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ORIGINAL
CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION
From:
LINN LIVINGSTON
Subject: RESOLUTION OF THE
MAYOR AND COMMON COUNCIL OF
THE CITY OF SAN BERNARDINO
AUTHORIZING A ONE-YEAR
EXTENSION OF THE TERM OF THE
AGREEMENT WITH LIEN ON ME, INC.
Dept:
HUMAN RESOURCES
Date:
June 3, 2009
MICC Meeting Date: June 15, 2009
Synopsis of Previous Council Action:
On October 20. 2008, the Mayor and Common Council approved Resolution No. 2008-
400. authorizing a services agreement with Lien on Me, Inc. to provide bill review
services for the City's Workers' Compensation program through the end of Fiscal Year
2008-2009.
Recommended Motion:
Adopt Resolution.
.
~_.'/ rrZ~~
~ Slgnature
Contact person:
Linn Livinqston
Phone:
384-5161
Supporting data attached: Yes
Ward:
FUNDING REQUIREMENTS: Amount:
$100.000
Source: (Accl. No.)
678-452-5163
(Accl. Description)
Council Notes:
Finance:
A?:so 20<y?- /5'"3
Agenda Item No. :; S-
(p--/?-e;e,
CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION
Staff Report
Subject:
Rcsolution of the Mayor and Common Council of thc City of San Bernardino Authorizing a
Onc-Year Extension of the Term of the Agreement with Licn On Me, Inc.
Back!!round:
On October 20,2008, the Mayor and Common Council approved Resolution No. 2008-400,
authorizing a services agreement with Lien on Me, Inc. to provide bill revicw services for the
City's Workers' Compensation program through the end of Fiscal Year 2008-2009.
The Workers' Compensation Division was actively pursuing the bid process on this account
when the City Manager requested that each department seek a five percent (5%) reduction from
cach vendor to offset the City's budget deficit and, as an option, vendors could be considered for
an extension of their contract. In December 2009, this vendor agreed to the reduction in an
amount that exceeds the 5% request and, as a result, an offer was made to extend their contact for
onc (1) year with an option to extend for one (1) additional year. The amended Scope of Services
is attached and includes the revised fee schedule.
As the City's cost containment bill review provider, Lien On Me, Inc. ensures mandated
compliance by auditing and reviewing pharmacy bills, inpatient hospital bills, outpatient hospital
bills, lien defense, and providing mandatory state reporting on behalf of the City. Over the years,
Lien On Me, Inc. has saved the City hundreds of thousands of dollars.
The Human Resources Department is recommending a one-year extension of the current
contract.
Financial Impact:
The financial impact for the FY 2009-2010 should not exceed $100,000.
Recommendation:
Adopt Resolution.
1
RESOLUTION NO.
~Q)~y
2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO APPROVING AMENDMENT NO. I TO THE CONSULTANT
3 SERVICES AGREEMENT WITH LIEN ON ME, INC. TO PROVIDE WORKERS'
COMPENSATION MEDICAL BILL REVIEW SERVICES.
4
5 WHEREAS, the City of San Bernardino has an existing Agreement with Lien On Me, Inc.
6 to provide workers' Compensation medical bill review services; and
7 WHEREAS, Lien On Me, Inc. agreed to provide a more than five percent reduction in the
8 compensation to be paid under the Agreement in return for the City considering an additional one
9 year contract extension, with the option of another one year extension; and
10 WHEREAS, the City wishes to extend the Agreement for one year, with the option of
II another one year extension; and
12 WHEREAS, the annual cost for the contract extension is $100,000;
13 NOW THEREFORE BE IT RESOLVED BY THE MAYOR AND COMMON
14 COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS:
15 SECTION I: The City Manager is hereby authorized and directed to execute Amendment
16 No. I to the Consultant Services Agreement with Lien On Me, Inc. to provide Workers'
17 Compensation medical bill review services at an annual cost not to exceed $100,000. A copy of
18 said Amendment is attached hereto as Exhibit "A" and incorporated herein by reference.
19 SECTION 2: The Purchasing Manager is authorized and directed to issue an annual
20 Purchase Order in an amount not to exceed $100,000 for Workers' Compensation medical bill
21 review services referencing this Resolution.
22 SECTION 3: The authorization to execute the above-referenced Amendment and Purchase
23 Order is rescinded if the parties to the Amendment doe not execute it within 60 days of the passage
24 of this Resolution.
25 III
26 III
27 III
28 III
F :\EASLAND\Resolutions\AmendmentNo. I ConsultSvcLienOnMe.Resolwpd
6-/ s--.o1
;:Jf :J 5
1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO APPROVING AMENDMENT NO.1 TO THE CONSULTANT
2 SERVICES AGREEMENT WITH LIEN ON ME, INC. TO PROVIDE WORKERS'
COMPENSATION MEDICAL BILL REVIEW SERVICES.
,
-'
4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and
5 Common Council of the City of San Bernardino at a
meeting thereof,
6 held on the day of
7 COUNCIL MEMBERS: AYES
8 ESTRADA
9 BAXTER
10 BRINKER
II SHORETT
12 KELLEY
13 JOHNSON
14 MCCAMMACK
15
16
17
18
,2009, by the following vote, to wit:
NAYS
ABSTAIN ABSENT
CITY CLERK
19
The foregoing Resolution is hereby approved this
day of
,2009.
