HomeMy WebLinkAboutAdvanced Data Processing General Service Agreement -2002 08 28
" -- - - --
I';'
GENERAL SERVICE AGREEMENT
,f
THIS AGREEMENT is made this _ day of , 2002, by and
between the CI;T"Y OF WINTER SPRINGS, FLORIDA, a Florida Municipal Corporation,
whose address is 1126 East State Road 434, Winter Springs, Florida ("City"), and
ADVANCED DATA PROCESSING, INC" a Florida for profit Corporation,whose address
is 520 NW 165th St, Suite #201, Miami, FL. 33169 ("Contractor").
I
,
I RECITALS:
i
:
WHEREAS, the Contractor 'desires to provide to City certain services for Emergency
Medical Billing :and Collection Services for the Winter Springs Fire Department under the
terms and conQitions set forth in this Agreement. .
IN CONSIDERATION of the mutual covenants and provisions hereof,' and other
good, diverse,' and valuable considerations, the receipt and sufficiency all or which is
hereby acknowledged, the parties desiring to be legally bound do hereby agree as follows:
ARTICLE I
GENERAL PROVISIONS
1.1 Definitions. For purposes of this Agreement, the following terms and words
shall have the meaning ascribed to them, unless the context clearly indicates otherwise.
(a) "Agreement" or "Contract" shall be used interchangeably and shall refer to
this Agreement, as amended from time to time, which shall constitute
authorization for the Contractor to provide the services stated herein to the
City.
(b) "City" is the City of Winter Springs, Florida, a Florida Municipal Corporation.
(c) "Contractor" shall mean Advanced Data Processing, Inc, whose address is
520 NW 165th Street, Suite 201, Miami, FL. 33169 and any employees,
contractors, or agents thereof.
(d) "Effective Date" shall mean September 1, 2002 or the date on which the last
signatory hereto shall execute this Agreement, whichever occurs later, and
it shall be the date on which this Agreement shall go into effect. The
Agreement shall not be effective against any party until said date.
\.
(e) Fire Department" shall mean the Fire Department of the City of Winter
Springs, Florida,
(f) "Public Record" is as described in Section 119.011 (1), Florida Statutes.
"
/
(g) "Services" shall include the performance of the Services outlined in Article
2 of this Agreement.
1.2 Enqaqement. The City hereby engages the Contractor and the Contractor
agrees to perform the Services outlined in this Agreement for the stated fee arrangement.
No prior or present agreements or representations shall be binding upon any of the parties
hereto unless incorporated in this Agreement.
1.3 Due Diligence. The Contractor acknowledges that it has investigated prior
to execution of this Agreement and satisfied itself as to the conditions affecting the
Services to be provided, including any software, hardware or other equipment afld facilities
necessary to accomplish accurate and timely recordation, billing, and collection for
Services provided by the Fire Department, and the steps necessary to complete the
Services within the time set forth herein, including the procurement of any permits or
licenses necessary to accomplish the Services. The Contractor warrants unto the City that
it has the competence and abilities to carefully and faithfully complete the Services within
the time set forth. The Contractor will perform its Services with due and reasonable
diligence consistent with sound professional practices.
1.4 Emergency Medical Services Billing and Collection Services. The
Contractor warrants unto the City that the Services being performed pursuant to this
Agreement does not constitute professional services as defined by Section 287.055(2)(a),
Florida Statutes.
ARTICLE 2
DESCRIPTION OF SERVICES TO BE PERFORMED
2.1 Scope of Services. See attached Exhibit "A", which is hereby incorporated
by reference, for a full description of the Services to be performed under this Agreement.
2.2 Professionalism. The Contractor shall do, perform and carry out in a
professional manner all Services required to be performed by this Agreement.
2.3 Submittal of Proqress Reports. Upon request by the City, Contractor shall
submit a written progress report as to the status of all Services set forth in this Agreement.
The report shall in a sufficient manner demonstrate what services were performed under
this Agreement. If the detail is not sufficient in the City Manager's reasonable discretion
to permit the City to determine the Services performed or the manner in which it is being
performed, the City may seek more detail from the Contractor.
