2013-11-19
Special November 2013 Meeting
Held November 19, 2013
THE STATE OF TEXAS !i
~
COUNTY OF CALHOUN !i
BE IT REMEMBERED, that on this 19" day of November, A.D., 2013 there was begun and holden in the
Commissioners' Courtroom in the County Courthouse in the City of Port Lavaca, said County and State, at 9:00
A.M., a Regular Term of the Commissioners' Court within said County and State, and there were present on this
date the following members of the Court, to-wit:
Michael J. Pfeifer
Roger C. Galvan
Vern Lyssy
Neil Fritsch
Kenneth W. Finster
Anita Fricke
County Judge
Commissioner, Precinct #1
Commissioner, Precinct #2
Commissioner, Precinct #3
Commissioner, Precinct #4
County Clerk
Thereupon the following proceedings were had:
Commissioner Galvan gave the Invocation and Commissioner Finster led the Pledge to the US Flag and
Commissioner Fritsch led the Pledge to the Texas Flag.
HEAR PRESENTATION FROM SOUTHERN HEALTH PARTNERS ON ALL MEDICAL SERVICES AND
PRESCRIPTION DRUG SERVICES FOR THE CALHOUN COUNTY ADULT DETENTION CENTER:
Chief Development Officer Timmy Quintana gave a lengthy presentation at the previous commissioner's court
meeting held on Novemeber 14, 2013. Mr. Quintana today stated he was willing to answer any questions the
court may have about the Southern Health Partners program for the Calhoun County Adult Detention Center.
County Auditor Cindy Mueller stated she got feedback from some other County Auditor's who use this program
and they said one of the things very important was the passing on of liability through the contract. All three
counties she talked to were positive about the program.
Nov. 14. 2013 8:25AM
No.2225 P. 2
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Nov. 14. 2013 8:25AM
No. 2225 P. 3
Michelle V!llasquez
From:
Sent:
'To:
Cc:
Subject:
Attachments:
Lacey lafute, controller <llIcey,lafuze@southernhealthpartners,com>
Thursday, November 07, 2013 3:35 PM .
mlchelle,velasquez@calhouncotx,org: rachel,martlnez@calhouncotx.org
Carmen Hamilton, Contracts Manager
Follow up-SHP
ImageOO2Jpg
Good afternoon I
Thank you both for taking the time to talk with me this morning regarding our proposal. I wanted to send an emall as a
follow up to our conversation and also address a few of the other Items that I was unable to answer during our call:
You'd asked about receiving a copy ofthe background check{s) and drug screen(s) for potential employees and this Is
something that we will be able to prQvlde you with. Upon approval of SHP's services, our operations team will come
meet with you and discuss how you speclfically would like for these to be handled. At that time, please provide any
requirements that you might have as far as security, etC.
There will not be a problem In having the medications distributed In blister packs. We can also offer to provide Calhoun
CountY with a Med Cart,
'The current proposal and sample contracts that you have on hand do not address a cost pool refund. However, SHP Is
willing to offer an 80% refund of any unused portion of the annualized (12 months) cost POllllf that optlQn Is chosen, Tim
Quintana will have a dated copy for signatures at the meeting and we will have those updated with the refund lang!lage
prior to the meeting.
I understand that Calhoun County has recently entered into an agreement with IHS In efforts to re-price the Calhoun
County Inmate medical claims at the Indigent rates, Tills Is somethl(lg that will continue to benefit the County ellen wIth
SHp Involved. SHI' will work diligently with the County's Indigent healthcare COQrdlnator and only process those claims
that belong to the County, We will screen all claims and mark off any unnecessary charges prior to fQrwardlng on to be
re-prlced, Once returned, we will promptly process and pay those claims, If the cOst pool option Is chosen.
SHP operates contracts with a managed care Ideology, We consider Utilization Management (U,M.) to be allltal and
necessary component of every health care program we prolllde, SHP strives to ensure aU care rendered Is medically
necessary and Is provided safely In the least costly setting while maintaining the quality of care. We accomplish this with
concurrent dally review of each admission and retroactive reviews of cases, This sharing of Information, e)lperlence and
expertise contribute to the best combination of available resources without jeopardizing patient safety and the quality of
care while saVing valuable officer time,
The goal ofthe U,M. PrQgram Is to provide necessary and appropriate healthcare In the most efficient
. manner. Regardless of the payer source, our commitment to monitoring thesa patients results In the best use of available
resources. Our Intent Is to ensure we limit hospital stays to the shortest time before returning the Inmate to the Infirmary
or Qther appropriate housing. The discharge planning begins on admission and With coordination often results In a
combination of outpatient services or medication adjustment, allowing earlier return to the detention facility,
In addition to our U,M, program, our cost CQntalnment efforts Include several other programs which have resulted In
substantial savings for both our clients and for SHP. The services listed below briefly describe other programs and
activities we routinely pursue, to assist In contrQlllnl! healthcare costs.
Ou-SUe Services
Nov. 14, 2013 8:25AM
No, 2225 P. 4
Several on-site services are performed to maintain cost effectiveness for the County both In management of the services
as well as eliminating outside security Issues, lab and 'I.-ray services are coordinated on-site with outsldedinlcal
providers. Medical staff can draw or collect specimens for lab testing on-site. A clinical provider will pick up specimens
which cannot be tested on-site, and provide the lab test results back to the medical staff via emall, fax, or phone. For x-
ray services, a clinical provider will be contracted to come to the medical unit and provide on-sIte x-rays to the patients as
ordered by, the Medical Director and medical staff, All test results are reported via emall, fax, or phone. other services
may be Identified for on-site use as additional providers are added to the program, .
