R-2018-6090 - 11/20/2018 RESOLUTION NO. R-2018-6090
WHEREAS, the City of Round Rock (the "City") has duly advertised for a third-party operator
of the City's existing on-site medical clinic (the "Clinic"); and
WHEREAS, CareATC, Inc. has submitted a proposal to provide said services, and said
proposal has been determined to be the most advantageous to the City considering the price negotiated
and other evaluation factors included in the request for qualifications; and
WHEREAS, the City Council wishes to accept the proposal of CareATC, Inc.,Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS,
That the proposal of CareATC, Inc. for the operation of the City's Clinic is hereby accepted as
the proposal determined to be the most advantageous to the City considering the price negotiated and
other evaluation factors included in the request for qualifications.
That the Mayor is hereby authorized and directed to execute on behalf of the City a Clinic
Service Agreement with CareATC, Inc., attached hereto as Exhibit"A" and incorporated herein.
The City Council hereby finds and declares that written notice of the date, hour, place and
subject of the meeting at which this Resolution was adopted was posted and that such meeting was
open to the public as required by law at all times during which this Resolution and the subject matter
hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
RESOLVED this 20t" day of November, 2018.
CRAIG ORG , Mayor
City of Round ck, Texas
ATTEST:
�!AL . 0
SARA L. WHITE, City Clerk
0112.1804;00412521
rs
EXHIBIT
.,., "A"
CLINIC SERVICE AGREEMENT
THIS CLINIC SERVICE AGREEMENT ("Agreement") is made and entered into as of the day of 2018, but effective as of
2018("Effective Date")by and between CareATC,Inc.,an Oklahoma corporation("CATC")and City of Round Rock,a Texas home-rule
municipality("City"),in its capacity as Plan Administrator of City's Health Care Plan. Together CATC and City may be referred to as the"Parties."
WHEREFORE,CATC is a vendor that provides Covered Services as that term is defined in Exhibit A through medical clinics to employers for the benefit of
employees and other eligible participants (collectively, "Clinic Eligible Participants"). CATC has proprietary processes and services that reduce plan
healthcare costs and improves overall health of its patients.
WHEREFORE,City is an employer that offers its employees access to a City-owned medical clinic to obtain certain Covered Services and to reduce plan
healthcare costs and to improve overall health of its employees. City acknowledges that the success and effectiveness of the Covered Services offered by
CATC is greatly dependent upon the support and assistance City provides regarding educating and participation of City's workforce,allowing sufficient clinic
hours of operations and providing suitable premises for a clinic.
WHEREFORE,"Plan Administrator"is an individual(s)that oversees the operation of City's employee benefit plans(the"Plan"). Under ERISA and HIPAA,the
Plan is a separate entity,distinct from City. Plan Administrator determines questions of eligibility for the Plan and interprets the terms of the Plan.
NOW,THEREFORE,for good and valuable consideration,the receipt and the sufficiency of which are hereby acknowledged,City and CATC hereby agree as
follows:
1. Scope of Work 2. Fees
a. CATC shall perform the services designated on Exhibit A, City agrees to pay CATC in accordance with the fee schedule
incorporated herein by reference and attached hereto for all described in Exhibit B to this Agreement, incorporated herein by
purposes. The services designated are collectively referred to reference and attached hereto for all purposes.
throughout this Agreement as"Covered Services". The Covered
Services will be provided at the location(s) listed on Exhibit A
(collectively the "Clinic"). The Clinic may be staffed with the 3. Rate and Performance Guarantee
following: physicians, physician assistants, nurse practitioners,
nurses, registered nurses, licensed practical nurses, medical The Fees set forth in Exhibit B shall remain in effect for the initial
assistants or other medical support staff(collectively, "Health term of this Agreement. Commencing with the third renewal of the
Professionals"). The Clinic shall staff at minimum one physician Agreement, CATC may request a fee increase annually at a rate
assistant or nurse practioner;two medical assistants and one determined by the US Bureau of Labor Statistics-Medical Care
supervising physician. Services Index and thereafter on an annualized basis. The City
reserves the right to either accept the escalation, negotiate an
b.The Clinic will be available to those Clinic Eligible Participants escalation or terminate the Agreement if a mutually agreed upon
that are designated as eligible to have access to the Clinic by Plan escalation cannot be reached.
Administrator and/or City and who are communicated to CATC
as being eligible by Plan Administrator and/or City. Clinic Eligible The performance guarantees set forth in Exhibit B shall remain in
Participants will not be required to use the Clinic,or any service effect for the initial term of this Agreement and any subsequent
provided by CATC;provided,however,City may use increased renewals after any mutually agreed upon adjustments are made.
medical insurance contributions,co-pays and other incentives,
as it sees fit as permitted by law,to encourage the Clinic Eligible
Participants'use of the Covered Services. 4. Term and Termination
c. CATC may furnish a temporary Health Professional to perform The term of this Agreement is one(1)year from the Effective Date
Covered Services when the permanent Health Professional is ("Initial Term"). This Agreement will automatically renew for four
unavailable. Temporary coverage shall be considered a period successive one(1)-year terms beginning after the expiration of the
not to exceed ninety(90)days. CATC may replace an existing Initial Term.
Health Professional on a permanent basis to perform Covered
Services following notification to City and approval by the City. Either Party may terminate this Agreement without cause after the
Initial Term or any subsequent renewal term by providing the other
d.The Clinic and Health Professionals who staff the Clinic are party with written notice of their intent not to renew the
Covered Entities for purposes of HIPAA. Consequently, Agreement at least ninety (90) days prior to current Expiration
Protected Health Information ("PHI") pertaining to the Clinic Date.
Eligible Participants may be released by the Clinic to Plan
Administrator or other entity as directed by the Plan If this Agreement extends beyond the current fiscal year and
Administrator if allowed under HIPAA for purposes of treatment, notwithstanding anything to the contrary and when applicable,
payment or healthcare operations. CATC acknowledges and agrees that pursuant to the applicable
state law, this Agreement is subject to an annual appropriation
e.The Parties may not expand the scope of work in accordance dependency requirement to the effect that the renewal of this
with this Agreement as reflected on Exhibit A without the agreement is contingent upon the appropriation of funds to fulfill
express written agreement of the parties. the requirements of this agreement. If the City fails to appropriate
sufficient monies to provide for payments under this agreement,
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then this agreement shall terminate on the last day of the last fiscal and quality control functions performed by CATC's
year for which funds were appropriated. Medical Director, Physician Leadership Group and
In the event this Agreement is terminated,CATC agrees to transfer Medical Executive Committee.
to a new vendor,the electronic medical records for each eligible ii. Will be required to give due consideration to making
plan participant that executes a consent authorizing the transfer. referrals made for additional medical care to health
The patient consent must include the specific medical information providers identified by City as"in network"for purposes
to be transferred,who the medical information is being transferred of a health plan. Health Professionals may make other
to and comply with all other HIPAA requirements then in place. referrals based on patient preferences,concerns about
quality or availability, lack of coverage, or other
reasonable factors.
S. Breach and Remedies iii.Will not bill or otherwise solicit payment from Clinic
If a Party commits a breach of this Agreement,the non-breaching Eligible Participants, their dependents, City, or City
Party may provide written notice of the breach to the breaching insurers or benefit plans, for the Covered Services
Party. Upon such notice,the non-breaching Party must provide an provided in the Clinic.
opportunity to cure such breach within thirty (30) days. If the iv.Will be required to comply with applicable laws and
breaching Party fails to fully cure its breach within such thirty(30) regulations with respect to the Covered Services.
day period,the non-breaching Party may terminate this Agreement
for cause,upon thirty(30)days written notice. v. Will be required to provide Covered Services in a
professional manner consistent with Medical Services
provided in the community.
6. CATC Responsibilities h.CATC will require any Health Professionals performing services
a. CATC shall obtain [or has obtained] all licenses and permits at the Clinic to meet the following requirements:
necessary to provide the Covered Services under this i. Maintain a license to practice medicine in the State in
Agreement. which the Clinic is located without limitation,restriction
b.CATC shall purchase supplies and equipment that are commonly or suspension;
needed for the operation of the Clinic and to provide the ii. The absence of any involuntary restriction placed on
Covered Services. These supplies include the standard his/her federal Drug Enforcement Agency registration;
formulary and non-dispensing drugs, disposable and non-
disposable medical supplies and standard laboratory services. iii.Good standing with his/her profession and state
CATC will ensure that a regular inventory of all supplies is professional association;and
maintained. CATC will maintain lists of the standard formulary,
laboratory services and other supplies. These standard lists may iv.The absence of any conviction of a felony.
be periodically reviewed and modified. Any changes to the v. Be of no relation to any City employee.
standard lists will be communicated to City.
c. CATC will arrange for lab services,including courier pick-up. vi.Be approved by the City.
d.CATC will arrange for the pickup and disposal of medical waste.
