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HomeMy WebLinkAboutAGMT - Virtual Benefit Solutions Inc dba Virtual Hearing Solutions (COVID-19 Testing for City Employees Mobile Unit)DocuSign Envelope ID: 754B23C9-5D5D-49AA-B10E-A3AIACBCBOOF COVID-19 TESTING SERVICES AGREEMENT THIS COVID-19 TESTING SERVICES AGREEMENT (AGREEMENT) is made effective by and between City of Seal Beach ("CLIENT") and Virtual Benefit Solutions Inc, DBA Virtual Hearing Solutions, 39899 Balentine Dr., Suite #200, Newark, CA 94560 ("PROVIDER") providing a professional licensed COVID-19 Testing Service to CLIENT. In consideration of the mutual promises set forth in this AGREEMENT, the parties agree as follows: 1. TERM The term of this AGREEMENT shall be effective as of the date it is executed and dated by CLIENT and PROVIDER, as set forth on the signature page, and unless earlier terminated or extended, shall terminate on January 6, 2023. This AGREEMENT may be renewed for additional one-year periods by written agreement of the parties. Either party may at any time terminate this AGREEMENT, with or without cause, upon thirty (30) days advance written notice to the other party. 2. PROVIDER'S SERVICES PROVIDER and its sub -contractors shall provide COVID-19 testing services to CLIENT personnel in accordance with any applicable requirements of federal, state, or local laws, rules and/or regulations and third - party reimbursement sources. PROVIDER shall abide by CLIENT policies and procedures. COVID-19 testing services will include, but not be limited to, provision of nasal swab screenings, and/or other diagnostic testing subsequently approved by the US Food and Drug Administration and Centers for Disease Control. Testing will be available for Client's personnel. PROVIDER and its sub -contractors will promptly process the diagnostic tests and report the results. CLIENT's personnel will be able to access their Polymerase Chain Reaction (PCR) test results through the patient portal website of our sub -contractor. All positive tests will be followed with a call to the phone number that was provided to us on the superbill by the patient. Antigen test results will be initially presented verbally and will be followed up with a certificate. PROVIDER and its subcontractors warrant that the test results will be transmitted to the appropriate parties within 72 business hours. PROVIDER agrees to use its best efforts to secure available insurance reimbursements for the services rendered. PROVIDER retains the discretionary authority to stipulate payment arrangements, including payment in advance, for individuals tested based on the circumstances, including available insurance sources. PROVIDER shall respond to CLIENT's requests for services in a timely manner and shall also provide accurate and timely documentation and billing information to CLIENT for services provided to CLIENT'S personnel. PROVIDER will perform a retest to follow up with those who are in quarantine or need testing after a positive diagnosis. 3. FDA Authorization The FDA has granted the designation of EUA, or emergency use authorization, to certain point of care antigen tests, Polymerase Chain Reaction tests, and antibody tests which all meet standards deemed necessary by the FDA. 4. CLIENTS SUPPORT DUTIES CLIENT will collaborate with PROVIDER to facilitate services rendered to or on behalf of CLIENT personnel. CLIENT will determine which personnel should receive PROVIDER screening and evaluation services. CLIENT is responsible for providing a safe indoor or outdoor area for testing. We ask Client to provide a properly spaced area with tables, tent/canopy, or anything that may be needed to ensure our staff can test personnel effectively. Prior to PROVIDER services, CLIENT will make a reasonable effort to gather documentation to PROVIDER. Page 1 of 4 DocuSign Envelope ID:754B23C9-5D5D-49AA-BICE-A3AIACBCBOOF CLIENT needs to give PROVIDER at least one (1) week advance notice for any cancellations to scheduled testing. Any cancellations without a one (1) week notice or a CLIENT "no show" will be charged a flat fee of five hundred dollars (US$500). 5. COMPENSATION PROVIDER will be compensated for services rendered to or on behalf of CLIENTS personnel by directly billing their insurance providers. If any CLIENT personnel are uninsured, PROVIDER will bill the federally funded HRSA Uninsured Program. There will be no cost to CLIENT or CLIENT personnel. If CLIENT personnel receive an Explanation Of Benefits from their insurance company for this service that shows any amount due, that amount will be covered by PROVIDER. 6. CIVIL RIGHTS PROVIDER shall not discriminate against, or engage in the harassment of, any of the CLIENT'S employees or volunteers or any employee of Provider or applicant for employment because of an individual's race, religion, color, sex, gender identity, sexual orientation (including heterosexuality, homosexuality and bisexuality), ethnic or national origin, ancestry, citizenship status, uniformed service member status, marital status, family relationship, pregnancy, age, cancer or HIV/AIDS-related medical condition, genetic characteristics, and physical or mental disability (whether perceived or actual). This prohibition shall apply to all of Provider's employment practices and to all of Provider activities as a provider of services to the CLIENT. 7. QUALIFICATIONS PROVIDER and its subcontractors represent and warrant that they have all the necessary qualifications, certifications and/or licenses required by federal, state, and local laws and regulations to provide the services required under this AGREEMENT. PROVIDER and its subcontractors will provide CLIENT with a copy of licenses and/or certifications in effect along with this AGREEMENT and at each successive renewal. 8. FRAUD AND ABUSE PROVIDER and its subcontractors represent and warrant that PROVIDER and its subcontractors have not been sanctioned under any applicable state or federal fraud and abuse statutes, including exclusion from a federal health care program or if, during the term of this AGREEMENT, PROVIDER and its subcontractors, any parent of PROVIDER and its subcontractors, or any officer, director or owner of PROVIDER and its subcontractors, receives such a sanction or notice of a proposed sanction, PROVIDER and its subcontractors will immediately provide to CLIENT a notice of and a full explanation of such sanction or proposed sanction and the period of its duration. CLIENT reserves the right to terminate the AGREEMENT immediately upon receipt of notice that PROVIDER and its subcontractors, any parent of PROVIDER and its subcontractors, or any officer, director or owner of PROVIDER and its subcontractors, have been sanctioned under federal or state fraud and abuse statutes and PROVIDER and its subcontractors agrees to indemnify and hold harmless CLIENT from any and all liability, loss or expenses incurred directly or indirectly by CLIENT because of any sanctions incurred by PROVIDER and its subcontractors under any applicable state or federal fraud and abuse statutes, including any exclusion from a federal health care program. 9. INSURANCE PROVIDER and its subcontractors shall procure and maintain, throughout the Term of this AGREEMENT, such insurance as will fully protect Provider from all acts, errors or omissions while performing the services provided for in this AGREEMENT. Such insurance shall have minimum coverage limits of $1,000,000 per occurrence and $3,000,000 in the aggregate. PROVIDER and its subcontractors shall submit to CLIENT along with this AGREEMENT, a certificate of insurance issued by an insurer authorized to conduct insurance business in California and reasonably acceptable to CLIENT, indicating that PROVIDER and its subcontractors has complete liability insurance coverage compliant with this section, including coverage for any acts of professional malpractice. PROVIDER shall have CLIENT named as an additional insured under such liability coverage, and CLIENT will provide a certificate of insurance upon request. CLIENT will not provide insurance coverage to Provider for any services by PROVIDER and its subcontractors pursuant to this Page 2 of 4 DocuSign Envelope ID: 754B23C9-5D5D-49AA-B10E-A3AIACBCBOOF AGREEMENT or for any other services rendered by PROVIDER and its subcontractors to CLIENT Personnel. 10. INDEMNIFICATION PROVIDER agrees to indemnify, defend and hold harmless CLIENT, its officers and employees from any and all claims, demands, actions, causes of action, losses, damages, liabilities, known or unknown, and all costs and expenses, including reasonable attorneys' fees in connection with any breach of this AGREEMENT, and any injury or damage to persons or property to the extent arising out of any negligence, recklessness or willful misconduct of, or violation of applicable law by, PROVIDER, its officers, employees, agents, contractor, subcontractors or any officer, agent or employee thereof in relation to PROVIDER's performance under this AGREEMENT. 11. INDEPENDENT CONTRACTOR This AGREEMENT does not constitute the hiring of PROVIDER as an employee of CLIENT. It is the parties' intention that PROVIDER shall bean independent contractor and not a CLIENT employee. CLIENT shall neither have nor exercise, any control or direction over the methods by which PROVIDER and its subcontractors shall perform his or her services, nor shall CLIENT and PROVIDER be deemed partners or joint venture. PROVIDER and its subcontractors agree to always perform services in accordance with the standard of care for PROVIDER's specialty. PROVIDER and its subcontractors shall retain discretion and independent judgment when evaluating and testing CLIENT employees or other tested individuals. It is expressly agreed by the parties that no work, act commission or omission by PROVIDER and its subcontractors, pursuant to the terms and conditions of this AGREEMENT, shall be construed to make or render PROVIDER an agent, employee, or servant of CLIENT. PROVIDER and its subcontractors shall pay all compensation, benefit, payroll taxes and workers compensation benefits for all personnel that PROVIDER furnishes hereunder and holds the CLIENT harmless and free from liability of cost arising from any claim by any governmental agency or any other entity or individuals alleging that PROVIDER and its subcontractors are employees of the CLIENT. 12. CONFIDENTIALITY PROVIDER and its subcontractors agree to respect and abide by all federal, state, and local laws pertaining to confidentiality and disclosure regarding all information and records obtained or reviewed in the course of providing services to CLIENT and/or its Personnel. PROVIDER and its subcontractors acknowledge that the CLIENT business and marketing methods, professional procedures and activities, protocols, budgets, clients lists and records processes, computer software designs and programs, scientific and technical data, trade secrets and other technical or related documentation, whether or not patentable or entitled to copyrights, trademark, trade names, services mark or services name protection are valuable, special and unique assets of the CLIENT's business and professional practice which collectively constitute its proprietary information, ("PROPRIETARY INFORMATION"). The CLIENT's PROPRIETARY INFORMATION IS CONFIDENTIAL, and PROVIDER and its subcontractors agree not to use the PROPRIETARY INFORMATION other than in direct furtherance and performance of PROVIDER obligation under this AGREEMENT. Further, neither the PROVIDER and its subcontractors nor any of its employees or agents shall disclose any of the CLIENT's PROPRIETARY INFORMATION to any person or entity whatsoever without the prior written consent of the CLIENT. The PROVIDER and its subcontractors shall make appropriate provision in all employment contracts entered with PROVIDER's and its subcontractors' employees to protect the PROPRIETARY INFORMATION provided in this Section. The provision of this AGREEMENT relating to confidentiality and proprietary information shall all survive the termination of the AGREEMENT. 13. HIPAA COMPLIANCE PROVIDER and its subcontractors agree not to use or disclose Protected Health Information other than as permitted or required by the AGREEMENT or as Required by Law. PROVIDER and its subcontractors shall Page 3 of 4 DocuSign Envelope ID: 754B23C9-5D5D-49AA-BICE-A3A1ACBCBOOF use appropriate safeguards to prevent use or disclosure of Protected Health Information for purposes other than the performance of services under this AGREEMENT. 14. CLIENT ACCEPTANCE PROVIDER acknowledges and agrees that this AGREEMENT is not binding on the parties until accepted by a party authorized to enter into agreement on behalf of CLIENT, as evidenced by his or her signature below. 15. COUNTERPARTS This AGREEMENT may be executed in as many counterparts as may be necessary or convenient and by the different parties or separate counterparts. Each executed counterpart will be considered an original, however, all counterparts will constitute only one agreement. Furthermore, this AGREEMENT is the entire agreement between the parties. 16. GOVERNING LAW The validity, interpretation, construction and performance of this AGREEMENT, and all acts and transactions pursuant hereto and the rights and obligations of the parties hereto shall be governed, construed, and interpreted in accordance with the laws of the state of California, without giving effect to principles of conflicts of law. IN WITNESS WHEREOF, the parties by their duly authorized representatives have entered into this AGREEMENT as of the date first above written. CLIENT By: Jill R. Ingrram Printed . arm Signature Virtual Benefit Solutions Inc. 1/7/2022 Date By: Tyrone Moore, CEO FT Decusigned by. 1/10/2022 Moan `S7jfati'[fe" .. Date Page 4 of 4 HEALTHCARE PROVIDERS SERVICE ORGANIZATION PURCHASING GROUP onso CNA Certificate of Iugurauce ` OCCURRENCE PROFESSIONAL LIABILITY POLICY FORM Print Date: 9/30/2021 The application for the Policy and any and allsupplementary information, materials, and statements submitted therewith shall i be maintained on file by us or our Program Administrator and will be deemed attached to and incorporated into the Policy as i if physically attached. PRODUCER BRANCH PREFIX POLICY NUMBER above subject POLICY PERIOD 018098 970 HPG 0684412454 ; From: 04/11/21 to 04/11/22 at 12:01 AM Standard Time Named Insured and Address: per proceeding Program Administered by: Virtual Benefit Solutions Inc Hearing Clinic Defendant Expense Benefit Nurses Service Organization 39899 Balentine Dr Ste 200 $ 25,000 1100 Virginia Drive, Suite 250 Newark, CA 94560-5361 $ 10,000 Fort Washington, PA 19034 $10,000 aggregate 1-888-288-3534 $ 25,000 per incident www.nso.com Medical Specialty: Code: Includes Workplace Violence Counseling Insurance Provided bv: Medical Assistant Firm 80719 Excludes Cosmetic Procedures American Casualty Company of Reading, Pennsylvania 151 N. Franklin Street Chicago, IL 60606 Professional Liability $ 2,000,000 each claim $ 4,000 000 aggregate Your professional liability limits shown above include the following: * Good Samaritan Liability * Malplacement Liability * Personal Injury Liability * Sexual Misconduct Included in the PL limit shown above subject to $ 25,000 aggregate sublimit Coverage Extensions ; License Protection $ 25,000 per proceeding $ 25,000 aggregate Defendant Expense Benefit $ 1,000 per day limit $ 25,000 aggregate Deposition Representation $ 10,000 per deposition $10,000 aggregate Assault $ 25,000 per incident $ 25,000 aggregate Includes Workplace Violence Counseling Medical Payments $ 25,000 per person $100,000 aggregate First Aid $ 10,000 per incident $ 10,000 aggregate Damage to Property of Others $ 10,000 per incident $ 10,000 aggregate Enterprise Privacy Protection - Claims Made $ 25,000 per incident $ 25,000 aggregate Retroactive Date: 4/11/2020 (Defense inside limits) Media Expense $ 25,000 per incident $ 25,000 aggregate Workplace Liability Workplace Liability Included in Professional Liability Limit shown above Fire & Water Legal Liability Included in the PL limit shown above subject to $150,000 aggregate sublimit Personal Liability Excluded Total $ 3.490.00 Base Premium $3,490.00 Policy Forms and Endorsements (Please see attached list of policy forms and endorsements) Chairman of the oard Secretary Keep this Certificate of Insurance in a safe place. It and proof of payment are your proof of coverage. There is no coverage in force unless the premium is paid in full. To activate your coverage, please remit premium in full by the effective date of this Certificate of Insurance. Coverage Change Date: 5/17/2021 Endorsement Date: 5/17/2021 Master Policy: 188711433 CNA93692 (11-2018) © Copyright CNA All Rights Reserved. POLICY FORMS & ENDORSEMENTS The following are the policy forms and endorsements that apply to your current professional liability policy. COMMON POLICY FORMS & ENDORSEMENTS FORM # G -121500-D (04-08) G -121503-C (07-01) G -121501-C1 (07-01) CNA94164 (11-18) G -145184-A (06-03) G -147292-A (03-04) GSL15564 (10-09) GSL15565 (03-10) GSL17101 (02-10) GSL13424 (05-09) GSL13425 (05-09) CNA80052 (10-14) G -123846-D04 (07-01) CNA81753 (03-15) CNA81758 (03-15) CNA82011 (04-15) CNA79575 (07-14) GSL 5589 (12-05) CNA79516 (10-14) CNA89026 (05-17) G -123828-B (07-01) G -141231-A (07-01) FORM NAME Common Policy Conditions Workplace Liability Form Occurrence Policy Form - California Amendment Definition of Claim Endorsement Policyholder Notice - OFAC Compliance Notice Policyholder Notice - Silica, Mold & Asbestos Disclosure Sexual Misconduct Sublimits of Liability Professional Liability & Sexual Misconduct Exclusion Healthcare Providers Professional Liability Assault Coverage Exclusion of Specified Activities Reuse of Parenteral Devices and Supplies Services to Animals Business Owner Coverage Extension Endorsement Distribution or Recording of Material or Information in Violation of Law Exclusion Endorsement California Cancellation and Non -Renewal Coverage & Cap on Losses from Certified Acts Terrorism Notice - Offer of Terrorism Coverage & Disclosure of Premium Related Claims Endorsement Exclusion of Cosmetic Procedures Medical Director/Administrator Enterprise Privacy Protection Media Expense Coverage Certificate Holder Additional Insured Healthcare Entity PLEASE REFER TO YOUR CERTIFICATE OF INSURANCE FOR THE POLICY FORMS & ENDORSEMENTS SPECIFIC TO YOUR STATE AND YOUR POLICY PERIOD. For NJ residents: The PLIGA surcharge shown on the Certificate of Insurance is the NJ Property & Liability Insurance Guaranty Association. For KY residents: The Surcharge shown on the Certificate of Insurance is the KY Firefighters and Law Enforcement Foundation Program Fund and the Local Tax is the KY Local Government Premium Tax. As required by 806 Ky. Admin Regs. 2:100, this Notice is to advise you that a surcharge has been applied to your insurance premium and is separately itemized on the Declarations page or billing instrument attached to your policy, as required KRS. §136.392. For WV residents: The surcharge shown on the Certificate of Insurance is the WV Premium Surcharge. For FL residents: The FIGA Assessment shown on the Certificate of Insurance is the FL Insurance Guaranty Association - 2012 Regular Assessment. Form #:CNA93692 (11-2018) Named Insured: Virtual Benefit Solutions Inc Hearing Cli Master Policy #: 188711433 Policy #: 0684412454 © Copyright CNA All Rights Reserved. �AYA T/.A Medical Director or Administrator (with Sublimits) In consideration of the additional premium paid, and subject to the Professional Liability limits of liability shown on the CERTIFICATE OF INSURANCE, it is agreed that the PROFESSIONAL LIABILITY COVERAGE PART is amended as follows: 1. Item A. PROFESSIONAL LIABILITY LIMITS OF LIABILITY on the CERTIFICATE OF INSURANCE is amended to include the following schedule: Each Medical Director or Administrator Claim Sublimit: $1,000,000 Aggregate Medical Director or Administrator Claim Sublimit: $3,000,000 2. Solely for the purpose of the coverage provided by this endorsement, Section IV. ADDITIONAL DEFINITIONS is amended as follows: "Administrative Services" means planning, organizing, directing, and controlling operations within the scope of duties of a medical director or administrator. "Administrative Services" does not mean the provision of medical care or treatment of patients. "Medical Director or Administrator Claim" means a claim based on or arising out of administrative services provided by the medical director or administrator. "You" or "Your" means the facility medical director or administrator but only for administrative services performed on the behalf of the named insured. 3. Solely for the purpose of the coverage provided by this endorsement, Section V. EXCLUSIONS is amended by the following: Exclusion C. does not apply to a physician with respect to medical director or administrator claims. 4. Section VI. LIMIT OF LIABILITY is amended by the following: Solely with respect to medical director or administrator claims, sublimits apply as stated in A. and B. below: A. Each Medical Director or Administrator Claim Notwithstanding the limits of liability stated on the CERTIFICATE OF INSURANCE, the each medical director or administrator claim limit of liability shown in the schedule of this endorsement is the most we will pay for all medical director or administrator claims arising out of any one medical incident. The each medical director or administrator claim limit is part of, and not in addition to the limits of liability shown on the CERTIFICATE OF INSURANCE. B. Aggregate Medical Director or Administrator Claim Limit Notwithstanding the limits of liability stated on the CERTIFICATE OF INSURANCE and subject to provision A. above, the aggregate medical director or administrator claim limit of liability shown in the schedule of this endorsement is the most we will pay for all medical director or administrator claims. The aggregate medical director or administrator claim limit is part of, and not in addition to the limits of liability shown on the CERTIFICATE OF INSURANCE. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy and expires concurrently with said Policy unless another effective date is shown below. By Authorized Representative (No signature is required if issued with the Policv or if it is effective on the Policv Effective GSL5589 (12-05) Policy No:684412454 Page 1 Endorsement No: 1 Effective Date: 5/17/2021 mnso 9/30/2021 1100 Virginia Drive, Suite 250 Fort Washington, PA 19034-3278 Phone: 1-888-288-3534 Fax:1-847-953-0134 Website:www. nso.com Page #1 Re: Policy #: 0684412454 Employee List: 001. JASON YANG, AU.D 002. SARAH WRIGHT, AU.D 003. ALICE CELLINO, AU.D 004. JOSEPH HARDEMAN, AU.D 005. VISHAL BANTHIA MD, MEDICAL DIRECTOR (SUB CONTRACTOR) Dedicated To Sewing The Insurance Needs of Nurses Nurses Service Organization is a registered trade name of Affinity Insurance Services, Inc.; (AR 244489); in CA & MN, AIS Affinity Insurance Agency, Inc. (CA 0795465); in OK, AIS Affinity Insurance Services Inc.; in CA, Aon Affinity Insurance Services, Inc., (OG94493), Aon Direct Insurance Administrators and Berkely Insurance Agency and in NY, AIS Affinity Insurance Agency.