2.4 Warranty of Services Provided. The Contractor hereby warrants unto the
City that it has sufficient experience to properly complete the Services specified herein or
as may be performed pursuant to this Agreement. In pursuit. of any Services, the
Contractor shall supervise and direct the Services, using its best skill and attention and
Page 2 af II
"
shall enforce strict discipline and good order among its employees. The Contractor shall
comply with all laws, ordinances, rules, regulations, and lawful orders of any public
authority hearing on the performance of the Services. The Contractor shall pay all taxes,
fees, license fees required by law, including but not limited to occupational fees and
withholding taxes and assume all costs incident to the Services, except as provided herein.
2,5 Deposit and Payment of Funds. The deposit and payment of funds
pertaining to the collection of accounts receivable in favor of the City shall be made with
the City. City shall provide Contractor with a designated address to which all payments
shall be submitted under this Agreement and Contractor shall incorporate said address in
the collection of any debts or monies on behalf of City including but not limited to any of
its forms, papers, correspondence or documents used for the purposes of collection under
this Agreement. Upon the collection and receipt by City of any payments, funds, monies,
or debts due and owing to the City as the result of the Services performed by Contractor,
said collected payments, monies, funds and debts shall be deposited into the City's
designated bank account not later than the following business day upon receipt. City shall
maintain records of all its deposits made under this Agreement and provide Contractor with
a duplicate copy of all original, validated bank deposit slips reflecting the deposit of such
proceeds or a leger or log reflecting same on a weekly basis unless otherwise agreed
upon by the parties hereto.
ARTICLE 3
COMPENSATION, PAYMENT TERMS
3.1 Compensation, See attached Exhibit "S" which is hereby incorporated by
reference for a full description of the compensation and reimbursable expenses to be paid
Contractor under this Agreement. Other than the compensation set forth in Exhibit "S",
there shall be no other compensation due Contractor for the Services provided under this
Agre.ement, unless specificc;311yagreed to by City in writing.
3.2 Invoices and Pavment Terms. Contractor shall submit to the City detailed
invoices for all Services performed and reimbursable expenses incurred under this
Agreement. Proper invoices shall be submitted and paid as provided in Exhibit "B".
ARTICLE 4
GENERAL CONDITIONS OF SERVICES
4.1 City Inspection. Subject to a right of appeal to the City Commission of the
City of Winter Springs, the City Manager shall have authority to reject Services as not
conforming to this Agreement.
4.2 Services is a Private UndertakinQ. With regard to any and all Services
performed hereunder, it is specifically understood and agreed to by and between the
parties hereto that the contractual relationship between the City and the Contractor is such
Page 3 of 11
"
that the Contractor is an independent contractor and not an agent of the City. The
Contractor is an independent contractor and not an employee of the City. Nothing in this
Agreement shall be interpreted to establish any relationship other than that of an
independent contractor, between the City and the Contractor, during or after the
performance of the Services under this Agreement.
4,3 City's Responsibilities. The City shall cooperate with the Contractor by:
(a) Designating a person with authority to act on the City's behalf on all matters
concerning the Services being provided hereunder;
(b) Furnish to the Contractor a copy of all available reports and other data
pertinent to the Services and in the possession of the City;
ARTICLE 5
SUBCONTRACTS: ASSIGNMENT
5.1 AssiQnment and SubcontractinQ. Unless otherwise specifically required
by this Agreement, the Contractor shall not assign, sublet, or transfer any rights or
Services under or interest in (including, but without limitations, monies that may become
due) this Agreement without the written consent of the City, except to the extent that any
assignment, sublet, or transfer is mandated by law or the effect of this limitation may be
restricted by law. Unless specifically stated to the contrary in any written consent to any
assignment, no assignment will release or discharge the assignor from any duty or
responsibility under this Agreement. Further, the Contractor shall not subcontract any
portion or all of the Services without the written consent of the City. Nothing under this
Agreement shall be construed to give any rights or benefits in this Agreement to anyone
other than the City and the Contractor, and all duties and responsibilities undertaken
pursuant to this Agreement will be for the sole and exclusive benefit of the City and the
Contractor and not for the benefit of any other party.
5.2 Reservation. The City reserves the right to perform any Services related to
this Agreement.
5.3 Delay or Defect. Any costs caused by defective or ill-timed Services shall
be borne by the party responsible therefor.
ARTICLE 6
MISCELLANEOUS PROVISIONS
6.1 GoverninQ Law: Venue. This Contract shall be governed by the law of the
State of Florida. Venue of all disputes shall be properly placed in Seminole County,
Florida. The parties agree that the Agreement was consummated in Seminole County, and
Page 4 of 11
the site of the Services is Seminole County. If any dispute concerning this Contract arises
under Federal law, the venue will be Orlando, Florida.
6.2 Contractor's Representative. The Contractor shall designate an individual
to act as a representative for the Cpntractor under this Agreement with the authority to
transmit instructions, receive information, and make or interpret the Contractor's decisions.
This person shall be the Contractor's contract administrator. The Contractor may from time
to time designate other individuals or delete individuals with the authority to act for the
Contractor under this Agreement with the authority to transmit instructions, receive
information, and make or interpret the Contractor's decisions. All deletions or designation
of individuals to serve as a representative shall be given by written notice:
6.3 Notices. All projects hereunder, all notices, demands, requests, instructions,
approvals, and claims shall be in writir)g. All notices of any type hereunder shall be given
by U.S. mail or by hand delivery to an individual authorized to receive mail for the below
listed individuals, all to the following individuals at the following locations:
TO THE CITY:
City Manager
City of Winter Springs
1126 East State Road 434
Winter Springs, FL 32708-2799
407-327-1800 (Phone)
407 -327 -4753 (Fax)
WITH A COpy TO:
Anthony A., Garganese
City Attorney
Brown, Ward, Salzman & Weiss, P.A.
. 225 E. Robinson Street, Suite 660
Orlando, FL 32802
407 -425-9566 (Phone)
407 -425-9596 (Fax)
TO THE CONTRACTOR:
Linda M. Franzelas, President
Paul J. Franzelas, Vice President
Advanced Data Processing, Inc.
520 NW 165th St., Suite #201
Miami, FL 33169
(305) 945-2280 (Phone)
(305) 945-6646 (Fax)
Page 5 af 11
Notice shall be deemed to have been given and received on the date the notice is
physically received if given by hand delivery, or if notice is given by first class U.S, mail,
postage prepaid, then notice shall be deemed to have been given upon the date said
notice was deposited in the U.S. Mail addressed in the manner set forth above. Any party
hereto by giving notice in the manner set forth herein may unilaterally change the name
of the person to whom notice is to be given or the address at which notice is to be
received.
6,4 Public Record. It is hereby specifically agreed that any record, document,
computerized information and program, audio or video tape, photograph, or other writing'
of the Contractor related, directly or indirectly, to this Agreement, or portions thereof, may
be deemed to be a Public Record whether in the possession or control of the City or the
Contractor and may be provided as a public record under Chapter 119, Florida Statutes
unless expressly exempted therein or any other applicable Federal or State law. Said
record, document, computerized information and program, audio or video tape,
photograph, or other writing of the Contractor is subject to the provisions of Chapter 119,
Florida Statutes or any other applicable Federal or State law, and may not be destroyed
without the specific written approval of the City. Upon request by the City, the Contractor
shall promptly supply copies of said public records to the City. All books, cards, registers,
receipts, documents, and other papers in connection with this Agreement shall at any and
all reasonable times during the normal working hours of the Contractor be open and freely
exhibited to the City for the purpose of examination and/or audit.
6,5 Reuse of Documents. All documents, including but not limited to, drawings,
specifications, and data, or programs stored electronically or otherwise, prepared by the
Contractor pursuant to this Agreement or related exclusively to the services described
herein (if any) may be reused by the City for any reason or purpose at anytime.
6.6 Ownership of Documents. The City and the Contractor agree that upon
payment of fees due to the Contractor by the City for a particular report, inventory,
schedule or compilation of data relating to the Services provided herein and produced by
the Contractor in the performance of this Agreement, or any Services hereunder, shall be
the sole property of the City, and the City is vested with all rights therein. The Contractor
waives all rights of copyright in said report, inventory, compilation, schedule,technical
data, recommendation, and other instrument produced by the Contractor in the
performance of this Agreement, and hereby assigns and conveys the same to the City
whether in the possession or control of the Contractor or not.
6.7 Interpretation. Both the City and the Contractor have participated in the
drafting of all parts of this Agreeme'nt. As a result, it is the intent of the parties that no
portion of this Agreement shall be interpreted more harshly against either of the parties as
the drafter.
6.8 Amendment of AQreement. Modifications or changes in this Agreement
must be in writing and executed by the parties bound to this Agreement.
Page 6 af 11
"
6.9 Severability. If a word, sentence, or paragraph herein shall be declared
illegal, unenforceable, or unconstitutional, the said word, sentence, or paragraph shall be
severed from this Contract, and this Contract shall be read as if said illegal, unenforceable,
or unconstitutional word, sentence, or paragraph did not exist.
6,10 Additional Assurances. The Contractor certifies that:
(a) No principal (which includes officers, directors, or executive) or individual
holding a professional license and performing Services under this
Agreement is presently ineligible, suspended, or voluntarily excluded from
participation in the provision of any services under this Agreement by any
Federal, State, or local governmental commission, department, corporation,
subdivision, or agency;
(b) No principal (which includes officers, directors, or executive), individual
holding a professional license and performing Services under this
Agreement, employee, or agent has employed or otherwise provided
compensation to, any employee or officer of the City; and
(c) No principal (which includes officers, directors, or executive), individual
holding a professional license and performing Services under this
Agreement, employee or agent has willfully offered an employee or officer
of the City any pecuniary or other benefit with the intent to influence the
employee or officer's official action or judgment.
6.11 Debt Collection Practices. Contractor covenants and agrees that it shall
comply with any laws or regulations, Federal, state, or local, pertaining to the collection
of debts under this Agreement. Contractor acknowledges that it is fully cognizable of the
laws relating to collection practices, specifically those set forth under Chapter 559, Florida
Statutes and any practices and requirements set forth under the Federal Debt Collection
Practices Actas codified under Title 15 U.S.C. Section 1692 et. seq. warrants that it shall
remain knowlegeable and in compliance with such laws, and any amendments thereto
during the term of this Agreement. Contractor shall notify City in writing within ten (10)
days upon receipt of any notice of violation of any Federal, State, or local law or regulation
pertaining to the collections of debts. Failure to notify City in a timely manner under this
section shall constitute grounds for immediate termination of this Agreement.
6.12 Independent Contractor. City recognizes that Contractor is an independent
contractor and shall retain full control over the employment,'direction, compensation and
discharge of all persons assisting in the performance of Services under this Agreement.
Nothing contained under this section shall be construed to limit or waive the City's right to
to enforce all applicable laws or bringanycause of action, either civil and criminal, against
Contractor.
Page 7 af 11
6,13 Attorney's Fees. Should any litigation arise concerning this Agreement
between the parties hereto, the parties agree to bear their own costs and attorney's fees.
6.14 Entire Aqreement. This Agreement represents the entire and integrated
Agreement between the parties and supersedes all prior negotiations, representations, or
Agreements, either oral or written, and all such matters shall be deemed merged into this
Agreement.
6.15 Sovereiqn Immunity. Nothing contained in this Agreement shall be
construed as a waiver of the City's righf to sovereign immunity Cinder Section 768.28,
Florida Statutes, or other limitations imposed regarding the City's potential liability under
state or federal law.
6.16 Favorable Terms. Notwithstanding anything to the contrary, it is hereby a
precondition of any part of this Agreement that the'most favorable terms of Contractor's
Agreement with Seminole County, Florida, dated November 19, 2001, or any amendment
modification or exclusion thereto, relating to the provision of emergency medical services
billing and collection, shall automatically be extended to City, for the termof the referenced
agreement and the extension of favorable terms to City shall survive the termination of
Contractor's agreement with Seminole County, Florida. Contractor shall be obligated to
notify City of any favorable terms which shall benefit the City and not otherwise provided
in this Agreement. Nothing herein shall be construed to alter or amend the term of this
Agreement.
ARTICLE 7
TIME
7.1 Time of the Essence. The Contractor acknowledges and agrees that time
is of the essence for the completion of the Services to be performed under this Agreement.
Contractor's failure to timely and effectively provide the Services under this Agreement
shall constitute grounds for cancellation of this Agreement.
ARTICLE 8
PROTECTION OF PERSONS AND PROPERTY; INSURANCE
8.1 Worker's Compensation. Upon the effective date of this Agreement,
Contractor shall provide proof of worker's compensation insurance in the minimum amount
required by law and the employer's liability requirements, whichever is greater, if required.
8.2 Motor Vehicle. If a motor vehicle is required for Contractor to perform the
Services hereunder, Contractor, upon the effective date of this Agreement, shall provide
proof of automobile insurance to cover claims for damages because of bodily injury or
death of any person or property damage arising out of the ownership, maintenance or use
of any motor vehicle. The insurance shall have minimum limits of coverage of
Page 8 af 11
$1,000,000.00 per occurrence combined single limit for bodily injury liability and property
damage liability,
8,3 Professional Liability/Malpractice and General Liability, Upon the
effective date of this Agreement, Contractor shall submit proof of professional
liability/malpractice and general liability insurance to cover claims for professional
liability/malpractice (if applicable) and general liability because of bodily injury or death of
any person or property damage arising out of this Agreement or any Services provided
hereunder. The insurance shall have minimum limits of coverage of $1,000,000.00 per
occurrence and $1,000,000.00 aggregate.
8.4 Certificate of Insurance and Endorsements. The insurance required by
this Agreement shall include the liability and coverage provided herein, or as required by
law, whichever requirements afford greater coverage. All of the policies of insurance so
required to be purchased and maintained for the certificates (or other evidence thereof)
shall contain a provision or endorsement that the coverage afforded will not be canceled,
materially changed or renewal refused until at least thirty (30) days prior written notice has
been given to the City and the Contractor by certified mail, return receipt requested. All
such insurance shall remain in effect until final payment. Unless agreed to by the City to
the contrary, the City shall be named on the foregoing insurance policies as "additional
insured," except for professional liability/malpractice coverage. The Contractor shall cause
its insurance carriers to furnish insurance certificates specifying the types and amounts
of coverage in effect pursuant hereto, the expiration dates of such policies, and a
statement that no insurance under such policie's will be canceled without thirty (30) days
prior written notice to the City in compliance with other provisions of this Agreement. For
all Services performed pursuant to this Agreement, the Contractor shall continuously
maintain such insurance in the amounts, type, and quality as required by Sections 8.1,8.2,
and 8.3. In the event Contractor fails to maintain said insurance, City, at its option, may
elect to terminate this Agreement by written notice to Contractor.
8.5 Indemnification and Hold Harmless. For all Services performed pursuant
to this Agreement, the Contractor agrees to the fullest extent permitted by law, to indemnify
and hold harmless the City and its employees, officers, and attorneys from and against all
claims, losses, damages, personal injuries (including but not limited to death), or liability
(including reasonable attorney's fees), directly or indirectly arising from the negligent acts,
errors, omissions, intentional or otherwise, arising out of or resulting from Contractor's
performance of any Services provided pursuant to this Agreement.
The indemnification provided above shall obligate the Contractor to defend at its
own expense or to provide for such defense, at the option of the City, as the case may be,
of any and all claims of liability and all suits and actions of every name and description that
may be brought against the City or its employees, officers, and attorneys which may result
from the Services under this Agreement whether the Services be performed by the
Contractor or anyone directly or indirectly employed by them. In all events the City shall
be permitted to choose legal counsel of its sole choice, the fees for which shall be
Page 9 af 11
reasonable and subject to and included with this indemnification provided herein. This
paragraph 8.5 shall survive termination of this Agreement.
8.6 Standard of Care. In performing its professional services hereunder, the
Contractor will use that degree of care and skill ordinarily exercised, under similar
circumstances by reputable members of its profession practicing in the same or similar
locality,
ARTICLE 9
TERMINATION OF THE CONTRACT
9.1 Termination By City. The City may terminate this Agreement for
convenience, at any time, without penalty, by providing written notice of termination to
Contractor. Upon termination of this Agreement, the City shall pay the Contractor, as full
payment for all Services performed and all expenses incurred, sums due and owing to the
Contractor for payment of all Services completed to the City's satisfaction through the
termination date, along with reimbursable expenses (if any) as provided in this Agreement.
Any payment due shall be subject to the Contractor supplying the City with detailed
invoices as described in this Agreement. Upon notice of termination, the Contractor shall
cease all Services being provided hereunder unless otherwise directed by City in writing.
9.2 Termination by Contractor. With at least ten (10) days written notice to the
City, Contractor may terminate this Agreement if the City fails to make any payment of
compensation due Contractor under this Agreement. In' the event City does not
appropriate funds as provided in the City's budget to finance the processing and collection
for emergency medical services provided by the Fire Department during the term of this
Agreement or any subsequent term, Contractor may terminate this Agreement upon
providing written notice not later than thirty (30) days prior to the expiration or renewal of
this Agreement.
9,3 Waiver. Failure of the City to insist upon performance within any time period
or upon a proper level or quality of performance shall not act as a waiver of the City's right
to later claim a failure to perform on the part of the Contractor.
ARTICLE 10
TERM OF AGREEMENT
10.1 Term. The term of this Agreement shall commence on September 1,2002
and end on August 31,2003, The termof.this Agreement shall not affect any outstanding
obligations owed and due to City, upon expiration of this Agreement.
10.2 Renewal of Term. Contractor may, upon approval of City, elect to renew
this Agreement for two (2) additional one year terms under the terms of this Agreement or
as otherwise modified and agreed upon in writing by City and Contractor, by providing
written notice to City not later than sixty (60) days prior to the expiration of this Agreement.
Page 10 af 11
The City Manager may approve a renewal of this Agreement provided the Contractor has
remained in full compliance with its terms and has not committed any default or breach
of any term, obligation or other responsibility under the Agreement during the term in which
the renewal is sought. Nothing contained herein shall obligate the City to renew this
Agreement in the event the City does not appropriate sufficient funds in its annual budget
for the collection of accounts receivable under this Agreement.
IN WITNESS WHEREOF, the parties hereto caused this Agreement to be executed
by their duly authorized representatives as of the date first written above.
CITY:
CITY OF WINTER SPRINGS, FLORIDA,
By: /(~ V~h1 ;;~
Print Name: R0nfil~ W. McLemore
Title: .,-- I
C!ty'Manaqer _
Dated: ~-~K- c7Q..
CONTRACTOR:
Q ~
By: \ ~ ~ '.
Print Name: ~~u '- ~\-J ~ \.\-~
Title: 'J~
Dated: ~\\'\\C1..--
Page 11 af 11
EXHIBIT "A"
CITY OF WINTER SPRINGS FIRE DEPARTMENT
EMERGENCY MEDICAL SERVICES BILLING AND COLLECTION
SCOPE OF SERVICES
The Contractor shall perform the following scope of services for City pursuant to the
terms of this Agreement as follows:
1, Provide timely, accurate, and efficient billing and collection services for
Emergency Medical Services treatment and transport with an emphasis on
an accelerated turnaround between services provided and payments
received.
2. Provide any necessary training to appropriate officials of the Winter Springs
Fire'Department regarding the proper documentation and recordation of
information on any log, report, ticket or other document used to record the
provision of Emergency Medical Services treatment and transport by the
City.
3. Provide prompt and accurate submission of Medicare, Medicaid and
insurance claims within ten (10) business days upon receipt of any log,
report, ticket, or other document used to record the provision of Emergency
Medical Services treatment and transport by the City. Receipt of such
information shall require Contractor to commence Services provided in this
Agreement. Secondary insurance provider claims shall be submitted for
payment within ten (10) business days after the primary insurance provider
has paid or otherwise processed the claim relating to Emergency Medical
Services treatment and transport by the Winter Springs Fire Department.
4. Conduct any necessary follow-up on any Medicare, Medicaid and insurance
claims that are either rejected or inactive in order to accelerate payment of
monies due to the City under this Agreement and use due diligence to assist
in correcting any deficiencies ca"using the rejection or inactivity of the claim, '
including the resubmittal of claims on behalf of the City or the preparation of
and collection of information relating to any third party claims that become
known during its due diligence.
5. Reconcile the number of transports performed by the Winter Springs Fire
Department for emergency medical services with the number of transports
transmitted to Contractor in order to ensure the accurate recovery of any
amounts due to City.
Exhibit A
Page I of 4
6. Provide a designated liaison to City whose responsibility will be to address
patient and payor concerns relating to emergency medical services provided
by the City. The designated liaison shall also be responsible to convey such.
information to City upon request and shall provide survey questionnaires to
users of emergency medical services provided by City from time to time,
upon request by City.
7. Provide a local customer-related service inquiry contact in order to facilitate
the exch!3nge of information relating to the submittal of claims
8. Provide a collection system involving a minimum of three invoices and a
follow-up campaign of up to ten (10) telephone attempts to collect all private
pay accounts with outstanding balances, including required co-payments an
deductibles assessed by Medicare, Medicaid, HMO's or private insurance.
Records of telephone calls and contacts shall be maintained and any
payment on an account shall reset this cycle. The Contra.ctor shall make an
attempt to locate the correct address for all returned mail to include up to
three (3) attempts. The City shall reserve the right to approve or make
adjustments to the invoice format.
