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1997-347 ORDINANCE NO AN ORDIN~MNCE ACCEPTING COMPETITIVE BIDS AND AWARDING A CONTRACT FOR THE PURCHASE OF MATERIALS, EQUIPMENT, SUPPLIES OR SERVICES, PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING FOR AN EFFECTIVE DATE WHEREAS, the City has solicited, received and tabulated competitive bids for the purchase of necessary materials, eqmpmant, supplies or services in accordance with the procedures of STATE law and City orchnances, and WHEREAS, the C~ty Manager or a designated employee has reviewed and recommended that the hcrem described bids are the lowest responsible bids for the materials, eqmpmant, supplies or services as shown m the "Bid Proposals" submitted therefore, and WHEREAS, the City Council has prowded m the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supphes or servmes approved and accepted herein, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I That the numbered items in the following numbered b~ds for materials, eqmpment, supplies, or services, shown m the "Bid Proposals" attached hereto, are hereby accepted and approved as being the lowest responsible b~ds for such items BID 4~ ITEM NUMBER NO VENDOR AMOUNT 2129 ALL MUNICIPAL SERVICES BUREAU(MSB) EXHIBIT A SECTION II That by the acceptance and approval of the above numbered ~tems of the submitted b~ds, the Caty accepts the offer of the persons submitting the b~ds for such items and agrees to purchase the materials, equipment, supphes or services m accordance w~th the terms, specfficat~ons, standards, quantatles and for the specified sums contmned in the B~d Inwtat~ons, B~d Proposals, and related documents SECTION III That should the City and persons submitting approved and accepted ~tems and of the submitted bids w~sh to enter into a formal wnttan agreement as a result of the acceptance, approval, and awarding of the bids, the C~ty Manager or his designated representative ~s hereby authorized to execute the wntten contract which shall be attached hereto, provided that the written contract is m accordance w~th the terms, conditions, spemficat~ons, standards, quantities and specified sums conttuned in the Bid Proposal and related documents hereto approved and accepted SECTION IV That by the acceptance and approval of the above numbered ~tems of the submitted b~ds, the C~ty Council hereby authorizes the expenditure of funds therefor ~n the amount and ~n accordance w~th the approved bids or pursuant to a written contract made pursuant thereto as authorized herein SECTION V That fins ordinance shall become effective ~mmedmtely upon ~ts passage and approval PASSED AND APPROVED th~s d:~ day of ~:~ ~_~.~__~__~, 1997 JACK MILLER, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY BID # 2129 BID NAME BILLING AND COLLECTION OF MUNICIPAL TEXAS DIVERSIFIED AMBULANCE FEES SERVICES MEDICAL REIMBURSEMENT BUREAU DATA SYSTEM OPEN DATE NOVEMBER 13, 1997 (MSB) SYSTEM INC I __% BILLING COMPENSATION WILL BE A FIXED PERCENTAGE OF FEES S 90% 15% 10% COLLECTED COLLECTED COLLECTED 2 __% BAD DEBT COLLECTORS COMPENSATION WILL BE A FIXED 8 90% 25% PERCENTAGE OF FEES COLLECTED COLLECTED COLLECTED AGREEMENT FOR COLLECTION SERVICE STATE OF'TEXAS § COUNTY OF DENTON § THIS AGKEEMENT is made and entered into as of the ~ day of ~t#~f, 19.~by and between the City of Denton, A Texas Municipal Corporation, with its pnnmpal office at 215 E McKmney Street, Denton, Denton County, Texas 76201, (hereinafter sometimes referred to as "CITY") and MUNICIPAL SERVICES BUREAU, with as corporate offica at 5912 Balcones Drive, Suite 100, Anstm, Texas, heremaftar called ("MSB") acting hereto, by and through thetr duly authorized representative WlTNESSETH, that m conmderatmn of the covenants and agreements herein contained, the parties hereto do mutually agree as follows ARTICLE I EMPLOYMENT The CITY hereby contracts with MSB, as an mdepandent contractor, and the MSB hereby agrees to perform the services he,em m counect~un with the ProJect as stated m the sections to follow, w~th diligence and m accordance w~th the hlshest profesamnal standards cnstomanly obtained for such serwces m the State of Texas The professional services set out harem are m connection with the following described project To provide billing and collectmn services for ambulance fees The object of the service ~s to unplement bdhng and collection procedures that will increase revenue, as well as reduce personnel costs and tune SCOPE OF SERVICES The MSB shall perform the following services m a professional manner A The MSB shall perform all those services as necessary and as described an the CITY'S Request for Bid for Billing and Collection of Ambulance Fees which is attached hereto and made a part hereof as Exhibit "A" as ffwntten word for word harem and m MSB'S proposal which ~s attached hereto and made a part hereof as Exbablt "B" B Patient Contact-Billing MSB agrees to provide and maintain a billing office m behalf of the City At the request of the City, MSB wall file Health Insurance Claim Forms m the name of the City with insurance companies, Methcald, Medicare, Workers compensation or others m an attempt to facilitate payment ora Pat~ants' EMS bdl MSB, m the name of the City may also mad statements, telephune or otherwise contact Patients, the responsible party, insurance company, Medrcmd, Medicare, Workers compensatmn or others m order to attempt to collect those bills owed by the PaUents or the responsible party The C~ty wall provide the name and last known address of the responsible party, if any and all mformatmn available regarding the charges recurred If a bill becomes dehnquent, the account may be transferred to our colleeUun &vision C Pat~ant Contact or Dehnquent Accounts If a Patient's account becomes dehnquent, MSB may mall collection notices, telephone otherwise contact Patients ar an attempt to collect those delinquent accounts All contact made will be as a th~rd-pa~y colleetmn agency D Correct Inforrnat:un MSB wall rely on the City to provide correct reformation about the Panent's bill and spemfieally, about the dollar amount m questmn, and the City will tmmedmtely update and correct any lnfonnanon it has promded to MSB In particular, the City wall within one (1) busmess days nonfy MSB of any payment or other sansfact~on of the account made drrectly to the City, or uny other acnon affecting the amount or nmmg of momes owed by the Panent to the City When addmonal mformanon is needed, the hospital wall be contacted first, then the Pataent E Collections and Settlement - MSB shah m all cases attempt to collect the total sum of outstanding receivables und charges owed by the debtor on un Account However, MSB shall have the authority on behalf of Creditor to collect, compronuse, adjust or settle uny and all Accounts placed with collector so long as the sum collected, cornpronused, adjusted or settled as prcviunsly approved und agreed to by CITY F Notification of Claims - MSB agrees to promptly advise CITY of any clanns asserted against CITY by any debtor G Return of Accounts - Unless this Agreement shall be terminated as hereinafter provided, und unless CITY expressly agrees otherwise, tn advance, for each Account, Collector shall cease its actlvlUes and return the Account to Creditor if (I) no collection arrangement has been made within 180 days of receiving the Account, or (n) after having made a collection arrangement for a pamcular Account, no amounts are collected by the Collector for a cunnnunus period of 365 days H Withdrawal of Referred Accounts _ CITY may withdraw uny Account assigned to Collector at uny tune for uny reason I Legal Acnon/Credlt Bureaus The City authorLzes MSB to report dehnquent accounts to thc credrt bureau ofMSB's chmce MSB shall have no habdrty fur any amunnts uncollected and in no event shall be reqmred to bring any suit for coHecnon of uny such uncollected amount Should the City and MSB mutually agree that a suit as the proper course of action against a Panunt to effect collecnon, MSB would request written authorization from the City before proceeding J Nulhficanon of Collecnons The City wall within one (1) business days notify MSB of accounts referred to MSB for collection that have been paad or disputed by the Patients directly to the City whenever that payment or dispute occurs By the fifteenth of each month, MSB wall provide detaded reporting to the City to ldennfy all accounts known to be collected during the prior month and to remit monies collected on the City's behalf The City unthortzes MSB to endorse negonable mstmments made payable to the City and provided to MSB for payment of momes due and to deduct comnuss~ons due on those accounts paid drrectly to MSB from the amounts collected by MSB K If there is any conflict between the terms of this agreement and the exhibits attached to this agreement the terms and conditions of this agreement wall control over the terms and conditions of the attached exhibits ARTICLE III PERIOD OF SERVICE A This Agreement shall become effeenve on December 1, 1997 The Agreement is effective for a period of one year however the agreement is renewable each year by agreement of the pames The CITY und the MSB must each give written nonce to the other party at least 60 days before the contract ends for the renewal to be effective B CITY may terminate this agreement lmmechately by oral or written nonce if (I) MSB violates or breaches any term or condition of the Agreement, or (ii) CITY reasonably determines that there has been un adverse chunge m MSB's financial condtnon MSB shall st~ll be untitled to receive tis fee as provided m ARTICLE IV In case of termmanon hereunder this paragraph (0 all accounts und file materials shall be returned immediately to CITY, 00 MSB shall immediately cease all collection efforts 2 C If MBS g~ves the s~xty days not,ce to end th~s Agreement, all accounts shall be ~mmethately returned to the Caty and no compensatmn shall be pa~d to MBS past the termmatmn date If the C~ty gaves saxty days not~ee to end this Agreement, MBS may cuntmue to render ~ts servmes on the accounts it has for thirty days after the termmatton date and shall be paid the compensatton estabhshed by this Agreement After the thmy day period, MBS shall return all accounts to the C~ty w~thout receiving further compensation, except MBS may retain accounts for which the debtor has s~gned an installment agreement until the expuntmn of the tnne m which momes are to be p~ud under the agreement MBS shall be bound by the terms and contht~ons of th~s Agreement as to the accounts it is authorized to retain after termtnatmn ARTICLE IV COMPENSATION MSB as full compensatmn for ~ts sarv~ces, shall for all accounts referred by the C~ty to MSB for billing for which the C~ty is pa~d (m whole or m part), regardless of whether payment is accepted threctly by the C~ty or by MSB on the C~ty's behalf, the C~ty will pay to MSB, m Traws County, Texas a 8 9percent comnusslon rate on the amount collected Thas Cormmss~on rate will apply to all accounts referred to MSB regardless of when the amount due is actually collected unless the provls~uns of Artmle III of thxs Agreement apply ARTICLE V REMITTANCES MSB shall rermt to CITY all funds received on CITY Accounts along with a monthly remittance report by the 15t~ of each month, for the prewous month collections The C~ty shall notify MBS of payments made directly to the City within one (1) business days of receipt and the City agrees to remit to MBS within 20 days of rece~vmg MBS's statement, any amount due MBS ARTICLE VI INDEPENDENT CONTRACTOR The MSB shall prowde serwces to CITY as an independent contractor, not as an employee of the C~ty MSB shall not have or claim any right arising bom employee status ARTICLE VII INDEMNITY AGREEMENT THE MSB SHALL INDEMNIFY AND SAVE AND HOLD HARMLESS THE CITY AND ITS OFFICERS, AGENTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL LIABILITY, CLAIMS, DEMANDS, DAMAGES, LOSSES AND EXPENSES, INCLUDING BUT NOT LIMITED TO COURT COSTS AND REASONABLE ATTORNEY FEES INCURRED BY THE CITY, AND INCLUDING WITHOUT LIMITATION DAMAGES FOR BODILY AND PERSONAL INJURY, DEATH AND PROPERTY DAMAGE, RESULTING FROM THE NEGLIGENT ACTS OR OMISSIONS OF THE MSB OR ITS OFFICERS, SHAREHOLDERS, AGENTS, OR ElVtPLOYEES IN THE EXECUTION, OPERATION, OR PERFORMANCE OF THIS AGREEMENT NOTHING IN THIS AGREEMENT SHALL BE CONSTRUED TO CREATE A LIABILITY TO ANY PERSON WHO IS NOT A PARTY TO THIS AGREEMENT AND NOTHING HEREIN SHALL WAIVE ANY OF THE PARTY'S DEFENSES, BOTH AT LAW OR EQUITY, TO ANY CLAIM, CAUSE OF ACTION OR LITIGATION FILED BY ANYONE NOT A PARTY TO THIS AGREEMENT, INCLUDING THE DEFENSE OF GOVERNMENTAL IMMUNITY, WHICH DEFENSES ARE HEREBY EXPRESSLY RESERVED. 3 ARTICLE VIII ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The pames may agree to settle any dispute under this Agreement by submitung the dispute to arbitration or other means of alternate dispute resolution such as mediaUon No arbitraUon or alternate dispute resolution arising out of or relating to, this agreement mvolvmg one party's disagreement may mclude the other party to the disagreement without the other's approval REPORTING TO TEXAS DEPARTMENT OF HEALTH A Data Subrmsslons MSB will electromeally submat, on behalf of the City, the Texas Prehospltal Standard Data set for all trauma, submersion (drowning end near drowning) and suffocation patients transported by ambulance An electronic record will be subnutted for each patient Patients transferred between hospitals will also be mcluded when subrmtted to MSB by the City B Correct Informattun MSB will rely completely on the City to provide the correct mformatmn to be reported Only the reformation supphed by the City on the Run Report will be submitted to the Texas Department of Health, Trauma Registry ARTICLE X RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval by the CITY shall not constitute nor be deemed a release of the responsibility and liability of the MSB, ns employees, associates, agents, subcontractors and subconsultants for the competency of their work, nor