Bismarck Public Schools
Physical Therapy Services Contract Bismarck, North Dakota
ADVERTISEMENT FOR BIDS
Notice is hereby given that sealed proposals for Physical Therapy Services Contract for Bismarck Public Schools in Bismarck, North Dakota will be received in the office of the Bismarck Public Schools Special Education Director at 806 North Washington Street, Bismarck, ND, until Wednesday, March 4, 2015 at 2:00 pm, at which time they will be publicly opened and read aloud. All proposals received after the scheduled time will be returned unopened.
A copy of the Request for Proposal is available at 806 North Washington Street, Bismarck, by calling Viola Keller at 701-323-4029 or on our website www.bismarckschools.org.
Each proposal shall be submitted in a sealed opaque envelope upon which there is disclosed the necessary information as required by the Bid Documents. Please mark “Physical Therapy Services” on the envelope.
The Owner reserves the right to hold all legitimate bids for a period of Thirty (30) days after the date fixed for the opening thereof. The Owner further reserves the right to reject any and all bids or portions thereof and to waive irregularities, and the Owner shall incur no legal liability for the payment of any monies until the contract is awarded and approved by the proper authorities.
Dated this 11th day of February 2015
/s/ Darin M. Scherr
Darin M. Scherr, Business and Operations Manager Bismarck Public School District #1
806 North Washington Street Bismarck, North Dakota 58501
Request for Proposals
Submittal Instructions
Physical Therapy Services
Bismarck Public Schools
Bismarck, North Dakota
February 2015
I. INTRODUCTION
Bismarck Public Schools requests proposals for physical therapy services for the period of July 1, 2015 through June 30, 2018.
II. SCOPE OF SERVICES
Bismarck Public Schools will choose one service provider for the term of the contract as outlined in Appendix A.
III. PROCEDURES FOR SUBMISSIONS
Service providers wishing to be considered shall submit their proposal materials no later than 2:00 pm, Local Time, Wednesday, March 4, 2015, at the office of the:
Special Education Director Bismarck Public Schools 806 North Washington Street Bismarck, North Dakota, 58501
IV. BID PROPOSAL
Bids shall be for the amount per hour for physical therapy as outlined in the anticipated contract.
Dollars/hour - Numbers Dollars/hour – Written
$ Dollars
V. CONTRACT
Anticipated contract is attached
PHYSICAL THERAPY SERVICES AGREEMENT BETWEEN
BISMARCK PUBLIC SCHOOLS AND
_____________________
This Agreement is made this 1st day of July 2015, by and between ______________, a North Dakota nonprofit corporation (“Service Provider”) and BISMARCK PUBLIC SCHOOLS (”BPS”), to provide physical therapy services to students of Bismarck Public Schools.
Recitals:
WHEREAS, Bismarck Public Schools is a school system in Bismarck, North Dakota; and WHEREAS, Service Provider is a medical facility in Bismarck, North Dakota, which has developed a program for providing physical therapy services in Bismarck and rural areas of North Dakota; and
WHEREAS, Bismarck Public Schools wishes to retain the services of “Service Provider” in order to provide physical therapy services to its students;
NOW THEREFORE, in consideration of the mutual agreements contained herein, the parties agree as follows:
1.0. AGREEMENT TO PROVIDE SERVICES
1.01. Providing of Services. Service Provider hereby agrees to provide those services set forth
in this Agreement to eligible BPS students.
2.0. SCOPE OF SERVICE
2.01. Service Provider’s Responsibilities. Service Provider hereby agrees to provide the
following services in accordance with the terms of this Agreement:
a. Service Provider shall provide the services of a licensed physical therapist at the request of Bismarck Public Schools staff and/or physicians, not to exceed a total of 200 hours per month unless preauthorized by BPS Special Services Director.
b. Service Provider will provide qualified therapists licensed by the State of North Dakota who will perform all duties hereunder in compliance with applicable local, state, and federal laws and regulations and in accordance with the professional standards of the American Physical Therapy Association or the American Occupational Therapy Association, as applicable. Proof of current licensure shall be provided to BPS for all of Service Provider’s employees providing services under this Agreement.