L CATC will appoint a Director of Client/Clinic Services(DCS)to be
e. CATC will provide City and/or Plan Administrator with the
responsible for managing CATC's relationship with City and
reports described below. Any reports containing participant overseeing operations of the Clinic. The DCS and their staff will
information will be de-identified before being provided. be available to CITY to review and discuss any issues with
i. Reports given from the electronic medical records operations of the Clinic or with this Agreement.
system for established reporting periods including but
are not limited to,chronic disease management,Clinic
utilization,and aggregate health trends. 7. City Responsibilities
ii. Medication usage report. a. City will provide the Clinic a space in accordance with the
standard technical and facility specifications listed in Exhibit C,
iii.Patient satisfaction reports. incorporated herein by reference and attached hereto for all
f. CATC will provide Clinic Eligible Participants who participate in purposes. CATC reserves the right to make changes to the
the Personal Health Assessment ("PHA") program with an facility as required by applicable laws, regulations and
individual PHA report and access to electronic individual reports standards; provided that the parties shall discuss and agree
via the CATC mobile app and secure Internet City Portal. These upon any such changes in good faith and City shall have a
individual PHA reports will not be available to City and/or Plan reasonable period of time to implement any modifications to
Administrator unless the participant signs a patient consent the Premises required by such changes.CATC will communicate
authorizing CATC to provide access to them. any changes to the standards prior to the effective date of
change.
g. CATC will contract with "Health Professional(s)" to provide
services to City at the Clinic. Health Professionals will be subject b.City and/or Plan Administrator shall create a list of eligibility
to the following terms per his/her agreement: requirements for use of the Clinic and shall provide CATC with a
list of Clinic Eligible Participants and their social security
i. Have the right to determine his/her own means and numbers on a monthly basis. Clinic Eligible Participants
methods of providing Covered Services with oversight
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b,
submitted without their social security number will not be CATC Insurance. CATC will obtain the following coverages:
added until it has been provided.
A. General Liability - $1,000,000.00 / $3,000,000.00 of
c. City and/or Plan Administrator shall communicate the existence Comprehensive General Liability insurance including
of the Clinic,the hours and location and a list of Covered Services independent CATCs, contractual liability, and broad-
to all Clinic Eligible Participants. form property damage endorsements,naming City an
d.City and/or Plan Administrator shall determine how the Clinic Additional Insured.
and the provision of Covered Services are to be integrated with B. Professional Liability- $1,000,000.00 per occurrence
the Plan. Plan Administrator and/or City is responsible for and$3,000,000.00 in the aggregate with an insurance
amending the terms of the Plan,as necessary;amending their company on behalf of any Health Professionals
employee handbook or any other statement of corporate employed at the Clinic.Health Professional shall acquire
policies, as necessary; and/or establishing a separate medical and maintain professional liability insurance and shall
plan. In doing so,City and/or Plan Administrator are responsible notify CATC of any issues which might provide reason
for following all ERISA and other applicable laws. for, or require, alteration or termination of such
e. City and/or Plan Administrator shall communicate any changes insurance coverage.
to and/or the creation of any benefit plans and/or corporate C. Worker Compensation-Statutory.
policies to Clinic Eligible Participants and City employees that
result from the execution of this Agreement. City and/or Plan D. Cyber Liability-$5,000,000 policy aggregate limit for all
Administrator will also communicate to CATC any changes to damages, claims expenses, penalties and PCI fines,
and/or the creation of any benefit plans and/or corporate expenses and costs.
policies impacting the Covered Services. E. Automobile,Non-Owned Automobile and Hired Auto
f. City acknowledges that CATC has developed a set of standard Liability-$1,000,000.00.
clinic operational policies in order to maintain AAAHC F. Commercial Property—replacement value of property
(Accreditation Association for Ambulatory Health Care) owned by CATC maintained at Clinic.
accreditation of the Clinic and City agrees to support and adhere
to those standard policies including maintaining a non-smoking G. Umbrella-$10,000,000 to provide excess limits when
Clinic. the limits of the underlying policies are exhausted by
g. City and/or Plan Administrator will not discriminate with regards payment of claims.
to eligibility on the basis of race,color,creed, national origin,
disability, gender, religion, pregnancy, status as an active or
10. HIPAA
former member of the military,sexual orientation or any other
basis on which any applicable law,rule or regulation or prohibits Either Party will immediately notify the other Party of any
discrimination. suspected or confirmed loss, copying or disclosure of Protected
Health Information ("PHI") as that term is defined by 45 C.F.R.
§160.103 and to include electronic PHI that has been furnished(or
8. Electronic Data Sharing intended to be furnished)to or by CATC. The Parties will provide
timely cooperation to each other in (a) providing any required
CATC and City agree to work together to share electronic medical notices to patients,Clinic Eligible Participants,or others relating to
data in a HIPAA compliant manner to assist each other in a suspected or actual loss or disclosure of PHI,consumer credit
population health management of the Clinic Eligible Participants. information,or other information for a possible loss or disclosure
City will enter into a Business Associate Agreement with CATC triggers a legal obligation to provide notices,and in(b)attempting
(CATC as Business Associate)to allow CATC to review claims data to mitigate such a loss or the effects of such a loss.
for all Clinic Eligible Participants regardless of whether they utilize
the Clinic (in which instance CATC is a business associate) for
purposes of population health management. 11. Medical and PHI Records;Privacy
City shall instruct each third-party administrator,insurance vendor
or other party responsible for managing City's claims system to a. CRTC and City agree that all PHI and medical information and
records applicable to this Agreement will be subject to HIPAA
provide CATC all historical claims data monthly,including but not and other privacy rules. City will not be entitled to have access
limited to healthcare claims, pharmaceutical claims and medical to any PHI or medical records or information maintained by
claims for all Clinic Eligible Participants. CATC will use the data to Health Professionals, except as otherwise provided for in this
establish and track employee utilization trends, insurance cost Agreement.
impact and perform population health management. All costs
associated with the transfer of data shall be borne by City. b. Medical records shall be maintained with respect to all of the
Clinic Eligible Participants who are patients in a professional
manner. Health Professionals will maintain such medical
9. Insurance and Liability records consistent with the accepted practice of the community
in which the Health Professionals provide Covered Services,and
Within fifteen(15)days after a request,either party will furnish the consistent with HIPAA privacy standards.
other party with certificates showing they have obtained the
required insurance coverages described below. c. All patient records,PHI data,documents or other information of
any type maintained in connection with this Agreement relating
Either party must provide the other party with at least thirty(30) to patients covered under this Agreement,or services provided
days written notice before the change,cancellation or non-renewal to such patients,will be the sole and exclusive property of CATC.
of any insurance coverage contemplated by this Agreement.
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d.CATC will notify patients of the CATC Privacy Practices,including exercise less than ordinary care with respect to such
patient rights. CATC will maintain the standard CATC Privacy information. In the event of a conflict between the terms of this
Practices on the CATC website. City acknowledges receipt of Agreement and terms of any separate confidentiality or non-
CATC's standard Notice of Privacy Practices and Patient's Rights. disclosure agreement between the Parties,the provisions of this
CATC has the right to modify both the Notice of Privacy Practices Agreement shall control.
and Patient's Rights as applicable.
e. Notwithstanding anything to the contrary contained in this
e. Unless specifically directed by the patient,all patient records will Section,in the event the Receiving Party is required to disclose
be accessible to the Health Professionals providing medical any confidential or proprietary information of the Disclosing
services at the Clinic for diagnostic and educational purposes. Party pursuant to a court order or decree or in compliance with
the rules and regulations of a governmental agency or in
f. Notwithstanding the above terms, City will have access to compliance with any law,the Receiving Party shall provide the
records pertaining to work-related injuries reimbursable by City, Disclosing Party with prompt notice of such required disclosure
to the limited extent permitted by Worker's Compensation laws. so that the Disclosing Party may seek an appropriate protective
g.All obligations to maintain confidentiality of health information order and/or waive the Receiving Party's obligation to comply
will survive termination of this Agreement indefinitely. with the provisions of this Section.
