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HomeMy WebLinkAboutR-03-0940J-03-749 08/28/03 03- 940 RESOLUTION NO. A RESOLUTION OF MIAMI CITY COMMISSION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO EXECUTE A SECOND AMENDMENT AND EXTENSION TO AN EXISTING AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, BETWEEN THE CITY OF MIAMI ("CITY") AND THE PUBLIC HEALTH TRUST OF MIAMI-DADE COUNTY, FLORIDA ("TRUST"), TO EXTEND THE TERM OF THE AGREEMENT FOR ONE ADDITIONAL TWO-YEAR PERIOD, FROM OCTOBER 1, 2003 THROUGH SEPTEMBER 30, 2005, TO COORDINATE EMERGENCY MEDICAL SERVICES PROVIDED BY THE CITY'S DEPARTMENT OF FIRE -RESCUE, EMERGENCY RESPONSE DIVISION, AT A RENEGOTIATED ANNUAL COMPENSATION TO BE PAID TO THE TRUST, IN AN AMOUNT NOT TO EXCEED $146,475 FOR THE FIRST YEAR AND $153,799 FOR THE SECOND YEAR, FOR A TOTAL AMOUNT NOT TO EXCEED $300,274; ALLOCATING FUNDS FROM GENERAL OPERATING BUDGET ACCOUNT CODE NO. 001000.280601.6.270. WHEREAS, pursuant to Resolution No. 98-921, adopted September 28, 1998, the City of Miami ("City") entered into an Agreement with the Public Health Trust of Miami -Dade County, Florida ("Trust"), to coordinate services in connection with emergency medical services provided by the City's Department of Fire -Rescue, Emergency Response Division ("Agreement"); and WHEREAS, the existing Agreement provides the option to extend for two additional two-year periods; and CITY COM USS102f MEETING OF SEP 1 1 2003 Resolution No. ")3- 94Q WHEREAS, Resolution No. 01-983, adopted September 25, 2001, a First Amendment to the Agreement extended the term of the Agreement for one additional two-year period ending September 30, 2003, and increased the annual rate of compensation in an annual amount not to exceed $134,200 for the first year and $139,500 for the second year; and WHEREAS, the parties desire to extend the term of the Agreement for one additional two-year period from October 1, 2003 through September 30, 2005;and WHEREAS, pursuant to the terms of the initial Agreement, the rate of compensation to be paid to the Trust is to be renegotiated for each of the optional extension period; and WHEREAS, the compensation negotiated is $146,475 for the first year, and $153,799 for the second year; and WHEREAS, funds for said service is available from General Operating Budget Account Code No. 001000.280601.6.270; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this Section. Page 2 of 4 03— 940 Section 2. The City Manager is authorized" to execute a Second Amendment and Extension to Agreement, in substantially the attached form, between the City and the Trust to extend the term of the Agreement for one additional two-year period, from October 1, 2003 through September 30, 2005, to coordinate emergency medical services provided by the City's Department of Fire -Rescue, Emergency Response Division, at an annual renegotiated compensation to be paid to the Trust of $146,475 for the first year and $153,799 for the second year, with funds allocated from the Fire -Rescue Department's General Operating Budget, Account Code No. 001000.280601.6.270. Section 3. This Resolution shall become effective immediately upon its adoption and signature of the Mayoral 1� The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by applicable provisions of the City Charter and Code. �� If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. Page 3 of 4 i� 3- 940 PASSED AND ADOPTED this 11th day of September , 2003. J4wp4kwz9&Q;6r04 /014ANUAL A. OIAZ, MAYOR 40�:� ATTEST: PRISCILLA A. THOMPSON CITY CLERK FORM AND CORRECTNESS:�j ACEI JANDRC—VILARELLO CITY ATTORNEY W7473:tr:AS:BSS Page 4 of 4 °j3- 940 SECOND AMENDMENT AND EXTENSION TO AGREEMENT BETWEEN THE CITY OF MIAMI AND PUBLIC HEALTH TRUST OF MIAMI-DADE COUNTY, FLORIDA This Second Amendment and Extension Agreement is made and entered into as of the day of 200_, by and between the City of Miami, a municipal corporation of the State of Florida (hereinafter referred to as the "CITY"), and the Public Health Trust of Miami -Dade County, Florida, an agency and instrumentality of Miami -Dade County, Florida (hereinafter referred to as "TRUST") which operates Jackson Memorial Hospital and other designated facilities within the Jackson Health System (hereinafter referred to as "HOSPITAL"). RECITAL: WHEREAS, the CITY and the TRUST have entered into an Agreement dated December 6, 1999 for the provision of certain services by and for the CITY'S emergency medical services of the Fire Department, including designation of a qualified physician on the medical staff of the HOSPITAL to be the CITY'S Fire Rescue Medical Director (the "Agreement"); and WHEREAS, the original term of the Agreement was for three (3) years from October 1, 1998 to September 30, 2001; and WHEREAS, the term of the Agreement may be extended for two (2) additional two (2) year periods by mutual agreement of the parties and with the rate of compensation to be renegotiated for each of the optional two (2) year extension periods; and WHEREAS, on October 1, 2001, the parties amended the agreement by that certain First Amendment and extension to Agreement which, among other things, extended the term of the agreement from October 1, 2001 to September 30, 2003 the ("First Amendment"); and WHEREAS, the parties at this time desire to extend the term of the Agreement for one (1) additional two (2) year period, commencing October 1, 2003 and tenninating September 30, 2005. NOW, THEREFORE, in consideration of the foregoing and the mutual covenants contained in this agreement, the CITY and TRUST hereby agree to amend the Agreement as follows: Section "5. COMPENSATION" is deleted in its entirety and amended to read: 5. COMPENSATION: The City agrees to pay to the TRUST, as compensation for services, the amount of $146,475 for the period of October 1, 2003 through September 30, 2004, and $153,799 for the period of October 1, 2004 through September 30, 2005, payable in equal monthly installments, due on or before the 10"' day of each month commencing on the 10h day of October, 2003. Section "10. COMPLIANCE WITH FEDERAL STATE AND LOCAL LAWS" is deleted in its entirety and amended to read: 10. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS: A. TRUST understands that agreements between private entities and local governments are subject to certain laws and regulations, including but not limited to laws ij3- 940 pertaining to public records, conflict of interest and record keeping. City and TRUST agree to comply with and observe all applicable laws, codes and ordinances as the may be amended from time to time. B. Patient Information: The Medical Director and his/her designates shall carry out his/her obligations under this Agreement in compliance with the privacy regulations pursuant to Public Law 104-191 or August 21, 1996, known as the Health Insurance Portability and Accountability Act of 1995, Subtitle F -Administrative Simplification, Sections 261, et seq., as amended ("HIPAA"), to protect the privacy of any personally identifiable protected health information ("PHI") that is collected, processed or learned as a result of performing the duties of Medical Director for the City of Miami Department of Fire Rescue. Section "28. APPROVAL BY THE OVERSIGHT BOARD" is deleted in its entirety. Attachment `B". MEDICAL' DIRECTOR'S CONTRACT Paragraph "4" is deleted in its entirety and amended to read: Paragraph "4": To support the Medical Director by providing the personnel (paramedic, EMT's, EMD's), to support protocol development and review in conjunction with the Medical Director, and to provide Quality Assurance review in each division in keeping with regulations of the Department of Health, Florida Administrative Code 64-E, and Florida Statute 401. Necessary support positions include those of a full-time Paramedic Instructor, of two full-time Quality Management Officers, and of sufficient part-time training personnel to provide twenty-four hours per week of medical educational support in addition to that provided by the Paramedic Instructor and QM Officers. In addition a full-time Quality Assurance Officer for Emergency Medical Dispatch must be assigned, and sufficient part- time personnel for Quality Assurance reviews, dispatcher education, and other requirements to meet national certification standards of the Medical Priority Dispatch System. Assignment of specific support personnel is subject to the approval by a Selection Committee with Representatives from Labor and Management. The Medical Director or her designee will be a part of this Selection Committee. Except as specifically provided herein, all of the terms and conditions of the Agreement, shall remain in force and effect throughout the extended term of the Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their respective officers duly authorized. ATTEST: FOR THE CITY OF MIAMI, a Municipal Corporation of the State of Florida: Priscilla A. Thompson, City Clerk By: Joe Arriola, City Manager iJ3- 940 ATTEST: Secretary, Public Health Trust APPROVED AS TO FORM AND CORRECTNESS: Alejandro Vilarello, City Attorney APPROVED AS TO FORM AND LEGAL SUFFICIENCY BY THE MIAMI -DADS COUNTY ATTORNEY'S OFFICE Signature Date FOR THE PUBLIC HEALTH TRUST OF DADE COUNTY, FLORIDA: By: Title: President Public Health Trust APPROVED AS TO INSURANCE REQUIREMENTS: Diane Ericson Risk Management Administrator APPROVED FOR SUFFICIENCY AS TO INSURANCE AND/OR LIABILITY BY THE ADMINISTRATOR, RISK MANAGEMENT JACKSON MEMORIAL HOSPITAL Signature Date This Agreement was authorized and approved by the Board of Trustees of the Public Health Trust of Miami -Dade County, Florida, pursuant to Trust Resolution No. PHT 93— 940 CITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM CA -23 ^ FILE : FM-074.doc TO: Honorable ay0 DATE: t i� ._ � ��, ;. � I'h'f rs oft City Cammiss ' n SUBJECT: Second Amendment and ,Q Extension to Public Health C \ Trust Contract FROM: Joelola REFERENCES: dministrator/City Manager ENCLOSURES: Resolution, Second Amendment and Extension to Agreement RECOMMENDATION It is respectfully recommended that the City Commission adopt the attached Resolution, authorizing the City Manager to execute a Second Amendment and extend an existing contract between the City and Public Health Trust, for the designation of a qualified physician on the medical staff of the HOSPITAL to be the CITY's Fire -Rescue Medical Director, thereby extending the period of said contract from October 1, 2003 through September 30, 2005, at an annual compensation to be paid to the Trust of $146,475 for FY '03-04 and $153,799 for FY '04-05. Funding is available from the Department of Fire - Rescue's General Operating Budget Account Code No. 001000.280601.6.270. BACKGROUND Florida State Statute 401.265 mandates that any emergency medical service system which employs or utilizes paramedics to perform advanced life support procedures shall employ or contract with a medical director to provide medical direction services. These services include, but are not limited to, providing a medical director who is fluent in the English language and qualified to practice medicine with the selected firm. This contract allows the City to continue to receive certain services of a qualified physician on the medical staff of Jackson Memorial Hospital, to be the CITY's Fire -Rescue Medical Director. The original contract allows the terms of the Agreement to be extended by two (2) additional two-year periods by mutual agreement of the parties, with a rate of compensation to be renegotiated for each of the optional two-year extension periods. At this time both parties desires to extend the term of the Agreement for one (1) additional two (2) year periods. There are four (4) modifications in the terms of the agreement: 1. Section "5. COMPENSATION" is deleted in its entirety and amended to read: 2. COMPENSATION: The City agrees to pay to the TRUST, as compensation for services, the amount of $146,475 for the period of October 1, 2003 through September 30, 2004, and $153,799 for the period of October 1, 2004 through September 30, 2005, payable in equal monthly installments, due on or before the 10"' day of each month commencing on the 10"' day of October 2003. 93- 940 Honorable Mayor and Members of the City Commission Page 2 of 2 2. Section "10. COMPLIANCE WITH FEDERAL STATE AND LOCAL LAWS" is deleted in its entirety and amended to read: A. TRUST understands that agreements between private entities and local governments are subject to certain laws and regulations, including but not limited to laws pertaining to public records, conflict of interest and record keeping. City and TRUST agree to comply with and observe all applicable laws, codes and ordinances as the may be amended from time to time. B. Patient Information: The Medical Director and his/her designates shall carry out his/her obligations under this Agreement in compliance with the privacy regulations pursuant to Public Law 104-191 or August 21, 1996, known as the Health Insurance Portability and Accountability Act of 1995, Subtitle F -Administrative Simplification, Sections 261, et seq., as amended ("HIPAA"), to protect the privacy of any personally identifiable protected health information ("PHI") that is collected, processed or learned as a result of performing the duties of Medical Director for the City of Miami Department of Fire Rescue. 3. Section "28. APPROVED BY THE OVERSIGHT BOARD" is deleted in its entirety. 4. Attachment "B". MEDICAL DIRECTOR'S CONTRACT Paragraph "4" is deleted in its entirety and amended to read: Paragraph "4": To support the Medical Director by providing the personnel (paramedic, EMT's, EMD's), to support protocol development and review in conjunction with the Medical Director, and to provide Quality Assurance review in each division in keeping with regulations of the Department of Health, Florida Administrative Code 64-E, and Florida Statute 401. Necessary support positions include those of a frill -time Paramedic Instructor, of two full-time Quality Management Officers, and of sufficient part-time training personnel to provide twenty-four hours per week of medical educational support in addition to that provided by the Paramedic Instructor and QM Officers. In addition a full-time Quality Assurance Officer for Emergency Medical Dispatch must be assigned, and sufficient part-time personnel for Quality Assurance reviews, dispatcher education, and other requirements to meet national certification standards of the Medical Priority Dispatch System. Assignment of specific support personnel is subject to the approval by a Selection Committee with Representatives from Labor and Management. The Medical Director or her designee will be a part of this Selection Committee. Fiscal Impact: None — Budgeted Item JA/WW /MLK/TF/jam FM.074.doc o)3— 940 AO AGENDA BRIEFING FORM Agenda Date: 9/11/03 Department/Division: Fire Rescue Item No: Department Contact Name/Number: Julia Martin 416-1672 Staff Meeting Date: Agenda Office Received: August 8, 2003 Summary/Description of Purchase: Qualified Physician 2"d Amendment No. Description: Public Health Trust Contract The Department of Fire Rescue has a need to amend and extend an existing Agreement with the Public Health Trust of Dade County, Florida, which operates Jackson Memorial Hospital for emergency medical services. Type of Item: Source of Item: Recommended Vendor(s) The Public Health Trust of Dade County, Florida ® Resolution ❑ Commission Directive ❑ Ordinance ❑ Normal Purchase ❑ Sole Source ® Contract Item ❑ Emergency Ratification Discussion Item ❑ Public Hearing Item Contract Period Oct 1, 2003 — Sept 30, 2005 OTR: No. of Bidders Notified/MWBE Status: No. of Bids Receive/MWBE Status: Award/Contract Value N/A N/A $146,475 (annual compensation '03-'04) $153,700 (annual compensation `04-'05) $300,175 Total Value of Award/Contract (including value associated with potential OTR): "113- 940 AgendaBrefform op i; locos RATE '+ If If C Budgetary Impact Analysis 1. Department Fire -Rescue Division: Emergency Response Division 2. Agenda Item # (if available) 3. Title and brief description of legislation or attach ordinance/resolution: Resolution authorizing the City Manager to extend the existing contract between the City and Public Health Trust, for the designation of a qualified physician on the medical staff of the HOSPITAL to be the CITY'S Fire -Rescue Medical Director, thereby extendin tg he period of said contract from October 1, 2003 through September 30 2005 at an annual compensation to be paid to the Trust of $146,475 for FY '03-04 and $153,798.75 for FY '04-05. Is this item related to revenue? NO: X YES ! (If yes, skip to item #7) 5. Are there sufficient funds in Line Item? YES: X Index Code 280601 Obj. Code 270 Amount: $146,475 (FY '03-04) NO: _ Complete the following questions.- 6. uestions:6. Source of funds: Amount budgeted in the Line Item $ 7 Balance in Line Item $ Amount needed in the Line Item $ Sufficient funds will he tran.cferrerl frnm rhe fnllniziino lino itam ACTION ACCOUNT NUMBER V ACCOUNT NAME TOTAL Index/Minor Object/Project No. Transfer done by: From $ From $ From $ To $ Any additional comments? 8. Appr�e/�%�J.l�� i Department Director/D sienee 1-1 na+A FOR DEPARTMENT OF MANAGEMENT AND BUDGET USE ONLY Verified b : Verifie by: Transfer done by: Chief tegi lamii B dg ting, and Budget Analyst Budget Analyst Perfo ance D' e to/Designee Date �^I Date01. Date �:�3�- 940 TO FROM CITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM Glenn Marcos, Director Department of Purchasing V_ Chief William W. Bryson, Director Department of Fire -Rescue DATE: July 8, 2003 FILE: FM-075.doc SUBJECT: Second Amendment and Extension to Public Health Trust Contract REFERENCES: ENCLOSURES: The Department of Fire -Rescue has verified that funding is available to cover the cost of the subject contract for the amount not to exceed $146,475 for FY '03-04. Funds are available from Account No. 001000.280601.6.270. Budget Approval: Fk_A11ci vi JuaLiz,61%, r iaiu11118, erfoimance W WB/MLK/TF/jam FM.075.doc o- - 940 AMENDMENT AND EXTENSION TO AGREEMENT BETWEEN THE CITY OF MIAMI AND PUBLIC HEALTH TRUST ITEM: DEPARTMENT: TYPE OF PURCHASE: RECOMMENDATION: AwardExtension Qualified Physician Fire -Rescue The Department of Fire -Rescue has a need to amend and extend an existing Agreement with the Public Health Trust of Dade County, Florida, which operates Jackson Memorial Hospital for Emergency Medical Services. It is recommended that the City Manager execute a second amendment to the existing Agreement with The Public Health Trust of Dade County, Florida, which operates Jackson Memorial Hospital, for the designation of a qualified physician on the medical staff of the Jackson Memorial Hospital to be the City of Miami's Fire Rescue Medical Director, thereby extending the term of said agreement from October 1, 2003 through September 30, 2005, at an annual compensation to be paid to the Trust of $146,475 for Fiscal Year '03-'04 and $153,799 for Fiscal Year '04-`05; allocating funds therefore from Fire Rescue's General Operating Budget Account Code No. 001000.280601.6.270. 93- 940 FIRST AMENDMENT AND EXTENSION TO AGREEMENT BETWEEN THE CITY OF MIAMI AND PUBLIC HEALTH TRUST OF NIIAMI-DADE COUNTY, FLORIDA This First Amendment and Extension Agreement is made and entered into as of the S7day of OC? 2001, by and between the City of Miami, a municipal corporation of the State of Florida (hereinafter referred to as the "CITY"), and the Public Health Trust of Miami -Dade County, Florida, an agency and instrumentality of Miami -Dade County, Florida (hereinafter referred to as "TRUST") which operates Jackson Memorial Hospital and other designated facilities within the Jackson Health System (hereinafter referred to as "HOSPITAL"). RECITAL: WHEREAS, the CITY and the TRUST have entered into an Agreement dated December 6, 1999 for the provision of certain services by and for the CITY'S emergency medical services of the Fire Department, including designation of a qualified physician on the medical staff of the HOSPITAL to be the CITY'S Fire Rescue Medical Director (the "Agreement"); and WHEREAS, the original term of the Agreement was for three (3) years from October 1, 1998 to September 30, 2001; and WHEREAS, the term of the Agreement may be extended for two (2) additional two (2) year periods by mutual agreement of the parties and with the rate of compensation to be renegotiated for each of the optional two (2) year extension periods; and WHEREAS, the parties at this time desire to extend the term of the Agreement for one (1) additional two (2) year period, commencing October 1, 2001 and terminating September 30, 2003. NOW, THEREFORE, in consideration of the foregoing and the mutual covenants contained in this agreement, the CITY and TRUST hereby agree to amend the Agreement as follows: Section "5. COMPENSATION" is deleted in its entirety and amended to read: 5. COMPENSATION: The City agrees to pay to the TRUST, as compensation for services, the amount of $134,200 for the period of October 1, 2001 through September 30, 2002, and $139,500 for the period of October 1, 2002 through September 30, 2003, payable in -equal monthly installments, due on or before the I O`' day of each month commencing on the 10`h day of October, 2001. ExcBpt as specifically provided herein, all of the terms and conditions of the Agreement, shall remain in force and effect throughout the extended term of the Agreement. 03- 940 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their respective officers duly authorized. ` T: Clerk ATTEST: Secret , Public Health Trus APPROVED AS TO FORM AN CORRE d S Al jandro Vilarello City Attorney eil APPROVED AS TO FORM AND LEGAL SUFFICIENCY BY THE MIAMI-DADE COUNTY ATTORNEY'S OFFICE /Y�__ / V � 9eAo/ Si ature Date This Agreement was authorized and approved by th Miami -Dade County, Florida, pursuant to Trust Resol FOR THE CITY OF MIAMI, a ;Municipal Co tion of the of Florida: los A. Gime City Manager FOR THE PUBLIC HEALTH TRUST OF DADE COUNTY, FLORIDA: " z ze5� ByAra C. Clark, President Public Health Trust APPROVED AS TO INSURANCE REQ ME4. �� i i Mario Soldevilla Risk Management, Administrator APPROVED FOR SUFFICIENCY AS TO INSURANCE AND/OR LIABILITY BY THE ADMINISTRATOR, RISK MANAGEMENT JACKSON MENLGIRIAL HOSPITAL G and of Trustees of the Public Health Trust of No. PHT ij3- 940 AGREEMENT BETWEEN CITY OF MIAMI AND PUBLIC HEALTH TRUST OF MIAMI-DADE COUNTY, FLORIDA THIS .AGREEMENT, dated , 1999, but effective as of October 1, 1998, by and between City of Miami, a municipal corporation of the State of Florida, (hereinafter referred to as the "CITY") and the Public Health Trust of Miami -Dade County, Florida, an agency and instrumentality of Miami -Dade County, Florida (hereinafter referred to as the "TRUST") which operates Jackson Memorial Hospital and other designated health care facilities. RECITALS A. The City has issued a Request for Proposals ("RFP") for the provision of Medical Director Services for the City's Department of Fire -Rescue for its Emergency Medical Services (the "Services") and TRUST's proposal ("Proposal"), in response thereto, has been selected as the most qualified proposal for the provision of the Services. The RFP and the Proposal are sometimes referred to herein, collectively, as the Solicitation Documents, and are by this reference incorporated into and made a part of this Agreement. B. The Commission of the City of Miami, by Resolution No. 98-921, adopted on September 28, 1998 approved the selection of TRUST and authorized the City Manager to execute a contract, under the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, TRUST and the City agree as follows: TERMS 1. RECITALS: The recitals are true and correct and are hereby incorporated into and made a part of this Agreement. _ 2. TERM: The term of this Agreement shall be three (3) years, commencing on October 1, 1998, and expiring on September 30,2001. 3. OPTION TO EXTEND: The term hereof may be extended, by mutual agreement of the parties, for two (2) additional terms of two (2) years each, on the same terms and conditions, except that compensation payable to the TRUST is renegotiable, subject to availability and appropriation of funds and City Commission approval. 4. SCOPE OF SERVICE/ TRUST'S AND CITY'S RESPONSIBILITIES: A. Generally, the Services consist of the provision of certain services, including Medical Directorship for the Emergency Medical Services ("EMS") provided by the City of Miami Fire -Rescue Department, and to the Village of Key Biscayne, as more: specifically described in Attachment "A" hereto, which by this reference is incorporated into and made a part of this Agreement. R- 940 B. TRUST represents and warrants to the City that: (i) it possesses all qualifications, and expertise required under the Solicitation Documents for the performance of the Services;(ii) it currently possesses, and at all time during the term hereof shall maintain, all licenses, permits and authorizations required for the proper performance of the Services, (iii) it is not delinquent in the payment of any sums due the City, including, without limitation, payment of permit fees and occupational licenses, nor in the performance of any obligations to the City; (iv) all personnel assigned to perform the Services are and shall be, at all times during the term hereof, fully licensed, qualified and trained to perform the tasks assigned to each, as required in Attachment "A"; and (v) the Services will be performed in the manner described in Attachment "A„ C. In connection with the provision of the Services hereunder, the City agrees to comply with all of the provisions set forth in Attachment "B" hereto, which by this reference is incorporated into and made a part of this Agreement. 5. COMPENSATION: The City agrees to pay to the Trust, as compensation for Services, the amount of $119,914 annually, payable in equal monthly installments of $9,992.83, due on or before the 10' day of each month commencing on the 10' day of 12re-✓ , 199 6. OWNERSHIP OF DOCUMENTS: TRUST understands and agrees that any information, document, report or any other material whatsoever which is given by the City to TRUST or which is otherwise obtained or prepared by TRUST pursuant to or under the terms of this Agreement is and shall at all times remain the property of the City. TRUST agrees not to use any such information, document, report or material for any other purpose whatsoever without the written consent of City, which may be withheld or conditioned by the City in its sole discretion. 