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HomeMy WebLinkAboutC20180481 Interlocal Agreement SKAGIT COUNTY Contract # C20180481 Page 1 of 37 SKAGIT COUNTY EMERGENCY MEDICAL SERVICES SYSTEM DELIVERY AGREEMENT This Emergency Medical Services System Delivery Agreement is by and between Skagit County ("County"); and "Provider(s)"which includes the City of Sedro-Woolley; the City of Anacortes; the City of Mount Vernon; the City of Burlington; and Aero Skagit, a not for profit Corporation, hereafter referred to collectively as the"Parties," for the provision of emergency medical services throughout Skagit County. RECITALS 1. The County, with approval from the voters of Skagit County and as authorized by RCW 84.52.069, collects a countywide Emergency Medical Services(EMS) levy, which is independently accounted for in the "EMS Fund". 2. The Board of Skagit County Commissioners (BOCC) is responsible for disbursing EMS levy funds and fulfilling oversight requirements of the EMS system. 3. The existing EMS levy expires.on December 31, 2018, and the voters of Skagit County have just approved a new EMS levy that begins on January 1, 2019 and expires on December 31, 2024. 4. The Cities each operate municipal fire departments through which they either currently provide or will provide by January 1, 2019, both basic life support(BLS) and advanced life support (ALS) responses and transports. 5. On July 25, 2018, the Skagit County Board of County Commissioners enacted Ordinance No. 020180008, which created a fire-based emergency medical services delivery model. 6. Aero Skagit operates as a nonprofit corporation for the provision of both basic life support(BLS) and advanced life support(ALS) responses and transports in their designated area. 7. The Parties to this Agreement are willing to work cooperatively to deliver seamless, countywide EMS services with funding from the EMS levy as outlined in this Agreement. EMS revenues are not intended to supplant current fire department funding; however this model creates an economy of scale. INTERLOCAL AGREEMENT 1 of 32 AGREEMENT 1. PURPOSE: The purpose of this Agreement is to establish a unified system of delivery of both ALS and BLS emergency medical services throughout Skagit County to be performed by Providers pursuant to Exhibit A, "Scope of Work" and as otherwise specified in this Agreement. 2. TERM OF AGREEMENT: The term of this Agreement shall commence January 1, 2019 and shall continue until December 31, 2024. 3. MANNER OF FINANCING: Providers shall be compensated as detailed in Exhibit B, "Compensation". 4. DEFENSE&INDEMNITY AGREEMENT: To the extent of its comparative liability, each Party agrees to indemnify, defend and hold the other party, its elected and appointed officials, employees, agents and volunteers, harmless from and against any and all claims, damages, losses and expenses, including but not limited to court costs, attorney's fees and alternative dispute resolution costs, for any personal injury, for any bodily injury, sickness, disease or death and for any damage to or destruction of any property (including the loss of use resulting therefrom)which are alleged or proven to be caused by an act or omission, negligent or otherwise, of its elected and appointed officials, employees, agents or volunteers. In the event of any concurrent act or omission of the Parties, each Party shall pay its proportionate share of any damages awarded. The Parties agree to maintain a consolidated defense to claims made against them and reserve all indemnity claims against each other until after liability to the claimant and damages, if any, are adjudicated. If any claim is resolved by voluntary settlement and the Parties cannot agree upon the apportionment of damages and defense costs, they shall submit apportionment to binding arbitration. Parties to this Agreement are fully responsible for any liability related to subcontracting the work in this Agreement. Any indemnification agreed to between a primary party to this Agreement and their subcontractor does not supersede nor negate the indemnification in this Agreement. The Parties agree all indemnity obligations shall survive the completion, expiration or termination of this Agreement. 5. TERMINATION: This Agreement may be terminated prior to the expiration of the Agreement Term for the following listed reasons. Termination of a Provider shall not invalidate this Agreement in regard to the other non-terminating Providers. 5.1. Termination for Public Convenience: Any Party may terminate this Agreement for public convenience by giving 18 months' notice in writing either personally delivered or mailed postage-prepaid by certified mail, return receipt requested, to the party's last known address for the purposes of giving notice under this paragraph. INTERLOCAL AGREEMENT 2 of 32 5.2. Termination for Default. Subject to paragraphs 6, 7 & 8 of this Agreement, County may terminate this Agreement if Provider fails to perform or adhere to the requirements detailed in this Agreement. Providers may terminate this Agreement due to default of the County. 5.3. Immediate Termination: The County may immediately terminate this Agreement in regard to any Provider that is unable to perform the required services for any of the below listed reasons. If the County elects to invoke immediate termination the Agreement shall be deemed terminated upon notice of such to Provider. 5.3.1. Provider not having a valid state license to provide services 5.3.2. Inability to bill Medicare 5.3.3. Inability to perform services starting January 1, 2019. 6. QUALITY IMPROVEMENT ACTION PLAN FOR SERVICES (QIP) -RESPONSE TIMES/FREQUENT UNAVAILABILITY: In the event Provider fails to meet the listed response times as set forth in Section D 1 of the Scope of Work, by the date noted in the Scope of Work, or fails to make good faith work toward meeting the listed response times, or if Providers' Units are frequently unavailable to respond to dispatched calls, County may require Provider to submit a Quality Improvement plan. The QIP shall be prepared to: i) identify the cause(s) of failure to meet such times and propose improvements and/or ii) determine whether the response times need to be altered. Provider must prepare and submit the requested DIP within fifteen working days of the request. If Provider fails to submit the QIP, County may terminate the Agreement for default. Provider and County shall meet within fifteen working days of Provider's submission of the QIP to County. County may at the meeting to discuss the submitted QIP and may either accept the QIP as submitted, agree to amendments/request modffications or reject the QIP. If an acceptable QIP is not agreed upon by the Parties by the end of a 20-working day period starting from the first meeting to discuss the QIP either party may submit the QIP to be resolved pursuant Section 7. The outcome of dispute resolution shall constitute a final decision for the purposes of the creation and implementation of the QIP. Failure to follow an agreed QIP or one in which dispute resolution set forth in Section 7 has been completed shall constitute default. 7. DISPUTE RESOLUTION PROCEDURE FOR OPERATIONAL DISPUTES: In the event of any dispute, claim or controversy between a Provider and the County concerning the creation or implementation of a QIP or the creation or implementation of the county-wide EMS Delivery Standard Operating Guidelines manual set forth in Section C 4 of the Scope of Work, the Parties shall comply with the following process to resolve all such disputes. The Parties shall certify what issue(s) are in dispute to be decided by an arbitrator. In the event the Parties cannot reach agreement each Party shall certify their own lists of disputed issue(s). Selection of an Arbitrator-Qualifications. The Arbitrator shall be selected based on his or her knowledge of the subject matter of the dispute and ability to serve in a non-neutral capacity. Provider and the County shall designate one person who is neither an INTERLOCAL AGREEMENT 3 of 32 employee nor former employee and with a minimum of five years management experience with and knowledge of the delivery of emergency medical services. The person selected by the Provider and the person selected by County shall, within 10 days of their appointment, select a third neutral arbitrator with the same minimum qualification or greater. In the event that they are unable to do so, the Parties or their attorneys may request the American Arbitration Association to appoint the third neutral arbitrator. The Parties shall follow the AAA rules. Decisions from the Arbiter shall be final and binding upon the Parties. The Parties shall divide arbitration costs evenly. 