9. Diligently attempt to collect all balances due for services rendered as well
as determine and document the ability of any patient to repay any debt owed
to City and, if necessary, accomplish such debt repayment through the use
of extended time payments subject to approval by City.
10. All requests for refunds will be forwarded to the City for any possible
reconciliation. Refund requests will be forwarded to the City on a weekly
basis. It will be the responsibility of the City to issue any refunds to clients.
11. The Contractor shall provide to the City all unpaid invoices along with the
complete processing history once collection efforts described herein are
exhausted. At the termination of the agreement the Contractor shall turn
over all existing information in its possession concerning then existing
unpaid accounts to the City. Such information shall be transmitted by an
electronic medium (magnetic tape or diskette) reasonably acceptable to the
City.
12. The Contractor shall provide sufficient personnel to process all billing/run
tickets in a timely, efficient and effective manner and shall respond promptly
to the City and patients on requests for information or records.
Exhibit A
Page 2 of 4
13. Contractor shall use any confidential records of care or treatment of patients
solely for the purpose of processing and collecting claims and shall not
release any such information in any legal action, business dispute or
competitive bidding process other than disputes with the City over billing
services. Contractor further agrees to not release any medical records or
patient information or any other documents related thereto and obtained
under this Agreement to any third-party unless specifically provided and
permitted by law.
14, Any procedures described in this scope of services represents a minimum
effort required by the Contractor and shall not limit the Contractor's use of
its proprietary accounts receivable and billing and collections systems,
including modifications as required by major provider groups, or its usual
and customary practices. This agreement shall require a minimum standard
of 60% collection success rate. The successful collection rate will be
calculated on a quarterly basis and reflect the percentage based upon what
is billed versus what is actually collected before any other action is taken on
the account, not including any reduction or write-off for uncollectible
medicare or medicaid payments. The Contractor will use its "best efforts" to
ensure that the collection rate does not fall below the 60% minimum.
15. Accounts are subject to be reviewed by the City, and being available during
normal working hours to authorized City personnel. A listing of those
personnel shall be provided by the City.
16. The City reserves the right to terminate this contract after a thirty (30) day
written notification to the Contractor.
17. The City agrees to work with the Contractor to provide the required run
information to best facilitate the billing process.
18. The Contractor agrees to notify the City when refund to a client is required.
The City will be responsible for mailing all refund payments. The City will
advise the Contractor of all accounts created and provide copies of
payments made to same.
19. The following reports shall be prepared and submitted by the Contractor for
review by the City. All discrepancies shall be brought to the attention of the
Contractor within ten (10) working days.
Exhibit A
Page 3 af 4
Reports Frequency
Patient Accounts/Run Number Cross Reference Monthly
End of Month Report Totals Confirmation Monthly
Transport Billed Run Number and Invoice Number Monthly
Accounts Receivable/Aged Trial Balance Monthly
Payments by Deposit/Collection Report Weekly/Monthly
Run TicketlTransport Tracking Report Corrections Monthly
Patient Account and Claim Follow Up Upon Request
Adjustment Report Monthly
Deposit Total Confirmation Daily/Monthly
Daily Cash Receipt Recap by Deposit Daily/Monthly
Collections by Payee Group Monthly
Exhibit A
Page 4 af 4
.
EXHIBIT "B"
COMPENSATION, REIMBURSABLE EXPENSES, AND PAYMENT TERMS
City agrees to compensate Contractor according to the following terms:
1. Upon presentation of a monthly invoice representing fees for monies, funds
and debts collected by Contractor for the performance of Services,
Contractor shall receive eight percent (8%) of all monies, funds, and debts
collected, excluding Medicaid accounts, during the previous month. With
regard to Medicaid accounts, Contractor shall be paid a flat fee of thirteen
dollars ($13.00) for the processing, billing, and collection of each
outstanding Medicaid account during the previous month, consistent with the
provisions of Chapter 409, Florida Statutes.
2. City shall pay Contractor for Services provided by Contractor within thirty
(30) days of City's receipt and acceptance of the written monthly invoice
representing all monies, funds and debts collected by Contractor during the
previous month, less any disputed amounts.
3. No costs shall be reimbursed to Contractor for the performance of all
services being provided to City, including but not limited to postage, office
supplies telecommunications costs, postage, and other materials associated
with the billing and collection of emergency medical services under this
Agreement.
F:ILawyerl VESIAdvanceDataEmergBillingSvcsContracl. wpd
Exhibit B
Page 1 ef 1