20
21
22
Patrick J. Morris, Mayor
City of San Bernardino
23 Approved as to form:
24
JAMES F. PENMAN,
25 City Attorney
26
27
28
F:\EASLAND\Resolutions\AmendmentNo. I C onsultSvcLlenOnMe.Res&wpd
I
2
3 THIS AMENDMENT NO. I TO CONSULTANT SERVICES AGREEMENT is made and
Exhibit A
AMENDMENT NO. I TO CONSULTANT SERVICES AGREEMENT
BETWEEN CITY OF SAN BERNARDINO AND LIEN ON ME, INC.
4 entered into this _day of
,2009 ("Effective Date"), by and between the CITY OF
5 SAN BERNARDINO, a charter city ("CITY") and LIEN ON ME, INe. ("CONSULTANT").
6
A.
WHEREAS, On October 20, 2008, the CITY adopted Resolution No. 2008-400
7 approvmg a Consultant Services Agreement with Lien On Me, Inc. to provide Workers'
8 Compensation medical bill review services; and
9
B.
WHEREAS, the Consultant Services Agreement between the CITY and
10 CONSULTANT was for a term of two years, with the option of a one year extension, and is set to
11 expire on June 30, 2009; and
12
C.
WHEREAS, on April 22, 2009, CONSULTANT agreed to more than a five percent
13 reduction of its basic compensation under the Consultant Services Agreement to help offset the
14 CITY's budget deficit in exchange for a possible extension of CONSULTANT's contract with
15 CITY; and
16
D.
WHEREAS, CONSULTANT has agreed to continue its more than five percent
17 reduction to its contractual fee over the course of the proposed one year contract extensions.
18 NOW, THEREFORE, for and in consideration of the mutual covenants and conditions
19 contained herein, the parties hereby agree as follows:
20 1.
Section 2.1 "Compensation" is hereby amended as follows:
21 2.1. Comoensation. Except as provided herein, CONSULTANT's compensation shall be
22 as set forth in Exhibit "I", attached hereto.
23 2.
Section 3.1 "Term" is hereby amended as follows:
24 2.1. Term. This Agreement shall commence on the Effective Date and continue until June
25 30,2010, with the option of one (I) one year extension upon the written consent of CONSULTANT
26 to such extension and the approval thereof the City Manager, unless the Agreement is previously
27 terminated as provided herein.
28 3.
All other provisions of the Consultant Services Agreement are reaffirmed as originally stated.
F:\EASLAND\Agreements\AmendmentNo.1 Consu]tSvcLienOnMe.Agrmt wpd
III
2 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to Agreement to
3 be executed by and through their respective authorized officers, as of the date first above written.
4
Date:
5
6
CITY OF SAN BERNARDINO,
7 A municipal corporation
8
9 Charles McNeely, City Manager
10
II
12 ATTEST:
I3
14 Rachel G. Clark, City Clerk
15
Date:
LIEN ON ME, INC.
By:
Signature
Name and Title
16
Approved as to form:
17
JAMES F. PENMAN, City Attorney
18
19
By:
20
21
22
23
24
25
26
27
28
F:\EASLAND\Agreements\A.mendmentNo. I ConsultSvcLienOnMe.Agrmt. wpd
2
EXHIBIT "I"
Scope of Services
Medical Bill Review Services. CONSULTANT will process Workers' Compensation
medical bills, pharmacy bills and medical legal bills (for treatment and diagnostic
services), and make appropriate recommendations for adjustments for compliance with
the Official Medical Fee Schedule mandated by the Department of Workers"
Compensation of the State of California ("DWC"). CONSULTANT will process
medical-legal bills for consultative services and make appropriate recommendations for
adjustments for compliance with the DWC's medical-legal evaluation guidelines.
Medical Bill Review Reports. CONSULTANT will deliver to CITY the following
reports:
· An Explanation of Review ("EOR") for each bill review during each weekly
cycle;
· An Invoice and Itemized Billing Report listing each bill reviewed during each
weekly cycle; and
. A Monthly Savings Report listing, the gross savings, fees, and net savings to
CITY through the use of Medical Bill Review services.
Medical Bill Review Fees. For each Medical Bill Review services set forth, City shall
pay to CONSULTANT as follows:
. ~6.00 per bill for treating physician services
· ~4.00 per bill for pharmacy bills
· 5% of savings for inpatient loutpatient hospital bill
. 23% of savings for PPO
· 20% of savings for PP A (Negotiations and U & C)
. $.40 per bill for WCIS State Reporting
· WCAB appearances (expert witness) for LOM bills reviewed at no charge.
. Duplicates and LOM Reconsiderations no charge
Preferred Provider Organization. CONSULTANT utilizes Preferred Provider
Organization ("PPO") contracts. CONSULTANT will process and apply contract rates
to workers' compensation bills (inpatient and outpatient) from provider members of the
PPO.
PPO Reports. CONSULTANT will provide to CITY a monthly report which
summarizes the following information for all PPO bills and a report which itemizes the
following information for each bill:
· Gross charges submitted;
· Recommended allowance to be paid by CITY based on PPO contract rates; and
· Resulting savings to City.
PPO Fees. For the PPO services, CITY shall pay to CONSULTANT a PPO fee of 23%
of savings.
Hospital Bill Audit. CONSULTAc"lT will review inpatient hospital bills. All
submissions will first be screened to establish whether a need for further audit exists. If
the screening process results in a recommendation for audit, scheduling will take place.