8. VENUE AND DISPUTE RESOLUTION: This paragraph establishes the sole and exclusive remedy for disputes arising under this Agreement, except as otherwise set forth in paragraphs 6& 7. Both in the event of any dispute arising under this Agreement and prior to any termination for cause, except immediate termination as set forth in paragraph 5.3, the Parties shall, as a material condition precedent to any suit or termination for cause under this Agreement, provide formal written notice of the dispute to the other party, and engage in formal mediation using a mutually agreed upon mediator. If the Parties are unable to agree on a mediator within fifteen (15) days of written notice, any party may bring suit in Snohomish County Superior Court for the sole purpose of seeking appointment of a mediator. If the Parties are unable to resolve their differences within thirty (30) days after mediation: (1) venue and jurisdiction for any action arising under this Agreement shall lie in the Courts of Snohomish County, Washington, and (2) a termination for cause may be imposed. In the event of any dispute arising under this Agreement, each Party shall be responsible for its own attorney fees, costs, expert witness fees, and all other costs related to the dispute. The Parties shall divide mediation costs evenly. This Agreement shall be governed by the laws of the State of Washington 9. SUBCONTRACTING: Provider may subcontract all or a portion of the services. Provider must give County 60 days advance written notice of its intent to subcontract which shall include the name(s) of such subcontractor(s). Provider shall require that their subcontractors be bound by same terms and conditions contained in this Agreement including insurance and indemnification requirements. Provider subcontractors must be part of the County dispatch system have all required licenses and training required under state and MPD protocols, operate pursuant to the Standard Operating Guidelines and must be and under MPD authority. If Provider subcontracts all or a portion of the services pursuant to this Agreement to a non-public entity, Providers subcontractors must name the County as an additional insured on all required polices (unless specifically waived in writing by Skagit County's Risk Manager) and must be bound by the applicable Exhibit Cl Insurance(Public Agencies that are full members of a governmental risk pool or Exhibit C2 Insurance (Nonpublic agencies or providers that are not full members of a governmental risk pool). The mutual aid agreements and automatic aid agreements between and among the Parties in effect prior to January 1, 2019, are not subject to this paragraph and shall not constitute default of this Agreement. INTERLOCAL AGREEMENT 4 of 32 10. CONSENT TO ALLOW PARTIES TO OPERATE AMBULANCE SERVICES IN PROVIDERS BOUNDARIES: By signing this Agreement, Parties agree to allow the other Parties (and their subcontractors)to operate ambulance services in their boundaries. 11. INSURANCE: Providers agree to be bound by the insurance requirements set forth in the applicable Exhibit Cl Insurance (Public Agencies that are full members of a governmental risk pool) or Exhibit C2 Insurance(Nonpublic agencies or providers that are not full members of a governmental risk pool). 12. REGIONAL TRAUMA COUNCIL: Parties are encouraged, but not mandated, to participate in the establishment and operation of a regional trauma council. 13. INDEPENDENT CONTRACTOR: The Provider's services shall be furnished by the Provider as an independent Provider and nothing herein contained shall be construed to create a relationship of employer-employee or master-servant, but all payments made hereunder, and all services performed shall be made and performed pursuant to this Agreement by the Provider as an independent contractor. 14. NO GUARANTEE OF EMPLOYMENT: The performance of all or part of this contract by the Provider shall not operate to vest any employment rights whatsoever and shall not be deemed to guarantee any employment of the Provider or any employee of the Provider or any subcontractor or any employee of any subcontractor by the County at the present time or in the future. 15. PROVIDER ACKNOWLEDGMENT: The Provider acknowledges that the entire compensation for this Agreement is specified in Exhibit"B" and the Provider is not entitled to any county benefits including, but not limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, or any other rights or privileges afforded to Skagit County employees. 16. RIGHT TO REVIEW: The County or its designee shall have the right to review and monitor the financial and service components of this Agreement. Such review shall occur with three days' notice; (absent cause) and may include, but is not limited to, on- site inspection by County agents or employees during Provider's normal business hours, inspection of all records or other materials which the County deems pertinent to the Agreement and its performance, and any and all communications with or evaluation by service recipients under this Agreement. County will conduct such review or execute necessary agreements as needed in order for such review to be HIPAA-compliant. Provider shall preserve and maintain all financial records and records relating to the performance of work under this Agreement pursuant to the Washington State record retention schedule, and shall make them available for such review, within Skagit County, State of Washington, upon request. 17. CHANGES, MODIFICATIONS, AMENDMENTS AND WAIVERS: The Agreement may be changed, modified, amended or waived only by written agreement executed by the Parties. Waiver or breach of any term or condition of this Agreement shall not be considered a waiver of any prior or subsequent breach. INTERLOCAL AGREEMENT 5 of 32 18. SEVERABILITY: In the event any term or condition of this Agreement or application thereof to any person or circumstances is held invalid, such invalidity shall not affect other terms, conditions or applications of this Agreement which can be given effect without the invalid term, condition, or application. To this end, the terms and conditions of this Agreement are declared severable. 19. ENTIRE AGREEMENT: This Agreement contains all the terms and conditions agreed upon by the Parties. All items incorporated herein by reference are attached. No other understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or to bind any of the Parties hereto. 20. NO PARTNERSHIP OR JOINT VENTURE: No partnership and/or joint venture exists between the Parties, and no partnership and/or joint venture is created by and between the Parties by virtue of this Agreement. No agent, employee, contractor, subcontractor, consultant, volunteer, or other representative of the Parties shall be deemed an agent, employee, contractor, subcontractor, consultant, volunteer, or other representative of the other party. 21. NO THIRD-PARTY BENEFICIARIES: This Agreement is not intended to nor does it create any third-party beneficiary or other rights in any third person or party, including, but not limited to, property owners and/or residents located at or in the vicinity of the services provided, or any agent, provider, subcontractor, consultant, volunteer, or other representative of either party. Response times set forth in this Agreement or later agreed among the Parties are targets and do not constitute an admission or representation that any response time constitutes an ordinary standard of care for the community. Response times set forth in this Agreement or later agreed shall not constitute nor is intended to create a special relationship or duty to any persons or class of persons under the public duty doctrine. 22. NEUTRAL AUTHORSHIP: Each of the terms of and provisions of this Agreement have been reviewed and negotiated and represents the combined work product of the Parties hereto. No presumption or other rules of construction which would interpret the provisions of the Agreement in favor of or against the Party preparing the same shall be applicable in connection with the construction of interpretation of any of the provisions of this Agreement. The Parties represent that they have had a full and fair opportunity to seek legal advice with respect to the terms of this Agreement and have either done so or have voluntarily chosen not to do so.The Parties represent and warrant that they have fully read this Agreement,that they understand its meaning and effect, and that they enter into this Agreement with full knowledge of its terms. The Parties have entered into this Agreement without duress or undue influence. 23. SURVIVAL: The provisions of paragraphs 3, 4, 13, 16, 20, and 21 shall survive, notwithstanding the termination or invalidity of this Agreement for any reason. 24. COUNTERPARTS: This Agreement may be executed in counterparts by the Parties. INTERLOCAL AGREEMENT 6 of 32 DATED this�_ day of OdObrjY , 2018. BOARD OF COUNTY COMMISSIONERS SKAGIT COUNTY,WASHINGTON OPPOSED Kenneth A. Dahlstedt, Chair Lisa Janicki, Ce, missioner 1 #P41 Attest: Ron Wesen, Commissioner 1414 +1 %✓ Clerk of the Board For contracts un er$5,000: Authorization r Resolution R20030146 Recommes.;.: County ministrator 4 De1 ead Approved as to form: I. Civil Deputy Prosecuting Attorney Approved as to indemnification: ).4" anager Approved as to budget: 1(444_ Budget& Finance Dire •r INTERLOCAL AGREEMENT 7 of 32 DATED this 2c1 day of_O(' FDI0e,r _, 2018. MAYOR CITY OF ANACORTES, WASHINGTON Laurie ere, Mayor Approved as to form: Darcy wet am, City Attorney Approved as to budget and Attest: //A ,j Finance Director INTERLOCAL AGREEMENT 7A of 32 CONTa RACTOR 2( Skagit Emergency Services) - , 1 ‘. /01 ! h/ i 1) -i J 3daolrel I 444 4 A i h( ' ( 'Le), / Signature&Title o Signatory (Date 02 October 2018) Richard Frank Board Prçsident Print Name of Signatory Marnng Address: P.O.Box 705 Cojee WA 98237 Telephone No.36O1853431 Fed.Tax ID#9112OO257 Contractor Lic.#.600 087 833 INTERLOCAL AGREEMENT Page 76 of 32 DATED this A day of October 2018 CITY OF MOUNT VERNON By Jill reau,Mayor Attest: /7) ./ Doug Voles ,Finance Dir for Recommended: ryan ice,Department Director Approved as to form: Kevin Rogerson,City Attorney INTERLOCAL AGREEMENT Page 7C of 32 LTEO this 4"day 3fOctQbSr 2018 CITY O SEOWOcLLEV Julia . Son Mast; CI‘AI a'' SIL-Cglr . ....,--t Oln5l'ne Salseria.Deputy CIk Apptoved as to foim: 'J....me-7---../.. ) ----1----"7 . Fran B .City ,ttoney NTELOCAt AGRE(M(?41 ooze 70 City of Burlington t i Stev: on, Levon Yengoyan, Fire Chief ATTEST: ' Renee Sindair, Budget and Aaounang Director APPROVED AS TO FORM: Leif Johnson,City Attorney INTERLOCAL AGREEMENT Page 7E of 32 EXHIBIT A: SCOPE OF WORK Providers shall provide trauma verified ambulance services on a twenty-four (24) hours per day, seven (7) days per week basis, with appropriate ambulances and equipment in accordance with WAC Chapter 24&976, North Region EMS & Trauma Care Council, and other applicable laws, regulations, ordinances and established policies of the Skagit County Medical Program Director when authorized by state law. A. Definitions: a. "Call" is defined as a unique call ID assigned by Skagit 911. If the Provider responds with more than one unit, it will be counted as only one call. b. "In-service unit" is defined as a unit that is appropriately staffed per Washington State standards, is appropriately equipped per Washington State and Skagit County Medical Program Director standards and is available for immediate dispatch and response. c. "Time on task" is defined as the time from when a unit is assigned to call until that unit is available for another response. If the unit remains out of service for any reason other than patient care or call related (reasons like mechanical issues or crew change), the time on task will be calculated to the point when the unit went out of service for the other reason. d. "Primary Service Area" is defined as the City in the Provider's Response Zone as shown in Exhibit Al. e. "Secondary Service Area" is defined as the remainder in the Provider's Response Zone as shown in Exhibit Al. f. "QI" is Quality Improvement. g. "QA" is Quality Assurance. i. "Unavailable in the CAD system" is when a Provider's unit is not able to respond to an ALS or BLS call due to any unforeseeable reason, such as, mechanical failure of the unit, the unit being involved in a vehicle accident, or otherwise unable to respond due to an act of god. j. "Criteria Based Dispatch" is an emergency medical dispatch triage program that is based on patient signs and symptoms collected by 911 dispatchers or other dispatch protocols established by the MPD. k. "Closest Unit Dispatch" is sending the unit that fits the call type based on Criteria Based Dispatch that is the closest unit to respond to the incident. I. "Medical Program Director" or"MPD" is a physician recognized to be knowledgeable in the county's administration and management of pre-hospital emergency medical care and services and functions under RCW 18.71.212 and WAC 246-976-920, as appointed by the Washington State Department of Health. M. "EMS" is Emergency Medical Services N. "ALS" is Advanced Life Support O. "BLS" is Basic Life Support B. Response and Coverage Plan: 1. Unless all of Provider's units are Unavailable in the CAD System or assigned to an emergency response incident Provider shall respond to ALS and BLS calls they are dispatched to in their portion of Skagit County designated as response areas on the Service Provider map attached as (EXHIBIT Al). and other areas of INTERLOCAL AGREEMENT 8 of 32 Skagit County. County can request for a QIP to address nonperformance, frequent unavailability, responding with inadequate resources and if not sufficiently resolved in a timely manner could be grounds for default. Any Provider may request that the County initiate a QIP if another provider is unavailable or responding with inadequate resources. Response times outside Provider's designated zones shall be evaluated separately from primary and secondary zones. 2. Provider shall participate in the creation and implementation of a county wide response and coverage plan, to include all trauma verified providers and other available transportation resources. Annually on the second Tuesday of December at 13:00 or as soon thereafter as practical, the plan will be evaluated and modified as necessary. Either Party may call for a plan modification at any time and within 30 days of such call, the County will convene all trauma verified Providers and other available transportation resources to evaluate and consider modifications to the plan. All Parties will work in good faith to implement Closest Unit dispatch and Criteria Based dispatch protocols. C. Operations: 1. Provider agrees that they are responsible to meet all state, local and federal requirements for records retention and that the County possessing copies of any records does not release the Provider from that responsibility. 2. Provider, on reasonable request, will make available proof that the Provider is in compliance with any or all State, local or federal rules and regulations of laws pertaining to operation of their agency, as it pertains to this contract. 3. Provider shall notify the County's EMS Director within 3 business days in writing when a certified individual is disciplined for circumstances that would be unprofessional conduct under RCW 18.130.180 of the Uniform Disciplinary Act. 4. Provider and County shall participate in the creation and implementation of a county wide EMS Delivery Standard Operating Guidelines manual. In the event Providers of EMS services in Skagit County (i.e. the cities of Sedro-W000ey, Anacortes, Burlington, Mount Vernon, and Aero Skagit Emergency Services) reach agreement with the County in the creation of a county-wide EMS Delivery Standard Operating Guidelines manual, then the Provider shall operate under the EMS Delivery Standard Operating Guidelines. Provider agree to work with the county and other Providers in good faith to reach agreement on a county-wide EMS Delivery Standard Operating Guideline. Provider objections to guidelines shall be limited to specific guidelines on the grounds that the guideline results in unreasonable increased legal risk, unreasonable increased financial risk or unduly interferes with Provider's right to control means and methods of the contracted work. In the event that Provider objects to a specific guideline pursuant to this paragraph, Provider shall be obligated to operate and perform in compliance with all other Guidelines which are not objected to contained in the Standard Operating Guidelines and shall be obligates to negotiate with the County and other Providers to resolve the objection. INTERLOCAL AGREEMENT 9 of 32 The EMS Delivery Standard Operating Guidelines may contain but are not limited to: o System specific definitions o Standardized supply minimums o System specific recertification procedures o System specific record keeping procedures o System specific response requirements Failure of Provider to participate in the creation of the EMS Delivery Standard Operating Guidelines manual does not eliminate the Provider's responsibility to function under all or part of the manual in the event all providers reach agreement. D. Reporting and Audits: 1. For each month, the Provider shall provide the County with a report detailing its call volume, response fractals by individual Primary and Secondary Service Areas and combined service areas, transport number and financial performance for each month, as well as year-to-date. Additionally, Provider on a monthly basis shall report response times to all calls dispatched. Upon commencement of services pursuant to this Agreement, Providers shall in good faith work toward meeting the response time and targeted percentages listed below. By April 1, 2020, Providers must meet the below listed response time targeted percentages. In the event, Provider does not make sufficient efforts to work toward meeting the below listed targeted response time percentage, or if by April 1, 2020, Provider does not meet the targeted response time percentages then County can request a quality improvement plan to address nonperformance. For the purpose of response time calculations, aid non-priority citizen assist and welfare checks will not be included, unless otherwise required under the Standard Operations Guidelines. a. Primary Service Area Response Times and Targeted Percentage. Percentage of time first transport capable unit arrives in under 8 minutes, or as otherwise required under the Standard Operations Guidelines, from toned time in primary service area, target is 90 percent, evaluated on a monthly basis. b. Response Times and Targeted Percentages including the Secondary Service. Percentage of time first transport capable unit arrives in under 12 minutes, or as otherwise required under the Standard Operations Guidelines, from toned time in the service area, target is 90 percent, evaluated on a monthly basis. c. Aero Skagit Response Times: Aero Skagit response times will match Washington State Department of Health response times unless mutually agreed upon by Aero Skagit and the County. INTERLOCAL AGREEMENT 10 of 32 d. Closest and Criteria- Based Dispatch. Upon implementation of closest unit and criteria-based dispatch, the Parties shall meet and may by agreement adjust the primary and secondary response area response times and targeted percentages. 2. Yearly, Providers will provide an annual report summarizing their activities from the last year and describing innovations and efficiencies to the EMS delivery in the upcoming year. 3. Weekly, Providers shall provide the County and the MPD with completed Advanced Airway Audit Forms (Exhibit A2), for all calls on which advanced airway procedures were performed including the video information from the video laryngoscope. 4. Providers shall complete by Skagit County MPD standards electronic Patient Care Reports ("ePCR") documenting all incidents where patient contact happens, on all calls received by Provider from Skagit 911 to create a single uniform county-wide ePCR and Data Collection System and close the record prior to the end of the provider's shift. 5. Providers will work towards a QA and improvement process within the first 24 months of the contract. This will include: a. Monthly reporting with templated reviews for: • All Patients requiring Advanced Airway Management(Supraglottic airway, CPAP, Intubation, and/or Surgical Airway attempts) • All STEMI patients (ST-Elevation Myocardial Infarction) • All Trauma Activation Patients as defined by Washington State Department of Health DOH 689-164 July 2016 • All Cardiac Arrests • NOTE: All Cardiac Arrests involving a shockable rhythm should require a Zoll Data Code Review • All Code Stroke Activation Patients • All Sentinel Events as defined by Version 1.22 Skagit County EMS Sentinel Events Implementation Date: 4/13/17 • Identified QA/QI and/or Unusual Event Calls • ADDITIONAL NOTE: In the setting of an MPD requested review of a specific call or incident, Provider will provide the initial review within (4) weeks of the official request. b. At least quarterly reporting of reviews for the following: • A random selection of charts for documentation review(NOTE: no less than 15% of patient transports per month should be reviewed. This 15%total can include the special patient categories reviewed above) • Special Topic Reviews (Once a quarter a special topic shall be identified for review(e.g., diabetic emergencies, seizures, etc.) • New Project Rollout or Issue Identification Reviews (When a new project is developed, or an issue of concern developed, a period of initial intense reviews followed by periodic follow up reviews will be developed and approved by the MPD) INTERLOCAL AGREEMENT 11 of 32 c. When a Provider begins transporting with BLS, Provider will review (and will include as part of the monthly reporting) 25% of BLS transports for the first six months of providing BLS transports. d. QA/QI personnel will be expected to participate in case and educational presentations. (OTEP credit will be awarded.) e. County reserves the right at the MPD's discretion to require additional provider quality assurance checks. E. Medical Protocols: 1. Provider shall follow the Skagit County EMS Sentinel Events Protocol and provide information as described in Exhibit A3 for all incidents meeting any portion of this protocol. 2. All Provider field personnel shall be under the direct medical control and supervision of the Skagit County Medical Program Director(MPD) or its designee, and shall comply with medical protocols, online medical control, and other requirements as established by the MPD, the county and the state. F. Licensing and Accreditation: 1. At all times Provider personnel performing medical services under this Agreement shall be certified to practice in the State of Washington and Skagit County when required or allowed by law. 2. In the current levy cycle, the Provider shall pursue CARS accreditation or approved similar option. G. Equipment and Supplies: 1. Provider is responsible to purchase all equipment, vehicles, and supplies needed to provide services to fulfill the contract. 2. Provider is responsible for maintenance and replacement of their equipment and vehicles. 3. Provider will make available, upon reasonable request, service and maintenance records for equipment and vehicles used for fulfilling this contract. H. Federal Funding and HIPAA: 1. Provider is responsible for complying with all current rules and regulations associated with providing services for recipients of and being reimbursed by Medicare, Medicaid and other state and federally funded programs, and any amendment thereto. 2. The County and Provider will comply with all applicable rules and regulations. The County and Provider agrees to adhere to any specific HIPAA protocols, INTERLOCAL AGREEMENT 12 of 32 including any required training related to transmitting, storing, and using HIPAA information pursuant to this Agreement. 3. Any suspected or actual violations of HI PAA rules and regulations, including a breach of PHI confidentiality, shall be reported within three business days to the other party's designated official, along with their actions to mitigate the effect of such violations. I. Billing: 1. Provider agrees to use the approved User Fees Schedule as set forth in EXHIBIT A4 at all times. 2. It is Provider's obligation to expend reasonable efforts to maximize allowable reimbursement to offset their EMS expenses. 3. Provider shall participate in an annual meeting to be scheduled in the month of May by the EMS Department to discuss ambulance rate setting, billing and collection services for the following calendar year. Provider shall bring rate recommendations and all supporting documentation to the meeting. Provider shall present rate recommendations and their financial impacts. The County will review all presented information and issue rates for the next calendar year no later than August 1. To the extent applicable, rates and charges shall be set in compliance with RCW 35.21.766(3). INTERLOCAL AGREEMENT 13 of 32 EXHIBIT Al Service Provider Map ..._,, ,,.._..: .., ,....,... ,.--.., s .� �.. ti.r .�_.� �_.� � � �. s.r•l�r �*s �r.� .. ... � .�r .� .w�+�_.�-.r_�w�� w1 T+w•r.r ..r"awt.w...i.w s_•�►..�.s re w .w.,��.�.�•.�w Ir+w�•�_..�.� rr_.��N..�r���w..�.w.w .ter_.�.�_ .___ ........ 7 4?-- -__.----- --'7"\4(i.-- �`-•..-'�-+••+�..,, --- - i a...�,�, 1--+rr��.. �r..�.-ate. -lioilitt. 4,. _ -1:ii Vi s, ...*/4 i • ht .1- i .4...- a -- , ....iiiii h.fe! .4._ --ef"*C.:,:at-LI ,' . 1 4:. -. _ T. t ... 1 i... , -ft P N'''.' -. .:"- ° ''''-°''''''.`,fi --- -. \1( tr.' yIli • •.� _ • ,,,j 4 -. 14. '. ' 1.:.')IIPPi.‘* s., . 4 a .• -c. . .- , . ... , + . fit' M� ! * - `' •`•-, .... F j �r ,,,,,e, :-.. a a .. , .., v - .tk . ,Fr�ill f� .