THIS AGREEMENT made effective {effectiveDate} by Cedas Home Care Services, LLC hereinafter referred to as “AGENCY”, and represented by Cecile Sutherland, RN, its President/Director of Nursing, and (LVN) (LPN) hereinafter referred to as “BUSINESS ASSOCIATE” or "NURSE".
1. PURPOSE
The purpose of this Agreement is to include additional staff to provide skilled nursing services to AGENCY’s patients. These services are hereinafter referred to as “Skilled Nursing Services”.
2. ADMISSION OF PATIENTS AND SCHEDULING
Patients eligible to receive Skilled Nursing from Nurse the terms of this Agreement shall only be such patients as are accepted and admitted for home health care services by the AGENCY.
NURSE shall not have any authority to admit patients.
Scheduling of visits and the location for performing such services shall be agreed upon by the BUSINESS
ASSOCIATE, patient, and the AGENCY.
3. DUTIES OF THE BUSINESS ASSOCIATE
Nurse, shall perform duties including, but not limited to, the following:
A. If the Nurse is an RN, she/he will perform thorough assessments of patient’s abilities and limitations, initially and within forty-eight (48) hours of referral by AGENCY and assume ongoing supervision of therapy staff by appropriate professional personnel.
B. Provide services within the scope set forth in the physician’s approved plan of treatment and ensure that services provided are in compliance with Medicaid, insurance and all local, state and federal requirements. Any alteration in the plan of treatment will originate from the patient’s physician in coordination with the NURSE and the appropriate personnel of the AGENCY.
C. Observe, record and report to the AGENCY’s Case Manager the patient’s response to treatment and/or any changes in the patient’s condition as well as participate in case conferences as required by the Agency.
D. Maintain records and reports in accordance with the policy of the AGENCY, including visit reports and observations on the progress of the patient. Make available all relevant records and information applicable to each patient to be treated by Nurse. All such records, including information and notes added by the nurse whose services are provided by the Nurse shall be property of the AGENCY.
E. Instruct other health team personnel including, when appropriate, Home Health Aides and family/caregivers in procedures which Nurse deems appropriate for the home health aide or family/caregiver to deliver. Such instructions will be documented in the nurse's progress notes.
F. Instruct the patient and/or family/caregivers on the goals, procedures, benefits and risks of services provided and solicit patient and/or family/caregiver participation in the plan of care.
G. Participate in Performance Improvement activities of the Agency.
H. Be involved in the discharge planning for each client to whom they provide service and will begin preparing the patient for discharge upon initial evaluation. Discharge instructions will be documented in the progress notes.
I. Submit clinical documentation, on Agency approved forms, with the invoice for these services on a weekly basis, by mail on Wednesday of the following week of service unless otherwise arranged. The week shall be considered as the period starting on Sunday and ending on Saturday.
J. Adhere to the Civil Rights Act of 1964.
4. PERSONNEL QUALIFICATIONS
Each Nurse providing services to a patient of the AGENCY will be appropriately licensed in the State of New Jersey and will adhere to the policies and procedures of the AGENCY.
A. NURSE, prior to the commencement of this agreement will provide The AGENCY with verification of licensing, educational and training requirements.
B. NURSE will provide THE AGENCY evidence of current licenses, certifications, or registration.
C. NURSE will have and maintain appropriate clinical knowledge and experience to provide the level of care necessary to accomplish physician’s order and plans of care for assigned patients.
D. NURSE will ensure that he/she will, at a minimum, meet the requirements outlined in the job description provided by the AGENCY.
E. NURSE will have an ongoing process to ensure that competence of all staff members is assessed, maintained, and improved on a continuous basis.
F. NURSE will train care staff on all areas covered in the orientation program provided by the AGENCY and will maintain ongoing in-service education to meet AGENCY requirements.
G. NURSE will be free of communicable disease, oriented to infection control procedures, OSHA Blood Borne Pathogens Standards, home health safety procedures and confidentiality of patient information, and trained in patient/caregiver education related to nursing. Documentation in support of these requirements will be made available to the AGENCY.
5. DUTIES OF THE AGENCY
AGENCY will admit patients/clients and coordinate, supervise and evaluate all home health services provided to patients/clients to verify that these services meet AGENCY’s quality assurance standards.
AGENCY will supply NURSE with appropriate forms for documentation of patient/client assessments, services rendered, progress reports and any other documentation required by the AGENCY. AGENCY will allow NURSE to use its own forms if AGENCY reviews such forms and finds that they meet all AGENCY’s requirements.
AGENCY will provide, maintain and make available for review patient/client’s medical records to BUSINESS ASSOCIATE’s nurses as is deemed necessary for delivery of nursing services.
AGENCY will not discriminate in employment or provision of services with respect to age, race, color, religion, military status, gender preference, sex, marital status, national origin, disability or source of payment.
AGENCY will communicate clinical and personnel concerns to the BUSINESS ASSOCIATE.
AGENCY, through ongoing interaction with client’s and/or caregivers, will ascertain client satisfaction, progress or lack of, and any need for correction action related to ancillary services.
AGENCY will pay NURSE the amount for services rendered, as stated in the invoices, within fifteen (15) days of invoice date.
AGENCY agrees to the rates as set forth in Appendix A including the assessment of any interest charges as outlined for invoices that remain unpaid beyond the due date.
6. HIPAA CONFIDENTIALITY
NURSE agrees to comply with the applicable provisions of the Administrative Simplification section of the Health Insurance Portability and Accountability Act (HIPAA) of 1996, as codified at 42 U.S.C. 1230d through d-8, and the requirements of any regulations promulgated there under including without limitation the federal privacy regulations as contained in CFR Part 164 (the “Federal Privacy Regulations”) and the federal security standards as contained in 45 CFR Part 142 (the “Federal Security Regulations”).
NURSE agrees not to use or disclose any protected health information, as defend in 45 CFR 164.504, or individually identifiable health information, as defined in 45 U.S.C 1230d (collectively, the “Protected Health Information”), regulations promulgated under HIPAA including without limitation the Federal Privacy Regulations and the Federal Security Regulations.
NURSE agrees to implement appropriate safeguards to prevent the use or disclosure of a patient’s Protected Health Information other than as provided for by this Agreement.
NURSE agrees that the terms of this Agreement shall be kept confidential. In addition, NURSE agrees not to disclose any of AGENCY’s proprietary information to any other party, including AGENCY’s competitors, without AGENCY’s written consent. This understanding shall survive the termination of this Agreement.
NURSE agrees to use protected health information only for the purpose of fulfilling the service requirements of this Agreement.
NURSE agrees to prohibit the use or disclosure of protected health information in any way that would
violate current privacy standards;
NURSE agrees to establish appropriate safeguards to prevent the use or disclosure of protected health information stored or maintained by NURSE whether in written or electronic form;
NURSE agrees to report any misuse or disclosure of protected health information to AGENCY and to the affected patient(s) within twenty-four (24) hours of discovering such misuse or disclosure;
NURSE agrees to provide a written procedure to AGENCY under which patients who are subjects of the protected health information may inspect and copy their information in possession of NURSE and allowing for the correction and amendment of information upon notice thereof from AGENCY;
NURSE agrees to provide a written procedure to AGENCY under which patients will be notified of the release of protected health information as required by current HIPAA regulation; and
NURSE agrees that upon expiration of this Agreement, NURSE shall return or destroy all protected health information received from AGENCY during the term of this Agreement, whether written or electronic format, and to retain no copies of such information.
This shall not preclude NURSE from maintaining sufficient information solely to permit timely billing and to meet record retention requirements, provided that such information is returned or destroyed once such billing or record retention requirements are met and provided that the protections of HIPAA and this Agreement are extended until such time as such information is returned or destroyed.
7. PROFESSIONAL LIABILITY INSURANCE
The NURSE shall keep in full force, for the duration of this contract, General Liability as well as Professional Liability with minimum limits of $1,000,000.00 or what is customarily acceptable at the AGENCY’s discretion.
NURSE shall furnish to Agency a valid certificate of insurance evidencing that it has professional liability insurance coverage within limits that are customary for the services provided and acceptable at the Agency’s discretion.
THE AGENCY may choose to cover NURSE under its insurance policy, in which case the two previous paragraphs do not apply.
8. INDEMNIFICATION OF AGENCY
NURSE agrees to indemnify and hold Agency and its officers, agents, and employees harmless, for any and all liability loss, damage, claim, or expense of any kind, including costs and attorney’s fees, that result from negligent or willful acts or omissions by NURSE or its officers, agents, employees, in connection with the duties and obligations of NURSE under this Agreement.
9. TERM, RENEWAL, AND TERMINATIONS
The initial term of this Agreement shall commence at the date set forth as written above and shall terminate upon the expiration of one (1) year thereafter. Agreement shall be renewed automatically for successive one (1) year terms, after review by Agency and BUSINESS ASSOCIATE, unless one of the parties notifies the other party in writing, of its intention not to renew the Agreement not less than thirty (30) days prior to any anniversary date. This Agreement may be terminated by Agency or NURSE by giving thirty (30) days written notice to the other party, any time during the term of the Agreement.
10. ENTIRE AGREEMENT
This Agreement and the schedules, exhibits, and the attachments hereto constitute the entire agreement between the parties hereto with respect to the subject matter hereof.
11. SIGNIFICANCE OF HEADINGS
Headings in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.
12. NOTICE
Any notice required or permitted under terms of this Agreement shall be in writing and deemed to have been duly given as of the date given in person, or of deposit with the United States Postal Service or a courier service, by Certified or Registered mail, postage prepaid, return receipt requested, and addressed to the other party at its postal address as stated below.
IF IT IS ULTIMATELY DETERMINED AS A RESULT OF PUBLICATION OF THE REGULATION THAT SECTION 952 OF THE RECONCILIATION ACT OF 1980 (PUB. L. 96-499) APPLIES TO THIS CONTRACT, NURSE WILL MAKE ITS BOOKS AND RECORDS AVAILABLE TO AGENTS OF THE SECRETARY OF HEALTH AND HUMAN SERVICES OR THE COMPTROLLER GENERAL UPON REQUEST. THESE BOOKS AND RECORDS WILL BE MAINTAINED FOR CONTINUED ACCESS FOR A
PERIOD OF FOUR YEARS AFTER SERVICES ARE RENDERED.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the day and date first
above written.