HomeMy WebLinkAboutMOAMemorandum of Agreement
This Memorandum of Agreement ("MOA") is made and entered on the 31 st day of August,
2018, by and between Kittitas County Public Health Department, hereinafter referred to as
"KCPHD," and Comprehensive Healthcare, hereinafter referred to as "Comprehensive."
Comprehensive and KCPHD are committing to participation in a Hub and Spoke model of care
to address the growing opioid abuse crisis within our community. Comprehensive will operate a
Hub with seven Spokes providing a variety of interventions to increase the use of Medication
Assisted Treatment (MAT). KCPHD will operate as one of the Spokes providing MAT
inductions and other services to support the model.
MUTUAL GOALS AND OBJ E TfVES
• The overall objective of this MOA is to increase the number of individuals with an
Opioid Use Disorder (OUD) utilizing MAT to induce patients with Suboxone, Vivitrol, or
Methadone.
• A goal of 250 new MAT inductees annually is proposed for the entire Hub and Spoke
project across Yakima and Kittitas Counties.
• Comprehensive and KCPHD will work collaboratively to identify potential patients for
MAT services.
• Comprehensive and KCPHD will develop communication protocols to ensure timely
engagement and low barrier services with potential patients.
• Comprehensive and KCPHD will participate in regularly scheduled meetings to establish
processes, monitor progress, and improve procedures.
• Comprehensive and KCPHD will work collaboratively with the other six Spoke agencies
to communicate progress, assess effectiveness, and learn from each other.
• Comprehensive and KCPHD will share data and patient specific information in service to
the Hub and Spoke initiative within the guidelines ofHIPAA and 42CFR Part 2.
• Comprehensive and KCPHD will collect and report on data as per the contractual
agreement.
The MOA shall remain in effect unless and until terminated as provided in Section X below.
1. Scope of Agreement
A. Comprehensive agrees to undertake the following responsibilities with respect to this
MOA:
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1. Comprehensive will develop and maintain a Hub in service to each of the Spoke
organizations.
2. Comprehensive will establish leadership and direct service personnel within the Hub. These
will include but may not be limited to; Hub Administrator, Spoke Care Navigators, Medical
Provider, Peer Support Specialist.
3. Comprehensive will provide a staff member to attend KCPHD syringe exchange events to
assist broadly with patient identification and engagement.
4. Comprehensive will establish policy and procedures defining the role of the Hub and
expectations of the Spoke activities.
5. Comprehensive will establish regular Spoke meetings with provider agencies to track
progress and identify potential patients.
6. Comprehensive will develop, maintain, and work from a database of critical information that
supports an increase in MAT inductions.
7. Comprehensive will provide reports to the Health Care Authority as per the timeframes and
details defined within the contract. Comprehensive will collect information from the Spokes
in service of these reports.
B. KCPHD agrees to undertake the following responsibilities with respect to this MOA:
1. KCPHD will act as a Spoke within the Hub model identifying and engaging patients through
their syringe exchange program and medical testing.
2. KCPHD will provide support and accommodate service activities of a Spoke Navigator
assigned to their clinic as defined by the contract and procedure defined through the Hub.
3. KCPHD will identify patients who may benefit from MAT services and work collaboratively
with the Hub and Spoke Navigator to engage patients in treatment.
4. KCPHD will participate in Hub and Spoke regularly scheduled meetings.
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5. KCPHD will collect data and provide relevant patient information to assist the Hub in
reporting of progress to the HCA as per the contract.
C. JOINT RESPONSIBILITIES AND ACKNOWLEDGEMENTS
6. In performing the duties described above, each party shall exercise independent professional
clinical judgment free and clear of any directional control by the other; provided, however
that the parties' actions do not conflict with the generally accepted medical practice. In
providing administrative, supervisory, educational and all other duties not requiring
independent professional judgment, Comprehensive shall perform such duties in conformity
with the directions ofKCPHD.
7. All providers employed or contracted by the parties shall retain sole and absolute discretion
to refer patients to any provider(s) they believe will best meet the patient's health needs, and
will advise patients of the patient's right to request referral to any provider(s) the patient
chooses.
8. Both parties will maintain separate billing systems and electronic medical records systems.
9. Both parties agree to explore and pursue continued funding and sustainability alternatives.
10. To ensure the continuity of care of referred patients, the parties agree to cooperate in
developing a method by which patient health information can be shared between the parties
in accordance with applicable federal and state laws and regul~tions, including but not limited
to Health Insurance Portability and Accountability Act ("HIP AA"), and the policies and
procedures of each party.
11. The parties will determine the behavioral health staff hours by mutual agreement, taking into
consideration patient demand and behavioral health staff capacity. The hours of operation
may be altered by mutual agreement of the parties.
12. Both parties will orient and train their respective staff, as appropriate, on the purposes and
goals 9fthe_referral relationship between the parties, as well as on any requested issue(s)
deemed relevant to this MOA.
13. Both parties will periodically meet and confer to foster improved access to care, continually
improve quality of clinical care and care management, enhance provider-staff relationships,
and to maintain an effective collaborative working relationship between the parties.
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14. Both parties shall retain full control and supervision over their respective staff.
15. Both parties certify that it is not an "Ineligible Entity," which is defined for purposes of this
MOA to mean an entity that (i) is debarred, suspended or otherwise excluded from Medicaid,
Medicare, and/or any other applicable federal or state healthcare program (42 U.S.C. §1320a-
7(a)); or (ii) has been convicted of a criminal offense that falls within the ambit of 42 U.S.C.
§ 1320a-7(a), but has not been excluded, debarred, suspended, or otherwise declared
ineligible. A party shall promptly notify the other party upon receipt of any notice, whether
or not official, that the party has become or may become an Ineligible Entity during the term
of this MOA.
D. Anti-Kickback Provision
1. This MOA is intended to comply with the federal anti-kickback statute and the safe harbor
regulations promulgated thereunder. Should any subsequently promulgated federal or state
statute or regulation be inconsistent with this MOA, the parties agree that they will
immediately and in good faith renegotiate this MOA.
2. Nothing in this MOA requires, is intended to require, or provides payment or benefit of any
kind ( directly or indirectly), for the referral of individuals or business to either party by the
other party.
3. Neither party shall (i) require their health and health-related professionals to refer patients to
one another ( or to any other entity or person), or (ii) track such referrals for purposes relating
to setting the compensation of their professionals or influencing their choice.
4. Each party may contract or otherwise affiliate with other parties.
5. Both parties agree that there shall be no remuneration exchanged between the parties
pursuant to this MOA.
I. Communications/ Marketing
Both parties agree to confer and, where possible, issue a joint statement in response to any press
or other inquiries regarding the activities addressed under this MOA. Neither party shall use the
name of the other party in any promotional or advertising material unless prior consent is
obtained from the other party.
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IV. Investigation
If there is a claim for damages that involves services provided under the auspices of this
MOA, then each party will cooperate in any investigation into such matter by providing access
to records, documents and witnesses, as permitted under applicable federal and state law.
V. Insurance; Indemnification
1. Each party agrees to secure and maintain, or cause to be secured and maintained during the
term of this MOA, Worker's Compensation and comprehensive general liability insurance for
itself and its officers, directors, employees, contractors, and agents, consistent with prevailing
standards. Each party agrees to include the other party as a named insured under its
comprehensive general insurance policy. Each party agrees to secure and maintain, or cause
to be secured and maintained, at all times during this MOA's term, policies of professional
liability (malpractice, errors and omissions) insurance and/or self-insurance of at least
$1,000,000 per incident and $3,000,000 aggregate against professional liabilities for itself and
for its employed and/or contracted health care personnel. If either party's general or
professional liability insurance is written in a "claims made," as opposed to an "occurrence"
form, such party agrees to purchase or otherwise make arrangements for a "tail" or extended
disclosure period policy for all activities so insured during the course of this MOA. In lieu of
the professional liability insurance coverage specified above, KCPHD, at its option, may
provide assurance to Comprehensive that KCPHD and the KCPHD or Comprehensive staff
providing services at KCPHD, as applicable, have Federal Tort Claims Act coverage for
professional liability actions, claims, or proceedings arising out of any and all negligent acts
or omissions committed in the course of providing health services to patients at KCPHD.
2. Each party shall furnish evidence of insurance to the other party upon the other party's request,
and upon the renewal of any required insurance coverage.
3. Each party will give the other party thirty (30) days advance written notice of any
modification, termination, suspension, expiration, or relinquishment of insurance set forth in
Section V(l ).
4. Indemnification
a. Comprehensive shall defend, indemnify and hold KCPHD, its officers, officials,
employees and volunteers harmless from any and all claims, injuries, damages,
losses or suits including attorney fees, arising out of or resulting from the acts,
errors, or omissions of Comprehensive in performance of this Agreement, except
for injuries and damages caused by the sole negligence of KCPHD.
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b. KCPHD shall defend, indemnify and hold Comprehensive, its officers, officials,
employees and volunteers harmless from any and all claims, injuries, damages,
losses or suits including attorney fees, arising out of or resulting from the acts,
errors, or omissions of KCPHD in performance of this Agreement, except for
injuries and damages caused by the sole negligence of Comprehensive.
c. The indemnification obligations stated herein shall survive the termination or
expiration of this MOA.
VI. Confidentiality
1. The parties ( and their employees, agents, and contractors) shall maintain the confidentiality
of all patient information in accordance with all applicable state and federal laws and
regulations regarding the confidentiality of such information, including, but not limited to,
HIP AA. The parties shall comply with all requirements established by HIP AA regarding
safeguarding and protecting individually identifiable health information from unauthorized
disclosure, including any patient's individually identifiable health information.
2. Comprehensive has access to protected substance abuse information and is accordingly
considered a Qualified Service Organization ("QSO") pursuant to 42 C.F.R. Part 2, and
therefore KCPHD agrees to comply with certain mandatory provisions regarding the use and
disclosure of substance abuse treatment information, as per 42 C.F.R. § 2.11, as follows:
a. In receiving, storing, processing, or otherwise dealing with any protected substance
abuse information disclosed by Comprehensive, KCPHD is fully bound by the
provisions of the federal regulations governing Confidentiality of Alcohol and Drug
Abuse Patient Records, 42 C.F.R. Part 2. KCPHD shall also be bound by similar
provision of Washington State law contained at RCW ch. 70.96A and regulations
promulgated thereunder. Notwithstanding the above, if Comprehensive discloses
protected substance abuse information to KCPHD in violation of 42 C.F.R. Part 2 or
RCW ch. 70.96A, Comprehensive agrees to defend and hold harmless KCPHD from
any and all claims or losses arising out of Comprehensive's violation.
b. KCPHD acknowledges that any unauthorized disclosure of information under 42
C.F.R. Part 2 is a federal criminal offense.
3. Except as necessary in this MOA's performance, or as authorized in writing by a party or by
law, the parties (and their employees, agents, and contractors) shall not disclose to any
person, institution, entity, company, or any other party, any proprietary business information
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directly or indirectly related to a party that the other party (or its employees, agents, and
contractors) receives under this MOA, or about which it otherwise is aware. The parties (and
their employees, agents, and contractors) also agree not to disclose, except to each other, the
other party's proprietary information, professional secrets or other information obtained
under this MOA ("Confidential Information"), unless a party receives prior written
authorization to do so from the other party, or as authorized by law. Nothing contained
herein shall be construed to prohibit any appropriate government official from obtaining,
reviewing, and auditing any information, record, data, and data elements to which he/she or
his/her agency lawfully is entitled. Each party shall ensure that its employees or agents cease
using the other party's Confidential Information and return any Confidential Information in
its/his/her/their possession to the other party immediately upon termination of its/his/her/their
participation hereunder. Each party hereto acknowledges and agrees that upon this section's
breach by the other party, neither it nor its successor will have any adequate remedy at law
and, therefore, the non-breaching party, and/or its successor, is entitled to injunctive relief in
addition to any other available remedies. This section shall survive this MOA's termination.
4. The parties shall ensure that their respective employees, agents, and contractors are aware of
and shall comply with the aforementioned obligations.
VII. Compliance with Law
Both parties, in the performance of this MOA, shall comply with all applicable federal, state,
and local laws and ordinances, including regulations for licensing, certification and operation of
facilities, programs and accreditation, and licensing of individuals, and any other standards or
criteria as described in this MOA.
VIII. Non Discrimination
Both parties will not discriminate in their provision of services under this MOA on the grounds
of an individual's race, creed, color, national origin, sex, sexual orientation, marital status, age, or
the presence of any sensory, mental or physical disability.
IX. Relationship of Parties
Both parties are independent contractors and no joint venture, partnership, employment, agency,
or other relationship is created by this MOA. Neither party is authorized to speak for or bind the
other party unless specifically authorized by the other party to do so. Neither of the parties
hereto, nor any of their respective officers, agents, or employees shall be construed to be the
officer, agent, or employee of the other party.
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X. Termination
1. Termination without cause. Either party may terminate this MOA without cause, in
whole or in part, at any time, upon at least sixty (60) days written notice to the other
party.
2. Termination with cause. Either party may immediately terminate this MOA upon the
occurrence of any of the following:
a. A party's violation oflaw or regulation pertinent to this MOA.
b. Any act or conduct for which any of a party's licenses, certifications or
accreditations necessary to provide the contracted services may be revoked or
suspended, or for which a party's ability to provide contracted services in
accordance with this MOA is otherwise materially impaired.
c. A party's misrepresentation or fraud.
d. A party's failure to maintain insurance in accordance with this MOA.
e. A party becomes an Ineligible Entity, as defined in Section I(C)(l 0).
f. A party's material breach of any term of this MOA, subject to a thirty (30) day
opportunity to cure and a failure to cure by the end of the thirty (30) day period.
3. MOA Renewal. The MOA will renew automatically except and under the conditions above.
An annual review of the scope of the MOA will be done to ensure it continues to meet the
needs of both parties.
XI. Notice
Notice provided for in this MOA shall be sent by certified mail to the addresses designated for
the parties on the last page of this MOA.
XII. Dispute Resolution
Any dispute arising under this MOA shall first be resolved by informal discussions between the
parties, subject to good cause exceptions, including, but not limited to, disputes determined by
either party to require immediate relief (i.e., circumstances under which an extended resolution
procedure may endanger the health and safety of the patients). Any dispute that has failed to be
resolved by informal discussions between the parties within a reasonable period of time of the
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commencement of such discussions (not to exceed thirty (30) days), may be resolved through any
and all means available.
XIII. Assignment
Neither party may assign its rights or obligations under this MOA, or delegate any duties, rights
and obligations under this MOA, to any other person or entity, without the consent of the other
party. Any assignment made contrary to this provision shall be void and this MOA will be
immediately terminated.
XIV. Third Party Beneficiaries
Nothing herein is intended or shall be construed as creating any rights for any person or entity
not a party hereto, including, but not limited to, any individuals receiving services pursuant to
this MOA.
XV. Jurisdiction and Venue
1. This MOA has been and shall be construed as having been made and delivered within the
State of Washington and it is agreed by each party hereto that this MOA shall be governed
by the laws of the State of Washington, both as to interpretation and performance.
2. Any action at law, suit in equity, or judicial proceeding for the enforcement of this MOA or
any provisions thereof shall be instituted and maintained only in any of the courts of
competent jurisdiction in Washington.
XVI. Severability
The provisions of this MOA are not severable. In the event that any one or more provisions of
this MOA are deemed null, void, illegal or unenforceable, the parties shall renegotiate or
terminate the remaining provisions of this MOA, unless the parties mutually agree in writing that
the invalidity, illegality or unenforceability of said provision does not materially change the
obligations of the parties under this MOA, in which case this MOA shall be construed in all
respects as if such invalid or unenforceable provisions have been omitted.
XVII. Counterparts
This MOA may be executed in counterparts, each of which shall be deemed an original but all of
which together shall constitute one and the same instrument.
XIII. Entire Agreement
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The parties agree that this MOA is the complete expression of the terms hereto and oral
representations or understandings not incorporated herein are excluded. Further, any modification
of this MOA shall be in writing and signed by both parties. Failure to comply with any of the
provisions stated herein shall constitute material breach of this MOA and shall be cause for
termination, as set forth in Section X. The parties agree that a waiver by a party to a breach of
any of the provisions of this MOA shall not operate, nor be construed, as a waiver of any other or
subsequent breach. IN WITNESS WHEREOF, the parties hereto have caused this MOA to be
executed the day and year first herein above written.
Kittitas County Public Health Department
507 North Nanum Street, Ste 102
Ellensburg, WA 98926
Comprehensive Healthcare
402 S. 4th Avenue
Yakima, WA 98902
()
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Kittitas County
Review Form
Grants & Contract Agreement
Today's Date
08/24/2018
Fund/Department
116-Public Health
Contract/Grant Information
Agenda Date
Contract /Grant Agency: MOA between KCPHD and Comprehensive Healthcare
Period Begin Date: August 31,2018 I j Period End Date: Upon 60 days notice
Total Grant/Contract Amount: $None
Grant/Contract Number:
Contract/Grant Summary:
The MOA acknowledges participation in a HUB and Spoke model of care to address the growing opioid
abuse crisis within our community. Comprehensive will operate a Hub with seven Spokes providing a
variety of interventions to increase the use of Medication inductions and other services to support the
model.
Recommendation for Board of Health and Board of Health Review on
Department Head Signatu ~ , Administrator Date: /t)-8 -&
Kittitas County Prosecutor, Auditor, and Board of Health Review and Comment:
APP V DAS TO FORM:
Date i'/4, /(i?
Date
Signature of Board of Health member Date
Financial Information
Total Amount$ State Funds $ Federal Funds '$
Percentage County Funds Matching Funds $ CFDA#
Grant/Contract Review Page 1
In-Kind$
Explain
Is Equipment being purchased? Who owns equipment?
New Personnel being hired? Contact HR hiring -reporting requirements
Future impacts or liability to Kittitas County:
Budg et Information
Budget Amendment Needed? Yes D attach budget form No D Why not
New Division Created?
Revenue Code
Pass Through Information
Agency to Pass Through
Amount to Pass Through $
Sub-Contract Approved Date:
Prosecutor Review
] Has the Prosecutor reviewed this agreement? I Yes D No D
County Departments Impacted
Auditor Facilities Maintenance
Information Services Human Resource 1,
Prosecutor Treasurer
-
Submitted I Signature:
Department:
I Date :
Assignment of Tracki ng Information
Auditor's Office
Human Resource
Prosecutor's Office
Who Signed the grant application
[ Reviewer ! Date
Grant/Contract Review Page 2