Sel"l'ice Reports
Our regular healthcare activity reports containing utilization statistics, trends and healthcare program results are a
valuable tool for cost-containment efforts, In our experience, the MiA, once charged with the responslblll.ty for reviewing
these management reports with an eye to possible cost-containment has the opportunity to Impact savings. Once
discovered, such findings are communicated to all healthcare staff. Routine on-site reviews by SHP Regional
Administrators also uncover areas for Improving the program and more effective management of costs,
Sub-Contractor~ and :OuIkPurdlll8ing
We also control costs by negotiating tight, cost-effective agreements with our sub-contractors, vendors and suppliers, We
have bean able to deal with national suppliers and enter Into.bulk-purchaslng agreements which allow us to acquire
medical equipment, drugs, supplies and services at very competitive prices. Most purchasing of supplies Is accomplished
by using our approved national vendors. this system Is designed to minimize our operating expenses and allow our on-site
heelthcare staff to review the payments for service delivery and supplies. Examples of our efforts are In discounts with
current netlonwlde suppliers like Staples, Henry Schein, and Benco Dental.
. ... -Agaln~thank you for taking this time to discuss SHP's proposal this morning. Please let me know If any other questions
should come up prior to the meeting, My direct line and confidential fax numbers are below, I appreciate your time and
very much look forward to developing a successful partnership with Calhoun County..
Lacey laFuze
Controller
U I Southern Health
Partners
V yqwPoIlln.,ln.\lf(l,\l.Iblclnl'tlolte-lwJ:"'\iMtf
2030 Hamilton Piace Blvd. Ste, 140
Chattanooga, TN 37421
(423)553-5635 ext, 21 (Phone)
(423)305-6972 (Confidential ~a'l.)
www.southernhealthDartne(S.com
The Information transmitted Is Intended only for the person or entity to which It Is addressed and may contain
confidential and/or privileged materials. Any review, retransmission, dissemination or other use of, or taking of any
action In reliance upon this Information by persons or entities other than the Intended recipient Is prohibited, If you have
received this transmission in error, please destroy accordingly.
Nov. 14. 2013 8:26AM
No. 2225 P. 5
Good afternoon Michelle,
Yes, the pool amount Is Included In SHP's base annual contract price (Included In the base monthly fee
paid to SHP by County), and any/all charges Incurred for prescription medications, x-rays, dental and
medical services rendered outside the Jail would be applied toward the annual pool limit, The charges
would be paid to the providers bV SHP through the cost pool and SHP would be responsible for all
charges up to the $30,000.00 annual pool limit, If the annual limit Is exceeded for any given contract
period, the County would be responsible for all charges In excess of the limit. Hospital charges would
fall under off-site medical and be Included In the cost pool.
Give me a call on my cell this afternoon If you have any questions,
Carmen Hamilton
803-370.7355
Nov. 14. 2013 8:26AM
No. 2225 P. 6
Michelle Velasquez
From:
texa~allassoclation-bounces@shsu,edu on behalf of Larry Moore
<jonescojail@sbcglobal,net>
Monday, September 30, 2013 12:05 PM
pcharlton@co,dewitt.tx,us; texasJallassoclatlon@shsu.edu
Stephanie Harris
Re: [TexasJallassoclatlon] Inhouse Medical Vislst help - Dewitt County Jail
Untitled attachment 00028.txt
Sent:
To:
ee:
Subject:
Attachments:
Our in-house contract medical is Southern Health Plll'tners, I absolutely cannot express how much they have
done for our county jaill Not only have they saved us tens of thousands in our medical budget aheady, but they
also have provided a peace of mind that one simply is unable to put a price onl We have been in partnership with
them since January of this year, and pa.y a. flat rate for services.l recommend taking the time to contact this
company, Everyone from the President. to the Regional Administrator, and OUr present in-house nursing staffhas
been nothing but customer accommodating and client orientedl They genuinely Care about their consumers, and
wo\'k together with the contemporary staffing to meet all needs! Below I am leaving the contact infoI'lllatlon
for the Southern Health Paliners Marketing Representative. I urge you to give him II call and see aU they call
do for your cOllntyl
Tim Quintana, Marketing Representative
972-658-0617 (Cell)
tim,quintana@shpjails,com
Captain Cat.de Windham
J ail Division
Jones County Sheriff's Departtnent
P,O, BOll: 821
Anson, TX 79501
Phone (325) 823.3201 ext. 338
Fa:.: (325) 823-2714
!'rom: "pcharlton@co,dew.llI.tK,US" <pcharllon@co,dewltt.tx.us>
To: texasJallassociatlon@shsu.edu
Sent: l\i'Ionday, September 30,201310:61 AM
Subject [rsxasjailassoclatlon) Inhouse Medical Visist help - DewiU County Jail
Hello everyone, Is there any Jail, popUlation about 140, who uses a contract medical company, fol' inhouse,
visil~. We!ll'e considaling going to ul!ll'ger company rather I.han our local physician 10 mllke mooicw clllls.
Thank you
texasjailassoclatiOll mailing list
texasiailassociation@shsl1,edu
htto://lists.shstl.edulmailmanllistinfo/texasiailassooiation
DECLARE ALL MEDICAL SERVICES AND PRESCRIPTION DRUG SERVICES FOR THE CALHOUN
COUNTY ADULT DETENTION CENTER AS PROFESSIONAL SERVICES AND EXEMPT FROM BIDDING:
A Motion to approve medical services and prescription drug services for the Calhoun County Adult Detention
Center as professional services was made by Commissioner Lyssy and seconed by Commissioner Fritsch,
Commissioners Galvan, Lyssy, Fritsch, Finster and Judge Pfeifer all voted in favor,
CONTRACT WITH SOUTHERN HEALTH PARTNERS FOR ALL MEDICAL SERVICES AND
PRESCRIPTION DRUGS SERVICES FOR THE CALHOUN COUNTY ADULT DETENTION CENTER FOR
THE PERIOD BEGINNING JANUARY 1, 2014 AND ENDING DECEMBER 31,2014 AND AUTHORIZE
THE COUNTY JUDGE TO SIGN ALL NECESSARY DOCUMENTS:
A Motion to contract with Southern Health Partners for all medical services and prescription drug services for the
Calhoun County Adult Detention Center for the period beginning January 1, 2013 and ending December 31,
2014 was made by Commissioner Lyssy and seconed by Commissioner Fritsch,
Commissioners Galvan, Lyssy, Fritsch, Finster and Judge Pfeifer all voted in favor.