shall such approval be deemed to be an assumption of such responsibthty by the City for any work by MSB, its employees, snbcontractors, agents and consultants ARTICLE XI NOTICES All noUees, communications, and reports reqmred or permitted under this Agreement shall be personally delivered or mailed to the reepeettve pames by depositing same m the United States mail at the address shown below, eemfied mall, return receipt requested unless otherwise specified herein Marled notices shall be deemed communicated as of three days mailing TO MSB TO CITY MUNICIPAL SERVICE BUREAU CITY OF DENTON Atto Thomas Bellavia Aim Kathy DuBose Title President Title Assistant City Manager for Finance 5912 Balcones Drive, Suite 100 215 E McKlnney Austin, Texas 78731 Denton, Texas 76201 All notices shall be deemed effective upon receipt by the party to whom such nonce is given or within three days mailing ENTIRE AGREEMENT This Agreement consisting of 6 pages and 2 exhibits constitutes the complete and exclusive statement of the terms of their agreements and supemedes all prior contemporaneous offers, pmrmses, representations, negotiations, discussions, communications and agreements wl~ch may have been made in connection with the subject matter hereof 4 ARTICLE XIII SEVERABILITY If any prowsmn of th~s Agreement ts found or deemed by a court of competent junsdmt~on to be mvahd or unenforceablo, ~t shall be coustdered severable from the remamder of th~s Agreement and shall not cause the remamder to be mvahd or unenforceable In such event, the party shall reform thts Agreement to replace such smcken prowsmn wtth a vahd and enforceable prows~on whmh comes as close as possible to expressing the tntentton of the slncken prowslon ARTICLE IV COMPLIANCE WITH LAWS MSB shall comply w~th all federal, state, local laws, mles, regulatmns, and ordinances apphcable to the work covered hereunder as they may now read or heremafter be amended ARTICLE XV DISCRIMIANATION PROHIBITED In performing the serwces reqmred hereunder, the MSB shall not d~scrnnmate against any person on the bas~s of race, color, rehgmn, sex, national ongm or ancestry, age, or physical handmap ARTICLI~ XVI PERSONNEL A MSB represents that ~t has or will secure at ~ts own expense all personnel reqmred to perform all the services reqmred under tlus Agreement Such personnel shall not be employees or officers of, or have an contractual relatmns w~th the c~ty MSB shall ~nform the CITY of any conflmt of interest or potentml conflict of interest that may arise during the term of thts Agreement B All services reqmred hereunder wdl be performed by MSB or under tts superv~smn MSB shall ensure that all personnel engaged ~n work are duly quahfied, and permitted under state and local laws to perform such ARTICLE XVII ASSIGNABILITY MSB shall not assign any interest m th~s Agreement and shall not transfer any mterest ~n th~s Agreement (whether by assignment, novatmn or otherwise) wathout the prior written consent of the CITY ARTICLE XVIII MODIFICATION No wmver or modffieat~on of th~s Agreement or of any covenant, condmon, lmutatmn here~n contained shall be vahd unless m writing and duly executed by the party to be charged therewith and no cwdcnce of any warver or mothficat~on shall be offered or received m evidence m any proceeding arising between the part~es hereto out of or affecting th~s Agreement, or the rights or obhgattons of the parttes hereunder, and unless such waiver or modfficatxon ts m wrttrng, duly executed, and, the part~es further agree that the prowstons of thts section wall not be wmved unless as hereto set forth ARTICI~E XIX MISCELLANEOUS A Thc following exlubtts are attached to and made a part of th~s Agreement Exlublt "A" Request for Proposal for Billing and Collection of Ambulance Fees 2 Exlubit "B" Proposal Bfllmg and Collectmn Ambulance Fees B Venue of any suit or cause of acnon under this Agreement shall lie exclusively m Denton County, Texas This Agreement shall be construed m accordance with the laws of the State of Texas C MSB will promptly advise CITY of any Account on which it receives a not~ce of hank~uptcy D MSB will accurately and fairly report all accounts to the credit bureau E The captlol~s of th~s Agreement are for mforma~onal purposes only and shall not in any way affect the substantive terms or condmuns of this Agreement IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by ~ts duly authorized City ])~anagor and MSB has executed this Agreement through ~ts duly authorized undersigned officer on this the CITY OF DENTON, TEXAS Ted Benavldes, City Manager ATTEST YENNIFER WALTERS, CITY SECRETARY HERBERT L PROUTY, CITY ATTORNEY By~--~ ~C~' T~Ya~me ~L ~E~/ICES BUREAU WITNESS 6