HomeMy WebLinkAboutCC AG PKT 2008-03-10 #Q
AGENDA STAFF REPORT
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DATE:
TO:
THRU:
FROM:
March 10, 2008
Honorable Mayor and City Council
David Carmany, City Manager
Joe Bailey, Lifeguard Captain
SUBJECT: Lifeguard Education Affiliation Agreement
SUMMARY OF REQUEST:
City of Seal Beach City Council approve an education affiliation agreement
between the City and Long Beach Memorial Medical Center
BACKGROUND:
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Each year the Seal Beach Lifeguard Department conducts in-house training in
Life guarding skills, CPRlAED, and First Responder first ald. This agreement will
allow the Department to train its guards in a more advanced EMT class. This
agreement is crucial for us to become certified to teach EMT.
FINANCIAL IMPACT:
None
RECOMMENDATION:
City Council authorize the City Manager to execute the this agreement.
NOTED AND APPROVED:
~=,
David Carmany, City Manager
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Attachments:
A. Resolution
B. Agreement
Agenda Item tQ
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RESOLUTION NUMBER
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEAL
BEACH, CALIFORNIA APPROVING AN EDUCATIONAL
AFFILIATION AGREEMENT WrrH LONG BEACH MEMORIAL
MEDICAL CENTER, INC.
The City Council of the City of Seal Beach hereby resolves as follows:
SECTION 1. The City Council hereby approves an Educatfonal affiliation
agreement with Long Beach Memorial Medical Center, Inc.
SECTION 2. The Council hereby directs the City Manager to execute the
Agreement on behalf of the City.
SECTION 3. The City Clerk shall certify to the passage and adoption of this
resolution.
PASSED, APPROVED, AND ADOPTED by the City Council of the City of Seal
Beach on the 10th day of March . 2008 by the following vote:
AYES: Council Members
NOES: Council Members
ABSENT: Council Members
e ABSTAIN: Council Members
Mayor
ATTEST:
City Clerk
STATE OF CALIFORNIA }
COUNTY OF ORANGE } SS
CITY OF SEAL BEACH }
I, Linda Devine, City Clerk of Seal Beaph, California, do hereby certify that the
foregoing resolutfon Is the original copy lit Resolution Number on file in
the office of the City Clerk, passed, approved, and adopted by the City Council of
the City of Seal Beach, at a regular meeting thereof held on the 10th day of
March, 2008.
City Clerk
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CITY OF SEAL BEACH
and
LONG BEACH MEMORIAL MEDICAL CENTER
EDUCATIONAL AFFILIATION AGREEMENT
This Educational Affiliation Agreement ("Agreement") is made and entered into by and
between the City of Seal Beach ("City") and Long Beach Memorial Medical Center, Inc.,
a California nonprofit public benefit corporation ("Memorial").
RECITALS
WHEREAS, the City of Seal Beach Lifeguard Department ("SBLG") is a department of
the City.
WHEREAS, SBLG is authorized by the local EMS Agency to maintain and does
maintain a course in Life Guard training ("Program") in accordance with the provisions
of the State EMT Paramedic regulations as set forth in Title 22, Division 9, Chapter 4.
WHEREAS, SBLG requires Program students ("Students") to obtain appropriate clinical
training and experience ("Clinical Training").
WHEREAS, Memorial owns and operates an acute care hospital that Is appropriate for
furnishing such Clinical Training.
WHEREAS, it mutually benefits Memorial and the City to allow Program faculty
("Faculty") and Students to use Memorial as the site for their Clinical Training,
consistent with the terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the covenants, conditions and agreements
hereinafter set forth, and in consideration of the mutual benefits to be derived therefrom,
the City and Memorial agree as follows:
ARTICLE I
Joint Responsibilities and Privileges
1.1 Neither party shall be required to reimburse the other or to reimburse Students
for the Clinical Training provided at Memorial.
1.2 SBLG and Memorial shall mutually set the times, place and subject matter for the
Clinical Training that will be conducted at Memorial. The maximum number of
Students who wili be accepted at Memorial at anyone (1) time for Clinical
Training shall be determined by Memorial.
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1.3 Students shall have the status of learners and shall not be considered to be e
agents or employees of Memorial.
ARTICLE II
ResponsIbilitIes of SBLG
2.1 SBLG will develop clinical experience plans ("Plans") for Clinical Training at
Memorial which meet the educational goals of the Program. The Plans will be
made available to Memorial at a mutually agreed upon time prior to the beginning
of Clinical Training at Memorial. SBLG agrees that Plans are subject to revision
in instances of conflict with patient care responsibilities, number of students to be
assigned and/or Memorial interests. The Plans may be limited by Memorial in
Memorial's sole and absolute discretion due to new or expanded use of its
clinical facilities.
2.3 SBLG shall appoint a person to coordinate the Clinical Training for SBLG
("Program Coordinator"). The Program Coordinator shall supervise all aspects of
SBLG's involvement in the Clinical Training. SBLG shall provide Memorial with
the Program Coordinator's name and contact information prior to the start of
Clinical Training.
2.4 SBLG will provide Faculty who are properly licensed and credentialed and who
are otherwise qualified to instruct Students. e
2.5 SBLG Faculty shall be responsible for being familiar with and complying with all
applicable Memorial's regulations, policies and procedures while performing
instructional duties at Memorial. Faculty shall conform to the same standards as
are set for Memorial employees in matters relating to the welfare of patients and
general Memorial operation.
2.6 SBLG shall advise Students that they are required to observe Memorial's
regulations, rules, policies and procedures, and conform to the same standards
as are set for Memorial employees in matters relating to the welfare of patients
and general Memorial operation.
2.7 SBLG shall assure, to the satisfaction of Faculty, that each Student, prior to any
patient observation period or participation in !lny clinical experience, has received
training In HIPAA compliance and blood and body fluid standard precautions
consistent with the Center for Disease Control guidelines, including any Faculty
orientation requirements. SBLG will certify in the Student enrollment form that
the Student has completed the required training.
2.8 SBLG shall assure that Students assigned to Memorial for Clinical Training meet
~he Memorial standards of safety and health and shall provide certification, upon
request, that Student has been immunized against the common communicable e
diseases.
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2.9 SBLG shall assure that each Student Is adequately trained for the specific tasks
to be performed.
2.10 SBLG shall assure that Students have not been excluded, currently or In the
past, from participating in any Federal or State health care program, including the
Medicare or Medi-Cal programs. SBLG shall immediately remove any Student
from Clinical Training at Memorial if the Student is excluded from participating in
any Federal or State health care program.
ARTICLE 11\
Memorial's Responsibilities
3.1 Memorial will maintain the standards which make it an eligible site for Clinical
Training.
3.2 Memorial shall accept from SBLG the mutually agreed upon number of Students
and shall permit the educational use of such supplies and equipment as are
commonly available for patient care and are reasonably necessary for the
training of Students.
3.3 Memorial will permit use of the following facilities and services by Students and
Faculty at such times and to the degrees considered reasonable and feasible by
Memorial:
a. Parking areas
b. Locker, storage and dressing facilities
c. Same food services as are available to Memorial staff.
3.4 Memorial shall designate a person who will coordinate the Students' Clinical
Training at Memorial ("Memorial Coordinator'1. Memorial Coordinator shall assist
Students with tracking the hours Student spends in Clinical Training. Memorial
shall provide SBLG with the Memorial Coordinator's name and contact
information prior to the start of each clinical rotation.
3.5 Memorial will provide evaluations to SBLG of each Student's performance in the
Program using the forms provided by'SBLG and In accordance with time frames
agreed upon by SBLG and Memorial.
3.6 Memorial shall notify SBLG if any Student demonstrates performance,
attendance or behavior problems. Memorial may refuse access to its clinical
areas to Students who do not meet its employee standards for safety and health
or that breach Memorial's rules or regulations. A Student may be suspended
Immediately from Clinical Training if, in Memorial's sole judgment and discretion,
the Student's conduct or behavior threatens the health, safety or welfare of any
patients, invitees, or employees at Memorial. Any immediate suspension shall
be imposed on a temporary basis until Memorial can confer with SBLG and
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attempt to resolve the suspension, but the final decision regarding the Student's e
continued participation in Clinical Training at Memorial is vested in Memorial.
3.7 Memorial shall provide Students with any necessary emergency health care or
first aid for accidents occurring at the Memorial. Student shall be responsible for
paying Memorial charges for such care.
3.a Memorial shall not decrease the number of staff or alter staffing patterns due to
the presence or absence of Students and Faculty in assigned areas.
3.9 Memorial shall, at all times, retain professional and administrative responsibility
for patient care and all services rendered at Memorial.
ARTICLE IV
Insurance
4.1 City shall at all times during the term of this Agreement, carry at its own expense,
with a licensed insurance company admitted to do business in the State of
Califomia adequate professional and general liability insurance to provide
coverage against the perils of bodily injury, personal injury, and property
damage, including the operation of a motor vehicle, with limits of at least One
Million Dollars ($1,000,000) each occurrence and Three Million Dollars
($3,000,000) annual aggregate. In the event that the professional liability policy e
is a "claims made" policy, City shall purchase a "tail" policy for a period of not less
than five (5) years following the effective termination date of the foregoing policy.
Said "tail" policy shall have policy limits in an amount not less than the primary
professional liability policy. City will provide Memorial with certificates of the
foregoing coverage prior to execution of this Agreement and upon request. City
shall provide at least thirty (30) days' written notice to Memorial of any substantial
change to or cancellation of said insurance.
4.2 City shall procure and maintain Workers' Compensation insurance to cover its
Faculty and Students while participating in Clinical Training, in compliance with
the statutory requirements of California law.
4.3 Memorial wili participate in the Memorial Health Services Self-Insurance Program
to provide coverage against the perils' of bodily injury, personal injury, and
property damage with limits of at least One Million Dollars ($1,000,000) each
occurrence and Three Million Dollars ($3,000,000) annual aggregate. Memorial
will, upon request, provide City with evidence of the foregoing coverage.
Memorial shall provide at least thirty (30) days written notice to City of any
substantial change to or cancellation of said insurance.
4.4 Obligations pursuant to Article VII shall survive termination or expiration of this
Agreement. e
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ARTICLE V
Indemnification
5.1
Each party hereby agrees to defend, indemnify and hold the other party, its
parents, subsidiaries, directors, officers, attorneys, agents and their employees
harmless from any and all loss, obligation, claim, liability, settlement, payment,
award, judgement, fine, penalty, interest, charge, expense, Including costs of suit
and reasonable attorney's fees and disbursements, damages or deficiency, or other
charge incurred or required to be paid due to any claim arising out of or relating to
the indemnifying party's negligent acts or omissions and/or willful misconduct in the
performance of this Agreement.
5.2
Obligations pursuant to Article V shall survive termination or expiration of this
Agreement.
ARTICLE VI
Term of Agreement
6.1 The term of this Agreement shall be for a period of three (3) years commencing
on the first (1 st) day of March, 2008 and terminating on the twenty-eighth (28th)
day of February, 2011 unless terminated In accordance with the provisions of this
Agreement.
6.2 This Agreement may be terminated by either party, acting with or without cause,
upon giving thirty (30) days prior written notice to the other party except that any
Student already assigned to and accepted by the Memorial shall be allowed to
complete any in-progress Clinical Training assignment at Memorial.
6.3 This Agreement shall Immediately terminate if SBLG's licenses, accreditations or
certifications required for the Program are terminated, revoked, reduced, or any
type of disciplinary action is taken against SBLG by any accreditation or
regulatory agency.
ARTICLE VII
HIPAA
For purposes of this Agreement, Students and Faculty shall be considered "work
force members." As members of the workforce, Students and Faculty shall have
access to Protected Health Information ("PHI"), which Includes any information
whether oral or recorded in any form or medium, created or received by Students
and/or Faculty and: (i) that relates to the past, present or future physical or
mental condition of the patient; the provision of health care to the patient; or the
past, present or future payment for the provision of health care to the patient; and
(ii) that identifies the individual or with respect to which there is a reasonable
basis to believe the information can be used to identify the patient and shall have
the same meaning as the term "protected health Information" in 45 CFR 164.501.
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Students and Faculty will be required to participate in certain education and e
training related to security and protection of PHI. Both parties shall implement
appropriate safeguards to prevent the use or disclosure of PHI other than as
contemplated by this Agreement.
ARTICLE VIII
General Provisions
8.1 Indeoendent Contractors. The parties expressly agree that this Agreement is not
intended to and shall not be construed to create the relationship of agent,
servant, employee, partnership, joint venture or association between or among
the City, SBLG, SBLG Coordinator, Faculty, Memorial, Memorial Coordinator
and/or Students, but rather as an agreement by and between independent
contractors. Memorial shall not assume any liability under any employment or
workers' compensation law based on Students and Faculty performing services,
receiving education or traveling pursuant to this Agreement.