HEALTH SERVICES AGREEMENT
THIS AGREEMENT between Calhoun County, Texas (hereinafter referred to as
"County"), and Southern Health Partners, Inc., d/b/a SHP Vista Health Management,
Inc., a Delaware corporation, (hereinafter referred to as "SHP"), is entered into as of the
_ day of _, 201_. Services under this Agreement shall commence on .QeGemb~""twltt I
CH 14 29-1~, and shall continue through l3eeemller 15, 2~, in a,c?9id,ance with Section 6,1.
oe<>e",ber~11 ~o l'l nf' "\~\ I~ 19 ,-13
WITNESSETH:
WHEREAS, County is charged by law with the responsibility for obtaining and
providing reasonably necessary medical care for inmates or detainees of the Calhoun
County Adult Detention Center facility (hereinafter called "Jail") and,
WHEREAS, County and Sheriff desire to provide for health care to inmates in
accotaance With applicable laW; and,
WHEREAS, the County, which provides funding as approved by the Calhoun
County Commissioners' Court for the Jail, desires to enter into this Agreement with
SHP to promote this objective; and,
WHEREAS, SHP is in the business of providing correctional health care services
under contract and desires to provide such services for County under the express terms
and conditions hereof,
NOW THEREFORE, in consideration of the mutual covenants and promises
hereinafter made, the parties hereto agree as follows:
ARTICLE I: HEALTH CARE SERVICES.
1.1 General Enaaaement. County hereby contracts with SHP to provide for
the delivery of all medical, dental and mental health services to inmates of Jail. This
care is to be delivered to individuals under the custody and control of County at the Jail,
and SHP enters into this Agreement according to the terms and provisions hereof.
1.2 Scope of General Services. The responsibility of SHP for medical care of
an inmate commences with the booking and physical placement of said inmate into the
Jail. The health care services provided by SHP shall be for all persons committed to
the custody of the Jail, except those identified in Section 1.7. SHP shall provide and/or
arrange for all professional medical, dental, mental health and related health care and
administrative services for the inmates, regularly scheduled sick call, nursing care,
regular physician care, medical specialty services, emergency medical care, emergency
ambulance services when medically necessary, medical records management,
pharmacy services management, administrative support services, and other services,
all as more specifically described herein.
2
SHP shall be financially responsible for the costs of all physician and nurse
staffing, over-the-counter medications, medical supplies, on-site clinical lab procedures,
medical hazardous waste disposal, office supplies, forms, folders, files, travel
expenses, publications, administrative services and nursing time to train officers in the
Jail on various medical matters. SHP's financial responsibility for the costs of all
prescription pharmaceuticals, all x-ray procedures (inside and outside the Jail), all
dental services (inside and outside the Jail) and all medical and mental health services
rendered outside the Jail will be limited by an annual cost pool described in Section 1.5
of this Agreement. Costs for all prescription pharmaceuticals, all x-ray procedures
(inside and outside the Jail), all dental services (inside and outside the Jail) and all
medical and mental health services rendered outside the Jail in excess of the annual
cost pool limit shall be the financial responsibility of the County, or shall not otherwise
be the financial responsibility of SHP.
1.3 Specialtv Services. In addition to providing the general services described
above, SHP by and through its licensed health care providers shall arrange and/or
provide to inmates at the Jail specialty medical services to the extent such are
determined to be medically necessary by SHP. In the event non-emergency specialty
care is required and cannot be rendered at the Jail, SHP shall make arrangements with
County for the transportation of the inmates in accordance with Section 1,9 of this
Agreement.
1.4 Emerqencv Services, SHP shall arrange and/or provide emergency
medical care, as medically necessary, to inmates through arrangements to be made by
SHP.
1.5 Limitations On Costs - Cost Pool. SHP shall, at its own cost, arrange for
medical services for any inmate who, in the opinion of the Medical Director (hereinafter
meaning a licensed SHP physician), requires such care. SHP's maximum liability for
costs associated with all prescription pharmaceuticals, all x-ray procedures (inside and
outside the Jail), all dental services (inside and outside the Jail) and all medical and
mental health services for inmates rendered outside of the Jail will be limited by a pool
established in the amount of $30,000,00 in the aggregate for all inmates in each year
(defined as a twelve-month contract period) of this Agreement. If the costs of all care
as described in this Section 1.5 exceed the amount of $30,000.00 in any year, SHP will
either pay for the additional services and submit invoices supporting the payments to
the County along with an SHP invoice for one hundred percent (100%) of the costs in
excess of $30,000.00 or, in the alternative, will refer all additional qualifying invoices to
County for payment directly to the provider of care. For all invoices payable to SHP as
reimbursement for pool excess costs, such amounts shall be payable by County within
thirty days of the SHP invoice date. For purposes of this Section 1.5, the pool amount
will be prorated for any contract period of less or more than twelve months.
3
If the costs of all care as described in this Section 1,5 are less than $30,000.00
in any year (defined as a twelve-month contract period), SHP will repay to County
eighty percent (80%) of the balance of unused cost pool funds up to the $30,000.00
annual limit. County acknowledges that, at the end of each contract period, the cost
pool billing will remain open for approximately sixty days in order to allow reasonable
time for processing of additional claims received after the new contract period begins
and prior to issuing any such refund to County for unused cost pool funds, Specifically,
the cost pool cut-off will be mid-February based on a contract period schedule ending in
mid-December each year. SHP will continue to process cost pool payments applicable
to the prior contract period through mid-February and apply those amounts toward the
prior year's cost pool limit. Any additional cost pool charges received subsequent to the
cut-off date which are applicable to the prior contract period will either be rolled over
into the pool fQrJhe current contra_ct period or be referred to County for payment directly
to the provider of care.
The intent of this Section 1,5 is to define SHP's maximum financial liability and
limitation of costs for all prescription pharmaceuticals, all x-ray procedures (inside and
outside the Jail), all hospitalizations, all dental services (inside and outside the Jail) and
all other medical and mental health services rendered outside the Jail.
1.6 Iniuries Incurred Prior to Incarceration: Preqnancv. SHP shall not be
financially responsible for the cost of any medical treatment or health care services
provided to any inmate prior to the inmate's formal booking and commitment into the
Jail.
Furthermore, SHP shall not be financially responsible for the cost of medical
treatment or health care services provided outside the Jail to medically stabilize any
inmate presented at booking with a life threatening injury or illness or in immediate need
of emergency medical care.
Once an inmate has been medically stabilized and committed to the Jail, SHP
will, commencing at that point, then become responsible for providing and/or arranging
for all medical treatment and health care services regardless of the nature of the illness
or injury or whether or not the illness or injury occurred prior or subsequent to the
individual's incarceration at the Jail. An inmate shall be considered medically stabilized
when the patient's medical condition no longer requires immediate emergency medical
care or outside hospitalization so that the inmate can reasonably be housed inside the
Jail. SHP's financial responsibility for such medical treatment and health care services
shall be in accordance with, and as limited by, Sections 1,2 and 1.5 of this Agreement.
It is expressly understood that SHP shall not be responsible for medical costs
associated with the medical care of any infants born to inmates. SHP shall provide
4
and/or arrange for health care services to inmates up to, through, and after the birth
process, but health care services provided to an infant following birth, other than those
services that may be delivered in the Jail prior to transport to a hospital, shall not be the
financial responsibility of SHP, In any event, SHP shall not be responsible for the costs
associated with performing or furnishing of abortions of any kind.
1.7 Inmates Outside the Facilities. The health care services contracted in the
Agreement are intended only for those inmates in the actual physical custody of the Jail
and for inmates held under guard in outside hospitals or other medical facilities who
remain in official custody of the Jail. Inmates held under guard in outside hospitals or
other medical facilities are to be included in the Jail's daily population count. No other
person(s), including those who are in any outside hospital who are not under guard,
shall be the financial responsibility of SHP, nor shall such person(s) be included in the
daily population count.
Inmates on any sort of temporary release or escape, including, but not limited to
inmates temporarily released for the purpose of attending funerals or other family
emergencies, inmates on escape status, inmates on pass, parole or supervised custody
who do not sleep in the Jail at night, shall not be included in the daily population count,
and shall not be the responsibility of SHP with respect to the payment or the furnishing
of their health care services.
The costs of medical services rendered to inmates who become ill or who are
injured while on such temporary release or work-release shall not then become the
financial responsibility of SHP after their return to the Jail. This relates solely to the
costs associated with treatment of a particular illness or injury incurred by an inmate
while on such temporary release. In all cases, SHP shall be responsible for providing
medical care for any inmate who, after return to the Jail, presents to SHP medical staff
on-site at the Jail to the extent such care can be reasonably provided on-site, or SHP
shall assist with arrangements to obtain outside medical care as necessary. The costs
of medical services associated with a particular illness or injury incurred by an inmate
while on temporary release or work-release may be the personal responsibility of the
inmate, or covered by workers' compensation, medical insurance, accident insurance,
or any other policy of insurance which may provide payment for medical and hospital
expenses, In the absence of adequate insurance coverage, such costs may, at the
election of the County, be applied toward the annual cost pool described in Section 1.5, .
but shall not othelWise be the financial responsibility of SHP,
Persons in the physical custody of other police or other penal jurisdictions at the
request of County, by Court order or othelWise, are likewise excluded from the Jail's
population count and shall not be the responsibility of SHP for the furnishing or
payment of health care services.
5
1,8 Elective Medical Care, SHP shall not be responsible for providing elective
medical care to inmates, unless expressly contracted for by the County. For purposes
of this Agreement, "elective medical care" means medical care which, if not provided,
would not, in the opinion of SHP's Medical Director, cause the inmate's health to
deteriorate or cause definite harm to the inmate's well-being. Any referral of inmates for
elective medical care must be reviewed by County prior to provision of such services,
1,9 Transportation Services, To the extent any inmate requires off-site non-
emergency health care treatment including, but not limited to, hospitalization care and
specialty services, for which care and services SHP is obligated to arrange under this
Agreement, County shall, upon prior request by SHP, its agents, employees or
contractors, provide transportation as reasonably available provided that such
transportation is scheduled in advance. When medically necessary,_SHP shall arrange
all emergency ambulance transportation of inmates in accordance with Section 1.4 of
this Agreement.
ARTICLE II: PERSONNEL.