�- .4.411fr A, it* ..-z. , ip... -- ,4_,,, ' 4,...,, [Pi . "r;'; ‘.' 'ft* ti -� •. \ , ___ ._____ b.- i 0.,, -, IN:\ . - _ , , , \.,, , Lill ,,,-.-, .4. k -r :`,-- -- ... k )-\.' Ir rI*4' ,/ - , w _ 1, a....., wr..r .+ w.ii i•i.......It...w,T....;...4........_as i .....4...r,...1.. _- _ s._a•...wr.....__T_.. .r -_ar....w..-i•..!..i I... .....rj.......,.rr..r...l..n -. IIIii n1t11AIN III 1.10 Pi AIMR. III Wit;,mimi!►. III EFC,NIV,I, III Awl,ii0�1..114V, 1 k.4.. .,r* r.,-5 U PO 711,CACAO, III RFD Sie{ 4AY 1111 Witt-.A SiCOMINIRY II VD SE, 1.1'. III AA.:i,r4•_i 01.71li, ‘4,..: i.,......, -114. !!ant•li! INTERLOCAL AGREEMENT 14 of 32 EXHIBIT A2 Version 1.2 QA REVIEW Implementation Date: 74-16 Last Reviewed 7-1 6-16 TrialApproval by Dr.Russell ALS Template for Structured Chart Review - ADVANCED AIRWAY MANAGEMENT Call# Reviewer (circle one) BLS/ALS/County El EMS Online Airway Report Attached El Zoll data fileattached Video data file attached Yes No ' q Are Complete vital signs charted? Are 2 sets of vitals documented it transport>5 minutes? Is preairway intervention 02 saturation documented' Is incubation procedure documented properly in ESO flow? is the provider performing the procedure documented properly? 111111 Does procedure in FLOW match narrative description? 111111 Was incubation procedure ultimately successful? Was 1st pass attempt successful? How many attempts were required? (Document S under N/A) .111 Were any adjunctive medications used documented properly? !Tube confirmation documented appropriately? Tube depth documented appropriately? 1111 It used, was rescue device/proceitire successful? If used,was rescue device/procedure documented appropriately? 11111 Is post procedure quantitative ETCO2 documented? Are complete past procedure vitals documented? Does FLOW description match narrative? Does EMS Online Airway description match ESO? 11111 host procedure care and monitoring appropriate? Is overall carefdocumentatlon appropriate? This chart should be reviewed by Agency Supervisor This chart should be reviewed by the MPD 1.111 INTERLOCAL AGREEMENT 15 of 32 Version 1.2 QA REVIEW Implementation Date: 71-16 Last Reviewed 7-1 616 Trial Approval by Dr. Russell Any Additional Reviewer Feedback/Comments: GENERAL DOCUMENTATION NOTE Are allergies documented appropriately? Is pertinent medical history (PMH) documented appropriately? Are patient medications documented appropriately? - If performed,are procedures documented correctly? Are administered medications documented appropriately? Is an appropriate physical exam documented? Is the narrative adequate/appropriate? .1111 Are only approved abbreviations used? - Are Primary and Secondary Impressions appropriate? I - ADDITIONAL EMS QUQA OFFICE REVIEW OF OUTCOMES Prehospital Care Appropriate or without concerns? ! - Quality Improvement-ConfidTha1 This doctirnert(and any anacYunent to it)is protected by coordinated quality improvement/peer review Cpnfipvy,tiali^, nder RCN 7041 200/4 24 250/4370510 INTERLOCAL AGREEMENT 16 of 32 EXHIBIT A3 Version 1.07 Skagit County EMS Sentinel Events Implementation Date:4/13/17 Date Last Reviewed:4-12-17 Approved for use by Dr.Russell The following are event indicators that require Quality Assurance/Quality Improvement(QA/QI)reporting to both the EMS Agency and the County QA/QI representatives. Sentinel Events Notes Unanticipated Patient Death I Notify MPD and County QA/QI ASAP Unanticipated Potential Patient Includes dropped patient, adverse medication reaction, Harm,Injury, or Adverse Event etc... Failed Airway ALS i Any patient for which intubation was attempted and not ultimately suc- cessful.(Includes patients for which an alternate airway such as a King Airway or Surgical Airway ultimately established).Also includes pa- tients for whom an alternate airway was attempted(King/Surgical)and not successful. Surgical Airway ALS Any time a surgical airway is performed Failed Airway BLS I Unsuccessful attempt at placement or ventilation using a Super-glottic Airway(e.g. King Airway) Delayed Recognition of Esophageal !Notify MPD and County QA/QI ASAP Intubation Critical Diagnostic or Therapeutic Any case for which an individual has concern for a critical Error error in problem identification or treatment Medication Dosing Error EMS Personnel Injury Any time an EMS Responder is injured. In setting of severe injury,noti- fy MPD and County QA/QI ASAP.Include exposure incidents. EMS Motor Vehicle Crash With Injuries->Notify MPD and County QA/QI ASAP EMS Severe Safety ConcernfEvent Any issue for which a safety event or concern not identified in the above categories and for which expedited County level review is warranted. Examples:Concern for EMS responder intoxication or controlled sub- stance diversion Major Equipment Failure Any major equipment failure(e.g,monitor,vehicle,etc...) Suspected or Potential Controlled Notify MPD and County QA/QI ASAP Substance Diversion Assault on EMS Personnel With or without injuries. All incidents should be reported. Mass Casualty Incidents Incidents with>3 patients should be a)reported and b)initial review for potential of MCI status and formal review.All declared and retrospecitively identified MCPs should be formally reviewed. Notes: 1. It is important to follow the designated QA/QI process. Reporting a Sentinel Event is NOT part of the patient medical record/ePCR but is a separate,legally protected process and each component of the process should be clearly marked as a QA/QI component.An event can al- ways be reported at http://wwwskagitcounty.neUDepartments/EmergencyMedicalServices/commentsform.htm 2. When MPD and County QA/QI ASAP notification is required,it should occur by a combination of phone call to(360)416-1837 and emal_ skagitmpd@icloud.com as soon as practically possible. 3. If the MPD is not available,notify the MPD Physician Delegate Supervisor Dr.Curran:Phone(248)568-9972 and CurranEMS@outlook.- cQrn) 4. The Skagit County EMS QA/QI Contact is Kevin Chao at(360)416-1835 and kchaoco.skagit.wa.us INTERLOCAL AGREEMENT 17 of 32 EXHIBIT A4 SKAGIT COUNTY Resolution # R20170145 RESOLUTION NO Page 1 of 2 RESOLUTION AMENDING SKAGIT COUNTY RESOLUTION NO. R20150181 REGARDING REVISION OF SKAGIT COUNTY AMBULANCE FEE SCHEDULE WHEREAS, Skagit County Ordinance No. 020030003 was passed by the Skagit Board of Commissioners effective December 30, 2002, to provide efficient and effective emergency medical and related services throughout Skagit County in compliance with state laws and WHEREAS, pursuant to the Ordinance referenced above. the Skagit County Board of Commissioners has the responsibility to establish ambulance user fee rates; and WHEREAS, a public hearing was held on June 27, 2017, considering the revision of ambulance fees to residents and non-residents of Skagit County; and WHEREAS, the proposed rate schedule incorporates a higher rate for Skagit County residents and non-residents who utilize the service. NOW, THEREFORE, BE IT RESOLVED AND IT IS HEREBY ORDERED, that the following Ambulance Rate Schedule be established effective July 1 2017, for all contracted ambulance service providers pursuant to the above-referenced Ordinance: CMS# Level of Service Codes ; Resident Fee Non-Resident Fegk A0428 BLS -- Non Emergency Transport S 610.00 $ 850.00 A0429 BLS -- Emergent Transport 5 685.00 $ 900.00 A0426 } ALS -- Non Emergency Transport, Level 1 S 820.00 $ 1,163.00 A0427 I ALS-- Emergency Level 1----- $ 875.00 $ 1,168.00 A0433 ALS-- Emergency Transport, Level 2 $ 985.00 $ 1,230.00 A0434 Specialty CareTransport $ 1,150.00 $ 1,330.00 A0425 Mileage S 16.00 S 18.00 INTERLOCAL AGREEMENT 18 of 32 PASSED this day, pfj492O17. BOARD OF COUNTY COMMISSIONERS SKAGIT COUNTY,WASHINGTON GNI Cpuovlij&)A.. (00 C).44xssiePt\l'A. R. Wesen, Chair N SEAL j I 0- Its,' Ar, cwt./ Kenneth a Dahlstedt, Commissioner Wie Lisa Janicla, missioner Attest: Clerk or the Board Approved as to form: Approved as to Content: -2)5 /2,I--I) Civil Deputy Proseci)tlng Attorney Department Head INTERLOCAL AGREEMENT 19 of 32 Exhibit B - Compensation For 2019- 2024 Levy Cycle Compensation for the 2019- 2024 EMS Levy Cycle shall be as follows: 1. Skagit County has forecast a total of$40,035,518 will be available, assuming the Board of County Commissioners approves a 1% property tax increase annually for the provision of services detailed in this Agreement. Skagit County shall pay Providers the following amounts which shall be inclusive of all supplies, equipment, labor and any other costs and expenditures for the provision of services pursuant to this Agreement. A. Aero Skagit-Annual amount, to be billed in equal monthly installments, at the end of each month, as follows: T Year Amount 2019 $ 964,000 2020 $ 992,920 2021 $ 1,022,708 2022 $ 1,053,389 2023 $ 1,084,990 2024 $ 1,117,540 B. City of Anacortes - $208,000 for one-time startup expenses to be billed at the end of the first month of service. Annual amount, to be billed in equal monthly installments, at the end of each month, as follows: Year Amount 2019 $ 1,310,00Q 2020 $ 1,349,300 2021 $ 1,389,779 2022 $ 1,431,472 2023 $ 1,474,417 2024 $ 1,518,649 C. City of Burlington - $184,800 for one-time startup expenses to be billed at the end of the first month of service. Annual amount, to be billed in equal monthly installments, at the end of each month, as follows: Year Amount 2019 $ 1,138,000 .. 