8.2 Assicnment. City shall not assign this Agreement without the written consent of
Memorial.
8.3 Arbitration. Any controversy or claim arising out of or relating to this Agreement, or
the breach thereof, shall be settled by a single arbitrator in the arbitration at
Los Angeles County or Orange County, Califomia, administered by the American
Arbitration Association under its Commercial Arbitration Rules, and judgement on
any award rendered by the arbitrator may be entered in any court having
jurisdiction thereof. The discovery provisions of the California Code of Civil
Procedure relating to arbitration, including the provisions of ~1283.05, shall be
applicable to the arbitration proceeding. The costs of any such proceeding shall be
paid by the party instigating the arbitration unless such party is declared by the
arbitrator to be substantially successful in securing the award of the determination
sought by such party in such proceedings, in which event the costs of such
proceedings shall be paid by the unsuccessful party or parties. Notwithstanding the
above, in the event any party wishes to obtain injunctive relief or a temporary
restraining order, such party may initiate an action for such relief in a court of law
and the decision of the court of law with respect to the injunctive relief or temporary
restraining order shall be subject to appeal only through the courts of law. Should
the parties, prior to submitting a dispute to arbitration, desire to utilize other
impartial dispute settlement techniques such as mediation or fact-finding, a joint
request for such service may be made to the American Arbitration Association, or
the parties may initiate such other procedures as they may mutually agree at such
time. The provisions of this Section shall survive the termination of this
Agreement.
8.4 Governlnc Law. This Agreement shall be governed by the laws of the State of
Califomia.
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be required to deliver to the other party may be delivered in person or by
depositing the same in the United States mail, postage prepaid, certified or
registered mail, return receipt requested by overnight courier, or by electronic
facsimile, confirmed in writing, addressed or delivered as follows:
If to Memorial: Long Beach Memorial Medical Center
2801 Atlantic Avenue
P. O. Box 1428
Long Beach, CA 90801-1428
Attn: Richard DeCarlo
Title: S.V.P. Operations
Cc: Attn.: Office of the General Counsel
Memorial Health Services
2801 Atlantic Avenue
Long Beach, CA 90806
If to City: Seal Beach Life Guard Headquarters
911 Ocean Avenue
Seal Beach, CA 90740
e Attn: Capt. Joe Bailey
Either party may change the address to which notices are to be delivered by
giving notice hereinabove provided. Any notice shall be deemed to have been
given, if hand delivered, or sent by overnight courier, as of the date delivered or if
sent by electronic facsimile when confirmed in writing, or if mailed as provided
herein, on the third (3rd) day after mailing.
8.6 Caotions. Any captions to or headings of the articles, paragraphs, sections or
subparagraphs or subsections of this Agreement are solely for the convenience
of the parties, and shall not be interpreted to affect the validity of this Agreement
or to limit or affect any rights, obligations, or responsibilities of the parties arising
hereunder.
8.7 Entire Aoreement. This Agreement, including all exhibits, attachments and
amendments hereto, contains all the terms and conditions agreed upon by the
parties regarding the subject matter of this Agreement. Any prior agreements,
promises, negotiations or representations of or between the parties, either oral or
written, relating to the subject matter of this Agreement, which are not expressly set
forth In this Agreement are null and void and of no further force or effect.
8.8 Modification. This Agreement can be amended only with a written agreement
e signed by the parties. All such amendments shall be attached hereto and shall
become part of this Agreement.
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8.9 Interoretation. No provision in this Agreement is to be interpreted for or against
any party because that party or that party's legal representative drafted such
provision.
8.10 Waiver of Breach. No breach of any provision hereof can be waived unless in
writing. The waiver of anyone (1) breach of any provision of this Agreement
shall not be deemed a waiver of any other breach of either the same or any
different provision.
8.11 Use of Name. Neither party shall use the name, address, logo or other
trademarks of the other party without the other party's prior written consent.
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed and
do each hereby warrant and represent that their respective signatory whose signature
appears below has been and is on the date of this Agreement duly authorized by all
necessary and appropriate corporate actions to execute this Agreement.
Memorial
Long Beach Memorial Medical Center,
A California non profit public benefit corporation
By:
Print:
Title:
Date:
City:
City of Seal Beach
By:
Print: David Carmanv. City Manacer
Title:
Date:
Approved as to form:
By: Robert E. Siemer. Esq.
Title: General Counsel. MHS
Date: Februarv 22. 2008
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