c. Service Provider will provide physical therapy to the students of BPS, consult with and train teachers and support staff involved in the student’s programming and provide parent training as determined from the IEP process.
d. Service Provider will keep and maintain the necessary records and progress charts for the students treated.
e. Service Provider will consult with the BPS evaluation team and parents on planning students’ yearly goals.
f. Service Provider will provide Bismarck Public Schools with a monthly report including the dates and the amount of therapy time provided to each student during a 30 day period.
g. In performing Services under this Agreement, Service Provider and each of its Physical Therapists providing services under this Agreement shall exercise that degree of care and skill as would be exercised by a reasonably prudent physical therapist in similar settings and under similar circumstances.
2.02. Bismarck Public School’s Responsibilities. BPS hereby agrees to do the following in
accordance with the terms of this Agreement:
a. BPS agrees to provide qualified staff to support the services provided by the Service Provider physical therapists. BPS further agrees that its staff will provide appropriate services consistent with professional standards.
b. BPS agrees to obtain and keep on file all required consent forms.
c. BPS agrees to pay Service Provider within thirty (30) days of any billing statement provided by Service Provider.
d. BPS recognizes that Service Provider may require access to educational records of BPS for purposes of student care, malpractice issues, and various requirements under federal and state law. BPS agrees that it shall have the primary duty and responsibility for preparation, safekeeping and confidentiality of the educational records and to maintain the educational records as required under federal or state law. BPS further agrees that Service Provider shall have access to the educational records, with signed parental consent, for the purposes described above and will honor a written or oral request by Service Provider for a copy of any educational records within three (3) days of such request. In addition, BPS agrees to make available, upon request, such educational records as required under federal or state law.
e. BPS agrees to provide a designated area of the educational record for progress reports.
f. BPS will provide an area within BPS’ facilities to provide physical therapy to the students.
g. BPS shall have the right to approve or disapprove any therapist assigned to perform under this Agreement. Should BPS be dissatisfied with the performance, competence, responsiveness, capabilities, cooperativeness, or fitness for a particular task of any therapist assigned by Service Provider to perform services under this Agreement, BPS may request the replacement of that therapist. The replacement request shall be in writing and shall specify the good faith basis for such request. Upon receipt of any such request, Service Provider shall make reasonable efforts to furnish a qualified replacement within 10 business days.
3.0. PRICE AND TERMS OF PAYMENT
3.01. Payments to Service Provider. Price and terms of payment language will be inserted here
after contract is awarded.
3.02. Payments to Constitute a Current Expense of BPS. The obligation of BPS to make the
required payments hereunder will constitute a current expense of BPS, are from year to year and do not constitute a mandatory payment obligation of BPS in any fiscal year beyond the then current fiscal year of BPS. BPS’ obligations will not in any way be construed to be an indebtedness or obligation of BPS in contravention of any applicable law.
3.03. Price Escalation. Service Provider must request price increases (if any) for any Renewal
Term from BPS in writing by March 1. The request should be consistent with actual increases in operating costs due to inflation or other factors. The request should provide sufficient evidence of the need for an increase, to include recognized indicators.
4.0. TERM; RENEWAL
4.01. Original Term, Renewal Term and Maximum Term. The Original Term of this
Agreement will commence on ______, 2015 and will terminate three hundred sixty-five (365) days thereafter on ______, 2016. The Term may be continued, solely at the option of BPS, at the end of the Original Term for one or more additional Renewal Terms up to the Maximum Term of thirty-six (36) months. At the end of the Original Term and at the end of each Renewal Term until the Maximum Term has been completed, BPS will be deemed to have exercised its option to continue the Agreement for a Renewal Term unless BPS has terminated this Agreement pursuant to Section 9.0. The terms and conditions during any Renewal Term will be the same as the terms and conditions during the Original Term.
4.02. BPS Obligation Only For Current Term. BPS is obligated only to pay such payments
under this Agreement as may lawfully be made from funds available for BPS’ then current fiscal year. In the event sufficient funds are not allocated to pay the payments required to be paid in the next occurring Renewal Term, this Agreement will be deemed to be terminated at the end of the then current Original Term or Renewal Term. BPS agrees to deliver notice to Service Provider of such termination at least 90 days prior to the end of the then current Original Term or Renewal
Term, but failure to give such notice will not extend the Term beyond such current Original Term or Renewal Term.
