ATSU AFFILIATION AGREEMENT 2-12-15.DOCX

AFFILIATION AGREEMENT
This Agreement is made by and between the A.T. Still SOMA of Health Sciences “
ATSU” by and through its School of Osteopathic Medicine in Arizona located at 5850 E.
Still Circle, Mesa, AZ 85206, (collectively referred to herein as “SOMA”), and Maricopa
County, administered by the Maricopa County Office of the Medical Examiner, (“OME”) ,
Forensic Science Center, 701 West Jefferson Street, Phoenix, Arizona 85007-2908,
(collectively referred to herein as, "County”).
RECITALS
WHEREAS, the SOMA wishes to participate with County in providing coordinated clinical
educational programs for the education and training of health science students, classified as either
students, externs, interns, residents, and/or fellows from the SOMA, (hereinafter called "Program
Participants"); and
WHEREAS, Maricopa County owns and operates County, and wishes to cooperate in the
development of settings for coordinated clinical, educational, research and public service programs of
interest to the SOMA and Maricopa County.
THEREFORE, the parties hereby agree as follows:
ARTICLE 1: TERM
1.1 The Term of this Agreement is entered into April 1, 2015 and shall terminate on December 31,
2019 subject to the termination provisions in Article 12.
1.2 This Agreement may be extended for up to four (4) additional one (1) year periods or any portions
therefore, through a duly executed amendment signed by both SOMA and County.
ARTICLE 2: AGREEMENT LIMITATION
2.1 Each Party will retain complete control over such programs of its own that are outside of this
Agreement.
ARTICLE 3: SCOPE OF WORK
3.1 Program Participants will provide services in their assigned areas as mutually agreed upon
between and SOMA. Notice of any changes will be coordinated with the appropriate County
Professional staff.
3.2 Program Participants are not to be considered as ostensible agents, independent health care
providers, patient advocates, or volunteers, employees or agents of Maricopa County.
Furthermore, Program Participants are to be considered as individuals participating in training
programs while providing services pursuant to the terms of this Agreement.
3.3 Nothing in the execution of this Agreement or in its performance shall be construed to establish
an employer-employee, agency, partnership or joint venture relationship between the Program
Participants, individually or collectively, and Maricopa County.
3.4 The applicable County Professional Staff will oversee and modify as necessary the duties of the
Program Participants, including post mortem procedures, laboratory orders, report preparation,
and toxicology and histology interpretation, performed in accordance with learning objectives of

those Program Participants under their supervision.
3.5 Program Participants shall not have ultimate authority for decisions regarding the determination of
decedent’s clinical diagnoses, procedures, and/or dispositions as this authority rests with County
Professional staff.
3.6 This Agreement shall apply to all County’s sites in Maricopa County.
ARTICLE 4: SOMA RESPONSIBILITIES
4.1 Ensure that each Program Participant, if applicable, is appropriately certified and/or licensed
pursuant to the requirements of the State of Arizona, or shall be deemed exempt from such
requirement by the appropriate Arizona licensure board, is in good standing in their program, and
complies with all applicable laws and rules established by the State and Federal Government.
4.2 Provide and coordinate the individual educational and training programs for Program Participants,
including, but not limited to, recruitment, master schedules, program compliance, curricula
development, fiscal controls and budgeting, all disciplinary action, and all administrative and
overhead costs.
4.3 Instruct Program Participants to comply with all applicable policies, procedures, rules and
regulations of County, as provided by County to the Program Participant(s). Upon County's
request, SOMA shall remove any Program Participant for unsatisfactory performance or failure to
comply with County's administrative, patient care or decedent policies, procedures, rules and
regulations, or any applicable laws and rules of the State of Arizona. County agrees to provide
the SOMA a statement in writing of the reason(s) for the requested removal of the Program
Participant. The withdrawal, dismissal or removal of a Program Participant shall not affect
continuation of this Agreement or the continued training of other Program Participants assigned to
County.
4.4 Furnish County, upon execution of this Agreement and separate written request, certification of
worker’s compensation coverage for eligible SOMA Program Participants who are SOMA
employees. SOMA also agrees to provide County with documentation, upon execution of this
Agreement and separate written request, that Program Participants have completed: (a) training
in Human Blood and Body Fluid Precautions, as set out by Occupational Safety and Health
Administration (OSHA) Regulations; (b) immunization for Hepatitis B, or signed the OSHA
declination; (c) annual Tuberculin skin test, chest x-ray or other appropriate health test survey; (d)
medical clearance to wear a TB effective respirator and proof of adequate fit testing for the
respirator and (e) immunization for Measles and Rubella.
4.5 Maintain accreditation by nationally recognized accreditation entities. . Provide qualified faculty
and a structured educational experience to Program Participants in accordance with the
accreditation standards of the applicable Accreditation Agency, including operating and managing
the Colleges and their associated health sciences student and residency programs in accordance
with applicable accreditation guidelines and standards.
4.6 Notify Program Participants of County’s requirement to provide personal protective equipment
(PPE).
ARTICLE 5: COUNTY RESPONSIBILITIES
5.1 Ensure the availability of qualified applicable professional and medical staff for the oversight,
immediate and direct supervision of the medical Program Participants. County agrees to notify its
staff of the obligations covered by and agreed to in this Agreement.
5.2 Ensure the supervision of Program Participants as set out within this Agreement and that such
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services shall be performed in a professional manner consistent with like services performed by
licensed professionals consistent with the applicable accreditation standards and requirements,
as well as the requirements, policies, procedures, and practices of County.
5.3 Maintain exclusive control over the contracting, credentialing and oversight of its Medical and
Professional Staff.
5.4 Notify Professional Staff involved in oversight of Program Participants of its responsibilities as
supervisory staff, which include, but are not limited to, participation in formal evaluations of
Program Participants’ performance and review of their clinical decisions, diagnoses, treatment
and/or procedures as applicable.
5.5 Notify SOMA of concerns regarding any Program Participant’s safety and/or appropriateness
affecting his/her ability to carry out the responsibilities set out in this Agreement.
5.6 Provide Program Participants with training in Blood and Body Fluid Precautions pursuant to
County's policies and procedures for their facilities and programs.
5.7 County shall provide to the Program Participants covered by this Agreement emergency medical
care and treatment in life threatening situations that arise during the Program Participants’
training at County to the extent such treatment and care is available at County; however, if
County does not provide Emergency Room care in such facilities, County shall provide for the
prompt and appropriate transfer of the Program Participant to such a facility. In such case, all
associated expenses for such medical care and treatment shall not be the responsibility of
County.
5.8 The administration of didactic and hands on educational services at the facilities of County shall
be the sole responsibility of County.
5.9 Pursuant to paragraph 5.7 and if applicable, County agrees that, upon report of exposure to an
infectious agent or hazardous material of Program Participants (i.e needle stick, inhalation,
mucus membrane or skin exposure to blood or body fluids or airborne contaminants) County will
provide an assessment of the incident to determine exposure significance and the necessity for
initial prophylactic treatment, if applicable. Additionally, County will ensure any required
assessment and treatment will be within the time limits articulated, in compliance with the most
recent Centers for Disease Control (CDC) Guidelines, and consistent with the Occupational
Safety and Health Administration (OSHA) Standards. County will immediately make available to
the affected Program Participant a copy of all records of such treatment and follow up if available
and applicable including the HIV, HBV and HCV status, of the source to the extent permitted by
law. If County does not directly provide care consistent with the level of exposure, then the
County will provide for the prompt and appropriate transfer or referral of the Program Participant
to a facility that provides the appropriate emergency medical care. Finally, County will provide
copies of all incident reports documenting the circumstances of the exposure to: SOMA. County
will not be responsible for any post-exposure testing and further prophylactic drug treatment. The
SOMA agrees that it will reimburse County for the cost of providing initial prophylactic treatment
upon reasonable demand for payment. County will not bill Program Participant for the initial
prophylactic treatment.
5.10 In accordance with accreditation guidelines by the appropriate Accreditation Agencies under
which SOMA operates, County will comply with, at a minimum, the following requirements:
i. Ensure responsibility for the control and operation of County’s facilities and its programs.
ii. Cooperate with the SOMA and acknowledge the SOMA’s sole authority with respect to
academic programs.
iii. Use its best efforts to ensure that its environment promotes the development of
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appropriate professional attributes in the Program Participants assigned thereto.
iv. Provide the clinical facilities and equipment reasonably necessary for the Program
Participants’ clinical training (as appropriate to include but not be limited to: on-call rooms
and meals, study space, cafeteria, parking, etc.) and allow reasonable use of medical
libraries, classrooms and conference rooms, as mutually agreed.
ARTICLE 6: MUTUTAL RESPONSIBILITIES
6.1 SOMA agrees to notify each Program Participant who has been approved for a rotation
placement with County to bring their own medical and school supplies in order to participate in
the learning activities at the facility. All medical supplies including the Professional Protection
Equipment (“PPE”) must be supplied by each Program Participant starting on the first day of the
rotation placement. If the Program Participant does not have the medical supplies the rotation
assignment cannot be initiated until the appropriate supplies are acquired. County will provide
the names and locations of medical supply vendors in the Phoenix Metropolitan area whose
equipment meets County’s technical specifications to the Program Participants. The equipment
must meet all County and OSHA safety standards. County will be responsible for providing a
secured location for the Program Participant to store their medical and school supplies at the start
of the rotation. Program Participants will be responsible for complying with the County practices
regarding how and when to utilize the supplies including the frequency of changes of the PPE’s
during a typical daily shift. The medical supplies must be inspected by the examination
technician supervisor in order to insure compliance with OSHA and County standards.