f. Upon the written request of the Disclosing Party,the Receiving
Party shall transfer all written records of the Disclosing Party's
12. Proprietary Information confidential or proprietary information to the Disclosing Party
a. "Proprietary Information" includes, among other information, or,at the Disclosing Party's election, in lieu of the transfer of
all information relating to CATC's business,employees,CATCs, such written records to the Disclosing Party,the Receiving Party
professionals, finances, contracts, strategies, marketing, legal shall destroy all such information of the Disclosing Party in the
claims, billing and collection practices, insurance, patients, possession of the Receiving Party. Upon the request of the
medical practices, company policies, wellness initiatives or Disclosing Party, the Receiving Party will promptly certify in
savings,information systems,data collections,costs or charges, writing to the destruction of such written confidential or
statistics,information regarding clinic,staffing models,delivery proprietary information.
systems, and other information that CATC attempts to keep g. No document or information, authored by CRTC, will ever be
confidential.Information that is known to the general public is deemed a "Work for Hire" for City. No information, idea,
not Proprietary Information;however,it will be presumed that concept or report,developed or created by CATC,will be City
all information,furnished or exchanged under this Agreement, property. City agrees that CATC is and will be the author and
is Proprietary Information. owner of intellectual property (such as patentable ideas,
b. Except as expressly set forth herein, CATC will, at all times, copyrightable materials, trade secrets, or other ideas)
exclusively own all right,title and interest in and to the following conceived, developed or prepared by CATC, alone or with
materials (collectively, "CATC Materials"): (a) any marketing others, within the scope of any of CATC's contractual
collateral supplied by CATC hereunder; and (b) logos, relationships with City. City will not receive any licensing or
trademarks,trade names and service marks. royalty rights,or rights to use copy or adapt any such intellectual
property. CATC may register and hold in its own name all such
c. During the term of this Agreement,CATC hereby grants to City a intellectual property rights.
non-exclusive, non-transferable, royalty-free, revocable right
and license to use, market, promote and display the CATC
Materials in connection with the services performed by CATC 13. Warranties
hereunder. Except for those rights expressly granted herein,
City shall not grant, nor claim any right,title or interest in the a. This Agreement is solely for the provision of Covered Services
CATC Materials. Similarly,except as expressly set forth herein, designated on Exhibit A and its existence does not establish any
City shall,at all times,exclusively own all right,title and interest wellness program,corporate policy, program or policy offered
in and to any marketing collateral supplied by City hereunder; or required by City. Covered Services are strictly limited to the
and City logos,trademarks,trade names and service marks. services designated on Exhibit A and this Agreement does not
create any obligations of CATC or Health Professionals to
d. Each Party acknowledges that, during the term of this administer any services not contemplated by this Agreement.
Agreement,it(the"Receiving Party")may receive or be exposed
to information that the other Party (the "Disclosing Party") b.CATC is not the"named fiduciary"or"Administrator",as such
considers to be confidential or proprietary in nature. Each Party terms are defined in ERISA(or as used in similar laws governing
agrees that,except as contemplated in fulfilling its obligations plans)of any health plan sponsored or administered by City. In
hereunder,it will not,during the term of this Agreement and for addition, CATC is not responsible for City's or Plan
a period of five(5)years thereafter,use directly or indirectly,for Administrator's compliance of any such plan with laws(including
its own account or for the account of any other person, or ERISA,HIPAA,COBRA,PPACA,Federal or other taxes,and similar
disclose to any other person any confidential or proprietary requirements) that govern plan operation and administration
information of the other Party or any affiliate of the other Party, except as may be specifically provided in this Agreement.
including,but not limited to,supplier and customer lists,pricing c. CATC is not responsible for eligibility determinations. CATC shall
and cost information,business plans and objectives,purchasing solely rely on the eligibility information provided by Plan
and marketing know-how,and methods and techniques in any Administrator and/or City in allowing access to the Clinic. CATC
form whatsoever. Each Party shall take such precautions with will not accept any appeals or claims for benefit or eligibility
respect to the confidential and proprietary information of the determinations. CATC will not be liable for any errors or
other Party as it normally takes with respect to its own omissions in eligibility information provided to it by Plan
confidential and proprietary information,but in no event will it Administrator and/or City.
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d.CATC is not a law or consulting firm and does not purport to give In no event shall either Party be liable for the debts or obligations
City any sort of legal,tax,ERISA or fiduciary advice or guidance of the other except as specifically provided for in this Agreement.
with respect to: City and/or the Plan Administrator's
responsibilities under this Agreement; amending any health, Each Party's employees and contracted professionals will be the
medical,or benefits plan offered by City;formation of a wellness employees and professionals only of that Party and not of the other
program or separate medical plan;obligations of City and/or the Party. A Party will have the exclusive authority to hire, fire,
Plan Administrator under local,state and federal law. compensate,assign duties to,and direct its employees. Each Party
will be solely responsible to pay any applicable compensation or
severance to its employees. Each Party will have the sole obligation
to withhold and pay all taxes,unemployment compensation,Social
14. Indemnification Security, Medicare, and other legally-required or authorized
Each Party (the "Indemnifying Party") agrees, to the extent withholdings or payments,to or with respects to its employees.
permitted by law,to indemnify,defend and hold the other Party, Each Party will be solely responsible for the actions or inactions of
its staff, directors, trustees, officers, agents, affiliates, CATCs, its employees.
employees,successors and assigns harmless from and against any
and all claims, judgments and liabilities (including reasonable
attorney's fees and expenses incurred in the defense thereof) 17. Non-Solicitation
relating to all losses arising out of(i)the breach of any term or
condition of this Agreement;and/or(ii)the negligent and/or willful During the term of this Agreement and for one year thereafter,City
acts or omissions of the Indemnifying Party. will not directly or indirectly hire or retain,as a full-time or part-
time employee, or on an independent CATC or consultant basis,
The provisions of this Section shall survive the termination of this any Health Professional that performs Covered Services at the
Agreement. Clinic,or otherwise directly or indirectly solicit or encourage any
such Health Professional to discontinue performing services for
CATC (whether as an employee or independent CATC or
15. Notices consultant). The foregoing obligations will not apply,however,if
CRTC consents otherwise in writing.
All notices, consents, demands, and waivers described in this
Agreement must be in writing and will be deemed delivered when
the first of the following occurs(a)when personally delivered in 18. Miscellaneous
person to a Party's Chief Executive Officer,Chief Operating Officer
or other Representative, (b)on the first attempted delivery by(i) a.Amendment
the U.S.Postal Service on a weekday that is not a Federal holiday,
if mailed by certified mail, postage prepaid, return receipt This Agreement may only be amended by CRTC and City by a
requested,or((ii)a commercial overnight courier that guarantees writing duly executed by an appropriate officer of CATC and City.
next day delivery and provides a receipt,and such notices shall be This requirement is not intended to preclude the Parties from
addressed as follows: making decisions regarding day to day operations.
b.Assignment
If to CATC:
CareATC,Inc. Neither Party shall have the right to assign or transfer its
4500 South 129th East Avenue,Suite 191 obligations under this Agreement,voluntarily or by operation of
law, without first obtaining the written consent of the other
Tulsa,OK Party,and any attempted assignment or transfer in the absence
Attn:Philipp Kurtz of such consent shall be void and of no effect.
If to City: c. Captions
City of Round Rock
231 East Main Street,Suite 100 All Section captions are for reference only and will not be
Round Rock,TX 78664 considered in interpreting this Agreement.
Attn:Valerie Francois,HR Director d.Counterparts
This Agreement may be executed in two or more counterparts,
16. Independent CATCs each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.
It is expressly understood and agreed that CATC and City shall at all e. Dispute Resolution
times during the term of this Agreement act as independent CATCs
on a non-exclusive basis,and neither Party shall have any authority The Parties agree to meet and confer in good faith in an attempt
to bind the other Party. Neither Party is intended to be an to resolve any problems or disputes that may arise under this
employee or employer of,norjoint venture partner with,the other Agreement. Negotiation shall be a condition precedent to the
Party;and,except as otherwise specifically contemplated herein, filing of any litigation demand by either Party This Section 18
neither Party shall function as a principal or agent of the other shall survive the termination or expiration of this Agreement.