2.1 Staffinq, SHP shall provide medical and support personnel reasonably
necessary for the rendering of health care services to inmates at the Jail as described
in and required by this Agreement. County acknowledges that SHP will not provide
medical staff on SHP-designated holidays, and there will be an allowance for a
reasonable number of absences for medical staff vacation and sick days,
2.2 Licensure, Certification and Reqistration of Personnel. All personnel
provided or made available by SHP to render services hereunder shall be licensed,
certified or registered, as appropriate, in their respective areas of expertise as required
by applicable Texas law,
2.3 County's Satisfaction with Health Care Personnel. If County becomes
dissatisfied with any health care personnel provided by SHP hereunder, or by any
independent contractor, subcontractors or assignee, SHP, in recognition of the sensitive
nature of correctional services, shall, following receipt of written notice from County of
the grounds for such dissatisfaction and in consideration of the reasons therefor,
exercise its best efforts to resolve the problem. If the problem is not resolved
satisfactorily to County, SHP shall remove or shall cause any independent contractor,
subcontractor, or assignee to remove the individual about whom County has expressed
dissatisfaction. Should removal of an individual become necessary, SHP will be
allowed reasonable time, prior to removal, to find an acceptable replacement, without
penalty or any prejudice to the interests of SHP.
6
2.4 Use of Inmates in the Provision of Health Care Services, Inmates shall
not be employed or otherwise engaged by either SHP or County in the direct rendering
of any health care services,
2.5 Subcontractinq and Deleqation, In order to discharge its obligations
hereunder, SHP shall engage certain health care professionals as independent
contractors rather than as employees. County consents to such subcontracting or
delegation. As the relationship between SHP and these health care professionals will
be that of independent contractor, SHP shall not be considered or deemed to be
engaged in the practice of medicine or other professions practiced by these
professionals. SHP shall not exercise control over the manner or means by which
these independent contractors perform their professional medical duties, However,
SHP shall exercise administrative supervision over such professionals necessary to
insure the strict fulfillment of the obligations contained in this Agreement. For each
agent and subcontractor, including all medical professionals, physicians, dentists and
nurses performing duties as agents or independent contractors of SHP under this
Agreement, SHP shall provide County proof, if requested, that there is in effect a
professional liability or medical malpractice insurance policy, as the case may be, in an
amount of at least one million dollars ($1,000,000.00) coverage per occurrence and five
million dollars ($5,000,000.00) aggregate,
2.6 Discrimination. During the performance of this Agreement, SHP, its
employees, agents, subcontractors, and assignees agree as follows:
a, None will discriminate against any employee or applicant for
employment because of race, religion, color, sex or national origin,
except where religion, sex or national origin is a bona fide occupational
qualification reasonably necessary to the normal operation of the
contractor.
b. In all solicitations or advertisements for employees, each will state that
it is an equal opportunity employer.
c, Notices, advertisements and solicitations placed in accordance with
federal law, rule or regulation shall be deemed sufficient for the
purpose of meeting the requirements of this section.
ARTICLE III REPORTS AND RECORDS
3.1 Medical Records. SHP shall cause and require to be maintained a
complete and accurate medical record for each inmate who has received health care
services. Each medical record will be maintained in accordance with applicable laws
7
and County's policies and procedures, The medical records shall be kept separate
from the inmate's confinement record. A complete legible copy of the applicable
medical record shall be available, at all times, to County as custodian of the person of
the patient. Medical records shall be kept confidential. Subject to applicable law
regarding confidentiality of such records, SHP shall comply with Texas law and
County's policy with regard to access by inmates and Jail staff to medical records. No
information contained in the medical records shall be released by SHP except as
provided by County's policy, by a court order, or otherwise in accordance with the
applicable law. SHP shall, at its own cost, provide all medical records, forms, jackets,
and other materials necessary to maintain the medical records. At the termination of
this Agreement, all medical records shall be delivered to and remain with County.
However, County shall provide SHP with reasonable ongoing access to all medical
records even after the termination of this Agreement for the purposes of defending
litigation.
3.2 Reqular Reports bv SHP to Countv. SHP shall provide to County, on a
date and in a form mutually acceptable to SHP and County, monthly statistical reports
relating to services rendered under this Agreement.
3.3 Inmate Information. Subject to the applicable Texas law, in order to assist
SHP in providing the best possible health care services to inmates, County shall
provide SHP with information pertaining to inmates that SHP and County mutually
identify as reasonable and necessary for SHP to adequately perform its obligations
hereunder.
3.4 SHP Records Available to Countv with Limitations on Disclosure. SHP
shall make available to County, at County's request, records, documents and other
papers relating to the direct delivery of health care services to inmates hereunder.
County understands that written operating policies and procedures employed by SHP in
the performance of its obligations hereunder are proprietary in nature and shall remain
the property of SHP and shall not be disclosed without written consent. Information
concerning such may not, at any time, be used, distributed, copied or otherwise utilized
by County, except in connection with the delivery of health care services hereunder, or
as permitted or required by law, unless such disclosure is approved in advance writing
by SHP. Proprietary information developed by SHP shall remain the property of SHP.
3.5 County Records Available to SHP with Limitations on Disclosure, During
the term of this Agreement and for a reasonable time thereafter, County shall provide
SHP, at SHP's request, County's records relating to the provision of health care
services to inmates as may be reasonably requested by SHP or as are pertinent to the
investigation or defense of any claim related to SHP's conduct. Consistent with
applicable law, County shall make available to SHP such inmate medical records as are
8
maintained by County, hospitals and other outside health care providers involved in the
care or treatment of inmates (to the extent County has any control over those records)
as SHP may reasonably request. Any such information provided by County to SHP that
County considers confidential shall be kept confidential by SHP and shall not, except as
may be required by law, be distributed to any third party without the prior written
approval of County.