2020 $ 1,172,140 2021 $ 1,207,304 2022 $ 1,243,523 2023 $ 1,280,829 2024 $ 1,319,254 INTERLOCAL AGREEMENT 20 of 32 D. City of Mount Vernon - $222,400 for one-time startup expenses to be billed at the end of the first month of service. Annual amount, to be billed in equal monthly installments, at the end of each month, as follows: Year Amount _2019 $ 1,446,000 _ 2020 $ 1,489,380 2021 $ 1,534,061 2022 $ 1,580,083 2023 $ 1627486 2024 $ 1,676,310 E. City of Sedro-Woolley- $184,800 for one-time startup expenses to be billed at the end of the first month of service. Annual amount, to be billed in equal monthly installments, at the end of each month, as follows: - - Year Amount 2019 $ 1,137,000 2020 _ $ 1,171,110 2021 $ 1,206,243 2022 $ 1,242,431 2023 $ 1,279,704 2024 $ 1,318,095 2. Capital equalization funding for the depreciated value equipment A. In July 2019, City of Anacortes, upon presentation of an invoice, will receive $153,231 of capital equalization funding for the depreciated value of the following equipment: (1HTMRAAM44H674211). B. In October 2019, City of Mount Vernon, upon presentation of an invoice, will receive $145,312 of capital equalization funding for the depreciated value of the following equipment: (3C7VVRLCL2EG224IO8). C. In February 2021, City of Mount Vernon upon presentation of an invoice, will receive $103,564, of capital equalization funding for the depreciated value of the following equipment: (3C7VVRLCLOEG224I 07). D. In September 2022, City of Sedro-Woolley, upon presentation of an invoice, will receive $55,294 of capital equalization funding for the depreciated value of the following equipment: (3C7WRLCL6GG325610). 3. If and when the Parties agree to renegotiate the payment for services after the implementation of Closest Unit Dispatch, all Parties agree that Skagit County will not INTERLOCAL AGREEMENT 21 of 32 contribute any funds other than what is defined above as the total payment amount currently projected as $40,035,518. A redistribution of allocated funds may be acceptable upon agreement of the Providers. 4. If at any time during the term of this Agreement, there is a reduction in assessed value such that an increase of 1% of the levy above the previous year is not possible, all Parties agree to a proportionate reduction of funding in the payment amounts listed above. 5. In the event there are excess funds from CVAA after the dissolution and winding up of CVAA's affairs, the County will add the excess funds to the Closest Unit and Priority Dispatch implementation line item of the budget. 6. In the event the Agreement is terminated pursuant to paragraph 5 of the Agreement, other than termination for convenience invoked by the County, the one-time startup expenses and the value of the capital received will be reimbursed to the County based on the schedule set forth below. Payments shall be calculated at the time Provider actually ceases to provide services under this Agreement. In the event this Agreement is terminated in regards to one or more Provider(s), if the Provider or other EMS servicer agreeing to assume the terminating Providers remaining response area agrees to take ownership of any surplus unit or monitor belonging to the terminated Provider(s), the County may agree to an offset for the value of some or all of the unit/monitor from the return of capital amounts listed below. Additionally, Provider is not required to make the below listed payments to County for return of Start Up Costs or unit/monitor costs if this Agreement is terminated pursuant to paragraph 5.3 "immediate termination" before January 31, 2019, due to the Provider not obtaining the necessary ambulance licenses from the state or inability to employ sufficient labor to perform the services conditioned upon the terminated provider returning the unit/monitor pursuant to County direction and that County has not made payment of start-up costs to the terminated Provider. No Provider will be required to pay startup or unit and monitor costs if they have not yet received payment for those items from the County at the time of termination of services. . I no% _ 100% 90% 80% 60% 0°r6 Start Up 2019 2020 2021 2022 2023 2024 AFD $208,ocx) $208,000 $187,200 $166,4(x)1 $124,800 $0 MVFD $222,4x) $222,400 $200,160 $177,920 $133,440 $01 BFD $184,800 $184,800 $166,320. $147,MO• $110,8801 $01 SWFD $184,8(X) $184,800 $166,320 $147,840 $110,880 $0 100% 100% 90% 80% 60% 0% Capital 2019 2020 2021 2022 2023 2024 AFD $200,000 $200,000 $180,000 $160,000__$120,000 $0 MVFD $400,000 $400,000 $360,000 $320,000 $240,000 $0 BFD $200,000 $200,0xo $180,000 $160,000 $120,000 $0 SWFD $200,000 $2Cx),0x1 $180,(XX) $16O,(X)0, $120,000 $0 INTERLOCAL AGREEMENT 22 of 32 7. In the event the Agreement is terminated for public convenience by one of the Providers pursuant to paragraph 5.1 of the Agreement and the terminating Provider agrees to be bound by the same requirements of any other EMS providers, including any required insurance, A. and the Provider provides no transport services, they will receive levy funds similar to any other non-transporting fire provider. B. and the Provider provides BLS transport services throughout the EMS system, they will receive levy funds similar to any other BLS transport services provider. C. and the Provider provides BLS transport services only in their municipal boundaries, they will receive 50% of the levy funds similar of any other BLS transport services provider. D. and the Provider provides ALS transport services only in their municipal boundaries, they will receive 30% of the levy funds listed in the paragraph above. Pursuant to Skagit County Ordinance# 020090004 paragraph 9, the Board of Skagit County Commissioners provides the transfer of these assets of the Central Valley Ambulance Authority to these qualified entities, which will fulfill the purposes for which Central Valley Ambulance Authority was created. Ambulances and Equipment-Mileage as of 9-11-18 Med 1-SWFD Med 2-MVFD Med 3-MVFD Med 4-BFD Ambulance- Mileage Ambulance- Ambulance- Ambulance-Mileage 51,870 90,466 Mileage 124,046 Mileage 9,767 AED Pro 1 AED Pro 2 AED Pro 5 AED Pro 3 Airway Kit 1 Airway Kit 2 Airway Kit 3 Airway Kit 4 Bone Gun 1 Bone Gun 2 Bone Gun 3 Bone Gun 4 Clam Shell 1 Clam Shell 2 Clam Shell 3 Clam Shell 4 CPAP Kit 1 CPAP Kit 2 CPAP Kit 3 CPAP Kit 4 Fetal Doppler 1 Fetal Doppler 2 Fetal Doppler 3 Fetal Doppler 4 Med Kit 1 Med Kit 2 Med Kit 3 Med Kit 4 Spare Med Kit 4 Zoll Monitor 5 Zoll Monitor 2 Zoll Monitor 4 Zoll Monitor 1 Stretcher 2 Stretcher 1 Stretcher 3 Stretcher 4 Suction Unit Suction Unit Suction Unit Suction Unit w/Mounting w/Mounting w/Mounting w/Mounting Thermometer 1 Thermometer2 Thermometer 3 Thermometer 4 VLS 6630 Edge VLS 6630 Edge Plus VLS 6630 Edge Plus VLS 6630 Edge Plus 1 Plus 2 3 4 Stair Chair 1 Stair Chair 2 Stair Chair 3 Stair Chair 4 Toughbookl Toughbook2 Toughbook3 Toughbook4 Radio 1 Radio 1 Radio 1 Radio 1 Radio 2 Radio 2 Radio 2 Radio 2 Backup Radio Backup Radio Backup Radio Backup Radio Reserve Radio SPO2 SPO2 Monitor 1 Monitor 2 SPO2 Monitor 3 SPO2 Monitor 4 Tablet Med 1 Tablet Med 2 Tablet Med 3 Tablet Med 4 *For first round of purchases for each Frontline Med Units (Med 1-4), pro-rated funds will be dispersed to purchase new ambulances at 150,000 miles. Backup Ambulances and Equipment CV-20- CV-3 -SWFD CV-1 - BFD Anacortes CV-21- MVFD Ambulance- Mileage Ambulance- Ambulance- Ambulance- Mileage 147,219 127,826 99,601 99,643 1 , Thermometer Thermometer Suction Unit Stretcher w/Monitoring Stair Chair Stair Chair CV3 CV1 Stair Chair CV2O Wi-Fl CV3 Wi-Fl 1 WiFi20 MSO Rigs CV19 - CV19 Equipment CV6 -S-WFD MVFD - BFD Sprint Flex- Mileage Truck- Mileage 17,268 127,106 AED Pro 4 Airway Kit Airway Kit Bone Gun Bone Gun CPAP Kit CPAP Kit Fetal Doppler Med Kit Med Kit Zoll Monitor Zoll Monitor • Suction Unit VLS 6630 Edge Plus • Toughbook MSO Toughbook Flex • Rechargeable Battery 1 Jet Pack Rechargeable Battery 2 • Radio Radio Radio Charger Tablet MSO Tablet Flex Med Furniture, Storage and Misc. . . ...... . ... Med 1 Med 2 Med 3 Med 4 InterM Amplifier Mattress I Desk 1 Lounge 1 Printer/Fax Mattress 2 Desk 2 a Lounge 2 Network Booster a Mini Fridge Glass Table Reclining Couch MiFi Twin Bed 1 Couch Monitor 1 Twin Bed 2 Coffee Table Monitor 2 Night Table 1 Twin Bed Printer/Fax Night Table 2 Desk Power Cot Battery Charger Mattress 1 Crew Desk 1 Mattress 2 Crew Desk 2 File Cabinet Crew Desk 3 Bathroom Cabinet Crew Desk 4 Vacuum Twin Bed 1 Shop Vacuum Twin Bed 2 Printer/Fax Twin Spare Bed Paper Shredder Mattress 1 Mattress 2 Mattress 3 Vacuum Monitor 1 Monitor 2 Printer/Copy/Fax , . Document Scanner 1 Document Scanner 2 Radio Charger Reserve Gigabit Switch Microphone Spare Paper Shredder *All things listed in each Fire Station will be kept at each Fire Station INTERLOCAL AGREEMENT 25 of 32 Exhibit Cl —Insurance (Public Agencies who are full members of a governmental risk pool) 1. As0ement to provide coverage per specifications: Prior to the beginning of and throughout the duration of the Work, Providers agree to maintain full membership in a governmental risk pool in order to be compliant with the provisions of this attachment. Full membership in a governmental Risk Pool in Washington State is sufficient coverage to meet the insurance requirements of this agreement notwithstanding any other provision in this Agreement. Provided that the insurance coverage of the Pool does not exclude the providing of medical services unless such exclusion provides an exemption for emergency medical services. 2. Evidence of insurance: Provider agrees to provide evidence of their membership in a governmental risk pool 3. Priority of interpretation: The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 4. Notice of cancellation/change: Provider agrees to provide notice to County 30 days prior to cancellation of membership in a governmental risk pool or of any material alteration to their insurance coverages. 5. Primary and non-contributinqj Per the provisions of the indemnification language of this agreement Provider's insurance coverage shall be primary for claims filed against the provider only. In such cases, any insurance or coverage available to the County, its officers, officials, employees or volunteers shall be excess of Provider's insurance and shall not contribute to it. 6. Insurance "flowdown": Provider agrees to require all subcontractors or other parties hired for this project,who are not public agencies who are full members of a governmental risk pool, to provide the insurance as outlined in Exhibit C2, unless otherwise agreed to in writing by the County. The subcontractor's general liability insurance shall add as additional insureds all parties to this Agreement using Insurance Services Office form CG 20 10 with an edition date prior to 2004. Provider agrees to obtain certificates evidencing such coverage as required in Exhibit C2. 7. Party's right to revise requirements: Should any party to this agreement believe that a change in types or levels of insurance coverages may be necessary the parties agree to meet and discuss the proposed changes and discuss appropriate increased compensation to offset increased Provider cost. 8. County's rights of enforcement: In the event any party to this agreement who is a full member of a governmental risk pool ceases to be a member during the duration of this agreement they shall be immediately held to the provisions in Exhibit C2. INTERLOCAL AGREEMENT 26 of 32 9.___Enforcement of contract provisi ons (non-estoapel): Provider acknowledges and agrees that any actual or alleged failure on the part of the County to inform Provider of non- compliance with any requirement imposes no additional obligations on the County nor does it waive any rights hereunder. 10. Risk pool membershia is a Condition of Payment: Payments due to Provider under this Agreement are expressly conditioned upon the Provider's full membership in a governmental risk pool. Payment to the Provider shall be suspended in the event of loss of membership, unless the provider is compliant with Exhibit C2. Upon receipt of evidence of full compliance with Exhibit C2, payments not otherwise subject to withholding or set- off will be released to Provider. 11. Claim notice requirement: Provider agrees to provide notice to the County of any claim or loss against the Provider arising out of the work performed under this agreement, no more than 30 days from the time that the Provider becomes aware that claimed damages may exceed their insurance coverage limits, only for those claims in which they are solely named. County assumes no obligation or liability by such notice. 12. Additional insurance: Provider shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. INTERLOCAL AGREEMENT 27 of 32 Exhibit C2-Insurance (Non-Public Agencies or Providers who are not full members of a governmental risk pool) This Exhibit, "C2- Insurance" sets forth the Insurance requirements for Providers and subcontractors that are non-public agencies that are do not participate as full members of a governmental risk pool. 1. Agreement to arovide coverage aer specifications: Prior to the beginning of and throughout the duration of the Work, Providers agrees to provide and maintain insurance in accordance with requirements set forth here. Providers acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds in excess of the limits and coverage required in this Agreement and which is applicable to a given loss,will be available to the County. 2. Additional insured requirements: Provider agrees to obtain endorsements for third party general liability coverage required here to include as Certificate Holder and additional insureds "Skagit County, its officials, employees and agents." Provider also agrees to require this same provision of all providers, subcontractors, agents or other Parties engaged by or on behalf of Provider in relation to this Agreement. This provision shall also apply to any excess liability policies. Public Agencies are not required to name the County as an additional insured on required polices. All non-public agency subcontractors must comply with the additional insured requirements. 3. Evidence of insurance: Provider agrees to provide evidence of the insurance required herein, satisfactory to County, consisting of: a) certfficate(s) of insurance evidencing all of the coverages required and, b) an additional insured endorsement to Providers generally liability policy using Insurance Services Office(ISO)form CG 20 10 with an edition date prior to 2004. If the Providers insurer provides additional insured coverage through either the ISO "Automatic Additional Insured" endorsement or through direct incorporation in policy language, Provider must provide a copy of the automatic endorsement or a copy of the section of the policy granting such status. Providers agrees, upon request by County, to provide complete, certified copies of any policies and/or endorsements required within 10 days of such request. Any actual or alleged failure on the part of County or any other additional insured under these requirements to obtain proof of insurance required under this Agreement in no way waives any right or remedy of County or any additional insured, in this or in any other regard. 4. Prohibition of undisclosed covers! - limitations: None of the policies required herein shall be in compliance with these requirements if they include any limiting endorsement that has not been first submitted to County and approved of in writing. 5. Priority of interpretation: The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. INTERLOCAL AGREEMENT 28 of 32 6. Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of Washington, with an assigned policyholders'Rating of A-(or higher)and Financial Size Category Class VII(or larger)in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the County's Risk Manager. 7. Notice of canceIIationIchanq Provider agrees to require insurers to provide notice to County 30 days prior to cancellation of any coverage required herein or of any material alteration or non-renewal of any such coverage, other than for non-payment of premium. Provider shall assure that this provision also applies to any subcontractors, joint ventures or any other party engaged by or on behalf of Provider in relation to this Agreement. Certificate(s) are to reflect that the issuer will provide 30 days' notice to County of any cancellation of coverage. 