The audit may either be a desk audit or an on-site audit. All necessary documentation
and authorizations will be handled by the audit staff. The audit process will provide a
detail of provider overcharges and identification of items unrelated to the covered
diagnosis of services billed. Services billed, but not delivered, will also be noted.
Hospital Bill Audit Reports. CONSULTANT will provide the following reports:
. An Audit Report for each bill reviewed; and
. An invoice for each bill reviewed; and
· A monthly report listing the gross savings, fees and net savings for each bill
reviewed during the month.
Hospital Bill Audit Fees. This item is no longer applicable.
Invoices. CONSULTANT shall invoice City of San Bernardino bi-monthly for the fees
set forth. The City shall pay each invoice within thirty (30) days of receipt. A service
charge of one and one-half percent (1.5%) per month will be added to any invoices that
are not paid within thirty (30) days.
2
2
3 THIS AMENDMENT NO. I TO CONSULTANT SERVICES AGREEMENT is made and
AMENDMENT NO.1 TO CONSULTANT SERVICES AGREEMENT
BETWEEN CITY OF SAN BERNARDINO AND LIEN ON ME, INC.
4 entered into this _day of
,2009 ("Effective Date"), by and between the CITY OF
5 SAN BERNARDINO, a charter city CCITY") and LIEN ON ME, INC. ("CONSULT ANT").
6
A.
WHEREAS, On October 20, 2008, the CITY adopted Resolution No. 2008-400
7 approvmg a Consultant Services Agreement with Lien On Me. Inc. to provide Workers'
8 Compensation medical bill review services; and
9
B.
WHEREAS, the Consultant Services Agreement between the CITY and
10 CONSUL T ANT was for a term of two years, with the option of a one year extension, and is set to
11 expire on June 30, 2009; and
12
c.
WHEREAS, on April 22, 2009, CONSULTANT agreed to more than a five percent
13 reduction of its basic compensation under the Consultant Services Agreement to help offset the
14 CITY's budget deficit in exchange for a possible extension of CONSULTANT's contract with
15 CITY; and
16
D.
WHEREAS, CONSULTANT has agreed to continue its more than five percent
17 reduction to its contractual fee over the course of the proposed one year contract extensions.
18 NOW, THEREFORE, for and in consideration of the mutual covenants and conditions
19 contained herein, the parties hereby agree as follows:
20 1.
Section 2.1 "Compensation" is hereby amended as follows:
2 I 2.1. Comoensation. Except as provided herein, CONSULTANT's compensation shall be
22 as set forth in Exhibit "I ", attached hereto.
23 2.
Section 3.1 "Term" is hereby amended as follows:
24 2.1. Term. This Agreement shall commence on the Effective Date and continue until June
25 30,2010, with the option of one (I) one year extension upon the written consent of CONSULTANT
26 to such extension and the approval thereof the City Manager, unless the Agreement is previously
27 terminated as provided herein.
28 3.
All other provisions of the Consultant Services Agreement are reaffirmed as originally stated.
F :\EASLAND\Agreements\AmendmentNo. ] ConsultSvcLienOnMe,Agnnt. wpd
III
2 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to Agreement to
3 be executed by and through their respective authorized officers, as of the date first above written.
4
Date:
5
6
CITY OF SAN BERNARDINO,
7 A municipal corporation
8
9 Charles McNeely, City Manager
10
II
12 ATTEST:
13
14 Rachel G. Clark, City Clerk
IS
16
Approved as to form:
17
18 JAMES F. PENMAN, City Attorney
Date:
LIEN ON ME, INe.
By:
Signature
Name and Title
F:\EASLAND\Agreements\AmendmentNo.! ConsultSvcLienOnMe,Agnnt. wpd
2
EXHIBIT "1"
Scope of Services
Medical Bill Review Services. CONSULTANT will process Workers' Compensation
medical bills, pharmacy bills and medical legal bills (for treatment and diagnostic
services), and make appropriate recommendations for adjustments for compliance with
the Official Medical Fee Schedule mandated by the Department of Workers"
Compensation of the State of California ("DWC"). CONSULTANT will process
medical-legal bills for consultative services and make appropriate recommendations for
adjustments for compliance with the DWC's medical-legal evaluation guidelines.
Medical Bill Review Reports. CONSULTANT will deliver to CITY the following
reports:
. An Explanation of Review ("EOR") for each bill review during each weekly
cycle;
. An Invoice and Itemized Billing Report listing each bill reviewed during each
weekly cycle; and
. A Monthly Savings Report listing, the gross savings, fees, and net savings to
CITY through the use of Medical Bill Review services.
Medical Bill Review Fees. For each Medical Bill Review services set forth, City shall
pay to CONSULTANT as follows:
. $6.00 per bill for treating physician services
· $4.00 per bill for pharmacy bills
. 5% of savings for inpatient loutpatient hospital bill
. 23% of savings for PPO
· 20% of savings for PP A (Negotiations and U & C)
. $.40 per bill for WCIS State Reporting
. WCAB appearances (expert witness) for LOM bills reviewed at no charge.
. Duplicates and LOM Reconsiderations no charge
Preferred Provider Organization. CONSULTANT utilizes Preferred Provider
Organization ("PPO") contracts. CONSULTANT will process and apply contract rates
to workers' compensation bills (inpatient and outpatient) from provider members of the
PPO.
PPO Reports. CONSULTANT will provide to CITY a monthly report which
summarizes the following information for all PPO bills and a report which itemizes the
following information for each bill:
· Gross charges submitted;
· Recommended allowance to be paid by CITY based on PPO contract rates; and
· Resulting savings to City.
PPO Fees. For the PPO services, CITY shall pay to CONSULTANT a PPO fee of23%
of savings.
Hospital Bill Audit. CONSULT ANT will review inpatient hospital bills. All
submissions will first be screened to establish whether a need for further audit exists. If
the screening process results in a recommendation for audit, scheduling will take place.
The audit may either be a desk audit or an on-site audit. All necessary documentation
and authorizations will be handled by the audit staff. The audit process will provide a
detail of provider overcharges and identification of items unrelated to the covered
diagnosis of services billed. Services billed, but not delivered, will also be noted.
Hospital Bill Audit Reports. CONSULTANT will provide the following reports:
. An Audit Report for each bill reviewed; and
. An invoice for each bill reviewed; and
. A monthly report listing the gross savings, fees and net savings for each bill
reviewed during the month.
Hospital Bill Audit Fees. This item is no longer applicable.
Invoices. CONSULTANT shall invoice City of San Bernardino bi-monthly for the fees
set forth. The City shall pay each invoice within thirty (30) days of receipt. A service
charge of one and one-half percent (1.5%) per month will be added to any invoices that
are not paid within thirty (30) days.
1
:1
Resolution No 2008-400
2
RESOLUTION OF THE MAYOR A."ID COMMON COUNCIL OF THE CITY 0
SAN BERc'lARDINO AUTHORIZING THE EXECUTION OF A SERVICE
AGREEMENT WITH LIEN ON ME, INC. TO PROVIDE BILL REVIEW SERVICE
FOR THE CITY'S WORKERS' COMPENSATION PROGRAM THROUGH THE EN
OF FISCAL YEAR 2008-2009
3
4
5
6
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AS FOLLOWS:
7
SECTION I: The Acting City Manager of the City of San Bernardino is hereby
8
authorized and directed to execute on behalf of said City an Agreement with Lien On Me, Inc.
9
for the provision of Workers' Compensation medical bill review services. A copy of the
10
Agreement is attached hereto marked Exhibit "A" and incorporated herein by reference as
11
though fully set forth at length.
12
SECTION 2: This purchase IS exempt from the formal contract procedures of
13
Section 3.04.010 of the San Bernardino Municipal Code, pursuant to Section 3.040.0l0.B.3 of
14
said Code.
15
SECTION 3: Pursuant to this determination, the Director of Finance or hislher designee
16
is hereby authorized to issue a Purchase Order to Lien On Me, Inc. in the amount not to exceed
17
$100,000.
18
SECTION 4: The Purchase Order shall reference this Resolution No. 2008-400
and
19
shall read "Lien On Me, Inc. for the provision of Workers' Compensation bill review services,
20
Purchase Order No.
not to exceed $100,000" and shall incorporate the terms and
21
22
conditions of this Resolution and attached Services Agreement.
23
SECTION 5: The authorization to execute the above-mentioned agreement is rescinded
24
if the parties to the agreement fail to execute it within sixty (60) days of the passage of this
-'fi.CdVi/d38 N,),O HI:)
Resolution.':,'.'rG5?~ !\it!-<nH
25
1/1
9E: :21 Wd lJ2lJO BOOl
G3A13:)31:i
1/1
1/1
~008-4CO
2
I
i
RESOLUTION OF THE MAYOR A."'D CO:\'IMON COUNCIL OF THE CITY oj
SAN BER."'ARDINO AUTHORIZING THE EXECUTION OF A SERVICE~
AGREEMENT WITH LIEN ON ME, INC. TO PROVIDE BILL REVIEW SERVICE
FOR THE CITY'S WORKERS' COMPENSATION PROGR-\M THROVGH THE EN
OF FISCAL YEAR 2008-2009
3
4
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and
5
Common Council of the City of San Bernardino at a j oint regular meeting thereof, held
6
on
20th
day of
October
, 2008, by the following vote, to wit:
7
8
COUNCILMEMBERS: AYES NA YES ABSTAIN ABSENT
9 ESTRADA x
10 BAXTER x
BRINKER x
11
DERRY X
12
KELLEY x
--
13 JOHNSON
X
14 MCCA.MMACK x
---
15 q~tl ~.~
16
Racli I G. Clark, City Clerk
17
18 The foregoing resolution IS hereby approved this dd-"-D/ day of
19 October , 2008.
20
21
22
Approved as to form:
23
JAMES F. PENMAN.
City Attorney
24
25
p
~... C~""
:008--+uO
2
3
4
5
6
7
8
9
10
11
12
SERVICES AGREDIE~T
THIS AGREEMENT is made and enlered into this 20th day of October, 1008
("Effective Date"), by and between the CITY OF SA~ BER.c'\ARDINO, a charter city
("CITY"), and Lien On Me, Inc. ("CONSULTANT").
WITNESSETH:
A. WHEREAS, CITY proposes to have CONSULT ANT perfonn the servlces
described herein below; and
B. WHEREAS, CONSULTANT represents that it has that degree of specialized
expertise contemplated within California Government Code, Section 37103, and holds all
necessary licenses to practice and perform the seriices herein contemplated; and
C. WHEREAS, CITY and CONSULTANT desire to contract for professional
services as described in the Scope of Services, attached hereto as Exhibit" 1 "; and
D. \VHEREAS, no official or employee of CITY has a financial interest, within the
provisions of California Government Code, Sections 1090-1092, in the subject matter of this
Agreement.
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions
contained herein, the parties hereby agree as follows:
1.0. SERVICES PROVIDED BY CONSULTANT
1.1. Scope of Services. For the remuneration stipulated, CONSULTANT shall
provide the professional services described in the Scope of Services attached hereto as Exhibit
"1" and incorporated herein by this reference ("Services"). If a conflict arises between the .
Scope of Services document and this Professional Services Agreement (hereinafter
"Agreement"), the terms of the Agreement shall govern.
1.2. Professional Practices. All Services to be provided by CONSULTANT pursuant
to this Agreement shall be provided by skilled personnel and in a manner consistent with the
standards of care, diligence and skill ordinarily exercised by professional consultants in similar
fields and circumstances in accordance with sound professional practices CONSULT ANT
13
14
IS
16
17
18
19
20
21
22
23
24
25
2008-4,)1)
also warrants that it is familiar with all laws that may aife:t its performance of this .\greement
2 and shall advise CITY of any changes in any laws that may affect CONSULTA:--JT's
3 performance of this Agreement if the CONSUL TA... "T has actual knowledge of such changes.
4 CO:;SULTANT and the CITY each represent that no CITY employee will provide any Services
5 under this Agreement.
6 1.3. Warranty. CONSULTA..."iT warrants that it shall perform the Services required
7 by this Agreement in compliance with all applicable Federal and California employment laws
8 including, but not limited to, those laws related to minimum hours and wages; occupational
9 health and safety; fair employment and employment practices; workers' compensation insurance
1 0 and safety in employment; and all other Federal, State and local laws and ordinances applicable
11 to the services required under this Agreement. CONSULTANT shall indemnify and hold
12 harmless CITY from and against all claims, demands, payments, suits, actions, proceedings, and
13 judgments of every nature and description including reasonable attorneys' fees and costs, or
14 recovered against CITY to the extent arising from CONSULTA.NTs violation of any such
15 applicable law.
. 16 1.4. Non-discrimination. In perfonning this Agreement, CONSULTANT shall not
17 engage In, nor permit its officers, employees or agents to engage in, discrimination in
18 employment of persons because of their race, religion, color, national origin, ancestry, age,
19 mental or physical disability, medical condition, marital status, sexual gender or sexual
20 orientation, except as permitted pursuant to Section 12940 of the Goverrunent Code. Violation
21 of this provision may result in the imposition of penalties referred to in Labor Code, Section
22 1735.
23 1.5 Non-Exclusive Agreement. COJ\:SUL TANT acknowledges that CITY may enter
24 into agreements with other consultants for services similar to the Services that are subject to this
25 Agreement or may have its own employees perform services similar to those services
contemplated by this Agreement.
2
2008-400
1.6. Delegation and Assignment. This is a personal service contrac:, and the dunes i
2 set forth herein shall not be delegated or assigned to any person or entity without the prior
3 written consent of CITY, which consent shall not be unreasonably withheld or delayed.
4 CO\'SCLTA~T may engage a subcontractor(s) as permitted by law and may employ other
5 personnel to perform services contemplated by this Agreement at CO\'SCLTANT's sole cost
6 and expense.
7
1.7
Dutv of Lovaltv/Conflict of Interest. The CONSULTA~T understands and
8 agrees that as the CITY's consultant, CONSULT A~T shall maintain a fiduciary duty and a duty
9 of loyalty to the CITY in performing CO~SULTA"lT's obligations under this Agreement.
10 CONSULT A~T, in performing its obligations under this Agreement, is. governed by
11 California's conflict of interest laws, Government Code Section 87100 et seq., and Title 2,
12 California Code of Regulations, Section 18700 et seq.
13
1.8
CITY Business Certificate. CONSULTA.1'\T shall obtain and maintain during
14 the term of this Agreement, a valid CITY Business Registration Certificate pursuant to Title 5
15 of the City of San Bernardino Municipal Code and any and all other licenses, permits,
16 qualifications, insurance and approvals of whatever nature that are legally required of
17 CONSULTANT to practice its profession, skill or business.
18 2.0. COMPENSATION AND BILLING
19 2.1. Compensation. Except as provided herein, CONSULTANT compensation shall
20 be as set forth in Exhibit" 1".
21
2.2. Additional Services. CONSULTANT shall not receive compensation for any
22 services provided outside the scope of services specified in Exhibit "]" unless the CITY, prior
23 to CONSULTANT performing the additional services, approves such additional services
24 in writing. It is specifically understood that oral requests and/or approvals of such additional
25 services or additional compensation shall be barred and are unenforceable.
2.3. Method of Billing. CONSULTANT may submit invoices to CITY for approval.
I Said invoice shall be based on the total of all CONSULTANT's services which have been
i
I
!t
3
~u08-400
I
performed in accordance with the te:-ms of this Agreement during the period covered by such
2 invoice. CITY shall pay CONSUL TAl'<T's invoice withm thirty (30) days from the date CITY
3 receives said invoice. The invoice shall describe in detail the services performed and the
4 associated time for completion. Any additional services approved and performed pursuant to
5 this Agreement shall be designated as "Addnional Services" and shall identify the number of the
6 authorized change order, where applicable, on all invoices.
7 2.4. Records and Audits. Records of CONSULTANT's Services directly relating to
8 this Agreement shall be maintained in accordance with generally recognized accounting
9 principles and shall be made available to CITY for inspection and/or audit at mutually
10 convenient times for a period of three (3) years from the Effective Date. Any such inspection
11 shall be conducted at the CITY's expense, during normal business hours and upon reasonable
12 prior written notice to CONSULT ANT. Such audit shall also be subject to the execution of a
13 confidentiality agreement regarding inadvertent access to confidential information not related to
14 the CITY.
15 3.0. TER.J'VI AND NOTIFICATION.
16 3.1. Term. This Agreement shall commence on the Effective Date and continue until
17 .June 30, 2009 unless the Agreement is previously terminated as provided for herein.
18 3.2 Termination. CITY or CONSULTANT may terminate the Services provided
19 under Section 1.1 ofthis Agreement upon thil1y (30) days written notice to the other party. In
20 the event of termination, CONSULTANT shall be paid the reasonable value of Services
21 rendered to the date of termination.
22 3.3 Documents. In the event of an early termination of this Agreement, all
23 documents prepared by CONSULT ANT in its performance of this Agreement including, but not
24 limited to, workers' compensation medical bills, shall be delivered to the CITY within ten (10)
25 days of delivery of termination notice to CONSULTANT, at no cost to CITY. Any use of
uncompleted documents without specific written authorization from CONSULT ANT shall be at
CITY's sole risk and without liability or legal expense to CONSULT ANT.
4
20' \8-4('0
-1.0. I:\'St:R-\:\'CE
2 4.1. Scooe and Limits of Insurance. CONSULT A:\T shall obtaIn and maintain
3 during the term of this Agreement all of the following insurance coverages:
4 (a) Commercial general liability, including premises-operatlOns,
5 products/completed operations, broad form properly damage, blanket
6 contractual liability, independent cont,actors, personal injury with a
7 policy limit of One Million Dollars (Sl,OOO,OOO.OO), combined single
8 limits, per occurrence and aggregate.
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(b)
Automobile liability for owned vehicles, hired, and non-owned vehicles,
with a policy limit of One Million Dollars (SI,OOO,OOO.OO), combined
11 single limits, per occurrence and aggregate.
12 (c) Workers' compensation insurance as required by the State ofCalifomia.
13 4.2. Endorsements. The commercial general liability insurance policy shall contain
14 or be endorsed, using general policy endorsements, to contain the following provisions:
Additional insureds: "The City of San Bernardino and its elected and
appointed boards, officers, and employees are additional insureds with
respect to their vicarious liability arising out of CONSULTANT's
performance of the Services hereunder."
Other insurance: "Any other insurance maintained by the City of San
Bernardino shall be excess and not contributing with the insurance
provided by this policy with respect to claims arising solely and directly
from CONSULTANT's provision ofthe Services."
4.3. Certificates of Insurance. CONSULT Al':T shall provide to CITY certificates of
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(a)
(b)
insurance showing the insurance coverages and required endorsemenls described above, prior to
performing any services under this Agreement.
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4.4. Non-limning. Nothing in thIs SoctlOn shall be construed as limiting In any W2Y,
2 the indemnification provision contained in this A2Teernent, or the extent to which
3 CO:\SCL T A""T may be held responsible for payments of carnages to persor:s or property.
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4.5
Notice of Cancellation: CONSULTANT shall provide the CITY thirty (30) days
5 prior written notice of cancellation of or a material change in any of the required coverages.
6 5.0. GENER4.L PROVISIONS
7 5.1. Entire Agreement: This Agreement, together with Exhibit "I" attached hereto
8 constitutes the entire Agreement between the parties with respect to any matter referenced
9 herein and supersedes any and all other prior writings and oral negotiations. This Agreement
10 may be modified only in writing, and signed by the parties in interest at the time of such
11 modification. The terms of this Agreement shall prevail over any inconsistent provision in any
12 other contract document appurtenant hereto, including the exhibit to this Agreement.
13 5.2. Notices. Any notices, documents, correspondence or other communications
14 concerning this Agreement or the work hereunder may be provided by personal delivery,
15 deemed served or delivered: a) at the time of delivery if such communication is sent by personal
16 delivery; b) at the time of transmission if such communication is sent by facsimile; and c) 48
17 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such
18 communication is sent through regular United States mail.
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IF TO CONSULT ANT:
IF TO CITY:
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Goldie Galstjan,
Vice-President of Client Services
Lien On Me, Inc.
P.O. Box 91630
Pasadena, CA 91109
Telephone: (626) 921-1120
Fax: (626) 921-1132
Linn Livingston,
Human Resources Director
City of San Bernardino
300 North "D" Street
San Bernardino, CA 92418
Telephone: (909) 384-5161
Fax: (909) 384-5397
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5.3. Attornevs' Fees: In the event that litigation is brought by any party in connection
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with this Agreement, the prevailing party shall be entitled to recover from the opposing party all
costs and expenses, including reasonable attomeys' fees, incurred by the prevailing palty in the
exercise of any of its rights or remedies hereunder or the enforcement of any of the terms,
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2008-40C
conditions, or provisions hereof. The costs, saiary and expenses of the City Attorney and
2 members of his office in enforcing this contract on behalf of the CITY shall be considered as
.3 I "attorneys' fees" for the purposes of this Agreement.
4 5.4. Governing Law. This Agreement shall be governed by and construed under the
5 laws of the State of California without giving effect to that body of laws pertaining to conflict of
6 laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto
7 agree that the sole and exclusive venue shall be a court of competent jurisdiction located in San
8 Bernardino County, California.
9 5.5. Assignment: CONSULTANT shall not voluntarily or by operation of law
10 assign, transfer, sublet or encumber all or any part of CONSULTANT's interest in this
J 1 Agreement to an unrelated third party without CITY's prior written consent, which consent shall
12 nol be unreasonably withheld or delayed. Any attempted assignment, transfer, subletting or
13 encumbrance shall be void and shall constitute a breach of this Agreement and cause for
14 termination of this Agreement. Regardless of CITY's consent, no subletting or assignment shall
15 release CONSULT ANT of CONSULT ANT's obligation to perform all other obligations to he
16 performed by CONSULTANT hereunder for the term of this Agreement.
17 5.6. Indemnification and Hold Hanmless. CONSULTANT shall protect, defend,
18 indemnify and hold harmless CITY and its elected and appointed officials, boards,
J 9 commissions, officers and employees from any and all claims, losses, demands, suits,
20 administrative actions, penalties, liabilities and expenses, including reasonable attorneys' fees,
21 damage to property or injuries to or death of any person or persons or damages of any nature
22 including, but not limited to, all civil claims or workers' compensation claims to the extent
23 directly arising from or in CONSULT ANT's negligent or wrongful acts or omissions in
24 connection with the performance under this Agreement.
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5.7. IndeDendent Contractor. CONSULTANT, at all times while performing under
this Agreement, is and shall be acting as an independent contractor and not as an agent or
employee of CITY . CONSULT ANT shall secure, at his expense, and be responsible for any
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2'J08-.:IOO
2
and all payment of wages, benefits and taxes including, but not limited to, lncome Tax, Social
Security, State Disability Insurance Compensation, Cnemployment Compensation, and other
payToll deductions for CONSuL TA:\T and its officers, agents, and employees, and all business
licenses, if any are required, in connection with the Services to be performed hereunder. 1'either
CONSuL TA'\T nor its officers, agents and employees shall be entitled to receive any benefits
which employees of CITY are entitled to receive and shall not be entitled to Workers'
Compensation insurance, unemployment compensation, medical insurance, life insurance, paid
vacations, paid holidays, pension, profit sharing or Social Security on account of
CONSULTANT and its officers', agents' and employees' work for the CITY. This Agreement
does not create the relationship of agent, servant, employee partnership or joint venture between
the CITY and CONSULTANT.
5.8. Conflict of Interest Disclosure: CONSuLT ANT or its employee may be subject
to the provisions of the California Political Reform Act of 1974 (the "Act"), which (I) requires
such persons to disclose financial interests that may be materially affected by the work
performed under this Agreement, and (2) prohibits such persons from making or participating in
making decisions that will have a foreseeable financial affect on such interest.
CONSULTANT shall confonn to all requirements of the Act. Failure to do so
constitutes a material breach and is grounds for termination of the Agreement by CITY.
5.9. Responsibilitv for Errors. CONSULTANT shall be responsible for its work and
results under this Agreement. CONSULTANT, when requested, shall furnish clarification
and/or explanation as may be required by the CITY's representative, regarding any services
rendered under this Agreement at no additional cost to CITY. In the event that an error or
omission attributable to CONSULTANT occurs, then CONSULTANT shall, at no cost to
CITY, provide all other CONSuLT ANT professional services necessary to rectify and correct
the matter to the sole satisfaction of CITY and to participate in any meeting required with
regard to the con'ection. CONSULT ANT will assume the information supplied by the CITY, (or
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2008--11jO
on its behalf by third parties) is accurate and complete. CO:'\iSCLTA:-..'T's responsibilit:es (and
associated compensation) do not include independent verification of required information.
Problems with information quality and/or delays in providing such information may result in a
delay in the performance of the Services or an increase in fees.
5.10. Prohibited Emplovrnent. CO:'\iSULTANT shall not employ any current
employee of CITY to perform the work under this Agreement while this Agreement is in effect.
5.11. Costs. Each party shall bear its own costs and fees incurred in the preparation
and negotiation of this Agreement and in the performance of its obligations hereunder except as
expressly provided herein.
5.12. No Third Partv Beneficiarv Rights. This Agreement is entered into for the sole
benefit of CITY and CONSULT ANT and no other parties are intended to be direct or incidental
beneficiaries of this Agreement and no third party shall have any right in, under or to this
Agreement.
5.13. Headings Paragraphs and subparagraph headings contained in this Agreement
are included solely for convenience and are not intended to modify, explain or to be a full or
accurate description of the content thereof and shall not in any way affect the meaning or
interpretation of this Agreement.
5.14. Amendments. Only a writing executed by all of the parties hereto or their
respective successors and assigns may amend this Agreement.
5.15. Waiver. The delay or failure of either party at any time to require performance
or compliance by the other of any of its obligations or agreements shall in no way be deemed a
waiver of those rights to require such performance or compliance. No waiver of any provision
of this Agreement shall be effective unless in writing and signed by a duly authorized
representative of the party against whom enforcement of a waiver is sought. The waiver of any
right or remedy with respect to any occurrence or event shall not be deemed a waiver of any
right or remedy with respect to any other OCCUlTence or event, nor shall any waiver constitute a
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continuing waiver.
