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HomeMy WebLinkAboutEMS University Affiliation Agreement ToFH - signedAFFILIATION AGREEMENT THIS AFFILIATION AGREEMENT (“Agreement”) is made and entered into by and between EMS University, (hereafter referred to as “E.M.S.U.”), and the Town of Fountain Hills, and Arizona municipal corporation (hereafter referred to as “Entity”). RECITALS WHEREAS,this contract shall pertain to E.M.S.U.’s EMT and Paramedic training program to be offered to its students. WHEREAS,E.M.S.U. offers a certificate, diploma, or degree program for its students enrolled in its program. WHEREAS, Entity operates a comprehensive ambulance service whose service area is entitled below as (“Service Area”) and is licensed in the State of Arizona. WHEREAS, E.M.S.U. desires to provide to its students a learning experience through the application of knowledge and skills in actual client-centered situations in the Entity Service area. WHEREAS, Entity has agreed to make service area available to E.M.S.U. for such purposes. NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties hereby agree as fallows: 1.RESPONSIBILITIES OF E.M.S.U. 1.1 Clinical and/or Vehicular Program. E.M.S.U. shall be responsible for the implementation and operation of the clinical and/or vehicular component of its program (EMT and/or Paramedic training) at Service area (the “Program”), which shall be approved in advance by Entity Such responsibilities shall include, but not be limited to, the following: 1.1.1 Orientation of students to the clinical and/or vehicular experience at Service area; 1.1.2 Provision of classroom theory and practical instruction to students prior to their clinical and/or vehicular assignments at Service area; 1.1.3. Preparation of student/client assignments and rotation plans for each student and coordination of same with Entity; EMS University Page 1 of 8 Affiliation Agreement 1.1.4 Continuing oral and written communication with Entity regarding student performance and evaluation, absences and assignments of students, and other pertinent information; 1.1.5 Supervision of students and their performance; 1.1.6 Participation with the students in Entity quality assurance and related programs; and 1.1.7 Performance of such other duties as may from time to time be agreed to between E.M.S.U. and Entity. 1.2 Program Participant Statements. E.M.S.U. shall require all students, faculty, employees, agents and representatives of E.M.S.U. participating in the Program (collectively “Program Participants”) to sign a Statement of Responsibility in the form attached hereto as Exhibit A, and a Statement of Confidentiality in the form attached hereto as Exhibit B. 1.3 Insurance. E.M.S.U. shall maintain for itself and shall provide to Program Participants appropriate general and professional liability insurance coverage in the amounts of at least $1,000,000 per occurrence and $3,000,000 in the aggregate, with insurance carriers or self insurance programs approved by Entity, in accordance with the Entity’s bylaws, rules or regulations. 1.4 Health of Participants.E.M.S.U. shall provide to Entity satisfactory evidence that each Program Participant is free from contagious disease and does not otherwise present a health hazard to Entity clients, employees, volunteers or guests prior to his or her participation in the Program. Such evidence shall include without limitation the results of a 2-step tuberculin skin test (or chest x-ray); physical examination; and evidence of immunity from rubella, rubeola, and measles;, and hepatitis B within six (6) months of the Program start. Program Participant shall be responsible for arranging the Program Participant’s medical care and treatment, if necessary, including transportation in case of illness or injury when participating in the Program at the service area. In no event shall Entity be financially or otherwise responsible for said medical care and treatment. 1.5 Dress Code; Breaks.E.M.S.U. shall require the students to dress in accordance with dress code and personal appearance standards approved by E.M.S.U. Students shall be required to maintain and present ID verifying that they are a student with E.M.S.U. for compliance purposes. Such standards shall be in accordance with Entity’s standards regarding the same. All Program Participants shall pay for their own meals at Service area. EMS University Page 2 of 8 Affiliation Agreement 1.6 Performances of Services.All faculty provided by E.M.S.U.shall be duly licensed,certified or otherwise qualified to participate in the Program at Service area.E.M.S.U.shall have a specifically designated staff for the performance of the services specified herein.E.M.S.U.and all Program Participants shall perform their duties and services hereunder in accordance with all relevant local,state,and federal laws and shall comply with the standards and guidelines of the applicable accrediting bodies and the bylaws,rules,and regulations of the Entity and any rules and regulations of the E.M.S.U.as may be in effect from time to time.Neither E.M.S.U.nor any Program Participant shall interfere with or adversely affect the operation of Entity,Service area or the performance of services therein. 1.7 OSHA Compliance.E.M.S.U.shall be responsible for the compliance by Program Participants with the final regulations issued by the Occupational Safety and Health Administration governing employee exposure to blood borne pathogens in the workplace under Section VI(b)of the Occupational Safety and Health Act of 1970,which regulations became effective March 6,1992 ,and as may be amended responsibility as the “employer”to provide all employees with (1)information and training about the hazards associated with blood and potentially infectious materials (2)information and training about the protective measures to be taken to minimize rick of occupational exposure to blood borne pathogens (3)training in the appropriate actions to take in an emergency involving exposure to blood and other potentially infectious material,and (4)information as to the reason the employee should participate in the hepatitis B vaccination and post-exposure evaluations and follow-up.E.M.S.U.’s responsibility with respect to the Regulations also shall include the provision of the hepatitis B vaccination in accordance with the Regulations. 1.8 Compliance.When required by the Entity or Service area,E.M.S.U. represents and warrants to Entity or Service area that background and drug screening has been performed on Faculty or Program Participants prior to their admittance to the Service area.When such requirements by the Entity or Service area exist,the specific requirements will be detailed in an Addendum to the Agreement. 2.RESPONSIBILITIES OF Entity. 2.1 Entity shall accept the students assigned to the Program by E.M.S.U.and cooperate in the orientation of all Program Participants to Entity.Entity shall provide the opportunities for such students,who shall be supervised by E.M.S.U.and Entity,to observe and assist in various aspects of the Program’s learning objectives.Entity shall coordinate E.M.S.U.’s rotation and assignments schedule with its own schedule and those of other EMS University Page 3 of 8 Affiliation Agreement educational institutions.Entity shall at all times retain ultimate control of the Entity and responsibility for client care. 2.2 Upon the request of E.M.S.U.,Entity shall assist E.M.S.U.in the evaluation of each Participant’s performance in the Program.However, E.M.S.U.shall at all times remain solely responsible for the evaluation and grading of Program Participants. 3.MUTUAL RESPONSIBILITIES.The parties shall cooperate to fulfill the following mutual responsibilities. 3.1 Students shall be treated as trainees who have no expectation of receiving compensation or future employment from Entity or E.M.S.U. 3.2 Any courtesy appointments to faculty or staff by either E.M.S.U.or Entity shall be without entitlement of the individual to compensation or benefits for the appointed party. 4.WITHDRAWAL OF PROGRAM PARTICIPANTS. 4.1 Entity may immediately remove from the premises any student (a)who poses an immediate threat or danger to personnel or to the quality of medical services,(b)who is listed or has been listed by a federal Entity as suspended,excluded,barred or sanctioned by any federal or state Entity (c)who has been convicted of any offense related to health care,or (d) who engages in unprofessional behavior. 4.2 Entity may request E.M.S.U.to withdraw or dismiss a student or other Program Participant from the Program at Service area when his or her clinical and/or vehicular performance is unsatisfactory to Entity or his or her behavior,in Entity’s discretion,is disruptive or detrimental to Entity or its clients.In such event,said Program Participant’s participation with the Service area will immediately cease. 5.INDEMNIFICATON. E.M.S.U.agrees to indemnify and hold harmless the Entity from and against any and all liability for personal injury,including injury resulting in death,or damage to property or both,resulting directly or indirectly from the acts and/or omissions of its students.Entity agrees to indemnify and hold harmless E.M.S.U.against any and all liability for personal injury,including injury resulting in death,or damage to property,or,both resulting directly or indirectly from the acts and/or omissions of its employees. 6.INDEPENDENT CONTRACTOR. EMS University Page 4 of 8 Affiliation Agreement The parties herby acknowledge that they are independent contractors,and neither the E.M.S.U.nor any of its agents,representatives,students or employees shall be considered agents,representatives,students or employees of Entity.In no event shall this Agreement be construed as establishing a partnership or joint venture or similar relationship between the parties hereto.E.M.S.U.shall be liable for its own debts,obligations,acts and omissions,including the payment of all required withholding,social security and other taxes or benefits.The provisions of the Article shall survive expiration or other termination of this Agreement regardless of the cause of such termination. 7.NON-DISCRIMINATION. There shall be no discrimination on the basis of race,national origin,religion, creed,sex,age,veteran status,or handicap in either the selection of students for participation in the program,or as to any aspect of the clinical and/or vehicular training;provided however,that with respect to disability,the disability must not be such as would,even with reasonable accommodation,in and of itself preclude the student’s effective participation in the Program. 8.CONFIDENTIALITY. E.M.S.U.and all Program Participants shall keep all health-related information strictly confidential and shall at all times comply with all applicable federal and state laws regarding the confidentiality of health-related information.Further, E.M.S.U.and all Program Participants agree to keep strictly confidential and hold in trust all third party information.E.M.S.U.shall not disclose the terms of this Agreement to any person who is not a party to this Agreement,confidential information or of the terms of this Agreement shall be a material breach of this Agreement and shall provide Entity with the option of pursuing remedies for terminating this Agreement upon written notice to E.M.S.U.The provisions of this Article shall survive expiration or other termination of this Agreement regardless of the cause of such termination. 9.TERM;TERMINATION. 9.1 The term of this Agreement shall be in perpetuity,commencing on the date of the latest signature by the parties. 9.2 Except as otherwise provided herein,either party may terminate this Agreement at any time without cause upon at least thirty (30)days’prior written notice,provided that all students currently enrolled in the Program at the time of notice of termination shall be given the opportunity to complete their clinical and/or vehicular Program at Entity,such completion not to exceed three (3)months unless otherwise specified per a Program-specific addendum to the Agreement. EMS University Page 5 of 8 Affiliation Agreement 10.ENTIRE AGREEMENT. This Agreement and its accompanying Exhibits contain the entire understanding of the parties with respect to the subject matter hereof and supersede all prior agreements,oral or written,and all other communications between the parties relating to such subject matter.This Agreement may not be amended or modified except by mutual written agreement.All continuing covenants,duties and obligations herein shall survive the expiration or earlier termination of this Agreement. 11.SEVERABILITY. If any provision of this Agreement is held to be invalid or unenforceable for any reason,this Agreement shall remain in full force and effect in accordance with its terms disregarding such unenforceable or invalid provision. 12.ARBITRATION. Any dispute or controversy arising under,out of or in connection with,or in relation to this Agreement,or any amendment hereof or the breach hereof shall be determined and settled by arbitration in Maricopa County,Arizona,in accordance with the American Health Lawyers Association Alternative Dispute Resolution Service Rules of Procedure for Arbitration and applying the laws of the State.Any award rendered by the arbitrator shall be final and binding upon each of the parties, and judgment thereon may be entered in any court having jurisdiction thereof.The costs shall be borne equally by both parties.During the pendency of any such arbitration and until final judgment thereon has been entered,this Agreement shall remain in full force and effect unless otherwise terminated as provided hereunder. The provisions of the Article shall survive expiration or other termination of the Agreement regardless of the cause of such termination. 13.CAPTIONS. This captions contained herein are used solely for convenience and shall not be deemed to define or limit the provisions of this Agreement. 14.NO WAIVER. Any failure of a party to enforce that party’s right under any provision of this Agreement shall not be construed or act as a waiver of said party’s subsequent right to enforce any of the provisions contained herein. 15.GOVERNING LAW. EMS University Page 6 of 8 Affiliation Agreement This Agreement shall be governed and construed in accordance with the laws of the State.The provisions of this Article shall survive expiration or other termination of this Agreement regardless of the cause of such termination. 16.ASSIGNMENT;BINDING EFFECT. E.M.S.U.may not assign or transfer any of its rights,duties or obligations under this Agreement,in whole or in part,without the prior written consent of Entity. This Agreement shall inure to the benefit of,and be binding upon the parties hereto and there respective successors and permitted assigns. 17.ADDITIONAL PROGRAM REQUIREMENTS When additions or exceptions to the Agreement are required by Program regulatory bodies,such specifications will be outlined in a Program Addendum to the Agreement.Criteria in the Program Addendum will supersede applicable Agreement sections. 