ARTICLE 7: COMPENSATION/PAYMENT
7.1 All training activities involving County services rendered involving Program Participants covered
by this Agreement are considered to be educational in nature, and therefore, County or the
families of the deceased of County shall pay no monetary compensation to the Program
Participants. Any salary, stipend, and/or benefits, due a Program Participant shall be the sole
responsibility of SOMA.
7.2 For services provided pursuant to this Agreement, no Maricopa County employee may receive
directly or indirectly any form of compensation from SOMA in addition to the employee's regular
Maricopa County salary.
ARTICLE 8: CONFIDENTIALITY
8.1 The SOMA shall notify the Program Participants that they are responsible for maintaining the
confidentiality of patient information. Program Participants shall not have access to, or have the
right to review, any medical record, except where necessary in the regular course of the training
program covered by this Agreement or in furtherance of any litigation arising out of Program
Participant’s rotation at County. Additionally, because of the SOMA’s reliance upon County for
information required by federal, state and accreditation requirements, County agrees to provide
SOMA access to that information for those purposes. The discussion, transmission, or narration,
in any form, by Program Participants of any patient information of a personal nature, medical or
otherwise, obtained by the Program Participants is forbidden except as a necessary part of the
training program covered by this Agreement. SOMA shall affirm that all Program Participants
have received all mandatory training required by Federal Rules and Regulations for the protection
of patients’ protected health information (PHI) and the departmental records of completion of such
training shall be available to County upon written request. Should County require any additional
training, SOMA shall notify Program Participants of such requirement and County shall provide
SOMA with records of such attendance.
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ARTICLE 9: NON-DISCRIMINATION
9.1 The parties shall comply with all applicable state and federal statutes and regulations governing
Equal Employment Opportunity, Non-Discrimination and Immigration in the course of carrying out
duties pursuant to this Contract. The Parties shall also comply with the provisions of Executive
Orders 75-5, as amended by Executive Order No. 99-4, which are incorporated into this Contract
by reference as if set forth in full herein. County agrees that, if a Program Participant files a
complaint either with County or SOMA alleging that s/he has been subjected to unlawful
discrimination by County, County agrees to cooperate with SOMA to investigate and resolve such
complaints.
ARTICLE 10: AMERICANS WITH DISABILITIES ACT
10.1 The Parties shall comply with all applicable provisions of the Americans with Disabilities Act
(Public Law 101-336, 42 U.S.C. 12101-12213) and all applicable federal regulations under the
Act, including 28 CFR Parts 35 and 36.
ARTICLE 11: INSURANCE
11.1 The County shall furnish, upon execution of this Agreement and separate written request,
certification of general liability insurance coverage and certification of professional errors and
omissions liability (professional liability) coverage reasonably satisfactory for protection of
assigned Program Participants as established in accordance with Arizona Revised Statutes §41-
621 et seq., (County Self-Insured Program), or amendments thereof, or other pertinent statutes.
11.2 SOMA shall furnish County, upon execution of this Agreement and separate written request,
certification of comprehensive general liability insurance coverage, premises liability coverage,
and certification of professional errors and omissions liability (professional liability) coverage
reasonably satisfactory for protection of its Program Participants in amounts of not less than
$2,000,000 per occurrence and $4,000,000 annual aggregate.
11.3 Each Party shall notify the other thirty (30) days prior to any discontinuance of such insurance
coverage. Upon either party’s notice of the other’s discontinuation of insurance coverage, the
other party shall then have the right to immediate termination of the Agreement.
ARTICLE 12: TERMINATION
12.1 Either party may, at any time and without cause, cancel this Agreement by providing the other
Party with ninety (90) days advance notice. The Parties agree that any such termination shall not
become effective with respect to the Program Participants then enrolled in a training rotation until
the Program Participants’ scheduled rotation is completed, provided that County continues to
have sufficient staffing and other resources to continue the program until that date.
12.2 If, in the judgment of either party to the Agreement, the other party does not perform in
accordance with the conditions of this Agreement, or is otherwise in default of any provision of
this Agreement, the party claiming non-performance or default shall give written notice to the
other party specifying the nature of the non-performance or default. If the non-performance or
default is not corrected within 30 days after receipt of such written notice, or if the non-performing
or defaulting party fails to diligently pursue remedies for corrections which require more than 30
days to complete, the party claiming non-performance or default may terminate this Agreement.