8. Primary and noncontributing: Provider's insurance coverage shall be primary. Any insurance or coverage available to the County, its officers, officials, employees or volunteers shall be excess of Provider's insurance and shall not contribute to it. 9. Prohibition against self-insurance: Self-insurance will not be considered to comply with these insurance specifications, unless otherwise agreed to in writing by the County. Any"self-insured retention"must also be declared and approved by the County. County reserves the right to require the self-insured retention to be eliminated or replaced by a deductible. Self-funding, policy fronting or other mechanisms to avoid risk transfer are not acceptable. If Provider has such a program, Provider must fully disclose such program to the County. 10. No change in scope or limits: All coverage types and limits required are subject to approval, modification and additional requirements by the County, as the need arises. Provider shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect County's protection without County's prior written consent. 11. Provider's waiver of subrogation: All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against the County, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Provider or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Provider hereby waives its own right of recovery against the County and shall require similar written express waivers and insurance clauses from each of its subcontractors. 12. Insurance "flowdown": Provider agrees to require all subcontractors or other Parties hired for this project to provide the same insurance as required of Provider unless otherwise agreed to in writing by the County. The subcontractor's general liability insurance shall add as additional insureds all Parties to this Agreement using Insurance Services Office form CG 20 10 with an edition date prior to 2004. Provider agrees to obtain certificates evidencing such coverage as required here. INTERLOCAL AGREEMENT 29 of 32 13. County's right to revise requirements: The County reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving Provider ninety (90) days advance written notice of such change. If such change results in substantial financial impact to Provider, the Parties agree to meet and discuss appropriate increased compensation to offset increased Provider cost. 14. County's rights of enforcement: In the event any policy of insurance required under this Agreement does not comply with the specifications in this Exhibit or is canceled and not replaced, the County has the right but not the duty to exercise one of the following options: 1) obtain the insurance it deems necessary and any premium paid by the County will be promptly reimbursed by Provider or the County will withhold amounts sufficient to pay premium from Provider payments, 2) the County may cancel this Agreement. If the County exercises option 1 above, upon receipt of evidence of full compliance, payments not otherwise subject to withholding or set-off will be released to the Provider. 15. Enforcement of contract arovisions (non-estoppel): Provider acknowledges and agrees that any actual or alleged failure on the part of the County to inform Provider of non- compliance with any requirement imposes no additional obligations on the County nor does it waive any rights hereunder. 16. Insurance is a Condition of Payment: Payments due to Provider under this Agreement are expressly conditioned upon the Provider's strict compliance with all insurance requirements under this Agreement. Payment to the Provider shall be suspended in the event of non-compliance, unless other resolution is agreed to by the County. Upon receipt of evidence of full compliance, payments not otherwise subject to withholding or set-off will be released to Provider. 17. Non-limitation of contract language: Requirements of specific coverage features are not intended as limitation on other requirements or as waiver of any coverage normally provided by any given policy. Specific reference to a coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all-inclusive. 18. Annual renewal requirement: Provider will renew the coverage required here annually as long as Provider continues to provide any services under this or any other contract or agreement with the County. Provider shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Provider's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to County no less than five days prior to the expiration of the coverages. Failure to provide such evidence may result in a stop of payment to Provider, or other resolution agreed to by the County. 19. Claim notice requirement: Provider agrees to provide immediate notice to County of any claim or loss against Provider in excess of$20,000 arising out of the work performed under this Agreement. County assumes no obligation or liability by such notice but has the right(but not the duty)to monitor the handling of any such claim or claims if they are likely to involve County. INTERLOCAL AGREEMENT 30 of 32 20. Additional insurance: Provider shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. Provider shalpovide the following tvaes and amounts of insurance: 2:1 Commercial General Liability Insurance using ISO "Commercial General Liability" policy form CG 00 01,with an edition date prior to 2004, or the exact equivalent. Coverage for additional insured may not be limited to is vicarious liability. Defense costs must be paid in addition to limits. Limits shall be no less than $10,000,000 per occurrence and $10,000,000 annual aggregate for all covered loses. Z Workers Compensation Insurance on a stateapproved policy form providing statutory benefits as require by law with employer's liability limits no less than $1,000,000 per accident for all covered losses. Enrollment in the state worker's comp program provides this coverage. 2] Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including owned, non-owned, and hired autos, or the exact equivalent. Limits shall be no less than $5,000,000 per accident and combined single limit. If Provider or Provider's employees will use personal autos in any way on this project, Provider shall obtain evidence of personal auto liability coverage for each person. If Excess or Umbrella Liability Insurance is used to meet limit requirements over the primary insurance as per this contract, such insurance shall provide coverage at least as broad as specified for the underlying coverages. Such policy or policies shall include as insured those covered by the underlying policies, including additional insureds. Coverage shall be "pay on behalf', with defense costs payable in addition to policy limits. There shall be no cross-liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to County for injury to employees of Provider, subcontractors or others involved in the Work. The scope of coverage provided is subject to approval of County following receipt of proof of insurance as required herein. PROFESSIONAL LIABILITY INSURANCE REQUIREMENTS: In addition to the insurance requirements outlined in Exhibit C, Provider shall maintain professional liability insurance that covers the Emergency Medical Services performed in connection with this Agreement, in the minimum amount of $10,000,000 per claim and $10,000,000 in the aggregate. Any policy inception date, continuity date, or retroactive date for professional liability coverage must be before the effective date of this Agreement and Provider agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this Agreement. If Excess or Umbrella Liability Insurance is used to meet limit requirements over the primary insurance, such insurance shall provide coverage at least as broad as specified for the underlying coverages. Such policy or policies shall include as insured those covered by the underlying policies, including additional insureds. Coverage shall be "pay on behalf', with defense costs INTERLOCAL AGREEMENT 31 of 32 payable in addition to policy limits. There shall be no cross-liability exclusion precluding coverage for claims or suits by one insured against another. The scope of coverage provided is subject to approval of County following receipt of proof of insurance as required herein. If the Provider's General Liability policy includes coverage for professional liability, then the General Liability policy shall meet the above professional liability requirements. In such a case, the per occurrence and per claims limits must meet the minimum set forth above for each coverage type and the annual program aggregate limit must be at a minimum of $20,000,000. The County's Risk Management department will need to review the full policy document prior to final approval. INTERLOCAL AGREEMENT 32 of 32