18.NOTICES. All notices hereunder by either party to the other shall be in writing,delivered personally,by certified or registered mail,return receipt requested,or by overnight courier,and shall be deemed to have been duly given when delivered personally or when deposited in the United States mail,postage prepaid,addressed as follows: EMS University Page 7 of 8 Affiliation Agreement If to E.M.S.U.: EMS University 501 South 48th Street, Suite 105 Tempe, AZ 85281 If to Entity: or to such other persons or places as either party may from time to time designate by written notice to the other. THE PARTIES HERETO have executed this Agreement on the ______ day of ______________________, _______. E.M.S.U.: Entity: EMS University By (signature):_________________________________ Print Name: Title: __________________________ Town of Fountain Hills By (signature):_________________________________ Print Name: Rachael Goodwin Title: Town Manager EMS University Page 8 of 8 Affiliation Agreement Dave Ott, Fire Chief 16705 E. Avenue of the Fountains Fountain Hills, Az. 85268 Town Attorney Rachael Goodwin (Oct 9, 2023 12:47 CDT) Rachael Goodwin Town Clerk EXHIBIT A STATEMENT OF RESPONSIBILITY For, and in consideration of, the benefit provided the undersigned in the form of experience in evaluation and treatment of clients of ________________________ (“Agency”), the undersigned and his/her heirs, successors and/or assigns do hereby covenant and agree to assume all risks of, and be solely responsible for, any injury or loss sustained by the undersigned while participating in the Program operated by _________________ (“School”) at Agency. Dated this ____ day of _______________, ______. PROGRAM PARTICIPANT Signature: ________________________________________ Print Name: ________________________________________ ____________________________________ Witness EMS University Page 9 of 8 Affiliation Agreement EXHIBIT B CONFIDENTIALITY STATEMENT The undersigned hereby acknowledges his/her responsibility under applicable federal and state law and the Agreement between _______________________(“School”)and ________________________________(“Agency”)to keep confidential any information regarding Agency clients.The undersigned agrees,under penalty of law,not to reveal to any person or persons except to authorized clinical and/or vehicular staff and associated personnel for purposes of treatment,payment,or health operations of Agency,any identifying information regarding any client.Further,School agrees not to reveal to any third party any confidential information of Agency,except as required by law or as authorized by Agency. Dated this ______day of _________________,_______. PROGRAM PARTICIPANT Signature:______________________________________ Print Name:______________________________________ ___________________________________ Witness EMS University Page 10 of 8 Affiliation Agreement EMS University Page 11 of 8 Affiliation Agreement PROGRAM ADDENDUM A PARAMEDIC PROGRAM REQUIREMENTS A.1 If a student is currently in the middle of his or her Paramedic Program,he or she will be permitted sufficient time to complete all training upon the termination of this Agreement. A.2 A Paramedic Program preceptor training the Program Participant shall meet one of the following requirements: 1.A physician or a doctor of allopathic medicine or osteopathic medicine licensed in another state or jurisdiction; 2.A registered nurse licensed under A.R.S.Title 32,Chapter 15 or licensed in another state or jurisdiction; 3.A physician’s assistant licensed under A.R.S.Title 32,Chapter 25 or licensed in another state or jurisdiction; 4.An EMT-P with at least two years experience as an EMT-P; 5.An EMT-I(99)with at least two years experience as an EMT-I(99),only if acting as a preceptor for the Arizona EMT-I course,EMT-I Arizona ALS refresher,Arizona EMT-B course,or Arizona EMT-B refresher;or 6.An EMT-B with at least two years experience as an EMTB,only if acting as a preceptor for the Arizona EMT-B course or Arizona EMT-B refresher. EMS University Page 12 of 8 Affiliation Agreement PROGRAM ADDENDUM B EMT PROGRAM ADDENDUM B.1 If a student is currently in the middle of his or her EMT Program,he or she will be permitted sufficient time to complete training upon termination of the Agreement and the student and E.M.S.U.shall be bound to other provisions of this Agreement during that time period. B.2 An EMT Program preceptor training the Program Participant shall meet one of the following requirements: 1.A physician or a doctor of allopathic medicine or osteopathic medicine licensed in another state or jurisdiction; 2.A registered nurse licensed under A.R.S.Title 32,Chapter 15 or licensed in another state or jurisdiction; 3.A physician’s assistant licensed under A.R.S.Title 32,Chapter 25 or licensed in another state or jurisdiction; 4.A Paramedic with at least two years experience as an EMT-P; 5.An AEMT with at least two years experience as an AEMT /EMT-I(99), only if acting as a preceptor for the Arizona AEMT course,EMT-I Arizona ALS refresher,Arizona EMT course,or Arizona EMT refresher;or 6.An EMT with at least two years experience as an EMT,only if acting as a preceptor for the Arizona EMT course or Arizona EMT refresher. EMS University Page 13 of 8 Affiliation Agreement