12.3 The County Chief Medical Examiner or his designee is authorized to provide notice of termination
and to terminate this Agreement on behalf of County under the provisions set out in this
Agreement.
12.4 Notwithstanding any other provision in this Agreement, this Agreement may be terminated if the
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Maricopa County Board of Supervisors does not appropriate sufficient monies for the purpose of
maintaining this Agreement. Should Maricopa County fail to appropriate the necessary funds or if
the SOMA's appropriation is reduced during the term of this Agreement, Maricopa County may
reduce the scope of its involvement in this Agreement, if appropriate, or cancel this Agreement
without further duty or obligation. County shall notify SOMA of such action by delivering notice to
SOMA as soon as it learns of the unavailability of said funds.
12.5 This Agreement may be canceled pursuant to Arizona Revised Statutes section 38-511 as
amended, without penalty or further obligation, if any person significantly involved in initiating,
negotiating, creating, drafting, or obtaining this Agreement on behalf of either party is at any time
while this Agreement or any renewal and extension of this Agreement is in effect, an employee or
agent in any capacity or a consultant to the other party, with respect to the subject matter of this
Agreement. Cancellation shall be effective when written notice is received, unless the notice
specifies a later time.
ARTICLE 13: ARBITRATION/ LITIGATION
13.1 This Agreement shall be governed by the laws of Arizona and the courts of Arizona shall have
jurisdiction over any litigation arising from or related to the Agreement.
13.2 The parties shall endeavor in good faith to promptly resolve any dispute arising under this
Agreement by direct negotiations between supervisors or executives who have authority to
resolve the matter. Such negotiations shall be conducted in the spirit of collaboration and
compromise to address the legitimate concerns of the parties, while avoiding more costly dispute
resolution procedures.
13.3 The parties agree that pursuant to Arizona Rules of Civil Procedure, any disputes subject to
Arizona Revised Statutes section12-133 with an amount in controversy less than or equal to
amounts set out in Arizona Rules for Compulsory Arbitration shall be resolved by arbitration in
Maricopa County.
ARTICLE 14: NON-WARRANTY
14.1 The parties do not warrant their respective right or power to enter into this Agreement and if the
same is declared null and void by court action initiated by third persons, there shall be no liability
to the other party by reason of such action or by reason of this Agreement.
ARTICLE 15: COMPLIANCE
15.1 Each Party shall comply with all Federal, State and Local laws, rules, regulations, standards and
Executive orders, without limitation to those designated within this Agreement. The laws and
regulations of the State of Arizona shall govern the rights of the parties, the performance of this
Agreement and any disputes hereunder. Any changes in the governing laws, rules and
regulations during the terms of this Agreement shall apply, but do not require an amendment.
ARTICLE 16: REMEDIES
16.1 Either party may pursue any remedies provided by law for the breach of this Agreement. No right
or remedy is intended to be exclusive of any other right or remedy and each shall be cumulative
and in addition to any other right or remedy existing at law or at equity or by virtue of this
Agreement.
ARTICLE 17: SEVERABILITY
17.1 If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall
continue valid and enforceable to the full extent permitted by law.
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ARTICLE 18: INDEMNITY
18.1 Each party (as ‘indemnitor’) agrees to indemnify, defend, and hold harmless the other party (as
‘indemnitee’) from and against any and all claims, losses, liability, costs, or expenses (including
reasonable attorney’s fees) (hereinafter collectively referred to as ‘claims’) arising out of bodily
injury of any person (including death) or property damage, but only to the extent that such claims
which result in vicarious/derivative liability to the indemnitee are caused by the act, omission,
negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents, employees,
or volunteers.
ARTICLE 19: ENTIRE DOCUMENT
19.1 This Agreement constitutes the entire document, and the understanding among the parties. This
Agreement may not be modified, amended, altered or extended except through a written
amendment signed by the parties.
APPROVAL: APPROVAL:
FOR MARICOPA COUNTY FOR THE SOMA OF ARIZONA
By: ______________________________ By: ______________________________
Steve Chucri, Chairman (Date) (Date)
Board of Supervisors
ATTEST:
By: ________________________________
Fran McCarroll (Date)
Clerk of the Board
APPROVED AS FORM
Pursuant to A.R.S. §11-201 et seq., the Agreement has been reviewed by the undersigned attorney for
Maricopa County who has determined that it is in proper form and is within the powers and authority
granted under the laws of the State of Arizona.
By:___________________________________
(Date)
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