Party. Each Party hereto shall be responsible for its own activities
and those of its employees and agents. f. Entire Agreement
Further, nothing contained herein shall be construed to create a This document is intended by the Parties as the final and binding
partnership,association or other affiliation between CATC and City. expression of their agreement and is a complete and exclusive
statement of the terms thereof and supersedes all prior
negotiations, representations,and agreements. Moreover,no
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Care,—
representations, understandings, or agreements have been affect or impair the waiving Party's right to require the
made or relied upon in the making of this Agreement other than performance either of that term or condition as it applies on a
those specifically set forth herein. subsequent occasion, or any other term or condition of this
Agreement. A Party's failure to object, delay in requiring
g. Force Majeure performance,or other action or inaction,will not be deemed a
CATC will not have any obligations to provide, or liability for waiver of any term or condition of this Agreement or consent to
failure to provide,any good or service under this Agreement for a breach.
any cause beyond CATC's reasonable control including,without
limitation,any Act of God,fire,flood,hurricane,environmental
contamination, disruption in utilities, act or order of City or
other governmental entity,act of terrorism,war,vandalism or
other public disruption, destruction of records, disruption of
communications or transportation,labor difficulties,shortages
of or inability to obtain labor, material or equipment, or
unusually severe weather, or any other cause beyond CATC's
reasonable control. In any such case, the Parties agree to
negotiate in good faith with the goal of preserving this
Agreement and the respective rights and obligations of the
Parties hereunder,to the extent reasonably practicable.
h. Further Actions
Each of the Parties agrees to execute and deliver such further
instruments,and to do such further acts and things,as may be
reasonably required or useful to carry out the intent and
purpose of this Agreement and as are not inconsistent with the
terms hereof. In addition,the Parties agree to cooperate with
one another in the fulfillment of their respective obligations
under this Agreement.
i. Governing Law
This Agreement and all transactions and any other agreements
which may be entered into between the Signatory Parties at all
times whether during the Term or subsequent to termination of
the Term shall be construed and governed by the laws of the
State of Texas without consideration of or giving effect to any
choice of law provision or rule thereof.
j. Local,State,and Federal Laws
Neither Party shall take any action in furtherance of this
Agreement,which is illegal under any federal,state,county and
local rules, including without limitation, all statutes, laws,
ordinances, regulations and codes(hereinafter"Laws"). Both
Parties shall comply with all applicable Laws.
k. No Third Party Beneficiaries
No Clinic Eligible Participant,and no other person or entity,is an
intended third party beneficiary of this Agreement.
I. Severability
If any provision of this Agreement should be invalid or
unenforceable,the remainder of the Agreement will continue in
full force and effect as if the invalid or unenforceable portion
had never been written,and the remainder of this Agreement
will continue to be effective,valid and enforceable.
m.Succession
Subject to the other terms of this Agreement,this Agreement
will inure to the benefit of, and be binding on; each Party's
permitted successors and assigns.
n.Waiver
Either Party may waive any of the terms or conditions of this
Agreement at any time provided such waiver is in writing and
signed by the Party granting the waiver. No such waiver will
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IN WITNESS WHEREOF,the Parties have executed and delivered this Agreement as of the day and year written above.
CareATC,Inc.: City of Round Rock:
By: By:
Print Name:D.Paul Keeling Print Name:
Title:Chief Business Development Officer Title:
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` are.;
EXHIBIT A
CLINIC LOCATIONS,SCHEDULE and COVERED SERVICES
Clinic Name: Rock Care
Address: 901 Round Rock Ave.Suite 300-B
City,State,Zip: Round Rock,Texas 78664
Hours per Week: 40 hours Der week
CATC observes the following Holidays:
New Year's Day Thanksgiving Day
Memorial Day Day after Thanksgiving
Independence Day Christmas Eve
Labor Day Christmas Day
MLK,Jr.Day Veteran's Day
President's Day
Schedule: Clinic scheduled hours and holidays are subject to change with the approval of the City. Tentative Clinic hours are Mondays through
Thursdays from 7:00 a.m.to 4:00 p.m.(closed between 12:00 p.m.and 1:00 p.m.)and Fridays from 7:00 a.m.to 2:00 p.m.
Covered Services are those listed below:
❑x Health assessments for Clinic Eligible Participants. Such assessments will be comprised of(a)blood draws and data collection for each
participant conducted by qualified and licensed personnel either at an agreed upon location or at the Clinic;(b)standard laboratory work;
(c)individual report for each participant accessible via the CATC mobile app and the secure Internet City Portal;(d)aggregate reports of
findings to Plan Administrator.
® Aggregate Participant population analysis to improve chronic disease and medication management("Data Analytics").
® Primary care to include,but not limited to:
1. Minor acute illness evaluation and available treatment for minor illnesses such as coughs,earaches,fevers,headaches,and sinus
infections.
2. Chronic illness evaluation,which includes evaluating,diagnosing,treating and managing typical chronic illnesses that are handled at
the Clinic,such as blood sugar,blood pressure,cholesterol,BMI and tobacco cessation.
3. Minor medical procedures that are within the Health Professionals'scope and abilities and that can be performed at the Clinic,with
available equipment,and during operating hours.
® Provisions of pharmaceuticals to treat common illnesses,including,but not limited to:
1. Infections
2. Hypertension
3. Hyperlipidemia
4. Diabetes
5. Infectious Disease(including antibiotics)
6. Gastro esophageal/reflux disease
7. Asthma
8. Chronic lung disease
® Necessary standard laboratory work to provide the Covered Services listed above,including,but not limited to,blood draws.
x1 Occupational Health Assessments,to be performed by the CATC,include but are not limited to:
1. DOT/Non-DOT Drug Screening and Breath Alcohol Testing(Pre-employment;Random;Post-Accident and Reasonable Suspicion)
2. Department of Transportation Physical
3. Fitness for Duty/Return to Work Examination
4. Pre-Employment Physical
5. Worker Compensation Treatment and Management
6. Commercial Driver's License(CDL)Examination
7. Post-Accident Examinations
8. Lead Level Testing
Page 8
..-
Other Occupational Health Assessment activities as deemed necessary by the City
Page 9
I I an r e
EXHIBIT B
FEES
Payment—City will pay all fees described in this Exhibit within)thirty(30)days after the date of CATC's invoice. If City disagrees with any
CATC invoice,City shall pay all undisputed invoiced amounts and notify CATC of the disputed amount and the reasons for which it is disputed.
CATC will segregate such disputed amounts from undisputed amounts until the matter is resolved.City has thirty(30)days from the date
of the invoice to dispute the charges listed on the invoice. After the expiration of thirty(30)days from the date of the invoice,City will be
deemed to have approved such invoice.Invoices shall be submitted electronically to the City's designated point of contact.
Any fees that are not paid when due,will bear late fees pursuant to the terms of the Texas Prompt Payment Act.
1. Clinic Implementation Fees
Initial Provider Training—CATC has established a two-week onboarding program that all providers are required to complete prior to
working in a CATC clinic. The first week of training is performed in the CATC corporate office and a heavy emphasis on learning the
EMR system,meeting with account/clinic management personnel and other members of the executive team,visiting local CATC clinics
and other matters relative to working in a CATC clinic. During the second week of training,a member of the CATC training team will
travel to the Clinic to shadow the provider and reinforce the training materials covered.
CATC will absorb one hundred percent(1009)of this Initial Provider Training.
For any post-implementation provider training,City will reimburse CATC fifty percent(509)on a pass-through basis for the training
and labor cost of the provider inclusive of all benefits provided by CATC while they participate in the two-week onboarding training
course.
Technology Implementation Fee—City will pay$29,300 as one-time fee for install of CATC technology platform.
2. Clinic Monthly Fees
Monthly Administration Fee:$53,908.50. This fee is calculated using our half-day rate of$1,245 for 10 blocks per week. Half-day
rate x 10 half-days x 4.33 weeks/month. Should City add additional blocks of clinic time,it will be billed at the same$1,245 half-day
rate. The half-day rate shall cover the following:
Director of Client and Clinic Services Accounting
Account Manager Human Resources
Clinic Manager Facilities Management
Patient Access Call Center Contract Administration
IT Support CME Dues
Patient Portal Recruiting
EMR access via smart phone Marketing Team
Quality Management and Credentialing RN Materials/Purchasing Team
Reporting—Weekly,Monthly,Quarterly and Annual Technology
Staff Salaries(1 provider/2 medical assistants)
A. Equipment:City will pay CATC for equipment needed in the clinic on a pass-through basis with pre-approval of the City.CATC
expects current equipment will be utilized. Such a system means that CATC will purchase the equipment,using reasonable
efforts to secure bulk discounts in pricing. CATC will invoice City for CATC's actual cost to purchase any needed and approved
equipment.
B. Laboratory Testing,Clinic Supplies and Drug Screens:City will pay CATC on a monthly pass-through basis for the medications
purchased,drug screenings,supplies,and laboratory testing performed.These variable costs will be capped at$70,200 per year
for total expenses to the City.The Supplies and Labs set forth in Exhibit D shall remain in effect for the initial term of this
Agreement.
C. Credit to City.CATC will provide a credit to the City for any days that the Clinic is scheduled to be open and is without a provider.
Said credit will be applied to the City's monthly invoice.
Facility(Occupancy,Utilities,Janitorial,Insurance,etc.):City will provide these items.
Personal Health Assessments: PHAs performed in the clinic for clinic eligible participants shall be covered under the Clinic Management Fee.
Should City elect to send any Clinic Eligible Participants to a Labcorp office nationwide to have a PHA conducted,City agrees to reimburse CATC
for the Labcorp PHA administration cost(currently$25.00).
Should City elect to have a mass-screening event,the parties will mutually agree in advance on estimated costs to be paid by the City to CATC.
City will also pay CATC for all travel costs on a pass-through basis. Travel costs are inclusive of:
A. PHA Team members'daily salary(wages in effect at time of contract signing: $170.00 per day)
Page 10
Ca rd.-
B. Car rental,airfare,baggage fees,hotel(single occupancy)within the City of Round Rock,and pre-approved by the City,per diem
at current IRS rates per PHA team member,gas,parking,tolls and mileage if use company vehicle(IRS Business Mileage Rate).
3. Performance Guarantees
A. Re-directed primary care vists(5%of baseline prior year Healthplan visits)
B. Reductions in unnecessary Emergency Room and Urgent Care vists(5%of baseline prior year Healthplan visits)
C. Financial return on investment of at least 1 to 1 within the first 18 months
D. Reduction in member risk profile with the first 18 months
E. Net Promoter Score of clinic above 50—Customer Satisfaction
F. Average wait time in wating room of 15 minutes or less
G. Same day/next day appointment availability
H. Account Manager will be available to meet with City's management team Quarterly,and be available for bi-weekly calls
I. Account Manager will provide agenda prior to calls,and minutes after calls
J. Account Manager will acknowledge receipt of request for information or assistance within 24 hours of any outreach
K. At least 90%satisfaction with the program:Support services,programs,program management
Page 11
TAB
CareATC
Performance please • acceptance • following:
Question
Acceptance
1 Re-directed primary care visits(5%of baseline prior year Heat plan visits) Acceptance
2 Reductions in unnecessary)Emergency Room and Urgent Care visits(50/o of baseline prior year Healthplan visits) Acceptance
Financial return on investment of at least 1 to: within the first 18 months Acceptance
3
Reduction in member risk profile within the first 18 months Acceptance
Net Promoter Score of clinic above 50-Customer Satisfaction Acceptance
5
Average wait time in waiting room of 15 minutes or less Acceptance
5
Sante day/next day appointment availability Acceptance
b Account Manager will be available to meet with City's management team Quarterly;and be available for bi-weekly calls Acceptance
Account Manager will provide agenda prior to calls,and minutes after calls Acceptance
10 Account Manager.Ari'l acknowledge receipt of request for information or assistance within 24 hours of any outreach. Acceptance
li At least 009u satisfaction with the program:Support services,programs, program management. Acceptance
CareZ;
ATF-
PROPOSAL
On=S'I*te Clinic S
City of Round Rock
November 2, 2018
d
BUSINESS DEVELOPMENT CONSULTANT
NICKPEPER@CAREATC.COM
508.654.4058
CAREATC.COM
Introduction
For most companies,the cost of health care to the bottom line has clearly reached a pinnacle.The outdated model
of focusing company resources on medical treatment, rather than prevention,can no longer be sustained.At
CareATC,we have a better way. By shifting the focus from intervention to prevention,we enable our clients to
make smarter health plan decisions that ultimately increase quality and drive down cost.
In the fallowing proposal,CareATC recommends providing on-site clinic services for the City of Round
Rock. Our workforce health platform is focused on three key pillars:
Medical Care
Our evidence-based clinical services improve employee and dependent health by providing complete access to
high-quality primary care,focused on prevention and optimized by risk identifying information.
• Acute and Chronic Primary Medical Care
• Personal Health Assessments
• Patient Outreach and Advocacy
• Labs and Prescription Medications
• Telemedicine(optional)
Wellness and Lifestyle Services(Optional)
Our wellness and lifestyle programs drive sustainable behavior change through direct outreach and regular face-to-
face encounters with physicians and academically trained and certified health coaches.
• Targeted Lifestyle Coaching/Behavior Modification
• Corporate Wellness Programs and Incentive Management
• Program Roadmaps and Health Education
Technology and Analytics
Our integrated systems improve the healthcare experience for all key stakeholders with beautiful,functional tools
that drive engagement,and actionable analytics that deliver real-time program insights.
• Enterprise Data Warehouse
• Claims Integration and Risk Scoring
• Online Analytics and Reporting
• Patient Portal and Mobile App
• Wellness and Incentive Management Portal
Proposal•On-Site Clinic Services 2
Program Details
Acute and Chronic Primary Medical Care
CareATC primary care centers provide employees and their families with comprehensive medical care designed to
treat acute illness and chronic disease. By removing cost, inconvenience, and other barriers that deter your
employees from seeking care when they need it most,our medical facilities promote higher participation than
classic fee-for-service models-and better health outcomes.
Conveniently located either on-site or nearby,our centers provide your employees with what they want most:
• Board-certified medical providers
• No fees for services rendered
• Convenient access with little-to-no waiting
• Pharmacy& labs dispensed on-site or by mail order
• Electronic medical records with cutting-edge technology
• Painless appointment scheduling
'Vol 4
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-
In addition to delivering a unique healthcare experience,we maintain consistent excellence across our national
network of clinics.
• First provider of on-site clinics to achieve 100%network accreditation from Accreditation
Association of Ambulatory Health Care(AAAHC)
• First provider of on-site clinics to earn Evidence-Based Design Accreditation from the EDACTM
Advisory Council
• First provider of on-site clinics to be Net Promoter°Certified
• Recently completed SOC I Type II audit of CareATC security
• Clean, modern clinic environments
f_A(CPA\ Not promo
tory,
AACCREDYEAT]WN ASSOCIATION 50C edac.. ., Certified
.1fiWANIBULATORY,.LEA LTH t:,1RF., INC,
Labs and Prescription Medications
Standard within all of our medical centers, labs and prescriptions are provided/dispensed either on-site or by mail
at no cost to patients.This approach significantly improves our ability to identify early risk markers and drive better
pharmacy compliance that, in turn, improves chronic condition management efforts. In Texas,where on-site
dispensing isn't allowed,we offer a comprehensive mail order program to achieve the same result.
Proposal•On-Site Clinic Services 3
Occupational Health
Occupational Health Services can include, but are not limited to:
• Physical exams
o Annual
o Periodic
o Police Department/Sheriff Duty
o Pre-Employment/Post Offer
o DOT/CDL
o FAA Flight Medicals
o Public Safety(Police/Fire)
o CDL vision screening
o CDL hearing screening
o Spirometry/Pulmonary Function Testing (Fire)
o Dexterity(Police)
o Lift testing
o TB testing
• Laboratory testing
o Drug and alcohol screening —passed through at cost on a monthly basis and capped with other
variable costs(labs, meds, etc.) at$70,200 per year
■ Pre-employment drug screenings(both DOT and non-DOT)
■ Reasonable suspicion drug screenings
■ Employee Assistance Program Referral
■ Random drug and alcohol screens
■ Post-accident drug and alcohol screens
• Walk-in and Urgent Care Appointments for Workers Comp injuries/illness
• Occupational therapy
• Physical therapy
We will follow the City's process for occupational services and will continue any occupational services already
offered at the existing clinic.All of the above services can be offered on-site.We also have the capability to refer to
your requested provider for these services.The details of providing occupational health services for the City of
Round Rock will require more discussion.
Proposal•On-Site Clinic Services 4
Personal Health Assessments(PHAs)'
A next-generation biometric health and wellness screening,the CareATC Personal Health Assessment(PHA) is the
baseline. It's the foundation for everything that we do.This comprehensive biometric screening provides patients,
medical providers,and employers with powerful information designed to kick-start their mission for better health
and lower costs.
Unlike most lipid screenings today,the CareATC PHA leverages cutting-edge technology and easy-to-understand
explanations that convey an important message about the overall health,and risk, of each participant.
• Advanced multi-panel lipid screening
• Easy-to-understand health risk summary
• Comprehensive results delivered in print and digital video formats ___________________
• In-house phlebotomy teams achieving 98%draw accuracy
• Full EMR data integration
• Trended data and historic comparisons
• Special cardiovascular risk markers RESULTS AT A GLANCE 3
CURRMT RISK LVJM, NGTtC£..._....................................................................._...........
• Aggregate reporting for employers
HEALTH PROFILE
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Patient Outreach and Advocacy
.............................................................................................................................
.....,....
As the PHA process is commencing, results are scored and stratified by our automated risk management systems.
As high risk is identified,outreach teams are prompted to contact patients, by priority,to encourage a follow-up
visit with their PCP.
Assuming claims data has been made available,care team members can further stratify individual risk by looking at:
• Number of risk factors and severity
• Treatment of risk,or lack there of
• Medication compliance
• Chronic risk trajectory and likelihood of hospitalization
Once patients have been engaged, our Outreach team creates specific disease registries that allow us to better
monitor and manage patient care.Those needing extended care will be encouraged to enroll in the Health
Coaching and lifestyle programs for customized care planning and ongoing accountability.
I Cost for PHAs is included in half-day rate outlined on page 8 of pricing proposal
Proposal•On-Site Clinic Services 5
Online Analytics and Reporting Dashboards
At CareATC,data is how we identify and reduce risk. It's how we empower our providers and motivate our patients.
Data is how we drive prevention and wellness,and it's how we fuel our passion for making a real difference in
people's lives.
With the CareATC analytics platform,you'll experience next generation insights into the productivity,clinical
effectiveness,and financial performance of your direct primary care initiatives. Key insights include:
• Utilization reporting
• Operational efficiency .m.o:....
• Patient outreach and CDM
enrollment "' "s
• Top procedures,
diagnostics, labs,and Rx
• Provider productivity
Health .. _:.
• outcomes �
• Patient satisfaction Chronic Disease by Relation
Employee
• Population risk stratification AM
15 , , 274
• Claims data integration 110 •• W
1139
• Predictive modeling
• Employee cost benefit
analysis
• Financial results
• CAT claims
• Engaged vs. non-engaged
• Cost avoidance
• Cost containment(procedure, Rx,labs)
• Telemedicine reporting
Patient Portal and Mobile App •
Our members receive full access to their own personal
Patient Portal account which can be accessed on-line or John William Doe
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through the CareATC Mobile App.Within their portal,
patients can:
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• Find locations sr a�,sclt as:xMn •
• Schedule appointments
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• View screening results and health trends
• View and share their medical records
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• Request medication refills ►,;at.
tit of..^.io't•idnrr,';o HI'H. "^ - --._:. __ � _ _
• Access telemedicine*if available ,
• Access health education material Lrr Lo+a L?nnu:y Li acxuteSn
• Track activity and nutrition r ` ' * ■
• And so much more!
Proposal•On-Site Clinic Services 6
CareATC CareHub
All clinic and coaching staff will have access to the CareATC CareHub.As organizations have been slow to adopt
Health Information Exchanges,CareATC is solving that problem by working with payors to populate our EMR with a
complete picture of a patient's health both in and outside of CareATC.The CareHub features many advancements
in terms of the ability for a provider to discuss a patients overall health and access future needs. In addition to
things like diagnosis, procedures,and medications,we also provide a John's Hopkins Risk Score inside of the
CareHub.This functionality is built into and is unique to the CareATC platform.
CAREHUB
........................................
5)
Specialty eConsults
We are able to offer an innovative eConsult service that connects clinic providers to same-day insights from top
specialists. It removes barriers to timely and convenient specialist feedback,improves quality of care and overall
experience for patients, helps eliminate unnecessary patient visits to specialists,and engages in clinical knowledge
sharing with other providers.The platform is HIPAA compliant and specialist feedback is comprehensive,getting 5
stars from providers in 80%of reported cases.40%of reported eConsults help avoid referrals, resulting in
improved outcomes.
Proposal•On-Site Clinic Services 7
Proposed Pricing'
On-Site Clinic Operating Costs
Our pricing is based on a flat fee of$1,245 per half-day,which includes:
Account Management Clinic Staffing
• Director of Client&Clinical Services • Recruiting
• Clinic Manager • Staff Salaries(1 provider/2 medical assistants)
• Client Manager • CME Dues
• Local Clinic Area Supervisor
Clinic Facility
Technology • Occupancy/Utilities
• eClinicalWorks EMR
• CareHub Marketing
• Patient Portal • Communication and Engagement Plan
• Mobile App • Campaign Builder
• Data Analytics . Health Education Library
• Enterprise Data Warehouse . Print-Ready Communication Materials
• RubiconMD
Quality and Compliance
• AAAHC-Compliant Clinic Standards
• NPS Patient Feedback Surveys
• SOC 1&SOC 2 Compliance
• Physician Scorecard
• Physician Leadership Group Oversight
The pricing below assumes one on-site clinic operating 40 hours per week(10 half-days).
Half-day Rate $1,245.00
Monthly Cost
Half-day rate x#half-days x 4.33 weeks/month $53,908.50
Annual Cost $646,902.00
Variable Costs(Labs, Medications,Supplies,and Drug Screenings)3 $70,200.00 per year(maxiumum)
Start-Up Costs $29,300.00(year 1 only)
TOTAL ANNUAL COST(All-In Y1 Fees) $746,402.00
Standard Labs, Medications,Clinic Supplies,and Drug Screens
We will bill these items on a monthly basis as incurred in the clinic, providing documentation of each charge from
the vendors.These costs will not exceed $70,200 per year.
Facility(Occupancy, Utilities,Janitorial, Insurance,etc.)
Provided by City or passed through at CareATC cost without markup.
2 This pricing is valid for 60 days from receipt of proposal.
3 This cost includes drug screens and is passed through, with a not-to-exceed amount of up to$6.50 PEPM for 900 eligible
employees.
Proposal•On-Site Clinic Services 8
Personal Health Assessments(PHAs)
Included in half-day rate outlined above.CareATC will pass through team travel (if mass screening event is chosen).
Start-Up Costs Year 1
Recruiting, Project Management, Facilities Team Included
Travel, Evidence-Based Clinical Design
Training Period Salaries Included
Training and Travel Included
Office Supplies and Furniture, Medical Furniture and We assume there will be equipment from your current
Equipment, Pre-Packaged Generic Medications and clinic that can be utilized.Our facilities team will
Injectables(initial stock), Medical Supplies(initial stock) conduct an audit of your current clinic equipment to
determine the final equipment needed.
IT Equipment,Software,Data Integrations(2 inbound
or outbound), Installation and Configuration $29,300.00
Total $29,300.00
Proposal•On-Site Clinic Services 9
EXHIBIT C
MINIMUM CRITERIA FOR FACILITIES
CLINIC MINIMUM PHYSICAL SPECIFICATIONS
Following are the minimum recommended physical specifications for a Clinic operated by CATC
1. Exclusive use for the Clinic.
2. Location on the ground floor or accessible by an elevator.
3. Non-smoking.
4. Weapon free-except for patients required to carry a weapon as part of their job-all weapons will be placed in a locked storage in
the exam room while a patient is in the Clinic.
5. OSHA and Medical Facilities Standards: Comply with federal regulations and state standards.
6. ADA compliant.
7. Soundproofed walls,floors,ceilings.
8. Solid doors.
9. Privacy windows(or no windows).
10. Floor coverings:non-porous flooring that can be disinfected and cleaned on a daily basis for all exam,lab,and working portions of the
Clinic.VCT tiling is recommended.
11. Walls:Full height,opaque,with semi-gloss paint or similar covering that may be readily wiped down without removing color.
12. Ventilation:The ventilation system will be separate from any smoking or industrial ventilation.
13. Access:Such that the Clinic may be locked securely and separately from the main facility.
14. Signage:City will allow CATC to affix CATC's standard sign by the entry.
15. The following size and design minimum criteria:
a. Overall Size:Approximately 1,200 square feet.
b. Examination/Treatment Rooms: Each room will have two(2)electrical outlets,hot and cold running water,Internet and phone
cabling,and a secure locked storage cabinet reasonably approved by CRTC.
C. Health Professional Office:one(1),minimum seventy-five(75)square feet.
d. Reception:eighty(80)square feet.
e. Storage:forty(40)square feet of general storage and supply storage,with shelves.
f. Rest Rooms:one(1)unisex,internal in the Clinic space.
g. Marked and Reserved Parking for Health Professionals and Patients: two(2)spots that satisfy ADA criteria and that are located
within the appropriate distance of the front door.
h. Laboratory:Will have two(2)electrical outlets,hot and cold running water,and secure locked cabinetry,reasonably approved
by CATC.
CLINIC MINIMUM TECHNICAL SPECIFICATIONS
Following are the minimum recommended data and voice service specifications for a clinic operated by CATC.
In order to comply with HIPAA guidelines as well as ensure operability with necessary applications,computers,phones and network equipment
will be provided and provisioned by CATC. All Clinic network devices must be behind an on-site firewall provided by CATC.
Internet Requirements
1. 15mbps downstream or better,5mbps upstream or better. A single publicly accessible static IP must be available to CATC's firewall.
This connection should not be filtered or behind a NAT.CATC can facilitate locating and coordinating the provisioning of these
services if necessary.
Networking and Devices
1. Enterprise class SPI firewall with IPsec VPN support will be placed on site.
2. Clinic must be built out with CAT6 or better network drops in areas where networked devices are necessary.
3. Wireless access point with WPA2 encryption and Radius authentication against CATC servers will be placed on site. A separate guest
network will be necessary.CATC can provision the guest network on CATC equipment if needed.
Telecommunication Requirements
CATC uses an IP based phone system that will utilize the Internet connection provided to the Clinic.Fax services are handled via a virtual fax
solution.
Notes
Please contact Dustin Fry,CATC Systems Administrator with any questions. dfry@careatc.com,918-779-7450
Page 12
EXHIBIT D
SUPPLIES AND LABS
SUPPLIES
DESCRIPTION UNIT QTY
ACCU-CHECK COMFORT CURVE CONTROL SOLUTION BX 1
ACETAMIN SUSP 4OZ/BT 1
ADVIL CHILDRENS SUSPENSION 4OZ/BT 1
ALBUTEROL INHALATION SOL 3ML 0.083%25/BX BX 1
ALCOHOL LSOPROPYL 70%16OZ/BT EA
ALCOHOL PREP PADS 200/BX BX
ALLERGY SYRINGE W/NEEDLE ICC 27GX1/2" 100/BX BX
ALUMAFOAM FINGER SPLINTS STOCK EA I
APAP CHEWABLES NOT AVAIL IN UD 30/BT I
ARM SLING DELUXE LARGE EA EA 1
ARM SLING DELUXE MEDIUM EA EA 1
ARM SLING DELUXE SMALL EA EA 1
ARROMATIC AMMONIA AMPULES(1 OBOX) BX I
ASPIRIN TABLETS 325MG 250X2BX NOT COATED BX 1
BANDAGE SCISSORS EA I
BANDAID DOTS 100/BX BX 3
BAND-AID SHEER STRIPS 1"X3"I OOBX BX 3
BENZOIN TINCTURE 40/BX I
BETADINE SOLUTION 16OZBT BT 1
BETADINE SWAB STICKS 50/BX BX 1
BIOFREEZE PUMP 16OZ EA EA 1
BIOPSY PUNCH DISPOSABLE 2MM EA EA 3
BIOPSY PUNCH DISPOSABLE 4MM EA EA 3
BIOPSY PUNCH DISPOSABLE 6MM EA EA 3
CLOTH SURGICAL TAPE I"XIOYD 12/BX BX 3
COLD/HOT PACK REUSABLE(5)/PACK PK 5
CONFORMING STRETCH GAUZE N/S 3" 12/BG BG
CONFORMING STRETCH GAUZE STER 3" 12/BG BG
Page 13
COTTON BALLS MEDIUM 500/BG BG
COTTON TIPPED APPLICATOR STERILE 6" 100PKS/2 BX
CPR MICROSHIELD EA
CURITY GAUZE STERILE 2S 8PLY 4"X4"50/BX BOX 1
DIAMODE ANTI-DIARREHA CAPLETS(100X1 PKS) BX 1
DIPHENDYDROMINE SDV 50MG/ML VIAL 1
DISCIDE DISINFECTANT SPRAY BX
DRAPE EXAM SHEET 2-PLY WHITE 40X48 100/CA CA
EAR CURETTE DISPOSABLE WHITE 50/BX BX
ELASTIC BANDAGES LATEX FREE 4X4.5YDS 10/BX BX 3
ELBOW W/FLOAM UNIVERSAL SURROUND EA EA
EMESIS BASIN 500CC ROSE EA EA
EPINEPHRINE 1:100 5/PK EA
ETHYL CHLORIDE SPRAY 4/BX I
EYE COVER FOR EYE TESTING EA 1
EYE PAD OVAL STERILE 50BX BX
EYE WASH IRRIGATING 4OZ/BT BT
FENESTRATED DRAPES STERILE 50/CTN BX
BIOGLO FLUORESCEIN STRIPS 1 MG 100BX BX 1
FLUORO-DOT COBALT BLUE LIGHT EA EA 1
FUTURO DELUXE ANKLE STABILIZER ONE SIZE EA EA 1
GBG ALOEGEL INSTANT HAND SANITIZER 18OZ EA EA 3
GELFOAM 6X2/PK 1
GENERIC-CEFTRIAXONE 1GM 10/BX 1
GENERIC-KETOROLAC INJ 30MG EA 1
GLUCOMETER ACCU-CHEK ADVANTAGE KIT EA EA 1
GLUCOMETER ACCUCHEK COMFORT CURVE TEST STRIPS 50/BX BX 1
GLUCOSE TABLETS ORANGE 6/BX BOX 1
GOWN EXAM 3-PLY WHITE 30X42 50/CA CA
HYDROGEN PEROXIDE 16OZ/BT EA 1
HYDROXYZINE LNJ MDV,50MG/ML 10 ML BOTTLE EA l
Page 14
I-PRIN IBUPROFEN TABS 200MG 100X2 BOX BX 1
INSTRUMENT BASIN W/COVER EA 1
LNSUFFLATOR BULB FOR WELCH ALLYN OTOSCOPE EA 1
LODOFORM PK STRIP STER!'/4X5YD 1/BT BT I
KENALOG-40 LNJ 40MG/ML IOML/VI VIAL 1
KLEENSPEC DISP OTOSC SPECULA 2.75MM 850BG BG 1
KLEENSPEC DISP OTOSC SPECULA 4.25MM 850BG BG 1
KLEENSPEC SPECULA DISPENSER 524 SERIES EA EA I
KNEE SLEEVES EA
LACERATION TRAY W/WEB NH EA EA
LANCETS,SOFT-CLIK FOR ACCU-CHEK GLUCOMETER,100/BX BX 1
LATEX GLOVES MEDIUM,POWDER FREE 100/BX BX
LIDOCAINE HCL LNJ NON-RETURN 1%50ML/VI VL 3
LIDOCAINE W/EPI FTV NON-RET 1%50ML/VI VIAL 1
LIFE-O-GEN PORTABLE OXYGEN EA I
LUBE JELLY 5GM FOIL SURGICAL 144BX BX 1
MARCAINE NO EPI FLIPTOP MDV.25%50ML/VI VIAL 1
MEDIKOFF COUGH DROPS(600/BX) BX 1
MEDIRIP BANDAGE 3" 12/BX 1
MINOR LACERATION TRAY W/LNSTR EA EA
N95 PARTICULATE RESPIRATOR MASKS 20/BX 1
NEBULIZER(MICRO MIST)DELIVERY SETS,SMALL VOLUME EA 20
NEEDLE DISPOSABLE 18GX1-I/2" 100/BX BX 1
NEEDLE DISPOSABLE 21GX1-1/2" 100/BX BX 1
NEEDLE DISPOSABLE 25GXV IOOBX BX I
NEEDLE DISPOSABLE 27GX1/2" 100/BX BX I
NEOSPORIN OINTMENT IOZ/TB TUBE
NITROQUICK SUBLINGUAL TABLETS 0.4MG 100/13T BT 1
ONE STEP HCG CASSETTE TEST KIT 25/BX BX 1
ONE STEP STREP A DIPSTICK TEST KIT 25/BX BX 1
PAPER TAPE(I INCH) BX 1
Page 15
PEAK FLOW METER MOUTHPIECE DISP 710/50 ADULT 100BX BX 1
PHENERGAN,MDV,25MG/ML 25/BX 1
PINK PEPTO BISMUTH TABLETS(2 BOXES OF 30) BOX 3
PLASTIC MEDICINE CUPS BOX
PROCEDURE MASKS(PATIENT AND/OR STAFF) 50/BX 1
REPLACEMENT BULB FOR EXAM LIGHT EA
SAFETY GLASSES W/SIDE SHIELDS,CLEAR EA 1
SANI-CLOTH PLUS LARGE 6"X6.75 160/PK PK
SCALPELS DISPOSABLE STERILE#11 10/13X BX 1
SILVER NITRATE APPLICATORS 100/VL 1
SILVER SULFADIAZINE CREAM 1%50GM/JR JR 1
SMALL PAPER BAGS(PT.URINE TRANSPORT) PACK 1
SODIUM CHLORIDE 0.9%LRRIG I OOOML/EA EA EA
SPECULUM VAG DISPOSABLE SM 10/BX BX 1
SPECULUM VAG DISPOSABLE MED IO/BX BX 1
SPECULUM VAG DISPOSABLE LRG IO/BX BX 1
SPILL KIT EA 3
SPONGE NON-STERILE 2"X2"4PLY 200/PK PK 3
SPONGE STERILE 2"X2"TS 50/PK PK
SPONGE,TRUGAUZE NON STERILE 2"X2"4PLY 200/PK PK 3
STAPLE REMOVERS(DISPOSABLE) EA
STERISTRIPS 50/BX 1
SURGEON GLOVE SIZE 7 50PR/BX BOX 1
SURGICAL TAPE,DURAPORE 1"XI OYDS 12/BX BX
SURGILUBE(KY JELLY)144/BOX BX 1
SURROUND ANKLE W/AIR 10"RIGHT EA EA
SURROUND ANKLE W/AIR 10"LEFT EA EA
SUTURE NYLON 5-0 DSM 13 5-0 12/BX BX 1
SUTURE REMOVAL KIT W/SCISSORS 4/PACK PACK 5
SYRINGES LUER LOK DISP IOCC/ML 100/BX BX 1
SYRINGES LUER LOK DISP 20CC 25/BX BX 1
Page 16
Ab
Care.,,,...,
SYRINGES LUER LOK DISP 5CC 100/BX BX 1
SYRINGES W/NEEDLE LL DISP 3CC 23GX1" 100/BX BX 1
TABLE PAPER SMOOTH WHITE 18"X225'12RI/CA CASE 1
TETANUS,DIPTHERIA TAX ADSORBED,ADULT, 10 DOSES SDV 1
TETRACAINE OPHTHALMIC SOLUTION 0.5%15ML/BT BT 1
THERMOMETER COVERS SHEATH DIGITAL BX 1
TONGUE DEPRESSORS BLADES N/S SENIOR#10 100/BX BX
TOWELETTES W/BZK BX BX 1
TUBERCULIN PPD(MANTOUX) 10 DOSES MDV 1
TYLENOL 500MG UD 50X2/BOX BX I
ULTRASENSE PF NITRILE GLOVE LARGE 100BX BX 1
ULTRASENSE PF NITRILE GLOVE MEDIUM 100/BX BX 1
ULTRASENSE PF NITRILE GLOVE SMALL 100BX BX 1
UNDERPADS 200/CA 1
UNDERPAD 23X36 50/BX BX 1
UNNA BOOT 4"WIDTH EA 1
URISPEC 11-WAY 100/BT BT 1
VAGINAL SPECULA DISPOSABLE MEDIUM 25/BX BX 1
VAGINAL SPECULA DISPOSABLE SMALL 25/BX BX 1
VERRUCA-FREEZE 175 ML KIT EA 1
WAVICIDE GAL/EA 1
WAVICIDE INDICATOR STRIPS 50/BT 1
WRIST BRACE ELASTIC BLACK X-LARGE EA EA 1
WRIST BRACE ELASTIC LARGE EA EA 1
WRIST BRACE ELASTIC MEDIUM EA EA 1
WRIST BRACE ELASTIC SMALL EA EA 1
Page 17
;.: ..
. ...
LABS
PT CODE TEST DESCRIPTION CPTCODE TEST DESCRIPTION
2570,84156 ,669,586,696
24 HR TOTAL URINE PROTEIN HSV 1/2 HERPESELECT
86900,86901 87275,87276
ABO GRP AND RH TYPE INFLUENZA A,B DFA
82040 83525
ALBUMIN INSULIN
84075 83540,83550 IRON,TOTAL,&IBC%,SAT
ALKALINE PHOSPHATASE
4460 83540
ALT IRON,TOTAL
82150 83615
AMYLASE LOH
86038 83690
ANAW/RFX LIPASE
84450 80061
AST LIPID PANEL
80048 80061
BASIC METAB PNL LIPID PANEL W/REFLEX DLDL
82248 80178
BILIRUBIN,DIRECT LITHIUM
82247 83002
BILIRUBIN,TOTAL LUTEINIZING HORMONE
84520 86618
BUN LYME AB-WB CONFIRM
86304 83735
CA125 MAGNESIUM
82310 82043
CALCIUM MICROALBUMIN,URINE WITHOUT
CR
80156 82043,82570
CARBAMAZEPINE,TOTAL MICROALBUMIN,URINE W/CR
82374 83887
CARBON DIOXIDE NICOTINE AND METABLOITE,BLOOD
86141 80185
CARDIO CRP PHENYTOIN
Page 18
85027 84100
CBC PHOSPHOROUS
85025 84132
CBC(DIFF/PLT) POTASSIUM
82378 84703
CEA PREGNANCY TEST-
SERUM/QUALITATIVE
PREGNANCY TEST-
87110 CHLAMYDIA&GC CULTURE W/84702 SERUM/QUANITIATIVE
REFLEX
82435 CHLORIDE 84144
PROGESTERONE
82465 84146
CHOLESTEROL,TOTAL PROLACTIN
82550 84155
CK,TOTAL PROTEIN,TOTAL
80053 85610
COMP METAB PNLCMP PROTHROMBIN TIME WITH INR
84681 84153
C-PEPTIDE PSA
82565 82310,83970 PTH,INTACT&CALCIUM
CREATININE W/EGFR
86140 85730
CRP PTT,ACTIVATED
87491,87591 85045
CT/NG DNA,SDA,W/THINPREP RETICULOCYTE COUNT
87491,87591 86431
CT/NG SDA RHEUMATOID FACTOR
87070 86592
CULTURE,AEROBIC BACTERIAL RPR MONITOR W/REFL
CYCLIC CITRULINATED PEPTIDE
86200 AB JG<"
86592 RPR(DX)REFL FTA
82627 DHEA-SULFATE
86762 RUBELLA IGG AB
PT CODE TEST DESCRIPTION CPT CODE TEST DESCRIPTION
80162 DIGOXIN LEVEL 85652 SED RATE
83721
DIRECT LDL 84295 SODIUM
Page 19
0051 ELECTROLYTE PANEL
84480 T3 TOTAL
82670 ESTRADIOL 84479 T3 UPTAKE
82728 FERRITIN
84481 T3 FREE
82746 FELIC ACID
84439 T4,FREE
83001 FSH
84436 T4,TOTAL
87070 GENITAL CULTURE 84403 TESTOSTERONE,TOTAL
82977 GGT 84402,84403 TESTOSTERONE,FREE&TOTAL
82947 GLUCOSE
88142 THINPREP PAP W/OUT REFLEX
87081 88142,87491,87591,
GROUP A STREP CULTURE 87661 THINPREP W/REFLEX HPV
7081 88175 THINPREP W/COMP.ASSIST/REFLEX
GROUP B STREP CULTURE HPV
86677 H.PYLORI IGA,AB 87070 THROAT CULTURE(BACK-UP)
86677 H.PYLORI IGG,AB QUAL
86800 THYROGLOBULIN AB
6677 H.PYLORI IGM,AB
86376 THYROID PEROXID AB
86677 H.PYLORI IGG,QUANT 84478
TRIGLYCERIDES
83718 HDL-CHOLESTEROL TSH
84443
85014 HEMATOCRIT
84443 TSH W/REFLEX T-4,FREE
85018 HEMOGLOBIN 81001 UA COMPLETE(DIP AND
MICROPSCOPIC)
83036 HEMOGLOBIN ALC
81001 UA COMPLETE(REFLEX TO
CULTURE)
86705 HEP B CORE IGM AB 81003 UA,DIPSTICK(REFLEX TO
MICROSCOPIC)
86317 HEP B SURFACE AB QN 81005 URIC ACID
86706 HEP B SURFACE ANITBODY 81003 URINALYSIS,MACROSCOPIC
87340 HEP B SURFACE ANTIGEN
87086 URINE CULTURE(ROUNTINE)
86803
HEP C ANTIBODY 80164 VALPROIC ACID
80076 HEPATIC FUNCTION PANEL 8370184478 VAP CHOLESTEROL TEST
86709 HEPATITIS A,TOTAL 82306
VIT D 250H LC/MS/MS
86704 HEPATITIS B CORE ANTIBODY 82607 VITAMIN 812
180074 HEPATITIS PANEL ACUTE 182607,82746 VIT 812/FO LATE,SERUM
Page 20
ire',.
86308 HETEROPHILE,MONO SCREEN
82652 VITAMIN D, 1,25 DIHYDROXY
86701 HIV 82652 VITAMIN D,1,25
7624 87070,87075,87205 WOUND CULTURE,A&A W/GRAM
HPV,DNA,AMP PROBE STAIN
Page 21