5.0. RECORDS
5.01. HIPAA, FERPA, IDEA. Service Provider’s Physical Therapists are considered “health
care providers” under the Health Insurance Portability and Accountability Act of 1996 (HIPAA), and the Family Educational Rights and Privacy Act (FERPA) and are subject to HIPAA and FERPA rules and regulations. The parties agree to comply with HIPAA and FERPA IDEA, Section 504 of the Rehabilitation Act of 1973 and any current and future regulations promulgated thereunder. The parties agree not to use or further disclose any Protected Health Information (as defined in 45 C.F.R. Section 164.501) or Individually Identifiable Health Information (as defined in 42 U.S.C. Section 1320d), other than as permitted by HIPAA, FERPA, IDEA, Section 504 and the terms of this Agreement. In addition, the parties agree to comply with any state laws and regulations that govern or pertain to the confidentiality, privacy, security of, and electronic and transaction code sets pertaining to, information related to BPS students.
5.02. Confidentiality of Documents and Information. Neither party to this Agreement shall
make documents or information protected under HIPAA, FERPA, IDEA, Section 504 or applicable state law available to third parties, other than regulatory bodies or self-regulatory organizations with authority to require their production or for third party reimbursement purposes, unless authorized in writing by the supplying party or required by an order or subpoena of a court or regulatory agency having appropriate jurisdiction. Upon receipt of any such order or subpoena, the party required to produce shall give prompt notice to the supplying party before complying with the order or subpoena. Both parties shall comply, and shall require its officers, employees and agents to comply with all federal and state statues, rules and regulations concerning confidentiality of information.
5.03. Retention of Records. Service Provider shall maintain records in connection with its
services provided under this Agreement for a period of five (5) years and make such records available for inspection and copying by BPS or its designated agents upon request to the extent permitted under applicable law.
5.04. Public Records. Both parties understand that BPS is bound by the North Dakota Open
Records Law. Service Provider acknowledges that it is obligated to assist BPS in retaining and producing records that are subject to North Dakota Open Records Law.
5.05. Ownership of Records. All records created by the Service Provider in the provision of
services under this Agreement at BPS’ facility shall be the property of BPS, provided, however, the Service Provider shall own the records of services provided within any of their own facilities.
6.0. REPRESENTATIONS AND WARRANTIES
6.01. No Exclusions, Sanctions or Convictions. Each party hereby represents and warrants to
the other that neither of them or their shareholders, members, directors, trustees, officers, agents, or employees have been excluded or served a notice of exclusion or have been served with a notice
of proposed exclusion, or have committed any acts which are cause for exclusion, from participation in, or had any sanctions, or civil or criminal penalties imposed under, any federal or state healthcare program, including but not limited to the Medicare or Medicaid, or have been convicted, under federal or state law (including without limitation a plea of nolo contendre or participation in a first offender deferred adjudication or other arrangement whereby a judgment of conviction has been withheld), of a criminal offense related to (a) the neglect or abuse of a patient, (b) the delivery of an item or service, including the performance of management or administrative services related to the delivery of an item or service, under a federal or state healthcare program, (c) fraud, theft, embezzlement, breach of fiduciary responsibility, or other financial misconduct in connection with the delivery of a healthcare item or service or with respect to any act or omission in any program operated by or financed in whole or in part by any federal, state or local government agency, (d) the unlawful manufacture, distribution, prescription or dispensing or a controlled substance, or (e) interference with or obstruction of any investigation into any criminal offense described in (a) through (d) above. Each party further agrees to notify the other immediately after either of them becomes aware that the foregoing representation and warranty may be inaccurate or may be incorrect.
