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medaphis
SERVICES AGREEMENT
OR
PROFESSIONAL SERVICES AGREEMENT
This Agreement is entered into this q:" day of r:/ry4t . 199 y by and
between the City of Miami, a municipal corporation of the State of Florida ("City") and
Medaphis Physician Services Corporation, a Florida corporation ("Provider").
RECITALS
The Commission of the City of Miami. by Resolution No. `19 -g, adopted
on (.114i .y / 3 , 1991_, approved the selection of Provider for the provision of the EMS
Billing and Collection Services ("Services"), 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, Provider 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 for three (3) years commencing on
SilOrernbcf 20 , 1999 (the "Effective Date") and ending on r.pi rn be r / 9 , 2002. The
City may renew this Agreement, at its sole option, under the same terms and conditions as set
forth hereunder for two additional one (1) year terms.
3. Bank Account. A lockbox and bank account will be maintained in the name of Client at a
bank designated by Client. If Client so instructs, all cash receipt. ' ill be deposited into the
lockbox and/or bank account by Medaphis and all payments will be directed either to the
2840 Mt. Wikinson Parkway
Suite 300
ala
Iockbox or he bank account. Medaphis will have no ownership rights in the Iockhux or hunk
account and will have no right to negotiate or assert ownership rights in and to checks made
payable to Client. Client will be responsible for all fees associated with such lockbox and/or
bank account. Client reserves the right to modify or revoke such arrangements at any time.
4. SCOPE OF SERVICES:
24.. Commencing on the date hereof, Provider agrees to provide the Services as
specifically described, and under the special terms and conditions set forth in Attachment
"A" hereto, which by this reference is incorporated into and made a part of this Agreement.
The City shall, on a timely basis, and in a format mutually acceptable to both parties, provide
the information necessary for Provider to perform such services in an efficient manner as set
forth in Attachment "A" to this Agreement ("City Responsibilities"). During the term of this
Agreement, Provider will be the sole provider to City of all of the Services identified in
Attachment "A" to this Agreement.
B. Provider represents and warrants to the City that: (i) it possesses all
qualifications, licenses and expertise required for the performance of the Services; (ii) it is
not delinquent in the payment of any sums due the City, including payment of permit fees,
occupational licenses, etc., nor in the performance of any obligations to the City, (iii) all
personnel assigned to perform the Services are and shall be, at all times during the term
hereof, fully qualified and trained to perform the tasks assigned to each; and (iv) the Services
will be performed in the manner described in Attachment "A".
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5. CON11'ENSATION:
A. The amount of compensation payable by the City to Provider shall be based on the rates
and schedules described in Attachment "B" hereto, which by this reference is incorporated
into and made a part of this Agreement.
B. Unless otherwise specifically provided in Attachment "B", payment shall be made within
thirty (30) days after receipt of Provider's invoice, which shall be accompanied by sufficient
supporting documentation and contain sufficient detail, to allow a proper audit of
expenditures, should City require one to be performed.
6. OWNERSHIP OF DOCUMENTS: Provider agrees not to disclose to anyone
other than City any information about City of any of City's patients received in the course of
performing the Services, except as required to bill charges or otherwise legally required.
Notwithstanding the preceding sentence, City agrees that Provider may use City information,
(except electronic responses regarding patient eligibility for participation as a beneficiary in
the Medicare program) for research and statistical compilation purposes, so long as the City
and patient identifying information is kept confidential in accordance with applicable law.
City acknowledges that the software employed by Provider in performing the Services (the
"Software") is confidential and that Provider is the sole owner or license .of the Software.
City agrees not to disclose to anyone the Software, or any information of Provider, except as
legally required. City agrees m execute any additional documentation that may be required
by Provider or any such software licensor in connection with or as may be reasonably
required for the performance of the Services and acknowledges that, if it is unwilling or
unable to sign such additional documentation, Provider may terminate this Agreement on
thirty (30) days written notice to the City.
Provider understands and agrees that any information. document. report or an v other
material whatsoever which is given by the City to Provider is and shall at all times remain the
property of the City. Provider 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, except as required for the
performance of the Services or as otherwise legally required.
