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HomeMy WebLinkAboutGrant Related - GRISCOMPLETED K20-138 By: iA- Detef� AGREEMENT FOR NUTRITION SERVICES This Nutrition §ervices Agreement ("Agreement") is made and entered into to be effective as of the day of , 2020 (the "Effective Date"), by and between Grant County Public Hospital District o. 1 d/b/a Samaritan Healthcare, a Washington municipal corporation (the "District"), and Grant Integrated Services/Crisis Solutions, a program of Grant County, Washington, a political subdivision of the State of Washington ("GRIS"). RECITALS A. The District owns and operates Samaritan Healthcare, an acute care hospital located in Moses Lake, Washington (the "Hospital"), serving the Grant County area. B. The District provides necessary health services to the residents of the District and to other persons, many of whom are poor and infirm, including nutrition services at the Hospital. C. GRIS is a residential treatment facility located in Moses Lake, Washington (the "Facility"), providing crisis stabilization services, part of the health care continuum, to residents of Grant County. D. The Facility seeks to provide nutrition services (the "Services") to its residents and staff as further defined in this Agreement. E. The Hospital employs or engages certain individuals qualified and experienced in the provision of the Services and desires to provide the Services to GRIS to support its provision of health care services to the community. F. The District and GRIS desire to enter into this Agreement pursuant to which the Hospital shall provide the Services at the Facility upon the terms and conditions herein set forth. NOW, THEREFORE, in consideration of the promises and mutual covenants contained herein, the parties agree as follows: 1. Nutrition Services. The Hospital shall provide or arrange for the provision of the Services to Facility in accordance with the terms and conditions of this Agreement and as detailed in Appendix A hereto. The Hospital shall provide the Services during the hours specified in Appendix A. 2. Relationship of Parties. It is mutually understood and agreed that Hospital and GRIS are at all times acting and performing as independent contractors. The parties acknowledge that neither is the employee of the other and that each is an independent contractor with respect to the other. Each party is solely responsible for and shall comply with all state and federal laws pertaining to employment taxes, income withholding, unemployment compensation contributions and other employment-related statutes applicable to that party. Nothing in this Agreement shall be construed as creating or constituting a partnership between the District and GRIS. AUG 12 2020 FG:53767477.5 I r_QAKIT rni imTY mmmiSSIO a' F� 3. Compliance with the Law. Each party agrees to comply with all applicable federal, state and local laws, regulations and restrictions in the conduct of its obligations under this Agreement. 4. Compensation. As compensation for the provision of the Services to be provided by Hospital, GRIS shall pay the District a one-time fee of Five Hundred Dollars ($500) and monthly payments in accordance with Appendix B attached hereto and by reference made a part hereof. The District shall invoice GRIS monthly. GRIS shall pay all invoices within thirty (30) days of receipt. 5. Medical Records. The following paragraph shall govern the parties' obligation to comply with the privacy and security requirements of the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"), as such currently exist or are promulgated. The parties acknowledge that each may have access to confidential protected health information of the other as defined in 45 CFR § 164.501 ("PHI"), including, but not limited to, patient identifying information. The parties intend to cooperate with each other in order to comply with the requirements of all applicable laws and regulations, specifically including the privacy and security standards of HIPAA. If it is determined that one party is a business associate of the other party, the parties agree to the execute a Business Associate Agreement pursuant to 45 CFR § 164.504(e)(1). 