6.02. Possess Necessary Licenses, Permits, etc. Each party represents and warrants that it has
and possesses all licenses, permits, certificates, accreditation and approvals necessary to enable it to provide the services contemplated under this agreement, and that the same have not been denied, suspended, revoked or non-renewed at any time, except as may have been disclosed to the other party in writing. Each party agrees to keep current at all times all licenses, permits, certificates, accreditation and approvals required by law, and to immediately notify the other party of any suspension, revocation, or action proposed to be taken which would adversely affect a party’s ability to perform the services contemplated under this Agreement.
6.03. Compliance with Law. Each party shall observe and comply with all laws, ordinances,
rules and regulations of the federal, state, county or municipal governments now in force or which may be hereafter in force, including but not limited to those relating to non- discrimination, accessibility, confidentiality, and civil rights. Each party understands and acknowledges that it has an affirmative duty to be knowledgeable about such laws, rules and regulations that are applicable to the services to be performed under this agreement, and how these laws, ordinances, rules and regulations apply to that party’s business.
7.0. INSURANCE
7.01. Service Provider Required Insurance Coverage. Service Provider agrees at its sole
expense to procure and keep in force during the entire period of this Agreement professional liability, general, and umbrella liability covering all operations, locations, and employees used in the performance of this Agreement. BPS shall be named as an additional insured under these policies. Such insurance must specifically include a provision to defend, indemnify, and hold harmless BPS. The required limits of insurance are as follows:
Professional Liability - insurance protection in the minimum amount of $1,000,000 each occurrence, $3,000,000 annual aggregate.
Commercial General Liability
Limits: $1,000,000
Each Occurrence: $1,000,000 Personal Injury: $2,000,000 Operations Aggregate: $2,000,000
Policy must include the following conditions: Contractual Liability
Independent Contractors
Additional Insured: Bismarck Public School District Workers’ Compensation – As required by applicable law
7.02. Insurance Company. The insurance company must have a minimum Best Rating of A
and be licensed to do business in the State of North Dakota. A certificate of insurance in favor of BPS must be provided. It must clearly show BPS named as an additional insured, and it must further provide that the policy shall not be canceled, non-renewed, or materially changed so as to affect the insurance described until sixty (60) days notice of such action has been delivered to BPS.
7.03. Proof of Coverage. Before commencement of service, and annually thereafter no later
than July 1, Service Provider shall provide BPS with a certificate of insurance indicating the required coverage. Failure to maintain insurance at all times shall be a material default under this Agreement and shall entitle BPS to immediately terminate this Agreement without further liability.
8.0. INDEMNITY
8.01. Indemnification. Notwithstanding any references to the contrary, Service Provider
assumes full liability for all of its acts or omissions in the performance of this Agreement. Service Provider expressly agrees to protect, reimburse, indemnify and hold harmless BPS, its Board members, officers and employees (hereinafter in this paragraph collectively called “School District”) from and against any and all suits, actions, legal or administrative proceedings, claims, demands, liability, losses, interest, attorney’s fees, costs, damages and/or judgments of whatever kind or nature whether arising during or after completion of the work hereunder and in any manner directly or indirectly caused, occasioned or contributed to in whole or in part, by reason of any act, omission, fault or negligence whether active or passive of the Service Provider or anyone acting under its direction or control, or on its behalf in connection with or incident to the performance of this Agreement. The Service Provider’s aforesaid indemnity and hold harmless obligations, shall apply to the fullest extent permitted by law but in no event shall they apply to liability caused by the sole negligence or willful misconduct of BPS, its elected officials, employees and authorized agents. The Service Provider represents that it has received adequate consideration from BPS for the indemnification herein provided. This representation shall survive the termination of this Agreement.
8.02. Defense of Suits. In the event any court action or administrative proceeding is brought
against BPS or any of its officers, agents, or employees, for Service Provider’s acts or failure in whole or in part to perform any acts required by this Agreement, BPS shall tender its defense of any claim or action at law or equity to Service Provider or Service Provider’s insurer, and upon such tender it shall be the duty of Service Provider and Service Provider’s insurer to defend such
claim or action without cost or expense to BPS, its officers, agents or employees. Service Provider shall be solely responsible for the conduct and performance of the services performed under this Agreement.
