Loading...
HomeMy WebLinkAbout2017-372 Aging - Jennifer Womack, MS OTR/L, (UNC) for occupational therapy assessments 3 INDEPENDENT CONTRACTOR AGREEMENT This INDEPENDENT CONTRACTOR AGREEMENT ("Contract") is made December 1, 2016 between Orange County and The University of North Carolina at Chapel Hill ("Contractor ") , for clinical services to be rendered by Jennifer Womack MS OTR/L, employee of Contractor and students under her direct supervision. RECITALS A. Orange County operates two Senior Centers in Orange County, NC: Robert and Pearl Seymour Center at 2551 Homestead Road, Chapel Hill, NC 27516 and Central Orange Senior Center at 515 Meadowlands Drive, Hillsborough, NC 27278. Orange County desires to have the following services provided at these senior centers at the same addresses: occupational therapy services as part of the Aging Transitions Program, including occupational therapy functional assessment, injury prevention education and wellness promotion through direct services and consultation. B. Orange County desires to retain Contractor for clinical services to be rendered by Jennifer Womack, MS OTR/L, professional colleagues at her request, and students under her direct supervision to perform such services for Orange County under the terms and conditions set forth in the Contract. Students may be on-site under a separate executed affiliation agreement or as a volunteer. In no event shall students be paid for services rendered pursuant to this Agreement. In consideration of the mutual promises set forth in the Contract, it is agreed by and between Orange County and Contractor: Allied Health Sciences, School of Medicine, University of North Carolina at Chapel Hill. SECTION ONE DESCRIPTION OF SERVICES The services to be performed by Contractor include occupational therapy assessment, intervention and programmatic services generally performed by occupational therapists including but not limited to assessment of performance of daily living skills and related capacities, functional mobility, community living skills, transportation use, and provision of related education. Contractor will provide on-site supervision by faculty of students who are not licensed professionals. Contractor will not exceed 40 hours per month in providing services listed above. SECTION TWO PAYMENT Orange County will pay Contractor $35/hour for occupational therapy services in conjunction with the Aging Transitions program. Contractor will provide billings reports to Orange County Aging Transitions Coordinator. Contractor will submit a bill at 90-day intervals for screening services rendered, payable within 30 days of receipt. Orange County will provide payment to the University within 30 days of receipt of contractor bill. SECTION THREE OBLIGATIONS OF CONTRACTOR Contractor will: a. Perform the services under the Contract in strict adherence to the professional standard of care, as well as the applicable professional code of ethics. b. Promptly communicate by telephone to the Orange County, Department on Aging Transitions Coordinator, interruptions, or problems with scheduling. c. Make every effort to help clients/participants understand the relationship between the Contractor and the Orange County, Department on Aging in providing occupational therapy services. d. Maintain all requisite record keeping and documentation at the Orange County, Department on Aging, in accordance with the requirements of Health Insurance Portability and Accountability Act of 1996 ("HIPPA") and any amendments thereto. Contractor records will fully disclose the extent of the services and recommendations provided to each participant. e. Keep confidential any information about client/participants, which is shared by Orange County or the client/participant. Such information shall be shared only among Orange County and Contractor staff who need to know in order to coordinate, manage, or deliver services to the client. f. Communicate with Aging Transitions Coordinator regarding screening tools and assessments used in service provision and to provide to Orange County with copies of assessments once completed. g. Provide to clients receiving direct service provision a copy of recommendations and screening tools used in the assessment process. h. Provide billings reports to the Orange County Wellness Coordinator for all client service during a session date. i. Submit a bill at 90-day intervals for services rendered, payable within 30 days of receipt. j . Meet with Orange County staff at their request to discuss service provision. SECTION FOUR OBLIGATIONS OF ORANGE COUNTY Orange County will provide, at Orange County's sole expense, appropriate administrative support to Contractor, including, but not limited to: staff assistance as needed, materials and supplies for participants, and appointment scheduling. Orange County will provide Contractor adequate space/areas for screening services. Orange County will maintain all records related to screening provided by contractor for three years from the first date of service and in accordance with the requirements of Health Insurance Portability and Accountability Act of 1996 ("HIPPA") and any amendments thereto, and make records available to contractor for inspection. Orange County shall use its best efforts to provide the support and services described in this Section Four. Orange County will comply with, and ensure its employees will comply with, all applicable federal and state laws and codes of ethics, including but not limited to HIPPA and other privacy or confidentiality laws or codes. SECTION FIVE RELATIONSHIP OF PARTIES The parties agree that Contractor is an independent contractor, and nothing in the Contract creates an employer-employee or a principal-agent relationship, partnership or joint venture between Orange County and Contractor. The Contract also does not create any such relationship between Orange County's employees and Contractor. The conduct and control of Contractor's services performed under the Contract will lie solely with Contractor. On-site students are not and shall not be deemed to be employees or agents of Contractor. Orange County will provide Contractor a form 1099 at year-end to be submitted to the Federal and State taxing authorities for any fees paid to Contractor by Owner. No Federal, FUTA, Social Security, State of North Carolina or North Carolina Unemployment Tax will be withheld nor deposited on Contractor's behalf. Contractor is urged to consult an accountant for guidance in establishing tax payment schedules, which are appropriate for Contractor's situation. Contractor is associated with Owner only on a sub-contractual basis. SECTION SIX LIABILITY AND INDEMNIFICATION The services to be performed under the Contract will be performed at Contractor's risk, and Contractor assumes all responsibility for practicing according to the laws of the state of North Carolina and the applicable Codes of Ethics for professional conduct. Contractor will carry, for the term of the Contract, professional self-liability insurance in an amount acceptable to Orange County: minimum coverage of $1,000,000 per occurrence/$3,000,000 aggregate. Owner agrees to maintain adequate general business liability and hazard insurance for the center, including adequate premise liability insurance during the term of the Contract. To the extent permitted by and in accordance with the North Carolina tort Claims Act, Contractor will indemnify Orange County for any liability or loss arising from the negligent actions or omissions of Contractor in Contractor's performance of the Contract. Orange County will be solely responsible for Orange County's acts and omissions and those of its employees, representatives and agents, including but not limited to any and all wrongful acts and negligence of its employees, representatives and agents. Orange County will indemnify and hold harmless Contractor with respect to any and all losses, costs, damages or other liabilities, including without limitation reasonable attorneys' fees, arising from the actions or omissions of Orange County and/or its employees, representatives and agents, to the extent permissible under North Carolina state law. The indemnification in this Section Six shall survive the termination of the Contract. SECTION SEVEN TERM AND TERMINATION Unless sooner terminated, the Contract shall remain in force until June 30, 2017. The Contract may then be negotiated and renewed by written agreement of the parties annually. The Contract may be terminated as follows: a. By mutual written consent of the parties b. By either party upon sixty days' prior written notice to the other; c. By either party upon the other party's material breach of any obligations under the Contract, and the breach is not cured within a reasonable time; d. By contractor upon dissolution; bankruptcy, sale of substantially all of the assets, or a change of managing control of Orange County, or if Orange County ceases to engage in the business of providing senior center services; or e. By Contractor if the practice is no longer located at the address set forth in the Recital A above. Upon termination of the Contract, Orange County will provide Contractor a full accounting of and settle all accounts with Contractor. All clinical records (including but not limited to paper charts and copies of any clinical electronic files related to Contractor's clients and practice) shall remain the property of Contractor. However, accounting records and copies of all electronic files will remain the property of Orange County, as is required for appropriate facility operation, handling of records requests, tax preparation, processing of insurance claims, and participation in facility provider network audits. SECTION EIGHT MISCELLANEOUS The Contract constitutes the entire agreement between Orange County and Contractor with respect to the subject matter in the Contract and supersedes all prior discussions, communications, understandings, and agreements, whether oral or written. The Contract may not be amended, nor modified except in writing duly executed by both Orange County and Contractor. Neither Orange County nor Contractor may assign, in whole or in part, the Contract or any of their respective rights or obligations under the Contract, without the prior written consent of the other party. The Contract may be executed in several counterparts, each of which will be deemed an original, and all of which will constitute one and the same instrument. The parties agree that the laws of the State of North Carolina will govern and control the validity, interpretation, performance, and enforcement of the Contract. In witness whereof, the parties have executed the Contract, under seal and in such form as to be binding the day and year first above written. FOR AND ON BEHALF OF ORANGE COUNTY FOR AND ON BEHALF OF THE UNIVERSITY OF NORTH CAROLINA AT CHAPEL HILL Printed Name: / William Roper, M.D. Dean, School of Medicine and Vice Title: � a Chancellor for Medical Affairs Date UNC-Chapel Hill Date: /1 Date: Step en R. Hooper, PhD Associate Dean & Chair, Department of Allied Health Sciences UNC-Chapel Hill Date: l9 I - u 120 Ruth Humphry P D OTR/ Director, Division of Occupational Therapy Dept. of Allied Health Sciences UNC-Chapel Hill Date: Mathe UMF our , MD, FACR, FSIR, FAHA CEO, 1 icians Date: