AG 06-028 - St. Francis Hospital
DATE IN: I DATE OUT: I TO: H&+t.1 P..-V-
CITY OF FEDERAL WAY LAW DEPARTMENT
REQUEST FOR CONTRACT PREPARATION/DOCUMENT REVIEW/SIGNATURE ROUTING SLIP
1. ORIGINATING DEPT./DIV: Law ~ C.,,)! \ ,_-~'~'-,~._,'-~,..,- ,"_'..~.'_~" "_",,,_~~~_,".'W" ""'.~'"',,~___~___,..,.
2. ORIGINATING STAFF PERSON: ~ 10 V~~\\ EXT: ~.!eL... 3. DATE REQ. BY.._.____..___... n.
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4. TYPE OF DOCUMENT REQUESTED (CHECK ONE)
o PROFESSION A L SERVICE AGREEMENT o SECURITY DOCUMENT (E.G. AGREEMENT &
o MAINTENANCE/LABOR AGREEMENT PERFIMAIN BOND; ASSIGNMENT OF FUNDS IN LIEU OF BOND)
o PUBLIC WORKS CONTRACT D CONTRACTOR SELECTION DOCUMENT
o SMALL PUBLIC WORKS CONTRACT (E.G., RFB, RI'P, RfQ) AG#: 00. - 003
(LESS THAN $200.000) D CONTRACT AMENDMENT
D PURCHASE AGREEMENT) D CDBG
(MATERIALS, SUPPLIES, EQUIPMENT) ?( OTHER Mo0-
D REAL ESTATE DOCUMENT
5. PROJECTNAME:St. ffiMlLIS ~~'~._=moM 1+40 ~ ?'<tJ~'(f1NVl
6. NAME OF CONTRACTOR: Njl4 ._.' ",~,,"M,'~,~,=" .~~-".',--,'.,.., -,~"_.",-,,'~~"'-'~.....","~~~~~-,._,---,-,,
ADDRESS: on...... __._,~ TELEPHONE
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SIGNATURE NAME: TITLE
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7. ATTACH ALL EXHIBITS AND CHECK BOXES [I SCOPE OF SERVICES o ALL EXHIBITS REFERENCED IN DOCUMENT
D INSURANCE CERTIFICATE D DOCUMENT AUTHORIZIN(j SIGNAruRE
8. TERM: COMMENCEMENT DATE: kh 21../"" 2hJ l.JI COMPLETION DATE:
9. TOTAL COMPENSATION $ ~ (INCLUDE EXPENSES AND SALES TAX, IF ANY)
(IF CALCULATED ON HOURLY LABOR CHA<<OE - ATTACH SCH EDLJLES OF EMPLOYEES TITLES AND HOLIDAY RATES)
REIMBURSABLE EXPENSE: DYES DNa IF YES. MAXIMUM DOLLAR AMOUNT: $
IS SALES TAX OWED DYES DNO IF YES, $ " PAID BY: D CONTRACTOR D CrT
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10. CONTRACT REVIEW INITIAL/DATE APPROVED INITIAL/DATE APPROVED
o PROJECT MANAGER ._._'.,,'"r'___ _.,...,~..,-
D DIRECTOR _~.."u.'_
D RISK MANAGEMENT
DLAW
11. CONTRACT SIGNATURE ROUTING INITIAL/DATE APPROVED INITIAL/DATE APPROVED
P!LAW DEPARTMENT ~\lru~ c;.iqn.td I'MP
;J CITY MANAGER " .\ OM
)i CITY CLERK ., \\ L.tt
)!1 SIGN COpy BACK ~O ORGINATING DEPT. --=/~ -'4/1]//); . ~.^-~'---
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J1f. ASSIGNED AG# to -Od8' I//~ ~/
D PURCHASING: PLEASE CHARGE TO: .~-',-,.
COMMENTS LI~l\OLP
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07/05
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MEMORANDUM OF UNDERSTANDING
BETWEEN
ST. FRANCIS HOSPITAL
AND
THE CITY OF FEDERAL WAY, WASHINGTON
tt
THIS MEMORANDUM OF UNDERSTANDING ("MOU") is made this 24 day of
February, 2006 by and between the undersigned representatives of the City of Federal Way, a
Washington Municipal Corporation, and S1. Francis Hospital, 34515 9th A venue South, Federal
Way, Washington.
RECITALS:
WHEREAS, S1. Francis Hospital is a Washington not~for-profit hospital that provides a
disproportionate share of healthcare services to the Medicare population in addition to supporting
many programs that benefit the indigent, uninsured or underinsured population in the State of
Washington;
WHEREAS, S1. Francis Hospital desires to participate in the drug discount program established
under Section 340B of the Public Health Services Act (the "340B Program");
WHEREAS, in order to participate in the 340B Program, S1. Francis Hospital must enter into an
agreement with a unit of state or local government pursuant to which S1. Francis Hospital
commits to provide health care services to low income individuals who are not entitled to
Medicare or Medicaid benefits at no reimbursement or considerably less than full reimbursement
from these patients;
WHEREAS, the City of Federal Way and S1. Francis Hospital agree that it is in the best interest
of Federal Way citizens ifS1. Francis Hospital continues to provide healthcare services to the
Medicare population, the indigent, the uninsured and the underinsured; and
WHEREAS, S1. Francis Hospital is willing to make a formal commitment to the City of Federal
Way and its citizens that it will continue to provide these healthcare services;
NOW, THEREFORE, in consideration of the mutual agreements and covenants contained
herein and for other good and valuable consideration, the receipt and sufficiency of which hereby
are acknowledged, it is mutually agreed and covenanted, by and between the parties to this
Agreement, as follows:
1. Commitment of St. Francis Hospital to Provide Indigent Care. Until this MOU is
terminated pursuant to Section 4 below, the City of Federal Way and S1. Francis Hospital
agree that S1. Francis Hospital will continue its historic commitment to the provision of
health care to indigent, uninsured and underinsured residents in the City of Federal Way. In
2005, this commitment totaled approximately $10 million in lost charges. Pursuant to this
commitment, S1. Francis Hospital anticipates that indigent care provided during the ternl of
.-
.
this MOU will range approximately between $10 million and $15 million. In any event, St.
Francis Hospital assures that all patients will receive necessary care, as required by law,
regardless of ability to pay.
2. Acceptance and Acknowledgement of City of Federal Way. The City of Federal Way
accepts the commitment of St. Francis Hospital set forth in Section 1 above and
acknowledges that the healthcare services provided by St. Francis Hospital hereunder are in
the public interest.
3. Representations of St. Francis Hospital. St. Francis Hospital represents that as of the date
of this MOU:
(a) St. Francis Hospital constitutes a corporation duly organized and validly existing in good
standing under the laws of the State of Washington with the corporate power and
authority to enter into and perform its obligations under this MOU;
(b) St. Francis Hospital is a tax-exempt corporation under Section 501 (c)(3) of the Internal
Revenue Code of the United States, as amended and under applicable laws of the State of
Washington; .
(c) St. Francis Hospital is providing the healthcare services hereunder at no reimbursement
or considerably less than full reimbursement from the patients; and
(d) The healthcare services St. Francis Hospital provides hereunder are being provided to
individuals who are not entitled to benefits under Title XVIII or eligible for assistance
under any State plan pursuant to Title XIX of the Social Security Act.
4. Term and Termination. The term of this MOU shall commence on the date written above
and shall continue until terminated by either party upon not less than sixty (60) days prior
written notice to the other. St. Francis Hospital agrees to notify the City of Federal Way
immediately if it ceases to provide the healthcare services committed to under this MOU.
This MOU will terminate immediately ifSt. Francis Hospital ceases to provide the healthcare
services committed to under this MOU. The City of Federal Way and St. Francis Hospital
reserve the right to immediately terminate this MOU if St. Francis Hospital ceases to be
eligible for the 340B Program.
5. Notice. All notices required or permitted to be given under this MOU shall be deemed given
when delivered by hand or sent by registered or certified mail, return receipt requested,
addressed as follows:
Send to: City of Federal Way
Attention: City Manager
P.O. Box 9718
Federal Way, WA 98063-9718
Send to: St. Francis Hospital
Attention: Mike Fitzgerald, Chief Financial Offic.~r
34515 9th A venue South
Federal Way, W A 98003-6799
0-
.
6. Indemnification. St. Francis Hospital shall indemnify and hold harmless the City of Federal
Way and its officers, boards, commissions, employees, agents, attorneys, and contractors
from and against any and all liability, damages, and claims, (including, without limitation,
reasonable fees and expenses of attorneys, expert witnesses and consultants), which may be
asserted by reason of any act or omission of St. Francis Hospital, its employees, agents, or
contractors, which may be in any way connected with the commitments or representations
made by St. Francis Hospital in this MOD, which may be connected in any way to St. Francis
Hospital's participation in the 340B Program, or which may arise out of this MOD.
The City of Federal Way shall indemnify and hold harmless St. Francis Hospital and its
officers, boards, commissions, employees, agents, attorneys, and contractors from and
against any and all liability, damages, and claims, (including, without limitation, reasonable
fees and expenses of attorneys, expert witnesses and consultants), which may be asserted by
reason of any act or omission ofthe City of Federal Way, its employees, agents, or
contractors, which may arise out of this MOU.
7. Governing Law. This MOD shall be governed by and construed in accordance with the
laws of the State of Washington (excepting any conflict of laws provisions which would
serve to defeat application of Washington substantive law).
IN WITNESS WHEREOF, St. Francis Hospital and the City of Federal Way have executed
this Agreement as of the day and year first written above by their duly authorized
representatives.
CIT~EDE7WAY~
By. U-t ~
Interim City Manager, Derek Matheson
33325 8th Ave S
P.O. Box 9718
Federal Way, W A 98063-9718
APPROVED AS TO FORM: ATTEST:
_.-
.,
,
;,.
,
ST. FRANCIS HOSPITAL
By:
Mike Fitzgera Chief Financial Officer
34515 9th Ave eSouth
Federal Way, W A 98003-6799
(253) 552-4105
STATE OF WASHINGTON)
~'v ) ss.
COUNTY OF )
On this day personally appeared before me Mike Fitzgerald, to me known to be the Chief
Financial Officer of S1. Francis Hospital that executed the foregoing instrument, and
acknowledged the said instrument to be the free and voluntary act and deed of said corporation,
for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to
execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation.
GIVEN my hand and official seal this 1l>. /t~l
n~ day of ,2006.
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~~~........."..~~ Notary Public in and for the State of Washington.
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