6. Term and Termination. This Agreement shall be for a term of one (1) year commencing on the Effective Date. Following the initial term, the parities may agree to renew this Agreement for additional one-year term(s). Subject to the rights and duties imposed pursuant to this Section 6, this Agreement may be terminated at any time, without cause, by giving the other party at least ninety (90) days' advance written notice, in which event this Agreement shall terminate on the future date specified in such notice. In addition, in the event of default by a party of any covenant or obligation hereof, which default is not cured within fifteen (15) days after receipt of written notice from the non -defaulting party describing such default (unless such default is not reasonably capable of being cured, if curable, within such 15 days then if the defaulting party fails to commence the curing of such default within such 15 days or thereafter fails to complete such cure within a reasonable time), the non -defaulting party may terminate this Agreement upon the giving of written notice of such termination. This Agreement may also be terminated by either party immediately upon the exclusion or suspension of the other party, or any employee of the other party, from the Medicare, Medicaid, or any similar government program. 7. Insurance. Hospital shall maintain adequate levels of insurance to cover all aspects of the operation and management of the Services, including general liability insurance, personal property insurance for Hospital -owned property or equipment and worker's compensation insurance. 8. Dispute Resolution. In the event of a dispute or disagreement between the parties with respect to this Agreement, the parties shall meet and confer in good faith to resolve the dispute informally. If a dispute with respect to this Agreement cannot be resolved through informal meetings between the leadership of each party, the parties agree that, upon written 2 FG:53767477.5 demand by either party, any and all unresolved disputes shall be referred to binding arbitration conducted by an impartial arbitrator. The parties will initially share equally in the fees and costs of arbitration, but the prevailing party, as specified in the arbitrator's award, shall be entitled to an award of all fees incurred in connection with the arbitration process, including reasonable attorney's fees, from the non -prevailing party. If the parties cannot agree, within fourteen (14) days following demand for arbitration by either party on the identity of the arbitrator, the then Presiding Judge of the Washington State Superior Court for Grant County, upon an appropriate request which either party may make, shall appoint the arbitrator. 9. Notices. All notices, requests, demands, and other communications required or permitted hereunder shall be in writing and shall be deemed to have been duly delivered if delivered in person or sent by registered or certified, first class mail, postage prepaid to: District: Samaritan Healthcare 801 E. Wheeler Rd. Moses Lake, Washington 98837 ATTENTION: GRIS: Grant County PO Box 37 Ephrata, WA 98823 ATTENTION: Either party may from time to time change said address by written notice to the other party, given as above provided. 10. Compliance with Federal Anti -Kickback and Physician Self -Referral Statutes. Each party intends to comply with the federal Anti -Kickback Statute and/or the federal Physician Self -Referral Statute; as such provisions are amended from time to time. The consideration paid hereunder is intended solely as compensation to the District for the Services described herein. There is no intention by the District to influence the judgment of GRIS or any of GRIS's providers with respect to where GRIS's patients receive health care services. Further, there is no agreement, implied or otherwise, that any of GRIS provider -employees shall refer any of his/her patients to Hospital. In the event any either party's legal counsel, a court or administrative agency of competent jurisdiction determines this Agreement may violate any of such statutes, then the parties hereto agree to take such actions as necessary to amend this Agreement to comply with the applicable statutes or regulations, as provided herein, or terminate this Agreement as counsel for the parties shall determine is necessary. FG:53767477.5 11. Governing Law. This Agreement will be governed by the laws of the State of Washington. 12. Entire Agreement. This Agreement supersedes all prior agreements and understandings, whether written or oral, between the parties regarding the subject hereof and this Agreement constitutes the entire agreement of the parties regarding the subject hereof. No change or amendment of any of the terms or provisions hereof shall be binding unless in writing and signed by the party against whom the same is sought to be enforced. 13. Severability. The provisions of this Agreement are severable. If any one or more of the provisions of this Agreement are held invalid by any court of competent jurisdiction or are voided or nullified for any reason, the remaining provisions and paragraphs shall continue in full force and effect and shall be binding on the parties so as to carry out the intent and purposes as nearly as possible; provided, however, that any final determination of invalidity which eliminates or minimizes the consideration due to either party hereunder shall entitle such party to terminate this Agreement. 14. Binding Effect -Assignment. This Agreement shall be binding upon, and inure to the benefit of, the parties hereto and their respective successors and assigns. Neither party hereto may delegate its duties or assign its rights hereunder without the prior written consent of the other party. 15. Waiver. No waiver of any provision of this Agreement shall operate or be construed as a waiver of any other provision. 4 FG:53767477.5 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the dates specified below each signature. GRANT COUNTY PUBLIC HOSPITAL DISTRICT NO. 1: Title: Date 5 FG:53767477.5 GRANTINTERGRATED SERVICES/CRISIS SOLUTIONS: By: Dell Anderson Title: Executive Director Date By: Cindy Ca e Title: Chair, Board of County Commissioners Q Date 0 - `F' a�a0 By: Tom Taylor Title: Vice Chair, Board of County d Cononers �_ p Date By: Richard Stevens Title: Member, Board of County Commissioners Date ��� APPENDIX A DESCRIPTION OF NUTRITION SERVICES For the services provided by the District pursuant to the Agreement, the parties agree to the following terms and conditions: Samaritan Nutrition Services will provide: Meals. In total, Samaritan Hospital will prepare up to forty-five (45) meals per day for GRIS. Three (3) meals per day — breakfast, lunch, and dinner — will be provided to GRIS for up to fifteen (15) persons pursuant to a set menu as detailed in Appendix B, as may be amended from time to time. Snacks. Samaritan Hospital will prepare snacks and beverages twice per week for GRIS or as necessary and agreed upon by both parties. Snacks will be provided pursuant to a set menu as detailed in Appendix B, as may be amended from time to time. • Hours of Operation. Samaritan Hospital will provide the services between 7 a.m. and 7 p.m., seven days per week. GRIS will provide: • Advanced Order. GRIS will order meals at least four (4) hours and snacks at least forty- eight (48) hours in advance with Samaritan Hospital's Nutrition Services department. The order must include the number of meals and selection of snacks to be provided per day. GRIS acknowledges that substitutions or non-filled items may occur depending on the availability of the products, as may be amended from time to time. Pick un. GRIS will arrange to pick up meals and snacks from Samaritan Hospital in Moses Lake, Washington at a scheduled time, as may be amended from time to time. • Payment. GRIS will pay the District for these services pursuant to the set menu pricing as detailed in Appendix B, as may be amended from time to time. 6 FG:53767477.5 APPENDIX B SET MENU PRICE LIST For the services provided by the District pursuant to the Agreement, the parties agree to the following terms and conditions, as may be amended from time to time. Meals Meal Price Per Each Item Breakfast $9.99 Lunch $12.99 Dinner $17.99 Samaritan Hospital will provide a rotating seasonal menu for meals. Snacks Brand Description Price Per Each Item KELLOGG CEREAL ASST FAVORITE CUP $1.14 YOPLAIT YOGURT BERRY MIXED $1.08 DELLA VITA CHEESE STRING PS IW $0.53 TILLAMOOK CHEESE CHED MED IW $0.60 ORCH SPLSH JUICE APL 100% CP ASEPT $0.58 ORCH SPLSH JUICE ORNG 100% CP ASEPT $0.61 SWISS MISS PUDDING VAN 3.5Z $2.01 SWISS MISS PUDDING CHOC 3.5Z $2.01 KRAFT MAYONNAISE .43Z PKT $0.10 PACKER APPLE GALA XFY US 125CT $0.51 SP ORANGES CH 48/56 NAVEL $1.25 chef salad $2.75 garden salad $2.25 7 FG:53767477.5 FG:53767477.5 parfaits $2.00 veggie cup $1.85 DARIGOLD MILK 2%.5 PINT HTST $0.57 DIAMOND CR SUGAR BRN 13GM PKT $0.20 SWEET LIFE SUGAR SUBT BLU SWEET LIFE 1 GR PKT $0.01 SWEET LIFE SUGAR SUET PINK SWEET LIFE I GR PKT $0.01 FSA CREAMER NON-DAIRY PKT BULK $0.30 FSA SALT .75GM PKT $0.01 FSA SPICE PEPPER .IGM PKT $0.01 HEINZ KETCHUP 9GM PKT $0.02 FRENCHS MUSTARD CLSC YLW 7GM PKT $0.02 KRAFT DRESSING MIRACLE WHIP .44Z PKT $0.10 PACKER BANANA INDV $1.26 FG:53767477.5