UNIVERSITY OF CINCINNATI AFFILIATION AGREEMENT (FOR AGENDA).DOCX.PDF

1Clinical Education Agreement
between
MARICOPA COUNTY
and
UNIVERSITY OF CINCINNATI
This Agreement shall be effective as of the last date signed below. The parties to this
Agreement are UNIVERSITY OF CINCINNATI with an address of 3110 Vine Street,
Cincinnati, Ohio 45221 and MARICOPA COUNTY, a political subdivision of the State of
Arizona, administered by its CORRECTIONAL HEALTH SERVICES, with an address of
234 N. Central Ave, Ste 5000, Phoenix, AZ 85004 ("Clinical Facility").
WHEREAS, School is desirous to provide and design specific clinical experiences with
the assistance of the Clinical Facility (the "Program") for the School's students ("Students") as
part of their overall education; and
WHEREAS, Clinical Facility is desirous of providing clinical training to School's
Students; and
WHEREAS, Clinical Facility is a health care facility which has the resources in
equipment and staff to provide the clinical experiences required by the Program; and
WHEREAS, it is to the benefit of both School and Clinical Facility to cooperate in the
educational preparation of Students, so as to promote excellence in patient care, to ensure
professional competence, and to provide maximum utilization of community resources.
NOW, THEREFORE, IT IS MUTUALLY AGREED that School will place its
students in the Clinical Facility according to the following terms and conditions:
1. Education Program.
1.1 School shall be fully responsible for organizing, establishing and
administering the academic education program.
1.2 The number of Students accepted into the Program and the dates of each
Student's Program experience shall be arranged by mutual agreement between
Clinical Facility and School. All Students shall be subject to Clinical Facility's
standards of admission. In the event it becomes necessary to cancel a reserved
space or change a student assignment, School will immediately notify Clinical
Facility.
1.3 School agrees to designate for participation in the Program only Students
who have completed the necessary training, appropriate prerequisites and didactic
work for the Program, and are in good standing with their respective institutions.
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1.4 School shall advise all Students that they are required to have passed a
physical examination, have all required immunizations including a hepatitis B
series, and, when appropriate for specific rotation, have completed background
studies and drug screening. The Student is responsible for costs for all pre-
rotation screenings (including criminal background reports and drug tests).
School shall also provide Clinical Facility with documentation establishing that
each Student has undergone the appropriate pre-screening and a background
study, and is eligible to have direct contact with hospital patients. School shall
maintain all personnel and academic records relating to Students.
1.5 Clinical Facility agrees:
1.5.1 To provide direct supervision of Students by qualified clinicians
(e.g., psychiatrists, physicians, and psychologists) who are on staff at the
Clinical Facility ("Supervising Clinicians");
1.5.2 That all notes or charting concerning a patient's treatment or
progress; if written by a Student, will be signed by the Student and
countersigned by a Supervising Clinician; and
1.5.3 To complete written evaluations on each Student on forms provided
by School.
1.6 Clinical Facility assumes full responsibility for the care of its patients. It
is understood that School does not derive direct revenue from patient care
activity at Clinical Facility.
2. School's Responsibilities.
2.1 School shall not assign to a Supervising Clinician more than three
Students at any one time during the Program experience.
2.2 School shall notify the Clinical Facility in writing at least thirty days in
advance of its proposed schedule of clinical assignments, and such schedule is
subject to the advance written approval of the Clinical Facility.
2.3 School shall require all Students and any other personnel furnished by
School to comply with all applicable rules, regulations, policies, and procedures
of the Clinical Facility and to maintain the confidentiality of patient information
in accordance with applicable law, as well as the confidentiality of records and
business operations of the Clinical Facility.
2.4 School, after consultation and remediation efforts with Clinical Facility,
shall promptly terminate the assignment of any Student or other employee of the
School for violation of any rule, regulation, policy, or procedure of the Clinical
Facility, breach of confidentiality, or other misconduct.
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3. Clinical Facility's Responsibilities.
3.1 Supervising Clinicians will provide instruction and supervision of
Students assigned to the Program, in accordance with guidelines agreed upon by
Clinical Facility and School.
3.2 Clinical Facility will provide a suitable environment for each Student's
clinical experience.
3.3 Clinical Facility shall maintain workers' compensation insurance or
funded self-insurance for its employees.
3.4 At all times during the term of this Agreement and any renewal or
extension hereof, Clinical Facility shall, at its own expense, comply with
applicable State and Federal laws and regulations including but not limited to
OSHA standards pertaining to Occupational Exposure to Bloodborne Pathogens
with respect to each of School's employees, agents and Student(s) present at the
Clinical Facility.
3.5 Clinical Facility shall abide by the limitations set forth in the Family
Educational Rights and Privacy Act ("FERPA") and regulations at 34 CFR 99.33
regarding the protection of educational data, and shall not use or disclose any
educational data concerning a Student except as permitted or required by this
Agreement; as otherwise required by law; or as authorized in writing by Student.
3.6 To the extent applicable, Clinical Facility shall, in accordance with 42
U.S.C. §1395(v)(1)(I) and 42. C.F.R. Part 420, Subpart D §420.300 et seq., until
the expiration of four (4) years after the furnishing of Medicare reimbursable
services pursuant to this Agreement, upon proper written request, allow the
Comptroller General of the United States, the Secretary of Health and Human
Services, and their duly authorized representatives access to this Agreement and
to Clinical Facility's books, documents, and records necessary to certify the
nature and extent of costs of Medicare reimbursable services provided under this
Agreement.
4. The Parties' Mutual Responsibilities.
4.1 Neither party shall publicize or otherwise disclose the nature or terms of
this Agreement in any manner except as approved in writing by the other party or
required by applicable law.
4.2 Neither School nor Clinical Facility will unlawfully discriminate against
any Student, employee, or patient in the performance of this Agreement.
4.3 School and Clinical Facility shall each designate a coordinator who shall
be reasonably available for consultation with the other respective coordinator
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concerning each Student's qualifications, clinical experience performance, and the
curriculum of the clinical experience program.
4.4 At all times during the term of this Agreement, all services shall be
performed in accordance with all applicable standards established by law or
ordinance, or established by the rules and regulations of any federal, state, or local
agency, department, commission, association, or other pertinent governing,
accrediting, or advisory body having the authority to set standards for offices
maintained by health care providers.
4.5 Each party shall be responsible for its own acts and omissions and for all liability,
claims, losses, damages or expenses, caused, or alleged to have been caused, by that party or by
its employees in the performance or omission of any act or responsibility of that party under,
pursuant to or in connection with this Agreement. In the event that a claim is made against more
than one party, it is the intent of the parties to cooperate in the defense of said claim and use best
efforts to cause their insurers to do likewise. However, the parties shall have the right to take
any and all actions they believe necessary to protect their respective interests.
Neither party to this Agreement shall be liable for any negligent wrongful act, either of errors or
omissions, chargeable to the other, unless law imposes such liability. Each party to this
Agreement must seek its own legal representative and bear its own costs, including judgments, in
any litigation that might arise from the performance of this Agreement.
4.6 School shall give at least ten (10) days advance written notice of any
cancellation, non-renewal, or change in limits of the coverages.
4.7 School shall maintain workers' compensation and commercial general
liability insurance or funded self-insurance for its employees.
4.8 School shall be responsible for planning the educational curriculum and
shall maintain appropriate records and reports on each Student's clinical
experience.
4.9 Both parties agree to cooperate with each other and share information in
the event that any investigation is conducted with respect to a Student's
experience or performance at Clinical Facility. Students may be asked to sign a
form granting School and Clinical Facility permission to share information
relevant to his or her experience or performance.
5. Health Insurance Portability and Accountability Act. Students shall be
instructed by School before beginning the Program concerning the confidentiality of medical
information of Clinical Facility's patients and standard precautions. For purposes of compliance
with the Health Insurance Portability and Accountability Act and associated privacy regulations
("HIPAA"), Students shall be considered part of Clinical Facility's work force as that term is
defined in HIPAA to include trainees and students. Students are not considered work force or
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employees of Clinical Facility for other purposes, including by and not limited to tax or
employment law. Clinical Facility shall provide the necessary training specific to HIPAA.
6. Policies and Procedure Governing Students. Students shall be subject to and
follow all Clinical Facility's rules, regulations, policies and procedures, including standard
precautions. Students enrolled in the Program will also be governed in accordance with the
policies and procedures established through School.
7. Termination of Student Experience. Clinical Facility may terminate the
participation of a Student in the Program if the Student's work, conduct or health may, in
Clinical Facility's judgment, have detrimental effect on its patients, staff, or operations. A
Student generally will not be removed from the Program until Clinical Facility has discussed its
concerns with a representative of the School. However, Clinical Facility reserves the right to
take immediate action to suspend a Student's participation in response to concerns of patient care
or the safety and respect of its staff. Clinical Facility shall not be arbitrary or discriminatory in
the exercise of this right.
8. Student Health Insurance and Emergency Medical Care. Students shall
maintain health insurance throughout the entire term of their participation in the Program.
Students shall be furnished emergency medical care and treatment, if needed, while on duty at
Clinical Facility with the associated expense to be the responsibility of the Student, unless such
medical care or treatment is due to Clinical Facility's intentional acts or omissions.
9. Insurance.
School will provide and maintain insurance as described below:
9.1 Commercial general liability insurance (or completed coverage
under a program of self-insurance) providing coverage on claims
made for occurrences during the term of this Agreement with
limits no less than $2,000,000 per occurrence and $4,000,000
aggregate.
9.2 Professional liability insurance (or comparable coverage under a
program of self-insurance) providing coverage on an "occurrence
basis" for occurrences during the term of this Agreement with
limits no less than $1,000,000 per occurrence and $3,000,000
annual aggregate, and shall name Maricopa County and Clinical
Facility as an Additional Insured.
9.3 The insurance required in Section 9.1 above shall be in full force and
effect prior to the arrival of Students at Clinical Facility. The insurance
provider shall endeavor to provide thirty (30) calendar days prior written
notice to Clinical Facility of any modification or termination of insurance.
In the event any "claims made" policy is procured to meet the insurance
requirements hereunder, "tail" coverage shall also be procured for a period
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of two (2) years after termination of such policy. To the extent permitted
by School's insurance provider, the general liability insurance shall name
as additional insured, Maricopa County, its directors, subsidiaries,
officers, employees, assigns, agents and board members.
All insurance required herein shall be maintained in full force and effect.
Failure to do so may, at the sole discretion of Clinical Facility, constitute a
material breach of this Agreement.
9.4 School shall provide Clinical Facility with Certificate of Insurance
evidencing the above-stated coverage.
9.5 Clinical Facility shall provide and maintain comprehensive professional
and general liability insurance of not less than $1,000,000 per occuiTence
and $3,000,000 in the aggregate as well as excess liability insurance of not
less than $1,000,000. A certificate of insurance evidencing such insurance
coverage shall be provided to the School. To the extent permitted by
Clinical Facility's insurance provider, the general liability insurance shall
name as additional insured, its schools, directors, subsidiaries, officers,
employees, assigns, agents and board members.
10. Independent Contractors. Each party is a separate and independent institution,
and this Agreement shall not be deemed to create a relationship of agency, employment, or
partnership between or among them. Each party understands and agrees that this Agreement
establishes a bona fide training relationship and that the agents, Students, or employees of each
respective party are not employees of agents of the other party.
11. Term. This Agreement shall be effective as of the last date signed below and is
automatically renewed for subsequent one year terms for a total of five (5) years, unless
terminated as described in paragraph 12 below.
12. Termination.
12.1 Either party may terminate this Agreement for any reason by giving at
least ninety (90) days written notice to the other party.
12.3 In the event that is Agreement is terminated pursuant to Section 12.1, the
parties hereby agree that no Students participating in an ongoing clinical
experience will be denied the opportunity to complete the affiliation, even
when the effective date of termination occurs prior to the completion date
of the clinical experience. In such event, all applicable provisions of this
Agreement, including the right to terminate any Student, pursuant to
Section 7, shall remain in force during the extension period from the
effective date of termination, until the end of the academic term in which
the Student is enrolled.
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13. Amendments. This Agreement may be amended from time to time by written
agreement of the parties.
14. Notices. Whenever written notice is required or permitted to be given by any
party to the other, such notice shall have been deemed to have been sufficiently given if
personally delivered or deposited in the United States Mail in a properly stamped envelope,
certified or registered mail, return-receipt-requested, addressed to:
For Program With Copy to: For Clinical Facility:
University of Cincinnati If applicable
Meggie Washington
College of Nursing Maricopa County Correctional
Attn: Clinical Site Health Services — CHS Admin
Coordinator 3250 W. Lower Buckeye Road
3110 Vine Street Lower Buckeye Jail. Suite 2100
Cincinnati, OH 45221 Phoenix, AZ 85009
15. Use of Names. No party shall use the name, logo, or likeness of another party, or
another party's employee or agent in any publicity or advertising material without such other
party's express prior written consent; however, the existence and scope of the Program may be
made know to Students as a means of assistance in completing their training requirements.
16. Assignment. Neither party shall assign all nor part of this Agreement without
the prior written consent of the other party which consent shall not be unreasonably withheld,
provided, however, that this Agreement may be assigned by either party without consent of the
other to an affiliate or to any third party who succeeds to substantially all of its businesses or
assets. In the event of a valid assignment, this Agreement will insure to the benefit of and be
binding upon each party and its respective successors and permitted assigns.
17. Covcrng taw:-
17. Governing Law. This Agreement shall be construed in accordance with the law
of a state of competent jurisdiction
18. Excluded Individual. Each party shall immediately notify the other party in the
event that it becomes an excluded individual from any federal health care program.
19. Enforceability and Waiver. The invalidity or unenforceability of any term or
provision of this Agreement shall in no way affect the validity or enforceability of any other term
or provision. The waiver by a party of a breach of any provision of this Agreement shall not
operate as or be construed as a waiver of any subsequent breach thereof.
20. Non-exclusive Agreement. Each party may enter into similar agreements with
other training institutions, provided that such agreements do not materially interfere with the
ability of each party to carry out its obligations hereunder.
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21. Compliance with Laws. Each party shall comply with all applicable laws,
ordinances, Executive Orders, rules, regulations, standards, and codes of the Federal and State
whether or not specifically referenced herein. Specifically the following apply:
Unless exempted under Federal law, the parties shall not discriminate against any
employee or applicant for employment because of race, age, disability, color, religion, sex or
national origin. The parties shall, to the extent such provisions apply, comply with Title VI and
VII of the Federal Civil Rights Act; the Federal Rehabilitation Act; the Age Discrimination in
Employment Act; American With Disabilities Act.
22. E-Verification of Employees. School warrants that it's Phoenix Campus is in
compliance with A.R.S. § 41-4401 and further acknowledges that it and its subcontractors, if
any, warrant their compliance with all federal immigration laws and regulations that relate to
their employees and their compliance with A.R.S. § 23-214, subsection A. School further
acknowledges that a breach of such warranty shall be deemed a material breach of the
Agreement that is subject to penalties up to and including termination of the Agreement.
Further, Clinical Facility retains the legal right to inspect the papers of any contractor or
subcontractor employee who works on the Agreement to ensure that the contractor or
subcontractor is complying with the warranty provided above and that the contractor agrees to
make all papers and employment records of said employee(s) available during normal working
hours in order to facilitate such an inspection.
Nothing herein shall make any contractor or subcontractor an agent or employee of the
contracting government entity.
23. Entire Agreement. This Agreement represents the entire agreement between the
parties with respect to the subject matter hereof, and supersedes all prior agreements and
representations.
24. Authority. The persons signing this Agreement warrant that they have full
authority to do so and that their signatures shall bind the parties for which they sign.
—Signatures on following page-
-Remainder left blank intentionally —
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the respective
dates written below.
UNIVERSITY OF CINCINNATI MARICOPA COUNTY
By: By:
Name: Daniel R. Beerck Name:
Associate General Counsel
Title: Assistant Contracting Officer Title: Chairman, Board of Supervisors
Date: Date:
ATTESTED:
By:
Name:
Title: Clerk of the Board
Date:
MARICO4A
COUNTY RISK MANGEMENT
By:
Name: /(1))04
Title: .3-205 Aar
Date:
APPROVED AS TO FORM:
By:
Name:
Title: Deputy County Attorney
Date:
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