7. AUDIT AND INSPECTION RIGHTS:
A. The City may, at reasonable times, at City's sole expense, and for a period of up to three
(3) years following the date of final payment by the City to Provider under this Agreement,
audit , or cause to be audited, those books and records of Provider which are related to
Provider's performance under this Agreement. Provider 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. City agrees that, if it engages independent auditors
("Auditors"), the Auditors shall not be employed by or in any manner affiliated with any
entity that performs services substantially similar to any of the Services identified on
attachment A of this Agreement. Prior to performing such audits, City will cause the
Auditors to execute an agreetnent to maintain the confidentiality of any information they may
receive about this Agreement, the Software, Provider's business practices, or any other trade
secrets or confidential information of Provider, subject to Florida's Public Records law, such
agreement to be in a mutually satisfactory form and substance. City agrees that such audit
will be conducted at such times and in such a manner so as to avoid undue disruption of
Medaphis' operations.
B. The City may, at reasonable times during the term hereof, inspect Provider's facilities and
perform such tests, as the City deems reasonably necessary, to determine whether the goods
or services required to be provided by Provider under this Agreement conform to the terms
hereof. Provider 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.
8. AWARD OF AGREEMENT: Provider represents• and warrants to the City that it 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: Provider 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
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public to all documents subject to disclosure under applicable law. Provider's failure or
refusal to comply with the provisions of this section shall result in the immediate cancellation
of this Agreement by the City.
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10. COMPLIANCE WITH PROGRAM REQUIREMENTS AND FEDERAL. STATE
AND LOCAL LAWS: Provider shall also comply ,vith and observe all applicable federal.
state and local laws, rules, regulations, codes and ordinances, as the may be amended from
time to time.
11, INDEMNIFICATION: Provider shall indemnify, defend and hold harmless the City and
its officials, employees and agents (collectively referred to as "Indemnities") 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 directly or indirectly caused, in whole, by any act,
omission, default or negligence (whether active or passive) of Provider or its employees,
agents or subcontractors (collectively referred to as "Provider"), or (ii) the failure of the
Provider to comply with any of the paragraphs herein or the failure of the Provider 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. Provider
expressly agrees to indemnify and hold harmless the Indemnities, or any of them, from and
against all liabilities which may be asserted by an employee or former employee of Provider,
or any of its subcontractors, as provided above, for which the Provider's liability to such
employee or former employee would otherwise be limited to payments under state Workers'
Compensation or similar laws. ',The parties hereto agree that the Provider's liability in
connection with this section of the Agreement shall be limited to the sum of the Monthly Fee
las that term is defined in Attachment B) for the period that gave rise to the less or
damage in question and the Monthly Fees of the five (5) months precedin�� said billing
period, provided. however, that Provider's total aggregate liability under this Agreement shall
not exceed the Monthly Fees paid by City to Provider during the term of this Agreement.
Provider shall in no event be liable to City for any indirect, special, or consequential losses or
damages suffered by City or any third party.
12. DEFAULT: If either party hereto fails to comply with any term or condition of this
Agreement,' or fails to perform any of its obligations hereunder, then such party shall be in
default. Upon the occurrence of a default hereunder the non -defaulting party, in addition to
all remedies available to it by law, may immediately, upon written notice to the defaulting
party, terminate this Agreement. The parties hereto understand and agrees that termination
of this Agreement under this section shall not release the defaulting party from any obligation
accruing prior to the effective date of termination. Should Provider be unable or unwilling to
commence performance of the Services within the time provided or contemplated herein,
then, in addition to the foregoing, Provider shall be liable to the City for all expenses incurred
by the City in preparation and negotiation of this Agreement, as well as all costs and
expenses incurred by the City in the re -procurement of the Services, including consequential
and incidental damages, provided that any such failure of Provider to commence the
performance of the Services within the time provided or contemplated herein is not caused by
any action or failure to act of City.
13. TERMINATION RIGHTS:
A. City and the Provider shall have the right to terminate this Agreement. by giving the oilier
party at least ninety (90) business days prior written notice. if either party deterniines, at its
sole discretion, that termination of this Agreement is in its best interest. In the event of
termination by the City it shall pay the Provider's compensation for Services rendered and
expenses incurred prior to the effective- date of termination. In no event shall the City be
liable to Provider for any additional compensation, other than that provided herein, or for any
consequential or incidental damages.
B. TERMINATION PROCEDURES
I. In the event this Agreement is terminated, for, whatever reason, City shall choose one of
the two following options as an means of transferring its accounts receivable from Provider
to another provider of billing services:
(i) Upon the effective date of termination, Provider shall cease to enter new patient
and charge data into its computer system on behalf of City, but shall (a) continue to
perform the Services on Attachment "A" to this Agreement, at the then -current rates
hereunder, for a period of ninety (90) days regarding all of City's accounts receivable
relating to City's charges for clinical procedures rendered prior to the termination date, (b)
thereafter discontinue processing City's existing accounts receivable, (c) deliver to City,
after full payment of all fees owed, a final list of accounts receivable, (d) provide
reasonable transitional services, and (e) have no further obligations to City. City may
negotiate with Provider for additional transitional services to be provided by Provider after
the date of termination at City's additional expense; or
(ii) Upon termination of this Agreement, Provider shall (a) be immediately relieved of'the
obligation to provide any further Services on behalf of City. (b) deliver to City. after full
payment of all fees owed, a final list of accounts receivable. (c) provide reasonable
transition services, and (d) have no further obligations to City. City may negotiate for
additional transitional services to be provided by Provider after the date of termination at
City's additional expense.
2. Upon termination of this Agreement, and payment of all fees owed to Provider by City,
the Provider shall return to the City, in an electronic format acceptable to the City, all
accounting information pertaining to any active accounts with an outstanding balance.
Information will include: all original medical information supplied by the City, all payment
history, all collection history, all insurance .information, and a history of all correspondence
to the account holder. City acknowledges that the Software employed by Provider in
performing the Services is confidential and that Provider is the sole owner or licensee of the
Software and all reports generated by the Software.
3. if any event beyond Provider's control, including but not limited to, material changes in:
(i) the City's receivables related to the Services, (ii) the City's payor mix, (iii) the City's
contractual reimbursements related to the Services, (iv) payor bankruptcies., (v) late charge
documentation submissions by City (documents submitted to Provider more than thirty (30)
days after the date on which the services were rendered). and/or (vi) managed care contract
disputes between payors and the City, materially adversely affects the Aggregate Net
Collection Percentage, as that term is defined in Attachment B, the Provider shall have the
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right to terminate this Agreement immediately upon written notice to the City, subject to the
terms of Section 13 C (ii) of this Agreement,
14. INSURANCE: Provider shall, at all times during the term hereof, maintain such
insurance coverage as may be required by the City. All such insurance, including renewals.
shall be subject to the approval of the City for adequacy of protection and evidence of such
coverage shall be furnished to the City on Certificates of Insurance indicating such insurance
to be in force and effect and providing that it will not be canceled during the performance of
the services under this contract without thirty (30) calendar days prior written notice to the
City. Completed Certificates of Insurance shall be filed with the City prior to the
performance of services hereunder, provided, however, that Provider shall at any time upon
request file duplicate copies of the policies of such insurance with the City.
If, in the judgment of the City, prevailing conditions warrant the provision by Provider of
additional liability insurance coverage or coverage which is different in kind, the City
reserves the right to require the provision by Provider of an amount of coverage different
from the amounts or kind previously required and shall afford written notice of such change
in requirements thirty (30) days prior to the date on which the requirements shall take effect.
Should the Provider fail or refuse to satisfy the requirement of changed coverage within thirty
(30) days following the City's written notice, this Contract shall be considered terminated on
the date that the required change in policy coverage would otherwise take effect.
15. CONFLICT OF INTEREST:
A. Provider 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. seq.) and
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of the State of Florida as set forth in the Florida Statutes. and agrees that it will full' comply
in all respects with the terms of said laws and any future amendments thereto.
B. Provider 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. Provider 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
Provider, it"s employees or associated persons, or entities must be disclosed in writing to the
City.
16. NONDISCRIMINATION: Provider represents and warrants to the City that Provider
does not and will not engage in discriminatory practices and that there shall be no
discrimination in connection with Provider's performance under this Agreement on account
of race, color, sex, religion, age, handicap, marital status or national origin.
17. 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. I0062, a copy of which has been delivered to, and receipt
of which is hereby acknowledged by, Provider. Provider 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 Provider from consideration and participation in future City contracts
if Provider, in the preparation and/or submission of the Proposal, submitted false of
medaphis
information 'as w its status as Black, Hispanic and/or Women owned business and/or the
quality and/or type of minority or women owned business participation.
18. ASSIGNMENT: This Agreement shall not be assigned by either party. in whole or in
part, without the prior written consent of the non -assigning party. which may not be
unreasonably withheld or conditioned.
19. 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 to 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 PROVIDER: TO THE CITY:
Medaphis Physician Services Corporation
2840 Mt. Wilkinson Parkway, Suite 300
Atlanta, GA 30339
ATTN: President
City of Miami •
444 S.W. 2nd Avenue, 10t Floor
Miami, FL 33130
ATTN: Marva Wiley, Esq.
20. MISCELLANEOUS PROVISIONS:
A. This Agreement shall be construed and enforced according to the laws of the State
of Florida.
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.
44000 Garfield Road
Clinton Township. Michican 48038
12 one
810/412.4000
r--OfA/It.1111M
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 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.
21. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties
hereto, their heirs, executors, legal representatives, successors, or assigns.
22. INDEPENDENT CONTRACTOR: Provider 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, Provider 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. Provider further understands that Florida
Workers' Compensation benefits available to employees of the City are not available to
Provider, and agrees to provide workers' compensation insurance for any employee or agent
of Provider rendering services to the City under this Agreement.
23. CONTINGENCY CLAUSE: Funding for this Agreement is contingent on the
availability of funds and continued authorization for program activities and the Agreement is
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subject to amendment or termination due to lack of funds, reduction of funds :uldor change
in regulations, upon thirty (30) days notice. City agrees to notify Provider immediately upon
its receipt of any notice or change in the funding authorizations for this agreement. In the
event of change in the funding authorizations for this Agreement, City agrees that Provider
shall have the right to immediately terminate this Agreement and that Provider shall (a) be
immediately relieved of the obligation to provide any further Services on behalf of City. (b)
deliver to City, after full payment of all fees owed, a final list of accounts receivable, (c)
provide reasonable transition services and (d) have no further obligation to City. City may
negotiate with Provider for additional transitional services to be provided after the date of
termination at City's additional expense.
24. 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.
25. 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.
26. 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 such time as they have been approved by the Oversight Board.
Attestation of this Agreement by the City Clerk shall constitute evidence of its approval by
the Oversight Board.
27. SPECIAL INSURANCE AND INDEMNIFICATION RIDER: Please initial if
applicable: YES: ❑ NO: E
-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.
ter Foeman, ity Clerk
ATTEST:
Print Name:
Title: Corporate Secretary
CITY OF MIAMI, a municipal corporation
By:I
Donald H. Warsh ,City Manage
MEDAPHIS PHYSICIAN SERVICES
CORPORATION, a Georgia corporation
By: .s4u., .:.aN
Print`Namo-Carlos Escobar
Title: Vice President
!z _
NcirARYPUBLIC STATE OF hacauGA1N
MACOMB COUNTY
ACTING IN:
MY COMMISSION EXP. DEC. 2S,Z 2
APPROVED AS TO INSURANCE
MARIO SOLDEVILLA
Assistant Director
Risk Management Division
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ATTACHti1ENT "A"
SCOPE OF SERVICES
(EMS)
REIMBURSEMENT MANAGEMENT SERVICES
I. City Responsibilities
Provide Provider within Minimum Information, City shall use its best efforts to:
-(a) Work with Provider to develop efficient process which minimize disruption of City's
business;
(b) On a timely basis and in a mutually acceptable format, provide the information
necessary for Provider to perform the Services in an efficient manner. Such
information should include:
(1) Patient's name, sex, date of birth, status (single, married, other)
(2) Responsible parry's name, address, telephone number, employer
(3) Insured's name (if different from patient), sex date of birth, address.
relationship to patient, insureds employer (if group policy), insureds
employer's address
(4) Name of insurance company, address, policy certificate number, group policy
number
(5) Copy of emergency registration log or daily log from record if information is
required.
(6) EMS Supplemental Report (if used)
(7) Copy of release of information and insurance assignment of benefits, upon
request by Provider
(8) HMO/PPO authorization number approval (if applicable)
(9) Copy of paid at time of service receipt (if applicable)
(10) Date of service, chief complaint, medical history and exam, treatment,
diagnosis and physician notes.
(c) Furnish andTr cause to be transmitted by mail (courier at Provider' expense) to
Provider no less than once a week, a copy of the medical record for each patient for
whom Provider provides the Services. City will work with Vendor to migrate the
records submission to an electronic process with the intent to supply records on a
daily basis.
(d) Other run sheet information if necessary.
(e) Provide access to one or more members of City's staff to answer questions regarding
claims.
(f) Notify Provider of patients who qualify for free or reduced charges services due to
financial hardship.
(g) Provide names and summary information of new personnel for initiation of payor
credentialing by Provider.
(h) Send copies of worker's compensation notification of compensable injury forms.
tih Provide Provider with City's fee schedule for entry onto Provider' system prior to the
start date of this Agreement. Provider will continue to update such tee schedule upon
written notification to Provider of any change to such fee schedule by City. •
II. Provider Services:
• ElectronicalIy enter demographic information and coding information onto the Provider
Computer System.
• Handle all accounts in accordance with generally accepted accounting principles and all
applicable laws.
• Provide fee schedule consultation.
• Bill managed care accounts in accordance with the terms of City's executed contracts. If no
contract exists, bill such account in accordance with the rules of the state in which care was
provided or, if no state rules apply, in accordance with Provider's normal business
procedures...
• Account for charts considered not billable (left without being seen, left against medical
advice, patient seen by a private physician and any non billable procedures such as a patient
recheck, etc.) These charts will become part of the reporting package, however, Provider's
fee will not apply to these voided charts.
• Receive copies of the patient's charts, check for completeness, maintain a daily log of charts
received.
• Have complete management responsibility for the billing office personnel including training
and personnel evaluation and provide documentation feedback for all new staff during first 3
months of employment.
• Accurately code each patient chart, on the basis of the information provided by City,
including ICD-9 and CPT coding, and enter demographic information and coding
information onto the Provider Computer System.
• Electronic filing with Medicare, Medicaid and Blue Shield, and other third -party payors,
where applicable.
• Electronic filing of all major insurance carriers through NEIC (National Electronics
Insurance Corporation) or other claims clearinghouse, where applicable.
• Electronic remittance from Medicare and all other carriers, where applicable.
• Mail Patient Statements/Notices/third-party pre -collection letters.
• Provide a toll -free "800" phone number to answer phone inquires concerning patient account
information.
• Respond to inquires received by mail from patients and/or third -party payors.
• Receive all payment and reimbursement notices from City's bank lock box and post
payments to the appropriate patient account.
• Manage patient refunds.
• Post all contract discounts and adjustments which are required by law or authorized by the
City.
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• Provide on -site training at City (schedule and frequency to be mutually agreed upon).
Training shall include sections on billing requirements. medical necessity for transports. and
other documentation issues required for proper billing in normal business practices.
• Provide fee schedule evaluation and development.
• Provide managed care contract review via a written synopsis.
• Provide third -party payor credentialing for all necessary provider numbers.
• Provide customized statements in group's name.
• File primary, secondary and tertiary insurance for patient and resubmit rejections and no
action accounts.
• Back-up data off system every night and store back-up tapes off -site.
• Provide weekly and monthly report, including generally accounts receivable management
and efficiency reports and statistical and trending reports. Provider, will provide clinical and
special reports requested City on an as -needed basis. City agrees to pay an additional charge
if extraordinary programming efforts are required to run a specific report not offered in
Provider' normal course of business.
•. Adapt to all government and third -party payor policy changes.
• Provide monthly management reporting to include:
■ monthly/yearly financial comparative trends by payclass and procedure
■ Revenue by vehicle
• charge and payment analysis total and by payclass
• location productivity profile and summary
• aging payment report
• Provide current knowledge of governmental regulations, third -party payor activities,
completion, economic changes and other outside influences affecting City.
• Follow up on delinquent insurance accounts
• Provide annual charge review and analysis/projections
• Provide annual impact analysis of Medicare reduction and/or participation evaluation and
recommendation.
• Maintain computer system with system generated operational reports.
• Assist in providing Skilled Nursing Facility contracting according to Medicare regulations.
DAILY LOcKBoa
• Identify the lockbox by numbering it so that it cart be separated from the City's lockbox.
• Provide a report that shows the daily lockbox activity amount that reconciles to the deposit.
These reports will be remitted to the for Finance Department and should be on CD ROM.
• Monthly report that includes arnount billed, collected, and outstanding, with an aging of 30,
60, 90, and 120 days plus.
This report should be forwarded to the Finance Department.
ATTACHMENT "B"
SERVICES FEES
A. For Services performed on a Contingency Fee Basis:
Beginning as of the date hereof, City agrees to pay Provider the Monthly Fee, billable on the first
day of each month, as set forth below:
{i)
an amount equal to six and thirty-five hundredths percent (6.35%) of the Net Collections
made by or through Provider on City's accounts receivable (other than the Prior AIR. as
defined below) for the previous month; and
(ii) an amount equal to eight and thirty-five hundredths percent (8.35%) of the Prior AIR
Gross Collections made by or through Medaphis on Client's charges for clinical
procedures rendered prior to the Effective Date (the "Prior A/R"), provided Client
provides Medaphis with the back-up documentation which substantiates or evidences the
Prior A/R.
Client acknowledges and agrees that Medaphis (i) is not responsible for, and has had no
involvement or participation in, the gathering, preparation or development of the back-up
documentation which substantiates or evidences the Prior A/R from other providers; and (ii) is
not responsible for validating or determining the accuracy of the Prior A/R or detecting or
correcting prior errors with regard to the Prior A/R. City will be responsible for all matters
related to City's business prior to the Effective Date, including, but not limited to, City's billings,
collections, third party reimbursements, accounts receivable and refunds. Any cost associated
with matters arising prior to the Effective Date will be the sole responsibility of City and is not
included in the fee to be paid to Provider under this Agreement. City agrees to indemnify and
hold Provider harmless from and against any liability, cost or expense (including reasonable
attorneys' fees) related to or arising out of matters prior to the Effective Date. All information
received from prior vendors to the City, with aging greater than 120 days shall be deemed
collection accounts and treated as such.
Net Collection means the total sum of all moneys collected by or through Provider for all clinical
service rendered by City, less amounts refunded or credited to a patient or third party payor as a
result of overpayments, erroneous payments or bad checks. Provider shall be responsible for
selecting a collection agency (Medical Account Systems) and shall negotiate all operating
standards with Medical Account Systems. All fees for collection agency activity shall be the
responsibility of the City.
Prior AIR Gross Collections means the total sum of all monies collected by or through Provider
for all clinical services rendered by City for the Prior A/R.
19 y79
Notwithstanding any term or condition of this Agreement to the contrary, Provider' fee for the
provision of Services with respect to those of the City's charges for which reimbursement Form
the Medicaid program is sought by Medaphis on Provider's behalf, will be equal to $ 9.00 per
patient encounter, regardless of the amount of the charges associated with any such encounter
and the amount of reimbursement, if any, to City for the Medicaid program with respect to such
changes.
B. Minimum Net Revenue Guarantee:
Using a lagging period of six (6) months from the date to be used for calculations, and on a
quarterly basis from the starting datel of the contract, the minimum acceptable collection rate shall
be 48% of the total gross collections. The amount may be expressed in dollars, and is calculated
as the converted dollar amount of the gross collected percentage, at the time of calculation.
Provider shall not be required to meet the standards as set forth above if an event beyond
Provider's control occurs. If Medaphis recognizes an event that may affect the Aggregate Net
Collection Percentage, the Average AIR Days, or Outstanding Receivable Target, Provider shall
immediately notify the City in writing, including an explanation as to the causes of the event, and
the expected impact to the City, including resolution recommendations. In this event, the City
and Provider shall negotiate revised performance standards.
In the event that Provider does not meet the minimum net revenue percentage for the period in
question, (not due to the events in the previous paragraph), the charges for services rendered will
decrease to five (5%) percent. The amount charged by Provider shall remain at that fixed rate
until the next calculation period, when, if performance standards are achieved, the fees for
services rendered shall return to the "original quoted amount of 6.35% of Net Collected.
In the event that Provider achieves collection rates greater than forty-eight (48%) of the Gross
Collected, the following fees shall apply:
51 -55%
> 56%
6.85% (an additional .5%)
7.35% (an additional .5%)
C. Additional Fees:
For Pre -collection Services: In addition to the Monthly Fee, City will remit to Provider charges
of S 1.00 per letter for Pre -collection Letters sent on City's behalf during the previous month.
A "Pre -collection Letter" is a correspondence to a debtor prepared under a contract with a
collection agency or law firm, which threatens further collection efforts by a collection agency or
law firm.
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