7. AUDIT AND INSPECTION RIGHTS: A. The City may, at reasonable times, and for a period of up to three (3) years following the date of final payment by the City to TRUST under this Agreement, audit, or cause to be audited, those books and records of TRUST which are related to TRUST's performance under this Agreement. TRUST agrees to maintain all such books and records at its principal place of business for a period of three (3) years after final payment is made under this Agreement. B. The City may, at reasonable times during the term hereof, inspect TRUST's facilities and perform such tests, as the City deems reasonably necessary, to deten-nine whether the goods or services required to be provided by TRUST under this Agreement conform to the terms hereof and/or the terms of the Solicitation Documents, if applicable. TRUST shall make available to the City all reasonable facilities and assistance to facilitate the performance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in accordance with, the provisions of Section 18-55.2 of the Code of the City of Miami,' Florida, as same may be amended or supplemented, from time to time. 2 93- 940 g, AWARD OF AGREEMENT: TRUST represents and warrants to the City that it f has not employed or retained any person or company employed by the City to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Agreement. 9, PUBLIC RECORDS: TRUST understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City contracts, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable law. TRUST's failure -or refusal to comply with the provisions of this section shall result in the immediate cancellation of .this Agreement by the City. 10. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS: TRUST understands that agreements between private entities and local governments are subject to certain laws and regulations, including but not limited to laws pertaining to public records, conflict of interest and record keeping. City and TRUST agree to comply with and observe all applicable laws, codes and ordinances as the may be amended from time to time. 11. INDEMNIFICATION: Subject to the provisions and limitation of Section 768.28, Florida Statutes, and to the extent permitted by Florida Statutes, TRUST shall indemnify, defend and hold harmless the City and its officials, employees and agents (collectively referred to as "Indemnitee") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "Liabilities") by reason of any injury to or death of any person or damage to or destruction or loss of any property arising out of, resulting from, or in connection with (i) the performance or non- performance of the Services contemplated by this Agreement which is or is alleged to be directly or indirectly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive) of TRUST or its employees, agents or subcontractors (collectively referred to as "TRUST"), regardless of whether it is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default or negligence (whether active or passive) of the Indemnitees, or (ii) the failure of the TRUST to comply with any of the paragraphs herein or the failure of the TRUST to conform to statutes, ordinances or other regulations or requirements of any governmental authority, federal or state, in connection with the performance of this Agreement. TRUST expressly agrees to indemnify and hold harmless. the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of TRUST, or any of its subcontractors, as provided above, for which the TRUST's liability to such employee or former employee would otherwise be limited to payments under state Workers' Compensation or similar laws. TRUST further agrees to indemnify, defend and hold harmless the Indemnitees from and against (i) any and all Liabilities imposed on account of the TRUST's violation of any law, ordinance, order, rule, regulation, condition, or requirement, in any way related, directly or indirectly, to TRUST's performance hereunder, compliance with which is left by this Agreement to the TRUST, and (ii) any and all claims, liens and/or suits for labor and materials tiirnished by the TRUST or utilized in the performance of this Agreement. P?3-- 940 Nothing herein shall be interpreted to be a waiver of sovereign immunity afforded to the TRUST and as set forth in Section 768.28, Florida Statutes. 12. DEFAULT: If TRUST fails to comply with any term or condition of this Agreement, or fails to perform any of its obligations hereunder, then TRUST shall be in default. Upon the occurrence of a default hereunder the City, in addition to all remedies available to it by law, may immediately, upon written notice to TRUST, terminate this Agreement whereupon all payments, advances, or other compensation paid by the City to TRUST while TRUST was in default shall be immediately returned to the City. TRUST understands and agrees that terrrtination,of this Agreement under this section shall not release TRUST from any obligation accruing prior to the effective date of termination. 13. [INTENTIONALLY OMITTED] 14. TERMINATION RIGHTS: A. Either party shall have the right to terminate this Agreement, at any time, by giving at least 60 days prior written notice of termination to the other party. Notice must be by certified mail, return receipt requested, to the party and address specified in this Agreement. Notice is effective upon receipt. In such event, the City shall pay to TRUST compensation for services rendered and expenses incurred prior to the effective date of termination. In no event shall the City be liable to TRUST for any additional compensation, other than that provided herein, or for any consequential or incidental damages. B. The City shall have the right to terminate this Agreement, without notice to TRUST, upon the occurrence of an event of default hereunder. In such event, the City shall not be obligated to pay any amounts to TRUST and TRUST shall reimburse to the City all amounts received while TRUST was in default under this Agreement. 15. INSURANCE: The TRUST is a state agency as defined in Section 768.28(2), Fla. Stat. The Trust represents and wan -ants to the City that it is self insured for liability, both public and property, and Workers Compensation coverages, as set forth under Sections 768.28 and 440, Fla. Stat. The TRUST agrees to provide to the City a certificate of coverage upon execution of this Agreement. 16. CONFLICT OF INTEREST: A. TRUST is aware of the conflict of interest laws of the City of Miami (Miami City Code Chapter 2, Article V), Dade County, Florida (Dade County Code, Section 2-11.1 et. se ) and of the State of Florida as set forth in the Florida Statutes, and agrees that it will fully comply in all respects with the terms of said laws and any future amendments thereto. B. TRUST covenants that no person or entity under its employ, presently exercising any functions or responsibilities in connection with this Agreement, has any personal financial interests, direct or indirect, with the City. TRUST further covenants that, in the performance of this Agreement, no person or entity having such conflicting interest shall be utilized in respect to services provided' hereunder. Any such conflict of interest(s) on the part of TRUST, its employees or associated persons, or entities must be disclosed in writing to the City. 17. NONDISCRIMINATION: TRUST represents and warrants to the City that TRUST does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with TRUST's performance under this Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin. TRUST further covenants that no otherwise qualified individual shall, solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 18. MINORITY AND WOMEN BUSINESS AFFAIRS AND PROCUREMENT PROGRAM: The City has established a Minority and Women Business Affairs and Procurement Program (the "M/WBE Program") designed to increase the volume of City procurement and contracts with Blacks, Hispanic and Women -owned business. The M/WBE Program is found in Ordinance No. 10062, a copy of which has been delivered to, and receipt of which is hereby acknowledged by, TRUST. TRUST understands and agrees that the City shall have the right to terminate and cancel this Agreement, without notice or penalty to the City, and to eliminate TRUST from consideration and participation in future City contracts if TRUST, in the preparation and/or submission of the Proposal, submitted false of misleading information as to its status as Black, Hispanic and/or Women owned business and/or the quality and/or type of minority or women owned business participation. 19. ASSIGNMENT: This Agreement shall not be assigned by TRUST, in whole or in part, without the prior written consent of the City's, which may be withheld or conditioned, in the City's sole discretion. 20. NOTICES: All notices or other communications required under this Agreement shall be in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return receipt requested, addressed to the other party at the address indicated herein or 10 such other address as a party may designate by notice given as herein provided. Notice shall be deemed given on the day on which personally delivered; or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. TO TRUST: President, Public Health Trust Jackson Memorial Hospital 1611 NW 12'hAvenue Miami, Florida 33136 21. MISCELLANEOUS PROVISIONS: TO THE CITY: City Manager City of Miami 444 S.W. 2nd Avenue, IO'h Floor Miami, Florida 33130 A. This Agreement shall be construed and enforced according to the laws of the State of Florida. o 3 - i B. Title and paragraph headings are for convenient reference and are not a part of this Agreement. C. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. D. Should any provision, paragraph, sentence, word or phrase contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida or the City of Miami, such provision, paragraph, sentence, word or phrase shall be deemed modified to the extent necessary in order to I conform with such laws, or if not modifiable, then same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect -or limitation of its use. E. This Agreement constitutes the sole and entire agreement between the parties hereto. No modification or amendment hereto shall be valid unless in writing and executed by property authorized representatives of the parties hereto. F. It is further provided that in no event shall the agents, contractors, officers, servants or employees of the CITY or the Village of Key Biscayne be considered to be agents, officers, servants or employees of the TRUST. G. It is further provided that in no event shall the agents, contractors, officers, servants or employees of the TRUST be considered to be agents, officers, servants or employees of the CITY or the Village of Key Biscayne. 22. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties hereto, and their successors, or assigns. 23. INDEPENDENT CONTRACTOR: TRUST has been procured and is being engaged to provide services to the City as an independent contractor, and not as an agent or employee of the City. Accordingly, TRUST shall not attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded classified or unclassified employees. TRUST further understands that Florida Workers' Compensation benefits available to employees of the City are not available to TRUST, and agrees to provide workers' compensation insurance for any employee or agent of TRUST rendering services to the City under this Agreement. 24. CONTINGENCY CLAUSE: Funding for this Agreement is contingent on"the availability of funds and continued authorization for program activities and the Agreement is subject to amendment or termination due to lack of funds, reduction of funds and/or change in regulations, upon sixty (60) days notice. 25. REAFFIR IATION OF REPRESENTATIONS: TRUST hereby reaffirms all of' the representations contained in the Solicitation Documents. NJ 3 — 940 6 26, ENTIRE AGREEMENT: This instrument and its attachments constitute the sole and only agreement of the parties relating to the subject matter hereof and correctly set forth the rights, duties, and obligations of each to the other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. 27, COUNTERPARTS: This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute one and the same agreement. 28. APPROVAL BY THE OVERSIGHT BOARD: The State of Florida has appointed an Emergency Financial Oversight Board (the "Oversight Board") which is empowered to review and approve all pending City of Miami contracts. As a result, contracts shall not be binding on the City until-suclrtime as they have been approved by the Oversight Board. Attestation of the City Manager's signature by the City Clerk shall constitute evidence of its approval by the Oversight Board. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. 