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representative of the party against whom enforcement of a waiver is sought. The waiver of any I
right or remedy with respect to any occurrence or event shall not be deemed a waiver of any
right or remedy with respect to any other occurrence or event, nor shall any waiver consutute a
continuing waiver.
5.16. Severability. If any provision of this Agreement is determined by a court of
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6 competent jurisdiction to be invalid or unenforceable for any reason, such determination shall
7 not affect the validity or enforceability of the remaining terms and provisions hereof or of the
8 offending provision in any other circumstance, and the remaining provisions of this Agreement
9 shall remain in full force and effect.
10
5.17. Counterparts: This Agreement may be executed in one or more counterparts,
11 each of which shall be deemed an original. All counterparts shall be construed together and
12 shall constitute one agreement.
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5.18. Corporate Authority. The persons executing this Agreement on behalf of the
14 parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said
the parties hereto are formally bound to the provisions of this
15 parties and that by doing so,
16 Agreement.
17 11/
18 III
19 11/
20 III
21 III
22 11/
23 III
24 III
25 III
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2008--+00
I:'Ii WIT:\ESS WHEREOF, the panies hereto have executed this Agreement on the day
2 and date first above shown,
,
,
ATTEST:
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&~i CYAJtkJ
R,athel Clark, Cjty Clerk J ~
~ ~~h1JJ!.~-,
(/)J~ce;-J- ~ ' . ,
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Approved as to form:
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JAl'vlES F. PEl\'MAN
City Attorney
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() ~ J I',
By: ~r~il-""-"" .'c./"'1.,~-,:"'__
/,
, /
/ ,
,I ..
.
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HR/Agenda ltems:LOM.2008
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CITY OF SAl\ BER.,\;ARDI"iO
Municipal Corporation and
Charter Ci .
CO:--lSUL T ANT:
By: -l~WJ--f~l-
r .
1{$$fPk:Jj kWhDy'! y,,~~C
f!"t<:) Ae-..."t
11
2008--l00
EXHIBIT "J"'
Scope of Services
Medical Bill Rev;ew Services. CONS1..:LTANT will process Workers' Compensation
medical bills, pharmacy bills and medical legal bills .(for treatment and diagnostic
services), and make appropriate recommendations for adjustments for compliance with
the Official Medical Fee Schedule mandated by the Department of Workers"
Compensation of the Stat.e of California ("OWC"). CONSULTA:"iT will process
medical-legal bills for consultative services and make appropriate recommendations for
adjustments for compliance with the OWe's medical-legal evaluation guidelines.
Medical Bill Review Reports. CONSULTANT will deliver to CITY the following
reports:
. An Explanation of Review ("EOR") for each bill review during each weekly
cycle;
. An Invoice and Itemized Billing Report listing each bill reviewed during each
weekly cycle; and
. A Monthly Savings Report listing, the gross savings, fees, and net savings to
CITY through the use of Medical Bill Review services.
Medical Bill Review Fees. For each Medical Bill Review services set forth, City shall
pay to CONSULT ANT as follows:
. $7.25 per bill for treating physician services
. $4.00 per bill for pharmacy bills
. 5% of savings for inpatient /outpatient hospital bill
. 25% of savings for PPO
. 20% of savings for PPO (Negotiations and U & C)
. $.040 per bill for WCIS State Reporting
. WCAB appearances (expert witness) for LOM bills reviewed at no charge.
. Duplicates and LOM Reconsiderations no charge
Preferred Provider Organization. CONSULTANT utilizes Preferred Provider
Organization ("PPO") contracts. CONSULT ANT will process and apply contract rates
to workers' compensation bills (inpatient and outpatient) from provider members of the
PPO.
PPO Reports. CONSULT ANT will provide to CITY a monthly report which
summarizes the following information for all PPO bills and a report which itemizes the
following information for each bill:
. Gross charges submitted;
. Recommended allowance to be paid by CITY based on PPO contract rates; and
. Resulting savings to City.
2008--100
PPO Fees. For the PPO services, CITY shall pay to CONSCLTA:--iT a PPO fee of 26%
of savings.
Hospital Bill Audit. CONSULTA:--iT will review inpatient hospital bills. All
submissions will first be screened to establish whether a need for further audit exists. If
the screening process results in a recommendation for audit, scheduling will take place.
The audit may either be a desk audit or an on-site audit. All necessary documentation
and authorizations will be handled by the audit staff. The audit process will provide a
detail of provider overcharges and identification of items unrelated to the covered
diagnosis of services billed. Services billed, but not delivered, will also be noted.
Hospital Bill Audit Reoorts. CONSULTANT will provide the following reports:
. An Audit Report for each bill reviewed; and
. An invoice for each bill reviewed; and
. A monthly report listing the gross savings, fees and net savings for each bill
reviewed during the month.
Hospital Bill Audit Fees. The fees for Hospital Bill Audit are $105 an hour.
Invoices. CONSULTANT shall invoice City of San Bernardino bi-monthly for the fees
set forth. The City shall pay each invoice within thirty (30) days of receipt. A service
charge of one and one-half percent (1.5%) per month will be added to any invoices that
are not paid within thirty (30) days.
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