ARTICLE IV: SECURITY
4.1 General. SHP and County understand that adequate security services
are essential and necessary for the safety of the agents, employees and subcontractors
of SHP as well as for the security of inmates and County's staff, consistent with the
correctional setting. County shall take all reasonable steps to provide sufficient security
to enable SHP to safely and adequately provide the health care services described in
this Agreement. It is expressly understood by County and SHPthat the provision of
security and safety for the SHP personnel is a continuing precondition of SHP's
obligation to provide its services in a routine, timely, and proper fashion,
4.2 Loss of Equipment and Supplies. County shall not be liable for loss of or
damage to equipment and supplies of SHP, its agents, employees or subcontractors
unless such loss or damage was caused by the negligence of County or its employees,
4,3 Security DurinQ Transportation Off-Site. County shall provide prompt and
timely security as medically necessary and appropriate in connection with the
transportation of any inmate between the Jail and any other location for off-site services
as contemplated herein.
ARTICLE V: OFFICE SPACE, EQUIPMENT, INVENTORY AND SUPPLIES
5.1 General. County agrees to provide SHP with reasonable and adequate
office and medical space, facilities, equipment, local telephone and telephone line and
utilities and County will provide necessary maintenance and housekeeping of the office
space and facilities.
5,2 Deliverv of Possession. County will provide to SHP, beginning on the
date of commencement of this Agreement, possession and control of all County
medical and office equipment and supplies in place at the Jail's health care unit. At the
termination of this or any subsequent Agreement, SHP will return to County's
possession and control all supplies, medical and office equipment, in working order,
reasonable wear and tear excepted, which were in place at the Jail's health care unit
prior to the commencement of services under this Agreement.
9
5,3 Maintenance and Replenishment of Eauipment. Except for the equipment
and instruments owned by County at the inception of this Agreement, any equipment or
instruments required by SHP during the term of this Agreement shall be purchased by
SHP at its own cost. At the end of this Agreement, or upon termination, County shall be
entitled to purchase SHP's equipment and instruments at an amount determined by a
mutually agreed depreciation schedule.
5.4 General Maintenance Services. County agrees that it is proper for SHP to
provide each and every inmate receiving health care services the same services and
facilities available to, and/or provided to, other inmates at the Jail. 0 0
j)\y~\A )
ARTICLE VI: TERM A~D TERMINATION OF AGREEMENT ~~~~~ I<.{
6.1 Term. This Agreement shall commence on Beeemberl-e;--ze'l-B, The
initial term of this Agreement shall end on December 19', 2014, and shall be
automatically extended for additional one-year terms, su6j'ect to County funding
availability, unless either party provides written notice to the other of its intent to
terminate at the end of the period.
6.2 Termination. This Agreement, or any extension thereof, may be
terminated as otherwise provided in this Agreement or as follows:
a, Termination by agreement. In the event that each party mutually
agrees in writing, this Agreement may be terminated on the terms
and date stipulated therein,
b, Termination by Cancellation. This Agreement may be canceled
without cause by either party upon sixty (60) days prior written
notice in accordance with Section 9.3 of this Agreement.
c, Annual Appropriations and Funding. This Agreement shall be
subject to the annual appropriation of funds by the Calhoun County
Commissioners' Court. Notwithstanding any provision herein to the
contrary, in the event funds are not appropriated for this
Agreement, County shall be entitled to immediately terminate this
Agreement, without penalty or liability, except the payment of all
contract fees due under this Agreement through and including the
last day of service.
6.3 Responsibilitv for Inmate Health Care. Upon termination of this
Agreement, all responsibility for providing health care services to all inmates, including
inmates receiving health care services at sites outside the Jail, shall be transferred from
SHP to County.
10
ARTICLE VII. COMPENSATION.
7.1 Base Compensation. County will pay to SHP the annualized price of
$98,220.00 during the initial term of this Agreement, payable in monthly installments,
Monthly installments during the initial term of this Agreement will be in the amount of
$8,185.00 each. SHP will bill County approximately thirty days prior to the month in
which services are to be rendered. County agrees to pay SHP prior to the tenth day of
the month in which services are rendered. In the event this Agreement should
commence or terminate on a date other than the first or last day of any calendar month,
compensation to SHP will be prorated accordingly for the shortened month.
7.2 Increases in Inmate Population, County and SHP agree that the annual
base price is calculated based upon an average daily inmate population of up to 80. If
the average daily inmate population exceeds 80 inmates for any given month, the
compensation payable to SHP by County shall be increased by a per diem rate of $1.50
for each inmate over 80. The average daily inmate resident population shall be
calculated by adding the population or head count totals taken at a consistent time each
day and dividing by the number of counts taken. The excess over an average of 80, if
any, will be multiplied by the per diem rate and by the number of days in the month to
arrive at the increase in compensation payable to SHP for that month. In all cases
where adjustments become necessary, the invoice adjustment will be made on the
invoice for a subsequent month's services. For example, if there is an average
population for any given month of 85 inmates, resulting in an excess of five (5) inmates,
then SHP shall receive additional compensation of five (5) times the per diem rate times
the number of days in that month. The resulting amount will be an addition to the
regular base fee and will be billed on a subsequent monthly invoice.
This per diem is intended to cover additional costin those instances where
minor, short-term changes in the inmate population result in the higher utilization of
routine supplies and services. However, the per diem is not intended to provide for any
additional fixed costs, such as new fixed staffing positions that might prove necessary if
the inmate population grows significantly and if the population increase is sustained. In
such cases, SHP reserves the right to negotiate for an increase to its staffing
complement and its contract price in order to continue to provide services to the
increased number of inmates and maintain the quality of care, This would be done with
the full knowledge and agreement of the Jail Administrator, Sheriff and other involved
County officials, and following appropriate notification to County.
. f\P..nO \Hq-\?)
7.3 Futtlr-a...Years' Compensation. Tb.e--atrr6UrifOf conipe~~~h (i.e" annual
base ~rice and per diem:at~~rre:::a=inSections 7.1 and 7.2, respectively) to S~P
shall Increase at the-begrrlnTng of eanh-e0l'1traQt y~. The amount of compensation
shall increasl3~ percent (2%) for the renewal penOC:l-effective' December 16, 2014,
'2
lJ t (~IC1 r( 7
I~J _~ \ \ II
and by two percent (2%) for the r:rfe ra!..~iecreffective December 16, 2015, SHP
shall provide writt~':lOtice to COJ,lRtf of the amount of compensation increase
requested for renewal peribElS.,.l:lfTective on or after December 16, 2016, or shall
otherwise negotiate mutuallY/c(gr~b e terms with County prior to the beginning of
each annual renewal period.
7.4 Inmates From Other Jurisdictions, Medical care rendered within the Jail
to inmates from jurisdictions outside Calhoun County, and housed in the Jail pursuant
to written contracts between County and such other jurisdictions will be the
responsibility of SHP, but as limited by Section 1,7, Medical care that cannot be
rendered within the Jail will be arranged by SHP, but SHP shall have no financial
responsibility for such services to those inmates,
7.5 Responsibilitv For Work Release Inmates. SHP and County agree that
SHP will be responsible for providing on-site medical services as reasonable and
appropriate to County inmates assigned to work release and/or release for community
service work for government or nonprofit agencies upon an inmate's presentation to
SHP medical staff at the Jail. Notwithstanding any other provisions of this Agreement
to the contrary, SHP and County agree that County inmates assigned to work release,
including work for County agencies, are themselves personally responsible for the costs
of any medical services performed by providers other than SHP, when the illness or
injury is caused by and results directly or indirectly from the work being performed, or
when such illness or injury is treated while the inmate is on work release. The costs of
medical services associated with a particular illness or injury incurred by an inmate
while on work-release may be covered by workers' compensation, medical insurance,
accident insurance, or any other policy of insurance which may provide payment for
medical and hospital expenses but shall not otherwise be the financial responsibility of
SHP. In all cases, SHP shall be responsible for providing medical care for any inmate
who, after return to the Jail, presents to SHP medical staff on-site at the Jail, including
any inmate injured or infirmed while on work release or release for community service,
to the extent such care can be reasonably provided on-site, or SHP shall assist with
arrangements to obtain outside medical care as necessary.
ARTICLE VIII: LIABILITY AND RISK MANAGEMENT.
8.1 Insurance, At all times during this Agreement, SHP shall maintain
professional liability insurance covering SHP for its work at County, its employees and
its officers in the minimum amount of at least one million dollars ($1,000,000,00) per
occurrence and five million dollars ($5,000,000.00) in the aggregate. SHP shall provide
County with a Certificate of Insurance evidencing such coverage and shall have County
named as an additional insured. In the event of any expiration, termination or
modification of coverage, SHP will notify County in writing.
[2
8.2 Lawsuits Aqainst Countv. In the event that any lawsuit (whether frivolous
or otherwise) is filed against County, its elected officials, employees and agents based
on or containing any allegations concerning SHP's medical care of inmates and the
performance of SHP's employees, agents, subcontractors or assignees, the parties
agree that SHP, its employees, agents, subcontractors, assignees or independent
contractors, as the case may be, may be joined as parties defendant in any such
lawsuit and shall be responsible for their own defense and any judgments rendered
against them in a court of law,
Nothing herein shall prohibit any of the parties to this Agreement from joining the
remaining parties hereto as defendants in lawsuits filed by third parties.
8.3 Hold Harmless. SHP agrees to indemnify and hold harmless the County,
its agents and employees from and against any and all claims, actions, lawsuits,
damages, judgments or liabilities of any kind arising solely out of the aforementioned
program of health care services provided by SHP, This duty to indemnify shall include
all attorneys' fees and litigation costs and expenses of any kind whatsoever. County or
Sheriff shall promptly notify SHP of any incident, claim, or lawsuit of which County or
Sheriff becomes aware and shall fully cooperate in the defense of such claim, but SHP
shall retain sole control of the defense while the action is pending, to the extent allowed
by law. In no event shall this agreement to indemnify be construed to require SHP to
indemnify the County, its agents and/or employees from the County's, its agents' and/or
employees' own negligence and/or their own actions or inactions,
SHP shall not be responsible for any claims, actions, lawsuits, damages,
judgments or liabilities of any kind arising solely out of the operation of the facility and
the negligence and/or action or inaction of the Sheriff, County or their employees or
agents, SHP shall promptly notify the County of any incident, claim, or lawsuit of which
SHP becomes aware and shall fully cooperate in the defense of such claim, but the
County shall retain sole control of the defense while the action is pending, to the extent
allowed by law. In no event shall this agreement be construed to require the County to
indemnify SHP, its agents and/or employees from SHP's, its agents' and/or employees'
own negligence and/or their own actions or inactions.
ARTICLE IX: MISCELLANEOUS.
9.1 Independent Contractor Status. The parties acknowledge that SHP is an
independent contractor engaged to provide medical care to inmates at the. Jail under
the direction of SHP management. Nothing in this Agreement is intended nor shall be
construed to create an agency relationship, an employer/employee relationship, or a
joint venture relationship between the parties.
13
9.2 Assiqnment and Subcontractinq. SHP shall not assign this Agreement to
any other corporation without the express written consent of County which consent shall
not be unreasonably withheld. Any such assignment or subcontract shall include the
obligations contained in this Agreement. Any assignment or subcontract shall not
relieve SHP of its independent obligation to provide the services and be bound by the
requirements of this Agreement.
9.3 Notice. Unless otherwise provided herein, all notices or other
communications required or permitted to be given under this Agreement shall be in
writing and shall be deemed to have been duly given if delivered personally in hand or
sent by certified mail, return receipt requested, postage prepaid, and addressed to the
appropriate party(s) at the following address or to any other person at any other
address as may be designated in writing by the parties:
a.
County:
Calhoun County Commissioners' Court
211 South Ann Street, Suite 301
Port Lavaca, Texas 77979
b.
SHP:
Southern Health Partners, Inc.
2030 Hamilton Place Boulevard, Suite 140
Chattanooga, Tennessee 37421
Attn: President
Notices shall be effective upon receipt regardless of the form used.
9.4 Governinq Law and Disputes. This Agreement and the rights and
obligations of the parties hereto shall be governed by, and construed according to, the
laws of the State of Texas, except as specifically noted, Disputes between the Parties
shall, first, be formally mediated by a third party or entity agreeable to the Parties, in
which case the Parties shall engage in good faith attempts to resolve any such dispute
with the Mediator before any claim or suit arising out of this Agreement may be filed in a
court of competent jurisdiction.
9.5 Entire Aqreement. This Agreement constitutes the entire agreement of
the parties and is intended as a complete and exclusive statement of the promises,
representations, negotiations, discussions and agreements that have been made in
connection with the subject matter hereof. No modifications or amendment to this
Agreement shall be binding upon the parties unless the same is in writing and signed by
the respective parties hereto. All prior negotiations, agreements and understandings
with respect to the subject matter of this Agreement are superseded hereby.
14
9.6 Amendment. This Agreement may be amended or revised only in writing
and signed by all parties.
9,7 Waiver of Breach. The waiver by either party of a breach or violation of
any provision of this Agreement shall not operate as, or be construed to be, a waiver of
any subsequent breach of the same or other provision hereof.
9.8 Other Contracts and Third-Partv Beneficiaries, The parties acknowledge
that SHP is neither bound by nor aware of any other existing contracts to which County
is a party and which relate to the providing of medical care to inmates at the Jail. The
parties agree that they have not entered into this Agreement for the benefit of any third
person or persons, and it is their express intention that the Agreement is intended to be
for their respective benefit only and not for the benefit of others who might otherwise be
deemed to constitute third-party beneficiaries hereof.
9.9 Severability. In the event any provision of this Agreement is held to be
unenforceable for any reason, the unenforceability thereof shall not affect the
remainder of the Agreement which shall remain in full force and effect and enforceable
in accordance with its terms.
9.10 Liaison. The Calhoun County Sheriff or his designee shall serve as the
liaison with SHP.
9.11 Cooperation. On and after the date of this Agreement, each party shall,
at the request of the other, make, execute and deliver or obtain and deliver all
instruments and documents and shall do or cause to be done all such other things
which either party may reasonably require to effectuate the provisions and intentions of
this Agreement.
9.12 Time of Essence. Time is and shall be of the essence of this Agreement.
9.13 Authority, The parties signing this Agreement hereby state that they
have the authority to bind the entity on whose behalf they are signing.
9.14 BindinQ Effect. This Agreement shall be binding upon the parties hereto,
their heirs, administrators, executors, successors and assigns.
9.15 Cumulative Powers. Except as expressly limited by the terms of this
Agreement, all rights, powers and privileges conferred hereunder shall be cumulative
and not restrictive of those provided at law on in equity.
15
IN WITNESS WHEREOF, the parties have executed this Agreement in their
official capacities with legal authority to do so.
CALHOUN COUNTY, TX
BY:
/YUrAJJ9IjtL
m. <- ).q",; '1. r-+-e,.(i v'"
p>tJ.......,h ::J1"j'1e
Date: ) 1- I 9 - fJ
ATTEST:
Lu ~e-/L-</
Date: // - /9-,;2&/3
SOUTHERN HEALTH PARTNERS, INC.
d/b/a SHP VISTA HEALTH MANAGEMENT, INC.
BY:
Date:
.l)J....J1
easons, Chief Executive Officer
f(!7/1~
,
APPROVE SPECIFICATIONS AND AUTHORIZE THE COUNTY AUDITOR TO ADVERTISE BIDS FOR
MEDICAL SERVICES FOR THE CALHOUN COUNTY ADULT DETENTION CENTER FOR THE PERIOD
BEGINNING JANUARY, 12014 AND ENDING DECEMBER 31, 2014. BIDS WILL BE DUE MONDAY,
DECEMBER 16, 2013 AND WILL BE CONSIDERED FOR AWARD ON MONDAY, DECEMBER 23, 2013:
Item Passed
APPROVE SPECIFICATIONS AND AUTHORIZE THE COUNTY AUDITOR TO ADVERTISE FOR BIDS
FOR PRESCRIPTION DRUGS FOR THE CALHOUN COUNTY ADULT DETENTION CENTER FOR THE
PERIOD BEGINNING JANUARY 1, 2014 AND ENDING DECEMBER 31,2014. BIDS WILL BE DUE
MONDAY, DECEMBER 16, 2013 AND WILL BE CONSIDERED FOR AWARD ON MONDAY, DECEMBER
23, 2013:
Item Passed
PUBLIC DISCUSSION OF COUNTY MATTER:
Commissoner Galvan thanked Rachel and Michelle for pursuing the program, Mr, Quintana stated Rachel and
Michelle have been phenomenal to work with and that he has two copies of original contracts with at this time,
He requested that he get one signed so he can take it back with him so their program can be up and running
January 1, 2014, Susan Riley reminded the commissioner's that she has to post the agenda on Friday of this
week because court will be on Tuesday. She requested everyone get their agenda items in by Thursday,
Court was adjourned at 9:12AM