03- 940 7 ATTEST: ATTEST: Print Name: Mark B. Blank Title: Secretary, Board of Trustees VILARELLO v APPROVED BY MIAMI-DADE COUNTY ATTORNEY AS TO FORM AND -LEGAL SUFFICIENCY e�By: Assistant County Attorn Date: O/ Zs j ? g ••City?1 CITY OF MI M11, a municipal corporatio By:� Donald H. Warshaw, City Manager "TRUST" Public Health Trust of Miami -Dade County, Florida, an agency and instrumentality of Miami -Dade County, Florida PrintNe: Ira C. Clark Title: president APPROVED AS TO INSURANCE REQUIREMENT - . ,r MARIO SOLDEVILLA Risk Management, Administrator APPROVED FOR SUFFICIENCY AS TO INSURANCE AND/OR LIABILITY BY THE ADMINISTRATOR, RISK MANAGEMENT, JACKSON MEMORIAL HOSPITAL By: A nistrat r D e: / This Agreement was authorized and approved by the Board of Trustees of the Public Health Trust of Miami -Dade County, Florida, pursuant to Trust Resolution No. PHTT o 4/ 8 ;jS- 940 ATTACHMENT "A" MEDICAL DIRECTOR'S CONTRACT TRUST shall provide medical direction services under a three (3) tier system as follows: Tier 1. Medical Director: TRUST shall designate an individual who will act as Medical Director and who shall have the following responsibilities: • Supervise and accept direct responsibility for the medical performance of the City's paramedics and emergency medical technicians (EMT's), as required in Florida Statute §401; • Select the physicians described in Tier 2 and Tier 3 for 24 hour on-line medical control; • Ensure the satisfactory performance of Tier 2 and Tier 3 physicians; • Bar from further participation in the performance of medical direction services any lower tier physicians who fail to perform in a manner commensurate with the expectations of the City upon appropriate notice from the City; • Develop and sign medically correct standing orders (treatment protocols) for ALS and BLS care, and medically -related policies and procedures, and subsequently review such policies and procedures to ensure correctness at least every 2 years; • Be available (or designate an alternate physician during periods of unavailability) 24 hours a day, 365 days a year, to answer system questions of an emergent or immediate nature that are beyond authority of the Tier 2 and Tier 3 physicians; • Direct and participate as a member of the City's Quality Management Program (QMP). Such participation will require attendance at a minimum of 40 meetings per year (average duration is 2 hours); • Participate as a member of the Medical Priority Dispatch System's (MPDS) Steering Committee, and attend its meetings. MPDS Committee has 4-6 meetings per year, each with an average duration of 2-3 hours; • Direct the City's MPDS Quality Assurance Program (QAP) which monitors the dispatching of EMS units; • Attend and actively participate in a majority of the State of Florida's Quarterly EMS Meetings, particularly those meetings regarding the development of State policies and procedures, legislation and proposed legislation review, etc. Issue a report to the City on issues relevant to it; • Participate in an ongoing program of Protocol Testing of all system paramedics; • Participate in the Infection Control Program and aid in the development of the program's policies and procedures; • Provide prescriptions and authorization for all medications and medical equipment, including controlled substances; • Obtain a Drug Enforcement Agency (DEA) license for a City of Miami's Department of Fire - Rescue location to be identified at later date; • Develop and revise, when necessary, Trauma Transport Protocols to comply with the State of Florida requirements; • Evaluate and approve continuing education hours for re -certification of paramedics, EMTs, and Emergency Medical Dispatchers (EMD's); 03- 940 9 Consult with Department on medically -related issues for EMS personnel (e.g. policy development on issues such as Dive Team or Hazardous Materials Team medical evaluations) , on an as needed basis; and Perform such other duties as may be negotiated or required. Duties relating to the Village of Key Biscayne: The Village of Key Biscayne receives its Medical Direction Services from the City of Miami. Therefore, the Medical Director shall have additional responsibilities relating to the needs of the Village of Key Biscayne's Department of Fire -Rescue. The Medical Director must perform all services to Key Biscayne in the same manner as provided to the City in addition to the following responsibilities: • Review 100% of ALS incidents (report review and crew remediation if necessary) and completion of the Quality Assurance Form; Review 25% of all BLS incidents (report review and crew remediation if necessary); • Meet monthly with EMS Captain (2 hours per month); • Meet bi-annually with the Deputy Fire Chief (2 hours each meeting); • PubIish a quarterly newsletter; and Work with department on the development of new programs (approximately 2 hours per month). Minimum Qualifications for Medical Director: The Medical Director must satisfy the following minimum requirements: • Florida licensed M.D. or D.O. • Board certified or Board qualified in Emergency Medicine preferred, or Board certified or Board qualified in Internal Medicine or Family Practice with a minimum of 2 years experience as a physician in an Emergency Department in the past 5 years. • Advanced Cardiac Life Support (ACLS) and Advanced Trauma Life Support (ATLS) TRUST certification, with instructor certification in at least one of them. • Primary residence and work location within standard portable radio range of the City. • Education or experience in EMS education. • Minimum 2 years experience as an EMS Medical Director in the State of Florida. • DEA licensed for Schedule II, IV, and V controlled substances. . - - Tier 2. Primary Response Physicians' Group: The responsibilities of the Primary Response Physicians' Group are as follows: • Report to the Medical Director; • Monitor"City of Miami Medical Channel radio traffic on a 24 hour per day, 365 days per year basis, either through direct radio response to each EMS call (no matter what the destination hospital), or by monitoring the Tier 3 physicians response. Tier 2 Physicians shall have responsibility to immediately override any advice given by Tier 3 physicians that is not in accord with departmental protocols; �, • Act in accordance with City EMS protocols, and medical policies and procedures; • Maintain a current knowledge of City EMS protocols and medical policies and procedures to the satisfaction of the Medical Director; • Ride with an EMS crew for a minimum of 4 hours prior to assumption of duties; • Train with the Medical Director for the period designated by the Medical Director prior to assumption of duties; 10 Mj3-- 940 • Develop knowledge in the operation of the City's EMS system prior to assumption of duties; and • Develop knowledge of the City's EMS protocols (standing orders) prior to assumption of duties. Minimum Qualifications of the Primary Response Physicians' Group: The Primary Response Physicians must satisfy the following minimum requirements: • Florida licensed M.D. or D.O. • Advanced Cardiac Life Support (ACLS) Grantee. • Active medical staff privileges at a hospital, within the corporate limits of the City of Miami. Tier 3: First Response Radio Physician Group: The responsibilities of First Response Radio Physician Group are as follows: • Monitor and respond to City of Miami Medical Channel radio traffic on a 24 hour per day, 365 days per year basis, with medically appropriate orders, and be available by radio to on - scene EMS personnel as a resource for treatment and/or transportation questions of an immediate nature; • Train with the Medical Director prior to assumption of duties; • Be available during a tour of duty at a hospital within the jurisdiction of the City of Miami to answer questions from, and interact with, our EMS crews in reference to their duties; • Maintain a current knowledge of City EMS protocols and medical policies and procedures to the satisfaction of the Medical Director; • Develop knowledge in the operation of the City's EMS system prior to assumption of duties; and • Develop knowledge in the City's EMS protocols (standing orders) prior to assumption of duties. Minimum Qualifications of First Response Radio Physician Group: The First Response Radio Physicians must satisfy the following minimum requirements: _ _ • Active medical staff privileges, if individually licensed, or residency in good standing with an accredited training program, at a hospital within the corporate limits of the City of Miami • M.D. or D.O. with either an individual Florida Medical License or licensed under a hospital license for physicians in an accredited residency training program. Physicians in residence must have entered their 2nd year of residency. OTHER DUTIES: In addition to the foregoing, TRUST shall have the responsibility to: • Remunerate the Medical Director and the physicians described in Tier 2 and Tier 3; • Schedule Tier 2 and Tier 3 physicians to ensure adequate coverage, and, prior to the 1" of every month, supply the City with a work schedule of the Tier 2 physicians for that month; • Document and supply education, training, and quality management for all physicians described in Tier 2 and Tier 3; and • Provide such other administrative support, including office space, to Medical Director as may be required to perform the medical direction services. J3- To the extent appropriate, to provide legal services as may be required by the Medical Director in the performance of his/her responsibilities. 93- 940 12 Arl'ACHMENT "B" MEDICAL DIRECTOR'S CONTRAcr The City shall have the responsibility to: • Ensure that all paramedical and Emergency Medical Technician personnel assigned to advanced life support vehicles will be approved by the Medical Director and the Fire Department; • Provide the Medical Director a list of equipment carried on the advanced life support vehicles which shall be in accordance with the equipment required by regulations of the Department of Health and Chapter 401 of the Florida Statues; • Carry said equipment on all EMS vehicles used. In the event the Medical Director determines that the equipment listed does not meet the requirements of the regulations, the City agrees that it will immediately take the necessary action to bring the equipment carried on the advanced life support vehicles into compliance with the regulations; • To support the Medical Director by providing the personnel (paramedics, EMT's EMD's), to support protocol development and review in conjunction with the Medical Director, and to provide Quality Assurance review in each division in keeping with regulations of the Department of Health, Florida Administrative Code 64E-2, and Florida Statute 401. Necessary support positions include those of a full-time Paramedic Instructor, of two full-time Quality Management Officers, and of sufficient part-time training personnel to provide a total of an additional twenty-four hours per week of medical educational support. In addition a full-time Quality Assurance Officer for Emergency Medical Dispatch must be assigned, and sufficient part-time personnel for Quality Assurance reviews, dispatcher education, and other requirements to meet national certification standards of the Medical Priority Dispatch System. Assignment of specific support personnel is subject to the approval of the Medical Director. - Provide and maintain a radio communication system that assures effective and uninterrupted radio communication capability between EMS personnel and the designated radio physician. Provide legal services, to the extent appropriate, as may be required by the Medical Director in the performance of his/her responsibilities. 13 o3- 940 CONTRACT REVIEW AND ANALYSIS FORM ATTACH SUPPORTING DOCUMENTS DATE: December 1, 1999 DEPARTMENT/DIVISION: Fire -Rescue CONTACT PERSON/CONTACT NUMBER: Maurice L. Kemp, 4U -1U'.03, Carol Kelsey, 416-1651 CONTRACTING ENTITY: Jackson Memorial Hospital Public Health Trust RESOLUTION NUMBER: R-98-921 BID/PROJECT NUMBER: (IF APPLICABLE) BUDGETARY INFORMATION: Are funds budgeted? X YES 0 NO If yes, TOTAL DOLLAR AMOUNT: $119,914 annually X❑ EXPENSE ❑ REVENUE SOURCE OF FUNDS: CIP Project No. ACCOUNT CODE(S): 001000.280501.6.260 If grant funded, is there a City match requirement? ❑ YES ❑ NO AMOUNT: N/A Are matching funds Budgeted? ❑ YES ❑ NO Account Code(s): TERMS OF CONTRACT: Effective Date: 'Escalating Clause, if any: Contract Period (s): 3 years with otr for 2 each 2 -year periods Penalties, (if any), for termination: Payment terms: If grant funded, list restrictions/requirements, if applicable: SUMMARY/DESCRIPTION OF CONTRACT OR AGREEMENT Is this an extension? ❑ YES X NO If YES, actual expenditures in previous contract Year $ Contract with Jackson Memorial Hospital Public Health Trust to provide services in connection with the Emergency Medical Services provided by the Emergency Response Division, Fire -Rescue; including, but not limited to, providing for a Medical Director. JUSTIFICATION FOR CONTRACT OR AGREEMENT (Include why it is needed, consequences if not authorized or approved and time constraints, if any.) Florida Statutes mandate that any emergency medical service system which employs or utilizes paramedics to perform advanced life support procedures shall employ or contract with a medical director. Approval is requested to provide this service in compliance with Florida Statutes. - METHOD OF PURCHASE (If applicable) ❑ Telephone quotes ❑ Single Purchase ❑ Written quotes ❑ Short -Term Contract ❑ Negotiated Purchase ❑ Term of Contract ❑ Sole Source (include documentation) ❑ Lease (Type: ) ❑ Bid Waiver (include documentation) ❑ Other ❑ Formal Bid/Proposal (include bid tabulation/proposal ranking) PREVIOUS AWARDS OF BIDS (IF APPLICABLE) From most recent: 1) 2) 3) APPROVAL: / w- • . DATE: nL4/A , &--V, 1h.A4­J6­- APPROVAL: C/C DATE: 4 Z//_ /� tna ci i%_ht Board —%—l%~ .;3 040 r