Jail's first aid kit(s), medication storage, and general inmate medical record keeping performed at the request of the Senior Jailer or Support Services Manager. • $200 per hour for consulting at the request of the Senior Jailer or Support Services Manager for detailed case review beyond the scope of the nurse or for major policy updates or other medical-related recommendations. • $300 per inmate screening physical performed at the request of the Senior Jailer or Support Services Manager. 4 of 8 57296-0001\1022061\446c s • Doctor shall submit to City a monthly itemized statement that indicates the number of requests and responses each month. City shall, within 30 days of receiving such statement, review the statement and pay all approved charges thereon. 4.3 Reimbursement for Expenses Doctor shall not be reimbursed for any expenses unless authorized in writing by the City. 5. Termination 5.1 Termination by City City may, by written notice to Doctor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Doctor of such termination, and specifying the effective date thereof, at least 7 days before the effective date of such termination. Upon termination, Doctor shall be compensated only for those services that have been adequately rendered to City, and Doctor shall be entitled to no further compensation. 5.2 Termination by Doctor Doctor may, by written notice to City, terminate this Agreement at any time and without cause by giving written notice to City of such termination, and specifying the effective date thereof, at least 30 days before the effective date of such termination. Upon termination, Doctor shall be compensated only for those services that have been adequately rendered to City, and Doctor shall be entitled to no further compensation. 5.3 Documents and Data If this Agreement is terminated as provided herein, City may require Doctor to provide all finished or unfinished Documents and Data and other information of any kind prepared by Doctor in connection with the performance of services under this Agreement. Doctor shall provide such documents and other information to City within fifteen days of the request. 6. Notices All notices permitted or required under this Agreement shall be given to the respective parties at the following address: DOCTOR: David R. Bloom, M.D. 17822 Beach Blvd., Suite 325 Huntington Beach, California 92647 CITY: Seal Beach Police Department 911 Seal Beach Boulevard Seal Beach, California 90740 Attn: City Clerk Such notice shall be deemed made when personally delivered or when mailed 48 hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its 5 of 8 67296-0001\102206194.doc • applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 7. Confidentiality All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Doctor in connection with the performance of this Agreement shall be held confidential by Doctor. Such materials shall not, without the prior written consent of City, be used by Doctor for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Doctor that is otherwise known to Doctor or is generally known, or has become known, to the related industry shall be deemed confidential. Doctor shall not use City's name or insignia or any publicity pertaining to the services provided under this Agreement in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 8. Attorney's Fees If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party actual attorney's fees and all other costs incurred in connection with such action. 9. Indemnification Doctor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any acts, omissions or willful misconduct of Doctor, his employees, agents, arising out of or in connection with the performance of this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. Doctor shall defend, at Doctor's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents or volunteers. Doctor shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents or volunteers, in any such suit, action or other legal proceeding. Doctor shall reimburse City and its directors, officials, officers, employees, agents and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Doctor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials, officers, employees, agents or volunteers. All duties of Doctor under this Section shall survive termination of this Agreement. 6 of 8 57296-0001A1022061 v4.doc • • 10. Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings, or agreements. This Agreement may only be modified by a writing signed by both parties. 11. Governing Law This Agreement shall be governed by the laws of the State of California. 12. Time of Essence Time is of the essence for each and every provision of this Agreement. 13. Waiver No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 14. Prohibited Interests Doctor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Doctor, to solicit or secure this Agreement. Further, Doctor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Doctor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 15. Equal Opportunity Employment Doctor represents that he is an equal opportunity employer and it shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination. 16. Labor Certification By its signature hereunder, Doctor certifies that it is aware of the provisions of Section 3700 of the California Labor Code that require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 7 of 8 57296-0001A1022061 v4.doc • • 17. Authority to Enter Agreement Doctor has all requisite power and authority to conduct his business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. CITY OF SEAL BEACH DOCTOR By: By: David Caity, Manager David R. Bloom, M.D. Attest: BY 4 kaziton Linda Devine, City Clerk Approved as to Form- By: c2 Quinn Barrow, City Attorney 8 of 8 57296-0001 AI 022061 v4.doc • The Medical Board of California L 1426 Howe Avenue, Suite 54 Consumer Sacramento, California 95825-3236 Witril Affairs CERTIFICATE No. PHYSICIAN AND SURGEON 669614 EXPIRATION 06/71/2008 DAVID ROSS BLOOM 17822 BEACH BLVD 1325 HUNTINGTON BEACH CA 92647 ORIGINAL ISSUANCE DATE 08/27/1990 RECEIPT NO 14.100087 u N • • MUTUAL PROTECTION TRUST (MPT) 2008CERTIFICATE OF . COVERAGE This is to certify that the person named below, through his membership in the Cooperative of American Physicians, Inc. (CAP), has professional liability coverage through MPT. • Physician: David R. Bloom, MD • Membership Number: 9002 • Coverage Through: December 31. 2008 • Basic Date of Coverage: October 1, 1998' • Retroactive Coverage Date: August 10, 1992 • Current Limits of Coverage: $I million per Claim2/$3 million aggregate' • Medical Specialty: Family Medicine, With Minor Surgery ' Coverage through December 31, 2008 is subject to the member meeting financial obligations and other requirements of the MPT Agreement. 2 Limit applies to all Claims based upon the same Occurence. • Limits not reduced by defense costs for Claims asserted on or after January I, 2008. For professional liability coverage through MPT, a member must pay dues and assessments as levied, comply with all terms of the MPT Agreement, and otherwise remain a member in good standing or arrange for appropriate tail coverage for any open Claim or potential Claim that may arise during the coverage period. MPT undertakes no obligation to advise any party, other than the named member, of any changes to or termination of this professional liability protection. MPT is an unincorporated interindemnity arrangement organized under California Insurance Code Section 1280.7. Date: November 27, 2007 MUTUAL PROTECTION TRUST By Hammon P. Acuna Vice President, Membership Services 1 _.. > ��--- p \ . • \ i s- < ? » 0 j ! : \ . - \ 10 0 } . \ } § \ � 0} %kk CC , § } . i \{\\ , )( ( } 0 ; \ 0 \ } \\\\ R \ \ 0 CD \ ) ca \ W > 0 , } • \� 0 § . \ \ i I 11 o CV \ z ® � \ \ _ / } : p / \ \ \ { . . y \ G © ® . CC s © Z Cu ; 1 \} \\\ / r: LLI tEr VIII - z \%/ 2 Lo II d = , aa = r ∎ 1 Gm V L1110,i I,