9.0. DEFAULT AND TERMINATION
9.01. Termination. Each party has the right to terminate this agreement if the other party
breaches or is in default of any of its obligations, representations or warranties, and such breach or default is incapable of being cured or, if capable of being cured, is not cured within the time periods shown in Section 9.2. Notwithstanding any other provision herein, either party may terminate this agreement by providing 60 days written notice to the other party.
9.02. Events of Default. Each of the following events shall be considered to be an event of
default unless waived in writing by the non-defaulting party.
a Failure to make any payment due under the terms of this agreement for a period of fifteen (15) days after receipt of written notice of such delinquency.
b If a party becomes insolvent, makes a general assignment for the benefit of creditors, files a voluntary petition in bankruptcy, or files or acquiesces in the filing of the appointment of a receiver, trustee or liquidator.
c The failure of the Service Provider or BPS to perform any of its obligations under this agreement, and the continuance of such failure without cure for a period of thirty (30) days after receipt of written notice.
9.03. Termination Due to Funding Limitations. BPS currently intends to continue the Term
through the Original Term and the Renewal Terms and to pay the payments required herein. BPS reasonably believes that legally available funds in an amount sufficient to make all payments during the Original Term and the Renewal Terms can be obtained. In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way after the effective date of this Agreement, BPS’ Superintendent or designee may, without advance notice and without liability for damages, terminate this Agreement under any such new funding limitations and conditions.
9.04. Waiver. The waiver by a party of any breach of any term, covenant or condition contained
in this Agreement shall not be deemed to be a waiver of such term, covenant or condition, or any subsequent breach of the same or any other term, covenant or condition contained in this Agreement. The subsequent acceptance by a party of performance by the other shall not be deemed to be a waiver of any preceding breach of any term, covenant or condition of this Agreement, other than failure to perform the particular duty so accepted, regardless of knowledge of such preceding breach at the time of acceptance of the performance.
9.05. Remedies. A listing of specific remedies will not exclude any other remedies.
10.0. INDEPENDENT CONTRACTOR
10.01. Status as Independent Contractor. Service Provider agrees and stipulates that in
performing this Agreement, it is acting as an Independent Contractor, and that no relationship of employer and employee, partnership or joint venture is created by this Agreement. Neither party has the authority to bind the other or incur any obligation on its behalf. Service Provider has exclusive control over work hours, location, and other details of such services, and BPS’ sole interest is to ensure that said service shall be performed and rendered in a competent, safe, efficient, timely and satisfactory manner in accordance with the terms of this Agreement. The Service Provider and BPS agree that the services rendered by the Service Provider’s employees and staff pursuant to this Agreement are those of an independent contractor and the Service Provider’s employees and staff are not, for any purpose, a partner, servant, or employee of BPS.
10.02. Payment of Taxes. Service Provider has the sole obligation to provide for and pay any
contribution or taxes required by federal, state or local authorities imposed on or measured by income. Service Provider specifically covenants not to file any complaint, charge, or claim with any local, state or federal agency or court in which Service Provider claims to be or to have been an employee of BPS during the period of time covered by this Agreement and that if any such agency or court assumes jurisdiction of any complaint, charge or claim against BPS on Service Provider’s behalf, Service Provider will request such agency or court to dismiss such matter.
10.03. Benefits. BPS shall not be responsible to Service Provider or its employees for worker’s
compensation benefits, unemployment compensation premiums, or any other benefits or obligations either required by law or provided by BPS to its own employees.
10.04. Responsibility for Hiring and Discharging. The responsibility for hiring, training,
compensating, disciplining and discharging any Physical Therapist performing services under this Agreement shall rest solely with Service Provider.
10.05. Authority Over and Responsibility for Professional Services. BPS shall not exercise
any control over Service Provider and/or its Physical Therapists in the provision of professional services hereunder. For purposes of clarification, the foregoing is intended to pertain to the manner in which Service Provider, through its Physical Therapists provide professional services hereunder, provided that such services are performed in accordance with commonly accepted industry practices.
11.0. GENERAL PROVISIONS
11.01. Notices. All notices, requests and demands which any party is required or may desire to
give to the other party under any provision of this agreement must be in writing, delivered to each party at the address shown on the signature page of this agreement or to such other address as any party may designate by written notice to the other party. Each such notice, request, and demand shall be deemed given or made as follows: (a) if sent by hand delivery, upon delivery; (b) if sent by mail, upon the earlier date of receipt or three (3) days after deposit in the U.S Mail, first class postage prepaid; (c) if sent by telecopy, upon receipt; and (d) if sent by e-mail or other electronic transmission, upon receipt.
11.02. Applicable Law and Venue. This Agreement is governed by and construed in accordance
with the laws of the State of North Dakota. Any action to enforce this Agreement must be adjudicated exclusively in the state District Court of Burleigh County, North Dakota. Each party consents to the exclusive jurisdiction of such court and waives any claim of lack of jurisdiction or forum non conveniens.
11.03. Dispute Resolution. The Administrator or Chief Executive Officer of the Service Provider
and the Superintendent of BPS, or their respective designees, shall attempt to resolve any questions or disagreements arising out of the administration or performance of this Agreement before any litigation is instituted.
11.04. Costs of Enforcement. In any dispute arising under or relating to this Agreement, the
prevailing party shall be entitled to recover the costs of adjudicating such disputes, including but not limited to reasonable legal fees and expenses incurred. For this purpose, the term "prevailing party" shall mean the party whose position is substantially sustained in the settlement or in the final judgment rendered in any litigation.
11.05. Severability. If any provision of this Agreement shall be prohibited by or invalid under
applicable law, rule or regulation, such provision shall be ineffective only to the extent of such prohibition or invalidity without invalidating the remainder of such provision or any remaining provisions of this Agreement. If for any reason any portion of this Agreement must be changed to comply with the legal requirements, the parties agree to negotiate in good faith to make necessary changes to this Agreement to conform to such requirements, consistent with the substantive business goals and intent of this Agreement. If such amendments materially change the rights and obligations of the parties, either party may then terminate this Agreement upon written notice of termination, effective on the effective date of the legal requirements that necessitated the amendment, or on the expiration date of the then current Term whichever date is earlier.
11.06. Successors, Assignment. This Agreement shall be binding upon and inure to the benefit
of the heirs, personal representatives, administrators, legal representatives, successors, and permitted assigns of the parties. Neither party may assign or transfer its interest or obligation hereunder without the other party’s written consent provided, however, the Service Provider may assign this Agreement to its parent, subsidiaries, or corporate affiliates without consent.
11.07. Entire Agreement; Amendment. This Agreement constitutes the entire agreement
between the parties and supersedes all prior negotiations, communications, discussions and correspondence concerning the subject matter hereof. This Agreement may be amended or modified only in writing signed by each of the parties.
11.08. No Third-Party Beneficiaries. This Agreement is made and entered into for the sole
protection and benefit of the parties hereto and their respective successors and permitted assigns, and no other person or entity shall be a third-party beneficiary of, or have any direct or indirect cause of action or claim in connection with this Agreement.
11.09. Headings. All section and paragraph headings contained herein are for reference purposes
only and shall not affect in any way the meaning or interpretation of this Agreement.
11.10. Time of the Essence. Time is of the essence of each and every provision of this
Agreement.
11.11. Further Assurances. The parties agree to do all such things and execute such further
documents as may reasonably be required to give full effect to this Agreement.
11.12. Non-Discrimination. Neither party shall exclude, deny benefits to, or otherwise
discriminate against any person on the ground of race, color, national origin, creed, religion, sex, disability, age, marital status, veteran status, status with regard to public assistance, or sexual orientation in admission to, participation in, or receipt of the services and benefits of any of the parties’ programs and activities or in employment therein.
11.13. School Board Discretion. The BPS School Board, in its sole and absolute discretion, has
the sole and absolute power to interpret and/or adjust all matters arising out of this Agreement not specifically provided for herein. This interpretation and/or adjustment shall be final, conclusive, and binding on the parties hereto.
11.14. Authority. The persons signing below have the right and authority to execute this
agreement for their respective entities, and no further approvals are necessary to create a binding agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first written above.
SERVICE PROVIDER BISMARCK PUBLIC SCHOOLS
By: By:
Its: Its: