HomeMy WebLinkAboutCertificate Of Need Application For Expansion Of MRI Service
Augusta Richmond GA
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University Hospital
An Affiliate of University Health
March 13, 1998
Honorable Larry E. Sconyers
Mayor of Augusta-Richmond County
City-County Building, Room 806
530 Greene Street
Augusta, Georgia 30901
Dear Mayor Sconyers:
In compliance with the criteria contained in the Rules of the State Health Planning Agency,
Chapter 272-2-01, enclosed please find a copy of an application for a Certificate of Need for
Expansion of MRI Services with an Open MRI Unit.
If you have any questions concerning this project, please do not hesitate to contact me.
Sincerely,
~ Slo.de.
Catherine p, Slade
Assistant Vice President
Planning
CPS:ch
Enclosure
cc: State Health Planning Agency
1350 Walton Way
Augusta. Georgia 30901-2629
706/722-9011
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University Hospital
Augusta, Georgia
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Certificate of Need Application
for
Expansion of MRI Service
March 13, 1998
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State of Georgia
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CERTIFICA TE-OF -NEED
APPLICATION
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TABLE OF CONTENTS
SECTION
Page #
Section 1:
Section 2:
Section 3:
Section 4:
Section 5:
General Project Description . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . 1
General Review Considerations, . . . . . . . . . . . . . . . . . . . , . , . . . . . . . . . . . . . 8
Addenda for Review Considerations . , . , . . . . . . . . . . . . , , . . . . . , . . . . . , . 35
Additional Supportive Information .....................,.......... 35
Letters of Support .....,...,.....,....,...........,.........",35
ADDENDA
11 Magnetic Resonance Imaging
A TT ACHMENTS
A. By-Laws, Articles ofIncorporation, and Authorization by the Secretary of State
B. Organizational Chart
C. Brochure of Proposed MRl Unit
D. , Letter Evidencing Availability of Funds
E, Audited Financial Statement
F . Verification of Construction Costs
G. Indigent Care Policy
H. Transfer List
1. Affiliation Agreement with the Medical College of Georgia
J. Evidence of Site Entitlement
K. Site Plans,
L. Schematic Drawings
M. Curriculum Vitae for Jerry D. Allison, Ph.D.
N, List of Current Referring Physicians
'0. Price Quotation
P. General Operation and Safety Policy
Q. Ambulatory Surgery Indigent Care Survey
R. Letters of Support
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State of Georgia
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CERTIFICA TE-OF -NEED
APPLICATION
This application is divided into the following five sections:
Section 1: General Project Description
Page 1
This section requests general information about the project for which the
Certificate-of-Need is sought. It also asks for information about the ownership
and management of the health care facility.
Section 2: General Review Considerations
Page 4
This section requests the information necessary to evaluate the project's
compliance with the general review considerations contained in Rule 272.2-.08.
These considerations apply to all Certificate-of-Need applications.
Section 3: Addenda for Review Considerations
Page 3S
The applicant should obtain a copy of the addendum or addenda which applies
to the proj ect. This section requests the information necessary to evaluate the
project's compliance with the review considerations for specific facilities and
services contained in Rule 272-2-.09. A list of the addenda currently used by the
planning agency is on page 14.
Section 4: Additional Supportive Information
Page 3S
This section asks for any optional information the applicant would like to provide
to support the need for the project.
Section 5: Letters of Support
Page 35
Include in this section any letters of support from members of the community in
which the service or facility would be located.
State Health Planning Agency
Two Peachtree Street
Room 34.262
Atlanta, Georgia 30303-3142
(404) 656-0655
(404) 656-0654 FAX
State of Georgia: Certificate-of-Need Application
University Hospital
Page 2
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State of Georgia'
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CERTIFI CA TE-O F -NEED
APPLICA TION
If/here is a line or box next to an item, please respond to the item or provide the requested
information using the line or box. For all other items, use additional sheets which are clearly
numbered to correspond to the particular item and attach them as addenda to the application.
The planning agency will not begin the review process unless it has received and deemed
complete all relevant surveys and questionnaires, including, but not limited to, annual service-
specific questionnaires and the Annual Indigent Care Survey.
SECTION 1: GENERAL PROJECT DESCRIPTION
1, Applicant: University Health Services. Inc.
Address: 1350 Walton Way
City, County, State, and Zip Code: Augusta. Richmond County. Georgia 30901
Contact Person: Catherine P. Slade. Assistant Vice President
Telephone Number: 706/828-2485
If the applicant is not the legal owner and/or operator, also respond to Items 7 and 8 on
page 3.
2. Please provide the following information if it differs from the above.
Facility: University Hospital
Address: 1350 Walton Way
City, County, and Zip Code: Augusta. Richmond County. Georgia 30901
3. (A) Provide the project's estimated cost.
$1.231.567
(See item 15A on page 16 and Item 15B on page 17.)
(B) Indicate the amount of the filing fee enclosed.
$1.222
State of Georgia: Certificate-of-Need Application
Universicy Hospital
Page 1
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(C) Provide a brief description of the project. Each box should contain only one letter.
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4, Please indicate which of the following categories apply to this project. Check all
appropriate boxes.
New Facility
X Renovation of Existing Facility
_ Expansion of Existing Facility
_ Replacement of Existing Facility
Initiation of New Service
Change in Capacity
]L Acquisition of Diagnostic, Therapeutic,
or Imaging Equipment
5. Please indicate what kind of HEAL TH CARE FACILITY this project involves. Check all
boxes that apply,
l Hospital, Inpatient
X General Hospital
Specialty Hospital
_ Geriatric Hospital
_ Pediatric Hospital
_ Psychiatric and/or Substance Abuse Hospital
Acute Care
Extended Care
Comprehensive Rehabilitation Hospital
Outpatient Facility
_ Ambulatory Surgery Center, Freestanding
_ General, Multispecialty
_ General, Limited-purpose
_ Physician-owned, Limited-purpose
_ Ambulatory Surgery Program Within Hospital
_ Freestanding Birthing Center
State of Georgia: Cenificate-of-Need Application
University Hospital
Page 2
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_ Diagnostic, Treatment, or Rehabilitation Facility
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_ Home Health Agency
_ Nursing Facility
Skilled and/or Intermediate Care Facility
_ Freestanding
Within Hospital
Within Retirement Community
Within Continuing Care Retirement Community (Sheltered Beds)
Skilled Rehabilitation Facility
_ State Nursing Facility
_ Health Care Related Residential Facility
Personal Care Home
Facility for Traumatic Brain Injury
Residential Treatment and Rehabilitation
6. Please indicate whether any of the following SERVICES are included in this project. Check
all appropriate boxes.
X Magnetic Resonance Imaging (MRI)
Obstetrics
_ Positron Emission Tomography (PET)
_ Radiation Therapy
_ Recovery Care
_ Specialized Cardiovascular
Adult Cardiac Catheterization
_ Adult Open-Heart Surgery
_ Pediatric Cardiac Catheterization
_ Pediatric Cardiac Surgery
_ Swing Beds
7. Check the appropriate box to indicate the type of 0 WNERSHIP. If none of these categories
apply, please explain.
If the legal owner is different from the applicant, also identify the legal owner and all
individuals or entities who own lO percent interest or more in the facility. Include complete
names, addresses, and telephone numbers.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 3
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Response: The legal owner of University Hospital is Richmond County Hospital Authority.
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Tmc Exempt
X Public
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]L Hospital Authority
Local Government
State Government
Corporate
Tax Paying
Corporate
Partnership
Individual Ownership
8, If the facility will be operated by an entity other than the applicant or the legal owner,
identify the OPERATOR and include the complete name, address, and telephone number.
Also check the appropriate box to indicate the type of operating entity. If none of these
apply, please explain.
Response: The operator of the hospital is University Health Services, Inc.
Tax Exempt
Public
Hospital Authority
Local Government
State Government
..x... Private Tax Exempt
Tax Paying
_ Corporate
_ Partnership
_ Individual Ownership
State of Georgia: Certificate-of-Need Application
University Hospital
Page 4
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9.
(A) Please provide a copy of the most recent by-laws and articles of incorporation for the
legal applicant. Provide evidence of the business entity's authorization from the
Secretary of State to conduct business in Georgia.
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Response: Copies of the By-Laws, the Articles of Incorporation, and Authorization from the
Secretary of State for University Health Services, Inc. are provided as Attachment A.
(B) Describe the existing or proposed organization and provide a copy of the
organizational chart. Explain the corporate structure and the manner in which all
entities relate to the applicant.
Response: University Hospital is owned by the Richmond County Hospital Authority and leased
under a 40-year lease agreement to University Health Services, Inc., which operates University
Hospital. The Richmond County Hospital Authority is represented on all corporate poards of
University Health Services, Inc.
The organizational chart for University Health Services, Inc. is provided in Attachment B.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 5
10. Individual designated to act on behalf of the owner and applicant:
Name: Catherine P. Slade
Title: Assistant Vice President
Address: University HospitaL 1350 Walton Way
City, State, and Zip Code: Augusta. Georgia 30901
Telephone Number: 706/828-2485
II. The applicant hereby certifies that the foregoing statements and all addenda or attachments
her are correct to the best of his or her knowledge and belief:
Donald C. Bray, President/CEO
Typed or Printed Name and Title
February 5, 1998
Date
State of Georgia: Certificate-of-Need Application
University Hospital
Page 6
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Project Summary
University Hospital is part of the University Health integrated delivery system. This system
provides a comprehensive range of healthcare services to the residents of the Central Savannah
River Area (CSRA), which consists primarily of Richmond County and 13 surrounding counties,
including Aiken County, South Carolina. The key components of the University Health delivery
system include University Hospital, a 640-bed regional tertiary center located in Augusta;
University Health Link, a physician-hospital organization with 75,000 lives covered under
managed care contracts; University Extended Care, the owner and operator of two nursing homes
(Kentwood and Westwood); a home health agency; five satellite outpatient centers in Georgia
and South Carolina; four on-campus professional office buildings; and a fitness and wellness
center. The facilities and programs are operated through University Health Services, Inc. (OOS)
and its subsidiary and sister corporations and joint ventures. The University network is present
in a large geographic area surrounding Augusta, through affiliation agreements between UHS
and eight rural hospitals. UHS's affiliation agreement with the Medical College of Georgia
ensures training and medical education for about 24 medical residents annually in an inpatient
setting and in the hospital's 26 primary care and specialty clinics located in the ambulatory care
wing. In 1996, there were 21,683 admissions and 297,683 outpatient visits at University
Hospital.
The proposed project is to add a second Magnetic Resonance Imaging (MRl) unit to University
Hospital at a projected cost of$I,231 ,567. The first MRl unit was purchased in 1985, Since that
time, magnetic resonance imaging technology has dramatically improved. As the capabilities
of MRI have increased over time, technology has allowed for a change in the design of these
units, namely open MRls. There are many benefits associated with an open MRl, including
access to the patient from all four sides, the ability to scan while the patient is still connected to
ancillary MRI-compatiblemonitoring equipment, and perhaps most important from the patient's
perspective-relief from the small, restricting space of a traditional MRl. Open MRIs allow
treatment for those patients who previously could not be accommodated by the traditional MRl,
whether it was due to claustrophobia or obesity.
Accompanying the enhanced technology of this imaging process, has been increased utilization.
University Hospital has witnessed a dramatic increase in the number of MRI procedures
performed, Since 1991, the number of procedures to date has increased by nearly 55 percent.
Currently, with an expected volume of 4,584 procedures by the end of 1997, University Hospital
is at 95 percent capacity. This limits scheduling flexibility and fails to allow for future growth.
The approval of a second MRl unit would expand University Hospital's capacity to provide MRl
servIces.
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The second MRI unit will be located in the outpatient imaging center, which is on the first floor
of the professional office building adjacent to the hospital. The project involves renovation of
815 square feet of space, It is estimated the associated project costs will total $1,221,567,
excluding consulting fees. A brochure of the proposed open MRI unit is provided as
Attachment C.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 7
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SECTION 2: GENERAL REVIEW CONSIDERATIONS
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All Certificate-of-Need applications are evaluated to determine their compliance with the
review considerations contained in Rule 272-2-.08. Please document how the proposed project
conforms with the following provisions of this rule.
12. Rule 272-2-.08(1)(b)1: The proposed new institutional health services are reasonably
consistent with the relevant general goals and objectives of
the State Health Plan.
Response: This proposal is for the addition of a second MRI unit for University Hospital. The
second unit will be an open MRI, allowing for the treatment of certain patients who are too
claustrophobic or obese for a traditional MRI. The second unit will also be used to provide
routine MRI procedures. This proposed addition will provide diagnostic magnetic resonance
imaging services to the local community without creating an adverse impact on existing
providers.
As stated in the Component Plan for Magnetic Resonance Imaging, the overall goal of the State
Health Plan is that "quality, cost-effective magnetic resonance imaging services shall be
available and accessible to those persons who need them, regardless of their ability to pay. "
In conjunction with this goal, University Health Services, Inc. provides inpatient and outpatient
care to all persons of every creed, nationality, color, and ability to pay. University Hospital
serves a high proportion of Medicare and Medicaid patients and persons who are unable to pay
for care, The hospital has in the past, and will continue to provide, significant service and
commitment in caring for its patients, regardless of their ability to pay,
Additionally, the following objective of the State Health Plan is outlined within the Component
Plan:
Annual revision of State policies and specific criteria and standards for MRI to be consistent
with technological developments and clinical findings, and the principle of preventing
unnecessary costly duplication of services.
University Hospital has been visionary in its plans to serve its community as evidenced by its
mission, which follows.
"To provide healthcare services which help the citizens of our communities achieve and maintain
optimal health. The vision of University Hospital is to set the standard of quality as a
comprehensive healthcare network. We will achieve improved health status, exceptional clinical
outcomes, customer satisfaction, and value. In partnership with our medical staff, employees,
volunteers, patients, and other community providers, we will build a continuum of care which
includes health promotion, illness prevention, primary, tertiary, and after-care services."
In conjunction with its mission, the addition of a second MRI unit will enhance the accessibility
and availability of cost-effective, efficient, and high-quality magnetic resonance imaging
State of Georgia: Cenificate-of-Need Application
University Hospital
Page 8
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services to the community served by University Hospital. In fact, the addition of an open MRI
will improve access to magnetic resonance imaging services to a population which can not be
served by a traditional MRI, namely the claustrophobic and obese. This coincides with the goal
and objective of the State Health Plan as addressed in the Component Plan for Magnetic
Resonance Imaging.
13. Rule 272-2-.08(1)(b)2: The population residing in the area served, or to be served, by
the new institutional health service has need for such services.
In this section, the applicant must use the same need methodology contained within
the State Health Plan and any Certificate-of-Needrules specific to certain services or
facilities. The applicant must also use population projections from the Office of
Planning and Budget. Alternative need methodologies and population projections
may be included in Section Four: Additional Supportive Information, if presented.
Include maps which clearly define both the primary and secondary service areas.
Response: University Hospital currently provides MRI services. This proposal involves the
acquisition of a second MRI unit to accommodate its current and projected case load.
There is no specified need methodology for a new or expanded MRI service or a defined primary
service area in either the State of Georgia's Component Plan for Magnetic Resonance Imaging
or in the specific standards pertaining to MRI. However, in accordance with Rule 272-2-
,08(2)(b )3, which stipulates a five-year planning horizon for hospital services, the horizon year
will be defined as the year 2002. This was used in conjunction with patient origin data from
University Hospital and population projections from the Office of Planning and Budget to
establish the following primary service area.
Service Area and Demographic Profile
University Hospital serves as a referral center for a large geographic area. This is evidenced by
the fact University Hospital reported serving patients from 105 Georgia counties in 1996. Due
to the close proximity of Augusta to the Georgia state border, a significant number of patients
originate from South Carolina. The primary service area for University Hospital includes
Richmond and Columbia counties in Georgia as well as Aiken County in South Carolina. These
three counties account for nearly 75 percent of admissions. The secondary service area consists
of 11 counties. All other counties served represent the tertiary service area. A map of the
primary and secondary service areas is provided on page 11.
Primary Service Area (PSA)
Columbia County
Richmond County
Aiken County, S.C.
State of Georgia: Cenificate-of-Need Application
University Hospital
Page 9
Secondarv Service Area (SSA)
Burke County
Emanuel County
Glascock County
Jefferson County
Jenkins County
Lincoln County
McDuffie County
Screven County
Taliaferro County
Warren County
Wilkes County
State of Georgia: Certificate-of-Need Application
University Hospital
Page 10
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The entire service area consists of approximately 542,000 people and is projected to grow to over
571,000 by the year 2002, an increase of 5.4 percent. The population in University Hospital's
service area is generally older than that of the state of Georgia. Approximately 10.6 percent of
the 1997 service area population is over 65 years of age, as compared to only 9.5 percent for the
state of Georgia. This trend is expected to continue in 2002. Population estimates for each of
the counties in the service area are provided in Figure 1 .
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Figure I
SERVICE AREA POPULATION PROFILE
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1997 2002 Percent
Change
65+ 65+ " in Total
County, " ' '" Total 'l.loPulation Percent "" Total"" " Population Percent , ,Population
, Population 65+ of Total Population 65+ of Total
Primary Service Area:
Columbia 82,360 5,089 6.2% 92,394 6,348 6.9% 12.2%
Richmond 194,895 18,935 9.7% 206,059 19,878 9.6% 5.7%
Aiken. S.C. (a) 133.962 .lQ.2.QQ 12.7% 139.159 17.945 12.9% 3.9%
TOTAL PSA 411,217 40,984 10.0% 437,612 44,171 10.1% 6.4%
. Seconqary Service Area:
Burke 20,648 1,970 9.5% 20,909 1,890 9.0% 1.3%
Emanuel 21,137 2,714 12.8% 21,814 2,732 12.5% 3.2%
Glas.cock 2,329 307 13.2% 2,391 310 13.0% 2.7%
Jefferson 17,228 2,201 12.8% 17,439 2,144 12.3% 1.2%
Jenkins 7,988 1,075 13.5% 7,904 1,056 13.4% -l.l%
Lincoln 7,734 1,148 14.8% 7,941 1,213 15,3% 2.7%
McDuffie 21,885 2,429 11.1% 23,127 2,569 11.1% 5.7%
Screven 13,402 1,821 13.6% 13,273 1,762 13.3% -1.0%
Taliaferro 1,918 317 16.5% 1,928 292 15.1% 0.5%
Warren 6,334 893 14.1% 6,601 880 13.3% 4.2%
Wilkes lMM 1.726 16.2% 10.838 1.725 15.9% 1.5%
TOTAL SSA 131,277 16,601 12.6% 134,165 16,573 12.4% 2.2%
TOTAL SERVICE AREA 542,494 57,585 10.6% 571,777 60,744 10.6% 5.4%
Georgia 7,151,162 679,432 9.5% 7,714,788 743,221 9.6% 7.9%
Source: Georgia Office of Planning and Budget, March, 1992.
(a) Source: Claritas, Inc, 1997.
Historical Utilization
University Hospital has witnessed a growth of nearly 53 percent since 1991 in the number of
MRl procedures annualized for 1997 (based upon 8 months of data). In accordance with Rule
272-2-.09(3)(a)2, an MRl procedure is defined as "each discrete MRl study of one patient."
Based upon this definition, Figure 2 outlines the yearly MRl volumes and growth for this
facility.
State of Georgia: Cenificate-of-Need Application
University Hospital
Page 12
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Figure 2
MRI VOLUME 1991-1997 (ANNUALIZED)
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Number ofMRI
Year Procedures Yearly Growth
1991 3,002 -
1992 3,163 5.36%
1993 3,355 6.07%
1994 3,967 18.24%
1995 4,097 3.28%
1996 4,185 2.15%
1997 (annualized) 4,584 9.53%
Source: 1991-1996 Annual Hospital Questionnaires
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University Hospital has extended its hours of operation to accommodate its growing caseload.
Currently, University Hospital schedules scanning hours to be from 7 a.m. to 9 p.m. Monday
through Friday and from 7 a.m. to 3 p.m. on Saturdays, The average exam time is 45 minutes,
thereby allowing for a maximum daily exam volume of 18, or 4,680 annually during the week
and 10, or 416 annually on the weekends. This leads to a yearly total of 5,096 possible exams.
Holidays and downtime are estimated to reduce the yearly total by 270, leading to a yearly
maximum capacity of 4,826 exams. Figure 3 shows the utilization based on capacity of 4,826
exams for the single MRI unit at University Hospital.
Figure 3
MRI YEARLY CAPACITY FOR UNIVERSITY HOSPITAL
... "'. . .
':Number of MRi)',::/{P"~~~ent of ,
':::'>Procedures' "','. Capacity*
1991 3,002 62.20%
1992 3,163 65.54%
1993 3,355 69,52%
1994 3,967 82.20%
1995 4,097 84,89%
1996 4,185 86.72%
1997 (annualized) 4,584 94.98%
*Note: Capacity is based on 4,826 annual procedures and assumes a 6 day week and extended hours.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 13
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As evidenced by this data, University Hospital is currently at 95 percent of capacity with a single
MRl unit. This is based upon annualized data for 1997, so this percentage of capacity could
increase with a higher-than-projectedgro\vth for the remainder of the year. Clearly, University
Hospital has witnessed significant growth over the past several years and the following section
addresses the projected continuation of this trend.
Projected Utilization
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Based upon the historical utilization of MRl services at University Hospital, the projections
outlined in Figure 4 were derived. The projections are based upon the average yearly growth of
7.5 percent which has been witnessed by University for the time period of 1991 to 1997.
Figure 4
MRI SERVICE PROJECTIONS 1998-2000
... Number of Procedures Percent of Capacity
" ' ,
, Estimated ~ ,
Growth 1998" ' ",1999' 2000 1998 1999 2000
7.5 percent 4,928 5,297 5,695 102.1 % 109.8% 118.0%
Based upon these projections, it is evident that even with a fairly conservative estimate of
7.5 percent growth, the number ofMRI procedures will exceed current capacity by next year.
Furthermore, University will exceed capacity by 118 percent by the year 2000, based upon this
estimate. Clearly, University Hospital is in need of an additional MRI unit.
14. Rule 272-2-.08(1)(b )3: Existing alternatives for providing services in the service area
the same as the new institutional health service proposed are
neither currently available, implemented, similarly utilized,
nor capable of providing a less costly alternative, or no
Certificate-of-Need to provide such alternative services has
been issued by the planning agency and is currently valid.
Identify existing health care facilities and services, or those approved for development,
~n the service or planning area. Describe how the proposed project will enhance
service delivery in the service or planning area.
Response: There are a total of 5 hospital-based, approved MRI units which serve University
Hospital's primary service area. A listing of these facilities and the number of procedures
reported for 1996 is located in Figure 5. In addition to these 5 MRI units, there are 2 MRI units
located in Aiken County, as reported by the South Carolina Department of Health and
Environmental Control. Aiken Medical Imaging and Southern Neurologic Institute are the 2
providers of MRI services in Aiken County, South Carolina.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 14
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Figure 5
1996 MRI INVENTORY FOR THE SERVICE AREA OF UNIVERSITY HOSPITAL
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Number of 1996 Total
Approved Type of Number of MRI Percent of
Facility Name County MRI Units Service Procedures Total
University Hospital Richmond I Fixed 4,\ 85 39.0%
Medical College of Georgia Richmond 2 Fixed 4,643 43.3%
Augusta Regional Medical Center Richmond I Mobile \,055 9.8%
St. Joseph Hospital (Augusta) Richmond I Mobile 848 7.9%
Total 5 10,731 100.0%
Source: State of Georgia 1996 Annual Hospital Questionnaires
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University Hospital is the second largest provider of MRl services within its community. As
demonstrated in response to Question 13, the population of this service area is projected to
increase by 5.4 percent by the year 2002. With this projected increase in population, and the
current utilization of MRl services at University Hospital, there is no threat of adverse impact
upon existing providers. Furthermore, University Hospital requires additional capacity to
accommodate its growing patient caseload.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 15
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15. Rule 272-2-.08(1)(b) The project can be adequately financed and is, in the
immediate and long-term, financially feasible.
Financial Program
(A) Provide project cost estimates for the following categories:
Costs Applicable to Filing Fee
(1) Construction and Renovation Costs
815 square feet @ $299,10 per square foot
(2) Contingency
(3) Fixed Equipment (not included
in construction contract)
(4) Moveable Equipment
(5) Architectural and Engineering Fees
(6) Legal and Administrative Fees
(7) Interim Financing
(interest during construction)
(8) Underwriting Costs
(9) Other (please specify)
Subtotal:
Costs Excluded from Filing Fee
(10) Acquisition of Site
(11) Preparation of Site
(12) Development and Preparation of
C-O-N Application
(13) Escrow for Debt Service
Subtotal:
Total Estimated Project Cost*
-This amount should agree with the amount shown in item 3A.
State of Georgia: Certificate-of-Need Application
University Hospital
$243,770
$24,377
$940,420
$13,000
$1,221,567
$10,000
$1 ,231 ,567
Page 16
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(B)
Indicate the anticipated sources of funds for the proposed capital expenditure,
if any. Provide documentation indicating the current availability of grants,
private contributions, and unrestricted reserves, if any.
(1) Revenue Certificates
(2) General Obligation Bonds
(3) Commercial Loans
( 4) Government Loans
(5) Grants
(6) Private Contributions
(7) Public Campaign
(8) Unrestricted Reserves on Hand $1,231,567
(9) Other (please specify)
Total Estimated Project Cost* $1,231,567
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'This amount should agree with the amount shown in item JA.
(C) Provide a contingency letter of commitment from a bank or other reputable
lending institution(s) indicating its interest in financing the project if a
Certificate-of-Need is issued to the applicant. The letter must state the
anticipated terms, including the interest rate and the duration of the financial
obligation. Also include amortization schedules.
Response: University Hospital will fund this project through unrestricted reserves on hand.
A letter evidencing availability of funds is located in Attachment D.
(D) Provide the estimated date for the opening of the facility or, if the application
involves anything other than a new facility, please provide the date for the
project's completion.
Response: The estimated date of completion for this project is 6 months upon approval.
(E) Provide pro forma income and expense projections for the first two years of
operation following the anticipated completion of the project. Identify all the
assumptions used to develop the pro forma statement. Indicate the period
covered for the first and second years. In (1) below, if beds are not involved,
state the maximum number of procedures possible given the size of the
physical plant and the normal time constraints.
Response: The proforma financial projections for the open MRI unit are shown on the
following page. It is estimated that the new MRI unit will perform 1,523
procedures in the first year of operation and 2,500 procedures in the second year.
The assumptions are located on page XX.
A proforma for the entire hospital showing the impact of purchasing the MRI
equipment is shown on page XX.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 17
-
-
OPEN MRI UNIT - 2 YEAR PROFOR1VIA
FIRST YEAR SECOND YEAR
- Period Covered End ing 12/3 1/99 Ending 1'2/31/00
...
(I) Number of Inpatient Beds or
Capacity of Procedures (MRI) __-L,52)_ __~.500_
('2) Projected Percent Occupied
or Utilized
(3 ) Revenues
(a) Inpatient Revenues $200,808 $329,625
(b) Outpatient Revenues $1,137,909 $1.867,875
Subtotal, Patient Revenues $1,338,717 $'2. I 97,500
(c) Other Revenues $0 $0-
Subtotal, Gross Revenues $1,338,717 $2, I 97,500
(4) Deductions from Revenues
(a) Indigent and Charity Care $40, I 62 $65,925
(b) Hill-Burton $0 $0
(c) Bad Debt $58,904 $96,690
(d) Contractual Adjustments
Medicare $143,618 $235,748
Medicaid $33,669 $55,267
Other - Commercial $326,072 $535,245
(e) Other Free Care
Subtotal, Deductions $602,423 $988,875
(5) Net Revenues $736,294 $1,208,625
(6) Direct Expenses
(a) Salaries and Benefits $204,669 $335,964
(b) Supplies $21,673 $35,577
(c) Other (Lease & Contingency) $27,998 $45,203
(d) Maintenance Contract $0 $85,000
Subtotal, Direct Expenses $254,340 $501,744
(7) Indirect Expenses
(a) Depreciation $108,099 $216,199
(b) Amortization $0 $0
(c) Interest $106,834 $106,834
(d) Other $19,798 $40,923
Subtotal, Indirect Expenses $234,731 $363,956
(8) Total Expenses $489,071 $865,700
(9) Income or (Loss) $247,223 $342,925
(10) Income Taxes $0 $0
(11 ) Net Income or (Loss) $247 ,223 $342,925
(12) Gross Patient Revenue by Source
(a) Government
Medicare $321,292 $527,400
Medicaid $66,936 $109,875
Other Government
Subtotal, Government $388,228 $637,275
(b) Nongovernment
Third Party Payors $883,553 $1,450,350
Self-pay $26,774 $43,950
Other nongovernment $40,162 $65,925
Subtotal, Nongovernment $950,489 $1,560,225
Total, All Sources* $1,338,717 $2,197,500
. ,It/ust equal "Subtotal. Patient Revenues" on page 6.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 18
a
..
UNIVERSITY HOSPITAL 2-YEAR PROFORMA
- FIRST YEAR SECOND YEAR
.. Period Covered Ending 12/31/99 Ending 12/31/00
(1) Number of Inpatient Beds or
Capacity of Procedures 640 640
(2) Projected Percent Occupied
or Utilized 52.7% 52.7%
(3) Revenues
-- (a) Inpatient Revenues $256,751,688 $256,822,689
(b) Outpatient Revenues $129,706,733 $130,109,073
Subtotal, Patient Revenues $386,458,421 $386,931,762
(c) Other Revenues $19,544,891 $19,544,891
Subtotal, Gross Revenues $406,003,312 $406,476,653
(4) Deductions from Revenues
(a) Indigent and Charity Care $30,405,800 $30,451,376
(b) Hill-Burton $0 $0
(c) Bad Debt $16,392,310 $16,417,055
(d) Contractual Adjustments
Medicare $83,002,976 $83,111,693
Medicaid $23,343,615 $23,377,581
Other
(e) Other Free Care
Subtotal, Deductions $153,144,701 $153,357,705
(5) Net Revenues $252,858,611 $253,118,948
(6) Direct Expenses
(a) Salaries and Benefits $137,252,325 $137,319,664
(b) Supplies $45,993,965 $46,001,628
(c) Other (Lease & Contingenc $30,361,771 $30,430,846
Subtotal, Direct Expenses $213,608,061 $213,752,138
(7) Indirect Expenses
(a) Depreciation $20,298,574 $20,298,574
(b) Amortization $579,164 $579,164
(c) Interest $311,907 $311,907
(d) Other $0 $0
Subtotal, Indirect Expenses $21,189,645 $21,189,645
(8) Total Expenses $234,797,706 $234,941,783
(9) Income or (Loss) $18,060,905 $18,177,165
(10) Income Taxes $0 $0
(II) Net Income or (Loss) $18,060,905 $18,177,165
(12) Gross Patient Revenue by Source
(a) Government
Medicare $181,635,458 $181,857,928
Medicaid $46,885,883 $46,934,977
Other Government
Subtotal, Government $228,521,341 $228,792,905
(b) Nongovernment
Third Party Payors $115,937,526 $116,079,529
Self-pay $11,593,753 $11,607,953
Other nongovernment $30,405,800 $30,451,376
Subtotal, Nongovernment $157,937,079 $158,138,857
Total, All Sources* $386,458,420 $386,931,762
. ,Hust equul "Subtotul, Putient Revenue,," on page 6,
State of Georgia: Certificate-of-Need Application
University Hospital
Page 19
-
-
FINANCIAL ASSUMPTIONS - OPEN MRl UNIT
. Utilization
..-
1998 1999
Inpatient scans 228 375
Outpatient scans 1.295 2.125
Total 1,523 2,500
. Expenses
Expenses have been based on historical experience.
· Salaries are based on historical experience for University Hospital. Expenses for the
additional MRI are based on an allocated percentage of the existing staff between the two
units.
· Fringe benefits have been added at 38,0 percent of salaries.
. Supply expenses are estimated at $14,23 per scan.
· Other direct expenses include a maintenance contract of $85,000 per year, beginning in
Year 2, and the lease expense.
· Interest expenses are based on a rate of 8.0 percent. University Hospital is funding this
project through restricted reserves on hand. An 8.0 percent cost of capital has been
included in the projections to represent an internal rate associated with the use of the
funds.
· Equipment costs are depreciated for 5 years and renovation costs are depreciated for 10
years.
. Payor Mix
Payor mix, which is based on historical information, remains constant in both years at:
Medicare
Medicaid
Commercial
Managed Care
Self Pay/Indigent
Total
24,0%
5.0%
23.0%
43.0%
5.0%
100.0%
State of Georgia: Certificate-of-Need Application
University Hospital
Page 20
.
. Revenues
.
Charges are based on the historical experience of University Hospital. Revenues
are based on a charge of$879 per scan, Charges will be held constant in Year I
and Year 2.
-
-
. Deductions from Gross Revenue
· Contractual allowances represent the difference between customary charges and
the amount reimbursed under third-party programs, primarily Medicare and
Medicaid.
· Bad Debt expense is estimated on historical experience at 4.4 percent of gross
revenues and includes deductions for self-pay and uncollectible third party payor
revenues.
FINANCIAL ASSUMPTIONS - UNIVERSITY HOSPITAL
This hospital-wide proforma is based on a budget adj usted for incremental revenue and expenses
associated with this project.
(F) Provide details ofthe institution's total existing indebtedness. Include pro forma
debt service schedules.
Response: The audited finaneial statements located in Attachment E provide information
regarding existing debt. There is no debt associated with the purchase of a second MRI unit.
(G) Provide the facility's most recent financial audit.
Response: A copy of the most recent audited financial statement is provided in Attachment E.
16. Rule 272-2-.08(l)(b)5: The effects of the new institutional health service on payors
for health services, including governmental payors, are not
unreasonable.
Provide data to show the trend in charges under the facility's existing operations. For
proposed new facilities or services, provide data to show the trend in charges at other
, facilities which are owned and/or operated by the applicant, if applicable.
Response: The average charge per MRI case has decreased from $978 in 1995 to $924 in 1997.
The trend in charges in shown in Figure 6.
State of Georgia: Cenificate-of-Need Application
University Hospital
Page 21
.
Figure 6
MRI CHARGES 1995 - 1997
.
1995 1996 1997
Total MRl Charges $3,879,454 $3,641,152 $4,050,676
Number of MRl Cases 3,967 3,911 4,385
A verage Charge per Case $978 $931 $924
-
-
17. Rule 272-2-.08(1)(b )6: The costs and methods of a proposed construction project,
including the costs and methods of energy provision and
conservation, are reasonable and adequate for quality health
care.
Response: The second MRl unit will be located in the outpatient imaging center, which is on
the first floor of the professional office building adjacent to the hospital. The project involves
renovation of 815 square feet of space. It is estimated the associated project costs will total
$1,221,567, excluding consulting fees. This amount does include $243,770 in renovation costs,
$13,000 in AlE fees, and $24,377 in continency costs, which total $281,147 or $344.97 per
square foot. It is believed these costs are reasonable and adequate for quality health care. These
project costs are verified in the letter from the architect, which is included in Attachment F.
18. Rule 272-2-.08(1)(b)7: The new institutional health service proposed is reasonably
financially and physically accessible to the residents of the
proposed service area and the applicant assures there will be
no discrimination by virtue of race, age, sex, handicap, color,
creed, or ethnic affiliation.
The planning agency evaluates the extent to which each applicant provides a
reasonable share of the total community burden of health care services for those
unable to pay. Please address each of the following review considerations concerning
financial accessibility.
Response: University Health Services, Inc. provides inpatient and outpatient care to all persons
of every creed, nationality, color, and ability to pay. The hospital is physically accessible to the
handicapped.
University Hospital is designated as a disproportionate share provider by HCF A for Medicare
purposes and the Georgia Department of Medical Assistance (Medicaid). The following profiles
the hospital's participation in the Medicare and Medicaid programs and the level of indigent care
provided.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 22
.
.-
-
Net Indigent Care
Medicare Days Medicaid Days Dollar Amount
as Percent of as Percent of and Percent of
Total Days Total Days Adjusted Revenue
University Hospital 44.9% 8.8% $13,722,921
5.0%
Source: 1996 Annual Hospital Questionnaire and Hospital Indigent Care Survey
(A) Administrative policies and directives related to the acceptance of financially
indigent, medically indigent, Medicaid and Medicare patients for necessary
treatment.
Response: University Hospital participates in both the Medicare and Medicaid programs.
University Hospital admits Richmond County indigent patients on a guaranteed basis and has
a formal indigent care policy. A copy of the policy is provided as part of Attachment G.
(B) Policies relating medical staff privileges to a reasonable acceptance of emergency
referrals of Medicaid patients and aU other patients who are unable to pay aU or
a portion of their health care costs.
Response: University Hospital's medical staff bylaws state that as a condition for active
membership, all physicians must provide emergency care and consultation for any patient
admitted to the hospital.
(C) Evidence of specific informational efforts toward patients regarding
arrangements for satisfying their charges.
Response: University Hospital employs personnel to assist patients in making arrangements to
satisfy their financial obligations. Patients who cannot afford to pay for services are eligible for
assistance.
(D) Documented records of funds received from the county, city, philanthropic
agencies, donations, and any other source of funds other than from direct
operations.
Response: University Hospital has a contract with Richmond County which provides payment
for some indigent care provided by the hospital. The hospital received $2,219,809 from
Richmond County in 1996 and $82,921 from the State for participation in several state funded
health programs.
(E) The applicant's commitment to participate in, the Medicare and Medicaid
programs, the applicant's commitment to providing emergency care regardless
of ability to pay, and the applicant's commitment to providing charity care.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 23
.
Response: University Hospital participates in the Medicare and Medicaid programs. Patient
days associated with both programs are shown in the table on page 23, as is the level of indigent
care provided.
-
-
-
(F) Documented records of care provided to patients unable to pay, Medicare and
Medicaid adjustments, Hill-Burton payments, other indigent care, and other
itemized deductions from revenue, including bad debt. These records should
deinonstra te that the levels of care provided correspond to a reasonable
proportion of those persons who are medically indigent and those who are
eligible for Medicare or Medicaid within the service area.
Response: University Hospital serves a high proportion of Medicare and Medicaid patients and
persons who are unable to pay for care. The hospital is designated as a disproportionate share
provider by HCF A and the Georgia Department of Medical Assistance,
(G) If the applicant has an indigent and charity care commitment associated with a
previous Certificate-of-Needapplication, list the project number and the date of
approval. Also indicate how the amount of the commitment was determined and
provide sufficient financial data to show that the commitment has been met.
Response: University Health Services, Inc. was approved on December 23, 1992 (Project No.
071-92) to establish a freestanding ambulatory surgery center with four dedicated operating
rooms in Evans, Columbia County. Upon completion of the project, the ambulatory surgery
center was licensed as part of University Hospital's ambulatory surgery program and not as a
freestanding center,
This project included a commitmentto provide 3.0 percent of adjusted gross revenue for indigent
and charity care. The estimated amount of the indigent care commitment as shown in the CON
application's financial projections was $62,904 in the first year of operation and $87,061 in the
second year. Since the ambulatory surgery center is now licensed as part of University Hospital,
the indigent care commitment is now based on 3.0 percent of the adjusted revenue of University
Hospital's entire ambulatory surgery service. This results in a significantly larger commitment.
The ambulatory surgery facility associated with Project No. 071-92 became operational in
February, 1996. Therefore, the indigent care commitment was in effect for only 10 months of
1996. The following information provides the indigent care experience for the first full year of
operations, which was calendar year 1997, the same report period as the Hospital Indigent Care
Survey. The service-specific indigent care being reported is a subset of the indigent care
reported for the entire hospital and shown on the 1997 Hospital Indigent Care Survey for
University Hospital. A program-specific indigent care survey has been submitted to SHPA and
is provided as Attachment Q.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 24
..
,.
-
Gross revenue for ambulatory surgery services $27,722,987
Less Medicare and Medicaid contractual adjustments $4,541,476
Less bad debt $342,956
Adjusted gross revenue for ambulatory surgery services $22,838,555
Uncompensated indigent/charity care associated with ambulatory surgery $690,907
Uncompensated indigent/charity care as a percent of adjusted revenue 3,0%
(H) Are you making an indigent and charity care commitment in relation to this
project? Failure to meet an indigent and charity care commitment could result
in fines and constitute grounds for an adverse ruling on a future Certificate-of-
Need application.
_ Yes
x.. No
If yes, is the commitment voluntary, or is it required by a specific planning
agency rule?
_ Voluntary _ Mandatory
Describe the commitment and include its amount, effective date(s), and basis.
(For example, is the commitment based on a percentage of certain revenues, the
number of certain procedures performed, etc.?) Indicate what percentage of '
adjusted gross revenues the commitment represents.
Response: The State of Georgia's Component Plan for Magnetic Resonance Imaging does not
state a requirement for an indigent or charity care commitment in relation to the establishment
or expansion of an MRI unit. University Hospital has in the past and will continue to provide
significant service and commitment in caring for its patients, regardless of their ability to pay.
19. Rule 272-2-.08(1)(b)8:
The proposed new institutional health service as a positive
relationship to the existing health care delivery system in
the service area.
Response: The addition of a second MRI unit will expand University Hospital's capacity to meet
impending demand of MRI services. Currently this facility has formal referral arrangements
with nearly 65 facilities, located in both Georgia and South Carolina. A copy of the transfer list
is located in Attachment H, As University Hospital continues to be a referral source for MRI
services to these facilities, it is necessary to meet the increased demand.
In addition, University Hospital's Outreach Program is designed to support a network of rural
affiliated hospitals, The program provides affiliate hospitals with the opportunity to participate
in a preferred provider arrangement and other resources and services such as community
State of Georgia: Cenificate-of-Need Application
University Hospital
Page 25
.
wellness and education programs which are not otherwise available to these facilities. The
affiliated hospitals are listed in Figure 7.
-
-
Figure 7
RURAL AFFILIATED HOSPITAL NETWORK
Facility County
Minnie G. Boswell Hospital Greene
Wills Memorial Hospital Wilkes
McDuffie County Hospital McDuffie
Jefferson Hospital Jefferson
Emanuel Medical Center Emanuel
Burke County Hospital Burke
Barnwell County Hospital Barnwell, South Carolina
Edgefield County Hospital Edgefield, South Carolina
Furthermore, acceptance of this proposal will lead to increased accessibility for the immediate
community served by University Hospital. Also, this proposal is for an open MRI, which has
a number of benefits over the traditional units. This type ofMRI will improve access for patients
who were previously unable to receive treatment with a traditional MRI, whether it was due to
claustrophobia or obesity.
20. Rule 272-2-.08(1)(b)9:
The proposed new institutional health service encourages
more efficient utilization of the health care facility
proposing such service.
Response: By serving as a referral source for MRI services to nearly 65 different facilities across
Georgia and spanning into South Carolina, University Hospital clearly presents itself as a major
provider of these services. Currently, the increased demand for MRI services lessens the ability
of the facility to provide flexible scheduling and meet the I!eeds of the community it serves. As
described previously, University Hospital has extended the MRI service hours until 9:00 p.m.
during the week and services are now available on Saturdays. By approving the addition of a '
second MRI unit, University Hospital will be better positioned to meet the needs of its patients
through more predictable scheduling and the offering of a new technology, the open MRI. As
previously stated, the open MRI will allow access to these services for some patients formerly
unable to receive treatment with a traditional MRI.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 26
-
"'!II'
-
-
21. Rule 272-2-.08(1)(b)10: The proposed new institutional health service provides, or
would provide, a substantial portion of its services to
individuals not residing in its defined service area or the
adjacent service area.
Response: Not applicable. The proposed project will serve residents of the defined service area.
22. Rule 272-2-.08(1)(b)11: The proposed new institutional health service conducts
biomedical or behavioral research projects or a new service
development which is designed to meet a national, regional,
or statewide need.
Response: Not applicable. The proposed MRl addition will not be used for research efforts.
23. Rule 272-2-.08(1)(b)12: The proposed new institutional health service meets the
clinical needs of health professional programs which
request assistance.
Response: University Hospital has an affiliation agreement with the Medical College of Georgia
for postgraduate training of residents and medical students. Refer to Attachment I for a copy
of the agreement. Currently, there are 24 residents and up to 25 medical students assigned to
University Hospital. Members of the medical staffalso serve as faculty members of the Medical
College of Georgia. The proposed service will provide an opportunity for additional clinical
experience for residents.
24. Rule 272-2-.08(1)(b)13: The proposed new institutional health service fosters
improvements or innovations in the financing or delivery of
health services, promotes health care quality assurance or
cost effectiveness, or fosters competition that is shown to
result in lower patient costs without a loss in the quality of
care.
Response: Acceptance of the proposal will enable University Hospital to improve the delivery
ofMRl services to its patient population through increased access to MRls and the offering of
a new technology. The open MRl will allow for the treatment of patients who are too
claustrophobic or obese to receive treatment with a traditional MRl. University Hospital will
also continue to serve as a referral source for MRl services throughout Georgia and South
Carolina. . Since there is a limited number of MRl providers in the immediate service area,
University Hospital will continue to supply a high demand service to its community. University
Hospital has, and will continue to be, a low-cost provider of high quality healthcare services in
this market.
25. Rule 272-02-.08(1)(b)14:
The proposed new institutional health service fosters the
special needs and circumstances of health maintenance
organizations.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 27
.
.
Response: Managed care organizations focus on improving the effectiveness and efficiency of
health care services, while maintaining high quality and low cost. University Hospital has also
retained this focus. This proposal is a demonstration of how this facility can continue to meet
the needs of its current patients, while meeting the needs of those unable to receive treatment
through traditional methods,
26. Please provide the following site information.
-
-
(A) Street address: 1350 Walton Way
City: Augusta
County: Richmond
Zip Code: 30901
-
-
(B) Indicate the one-way distance and general direction from the center of town:
1 mile.
(C) Size of site:
23.5
acres.
(D) Check the appropriate box to indicate the current status of the site.
X Acquired
_ Under Option
Under Contract
_ Other; please specify:
(E) Attach a copy of the document which shows the availability of the site and provides
for the applicant's entitlement to the site, such as an option, lease, or bill of sale.
All applicants must have entitlement to a site before the planning agency will deem
an application complete.
Response: A copy of the long term lease evidencing entitlement to the site is provided in
Attachment J.
(F) If the site has been acquired, indicate the applicant's interest in the site.
_ Fee Simple Title
X Leasehold Interest
_ Other; please specify:
(G) Indicate whether the site is already appropriately zoned to permit its use for the
purpose stated within the application. If the site is not appropriately zoned,
describe what steps have been taken to obtain the correct zoning.
Response: The site is appropriately zoned for hospital use.
(H) Describe any encumbrances which may interfere with the use of the site, such as
mortgages, liens, assessments, easements, rights-of-way, building restrictions, or
flood plains.
Response: There are no encumbrances that would interfere with the use of the site.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 28
.
-
-
(1) Describe the relationship of the site to public transportation routes, if any, and to
any highway or major road developments in the area. Describe the accessibility of
the proposed site to patients/clients, visitors, and employees.
...
Response: University Hospital is surrounded by four main thoroughfares, including Walton
Way, St. Sebastian Way, D' Antignac Street, and University Place. Public bus transportation is
available to University Hospital via St. Sebastian Way and University Place. In addition, the
hospital is located in the vicinity of several major roadways, including Interstate 20, Highway l,
Highway 25, and Highway 28.
(J) Attach a plat plan of the site, including at least the following:
(1) dimensions of the property lines;
(2) the locations of major structures, easements, rights-of-way, and
encroachments; and
(3) the location of the proposed facility or expansion.
Response: Please refer to Attachment K.
27. Provide the following information about the architect or engineer who has been
engaged to design this project. Include documentation of the architect's registration
in Georgia.
Name: Richard B. Hinman. Jr.
Address: 407 Seventh Street
City, State, and Zip Code: Augusta. Georgia 30901
Telephone Number: 706/722-3052 Registration Number: 5474 (Georgia)
28. Provide schematic plans for the project and include at least the following information:
(A) Plans for each floor which clearly show the relationship between departments and
services and the room arrangements for each. Indicate the function of each room
or space. Proposed roads, walkways, service courts, entrance courts, parking, and
orientation should be shown on either a plot plan or the first floor plan. Provide
a cross-sectional diagram which indicates the ,type of construction and building
materials.
Response: Schematic drawings are provided in Attachment L.
(B) If the proposed construction is an addition or if it is othenvise related to existing
buildings on the site, the schematic plans should show the facilities and the general
arrangement of those buildings.
Response: The proposed project involves renovation of space within the outpatient imaging
center which is located on the first floor of the professional office building connected to the
State of Georgia: Certificate-of-Need Application
University Hospital
Page 29
.
hospital. The project does not include any new construction, Site plans showing this building's
location on the hospital campus are provided in Attachment K.
.
(C) Provide verification of construction and/or renovation costs for the project.
Include the cost per square foot for construction and the cost per square foot for
renovations.
-
-
Response: The cost of renovation associated with this project is $243,770. With the addition
of a 10 percent contingency and architectural and engineering fees, the total renovation costs are
$281,147. A letter from the architect verifying these costs is provided in Attachment F.
-
~
State of Georgia: Certificate-of-Need Application
University Hospital
Page 30
.
29. Please provide the following information about staffing levels.
(A) Indicate the number of existing and proposed employees for the second
operating year following the project's completion. Please express in fuJl-
. time equivalents. On a separate sheet, identify any contract employees who
are not listed below.
Response: The following provides the existing and proposed staffing for the MRl service,
- Position Existing Proposed Total
-
Registered Nurse
Licensed Practical Nurse
Certified Nurse Practitioner
- Nurse Midwife
Certified Nurse Anesthetist
Nursing Assistant
Physician
Pharmacist
Dentist
Psychologist
Neuropsychologist
Social Worker
Certified Alcoholism Counselor
Certified Addictionologist
Audiologist
Radiological Technician 5 0 5
Surgical Technician
- Physical Therapist
Respiratory Therapist
Occupational Therapist
Cognitive Rehabilitation Therapist
Speech and Language Therapist
Recreation Therapist
Medical Laboratory Technologist
Personal Care Assistant
Home Health Aiqe
-" Other (Supervisory Radiology Technologist 0
The current MRI unit falls within the department of Radiology, which is chaired by Jimpsey Johnson, M.D.
University Hospital currently employees a consultant medical physicist, Jerry D, Allison, Ph.D. A copy of
his curriculum vitae is located in Attachment M.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 3 I
.
.
(B) Describe plans for securing the services of professional, administrative, and
paramedical personnel. Describe the current availability of staff as well as plans
for training and recruiting the required personnel. Include institutional
agreements and other supporting documents. '
...
Response: There is currently sufficient staffing at University Hospital to manage an additional
MRI unit. University Hospital plans to continue the operation of the current high field unit on
its present schedule. The proposed open MRl unit will operate for a single eight hour shift
Monday through Friday, The staff will utilize the most appropriate system on Saturday. If
volume exceeds projections, then an additional radiology technologist will be placed on the
evening shift
.:...
State of Georgia: Certificate-of-Need Application
University Hospital
Page 32
-
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SECTION 3: ADDENDA FOR SPECIFIC REVIEW CONSIDERATIONS
The applicant should obtain a copy of the addendum or addenda which applies to the
Certificate-of-Need application. The addenda contain the Certificate-of-Need rules which
address certain specific facilities and services, The applicant should document the project's
compliance with each of the rule's various provisions. The following list identifies the addenda
currently used by the planning agency.
-
-
.....
Addendum 1:
Addendum 2:
Addendum 3:
Addendum 4:
Addendum 5:
Addendum 6:
Addendum 7:
Addendum 8:
Addendum 9:
Addendum 10:
Addendum 11:
Addendum 12:
Addendum 13:
Addendum 14:
Addendum 15:
Addendum 16:
Addendum 17:
General Hospital Inpatient Beds
Psychiatric and Substance Abuse Inpatient Services
Comprehensive Inpatient Rehabilitation Services
Ambulatory Surgical or Obstetrical Services
Freestanding Birthing Centers
Home Health Services
Skilled Nursing and Intermediate Care Facilities
Continuing Care Retirement Community Sheltered Beds
Personal Care Homes
Traumatic Brain Injury Facilities
Magnetic Resonance Imaging
Perinatal Services
Radiation Therapy
Adult Cardiac Catheterization
Adult Open Heart Surgery
Pediatric Cardiac Catheterization and Open Heart Surgery
Swing Beds
SECTION 4: ADDITIONAL SUPPORTIVE INFORMATION
Please provide any additional information to support the need for the project. Such
information could consist of alternative population projections, sources of data, and/or methods
for projecting need.
SECTION 5: LETTERS OF SUPPORT
Please include letters supporting the project. Form letters are discouraged. The planning
agency evaluates the extent to which letters of support address community needs and the
project's relationship to the existing health care network.
State of Georgia: Certificate-of-Need Application
University Hospital
Page 35
.
ADDENDUM 11: MAGNETIC RESONANCE IMAGING
.
The State Health Planning Agency evaluates each application for magnetic resonance imaging
services using Rule 272-2-.09(3). Document the proposal's compliance with this rule's various
provisions as listed below. If a particular section is not applicable, please explain why.
(a) Definitions
.....
1. 'Magnetic resonance imaging (MRI) , means a diagnostic modality which employs
a combination of magnetic and radio frequency fields and computers to produce
images of body organs and tissues. It is a noninvasive procedure which does not
involve the use of ionizing radiation and has the potential to provide information
on cellular physiology and biochemical processes.
2. 'MRI procedure' means each discrete MRI study of one patient. A procedure
may involve one or more scans of the same anatomical area of diagnostic interest
during a single patient encounter.
3. 'MRI unit' means all of the essential equipment and facility to operate one MRI
system, either mobile or stationary.
4. 'MRI system' means those components which enable the production of an image
from the data generated. They include a magnet, a radio frequency transmitter
and receiver coil, a gradient system, a computer, and a display device.
(b) Standards
University Hospital currently provides MRl services. The proposed project involves the
expansion of an existing service and does not represent a new service.
1. An MRI proposal must include documentation that the necessary qualified staff
are available to operate the proposed MRI unit. The proposal must be consistent
with staffing patterns specified in the current official State Health Component
Plan.
Response: In accordance with the staffing patterns outlined in the State Health Component Plan
for Magnetic Resonance Imaging, the MRl unit at University Hospital is currently under the
direction of a full-time board-certified radiologist, Jimpsey Johnson, M.D.' Additionally, a
medical physicist is contracted by University Hospital and as previously evidenced in the
response to Question 29(A) of Section 2, five full-time radiology technologists are employed by
the hospital. Therefore, at least one shall be on site at all times during normal operating hours.
There is no proposed change in the current stmrng upon approval of the requested second MRI
unit.
State of Georgia: Cenificate of Need Application
University Hospital
Page 36
...
-
.
2. The proposed MRI unit must function as a component of a comprehensive
diagnostic imaging inpatient or outpatient service. The proposed MRI unit must
have the following existing modalities on site or through formal referral
arrangements:
(i) ultrasound; and
(ii) computed tomography (whole body unit); and
(Hi) angiography; and
(iv) nuclear medicine; and
(v) conventional radiology.
Response: University Hospital is a 640-bed regional tertiary care center that provides a
comprehensive range of services to the residents of the Central Savannah River area which
consists primarily of Richmond County and 13 surrounding counties, including Aiken County,
South Carolina. The hospital currently provides aU the modalities as outlined in the
aforementioned list. The outpatient imaging center, which is located on the first floor of the
professional office building adjacent to University Hospital, has direct access to these modalities
24-hours a day.
3. The proposed MRI unit must be located in a facility which has, either in-house or
through formal referral arrangement, the resources necessary to treat most of the
conditions diagnosed or confirmed by MRI. The following medical specialties
must be available during normal working hours on-site or by formal referral
arrangements: neurology, neurosurgery, oncology, and cardiology.
Response: AU of the aforementioned specialities are available during at aU times, on-site at
University Hospital.
4. The proposed MRI unit represents a regional resource. Hospitals proposing multi-
institutional or shared service arrangements will receive priority consideration;
(i) signed agreements specifically addressing MRI referrals must be documented.
In addition to accepting patients from participating institutions, in the case of
a multi-institutional project, facilities performing clinical MRI procedures
, must accept appropriate referrals from other local providers.
Response: University Hospital is presently a formal referral center for 64 health care providers.
Most ,of these referral arrangements are with Georgia providers, although a number of South
Carolina providers are also included. A copy of the transfer list is located in Attachment H.
5. Demographics, patient referral patterns, patient accessibility, and relationships
with existing providers and facilities within the proposed primary service area are
important determinants for MRI site selection; and
(i) evidence shall be provided that physicians in the service area can and will
utilize the service; and
State of Georgia: Cenificate of Need Application
University Hospital
Page 37
-
-
-
Response: University Hospital's medical staff is comprised of 357 physicians. University
Hospital recei ves the majority of its MRI referrals from 23 physicians. A list of these physicians,
along with their specialty, is located in Attachment N. Furthermore, a large number of
physicians have been added to the medical staff over the past several years. Most of these new
physicians are younger and were exposed to the use and benefits of MRI during their training.
This group has contributed to the increased growth ofMRI and this trend is expected to continue.
(ii) the applicant must document that patients will be prioritized according to
standards of need and clinical appropriateness rather than source of referral
or ability to pay.
Response: It is the policy of University Hospital to accept all patients based on the priority of
medical need, rather than ability to payor source of referral. This is evidenced by University
Hospital's indigent care policy, which is located in Attachment F.
6. The applicant shall document the ability to attain a sufficient level of utilization
within a reasonable period following installation. A proposed MRI unit must
comply with the following:
(i) project an annual utilization of at least 2,000 MRI procedures by the end of
the second year of operation of the proposed MRI unit and thereafter; and
Response: Projections result in 5,297 procedures by the end of the second year of operation. It
is expected that the proposed MRI unit would perform 2,500 procedures in the second year.
Figure 8 outlines the breakdown of MRI procedures for the next two years, based upon
projections located in the Response to Question 13 in Section 2.
Figure 8
PROJECTED MRI PROCEDURES
'Y~ar'{(1998r Yea~2, (199?),
Procedures of Current MRI Unit
3,405
2,797
2,500
, 5,297
Procedures of Second MRI Unit
1,523
4,928
Total MRI Procedures
(ii) for the projections provided in subparagraph (i) of this paragraph, the
applicant must calculate the portion of the total procedures which are
expected to be clinical and those anticipated to be for research purposes. The
applicant must also provide documentation which directly relates the
delineation of clinical and research procedures to actual anatomical areas of
concern or discharge/outpatientdiagnoses recorded in the applicant's facility
during the most recent 12-month period for which this information has been
compiled.
State of Georgia: Certificate of Need Application
University Hospital
Page 38
.
Response: Both the current and projected MRI procedures are for clinical purposes only.
...
...
7. Evidence must be presented that the applicant is able to finance and operate the
equipment. The applicant should provide documentation which includes at least
the following:
(i) the particular (magnet) type and strength, manufacturer, and purchase price
of the proposed MRI equipment, and
...
-
Response~ The proposed MRI open unit will be a PICKER OutIook™ Whole Body Magnetic
Resonance Imaging System with a .23T Magnet. The purchase price for this unit is $940,420,
as shown on page 10 of the price quotation, A brochure of the unit and the price quote are
available in Attachments C and 0, respectively.
-
(ii) total project costs, including renovation costs such as special siting
requirements, construction costs, and equipment acquisition costs; and
Response: Total project costs are estimated to be $1,221,567, excluding consulting fees. The
project costs are detailed in Figure 9.
Figure 9
PROJECT COSTS
Construction Costs $243,770
Contingency Costs $24,377
Equipment Costs $940,420
AlE Fees $13,000
Total $1,221,567
(iii) source(s) and amount(s) offunding for both capital and operation costs; and
Response: The project cost of $1 ,221 ,567 will be paid through the use of unrestricted reserves
on hand. Evidence of available funding is located in Attachment D,
(iv) two-year pro forma cost center budgets, including documentation and
justification of all assumptions used; and
Response: Refer to the response to Question 15E in Section 1 of this application, pages 18
through 21.
(v) projected average charge per scan and projected average cost per scan based
on a minimum annual volume of 2,000 scans.
State of Georgia: Certificate of Need Application
University Hospital
Page 39
....
-
Response: The projected average charge per scan is $879 in Year I and Year 2. The projected
average cost per scan is $321 in Year 1 and $346 in Year 2. Net revenue per scan is projected
to be $483 in Year 1 and Year 2. These calculations are based on volumes of 1,523 and 2,500
in Year 1 and Year 2, respectively,
8. All applicants seeking to establish or expand MRI services shall meet established
safety guidelines. The proposal must be consistent with safety requirements
specified in the current official State Health Component Plan.
Response: The Radiology Department of University Hospital has developed a General Operation
and Safety Policy specifically for MRI services. A copy of this policy is located in
Attachment P.
9. All applicants must agree in writing to participate with MRI data reporting
requirements that are formulated by the State Health Planning Agency.
Response: University Hospital has, and will continue to, participate with MRI data reporting
requirements that are formulated by the State Health Planning Agency.
State of Georgia: Certificate of Need Application
University Hospital
Page 40
-
-
-
-
ATTACHMENT A
By-Laws, Articles of Incorporation,
and Authorization by the Secretary of State
.
.
-
-
:;t{fl~:\~~1,1
{\~,'f!~4;A!1':i~.:,J
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'.
. ". '... '~~::~iit~k>~'
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ARTICLES OF INCORPOI:^7IOt!
OF
UNIVERSITY Ilf.J\LTll SERVICE;', lllC
The ^rticlc~ o( Incorpor,'tion 01' Ilni.vcrsicy I!co:llth
Services, Inc. are as follows:
I.
The n:lm(' of rhe: c:orpor,1r:icllI i:~ IlnivC'r::i.cy IIc:ll rh
Services, Inc.
II.
The cnrpor.,t\ClIl ili org;1ni7.c.d I'ur::u.,nr. to r.lw pro-
visions of the Georl.'i;1 lIonprofit (;orpor:l cil"n Code!,
!I1.
The corpor<lc1nn :;h.,ll.h41ve pe'rpetu;11 dur<ltion.
IV.
(11) The purl''':;c e\f the coq.loL',ltion is to le.Jl'c
and operate University llospit<11 "no it's n'latcd f<lcilities
as fin acute care eerler.,l hospital (or the' bc.:ncCic of thE'
general public <Ind for the following nddition~l purposes:
L. To provide h"l'pLt~l or mcdic~l c,Jrc ;'lnd ~crv-
ices and tn <::trrv Clllt. din:ccly 0\' indi r~crJ y, l"C'l:ll:C"d
health care CuneI it'I\:;;
2, T("I 0\.'0 ,\ncl "per:lce'. direr:r:1... .')r inoirE'ctlv,
hospitals, hc.lllh ,:;II:e (~lt.jliLit.':.. \/~.JJIl"'~~:: cC'n~C'I'::,
and ocher related f~cilicic::
J. To pn'l:klre: t.he deli"cl'Y of h~:llch C:lr~ to rhe
~enet':ll Pllhlic h? pl'lIvidinr, :a:rviC'c.>:': .,nn n:sources to
hospitals ,IOU \lth\'l' hcalt.h C;II'I~ nl"::lId:~;"'i"I1):; ;IOU
I., 'I'll l"\'I'r..rrl :11 1 "l'h(~l' :'r.t:: .H'C'I'::::::rv nr iroc-i-
clen cal to thr. a 1I0V\' :1f1 U to do l"h::It ev(':- 1:; u'cem~ d IlC':-
essary. useful. :ldvi:;:lhle. \\t' conducivr., Uit'E'CCL\' C'r
indit'(!c t ly, :I:; ::(' t r ("Ireh in che:c ;. rc i. d.e's ("I f in corp" -
t'iJcion iJnd the' h)'1.,"::;' includins che exC't'c:ise of all
oche:, power ,'ou :"'t.11(Iric)' enjoyed h:, c-orpcr,'tion: hr.n-
et'o111y by virtue nr lIlt' I'rnvi,:;i.on:: ~~ Lhc:' Georgi;]. ::00-
profit Corpor.,,':inn e",,,= (wi l:hi.1l :IIIU :;l1hj\'ct to che
limic;lcion:: of :,('("l'i"1l 501(c)0) or th(' fOI'C'rn.,l P..ev-
cnue Code).
(u) 'rilc corp.,t':'Li.,ll1 i~ nul: nrl'..'lIli.:;...U ,IOU :;h"l1
noc be operaced ~Ilr I.CC\lni:I:';: !::lin or profit.
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prnpcrty.., nf _..c.o<:, <:lIrpor,',ion
:and no
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p.,rr.
nct
carnin~s sh.:llt inll1:~ r.o rhe b('ncfit of .,nl' Lrustee or lIche,
priv.:lce individll~1.
The cC\rpor,1c j,<'lI ;.h,,11 ne-vcr lie auchor-
i::ed to eng.:1g~ i.f' :1 :C'l:\.l.lt' bll::i.:w::s uf .:1 kino ordin.ll'ily
c:1rried on for profir. nn or in .,ny "LI1e-r :zctivi ty cxcepc in
further':lnce of: che pl\rp,,~c'$ :;c"~,ed .,bn"~.
The corpor.:ltion
shaLL never enG~&e in rror~~and~, atLe~pt LO inCluence leg-
i~lation, or particip~t~ in ~ny poticicnl c:zmp~ien ~n bch.:ltf
of any candidate ff'Jr pub 1 ie: offi("c. nnr :>11:11 t :my p:zrc of
it:s pl:'operty or .:lny p::lrc of the incot:1C therefroCl be devoced
to :,;uch purpo)';e:;.
v.
In the ~vcnl' or di::~olut:ic'n of chi.)'; corporacion,
the residual.a:;set... 'e"( the" corpor.lcinn sh;'ltl bc t1lrncd OVf',
,'./
.to one or lllO~e orp,ani~:ztilJns \.Ihich thr.l:I~etvC'~. :ire exempt: .::IS
.0', .
organizatio'ns de!;crihccl j!l $l.:cc1on:: 501 (e) (J) and 170(c) (7)
of the Internal Rev~nu~ Code of lQS4 or corresponding sec-
tions or any prior or future intern;'ll revenue la\.l, or to t:he
Federal, State, or 10c:11 governr.lenc fllr exclusive public
purpose.
In the event th~t for :zny reason upon the diSSQ-
Lucion of the cnrror~tlun the llo.:lrd nf Truscees of the cor-
por.:1tion shalt r:li.t tn ,'l:l in t.he manner he-rein prnvidt:d
\.Iichin n rcs:,;on.,ble !'inC'. "he ~pninr Jlldl:n tl{' r.he ~;lJperinr
Court of Richl'lOncl COIlf'r.) sh<lll lMkC' ~ucl, di.~l.ribul:ion o'IS
hcr:e in provided up~n the- :'rr tic.' t ion 0 r ('nc ot' mot'C' perso;'l S
having a renl intC'rl.'::t in th(~ l.'orror;"'tion or its "'sscts.
Uotwithstandine any othC!l' pl'C\vision of thC'so Arti.cl!"s, the
corporation shall n~L /:~rq' cm .,":' clthl'r ,,("riv1.cie:,; noc per-
mittl!d to be c:lrri/~J nn ],\' (,,) ;'l C"ll1'plll':'tion exe/':1pc [rnr.!
federat income r,a:-.: · III d.; I' :;t:cti.C\n 501((")0) of the Incern;]l
I{cvcnut: Code "r ) 9:,1,. :,:' :Inlcnurr/. (1\: :. <:or:'l:::pond i.n~ ,H'O-
vi:;ion of .:lny f:atllL'c' Unit...! ~';:ICc:':; Inf'CI'n:ll Rc\'cllue L.:lw, or
(b) J corpor.:lc,;nn. CI\II11'i.hul\nn!: r.. which :\r(' cieduccihlc
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under Sccti.on,~70(~)9) "C 1:lIe rntcrn.,t r:~v('nue Code (If 1954
or any othcr corr("~l'nndin,: l'rnvisilln or ;Iny [lIl:ure Unit('d
Scaces internaL rcver.u(' l~w.
VI.
Thc a!["irs n( tile corpor."lcio1\ ch-'l.lL be m;m,'scd by
" BOilrd of Tru~tees.
The' IlI(.!thod of eleccion of trustees
shaLL be as detC!nnin~cl hy rhc By-f_,''''l: n( che corpor.,tion.
VII.
The corporation sh~ll not h~ve ~e~bers.
VIII.
The ini cia1 reSil:tercd ofUce of the
&h.'1ll be l2l2 r.cot:"l:l., R.,Uro,"\d B.mk Bui.ldinG.
e'orpor., t ion
6'.J~ [lro.'1d
Street.
Au~ust", Gcorr.i~ 30901.
T1w i n i r: i ., 1
rr.r.i~ter('d
agent or such bus-iness ,::;hnll be 1J~'c:k A. .:no.: , .11' .
/,
.,~",/ IX.
The'...'..initiAl bOArd of' tru~tces shaLL
conl: is t of
seven ~bers vhose namc~ And'addrcsscs ~re:
l. T. Richard D"nic1
2204 Terrace, RCUld
Augustll, Gcorp,i.'1 30904
.. Levi \! . IIi 11 , IT!
....
3006 r.r-"I"I:; f"rel I:..,.~c
Augus t., , Ccnrr.i;l :lC90~
J. C. O. 1101 U :: , Jr.
3014 IIumn in l",U i. rtl L:ltlC
Aur,us\:;t, Gc' I' t'r. i;t J0906
4. Frank (' D(>nnis, Jr,
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The n."tlll(! :tnd ,lddre~s of tile ll1C'"orpor."tt"t" o( the
:t.
corporation is:
Uyek ^. Knox. J~.
1212 Ccor~ia ~~llro~d
699 Broad Street:
Augusta, Ceor~i~
n.~nk Cuiliin~
30901' \
L~ v.l L ',~
\JY~ ~ .'Kno;~ J L.... . ..
tncor(lor:tt;or
'-- '
KNOX fa ZACKS
Attorneys at 1..."t\07
1212 Georgia r.~ilro"d n~nk Uuildinc
699 Broad Street
Augusta, Georgi~ 30901
4041724-2622
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BYLAWS
OF
UNIVERSITY HEALTH SERVICES, INC.
Incorporated under the laws of the State of Georgia
As Adopted by the Initial Board of Trustees on
the 11th day of July, 1984
and as Amended through August 27, 1992
-
-
UNIVERSITY HEALTH SERVICES, INC.
.-
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B Y L A \ol S
TABLE OF CONTENTS
ARTICLE ONE - NAME, LOCATION AND OFFICES
PAGE
1
Section 1.1
Section 1.2
Section 1.3
Name
Registered Office and Agent
Other Offices
1
1
1
ARTICLE TWO - PURPOSES AND GOVERNING INSTRUMENTS
1
Section 2.1
Section 2.2
Section 2.3
Nonprofit Corporation
Charitable, Educational, and
Scientific Purposes
Governing Instruments
1
1
2
ARTICLE THREE - BOARD OF TRUSTEES
2
Section 3.1
Authority and Responsibility of
the Board of Trustees
Initial and Regular Boards of Trustees
Manner of Election and Term of Office
Removal
Vacancies
Committees of the Board of Trustees
Compensation
Members of Richmond County Hospital
Authority as Trustees
Employees as Trustees
Medical Staff Membership
Conflicts of Interest
2
Section 3.2
Section 3.3
Section 3.4
Section 3.5
Section 3.6
Section 3.7
Section 3.8
3
4
4
4
4
4
5
Section 3.9
Section 3.10
Section 3.11
5
5
5
ARTICLE FOUR - MEETINGS OF THE BOARD OF TRUSTEES
5
Section 4.1
Section 4.2
Section 4.3
Section 4.4
Section 4.5
Section 4.6
Section 4.7
Section 4.8
Section 4.9
Section 4.10
Section 4.11
Section 4.12
Place of Meetings
Annual Meeting; Notice
Regular Meetings; Notice
Special Meetings; Notice
Waiver
Quorum
Vote Required for Action
Action by Trustees Without a Meeting
Telephone and Similar Meetings
Adj ournments
Attendance at Meetings
Open Meetings
5
6
6
6
6
6
6
6
6
7
7
7
- i -
.
- ARTICLE FIVE - NOTICE ~~D WAIVER
-
Seccion 5.1
Section 5.2
Procedure
Waiver
ARTICLE SIX - OFFICERS
-
-
Section 6.1
Section 6.2
Section 6.3
Section 6.4
Section 6.5
Section 6.6
Section 6.7
Section 6.8
Section 6.9
Section 6.10
Section 6.11
Section 6.12
Section 6.13
Number and Qualifications
Election and Term of Office
Other Agents
Removal
Vacancies
Chairman
Vice Chairman
President
Vice Presidents
Secretary
Assistant Secretaries
Treasurer
Assistant Treasurers
ARTICLE SEVEN - COMMITTEES OF TRUSTEES
Section 7.1
Section 7.2
Section 7.3
Se~tion 7.4
See'tion 7.5
Section 7.6
Section 7.7
Section 7.8
Executive Committees
Other Committees of Trustees
Advisory and Other Committees
Term of Appointment
Chairman
Vacancies
Quorum
Rules .
ARTICLE EIGHT - SPECIAL AND STANDING COMMITIEES
Section 8.1
Section 8.2
Section 8.3
Section 8.4
Section 8.5
Section 8.6
Section 8.7
Section 8.8
Section 8.9
Finance Committee
Building and 'Grounds Committee
Special Committees
Term of Appointment
Chairman, Ex Officio Members
Vacancies
Quorum
Rules
Medico-Administrative Liaison
ARTICLE NINE - PROFESSIONAL SERVICES
Section 9.1
Section 9.2
Organization, Appointments and Hearings
Medical Care Evaluation
ARTICLE TEN - VOLUNTEL~ SERVICES
Section 10.1
Section 10.2
Section 10.3
Women's Board
Other Volunteers
Clergy S taft
PAGE
-y-
7
7
7
7
8
8
8
8
8
8
9
9
9
10
10
10
10
10
11
11' (
11 '..
11
11
11
11
12
12
12
12
12-
12
12
13
13
13
13
13
14
14
14
14
14
.
ARTICLE ELEVEN - CONTRACTS. CHECKS. DEPOSITS. AND FUNDS
.
Section 11.1
Sec tion 11. 2
Section 11. 3
Section 11.4
Coneracts
Checks, Drafts, Notes, Etc.
Deposits
Gifes
ARTICLE TWELVE - INDEMNIFICATION AND INSURANCE
Section 12.1
Section 12.2
Indemnification
Indemnification Not Exclusive of
Other Rights
Insurance
Section 12.3
-
ARTICLE THIRTEEN - MISCELLANEOUS
Section 13.1
Section 13.2
Section 13.3
Section 13.4
Section 13.5
Section 13.6
Section 13.7
Section 13.8
Books and Records
Open Records
Corporate Seal
Fiscal Year
Internal Revenue Code
Construction
Table of Contents; Headings
Relation to Articles of Incorporation
ARTICLE FOURTEEN - AMENDMENTS
Sec,tion 14 ~ 1
Section 14.2
Power to Amend Bylaws
Conditions
ARTICLE FIFTEEN - TAX-EXEMPT STATUS
Section 15.1
Tax-Exempt Status
ARTICLE SIXTEEN - ADOPTION OF BYLAWS
Section 16.1
Section 16.2
Adoption of Bylaws
Review and Revision
ARTICLE SEVENTEEN - REVERSION OF ASSETS
Section 17.1
Reversion of Assets
ARTICLE EIGHTEEN - FINANCIAL DISCLOSURES
Section 18.1
Financial Disclosures
- iii -
PAGE
15
15
15
15
15
15
15
15
16
16
16
16
16
16
16
16,
16
17
17
17
17
17
17
17
17
17
17
17
18
18
.
.
BYLAWS
'W':'
OF
UNIVERSITY HEALTH SERVICES, INC.
......
-
Incoruorated under the laws of the State of Georgia
ARTICLE ONE
Name, Location, and Offices
1.1 Name~ The name of this Corporation shall be University Health
Services, Inc.
1.2 Registered Office and Agent. The Corporation shall maintain a
registered office in the State or Georgia, and shall have a registered agent
vhose address is identical vith the address of such registered office, in
accordance vith the requirements of the Georgia Nonprofit Corporation Code.
~
1.3 Other Offices. The Corporation may have other offices at such place
or plac~s, within or without the State of Georgia, as the Board of Trustees
may determine from time to time or the affairs of the Corporation may
require or make desirable.
ARTICLE TWO
Purposes and Governing Instruments
2.1 Nonprofit Corporation. The Corporation shall be organized and
operated as a nonprofit corporation under the provisions of the Georgia
Nonp~ofit Corporation Code.
2.2 Charitable, Educational, and Scientific Purposes. The.~orporation is
a voluntary association of individuals, the purposes of which, as set forth
in the articles of incorporation, are exclusively charitable, educational.
and scientific within the meaning of section 501(c) (3) of the Internal
Revenue Code. The Corporation was created to lease and o?erate University
Hospital and related hospital facilities in Augusta. Georgia, as an acute
care general hospital for the benefit of the general public, and its
purposes shall include, but shall not be limited to, the following:
eo
.
(a) To provide hospital or medical care and services and to carry out,
directly or indireccly, related health care functions;
-.
-
(b)
To own and operate, directly or indirectly, hospitals, health care
facilities. and other related facilities;
(c) To promote the delivery, of health care to the general public by
providing services and resources to hospitals and other health care
organizations; and
-.
-
(d) To perform all other acts necessary or incidental to the above and
to do whatever is deemed necessary, useful, advisable. or conducive.
directly or indirectly. as set forth in the articles of incorporation.
and these bylaws. including the exercise of all other power and
authority enjoyed by corporations generally by virtue of the
provisions of the Georgia Nonprofit Corporation Code (within and
subject to the limitations of section 501(c)(3) of the Internal
Revenue Code).
2.3 Governing Instruments. The Corporation shall be governed by its
articles or incorporation and these bylaws. For purposes of the articles of
incorporation and these bylaws. the term "trustee~' or "trustees" or "Board
of Trustees" shall be equivalent to the cor'l:esponding term "director" or
"dire~,tors" or "Eoard of Directors." as provided 'in the" Georgia Nonprofit
Corporation Code.
ARTICLE THREE
Board of Tr,ustees
3.1 Authority and Res~onsibilitv of the Board of Trustees.
(a) The supreme authority of the Corporation and the government and
management or the 'affairs of the Corporation shall be vested in
the Board of Trustees; and all the powers~ duties, and functions
of the Corporation conferred by the articles of incorporation.
these bylaws, states statutes. common law, court decisions. or
otherwise. shall,be exercised, perrormed or controlled by the
Board of Trustees.,
...:.
(b) The governing body or the Corporation shall be the Board of Trustees.
The Board of Trustees shall have supervision. control and direction
of the management. affairs and property of the Corporation; shall
determine its policies or changes therein; and shall actively
-2-
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...
~
prosecute its purposes and objectives and supervise the disbursement
of its funds. The Board of Trustees may adopt, by majority vote,
such rules and regulations for the conduct of its business and the
business of the Corporation as shall be deemed advisable, and may,
in the execution of the powers granted, delegate certain of its
authority and responsibility to an executive committee. Under no
circumstances, however,. shall any actions be taken which are
inconsistent with the articles of incorporation and these bylaws
or which are inconsistent or in any way in conflict with any actions
or directions of the Board of Trustees of University Health, Inc.,
a Georgia nonprofit corporation which qualifies'as a public charity
for federal tax purposes; and the fundamental and basic purposes of
the Corporation, as expressed in the articles of incorporation and
these bylaws, shall not be amended or changed.
. (c)
The Board of Trustees shall not permit any part of the net earnings
or capital of the Corporation to inure to the benefit of any
member, director, officer, trustee, or other private person or
individual.
(d) The Board of Trustees may, from time to time, appoint, as advisors,
persons whose advice, assistance and support may be deemed helpful
in determining policies and formulating programs for carrying out
~~the purposes and functions of the Corporation. '
(e) The Boa~d of Trustees is authorized to .employ such person or persons,
including an executive director or officer, attorneys, trustees,
agents, and assistants, as in its judgment are necessary or desirable
for the administration and management or the Corporation, and to pay
reasonable compensation for the services performed and expenses
incurred by any such person or persons.
(f) Anything in these bylaws to the contrary notwithstanding, the
trustees of the Corporation elected after the rirst regular Board
of Trustees shall be appointed by the Richmond County ~ospital
Authority; however, each person so appointed shall be one of three
persons nominated for such position by University Health, Inc.
University Health, Inc. shall have full power and authority to .
review and approve, in advance both short term and long term budgets,
capital and operating, of income and expenditures of the Corporation,
and to exercise such other supervision and control over the affairs
and property of the Corporation as the Board of Trustees of
University Health, Inc. may deem necessary or desirable to ensure
-3-
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-
that the charitable, educational and scientific purposes and
functions of the Corporation are carried out.
3.2 Initial and Regular Boards of Trustees. The initial trustees of the
Corporation shall be the persons ~hose names and addresses appear in the
articles of incorporation of the Corporation filed ~ith Secretary of State
of Georgia on May 31, 1984, and ~ho shall serve until a regular Board of
Trustees has been appointed by the Board of Trustees of University Health,
Inc. in the manner prescribed in Section 3.3 of these byla~s. Succeeding
the initial trustees, the regular Board of Trustees shall consist of the
chairman and the president of the Corporation, ~hich officers shall be
trustees by virtue of their election to such offices (except that the
President shall be ex officio and shall not have a vote), together with such
other trustees as may be appointed fram time to time in accordance with
these bylaws. There shall be a minimum of si."t' (6) trustees', and a maximum
of twelve (12) trustees, and the Board of Trustees is authorized to' fix by
resolution the exact number of trustees from time to time. Anything in
these byla~s to the contrary notwithstanding, at no time shall persons who
are serving from time to ti~e as members of the Board of Trustees of the
Corporation comprise more than one-half'of the members of the Board of
Trustees of University Health, Inc. Promptly after formation of the
Corporation, the Board or Trustees of University Health, Inc. shall appoint
a regular Board of Trustees as provided in Section 3.3 below. All persons
electeq. trustees following the election of the first regular Board of
Trustee's shall be appointed by the " Richmond :County Hospital Authority;
however, each such person so appointed shall be one of three persons
nominated for such position by University Health, Inc.
3.3 Manner of Appointment and Term of Office. As provided in Section 3.2
above, the regular trustees of th~ Corporation shall be appointed by t~e
Richmond County Hospital Authority, and each trustee shall continue in
office for a term of three (3) years and thereafter until his successor
shail have been elected and qualified or until his earlier death,
resignation, retirement, disqualification, or removal. However, when the
first regular Board of Trustees is appointed as provided in Section 3.2
above, approximately one-third (1/3) of the trustees then appointed shall
serve for an initial term of one year, approximately one-third (1/3) of the
trustees then appointed shall serve for an initial term of t~o years, and
approximately one-third (1/3) of the trustees then appointed shall serve for
an initial term of three years. Thereafte~, trustees shall be elected for
terms of three (3) years; and the terms of the trustees shall be staggered
so that the terms of not less than approximately one-third (1/3) are
-4-
.
....
...
-
expiring in anyone year. There shall be nolimitat~on on the number of
successive terms of office for which a trustee may serve; ho~ever, no
trustee shall be eligible for election or re-election to the Board of
Trustees after having attained the ,age of seventy,-five (75) years.
.-.
3.4 Removal. Any trustee may be removed, either for or ~thout cause, by
the Board of Trustees of the Corporation or by vote of a majority of the
Board of Trustees' of the Corporation. A removed trustee's successor may be
appointed by the Richmond County Hospital Authority pursuant to provisions
of paragraph 3.3 above to serve the unexpired term. Failure to attend sixty
(60%) percent 'of the meetings of the Board of Trustees held in any fiscal
year of the Corporation shall operate as a tender of resignation, and such
trustee may be removed from the Board.
3.5 Vacancies. Any vacancy in the Board of Trustees arising at any time
and from any cause, including the authorization of an increase in the number
of trustees, shall be filled by appointment of the Richmond County Hospital
Authority; however, each such person so appointed shall be one of three
persons nominated for such ,position by University Health, Inc. Unless
otherwise provided, each truste~ so appointed shall hold office until the
expiration of his term or the expired term of his predecessor as the case
may be or until his successor ,is el~cted and qualifies.
3.6 ~ Committees of the Board of Trustees. By resolution adopted by a
majority of the full Board of Truste'es, the Board of Trustees may designate
from among its ,members one or more executive committees, each consisting or
three (3) or more, trustees, ~hich number shall always,1nclude the chairman
and the president of the Corporation. By resolution adopted by a majority
of trustees present at a meeting at which a quorum is present, the Board of
Trustees may designate from among its members one or more other committees,
each consisting of t~o (2) or more ,trustees. Except as prohibited by law,
each committee shall have the authority as set forth in the resolution
esta:blishing said committee. ~ee also Article'Seven ("Committees of
Trusteesl1).
3.7 Compensation. No trustee shall receive compensation for his services
as a trustee or the Corporation but may be reimbursed for his actual
expenses incurred in the performance of his duties or, in the alternative,
the trustee may elect to be reimbursed for such expenses on a per diem basis
in such amount as is allo~ed by la~ for members of a hospital authority.
-5-
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~
...
3.8 Members of Richmond County Hosuital Authority as Trustees. Three
members or the regular Board or Trustees of the Corporation shall be
selected from the membership of the Richmond County Hospital Authority and
at all times, a~cept as provided below, three members o~ the Board of
Trustees of the Corporation shall be then serving members of the Richmond
County Hospital Authority. If necessary, a member of the Board of Trustees
may be removed and a successor' elected at any time in order to'maintain a
board which includes three then serving members of the Richmond County
Hospital Authority. Notwithstanding the above, the requirement that three
members of the Board of Trustees of the Corporation be then serving members
of Richmond County Hospital Authority.,is eA~ressly conditioned on there
being, from time to time, three members of Richmond County Hospital
Authority who are willing and able to -serve as members of the Boaro of
Trustees of the Corporation. 'If at time there are less than three members
of Richmond County Hospital Authority who are willing and able to serve on
the Board of Directors, then the trustees of the Corporation shall be
required to include only as many members, if any, of Richmond County
Hospital Authority who are willing and able,' from time to time, to serve as
members of the Board of Trustees of the Corporation. Each class of the
trustees (as provided in paragraph 3.3 above) shall include one member of
the Richmond County Hospital Authority provided that at least three such
members are serving as trustees of the Corporation.
3.9 ~::Employees as Trustees. Notwithstanding any other, provision of these
bylaws to the contrary, no more than one person employed by the Corporation
or by its affiliated corporations may serve as a member of the Board of
Trustees.
3.10 Medical Staff Membership. One member of the Board ,of Trustees shall
be an active member of the Medical Staff of University Hospital. The
Medical Staff shall nominate ten (10) persons for such position to:
University Health, Inc. and University Health, Inc. shall select three (3)
of those nominees for such position.' The person who shall serve shall be
appointed by Richmond County Hospital Authority from the three nominees
'submitted by University Health, Inc.
3.11 Conflicts of Interest. The Corporation may purchase from, sell to,
borrow from, loan to, contract with or otherwise deal wjth any member or
organization or person with which any trustee is any way interested or
involved provided both the Corporation and the trustee comply with the
provisions of O.C.G.A. ~ 31-7-74(b) and (c) as the same now exists or may
hereafter, from time to time, be amended.
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ARTICLE FOUR
Meetings of the Board of Trustees- '
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4.1 Place of Meetings. Meetings of the Board of Trustees may be held at
'any place ~thin or ~thout the State of Georgia as set forth in the notice
thereof or in the event of a meeting held pursuant to waiver of notice, as
may be set forth in the waiver, or if no place is so specified, at the
principal office of the Corporation.
4.2 Annual Meeting; Notice. The annual meeting.of the Boa~d of Trustees
shall be held at such place as the Board of Trustees shall determin~' ,on such
day and at such time as the Board of Trustees shall designate promptly
following the annual meeting of University Health, Inc. Unless waived as
contemplated in Section 5.2, notice of the time and place of such annual
meeting shall be given by the secretary either personally or by telephone or
by mail or by telegram not less than ten (10) nor more than fifty (50) days
before such annual meeting.
4.3 Regular Meetings; Notice. Regular meetings of the Board of Trustees
shall be held from time to time between annual meetings at such times and at
such places as the Board of Trustees may prescribe. Notice of the time. and
place of each such regular meeting shall be given by the secretary either
personally or by telephone or by mail or by telegram not less than two (2)
nor more than thirty (30) days before such regular meeting.
4.4 Special , Meetings; Notice. Special meetinp;s'of the Board of Trustees
may be called by or at the request of the chairman or the president or by
any three (3) of the trustees in office at that tiIne,. Notice of the time,
place and purpose of any special meeting of the Board, of Trustees, shall be
given by the secretary either personally or by telephone, or by mail or by
telegram at least twenty-four (24) hours before such meeting.
4.5 Waiver. Attendance by a truste'e at a meeting shall constitute waiver
of notice of such meeting, except where a trustee attends a meeting for the
express purpose of objecting to the transaction of business because the
meeting is not lawfully called. See also Article Five ("Notice and
Waiverll).
4.6 Quorum. At meetings of the Board of Trustees, a majority of the
trustees then in office shall be necessary to constitute a quorum for the
transaction of business. In no case, however, shall less than four (4)
trustees constitute a quorum.
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4.7 Vote Reauired for Action. Except as otherwise provided in these
bylaws or by law, the act of a majority of trustees present at a meeting at
which a quorum is present at the time shall be the act of the Board of
Trustees. Adoption. amendment and repeal of a bylaw are provided for in
Article Fourteen of these bylaws. Vacancies in the Board of Trustees may be
'filled as provided in Section 3.5 of these bylaws.
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4.8 Action by Trustees Without a Meeting. Any ,action required or
permitted to be taken at a meeting of the Board of Trustees may be taken
without a meeting if a consent. in writing. setting forth the action so
taken is signed by all the members of the Board of Trustees. Such consent
shall have the same force and effect as a unanimous vote at a meeting. The
signed consent. or a signed copy, shall be ylaced in the minute book.
4.9 Telephone and Similar Meetings. Trustees may participate in and hold
a meeting by means of conference telephone or similar communications
equipment by means of which all persons participating in the meeting can
hear each other.' Participation in such meeting shall constitute presence in
person at the meeting. except where a person participates in the meeting for
the express purpose of objecting to the transaction of any business on the
ground that the meeting is not lawfully called or convened.
4.10 Adjournments. A meeting of the Board of Trustees. whether or not a
quoru~:;is present.. may be adj ourned by a maj ority of the trustees present
to reconvene at a specific time and place. It shall not be necessary to
g~ve notice of .the reconvened meeting or of the busi~ess to be transacted.
other than by announcement at the meeting which was adjourned. At any such
reconvened meeting at which a quorum is present. any business may be
transacted which could have been transacted. at the meeting which. was
adjourned.
4.11 Attendance at Meetings. Members of the Board of Trustees shall
'attend all meetings unless absence is unavoidable.
4.12 Open Meetings. The Corporation shall comply with O.C.G.A. ~ 50-14-1
et seq. (commonly known as the Sunshine Law) as the same now exists or may
hereafter, from time to time, be amended, as if the Corporation were a
hospital authority.
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ARTICLE FIVE
Notice and Waiver
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5.1 Procedure. Whenever these bylaws require notice to be given to any
trustee, the notice shall be given as prescribed in Article Four. Whenever
notice is given to a trustee by mail, the notice shall be sent by "
first-class mail by depositing" the same in a post office or letter box in a
postage prepaid sealed envelope addressed to the trUstee at his address as
it appears on the books of the Corporation; and such notice shall"be deemed
to have been given at the time the same is deposited in the United States
mail. Notice shall be deemed to have been given by telegram or ~a~legram at
the time notice is filed with the transmitting agency.
5.2 Waiver. Whenever any notice is required to be given to any trustee
by law, by the articles of incorporation, or by these bylaws, a waiver
thereof, in writing, signed by the trustee entitled to such notice, whether
before or after the meeting to which the waiver pertains, shall be deemed
equivalent thereto.
ARTICLE SIX
Officers
6.1 . Number and Qualifications. The executive officers of the Corporation
shall ~onsist of a chairman, one or more vice chairmen as determined or
designated by the Board of Trustees, a president, one or more vice
presidents as determined or designated by the .Board of Trustees, a
secretary, and a treasurer. With the written approval of the Board of
Trustees of University Health, Inc., the Board of Trustees of the
Corporation shall from time to time create an~ establish the duties of such
other officers or assistant officers as it deems necessary for the efficient
management of the Corporation; but the Corporation shall not be required to
have at any time any officers other than a chairman, a president. a
secretary, and a treasurer. Any two (2) or more offices may be held by the
same 'person except the offices of president and secretary.
6.2 Election and Term of Office. The executive officers of the
Corporation, including the chai~an, the vice chairmen." the president, the
vice presidents, the secretary, and the treasurer, shall be elected by the
Board of Trustees of Corporation, and while holding such offices, the
chairman and the president shall serve as members of the Board of Trustees
of the Corporation, as provided in Article Three of these bylaws. Such .
officers shall serve for terms of one (1) year and thereafter until their
successors have been elected and qualified, or until their earlier death.
resignation. removal. retirement, or disqualification. These provisions of
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the bylaws shall not be deemed to prohibit the Board of Trustees from
entering into employment agreements with employees of the Corporation which
provide for terms of service of more than one (1) year or specify grounds
for removal. Any other officers or assistant officers appointed by the
Board of Trustees of the Corporation under Section 6.1 of these bylaws shall
serVe at the will of the Board of Trustees of the Corporation and until
their successors have been elected and qualified. or until their earlier
death, resignation, removal, retirement. or disqualification.
6.3 Other Agents.' The Board of Trustees may appoint from time to time
such agents as it may deem necessary or desirable, each of whom shall hold
office during the pleasure of the board, and shall have such authority and
perform such duties and shall receive such reasonable compensation, if any,
as the Board of Trustees may from time to time determine.
6.4 Removal. Any officer or agent elected or appointed by the Board of
Trustees of the Corporation may be removed by the Board of Trustees whenever
in its judgment the best interests of the Corporation will be served
thereby. However, any such removal shall be without prejudice to the
contract rights, if any, of the officer or agent so removed.
6.5 Vacancies. A vacancy in any office arising at any time and from any
cause may be filled for the unexpired term at any meeting of the Board of
Trust~~s of the Corporation.
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6.6 Chairman. The chairman shall preside at all meetings of the Board of
Trustees. The chairman shall also serve as a'member, with right to vote, of
any executive committee of the Board of Trustees and as a. voting member, ex
officio, of any and all other committees of trustees. He shall perform such
other duties and have such other authority and'powers as the Board of .
Trustees may from time to time prescribe.
6.7 Vice Chairmen. The vice chairmen, in the order of .their seniority,
unle'ss otherwise determined by the chairman or by the Board of Trustees,
shall, in the absence or disability of the chairman, perform the duties and
have the authority and exercise the powers of the chairman. They shall
perform such other duties and have such other authority and "powers as the
Board of Trustees may from time to time prescribe or as the chairman from
time to time delegate.
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6.8 President.' The" president shall be the chief executive officer of the
Corporation and, as such, shall exercise general supervision of all
operations and personnel of the Corporation. including determination of
compensation to be paid any employee other than himself for services
rendered to the Corporation, subject to the control of the Board of
Trustees. The president shall also serve as a member, with right to vote,
of any executive committee of the Board of Trustees and as a voting member,
ex officio, of any and all other c~ttees of trustees. The president
shall be authorized to sign checks. drafts, and other orders for the payment
of money, notes or other evidences of indebtedness issued in the name of the
Corporation, grant requests, and stat~ments and reports required' to be filed
with state or federal officials or agencies; and the president~shall be
authorized to enter into any contract or agreement and to execute in the
corporate name, along with the treasurer or secretary; an instrument or
other writing; and he shall s~e that all orders and resolutions of the Board
of Trustees are carried into effect. The president shall have the right to
supervise and direct the management and operation of the Corporation- and to
make all decisions as to policy and otherwise which may arise between
meetings of the Board of Trustees, and the other officers and employees of
the Corporation shall be under his supervision and control during such
interim. Unless otherwise determined by the chairman or by the Board of
Trustees, the president shall,' in the absence.of disability of the chairman
and all the vice chairmen, perform the duties and have the authority and
exerci~~ the powers of the chainnan. The president shall perform. such other
duties and have such other "authority and powers as the Board of Trustees may
from time to time prescribe.
6'.9 . Vice Presidents. The vice presidents, in the order of their
seniority; unless otherwise determined by the president or by the Board of
Trustees, shall, in the absence or disability of 'the president, perform the
duties and have the authority and exercise the powers of the president.
They shall perform such other duties and have such other authority and
powers as the Board of Trustees may from time to time prescribe or as the
president may from time to time delegate. .
6.10 Secretary.
(a) The secretary shall attend all meetings of the Board of Trustees and
record, or cause to be recorded, all votes, actions and the minutes of
all proceedings in a book to be kept for that purpose and shall
perform. or cause to be performed, like duties for the executive and
other committees when required.
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. (b) He shall give, or cause to be given, notice of 211 meetings of the
Board of Trustees.
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(c) He shall keep in safe custody the seal of the Corporation and. when
authorized by the Board of Trustees or the chairman, affL~ it to any
instrument requiring it. When so affixed, it'shall be attested by
his signature or by the signature of the treasurer or an assistant
secretary.
(d) He shall be under the supervision of the president. He shall perform
such other duties and have such other authority and powers as the Board
of Trustees may from time to time prescribe or as the president may
from time to time delegate.
6.11 Assistant Secretaries. The assistant secretaries, in the order of
their seniority, unless otherwise determined by the president or by the
Board of Trustees, shall, in the absence of disability of the secretary.
perform the duties and have the authority. and exercise the powers of the
secretary. They shall perform. such other duties and have such other powers
as the Board of Trustees may from time to time delegate.
6.i2 Treasurer.
(a) ~e treasurer shall have the "custody of the corporate funds and
securities and shall keep full and accurate accounts of rec~ipts
and disbursements of the Corporation and shall deposit all monies
and other valuables in the name and to the credit of the Corporation
into depositories designated by the Board of Trustees. .
(b) He shall disburse the funds of the Corporation as ordered by the
Board of Trustees, and prepare financial statements each month or
at such other intervals as the Board of Trustees shall direct.
(c) . If required by the Board of Trustees, he shall give the Corporation
a bond (in such form. in such sum, and with such surety or sureties
as shall be satisfactory to the board) for the faithful performance.
of the duties of his office and for the restoration to the Corporation,
in case of his death, resignation, retirement, or removal from office
all books, papers, vouchers, money and other property of whatever kind
in his possession or under his control belonging to the. Corporation.
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Cd) He shall perform such other duties and have such other authority and'
po~ers as the Board of Trustees may from time to time prescribe or
as the president may from time to time delegate.
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6.13 Assistant Treasurers. The assistant treasurers, in the order of
their seniority, unless otherwise determined by the president or by the
Board of Trustees, shall, in the absence of disability of the treasurer,
perform the duties and have the authority and exercise the powers of the
treasurer. They shall perform such other duties and have such other powers
as the Board of Trustees may from time to time prescribe or as' the president
may from time to time delegate.
ARTICLE SEVEN
Committees of Trustees
7.1 Executive Committees. By resolution adopted by a majority of the
trustees in off'ice, the Board of Trustees may designate from among its
members one or more executive committees, each of which shall. consist of
three (3) or more trustees, including the chairman and the president of the
Corporation, which executive committees, to the extent provided in such
resolution, shall have and exercise the authority. of the Board of Trustees
in the management of the affairs of the Corporation. However, the"
designation of such executive committees and the delegation thereto' of'
authority shall not operate to relieve the Board of Trustees, or any
individual trustee, of 'any responsibility imposed upon it or him by law.
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7.2 Other Committees of Trustees. Other committees, each' consisting of
two (2) or more trustees, not having and exercising the authority of the
Board of Trustees in the management of the Corporation, may be designated by
a resolution adopted by a majority of trustees present at a meeting at which
a quorum is present. Except as otherwise provided in such resolution or in
these bylaws. members of each such committee shall be appointed by the
chairman of the Corporation. Any member of any committee may be removed by
the person or persons authorized to appoint such member whenever in their
judgment the best interests of the Corporation shall be served by such
removal.
7.3 Advisory and Other Committees. The Board of Trustees may provide for
such other committees, including committees, advisory groups, boards of
governors, etc., consisting whole or' in part of persons who are not trustees
of the Corporation, as it deems necessary or desirable, and discontinue any
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such.committee at its pleasure. It shall be the function and purpose of
each such committee to' advise the Board of Trustees; and each such committee
shall have such powers and perform such specific duties or functions, not
inconsistent with the articles of inc~rporation'of the Corporation or these
yylaws, as may be prescribed for it by the Board of Trustees. Appointments
to and the filling ,of vacancies on any such other committees shall be made
by the chairman of the Corporation unless the Board of Trustees otherwise
provides. Any action by each such committee shall be reported to the Board
of Trustees at its meeting next succeeding such action and shall be subject
to control, revision, and alteration'by the Board of Trustees, provided that
no rights of third persons shall be prejudicially affected thereby.
7.4 Term of Appointment. Each member of a committee shall continue as
. .
such until the next annual meeting of the Board of Trustees and until his
successor is appointed, unless the committee shall be sooner terminated, or
unless such member shall be removed from'such committee, 'or unless such
member shall cease to qualify.as a member thereof. .
7.5 Chairman.
thereof.
One member of each committee shall be appointed chairman
7.6 Vacancies. Vacancies in the membership of any committee may be
filled by appointments made in the same manner as provided in the case of
the original appointments.
7.7 Quorum. Unless otherwise provided in the resolution of the B9ard of
Trustees designating a committee, a majority of the whole committee shall
constitute' a quorum; and the act of a majority of members present at a
meeting at which a quorum is present. shall be the act. of. the committee.
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7.8 Rules. Each committee may adopt rules for its own government; so
long as such rules are not inconsistent. with these bylaws or with rules
adopted by the Board of Trustees~
ARTICLE EIGHT
Special and Standing Committees
8.1 Finance Committee. The chairman. with the approval of and'after
consultation ~th the Board of Trustees, may appoint a finance committee
consisting of at least three (3) trustees of the Corporation. The finance
committee shall have responsibility for the financial planning of the
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Corporation's affairs, including che shore and long-cerm budgets, the
investments. of funds, and distributions and disbursements of funds, and such
other corporation financial matters as may be assigned to it from time to
time. In its budgetary functions the finance committee shall administer the
development of current and long-term budgets of income and expenditures of
the Corporation, recommend such budgets for approval, and review and'report
on actual performance against approved budgets. It shall assure that the
accounting records, procedures, and reports of the corporation are:adequate
to enable this committee effectively' to meet its budgetary respons?ilities.
The finance committee shall have the responsibility of ensuring that
operations of the Corporation are. conducted in accordance with approved
budgets.
No personal liability shall attach to any members' of the 'finance' committee
for losses. resulting from the exercise of their judgment in any decisions
affecting the finances of the Corporation or from the exercise of their'
judgment in the purchase or sale of securities and investment of funds of
the Corporation.
8.2 Building and Grounds Committee. The chairman, with the approval of
and after consultation with the Board of Trustees, may appoint a building
and grounds committee which shall consist of at least two (2) trustees of
the Corporation. The building and grounds committee shall have general
responsibility for the physical plant of University Hospital and any other
propeities and facilities owned or managed by the Corporation, as well as
any additions, .alterations, repairs, and maintenance thereto and insurance
therefor.
8.3 Soecial Committees. .The chairman, with the approval of the Board of
Trustees, may appoint such other committees, sub-committees, or task forces
as may be necessary or desirable and which. are not in conflict with other
provisions of these bylaws; and the duties of any such committees shall be
prescribed by the Board of Trustees upon their appointment.
8.4 Term of Apoointment. Each member of a committee shall continue as
such until the next annual meeting of the Board of Trustees or until his
successor is appointed, unless the committee shall be sooner terminated. or
unless such member shall be removed from such committee, or unless such
member shall cease to qualify as a member thereof.
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8.5 Chairman, Ex Officio Members. One member of each committee shall be
appointed chairman thereof. The chairman may' appoint members to his
respective committee who shall be such persons (either trustees, employees
or agents of the Corporation. or other persons) as the chairman deems
appropriate for the committee.
8.6; Vacancies.. Vacancies in the membership of any committee may be
filled by appointments made in the same manner as provided in the case of
the original appointments.
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8.7 Quorum. Unless the Board of Trustees directs otherwise, a majority
of the whole committee shall constitute a quorum; and the act of a majority
of the members presen~ at a meeting at which a quorum is present shall be
the act of the committee.
8.8 0 Rules. Each committee may adopt rules for its own government, so
long as such rules are. not inconsistent with these bylaws or yith rules
adopted by the Board of Trustees.
8.9 Medico-Administrative Liaison.' Effective and continuous liaison
shall be maintained among the Board of Trustees of the Corporation. the~
Board of Trustees of University Health, Inc., the Medical Staff, and the
University Hospital administration. The Board of Trustees is authorized and
empowered to ..implement such requirements as it deems appropriate and to
includ~ as committee members. representatives of the Boards of Trustees of
the Corporation and University Health, Inc.,. Medical Staff, and University
Hospital administration. In addition, the chairman of the Board of Trustees
of University Health, Inc., or his designee, and the' president of the
Medical Staff, or his designee, shall be invited to attend the regular
meetings of the Board of Trustees and 'shall be invited to report on
activities and present recommendations of the Board of Trustees of
University Health, Inc. and of the Medical Staff, respectively, and shall be
invited to participate in assisting the.Boar~ of Trustees or the Corporation
to assess its goals, policies, plans and programs.o
ARTICLE NINE
Professional Services
9.1 Or~anization. Appointments, and Hearings.
(a) The Corporation shall organize the physicians and appropriate other
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:personsgrant~d pra'c~ice privileges in.University Hospit'al in1:o' a
medical staff under ~edical'~affbylaws approved by the Corpora1:iono
TheCorporat~on 'shall consider'recommenda1:ionsoi the ~edical s1:aff
.. and appoint to-che :medical staff, "innumbersaPl''ropriate to 1:he
hospital's needs, physicians ~d 'others vho meet ~he ~ualifications
for membership as set forth in the bylaws of the medical staff.
Each member,'of the medical -st'aff sball haveappro-pria"t:e,.authority
and responsibili.ty for1:he care -of his patien"t:s subject. to such
l~itations .as are contained in thes~ bylaws and in' the byla~s.
rules, and regulations for the medical 'staff and subject, further,
to any limitations' attached to his appointment.
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(b) All appl~cations. forappoin~en~ to the medical staff shall be in
~ting .and addressed to the ~hief Executive 'Officer'of the hospital.
~e applications shall contain full information concerning the
applicant's education~'licensure, practice, previous hospital
~~~rience, and any unfavorabl~ h"istory with regard to licensure
and hospital privileg~s. This information shall be verified by the
:Credentials Committee of the Medical Staff.
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(c) "-II appointments .to the medical staff shall be consistent with the'
medical staff bylaws, renewabl~ by .the Dorporation pursuant 'to
fo-rmal reapplication.. When an appointment is not to be renewed~ or
~:when privileges have been .or are proposed to 'be reduced; altered,
suspended, or .terminated, the staff member shall "be. afforded the
-opportunity :o.f 'a hearing as p.rovid-ed in tbe :medi:cal staff bylaws.
Such hearing shall be conducted und'er :procedui:~s adopted by the
Co:rporcu:ion ''SO as .to ensure '.due process' ann to afford ful1. . ., .
()Pportunity -for the presentation -of all .pertinent 'information. .
{d) The bylaws and rul~s and regula.t:ions of the -medical staff will
govern the medical staff activi~ies .after their approval by
the 'Corporation. .
9.2 Medical.Care Evaluation.
!(a) The Corporation shall, in the 'exe.rcise of its 'overall responsibility,
assign to the medical staff reasonabl'e authority. for ensuring
appropriate professional care to the hospital's patients.
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:pers"Onsgrcmt~d p:ra:c"tice privile~ inUniversity Hospit'al into 'a
~edical staff under ~edical'S"taffbylaw5 approved by the Corporation.
The 'Corporat~onshall cunsid~:r'recommendationsof' "the ~edical staff
., and appoint: to the ~edical .staff, i-nnumbersapp:ropriate to the
hospita1~s needs, physicians and 'others vho ~eet the ~ualifications
for membership as set forth in the bylaws of the medical staff.
Each member,'of themedi-cal staff shall have approprlat:.e, .au~hority
'and responsibili.ty for the care -of his .patient:s subject. to -such
l~itations .as are contained in thes~ bylaws and in' the bylaws,
rules, and regulations for the ~edical 'staff and subject, further,
to any liinitations' attached .to his appointment.
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{b) All applications. for' app 0 int:ment 1:0 1:he medical staff shall be in
~ting .and addressed 1:0 the ~hief Executive 'Officerof the hospital.
Lhe applications shall contain full information concerning the
applicant's education~'licensure, practice, previous hospital
~~~rience, and any unfavorabl~ hi-story with regard to licensure
and hospital privile~es. This information shall be verified by the
:Credentials Committee of the Medical Staff.
{C} All appointments .to the medical staff shall be consistent with the'
medical staff bylaws, renewable by the ~orporation pursuant 'to
fo-rm.al reapplication.. When. an appoint:m.ent is not to be renewed, or
~:When :privileges have been .or are proposed to be reduced; altered,
suspended, .o-r .terminated, the st:aff :member shall "be.afforded the
-opportunity :o.f 'a hearing as p.rovid-ed in :the 1l1edi~al staff bylaws.
Such .hearing shall be condtreted und-e-r l'rocedur~s adopted by the
Co:rpo-ra:tion ''SO :as to ensure '.due pTocess' an-d 1:0 afford full . ..
<:lpportunity "fo-r the :presentation -of all .pertinent: 'informat:ion. .
(d) The bylaws and rules and regula.tions of the "1IledicaJ.staff vill
~overn tbe medical staff activi~ies .aft-er their approval by
the 'Corporation. .
9.2 Medical .CareEvaluat'ion.
\a~ The Corporation shall, in tbe 'exercise of its 'overall responsibility,
assign to the medical st'aff reasonabl-e authority for ensuring
appropriate professional care to the hospital~s patients.
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(b)
The medical staff shall conduc~an ongoing re7iew and appraisal
of the quality of professional care rendered' in University Hospital
and shall report such ac~ivities and their results to the
Corporation. .
(c)
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The medical staff shall make recommendations to the Corporation
concerning: (i) appointments, reappointments, and other changes
in staff status; (ii) granting of clinical privileges;
(iii)~ disciplinary actions; (iv) all matters relating to
professional competency; and. (v) such specific mat~ers as may
be referred to it by the Corporation.
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ARTICLE TEN
Volunteer'Services
10.1 ~oments Board. The Women's Board of the University Hospital shall be
the official volunteer organization of the hospital. The Women's Board will
cause to be written a constitution and bylaws which will be submitted to the
Corporation for approval, if the same differ from the constitution and
bylaws of ~he Women's Board in existence at the time' the lease between RCHA
and the'Corporation becomes effective.-
10.2 Other Volunteers. .Other volunteers will be encouraged to assist at
Unive~~ity Hospital.
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10.3 Clergy Staff. The Clergy Staff.of the University Hospital shall be
the official organization of the area clergy.' Guiding policies and bylaws
of the Clergy Staff shall be submitted. to the Corporation for approval, if
the same differ from those policies and bylaws in existence on the effective
date. of the' aforesaid lease.
ARTICLE ELEVEN
Contracts, Checks, Deposits, and Funds
11.1 Contracts. The Board of Trustees may authorize any officer or
officers, agent or agents of the Corporation, in addition to the officers so
authorized by these bylaws, to enter into any contract or 'execute and
deliver any instrument in the name and 00 behalf of the Corporation. Such
authority must be in writing and may be gen'eral or confined to specific
instances.
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11.2 Checks, Drafts. Notes, Etc. All checks. draf:s or other orders for
the payment of money, notes or other evidence of indebtedness issued in the
name of the Corporation shall be signed by the treasurer and countersigned
by the president or the chairman, and may be signed by such other officer or
officers, agent or agents, of the Corporation and in such'manner as may from
time to time be determined by resolution of the Board of Trustees.
11.3 Denosits. 'All funds of the Corporation shall be deposited from time
to time to the credit of the Corporation in such banks, trust companies or
other depositories as the Board of Trustees may select. ..
11.4 Gifts. The Board of Trustees may accept on behalf of;the Corporation
any contribution, gift, bequest, or devise for the general purposes or for .
any special purpose of the Corporation.
ARTICLE TWELVE
Indemnification and Insurance
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12.1 Indemnification. In the event that any person who was or is a party
to or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, .
administrative or investigative, seeks indemnification from the Corporation
against expenses, including attorneys' fees (and in the case of actions
othe~;than those by or in the right of the Corporation, judgments, fines and
amounts paid in settlement), actually and reasonably incurred by him in
connection with such action, suit, or proceeding by reason o~.~h.~ fact that
such person is or was a director, officer, employee,. trustee or agent of the
Corporation, or is or was serving at the request of the Corp~ration as a
director, officer, employee, trustee, or agent of another corporation,
domestic or foreign, nonprofit or for profit, partnership, joint venture,
trust, or other enteriprise, then, unless such indemnification is ordered by
a court, the Corporation shall determine. or cause to be determined, in the
manner provided under Georgia law whether or not indemnification is proper
under the circumstances because the person claiming such indemnification has
met the applicable standards of conduct set forth in Georgia..lC!-w;..and, to
the extent it is so determined that such indemnification is proper, the
person claiming such indemnification shall be indemnified to the fullest
extent now or hereafter permitted by Georgia law.
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12.2 Indemnificacion Noc Exclusive of Other Righcs. The indemnificacion
provided in Section 12.1 above shall noC be deemed exclusive of any other
rights to which those seeking indemnificacion may be entitled under the
articles of incorporation or bylaws, or any agreement, vote of members or
disinteresced truscees, or otherwise, bpth as to action in his official
capacity and as to accion in another capacity while holding such office, and
shall continue as to a person who has ceased to be a director, officer,
employee, trustee, or agent, and shall inure to the benefit of the heirs,
executors, and administrators of such a person.
12.3 Insurance. To the extent permitted by Georgia law, the Corporation
may purchase and maintain insurance on behalf of any person who is or was a
director, officer, employee, trustee, or agent of the Corp'oration~ or is or
was serving a~ the request of the Corporation as a director, officer,
employee, trustee, or agent of another corporation. domestic or foreign,
nonprofit or for profit, partnership, joint venture, trust or other
enterprise..
13.1 Books and Records. The Corporation shall keep correct and complete
books and records of account and shall also keep minutes of the.proceedings
of its members, Board of Trustees, and 'committees having any of the
authorfty of the Board of Trustees. The Corporation shall keep at its
registered or principal office a record giving the names and addresses of
the trustees.
13.2 Open Records. The Corporation shall comply. with O.C.G.A. 9 50-18-70
et seq. (commonly known as the Open Records Act). as the same now'exists or
may hereafter, from time to time, be amended, as if the Corporation were a
hospital.authority.
13.3. Corporate Seal. The corporate seal (of which there may be one or
more exemplars) shall be in such form as the Board of Trustees may from time
to time determine.
13.4 Fiscal Year. The Board of Trustees is authorized to fL~ the fiscal
year of the Corporation and to change the same from time to time as it deems
appropriate.
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13.5 Internal Revenue Code. . All. references in these bylaws to sections of
the Internal Revenue Code shall be considered references to the Internal
Revenue Code of 1954, as from time to time amended, to the corresponding
provisions of any applicable future United States Internal Revenue Law. and
to all regulations issued under such sections and provisions.
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13.6 Construction.' Whenever'the context so requires, the masculine shall
include the feminine and neuter. and the singular shall include the plural.
and conversely. If any portion of these bylaws shall be invalid or
inoperative, then, so far as is reasonable and possible:
(a) The remainder of these bylaws shall be considered ~alid and
operative.
(b)' Effect shall be given to the intent manifested by the portion held
invalid and inoperative.
13.7 Table of Contents; Headings. The table of contents and headings are
for organization, convenience and clarity. In interpreting these bylaws,
they shall be subordinated in importance to the other written material.
13.8 Relation of Articles of Incorooration. These bylaws are.subject to,
and governed by, the articles of inc9rporation.
~:.
'ARTICLE FOURTEEN'
Amendments
14.1 Power to Amend Bylaws. Subject to the provisions of Section 2 of
this Article, the Board of Trustees shall have the power to alter, amend, or
repeal these bylaws, or adopt new byl~s;'provided, however, that the Board
of Trustees shall have no power or authority to make any changes in the
bylaws which would in any way diminish or derogate from the power of the
Board of Trustees of University Health, 'Inc., with respect to the
appointment and/or removal of trustees of the Corporation or otherwise.
14.2 Conditions. Action by the Board of Trustees with respect to bylaws
shall be taken by the affirmative vote of a majority of all trustees then
holding office. Anything in these bylaws to the contrary notwithstanding.
no action with respect to the bylaws shall be taken without the prior
written approval of the Board of Trustees of University Health, Inc.
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ARTICLE FIFTEEN
Ta."'<-Exempt Status
.
15.1 Tax-~"'<empt Status. The affairs of the Corporation at all times shall
he conducted in such a manner as to assure its status as a "publicly
sup~ortedtf organization as defined in section 509(a)(1) or section 509(a) (2)
or section S09(a) (3) of the Internal Reven~e Code, and so in other ways to
qualify for exemption from tax pursuant to section 501(c)(3) of the Internal
Revenue Code.
....
ARTICLE SIXTEEN
Adoption of Bylaws
University Health Services, Inc. was organized under the laws of the State
of Georgia on May 31, 1984. These bylaws were adopted by resolution of the
Initial Board of Trustees of the Corporation and became effective on the
11th day of July, 1984.
ARTICLE SEVENTEEN*
Reversion of Assets
17.1 ...Reversion of Assets to RichIIiond County Hospital Authority. At such
time as the lease between Richmond County Hospital Authority and University
Health Services, Inc. shall terminate, the Corporation shall cause all of
its assets in existence at such time to be transferred to Richmond County
Hospital Authority or, in the event a transfer may not be accomplished
because of some legal impediment, the Corporation shall hold said assets as
the same exist at the time said lease is terminated in trust for the
exclusive benefit of University Hospital, Augusta, Georgia.
ARTICLE EIGHTEEN*
Financial Disclosures.
18.1 Financial Disclosures. Annually the Corporation shall. furnish or
cause to be furnished to the Richmond County Hospital Authority, and make
available. for public inspection, a consolidated, audited, financial
statement, including the balance sheet and the profit and loss statement for
the preceding fiscal year. Such statement shall be prepared by an
independent certified public accountant. There shall he consolidated into
said financial statement the operations of University Health. Inc. and all
affiliated or subsidiary corporations. Moreover. there shall be furnished
to Richmond County Hospital Authority, and made available for public
inspection, periodic, consolidated financial operating statements.
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*Scrivener's error in officical amendment.
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ATTEST:
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Secretary
[CORPORATE SEAL}
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Office of the" Secretary of State
Corporations Division
Floyd Tavera
Plaza Level - Vest
200 Piedmont Avenue, Yest
Atlanta, Georgia 30334
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BYLAWS
OF
UNIVERSITY HEALTH SERVICES, INC.
Incorporated under the laws of the State of Georgia
Adopted by the Initital Board of Trustees on
the 11th day of July, 1984
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UNIVERSITY HEALTH SERVICES, INC.
B Y LAW S
TABLE OF CONTENTS
PAGE
ARTICLE ONE - NAME, LOCATION AND OFFICES
Section 1.1.
Section 1.2
Section 1. 3
1
Name
Registered Office and Agent
Other Offices
1
1
1
ARTICLE TWO - PURPOSES AL'ID GOVERNL'lG INSTRUMENTS
Section 2.1
Section 2.2
Section 2.3
1
Nonprofit Corporation
Charitable, Educational. and Scientific
Purposes
Governing Instruments
1
1
2
ARTICLE THREE - BOARD OF TRUSTEES
Section 3.1
':...'
Section 3.2
Section 3.3
Section 3.4
Section 3.5
Section 3.6
Section 3.7
Section 3.8
Section 3.9
Section 3.10
Section 3.11
2
Authority and Responsibility of t~e Board
of Trustees 2
Initial and Regular Boards of Trustees 4
Manner of Election and Term of Office 4
Removal 5
Vacancies 5
Committees of the Board of Trustees 5
Compensation 5
Members of Richmond County Hospital Authority
as Trustees 6
Employees as Trustees 6
Medical Staff Membership 6
Conflicts of Interest 6
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TABLE OF CONTENTS
(continued)
PAGE
ARTICLE FOUR - MEETINGS OF THE BOARD OF TRUSTEES
6
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Section 4.1
Section 4.2
Section 4.3
Section 4.4
Section 4.5
Section' 4~6
Section 4.7
Section 4~8
Section 4.9,
Section 4.10
Section 4.11
Section 4.12
Place of Meetings
Annual Meeting; Notice
Regular Meetings; Notice
Special Meetings; Notice
Waiver
QU010JIll
Vote Required for Action
Action by Trustee Without a Meeeing
Telephone and Similar Meetings
Adjournments
Attendance at Meetings
Open Meetings
7
7
7
7
7
7
8
8
8
8
8
8
ARTICLE FIVE - NOTICE AND WAIVER
9
Section 5. 1
S.~ction 5.2
ARTICLE SIX - OFFICERS
Section 6.1
Section 6.2
Section 6.3
Section 6.4
Section 6.5
Section 6.6
Section 6.7
Section 6.8
Section 6.9
Section 6.10
Section 6.11
Section 6.12
Section 6.13
Procedure
Waiver
9
9
9
Number and Qualifications
Election and Term of Office
Other Agents
Removal
Vacancies
Chairman
Vice Chairmen
President
Vice Presidents
Secretary
Assistant Secretaries
Treasurer
Assistant Treasurers
9
9
10
10
10
10
10
11
11
11
12
12
13
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TABLE OF CONTENTS
(continued)
ARTICLE SEVEN - COMMITTEES OF TRUSTEES
Section 7.1
Section 7.2
Section 7.3
Section 7.4
Section 7.5
Section 7.6
Section 7.7
Section.7.8
Executive Committees
Other Committees of Trustees
Advisory and Other Committees
Term of Appointment
Chairman
Vacancies
Quorum
Rules
ARTICLE EIGHT - SPECIAL &~ STANDING COMMITTEES
Section 8.1
Section 8.2
Section 8.3
Section 8.4
Section 8.5
S.ection 8.6
'~;'ection 8.7
Section 8.8
Section 8.9
Finance Committee
Building and Grounds Committee
Special Committees
Term of Appointment
Chairman. Ex Officio Members
Vacancies
Quorum
Rules
Medico-Administrative Liaison
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ARTICLE }.TINE - PROFESSIONAL SERVICES
Section 9.1
Section 9.2
Organization, Appointments and Hearings
Medical Care Evaluation
ARTICLE TEN - VOLUNTEER SERVICES
Section 10.1
Section 10.2
Section 10.3
Women's Board
Other Volunteers
Clergy Staff
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PAGE
13
13
13
13
14
14
14
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14
14
Ii
15
15
15
16
16
16
16
16
16
16
17
18
18
18
18
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TABLE OF CONTENTS
(continued)
PAGE
ARTICLE ELEVEN - CONTRACTS J CHECKS, DEPOSITS, AND FUNDS
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Section 11.1
Section 11.2
Section 11.3
Section 11.4
18
Contracts
Checks, Drafts, Notes, Etc.
Deposits
Gifts
18
19
19
19
ARTICLE TWELVE - INDEMNIFICATION AND INSURANCE
Section 12.1
Section 12.2
Section 12.3
19
Indemnification 19
Indemnification Not Exclusive 'of Other Rights 20
Insurance 20
ARTICLE THIRTEEN - MISCELLANEOUS
Section 13.1
Section 13.2
Section 13.3
,-Section 13.4
Secti.on 13.5
Section 13.6
Section 13.7
Section 13.8
20
Books and Records
Open Records
Corporate Seal
Fiscal Year
Internal Revenua Code
Construction
Table of Contents; Headings
Relation to Articles of Incorporation
20
20
20
20
20
21
21
21
ARTICLE FOURTEEN - AMENDMENTS
Section 14.1
Section 14.2
21
Power to Amend.Bylaws
Conditions
21
21
ARTICLE FIFTEEN - TAX - EXEMPT STATUS
Section 15.1
22
Tax - Exempt Status
22
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TAELE OF CONTENTS
(continued)
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ARTICLE SLTIEEN - ADOPTION OF BYLAWS
22
ARTICLE SEVENTEEN - REVERSION OF ASSETS
22
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Section 17.1
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Reversion of Assets
22
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ARTICLE EIGHTEEN - FINANCIAL DISCLOSURES
22
Section 18.1
Financial Disclosures
22
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BYLAWS
I)
OF
UNIVERSITY HEALTH SERVICES, INC.
Incorporated under the la~s of the State of Georgia
ARTICLE ONE
Name, Location. and Offices
1.1 Name. The name of this Corporation shall be University Health
Services, Inc.
1.2 Registered Office and Agent. The Corporation shall maintain a registered
office in the State of Georgia, and shall have a registered agent whose
address is identical with the address of such registered office, in accordance
with the ~equirements of the Georgia Nonprofit Corporation Code.
1.3 Other Offices. The Corporation may have other offices at such place or
places, ~ithin or without the State of Georgia, as the Board of Trustees may
determine from time to time or the affairs of the Corporation may require or
make desirable.
ARTICLE TWO
Purposes and Governing Instruments
2.1 Nonp~ofit Corooration. The Corporation shall be organized and operated
as a nonprofit corporation under the provisions of the Georgia Nonprofit
Corporation Code.
2.2 Charitable. Educational, and'Scientific Purposes. The Corporation is a
voluntary association of individuals, the purposes of which, as set forth in
the articles of incorporation. are exclusiv"ely charitable.. educational~ and
scientific within the meeting of section ~01(c)(3) of the Internal Revenue
Code. The Corporation was created to lease and operate University Hospital
and related liospital faciliti.es in Augusta, Georgia, as an acute care general
hospit~l for the benefit of the general public, and its purposes shall
include, but shall not be limited to, the following:
(a) To provide hospital or medical care and serVices and to carry out,
directly, or indirectly. related health care functions;
(b) To own and' operate. directly or indirectly, hospitals, health care
facilities, and other related facilities;
(c) To promote the delivery of h~alth care to the general public by providing
services and resources to hospitals and other health care organizations;
and
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(d) To perform all other acts necessary or incidental to the above and to do
whatever is deemed necessary, useful, advisable, or conducive, directly
or indirectly, as set forth in the articles of incorporation and these
bylaws, including the exercise of all other power and authority enjoyed
by corporations generally by virtue of the provisions of the Georgia
Nonprofit Corporation Code (within and subject to the limitations of
section 501(c)(3) of the Inzernal Revenue Code).
.-.
2.3 Governing Instruments. The Corporation shall be governed by its articles
of incorporation and these bylaws. For purposes of the articles of
incorporation and these bylaws, the term "trustee" or "trustees" or "Board of
Trustees" shall be equivalent to the corresponding term "director" or
"direc.tors" or "Board of Directors," as provided in the Georgia Nonprofit
Corporation Code.
ARTICLE THREE
Board of Trustees
3.1 Authority and Responsibility of the Board of Trustees.
(a) The supreme authority of the Corporation and the government and
management of the affairs of the Corporation shall be vested in the Board
of Trustees; and all the powers. duties. and functions of the Corporation
conferred by the articles of incorporation, these bylaws, states
. statutes, common law, court decisions, or otherwise, shall be exercised,
per~ormed or contr~lled by the Board of Trustees.
(b) The governing body of the Corporation shall be the Board of Trustees.
The Board of Trustees shall have supervision, control and direction of
the management, affairs. and property .of the Corporation;. shall determine
its policies or changes' therein; and shall actively prosecute its
purposes and objectives and supervise the disbursement of its funds. The
Board of Trustees. may adopt, by majority vote. such rules and regulations
for the conduct of its business and.the business of the Corporation as
shall be deemed advisable, and' may, in the execution of the powers
granted, delegate certain of its authority and responsibility to an
executive committee. Under no circumstances, however, shall any actions
be taken which are inconsistent with the articles of incorporation and
these bylaws or which are inconsistent or in any way in conflict with
any actions or directions of the Board of Trustees of University
Health, Inc., a Georgia nonprofit corporation which qualifies as a public
charity for federal tax purposes; and the fundamental and basic purposes
of the Corporation, as expressed in the articles of incorporation and
these bylaws, shall not be amended or changed.
(c) The Board of Trustees shall not permit any part of the net earnings or
capital of the Corporation to inure to the benefit of any member,
director. officer. trustee, or other ?rivate person or individual.
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Cd) The Board of Trustees may, from time to time, appoint, as advisors,
persons whose advice, assistance and support may be deemed helpful in
determining policies and formulating programs for carrying out the
purposes and functions of the Corporation.
Ce) The Board of Trustees is authorized to employ such person or persons.
including an executive director or officer. attorneys, trustees. agents,
and assistants, as in its judgement are necessary or desirable for the
administration and management of the Corporation. and to pay reasonable
compensation for the services performed and expenses incurred by any such
person or persons.
(f) Anything in these bylaws to the contrary notwithstanding, the trustees of
the Corporation elected after the first regular Board of Trustees shall
be appointed by the Richmond County Hospital Authority; however, each
person so appointed shall be one of three persons nominated for such
position by University Health, Inc. University Health, Inc. shall have
full power and authority to review and approve in advance both short term
and long term budgets, capital and operating, of income and expenditures
of' the Corporation, and to exercise such other supervision and control
over the affairs and property of the Corporation as the Board of Trustees
of University Health, Inc. may deem necessary or desirable to ensure that
the charitable, educational and scientific purposes and functions of the
Corporation are carried out.
3.2 Initial and Regular Boards of Trustees. The initial trustees of the
Corporation shall be the persons whose names and addresses appear in the
articles..af incorporation of the Corporation filed ~ith Secretary of State of
Georgia o~ May 31, 1984,. and who shall serve until a regular Board of Trustees
has been appointed by the Board of Trustees of University Health, Inc. in the
manner prescribed :in Section 3.3 of these bylaws. Succeeding the initial
trustees, thereguJ.ar'.Board .of Trustees shall consist of the chairman and' the
president of the.Corp'oration, which officers shall'be trustees by virtue of
their election to such offices (except that the President shall be ex officio
and shall not have a: vote), together with such other trustees as may be
appointed from time to time in accordance. with these bylaws. There shall be a
minimum of six (6) trustees, and a maximum of twelve (12) trustees, and the
Board of Trustees is authorized to fix by resolution the exact'number of
trustees from time to time. Anything in these bylaws to the contrary
no rwi ths tanding , at no time shall persons who are serving from time to time as
members of the Board of Trustees of the Corporation comprise more than
one-half of the members of the Board of Trustees of University Health, Inc.
Promptly after formation of the Corporation. the Board of Trustees of
University Health, Inc. shall appoint a regular Board of Trustees as provided
in Section 3.3 below. All persons elected trustees following the election of
the first regular Board of Trustees shall be appointed by the Richmond County
Hospital Authority; however, each such person so appointed shall be one of
three persons nominated for such position by University Health, Inc.
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3.3 Manner of Appointment and Term of Office. As provided in Seccion 3.2
above, the. regular trustees of the Corporation shall be appointed by the
Richmond County Hospital Authority, and each trustee shall continue in office
for a term of three (3) years and thereafter until his successor shall have
been elected and qualified or until his earlier death, resignation,
retirement. disqualification, or removal. Ho~ever. when the first regular
Board of Trustees is appointed as provided in Section 3.2 above, approximately
one-third (1/3) of the trustees then appointed shall serve for an initial term
of one year, approximately one-third (1/3) of the trustees then appointed
shall serve for an initial term of two years, and approximately one-third
(1/3) of the trustees then appointed shall serve for an initial term of three
years. Thereafter, trustees shall be elected for terms of three (3) years;
and the terms of the trustees shall be staggered so that the.terms of. not less
than approximately one-third (1/3) are expiring in anyone year. There shall
be no limitation on the number of successive terms of office for which a
trustee may serve; ho~ever. no trustee shall be eligible for election or
re-election to the Board of Trustees after having attained the age of
seventy-five (75) years.
3.4 Removal. Any trustee may be removed. either for or without cause, by the
Board of Trustees of the Corporation or by vote of a majority of the Board of
Trustees of the Corporation. A removed trustee's successor may be appointed
by the Richmond County Hospital Authority pursuant to provisions of paragraph
3.3 above to serve the unexpired term. Failure to attend sixty (60%) percent
of the meetings of the Board of Trustees held in any fiscal year of the
Corporation shall operate as a tender of resignation, and such trustee may be
removed from the Board.
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3.5 Vacancies. Any vacancy in the Board of Trustees ar~s~ng at any time and
from any cause, including the authorization of an increase in the number of
trustees., shall be filled by appointment of the Richmond County Hospital
Authority; however, each such person so appointed shall be one of three >
persons nominated for such position by University Health. Inc. Unless
otherw~se prov~ded. each trustee so appointed shall hold office unt~l the
expiration of his term or the expired term of his predecessor as the case may
be or until his successor is elected and qualifies.
3.6 Committees of the Board of Trustees. By resolution adopted by a majority
of the full Board of Trustees, the Board of Trustees may designate from among
its members one or more executive committees, each consisting of three (3) or
more trustees, which number shall always include the chairman and the
president of the Corporation. By resolution adopted by a majority of trustees
present at a meeting at which a quorum is present, the Board of Trustees may
designate from among its members one or more other committees. each consisting
of two (2) or more trustees. Except as prohibited by law, each committee
shall have the authority as set forth in the resolution establishing said
committee. See also Article Seven ("Committees of Trustees").
3.7 Compensation: No trustee shall receive compensation for his services as
a trustee of the Corporation but may be reimbursed for his actual expenses
incurred in the performance .of his duties or, in the alternative, the trustee
may elect to be reimbursed for such expenses on a per diem basis in such l
amcunt as is allo~ed by la~ for members of a hospital authority.
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3.8 Members of Richmond Councy Hosoical Auchoricy as Trustees. Three members
of che regular Board of Truscees of the Corporation shall be selected from the
membership of the Richmond County Hospital Auchority and at all times, except
as provided belo~. three members of the Board of Trustees of the Corporation
shall be then serving members of the Richmond County Hospital Authority. If
necessary, a member of the Board of Trustees may be removed and a successor
elected at any time in order to maintain a board which includes three then
serving members of the Richmond County Hospital Authority. Notwithstanding
the above. the requirement that three members of the Board of Trustees of the
Corporation be then serving members of Richmond County Hospital Authority is
expressly conditioned on there being, from time to time, three members of
Richmond County Hospital Authority who are willing and able to serve as
members of the Board of Trustees of the Corporation. If at time there are
less than three members of Richmond County Hospital Authority who are willing
and able ~o serve on the Board of Directors, then the trustees of the
Corporation shall be required to include only as many members, if any, of
Richmond County Hospital Authority who are willing and able, from time to
time, to serve as members of the Board of Trustees of the Corporation. Each
class of the tr~stees (as provided in paragraph 3.3 above) shall include one
member of the Richmond County Hospital Authority provided that at least three
such members are serving as trustees of the Corporation.
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3.9 Employees as Trustees. Notwithstanding any other provision of these
bylaws to the contrary, no more than one person employed by the Corporation or
by its affiliated corporations.may serve as a member of the Board of Trustees.
3.10 Medical Staff Membership. One member of the Board of Trustees shall be
an active member of the Medical Staff ,of University Hospital. The Medical
Staff shall nominate ten (10) persons for such position to University
Health, Inc. and University Health, Inc. shall select three (3) of those
nominees for.such position. The person who shall serve shall be: appointed. by
Richmond County Hospital Authority from the three ~ominees submitted by
University Health, Inc. .
3.11 Conflicts of Interest. The Corporation may purchase from, se~~ to.
borrow from, ~oan to, contract with or otherwise deal ~th any member or
organization or person with which any trustee is.any way interested or
involved provided both the Corporation and the trustee comply with the
provisions of O.C.G.A. ~ 31-7-74(b) and (c) as the same now exists or may
hereafter, from time to time, be amended.
ARTICLE FOUR
Meetings of the Board of Trustees
4.1 Place of Meetings. Meetings of the Board of Trustees may be held at any.
place within or without the State of Georgia as set forth in the notice
thereof or in the event of a meeting held pursuant to waiver of notice, as may
be set forth in the waiver, or if no place is so specified. at the principal
office of the Corporation.
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4.2 Annual Meecing; Nocice. The annual meecing of che Board of Trustees
shall be held ac such place as che Board of Truscees shall decermine on such
day and ac such c~e as che Board of Truscees shall designace promptly
following the annual meeting of University Health, Inc. Unless waived as
concemplated in Section 5.2, nocice of the time and place of such annual
meecing shall be given by the secretary either personally or by telephone or
by mail or by telegram not less than ten (10) nor more than fifty (50) days
before such annual meeting.
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4.3 Regular Meecin~s; Notice. Regular meecings of che Board of Trustees
shall be held from time to time between annual meetings at such times and ac
such places' as the Board of Trustees may prescribe. Notice of the time and
place of each such regular meeting shall be given by the secretary either
personally or by telephone or by mail or by telegram not less than ewo (2) nor
more than thirty (30) days before such regular meeting.
4.4 Special Meetings; Notice. Special meetings of the Board of Trustees may
be called by or at the request of the chairman or the president or by any
three (3) of the trustees in office at that time. Notice of the time, place
and purpose of any special meeting of the Board of Trustees shall be given by
che secretary either personally or by telephone or by mail or by telegram at
least twenty-four (24) hours before such meeting.
4.5 Waiver. Attendance by a trustee at a meeting shall constitute waiver of
notice of such meeting, except where a trustee attends a meeting for the
express purpose of objecting to the transaction of business because the
meeting :f:.s not lawfully called. See also Article Five ('INotice and Waiver").
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4.6 Quorum. At meetings of the Board of Trustees, a majority of the trustees
then in office shall be necessary to constitute a quorum for the transaction
of business. In no case, however, shall less than four (4) trustees
constitute a quorum.
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4.7 Vote Required for Action. Except as otherwise provided in these bylaws
or by law, the act of a majority of trustees present at a meeting at which a
quorum is present. at the time .shall be the act of the Board of Trustees.
Adoption, amendment and repeal of a bylaw are provided for in Article Fourteen
of these bylaws. Vacancies in the Board of Trustees may be filled as provided
in Section 3.5 of these bylaws.
4.8 Action by Trustees Without a Meeting. Any action required or permitted
to be taken at a meeting of the Board of Trustees may be taken without a
meeting if a consent, in writing, setting forth the action so taken is signed
by all the members of the Board of Trustees. Such consent shall have the same
force and effect as a unanimous vote at a meeting. The signed consent, or a
signed copy, shall be placed in.the minute book.
4.9 Teleohone and Similar Meetings. Trustees may participate in and hold a
meeting by means of conference telephone or similar communications equipment
by means of which all persons parcicipating in the meeting can hear each
other. Par:icipation in such meeting shall constitute presence in person at
the meeting, except where a person participates in the meeting for the express ~
purpose of objecting to the transaction of any business on the ground that the
meeting is not lawfully called or convened.
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4.10 Adjournments. A meeting of the Board of Trustees, whether or not a
quorum is present. may be adjourned by a majority of the trustees present to
reconvene at a specific time and place. It shall not be necessary to give
notice of the reconvened meeting or of the business to be transacted, other
than by announcement at the meeting which was adjourned. At any such
reconvened meeting at which a quorum is present, any business may be
transacted which could have been transacted at the meeting which was
adjourned.
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4.11 Attendance at Meetings. Members of the Board of Trustees shall attend
all meetings unless absence is unavoidable.
4.12 Open Meetin~s.
seq. (commonly known
hereafter, from time
hospital authority.
The Corporation shall comply with O.C.G.A. 3 50-14-1 et
as the Sunshine Law) as the same now exists or may
to time. be amended, as if the Corporation were a
ARTICLE FIVE
Notice and Waiver
5.1 Procedure. Whenever these bylaws require notice to be given to any
trustee, the notice shall be given as prescribed in Article Four. Whenever
notice is given to a trustee by mail. the notice shall be sent by first-class
mail by depositing the same in a post office or letter box in a postage
prepaid sealed envelope addressed to the trustee at his address as it appears
on the books of the Corporation; and such notice shall be deemed to have been
given at~~he time the same is deposited in the United States mail. Notice
shall be deemed to have been given by telegram or cablegram at the time notice
is filed with the transmitting agency.
5.2 . Waiver..-' Whenever any notice is required to be given to any trustee by
law, by the articles of incorporation, or by these bylaws, a waiver thereof,
in writing, signed by the trustee entitled to such notice, whether before or
after the meeting to which the waiver pertains, shall be deemed equivalent
thereto.
ARTICLE SIX
Officers
6.1 Number and Qualifications. The executive officers of the Corporation
shall consist of a chairman, one or more vice chairmen as determined or
designated by the Board of Trustees. a president, one or more vice presidents
as determined or designated by the Board of Trustees, a secretary. and a
treasurer. With the written approval of the Board of Trustees of University
Health, Inc., the Board of Trustees of the Corporation shall from time to time
create and establish the duties of such other officers or assistant officers
as it deems necessary for the efficient management of the Corporation; but the
Corporation shall not be required to have at any time any officers other than
a chairman, a president. a secretary. and a treasurer. Any two (2) or more
offices may be held by the same person except the offices of president and
secretary.
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6.2 Eleccion and Te~ of Office. The execucive officers of the Corporacion,
including the chairman. che vice chairman. the president, the vice presidencs.
che secrecary, and che creasurer, shall be elecced by che Board of Truscees of
Corporacion, and while holding such offices. the chairman and the presidenc
shall serve as members of , the Board of Trustees of the Corporation, as
provided in Article Three of these bylaws. Such officers shall serve for
terms of one (1) year and thereafter until their successors have been elected
and qualified. or until their earlier death, resignation. removal, retirement.
or disqualification. These provisions of the bylaws shall not be deemed co
prohibit the Board of Trustees from entering into employment agreements with
employees of the Corporation which provide for terms of service of more than
one (1) year or specify grounds for removal. Any other officers or assistant
officers appointed by the Board of Trustees of the Corporation under Section
6.1 of these bylaws shall serve at the will of the Board of Trustees of the
Corporation and until their successors have been elected and qualified. or
until their earlier death, resignation, removal, retirement, or
disqualification.
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6.3 Other A~ents. The Board of Trustees may appoint from time to time such
agents as it may deem necessary or desirable, each of whom shall hold office
during the pleasure of the board, and shall have such authority and perform
such duties and shall receive such reasonable compensation. if any, as the
Board of Trustees may from time to time determine.
6.4 Removal. Any officer or agent elected or appointed by the Board of
Trustees of the Corporation may be removed by the Board of Trustees whenever
in its j~dgment the best interests of the Corporation will be served thereby.
However,:"'any such removal shall be without prejudice to the contract rights,
if any, of the officer or agent so removed.
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6.5 Vacancies. A vacancy in any office. arising at any time and from any
cause may be filled for the unexpired term at any meeting of the Board of
. Trustees of the Corporation.
6.6 Chairman. The chairman shall preside at all meetings of the Board of
Trustees. The chairman shall also serve as a member, with right to vote, of
any executive committee of the Board of Trustees and as a voting member, ex
off~cio, of any and all other committees of trustees. He shall perform such
other duties and have such other authority and powers as the Board of Trustees
may from time to time prescribe.
6.7 Vice Chairmen. The vice chairmen, in the order of their seniority,
unless otherwise determined by the chairman or by the Board of Trustees.
shall. in the absence or disability of the chairman, perform the duties and
have the authority and exercise the powers of the chairman. They shall
perform such other duties and have such' other authority and powers as the
Board of Tr~stees may from time to time prescribe or a~ the chairman from time
to time delegate.
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6.8 P~esident. The president shall be the chief ~xecutive officer of the
Corporation and, as such, shall exercise general supervision of all operations
and personnel of the Corporation, including determination of compensation to
be paid any employee other than himself for services rendered to the
Corporation, subject to the control of the Board of Trustees. The president
shall also serve as a member. ~ith right to vote. of any executive committee
of the Board of Trustees and as a'voting member. ex officio. of any and all
other committees of trustees. The president shall be authorized to sign
checks. drafts. .and other orders for the payment of money, notes or other
evidences of indebtedness issued in the name of the Corporation, grant
requests, and statements and reports required to be filed with state or
federal officials or agencies; and the president shall be authorized to enter
into any contract or agreement and to execute in the corporate name. along
with the treasurer or secretary, an instrument or other writing; and he shall
. see that all orders and resolutions of the Board of Trustees are carried into
effect. The president shall have the right to supervise and direct the
management and operation of the Corporation and to make all decisions as to
policy and otherwise which may arise between meetings of the Board of
Trustees, and the other officers and employees of the Corporation shall be
under his supervision and control during such interim. Unless otherwise
determined by the ~hairman or by the Board of Trustees, the president shall,
in the absence or disability of the chairman and all the vice chairmen,
perform the duties and have the authority and exercise the powers of the
chairman. The president shall perform such other duties and have such other
authority and powers as the Board of Trustees may from time to time prescribe.
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6.9 Vice Presidents. The vice presidents, in the order of their seniority,
unless otherwise determined by the president or by the Board of Trustees,
shall, in the absence or disability of the president, perform the duties and
have the authority'and exercise the powers'of the president. They shall
perform such other duties and have'such other authority and powers as the
Board of Trustees may from time to time prescribe or as the president may from
time to time delegate.
6.10 Secretary.
(a) The secretary shall attend all meetings of the Board of Irus~ees and
record. or cause to be recorded; all votes, actions and the minutes of
all proceedings in a book to be kept'for that purpose and shall perform,
or cause to be performed, like duties for the executive and other
committees when required.
(b) He shall give, or cause to be given, notice of all meetings of the Board
of Trustees.
(c) He shall keep in safe custody the seal of the Corporation and, when
authorized by the Board of Trustees or the chairman, affix it to any
instrument requiring it. When so affixed, it shall be attested by his
signature or by the signature of the treasurer or an assistant secretary.
(d) He shall be under the supervision of the president. He shall perform
such other duties and have such other authority and po~ers as the Board
of Trustees may from time to time prescribe or as the president may from
time to time delegate.
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6.11 Assistant Secretaries. The assistant secretaries, in the order of
senioricy, unless ocherwise determined by the president or by the Board
Trustees, shall, in the absence or disability of che secrecary, perform
ducies and have the authority and exercise the powers of the secretary.
shall perform such ocher duties and have such other powers as the Board
Trustees may from time to time delegate.
their
of
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6.12 Treasurer.
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(a) The treasurer shall have the custody of the corporate funds and
securities and shall keep full and accurate accounts of receipts and
disbursements of the Corporation and shall deposit all monies and other
valuables in the name and to the credit of the Corporation into
depositories designated by the Board of Trustees.
(b) He shall disburse the funds of the Corporation as ordered by the Board of
Trustees, and prepare financial statements each month or at such other
intervals as the Board of Trustees shall direct.
(c) If required by the Board of Trustees, he shall give the Corporation 'a.
bond (in such form, in such sum. and ~ith such surety or sureties as.
shall be satisfactory to the board) for the faithful performance of.' the
duties of his office and for the restoration to the Corporation; in case
of his death, resignation. retirement, or removal from office all books,
papers, vouchers, money and other property o~ whatever kind in his (
possession or under his control belonging to the Corporation. (-~
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(d) He shall perform such other duties and have such other authority and
powers .as the Board of Trustees may from time to time prescribe or as the ~
president m~y from time to time delegate.
6.13 Assistant Treasurers. The assistant treasurers, in the order of their
seniority, unless otherwise determined by the president or by the Board of
Trustees. shall, in the absence or disability of the treasurer. perform the
duties and have the authority and exercise the powers of the treasurer. They
shall perform such other duties and have such other powers as the Board of
Trustees may from time to time prescribe or as the president may from time to
time delegate.
ARTICLE SEVEN
Committees of Trustees
7.1 Executive Committees. By resolu~ion adopted by a majority of the
trustees in office, the Board of Trustees may designate from among its members
one or more executive committees, each of which shall consist of three (3) or
more trustees. including the chairman and the president of the Corporation,
which executive committees, to the extent provided in such resolution, shall
have and exercise the authority of the Board of Trustees in the management of
the affairs of the Corporation. However. the designation of such executive
committees and the delegation thereto of authority shall not operate to
relieve the Board of Trustees. or any individual trustee, of any
responsibility imposed upon it or him by law.
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7.2 Other Commiccees of Trustees. Other commictees, each consisting of t~o
(2) or more cruscees, not having and exercising the authoricy of the Board of
Trustees in the managemenc of the Corporation, may be designaced by a
resolution adopced by a majority of trustees present at a meecing at ~hich a
quorum is present. Except as otherwise provided in such resolution or in
these byla~s, members of each such commictee shall be appointed by the
chairman of the Corporation. Any member of any committee may be removed by
the person or persons authorized to appoint such member ~henever in their
judgement the best interests of .the Corporation shall be served by such
removal.
7.3 Advisory and Other Committees. The Board of Trustees may provide for
such other committees. including committees. advisory groups. boards of
governors. etc., consisting whole or in part of persons ~ho are not trustees
of the Corporation, as it. deems necessary or desirable, and discontinue any
such committee at its pleasure. It shall be the function and purpose of each
such committee to advise the Board of Trustees; and each such committee shall
have such powers and perform such specific duties or functions, not
inconsistent with the articles of incorporation of the Corporation or these
bylaws, as may be prescribed for it by the Board of Trustees. Appointments to
and the filling of. vacancies on any such other committees shall be made by the
chairman of the Corporation unless the Board of Trustees otherwise provides.
Any action by each such committee shall be reported to the Board of Trustees
at its meeting next succeeding such action and shall be subject to control,
revision, and alteration by the ~oard of Trustees, provided that no rights of
third persons shall be prejudicially affected thereby.
7.4 Term of Appointment. Each member of a committee shall continue as such
until the next annual meeting of the Board of Trustees and until his .successor
is appointed, unless the committee shall be sooner terminated, or unless such
member shall be removed from such committee, oruuless such member shall cease
to qualify as a member thereof.
7.5 Chairman. One member of each committee shall be appointed chairman
thereof.
7.6 Vacancies. Vacancies in the membership of any committee may be filled by
appointments made in the same manner as provided in the case of the original
appointments.
7.7 Quorum. Unless otherwise provided in the resolution of the Board of
Trustees .designating a committee, a maj ority of the whole committee shall
constitute a quorum; and the act of a majority of members present at a meeting
at which a quorum is present shall be the act of the committee.
7.8 Rules. Each committee may adopt .rules for its own government, so long as
such rules are not inconsistent ~ith. these bylaws or with rules adopted by the
Board of Trustees.
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ARTICLE EIGHT
Special and Scanding CommiCtees
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8.1 Finance Committee. The chairman, with the approval of and afte~
consultation yith the Board of Trustees, may appoint a finance committee
consisting of at least three (3) trustees of the Corporation. The finance
committee shall have responsibility for the financial planning of the
Corporation's affairs. including che short and long-term budgets, the
investments of funds, and distributions and disbursements of funds, and such
other corporation financial matters as may be assigned to it from time to
time. In its budgetary functions the finance committee shall administer the
development of current and long-term budgets of income and expenditures of the
Corporation, recommend such budgets for approval. and review and report on
actual performance against approved budgets. It shall assure that the
accounting records, procedures, and reports of the corporation are adequate to
enable this committee effectively to meet its budgetary responsibiI~ties. The
finance committee shall have the responsibility of ensuring that operations of
the Corporation are conducted in accordance with approved budgets.
No personal liability shall attach to any members of the finance committee for
losses resulting from the exercise of their judgment in any decisions
affecting the finances of the Corporation or from the exercise of their
judgement in the purchase or sale of securities and investment of funds of the
Corporation.
8.2 Building and Grounds Committee. The chairman, with the approval of and C
after c?psultation with the Board of Trustees, may appoint. a building and ;.,,'
grounds-committee which shall consist of at least two (2) trustees of the
Corporation. The building and grounds committee shall have general
responsibility for the physical plant of University Hospital and any other
properties and facilities owned or managed by the Corporation, as well as any
additions, alte~ations, repairs, and maintenance thereto and insurance
thereof.
8.3 Special Committees. The chairman, with the approval of the Board of
Trustees, may appoint such other committees, sub-committees, or task forces as
may be necessary or desirable and which are not in conflict with other
provisions of these bylaws; and the duties of any such committees shall be
prescribed by .the Board of Trustees upon their appointment.
8.4 Term of Appointment. Each member of a cc~ittee shall continue as such
until the next annual meeting of the Board of Trustees or until his successor
is appointed, unless the committee shall be sooner terminated, or unless such
member shall be removed from such committee. or unless such member shall cease
to qualify as a member thereof.
8.5 Chairman, Ex Officio Members. One member of each committee shall be
appointed chairman thereof. The chairman may appoint members to his
respective committee who shall be such persons (either trustees, employees or
agents of the Corporation, or other persons) as the chairman deems appropriate
for the committee.
8.6 Vacancies. Vacancies in the membership of any committee may be filled by
appointments made in the same manner as provided in the case of the original
appointr::ents.
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8.7 Quorum. Unless the Board of Trustees directs otherwise, a majority of
the ~hole committee shall constitute a quorum; and the act of a majority of
the members present at a meeting at ~hich a quorum is present shall be the ace
of the committee.
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8.8 Rules. Each committee may adopt rules for its own government, so long as
such rules are not inconsistent ~ith these bylaws or ~ith rules adopted by the
Board of Trustees.
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8.9 Medico-Administrative Liaison. Effective and continuous liaison shall be
maintained among the Board of Trustees of the Corporation, the Board of
Trustees of University Health, Inc.. the Medical Staff, and the University
Hospital administration. The Board of Trustees is authorized and empowered to
implement such requirements as it deems appropriate and to include as
committee members representatives of the Boards of Trustees of the Corporation
and University Health, Inc., Medical Staff, and University Hospital
administration. In addition, the chairman of the Board of Trustees of
University Health, Inc., or his designee, and the President of the Medical
Staff, or his designee, shall be invited to attend the regular meetings of the
Board of Trustees and shall be invited to report on activities and present
recommendations of the Board of Trustees of University Health. Inc. and of the
Medical Staff. respectively, and shall be invited to participate in assisting
the Board of Trustees of the Corporation to assess its goals, policies, plans
and programs.
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ARTICLE NINE
Professional Services
9.1 Organization, Appointments, and Hearings.
(a) The Corporation shall organize the physicians and appropriate other
persons granted practice privileges in University Hospital into a medical
staff under medical staff bylaws approved by the Corporation. The
Corporation shall consider recommendations of the medical staff and
appoint to the medical staff, ~n numbers appropriate.to the hospital's
needs, physicians and others who meet the qualifications'for membership
as set forth in the bylaws of the medical staff. Each member of the
medical staff shall have appropriate authority and responsibility for the
care of his patients subject to such limitations as are contained in
these bylaws and in the byla~s, rules, and regulations for the medical
staff and subject. further. to any limitations attached to his
appointment.
(b) All applications for appointment to the medical statt shall be in writing
and addressed to the Chief Executive Officer of the hospital. The
applications shall contain full information concerning the applicant's
education. licensure, practice, previous hospital experience. and any
unfavorable history with regard to licensure and hospital privileges.
This information shall be verified by the Credentials Committee of the
Medical Staff.
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(c) All appointments to the medical staff shall be consistent with the
medical staff bylaws, renewable by the Corporation pursuant to formal
reapplication. When an appointment is not to be renewed, or when
privileges have been or are proposed to be reduced, altered, suspended.
or terminated. the staff member shall be afforded the opportunity of a
hearing as provided in the medical scaff bylaws.
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Such hearing shall be conducted under procedures adopted by the
Corporation so as to ensure due process and to afford full opportunity
for the presentation of all pertinent information.
(d)
The bylaws and rules and regulations of the medical staff will govern the
medical staff activities after their approval by the Corporation.
9.2
Medical Care Evaluation..
(a)
The Corporation shall, in the exercise of its overall responsibility,
assign to the medical staff reasonable authority for ensuring appropriate
professional care to the hospital's patients.
(b)
The medical staff shall conduct an ongoing review and appraisal of th~_.
quality of professional care rendered in University Hospital and shall
report such activities and their resul~s to the Corporation.
(c) The medical staff shall make recommendations to the Corporation
concerning: (i)'appo~tments, reappointments, and other changes in staff (
st~J:us; (ii) granting of clinical privileges; (iii) disciplinary actions; .
(iv) all matters relat~g to professional competency; and (v) such
specific matters as may be referred to it by the Corporation.
ARTICLE TEN
Volunteer Services
10.1 Women's Board. The Women's Board of the University Hospital shall be the
official volunteer organization of the hospital. The Women's Board will cause
to be Written a constitution and bylaws which will be submitted to the
Corporation for approval, if the same differ from the constitution and bylaws
of the Women's Board in existence at the time the lease between RCHA and the
Corporation becomes effective.
10.2 Other Volunteers. Other volunteers will be encouraged to assist at
University Hospital.
10.3 Clergy Staff. The Clergy Staff of the University Hospital shall be the
official organization of the area clergy. Guiding policies and bylaws of the
Clergy Staff shall be submitted to the Corporation for approval, if the same
differ from those policies and bylaws in existence on the effective date of
the aforesaid lease.
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ARTICLE ELEVEN
Contracts, Checks. Deposits. and Funds
11.1 Contracts. The Board of Trustees may authorize any officer or officers,
agent or agents of the Corporation, in addition to the officers so authorized
by these bylays, to enter into any contract or execute and deliver any
instrument in the name and on behalf of the Corporation. Such authority must
be in writing and may be general or confined to specific instances.
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11.2 Checks, Drafts. Notes. Etc. All checks. drafts or other orders for the
payment of money. notes or other evidence of indebtedness issued in the name
of the Corporation shall be signed by the treasurer and countersigned by the
president or the chairman, and may be signed by such other officer or
officers, agent or agents. of the Corporation and in such manner as may from
time to time be determined by resolution of the Board of Trustees.
11.3 Deposits. All funds of the Corporation shall be deposited from time to
time to the credit of the Corporation in such banks. trust companies or other-:
depositories as the Board of Trustees may sele~t.
11.4 Gifts. The Board of Trustees may accept on behalf of the Corporation any
contribution, gift. bequest, or devise for the general purposes or for any
special purpose of the Corporation.
ARTICLE TWELVE
Indemnification and Insurance
"- , .
12.1 Indemnification. In the event that any person who was or is a party to
or is threatened.t~ be made a party to any threatened, pending or completed
action, suit or proceeding;'~hether civil, criminal, administrative or
investigative, seeks indemnification from the Corporation against expenses,
including attorneys' fees (and in the case of actions other than those by or
in the right of the Corporation, judgments, fines and amounts paid in
settlement). actually and reasonably incurred by him in connection with such
action. suit, or proceeding by reason of .the fact that such person is or was a
. director, officer, employee, trustee or agent of the Corporation, or is or was
serving at the request of the Corporation as a director, officer, employee,
trustee, or agent of another corporation, domestic or foreign, nonprofit or
for profit, partnership, joint venture, trust, or other enterprise,. then,
unless such indemnification is ordered by a court, the Corporation shall
determine. or cause to be determined, in the manner provided under Georgia lay
whether or not indemnification is proper under the circumstances because the
person claiming such in~emnification.has met the applicable standards of
conduct set forth in Georgia law; and, to the extent it is so determined that
such indemnification is proper. the person claiming such indemnification shall
be indemnified to the fullest extent noy or hereafter permitted by Georgia
law.
12.2 Indemnification Not Exclusive of Other Rights. The indemnification
provided in Section 12.1 above shall not be deemed exclusive of any other
rights to yhich those seeking indemnification may be entitled under the
articles of incorporation or bylays. or any agreement, vote of members or
disinterested trustees. or otherwise. both as to action in his official
_ 1<: _
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.
capacity and as Co accion in anocher capacity ~hile holding such office, and
shall concinue as co a person ~ho has ceased to be a director, officer,
employee, trustee, or agent. and shall inure to the benefic of the heirs,
execucors, and administrators of such a person.
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12.3 Insurance. To che extent pe~itted by Georgia la~, the Corporation may
purchase and maintain insurance on behalf of any person ~ho is or ~as a
director, officer, employee. trustee. or agent of the Corporation. or is or
was serving at che request of the Corporation as a director. officer,
employee, trustee. or agent of another corporation, domestic or foreign,
nonprofit or for profit. partnership. joint venture, trust or other
enterprise.
ARTICLE THIRTEEN
Miscellaneous
13.1 Books and Records. The Corporation shall keep correct and complete books
and records of account and shall also keep minutes of the proceedings of its
members, Board of Trustees, and committees having any of the authority of the
Board of Trustees. The Corporation shall keep at its registered or principal
office a record giving the names and addresses of the trustees.
13.2 Open Records. The Corporation shall comply with O.C.G.A. ~ 50-18-70 et
seq. (commonly known as the. Open Records Act) as the same now exists or may
hereafter. from time to time, be amended, as if the Corporation were a
hospital; authority.
~. (~;
13.3 Corporate Seal. The corporate seal (of which there may be one' or more
exemplars) shall be in such form as the Board of Trustees may from time to
time determine.
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13.4 Fiscal Year. The Board of Trustees is authorized to fix the fiscal year
of the Corporation and to change the same from time to time as it deems
appropriate.
13.5 Internal Revenue Code. All references in these bylaws to sections of the
Internal Revenue Code shall be considered references to.the Internal Revenue
Code of 1954, as from time to time amended, to the corresponding provisions of
any applicable future United States Internal Revenue La~, and to all
regulations issued under such sections and provisions.
13.6 Construction. Whenever the context so requires, the masculine shall
include the feminine and neuter, and the singular shall include the plural.
and conversely. If any portion of these bylaws shall be invalid or
inoperative, then. so far as is reasonable and possible:
(a) The remainder of these bylaws shall be considered valid and operative.
(b) Effect shall be given to the intent manifested by the portion held
invalid and inoperative.
13.7 Table of Contents; Headings. The table of contencs and headings are for
organization, convenience and clarity. In interpreting chese byla~s, they
shall be subordinated in imporcance to the other ~ricten material.
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13.8 Relation of Articles of Incorporation. These byla~s are subject to, and
governed by, the articles of incorporacion.
ARTICLE FOURTEEN
Amendments
14.1 Po~er to Amend Byla~s. Subject to the provisions of Section 2 of this
Article. the Board of Trustees shall have the po~er to alter. amend. or repeal
these bylaws. or adopt new bylaws; provided, ho~ever, that the Board of
Trustees shall have no power or authority to make any changes in the bylaws
which would in any way diminish or derogate from the power of the Board of
Trustees of University Health, Inc., with respect to the appointment and/or
removal of trustees of. the Corporation or otherwise.
14.2 Conditions. .Action by the Board of Trustees with respect to bylaws shall
be taken by the affirmative vote of a majority of all trustees then holding
office. Anything in these bylaws to the contrary notwithstanding, no action
with respect to the bylaws shall be taken without the prior wr~tten approval
of the Board of Trustees of University Health. Inc.
ARTICLE FIFTEEN'
Tax-Exempt Status
15.1 Tax-ExemPt Status. The affairs of the Corporation at all times shall be
conducted in such a manner as to assure its status as a "publicly supported"
organiza~ion as defined in section 509(a)(1) or section 509(a)(2) or section
509(a)(3) of the Internal Revenue Code, and so in other ways to qualify for
exemption from tax pursuant to section'501(c) (3) of the Internal Revenue Code.
ARTICLE SIXTEEN
Adoption of Bylaws
16.1 AdOPtion of Bylaws. University Health Services, Inc. was organized under
the laws or the State of Georgia on May 31, 1984. These bylaws were adopted
by resolution of the Initial Board of Trustees of the Corporation and became
effective on the 11th day of July, 1984.
16.2 Review and Revision. No less than every three years the Executive
Committee' or another designated committee of the Board of Trustees shall
review these bylaws and propose. as appropriate, revisions for adoption
pursuant to Article Fourteen of these bylaws.
ARTICLE SEVENTEEN*
Reversion of Assets
17.1 Reversion of Assets to Richmond County Hospital Authority. At such time
as the lease between Richmond County Hospital Authority and University Health
Services, Inc. shall terminate, the Corporation shall cause all of its assets
in existence at such time to be transferred to Richmond County Hospital
_ 17 _
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Authority or. in the event a transfer may not be accomplished because of some
legal impediment. the Corporation shall hold said assets as the same exist at
the time said lease is terminated in trust for the exclusive benefit of
University Hospital, Augusta. Georgia.
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ARTICLE EIGHTEEN*
Financial Disclosures
18.1 Financial Disclosures. Annually the Corporation shall furnish or cause
to be furnished to the Richmond County Hospital Authority, and make available
for public inspection, a consolidated. audited. financial statement, including
the balance sheet and the profit and loss statement ror the preceding fiscal
year. Such statement shall be prepared by an independent certified public
accountant. There shall be consolidated into said financial statement the
operations or University Health, Inc. and all affiliated or subsidiary
corporations. Moreover, there shall be furnished to Richmond County Hospital
Authority. and made available for public inspection, periodic, consolidated
financial operating statements.
*Scrivener's error in official amendment.
':..::
APPROVED: UNIVERSITY HEALTH SERVICES, INC.
(
BY: original couy signed
Chairman
ATTEST:
ori~inal coPY signed
Secretary
[CORPORATE SEAL]
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ATTACHMENT B
Organizational Chart
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ATTACHMENT C
Brochure of Proposed A1R! Unit
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1IIIlll!:> PICKER
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'.
Open MRI made better from every perspective.
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~UTLOOK
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.
by the belief that high-quality low field J.Wl systems can
Since 1981 Puker International has developed and
produced industry-leading low field magnetic resonance imaging.
systems. Since this start in MR, Picker has been driven
i
fill a 'unique role for radiologists and clinicians. To further l :. n~
develop this key component of the Picker portfolio ofJ.Wl
systems, Picker became a partner in a global joint venture to create a low
ft.eld system offering high-quality images, excellent value and an open environment for
the patient. This collaboration resulted in Picker's acquisition of the operation as a
wholly-owned subsidiary now known as Picker Nordstar. Most importantly, this highly
successful venture developed the breakthrough open MRI system that is now one of the
bestselling MR imaging systems in tbe world - tbe Outlook.
411i)UTLOOK
"
Open MRI made better from every perspective.
2
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-:'Outlook~ -, Progress driven by your perspective.
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""!"
Imagine being able to scan a patient's wrist while your patient sits
outside the magnet; or scanning a large patient that can not fit into a
conventional MAl system; or scanning a patient's knee or shoulder
while the joint is in motion.
Outlook makes it possible.
Consider the advantages that open MAl would bring you. Outlook
positions your facility to attract more patients and enables your
staff to handle them with uncomplicated ease a~~ predict~bil~!y..:... ...
Outlook frees technologists for hands-on care in a reassuring, open
environment that builds patient satisfaction and physician'referrals.
A solution that not only excels in routine MR applications, but
extends your capabilities to encompass patients and procedures that are
difficult to handle in a conventional MRI system - such as claustrophobic
and anxious patients, physically large or obese patients, pediatric patients,
and joint positioning range-of-motion procedures.
The Outlook combines cost-efficiency with long term-reliabilitY to ensure
lasting value. So administrators find it as attractive to own as physicians
and technologists find it to use. As a result, Outlook is already among the
best-accepted and fastest-selling of all MAl systems - open or closed.
3
.
Out;~~~: .
lJ1ade to magnify the benefits of open lJ1R.
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All the patient comfort and benefits of open MRI are enhanced and expanded
by Outlook's unique C-arm design.
"'!!"
A new outlook 0
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Opening new possibilities with proprietary innovations.
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The powerfuf C-arm magnet design that allows Outlook to give you the
most open patient access in MRI also provides unprecedented.1 Q-minute
ramp time to imaging conditions, which means the magnet can be put
into standby mode when not in use to save electricity. The self-shielded
magnet design and the Electron Spin Resonance (ESR) provide low siting
costs, and optimum siting flexibility. Outlook's cryogen-free, vertical-field
open magnet design allows the use of soienoid RF coils combined with
phased array technology. This design delivers higher signal to noise and
higher image Quality than conventional MRI systems having the same field
strength. The result is images of exceptional clarity and detail across a full
spectrum of applications. The magnet's small footprint, small fringe
field, and side first patient entry minimize.scan room size requirements.
In fact, the entire Outlook system can be sited in as little as 350 square
feet of space, though Picker recommends 450 square feet as ideal.
So, regardless of system surroundings, Outloo~ value begins with
significant installation and space savings. This enhances the overall low
cost of ownership of a system we designed to help you keep your costs
to a minimum.
Advanced Outlook Features.
· ESR field-stabilized O.23T vertical-field magnet
· Solenoid RF coils with higher signal to noise
than typical saddle-design RF coils
· Phased array technology provides greater
signal to noise and higher image quality than
quadrature-design RF coils
· 10-minute ramp time to imaging conditions
allows the scanner to be kept in standby mode
when not in use, reducing power consumption
A real time perspective on processing.
Outlook's 54-bit, 433 MHz computer system
handles multiple functions simultaneously at
sub-second speed that feels like real time
processing. Because of the rapid processing,
patient exam time approaches patient scan time,
which translates into impressive patient
throughput gains and very little operator
overhead for each procedure. And thanks to
designed-in upgradeability, Outlook's computer
platform will maintain your leading edge
position far into the future.
Inside Outlook processing.
· 64-bit, 433 MHz Digital Personal Workstation
(DPW 433a)
· Windows NT operating system
· Distributed parallel RISe processors for
sub-second reconstruction
· Multitasking
· High speed MPR and MIP
· DICOM conformance
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6
. o. -.' '-.:'"::: ~~:~~,:"
utlooknc - .":"
User interface that lets operators focus on the patient
instead of the software.
The Outlook operator's console, with a user-friendly Windows NT
operating system and high-resolution 21" black and white monitor,
displays crisp, clear, high-contrast images that are easy for physicians
to read and easy for operators to film.
.
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O~tlook~'
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Digital RF that's tuned to performance.
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Outlook's radio frequency system is also in tune with the future.
The 2-channel phased array system receives and reconstructs the signals
from both channels separately, which means that the highest possible
signal to noise from the two coils is actually utilized throughout the
imaging volume. This is not the case in systems without phased array
technology, where quadrature coils can be correctly tuned only in a single
pOint of the imaging volume, while signals in other areas are
compromised due to their phase difference.
~
A performance-enhancing perspective on RF.
· Phased array RF coils
· 5kW RF amplifier power output
· Standard 4-channel transmitter
· Standard 2-channel receiver
· 12mT/meter amplitude, and 20mT/m/ms slew rate
A gradient system that keeps you a step ahead.
Outlook's pulse sequence capabilities give operators the flexibility
to select the best technique for each diagnostic need. Shielded, water-
cooled gradients with 12mT/m peak and rapid rise times accommodate the
most advanced rapid acquisition techniques, ensuring that Outlook will not
just put you at the leading edge today, but keep you there tomorrow.
Whisper-quiet operation is another patient-friendly result of Outlook's
open design magnet and advanced gradient system. The loud gradient
noise of conventional MRI systems is reduced to a low level that lets the
patient know when the scan is in progress, without disrupting comfort.
Today's and tomorrow's imaging capabilities:
· Spin Echo
· Inversion Recovery
· Fast Spin Echo and Fast FLAIR
· FLAIR
· MR Angiography
· Kinematic Studies
~
~~'
.. ;:..s
'.' -. -. -.;.---------
'-. ';'-':"'Hea~~k .~hased Array Coil
. '::.:'~::~':".N~c.~<}~~.~::~~YC,Oil ;: .....
Medium Spine' Phased Array AexJble Coil
.'. Multjp~rpose~exjbl~ Coils
", '!' . ., .:....,-~... \'~'- ,",' .....-.
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.. ......; ,-, ..' ". . ~.
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7
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~UTLOOK
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Picker. A leader's perspective on response.
Quality Driven Leadership is a formal training and problem-solving program focused on continuous
improvement in our products, processes and people. You'll see the industry-leading results of this
commitment not just in our full line of products, but in our:
""'"
Service
Outlook, like all Picker products and systems, is backed by 24-hour response from our Customer
Service Center. Our services include parts, maintenance, performance analysis and equipment repair.
Programs designed to expand your options for flexible, cost-effective service include Picker's innovative
TelapathSAI Resource Hub, staffed and equipped for remote monitoring and rapid off-site diagnosis
to support fast, effective on-site correction of problems.
Training
Initial on-site applications training is provided with your system purchase, as well as one week basic or
advanced technologist training in Cleveland for two technologists. Some optional software packages
also include additional training.
In addition to applications training, a comprehensive selection of basic and advanced MRI courses
are offered to physicians and technologists. Supplemental training introduces concepts and
theories, enhances basic clinical applications understanding and provides instruction on advanced
imaging techniques.
Financing
Offering a wide range of products in the U.S.A, Picker Financial Group (PFG) can meet all financing
needs through the ValuePlus™ family of leasing products. Customized programs can be developed to
meet individual requirements. One payment combines equipment and extended service plans and'
financing alternatives include Fair Market Value leases as well as purchase plans. .PFG also provides
upgrade financing and financing for construction.
Illlllll.~ PICKER
PIcker International. Inc.' World Headquarters' 595 Minor Road' Cleveland Ohio 44143 USA' Tel: 1-216-473-3000 Fax: '-216-473-2413
BR5224
01997 Picl<er Intemalienal. Inc.
Printed in U.S.A.
www.picker.com
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ATTACHMENT D
Letter Evidencing Availability of Funds
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University Hospital
,-In .-I/filiate of C'nh"P.fsity J-[enlth
January 16, 1998
To Whom It May Concern:
University Health Services, Inc., will provide the funding ($1,221,567) for its Open MR.I project
by using current cash on hand rather than using borrowed funds.
The attached audited financial statement of December 29, 1996, show cash and short-term
investments of $26,071,296.
~Q&~
Robert M. ~ylor
Chief Financial Officer
University Health Services, Inc.
RMT:ch
Attachment
1350 Walton Wav
Augusta. Georgia 3U90'1-2629
i06/i22-901l
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ATTACHMENT E
Audited Financial Statement
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Audited Combined Financial Statements
University Health Services, Inc.
Years ended December 29, 1996
and December 31, 1995
with Report of Independent Auditors
au ERNST & YOUNG LLP
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University Health Services, Inc.
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Audited Combined Financial Statements
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Years ended December 29, 1996 and December 31, 1995
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Contents
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Report of Independent Auditors ..................... ................................................................. 1
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Audited Combined Financial Statements
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Combined Balance Sheets. .................... ..... ........... .......... .......... ............... ................ ......... 2
Combined Statements of Operations and Changes in Net Assets ...................................... 4
Combined Statements of Cash Flows........ ....... ...... .... ........ ...... ......... ...... ......................... 5
Notes to Combined Financial Statements .........................................................................6
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au ERNST & YOUNG LLP
. Suite 2800
600 Peachtree Street
Allanta, Georgia 30308-2215
. Phone: 404 874 8300
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Report of Independent Auditors
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Board of Trustees
University Health Services, Inc.
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We have audited the accompanying combined balance sheets of University Health
Services, Inc. (Hospital) as of December 29, 1996 and December 31, 1995, and the
related combined statements of operations, changes in net assets, and cash flows for the
fiscal years then ended. These combined financial statements are the responsibility of the
Hospital's management. Our responsibility is to express an opinion on these combined
financial statements based on our audits.
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We conducted our audits in accordance with generally accepted auditing standards. Those
standards require that we plan and perfonn the audit to obtain reasonable assurance about
whether the combined financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and disclosures in the
combined financial statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating the overall
combined financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
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In our opinion, the combined financial statements referred to above present fairly, in all
material respects, the combined financial position of University Health Services, Inc. at
December 29, 1996 and December 31, 1995, and the results of its combined operations,
changes in net assets and its cash flows for the fiscal years then ended in confonnity with
generally accepted accounting principles.
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March 21, 1997
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Ernst & Young LLP is a member oi Ernst & Young International, ltd.
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University Health Services, Inc..
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December 29,
1996
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. Combined Balance Sheets
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Assets
Current assets:
Cash and cash equivalents
Short-term investments
Patient accounts receivable, less allowances for
uncollectible accounts of approximately
$18,987,000 in 1996 and $18,676,000 in 1995
Other receivables (Note 3)
Inventories
Prepaid expenses
Estimated third party settlements
Total current assets
Property and equipment, net (Note 6)
Other assets:
Amounts due from affiliates (Note 4)
Assets limited as to use (Note 5)
Investments
Other
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December 31,
1995
$ 5,590,916 $ 8,512,536
20,480,380 26,037,875
32,460,335 30,750,148
8,209,315 5,833,138
1,994,634 1,627,012
1,134,827 527,542
8,585,441 8,310,072
78,455,848 81,598,323
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121,233,178
121,636,972
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31,735,502
10,006,171
7,325,621
9,914,798
$258,671,118
22,421,479
8,660,061
2,591,462
2,512,154
$239,420,451
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Liabilities and liet .assets
Current li'abilities:
Accounts payable and accrued expenses
Accrued compensation, benefits and
withholdings
Refundable advances
Current maturities oflong-teirn debt and
capital lease obligations (Note 7)
Short-term accrued pension cost (Note 10)
Total current liabilities
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Long-term debt and capital lease obligations, less
current maturities (Note 7)
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Reserve (or contingent losses (Note 8)
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Accrued pe'nsion cost, less short-tenn'obligation
(Note 10) .
Accrued postretirement benefit cost (Note 10)
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Commitments and contingencies (Notes 8, 10,
and 11)
Unrestricted net assets
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See a.cc6lJ1panying notes.. . .
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December 29,
1996
December 31,
,1995
$ 13,568,001 $ 9,504,459
13,319,943 14,123,353
1,723,585 2,063,429
583,087 2,094,735
450,000 3,852,275
29,644,616 31,638,251
2,590,275.
3,005,198
. 2,687,725
3,116,602
12,30~,284
12,755,285
6,247,601
4,426,033
205,195,617
$258,671,118
184,479,082
$239,420,451
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University Health Services, Inc.
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Combined Statements of Operations and Changes in Net Assets
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Unrestricted revenues, gains and other support:
Net patient service revenues
Other operating revenues
T btal unrestricted revenues, gains and other support
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Expenses:
Salaries and benefits
Other operating expenses
Depreciation
Early retirement pension costs
Provision for bad debts
Interest
Total expenses
E~cess of revenues, .gains and other support over
expenses .
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Change in unrealized gain's on other than trading
securities
Other transfers
Increase in unrestricted net assets
Unrestricted net.assets at beginning of year
Unrestricted net assets at end of year
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See accompanying notes.
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December 29,
1996
December 31~
1995
$231,072,717
18,091,102
249,163,819
124,679,385
79,252,825
18,718,481
6,259,414
307,857
229,217,962
$233,314,763
17,740,970
251,055.733
134,125,933
80,911,753
16,773,496
7,545,650
9,565,696 .
507,037
249,429,565
19;945,857
770,678
20,716,535
184,479,082
$205,195,617
1,629,168.
(242,450)
1,383,718
'183,095,364" .
$184,479,082
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University Health Services, Inc.
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Combined Statements of Cash Flows
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Operating activities .
Excess of revenues, gains and other support over expenses'
Adjustments to reconcile excess of revenues. gains and other
support over expenses to net cash provided by operating
activities:
Loss on disposal of property and equipment
Depreciation
Changes in operating assets and liabilities:
Patient accounts receivable
Other receivables
Inventories
Prepaid expenses
Estimated third party settlements
Other assets
Accounts payable and accrued expenses
Accrued compensation, benefits and withholdings
Refundable advances
Accrued pension cost
Reserve for contingent losses
Accrued postretirement benefit cost
Net cash provided by operating activi'ties
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Investing activities
Purchases of property and equipment, net
Increase in assets limited as to use
Decrease in short-term investments
Increase in investI11ents
Net cash used-in investing activities
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Financing activities
Principal payments on long-term debt and capital lease
obligations '.
Increase in an:lOll!lts due from affiliates
Cash used il) financing activities .
Net(decrease) increase in cash and cash equfvalents'
'Cash and cash equivalents at beginning .of year
Cash and cash equivalents at end of year
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See accompanying notes.
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December 29,
1996
December 31,
1995
S 19,945,857
$ 1,626,168
6,494
18,718,481 16,773,496
(1,710,187) 1,565,683
(2,376,177) 2.736,988
(367,622) (49,910)
(607,285) 286,975
(275,369) (217,915)
(7,402,644) (901,009)
4,063~42 1,056,804
(803,410) 12,998
(339,844) (1,229,378)
(3,852,276) 7,990,276
. (428,877) 520,000
1,821~68 . 1,575,314
26,385,757 31,752,984
(18,314,687) (27,475,241)
(1,346,11 0) (1,018,203)
5~57,495 .11,362,567
(3,963.4'81) (13,711)
(18,066,783) (17,144,588)
(1,926~71) (1,259,734)
(9,314,023) (13.061,497)
(11,240,59.4) (14,321,231)
{2,921,620j' . 287,i65
8,512,536 8,225,371
S 5,590,916 $ 8,512,536
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University Health Services, Inc.
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Notes to Combined Financial Statements (continued)
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.1. 'Significant Accounting' Policies. (continued)
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Use of Estimates
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The preparation of the combined financial statements in conformity with generally
accepted accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets, liabilities, and disclosures of contingent assets
and liabilities at the date of the combined financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ from those
estimates.
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Cash Equivalents
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The ~ospital considers all highly liquid investments with a maturity of three months or less
when purchased to be cash equivalents. Deposits with banks are generally federally
insured in limited amounts, The Hospital regularly. invests in overnight repurchase
agreements which are collateralized by securities issued. by federal agencies.
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Accounts Receivable
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Current operations are charged with an allowance for doubtful accounts based upon
experience and any unusual circumstances which affect the collectibility of receivables.
Amounts deemed uncollectible are charged against this. allowance. In the opinion of
management, adequate provision has been made for doubtful a.ccounts. .
Investments
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Investments in other enterprises representing 20% to 50% ownership are accounted for
using the equity method', The Hospital's share of profits. and losses relating tp these
invest~ents were iry:unaterial' in 1996 and 19.95..
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University Health Services, Inc.
Notes to Combined Financial Statements (continued)
1. Significant Accounting Policies (continued)
Investments (continued)
The Hospital has equity investments of 50% or less in the following companies:
Sun Health Alliance
August Resource Center on Aging, Inc.
d/b/a Brandon Wilde
Resource Center on Aging, Inc.
Phoenix Health Care Management
Walton Rehabilitation Hospital
Medical Resource Network
Invent9ries
~ventories are stated at the lower of cost (first-in, first-.out. and average cost methods) or
market. .
Assets Limited as to Use
These assets have be.en set aside by the Board for future renovation, replacement and
: expansion of facilities and the self-insur~nce program (see Notes 5 and 8).
Property and Equipment
Property and equipment are stated at cost. . Major renewals and bettennents are charged
to the property accounts while maintenance and repairs which do not improve. or extend
the life of the respectiye assets are charged to operations. Upon dispos'al of properties,
the .related. c"Q~ts ~nd acc~lJlulated depreciat~Qri are removep from the respective accounts.. . .
. Any resulting ~a.ins or l<i?ses:~e refle.cted as ot~er operating revenues or expenses.
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Notes to Combined Financial Statements (continued)
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1. Significant Accounting Policies (c{)rrtinued)
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Property and Equipment (continued)
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The Hospital follows the policy of providing for depreciation by charging against
operations amounts sufficient to amortize the cost of properties over their estimated useful
lives principally using the straight-line method. Principal lives used are: 20 to 50 years for
buildings and improvements; 20 years for fixed equipment; and 5 to 20 years for major
moveable equipment. Amortization of assets recorded under capital lease obligations is
included in depreciation expense.
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Revenues for Services Rendered To Medicare and Medicaid Beneficiaries
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Revenues for services rendered under Medicare and Medicaid third party payor programs
. have been recorded at estimated settlement amounts. Final determination '9f the
settlement amounts are subject to review by appropriate authorities or their agents. The
. Medicare program pays prospectively determined rates for inpatient operatirig and capital
related services. These rates vary according to a patient classificatioh system that is based.
on clinical, diagnostic, and other factors. Outpatient services are paid on cost
reimbursement based methodologies. Final settlement has been reached through fiscal
year ended December 26, 1993 for these services.
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The Medicaid prograinpays a fixed .amount for inpatient services. Outpatient. services are
paid on a cost reimbursement basis. Final settlement has bee~ reached through fiscal year
ended December 26, 1993 for outpatient services.
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In the opinion of management, adequate provision has been made for Medicare and
Medicaid settlements.
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: .' '.. .Gross patient. ?ef'{i<;:e ~harg'es under.:-the 'Medi~.are' and 'Medicaid p'ragrams amounted to '. '
. . approximately' $207,00o.,OqO'. and $208,000,000 for' the .fiscal years ended"
December 29,199.6 and December 31, 1995.
Vacation and Sick Pay
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:: . '. .Th~ B:ospi~al accrues vacation and ~ick pay as earne~ by emplq~ees,..
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University Health Services, Inc.
Notes to Combined Financial Statements (continued)
1. Significant Accountin~ Policies (continued)
Operating Revenues
The combined statements of operations include excess of revenues over expenses.
Changes in unrestricted net assets which are excluded from excess of revenues over
expenses, consistent with industry practice, include unrealized gains and losses on
investments other than trading securities, pennanent transfers of assets to and from
affiliates for other than goods and services, and contributions of long-lived assets
(including assets acquired using contributions which by donor restriction were to be used
for the purposes of acquiring such assets).
Charity Care
The Hospital provides care to patients who meet certain criteria under its charity care
policy without charge or for paYments less than its established rates. Paym~nts from
. public assistance programs on behalf of patients .that meet th~ Hospital's charity care
criteria are reported as patient service revenues. Because the Hospital does not expect
collection of amounts determined as charity care, they are not reported as revenues.
Gross charges forgone based on established rates for charity care services rendered were
approximately $13,940,000 for 1996 and $13,974,000 for 1995.
Income Tax
The Hospital and Foundation are exempt from federal income tax as organizations
described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended.
Donor-Restricted Gifts
., Unconditional .promises to giv~ cash and. other assets to the. .Hospital are reported at fair
value at the dat~ the promise is received. Conditional prorruses to give and indications cjf
intentions to give 'are reported at fair value' at the date the gift is received. The gifts are
reported as either temporarily or pennanentIy restricted stipport if they are received with
donor stipulations that limit. the use of the donated assets. When.a donor restriction
expires, that is, when. a . stipulated time restriction ends or purpose restriction is .
accomplis.he~, tempor-arily. rest. ritted n.~t. a~set.s' are reda~sifi~d as unre'stricted net ass~ts :.,'" ..
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Notes to Combined Financial Statements (continued)
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.1. Significant Accounting Policies (continued)
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Donor-Restricted Gifts (continued)
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and reported in the combined statement of operations as net assets released from
restrictions. Donor-restricted contributions whose restrictions are met within the same
year as received are reported as unrestricted contributions in the accompanying combined
financial statements.
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Adoption of Accounting Standards
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The Hospital adopted Statement of Financial Accounting Standards ("SF AS") No. 124,
"Accounting for Certain Investments Held by Not-for-Profit Organizations" as of
December 29, 1996. The Standard requires that certain investments in equitY securities
with readily determinable fair values and all investments in debt securities be carried at fair
value. The effect of adopting this statement was immaterial to the operating indicator.
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The Hospital adopted SFAS ~o. 121, " Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to be Disposed Of', as of December 29, 1996. This
Statement requires impairment losses to be recorded on long-lived assets used in
operations when indicators of impairment are present and the undiscounted cash flows
estimated to be generated by those assets are less than the assets' carrying amount. There
was rio effect on the operating indicator from the adoption of this statement.
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2. Contracts with Richmond Comity
Under the Georgia Hospital Authorities Law of 1941, as amended, Richmond County
Hospital Authority (The Authority) entered into two contracts with Richmond County
(the "County") in 1966. Such contracts were amended in 1967, 1977, and 1994. The
.contraqs, as atn~n4ed,. provide that: . .
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- The County will reimburse the Autho'rity (which will rei~burse the Hospital) for
. the cost of treating certain indigent patients whose eligibility has been ascertained
by the County. Amounts payable under this contract cannot exceed $2,500,000
for 1996 an~ 1?95. Inpatient, outpatient clinic, and emergency room services are
rec.orded 'as net patie;nt s~rvice revenu.es. .
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Notes to Combined Financial Statements (continued)
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2. Contra~ts with Richmond County (continued)
- The County will pay the Authority (which will reimburse the Hospital) such
additional amounts as may be necessary to insure the continuous operation of the
Hospital and to provide reasonable reserves for the expansion of the facilities and
sefV1ces.
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The Authority recorded the following amounts from the County under the terms of the
contracts:
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1996
December 31,
1995
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Care of indigent patients:
Inpatients
Outpatient clinic
Emergency room
Dental clinic
. Pharmacy
$1,754,565
465,199
110,788
14,118
154,730
$2,500,000
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$1,736,960
500,725
113,780
17,089
131,446
$2,500,000
To provide for the above payments to the Authority, the County assessed a millage rate of
1.14 in 1996 and 1.41 in 1995.
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The County also reimburses the Authority, under a separate agreement, for the otherwise
unrecovered cost of providing ambulance services. The reimbursement amounted to
approximately $503,000 in 1996 and $5.51,000 in 1995.
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Notes to Combined Financial Statements (continued)
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3.' Other Receivables
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Other receivables consist of the following:
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Indigent trust fund
Physician receivables
Foundation Pledges
Audiology services
Nurse tuition loans
Amqimts receivable from Richmond County
Hospital Authority (see Note 2)
Health Link receivable
.'Prompt Care services
'University Home Health services
Accrued interest receivable
KentwoodIW estwood receivables
Greene County
Other receivables
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4. Amounts Due from Affiliates
December 29,
1996
December 31,
1995
$1,766,874
1,093,181
867,270
657,775
547,374
546,046
510,000
389,165
. 375,910
252,374
175,045
105,967
922,334
$8,209,315
$ 462,993
888,886
941,598
438,723
557,978
51,761
120,000
575,213
382,865
268,479
406,126
238,070
500,446
$5,833,138
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The amounts due from affiliates of University Health Services, Inc. consist of the
. following:
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Due from University Extended Care, Inc.
Due from University Health, Inc.
Due from University Health Resources, Inc.
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December 29,
.' . "1996
December 31,
1995 '
$ 2,585,366
300,000
28,850,136
$31,735,502 .
$ 2,585,366
. 300,000
19,536,113
$22,421,479
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University Health Services, Inc.
Notes to Combined Financial Statements (continued)
4. Amounts Due from Affiliates (continued)
University. Health Link (UHL) and University Eehavioral Health Link (UBHL) are 50%
owned by Uruversity Health Resources and are related parties. The Hospital pays UHL
and UBHL 3. monthly capitated payment for health care services for its Hospital
employees. In addition, the Hospital pays administrative fees to UHL and UBHL for
claims processing for Hospital employees amounting to approximately $307,000 and
$405,000 in 1996 and 1995. respectively. Total payments to UHL and UBHL in 1996 and
1995 for capitation and administrative fees were approximately $10,195,000 and
$10,500,000, respectively.
5. Assets Limited as to Use
Assets limited as to use consist of the following:
December 29, December 31,
1996 . 1995
By Board designation (certificates of
deposit and U. S. Treasury Bills, recorded
at fair value):
Renewal and replacement fund
Reserve for contingent losses
$ 16,312
9,989,859
$10,006,171
$ 16,312
8,643,749
$8,660,061
The renewal and replacement fund has been designated by the Board for renovation,
replacement and expansion of the Hospital's facilities. The reserve for contingent losses
has been designated by the Board in connection with the Hospital's self-insurance program
as ~escribed in Note 8. .'
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Notes to Combined Financial S tatements (continued)
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6. Property and Equipment
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Property and equipment consist of the following:
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December 29,
1996
December 31,
1995
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Land
Land improvements
Buildings and improvements
Major moveable equipment
Fixed equipment
$ 7,864,041
3,033,348
100,101,072
109,861,620
31,412,345
252,272,426
138,539,681
113,732,745
7,500,433
$121,233,178
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Less accumulated depreciation
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Construction in progress
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7 . Long-Term Debt and Capita) Lease Obligations
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Long-term debt and capital lease obligations are summarized as follows:
$ 7,716,355
2,206,566
91,463,552
104,161,680
28,714,545
234,262,698
122,886,612
111,376,086
10,260,886
$121,636,972
December 29, Deceml;>er 31,
1996 1995
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Capital lease obligations payable in various
monthly installments
.Miscellaneous notes payable
$3,046,472
126,890
3,173,362
583,08.7 :
$~,590,275
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Less current'maturities
$4,946,914
153,019
~,099,933
., '2;094,735
$3,005,198'
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University Health Services, Inc.
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Notes to Combined Financial Statements (continued)
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7. Long-Term Debt and Capital Lease Obligations (continued)
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Long-term obligations for the remaining fiscal years are:
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1997
1998
1999
2000
2001
Thereafter
$ 583,087
850,228
111,457
100,122
111,853
1,416,615
$3,173,362
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Interest paid during 1996 and 1995 was approximately $308,000 and $507,000,
respectively.
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On June 20, 1984, the Hospital created an irrevocable trust for the purpose of providing
for payment and retirement of the Richmond County Hospital Authority Revenue
Anticipation Certificates in the principal amounts of $3,500,000 and $12,500,000 dated
February 1, 1966 and October 1, 1977, respectively. The Hospital deposited cash and
securities into the trust which, together with interest earned on these deposits, are to
provide payment for principal and interest on the outstanding certificates at their
respective maturities of February 1, 1996 for the Series 1966 and January 1, 2008 for the
Series 1977. As the Hospital has no more liability under the certificate agreements; the
transaction was treated as an early extinguishment of debt. As of December 29, 1996 and
December 31, 1995, principal amounts of approximately $7,905,000 and $8,535,000,
respectively, remained outstanding on the certificates.
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8. Contingent Losses
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The Hospital maintains '$l1;OOO,OOO'in general'and 'professionalliabiliiy irisuranc.~ with'
self-insured'retention amounts of$1,000,000 per elaim and '$3,000,000' in the aggregate
on a claims made basis. This coverage is retroactive to November 1986, The Hospital
has designated certain assets to be held in connection with contingent losses as well as the
prior self-insured deductible. No material amounts have been paid from these designated
assets during 1996 and 1995. .
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University Health Services, Inc.
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Notes to Combined Financial Statements (continued)
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8. Contingent Losses (continued)
o
Various claims and assertions have been made against the Hospital and legal proceedings
are in process. In addition, other claims may be assened arising from services provided to
patients in the past. It is the opinion of management that adequate provision has been
made for any losses which may result from such claims and assertions and that such losses
would not materially affect the combined financial position of the Hospital.
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The Hospital also self-insures for workers' compensation and has accrued an estimate of
this liability at December 29, 1996 and December 31, 1995.
o
9. Concentrations of Credit Risk
1,'
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The Hospital grants credit without 'coll~teral to its patients, most of whom are local
residents and are insured under various third party payor agreements. The mix of
receivables from patients and third party payors at December 31, 1996 and 1995, was as
follows:
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1996
1995
Medicare
Medicaid
Other third-party payors
Patients
37%
12
41
10
100%
36%
13
40
11
100%
10. Retirement Benefits
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University Health Services, Inc. is th~ sponsor of a defined benefit pension plan covering
substantially all the ~ospital's eligible employees. The' benefits are l?ased on years of" .
service and the employee's average compensation for the five consecutive calendar years
during the last ten years of service which produce~ the 'highest average. The Hospital's
funding policy is to contribute the maximum of the net periodic pension cost or the
amount required by ERlSA. Contributions are intended to provide not only for benefits
attributed to service to date but also for those expected to be earned In the future.
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University Health Services, Inc.
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Notes to Combined Financial Statements (continued)
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10. Retirement Benefits (continued)
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The following table sets forth the plan's funded status and amounts recognized in the
accompanying combined balance sheets, (in thousands):
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1996
1995
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Actuarial present value of benefit
obligations:
Accumulated benefit obligation,
including vested benefits of $49,737 in
1996 and $48,610 in 1995
o
$50,181
$49,041
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Projected' benefit obligation
Plan assets at fair value, primarily group
annuity insurance contracts
Underfunded projected benefit obligation
Unrecognized net loss (gain)
Net pension liability recognized in the
combined balance sheets
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$(64,970)
52,004
(12,966)
211
$(12,755)
Net pension cost includes the following components (in thousands):
1996
$(62,999)
47,786
(15,213)
(1,395)
$(16,608)
1995
Service cost
Interest cost on projected benefit obligation
Return on plan assets
Net amortization and deferral
Net periodic pension cost
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$ 2,395
4,866
(1,164)
. (2,487)
. $ 3;610
$ 2,829
3,972
(7,553)
4,604
. $ 3,852
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University Health Services, Inc.
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Notes to Combined Financial Statements (continued)
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10. Retirement Benefits (continued)
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Assumptions used in accounting for the retirement plan were:
1996
1995
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Weighted average discount rate
Rate of increase in salary scale
Long-term rate of return
8.0%
5.9%
7.5%
8.0%
5.9%
7.5%
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During 1995, the Hospital offered an early retirement program ("Program") to participants
in the retirement Plan who were age 50 and older. The Hospital accrued costs of.
approximately $7,546,000 as of December 31, 1995, to recognize the increase in the
pension obligation resulting from this Program.
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In addition to the Hospital's defined benefit pension plan, the Hospital sponsors a defined
belJefit health care plan that provides postretirement medical and dental benefits to full-
time employees who have worked 10 years and attained age 55 while in service with the
Hospital. The plan is contributory, with retiree contributions adjusted annually, and
contains other cost-sharing features such as deductibles and coinsurance. The accounting
for the plan anticipates future cost-sharing changes to the plan that are consistent with the
Hospital's expressed intent to increase the retiree contribution rate annually for the
expected increases in the health and dental trend rates. The Hospital's policy is to fund
benefits as they are actually submitted for payment by plan paI:ticipants, rather than build a
segregated reserve to finance future benefit payments.
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Notes to Combined Financial Statements (continued)
. 10. Retirement Benefits (continued)
The' foilowing ~able'presents the plan's funded status z:econciled with amounts recognized
in the 'accompanying combined balance sheets (in thousands):
1996
1995
o
Accumulated postretirement benefit
obligation:
Retirees
Fully eligible active plan participants
Other active plan participants
$ 9,080
1,881
6,750
17,711
$ 8,394
450
4,774
13,618
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Accumulated postretirement benefit
obligation in excess of plan assets
Unrecognized net loss (gain)
Unrecognized transition obligation
Accrued postretirement benefit cost
recognized in the combined balance
. sheets
(17,711)
1,373
10,090
(13,618)
(1,528)
10,720
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$ (6,248)
$ (4,426)
Net periodic postretirement benefit cost includes the following components (in
thousands):
1996
1995
I
Service cost
Interest cost
Amortization of transition obligation over
20 years
Net periodic postretirement benefit cost
$ 532
1,233
$ 458
950
660
$2,425
464
$1,872
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University Health Services, Inc.
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Notes to Combined Financial Statements (continued)
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10. Retirement Benefits (continued)
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The weighted-average annual assumed rate of increase in the per capita cost of c'overed
benefits (i.e., health care cost trend rate) is 3.5% percent for 1996 and 1995 ~nd is
assumed to decrease gradually to 2 percent for 1998 and thereafter. The health care cost
trend rate assumption has a significant effect on the amounts reported. For example,
increasing the assumed health care cost trend rates by one percentage point in each year
would increase the accumulated postretirement benefit obligation as of
December 29, 1996 and December 31. 1995 by approximately $2,987,000 and
$2,653,000, respectively, and the aggregate of the service and interest cost components of
net periodic postretirement benefit cost by approximately $392,000 for 1996 and
$316,000 for 1995.
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The weighted-average discount rate used in determining the accumulated postretirement
benefit obligation was 7.5% percent at December 31, 1996 and 1995.
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11. Commitments and Contingencies
University Health Services, Inc. has guaranteed payment in the event of default of one-half
the principal and interest due on the $6,000,000 Series 1988 A and B Certificates of
Walton Rehabilitation Hospital (see Note 1), a specialty medical provider located in the
Hospital's service area.
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University Health Services, Inc. has guaranteed payment of a letter of credit, securing
$27.195,000 Revenue Bonds Series 1990 and one-half of a letter of credit, securing
$21,300,000 Revenue Bonds Series 1994 of Augusta Resource Center on Aging, Inc.
d/b/a Brandon Wilde (see Note 1).
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University Health Services, Inc.
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Notes to Combined Financial Statements (continued)
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12. Operating Leases
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The Hospital leases property from University Professional Center II, Ltd. for Day Surgery,
a Diagnostic Center and certain other space and from University Health Resources, Inc.
for satellite offices. The lease has a minimum tenn of 10 years with two renewal options
of 5 years each. The Hospital also leases office space and x-ray equipment from other
unrelated parties. Future n1inimum payments, by year and in the aggregate, at
December 29, 1996, are approximately as follows:
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1997
1998
19.99
2000
2001
Thereafter
Total minimum lease payments
$2,238,000
1,630,000
869,000
620,000
220,000
106,000
$5,683,000
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Rent expense paid to University Professional Center II, Ltd. for leased properties during
1996 and 1995 was approximately $1,178,000 and $1,210,000, respectively.
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13. Functional Expenses
The Hospital provides inpatient, outpatient, and emergency care services primarily for
residents of the Augusta, Georgia area. Expenses related to .providing these services are
approximately:
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1996
1995
~~
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Patient care services
General and administrative
Total operating expenses
$154~208,000
75,010,000
$229,218,000
$166,888,000 .
82,542,000
$249,430,000
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University Health Services, Inc.
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Notes to Combined Financial Statements (continued)
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14. Fair Values of Financial Instruments
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The carrying amounts reported in the combined balance sheets for cash and cash
equivalents, short-term investments, assets limited as to use and long-term debt
approximate their fair values. The following methods and assumptions were used by the
Hospital in estimating the fair value of its financial instruments:
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Cash and cash equivalents: The carrying amount reported in the combined balance
sheet for cash and cash equivalents approximates its fair value.
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Investments: Fair values, which are the amounts reported in the combined balance
sheet, are based on quoted market prices, if available, or estimated using quoted
market prices for similar securities.
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Estimated third-party payor settlements: The carrying amount reported in the
combined balance sheet for estimated third party payor settlements approximates
its fair value.
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Assets limited as to use: These assets consist primarily of short-term investments
and U.S. Treasury Bills. The carrying amount reported in the combined balance
sheet is fair value.
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Accounts payable and accrued expenses: The carrying .amount reported in the
combined balance sheet for accounts payable and aCGrued expenses approximates
fair value.
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Long-term debt: The fair value of the Hospital's capital leases is estimated using
discounted cash flow analyses, based on the Hospital's current incremental
borrowing rates for similar types of borrowing arrangements.
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University Health Services, Inc.
Notes to Combined Financial Statements (continued)
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14. Fair Values of Financial Instruments (continued)
The carrymg amounts and fair values of the Hospital's financial instruments at
December 29, 1996 and December 31, 1995, are as follows (in thousands):
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Cash and cash equivalents
Short-term investments
Estimated third party settlements
Assets limited as to use
Long-term investments
Accounts payable and accrued
expenses
Accrued compensation, benefits,
and withholdings
Long-term debt and capital lease
obligations
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1996
Carrying
Amount
Fair
Value
1995
Carrying
Amount
$ 8,513
26,038
8,310
8,660
2,591
9,504
14, 123
5,100
Fair
Value
$ 8,513
26,038
8,310
8,660
2,591
9,504
14,123
5,100
It is not practicable to estimate the fair value of the Hospital's joint ventures due to the
limited information available to the corporation and the significance of the cost to obtain
outside appraisals.
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$ 5,591
20,480
8,585
10,006
7,326
$ 5,591
20,480
8,585
10,006
7,326
13,568
13,568
13,320
13,320
3,173
3,173
24
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ATTACHMENT F
Verification of Construction Costs
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~ Hinman
architectural
group, p. c.
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February 4, 1998
407 Seventh Street
Augusta, GA 30901
(706)722-3052
Fax (706)722-4883
Mr. Kyle Howell
Plant Services
University Hospital
1350 Walton Way
!;ucus"~ G~ ?09v"1 .
... 0 ....., ....J ~ .I.
IN RE: M.Rl RENOVATION
Dear Kyle:
The plans and specifications for the M.RI. renovation have been distributed to
RW. Allen & Associates for pricing. The following is the proposed total budget
price for the project
· Total Renovation/Construction Cost:
· NE Fee:
· Contingency Costs:
· Total Project Costs:
$243,770.00
$ 13,000.00
$ 24.377.00
$281,147.00
This budget is based on prepared contract documents priced out as stated by RW.
Allen, and the fee includes all site visits from the NE team during construction.
The total square footage to be renovated is based on 815 square feet At this point,
we have calculated the cost per square foot to be $344.97.
This would include the demolition of existingwalls, ceilings, HV AC, plumbing
and electric as well as new flooring, walls, lead glass and frames, lead doors and
frames, ceiling, HV AC, electric, plumbing, casework and controls.
Should you have any questions concerning any of this infonnation, please do not
hesitate to give me a call.
&!JJJ2/J . '
RICHARD B. HINMAN. a. AIA
President
Registration #5474
RBH:klc
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ATTACHMENT G
Indigent Care Policy
.
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UNIVE...~S ITY HaS PIT AL
ADMIN1STRATIVE POLICY
INDfGENT CARE
A. Hospital policy related to public service
1. University Hospital is a public hospital committed to public service. No
one seeking emergency services will be turned away because of their
inability to pay for the services.
2. UniversitY Hospital will make the decision on the most cost-effective
method of service that is appropriate for those who are unable to pay.
3. University Hospital will participate as a hospital provider for Medicare
and Medicaid programs. University Hospital employees will be available
during normal business hours on Monday through Friday (except holidays)
to assist individuals in determining eligibility for all third-party programs.
All other means of compensation must be exhausted before indigent
services will be considered.
~ ~.:)
University Hospital will energetically seek collections from all individuals
with the ability to pay for hospital services. University Hospital will also
seek collections on indigent patients that receive, or would be eligible to
receive, third-party payments, but would not cooperate with the Hospital
to ensure proper credit of those funds.
5 . University Hospital indigent care program is structured to benefit residents
of Richmond County only, with one exception being the outpatient clinics.
4.
B. Application procedure
1. Apply at the admission/registration point within three (3) months of
discharge date.
2. Establish financial eligibility at time of application if possible. If not at
application within 30 days or the application will be denied.
3. University Hospital will advise in VfIiting the verification requirements
and time limits to provide the necessary information. University will
retain a signed copy of the patient or responsible party as proof of this
notification.
4. The patient or responsible party must exhaust all necessary steps to secure
payment from all other sources (ins., Medicare, Medicaid, No-fault, etc.).
.
.
UNIVERSITY HOSPITAL
AD1\1INISTRA TIVE PO UCY
C. Financial eligibility requirements
.... 1.
2.
3.
4.
5.
6.
._"lo.' 7.
A formal indigent care application will be accepted for any Richmond
County resident. Proof of six (6) months residency is required.
Income guidelines will be the income scale in use at time of service under
the county contract for the appropriate family size.
In order to quality as indigent, real propertY must not exceed 25 times the
monthly poverty level for the appropriate family size.
All savings must be applied to hospital bills before indigent allowance can
be posted.
In the case of deceased patients, final collection from the estate will
proceed any indigent care allowance.
All re-applications for indigent care must be written 30 days of original
denied date.
Indigent care allowance will be provided for inpatient, clinic and true
emergency patients. Non-emergency cases in the E.R. will not" be
allowanced.
8. Income is defined as total cash received from all sources before taxes or
other deductions. Examples of commonly overlooked income include
child support, social security, unemployment income, alimony, interest
earned, insurance or annuity payments, etc.
9. . For reduced care, University Hospital recognizes income levels up to
175 % of the federal poverty guidelines.
a. Income up to 125 % of the current poverty level:
1.25 X current level = 75 % discount
b. .Income up to 150% of the current poverty level:
1.5 X current level = 50% discount
c. Income up to 175 % of the current poverty level:
1.75 X current level = 25 % discount
.
.
UNIVERSITY HOSPITAL
ADMIN1STRA TIVE POLICY
D. Guidelines for legal action to collect accounts
-
-- 1.
2.
3.
4.
5.
6.
7.
.~.:.: 8.
Patient must have minimum income that exceeds poverty level in place for
Richmond County prior to legal action.
Patient may have real holdings in excess of 25 times monthly poverty
level income. This will justify legal action without regard to # A above.
We must have verified deliverable address prior to legal action.
Medicare deductible and co-insurance will not be subject to legal action.
Medicaid eligible patients will not be subject to legal action except to
patients estate.
Accident cases will be subject to legal action from the responsible party
until claim is deemed exhausted.
Legal action will be pursued against hospital employees under this policy.
They are subject to same provisions as others.
Courtesy card is to be permanently revoked if legal action is taken against
the holder.
Number in Family Group
Amount of Monthly Income
proj\W1ivwom \poljcy
1
2
3
4
5
6
7
8
9
10
11 or more
$90.00
140.00
190.00
210.00
245.00
265.00
285.00
300.00
320.00
330.00
365.00
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RICHMOND COUNTY INDIGENT CARE
REGISTRATION PROCEDURES
-
...
Revised 06/01/95
Only Ricbmond County sdf-pay patients will now be eligible for county reimbursement. These patients
must receive approval for this reimbu.r.;ement from OFACS. Therefore:, a new proo::d.urc will go into
e.ffect on 0 UI1J95 for-all patients. regardless of patient type. who:
Have been Richmond OJunty residents for at [east 6 months
Have no private insurance
Have no Medicare. Medicaid., or Workers Comp
. Are willing to sign a request for indigent certification screening
It will be the responsibility of the registrars to receive indigent care applications and place the patient in T
(femporarylPending Certification) status.. It will be the responsibility of the F1D3J1Cial Assistance Office
to place the patient in the;1PPropraite R status when OF ACS responds with a certification or denial.
Case A
When a Ricltmond County self pay patient who wishes to apply for indigent
certiflCation presents at any registration point., the following procedures should be
followed.:
· Fill out the indigenc, care application form and have the patient sign .it.
Giv.e the patient a copy of the indigent care application form and the instruction sheet.
Keep two copies of the indigent care application foem. .
· Put a T-l~ T4, T9, or TX in the indigent care code field and the qment date in the indigent care date
field in the CPt This will preserve the date of application for certification.
· Register the patient as financial class T (TemporarylPending DF ACS Certification).
· Create a new commercial type plan. Use plan code T99. Use current date as the "effective from'" date
and 12131/99 as the 04effective thru.. date.
Case B .
To register a patient who has already applied for indigent certi.fi.cation and is still
waiting for approval:
· Verify that the patient has a TI-T4. T9. or TX in the indigent care code field.
· Do not initiate another indigent care application form.
· Leave the indigent care code and date"as is."
· Register the patient as financial class T (TemporarylPending DF ACS Certific:ltion).
Attach the T99 plan to the registration. Do not change the effecti\'e dates of the plan.
...
Case C
To register a patient wtro has received indigent certification:
-
-
· The Financial Assistance Office wiII have entered the appropriate R indigent Clre code and insurance
plan on the patient's record. See attached code definitions.
· Verify that the patient has an RI-R4 or R9 in the indigent Clte code field and that the indigent c::u.-e
date has not expired.. (The expiration date in the cpr should match. the e:<pir.ltion date on the plan
code on the insurance screen..)
.....
· If the patient's indigent care certification has expired. register the patient according to the CASE A
. rules above. Otherwise.. continue.
· Do aot initiate another indigent care application foem.
.. Leave the indigent care code and date "as is. n
· Register the patient as financial class R (Richmond County Certified).
· Attach the RO I. R02. R03. R04. or R99 plan to the registration.
Do not change the etfectiv'e dates of the plan.
CaseD
To register a patient who has been denied indigent certification: .
· The Financial Assistance Office will have entered an RX in the indigent care code and the date' after
which tQ.e patient may reapply in the indigent care date.
· If the pa;tient has reached. the date for reapplication and the patient wishes to reapply. register the
patient according to the CASE A rules above. Otherwise. continue.
· Do not initiate another indigent care application foem.
· Leave the indigent care code and date "as is."
· Register the patient with the appropriate financial class and plan code. Do not use any of the
Richmond County codes.
CaseE
To register a patient whose certification has expired:
· Register the patient according to the CASE A rules above.
.
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ATTACHMENT H
Transfer List
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UNIVERSITY HqSPITAL. AUGUSTA. 9A
. . TRANSFERLIST
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5.
6.
7.
S.
Aiken Nursing HOrI.1e. Aiken.. SC 29801
Anne Maria Medical Care Nursing Home. Inc.~ N. Augusta. SC 29841
Augusta Christian Niatemity Homes. Inc.. Augusta. GA 30909
Augusta Regional Medical Center. Augusta. GA 30909
Augusta Surgical Center. Augusta. GA 30904
Augusta Treatment Center. Augusta. GA
Barnwell County Rural Health Clinic and Barnwell County Hospita~ P. O. Box 588. Barnwell., SC 29812
Beverly Manor Conv.alescent Center. Augusta, GA 30904
Blair House, Augusta. GA 30904
Bon Air Life Care Center. Augusta. GA 30904
Minnie G. BosWell Memorial Hospital. P. o. Box 3.29, Greensboro. GA 30642
Brandon Wilde. Evans.. GA 30809 .
Bulloch Memorial Hospital. Statesboro. GA. 30458
Burke County Hospital. Waynesboro. GA 30830
Columbia County Ambulance Service, Martinez, GA 30907
Community Dialysis Service of Augusta.. Augusta.. GA 30906
Community Dialysis Center of North Augusta. 205 Edgefield Road, North AugUsta. SC 29841
County-Wide Ambulance Service, Waynesboro. GA 30830 .
Edgefie1d County Hospital. Edgefield., SC 29824
Elbert Memorial Hospital. Elberton, GA 30635
. Emanuel County Ambulance Service, Swainsboro, GA 3040 I. .
Emanuel Medical Center, P. O. Box 879. Swainsboro. GA 3040 1
Forest Lake Manor. Inc.. Augusta. GA 30907
Georgia Regional' Hospital. Augusta. GA '30906 .
Glascock County Ambulance Setvice, Gtoson, GA 30810
Glendale Nursing Home, Inc.. Wadley. GA 30477
Gracewood State School and Hospital., Gra.cewood., GA 30812
Hampton General Dialysis Ccnta-. Vamville. SC 29944
Heritage House Summerville. Augusta. GA 30904
Jefferson Emergency Medical Service,. Louisville. GA 30434
Jefferson Hospital, Louisville, GA 30434
. Jenkins County Ambulance Service. Millen, GA. 30442
Jenkins County.Hospital. Millen, GA 30442
Jennings Healthcare, Inc.. Augusta. GA 30906
KCntwood., Augusta.. GA 30909
Lake Crossing Health Center. Leah. GA 30809
Leisure Homes of Augusta.. Inc.. Augusta. GA .30906
. Lincoln Comity Ambulance Service. Lincolnton, GA 30817
McCormick Health Care Ccnta-, McCormick, SC 29835
McDuffie County Ambulance Service, Th~n, qA 30824
McDuffie County Hospital. Thomson, GA 30824
MCG Hospital & Clinics, Augusta.. GA 30912
Meadows Memorial Hospital. P. o. Box 1048. Vidalia, GA 30474
Memorial Hospital ofWasbington County. SandersVille.. GA 31082
National Healthcare Center of North Augusta, Marth Au~ SC 29841
Nephrology Center of Augusta.. Augusta.. GA 3090 1
Nephrology Center of Statesboro. Inc.. 201 Donehoo Sl, Statesboro. GA 30458
Nephrology .Center ofWaynesboro. Inc., Waynesboro, GA 30803
Penn Teck, Augusta. GA 30901.
Reliance Healthcare of Augusta, Inc.. Augusta.. GA 30906
Reynolds Memorial Home, Edgefield., SC 29824
Richmond Nursing Home. Inc., A~ GA 30907
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JNIVERSITY HOSPITAL, AUGUSTA, GA .
rp-.A.NSFER LIST .
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Screven County ~6Spital., Sylvania, GA 30467
Sl Joseph Hospital. Augusta, GA 30904
Thomwell Satellite Center. Augusta, GA 30904
Walton Rehabilitation Hospital. Augusta, GA 3090 I
Warren County Ambulance Service. Warrenton. GA 30828
Westwood, Augusta, GA 30907
Wilkes Health Care Center. Washington. GA 30673
Wt.lIette Wallace Dialysis Center, Augusta, GA 30901
Williston Health Care. Inc.. Williston. SC 29853
Wills Memorial Ambulance Service. Washington. GA 30673
Wills Memorial HOSpital. Washington. GA 30673
Windermere Nursing Home. Augusta, GA 30909
~.:-..... 1/97
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ATTACHMENT I
Affiliation Agreement with the Medical College of Georgia
.
UNIVERSITY SYSTEM OF GEORGIA ON BEHALF OF THE
. MEDICAL COLLEGE OF GEORGIA AND
UNIVERSITY HEALTH SERVICES, INC. ON BEHALF OF
UNIVERSITY HOSPITAL
· STATE OF GEORGIA
RICHMOND COUNTY
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THIS AGREEMENT, made on the 1 st day of July, 1995, by and between the Board
of Regents of the University System of Georgia on behalf of the Medical College of. Georgia
("MCG") and University Health Services, Inc. on behalf of University Hospital ("University
Hospital"), both located in the city of Augusta, Georgia. The obligations of the Board of
Regents shall be performed by MCG, primarily through its School of Medicine ("School").
WITNESSETH THAT:
WHEREAS, the purpose of this Agreement is to guide and direct a working
relationship between University Hospital and MCG in providing clinical learning experiences
for medical students and housestaff of MCG at University Hos'pital as an integrated
teaching facility;
NOW, THEREFORE, in consideration of the following mutual promises, cove'nants
and conditions, University Hospital and MCG agree as follows:
CLAUSE 1: COMMON OBJECTIVES AND INSTITUTIONAL GOALS
1 .1 MCG and University Hospital recognize that although an agreement like this
is necessary for a successful affili.ation, it is also necessary that
understanding and sincerity control the many actions large and small taken
from day to day if the parties are to achieve not only the common objectives
of this Agreement but also the institutional goals of each party. The
common objectives of the parties to this Agreement are the promotion of:
a. Quality patient care;
b. A positive and productive educational environment for medical
students, housestaff (sometimes hereinafter referred to as residents)
and the medical staff of University Hospital;
c. A positive public image of University Hospital as an integrated
teaching hospital;
d. Broader based patient care for the clinical education program at MCG;
e. Productive clinical and health care research; and
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IN WITNESS WHEREOF, University Health Services, Inc. and the Medical College of
Georgia have caused this Agreement to be executed and delivered in duplicate at Augusta,
Georgia, the day, month and year first above stated.
BOARD OF REGENTS OF THE
UNIVERSITY SYSTEM OF GEORGIA
UNIVERSITY HEALTH SERVICES, INC.
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o
By:
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President
Francis J
Presiden
Medical College of Georgia
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ATTACHMENT J
Evidence of Site Entitlement
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STATE OF GEORC!A
I
LEASE AGREEJ-{ENT
COUNT'{ OF RICH~ONO
~ ! T N E SSE T H:
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WHEREAS, Richmond County Hospital Authority (herein referred to as
"RCHA"), 'Which owns and operates University Hospital, has determined that' the
health needs of the community 'Will be best served hy leasing University
Hospital and its related facilities, along ~ith an assignment of other
assets. to a non-profit corporation. University Health Services, Inc. (herein
referred to as "tJH.SlC) , ~hich has been created to lease and operate University
Hospital and its related facilities as an acute care general hospital for the
benefit of the general public; and .
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. WHEREAS. RCRA has determined that a lease of University Hospital
and its related facilities, being a part of an overall plan of corporata
reorganization, ~ill promote the public health needs of Richmond County by
making additional health care facilities available in R~chmond County and
~ll tend ~o lo'Wer the long-term cost of healt? care in Richmond County
because the lessee viII enjoy greater operational flexibility and have the
ability to compete more effectively vith qther health care institutions,
the~eby promoting efficiency 'While protecting University Hospi~al and its
.fa~ilities as a community asset operated on a non-profit basis; and ~
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WHEREAS, RCHA has determined that URS~ being organizea as a .
n~n-profit corporation, the purposes of vhich are eXflusively charitable,
educational and scientific, vill not operate in such a manner vhich vould
contravene the mandate set forth in the Georgia Hospital Authorities Lav,
C.C.G.A. 5 31-7-77, and that URS viII operate Cniversity Hospital on &
non-profit basis, 'Without inurement of benefit or profit to any private
person or individual, but 'With sufficient reyehues over expenses to provide
"for proper maintenance and reasonable reserves; for the improvement,
replacement or expansion of the present hospit~l facilities and services, all
as contemplated in the Georgia Hospital Autho~ties Lav; and
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WHEREAS, UHS has agreed to provide s~rvices to the indigent sick of
Richmond County, and to continue to operate emergency care facilities
available to all citizens regardless or abi~ity to pay; and
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WHEREAS, UHS has agreed that it viII continue to parricipate in
federally sponsored Medicaid and Medicare programs;
NO~ THEREFORE, for and in consideration of the sum of One Dollar'
($1) in hand paid, plus other good and valuable consideration. including. --
.lJithout limitation. the"assumption of the obligacions herein set forth. RCHA".
as lessor, does hereby lease to mfs. as lessee, for a term of fort:' (40)
years, the Universicy Hospital and its related facilities, a~ more
particularly described on E~hibit A attached hereto and by.reference
incorporaced herein. subjecc to any valid rescriccions applicable thereto.
pursuanc co che te~s of O.C.C.A. S 31-7-75(7)) and upon the (011o~i~~
additional terns and conditions: \ .
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Lease Ce~. The le~se Ce~ shall commence on such dace AS:
(i) UHS shall have received a p~iv~ce rulin~ from the !ntern~l
Revenue Service that: it is e:<:empc from income t~:':.acion under ~ SOl (c) (J) of
the Incp.rn~l Revenue Code; and
(ii) UHS has been issued all necessary licenses for the continup.d
operation of University Hospital by UHS as lessee.
When the above described events shall have occurred.. OHS shall
deliver a certificate to RCHA, certifying as to the same, and the term s~all
run for a period of forty (40) years after the d~re of such certificate from
. tms. The lease term shall not bE" terminated unless an event of termination,
a~ defined in para~raph 27 below. shall have occurr~d.
2. Non-profit oper~tions.
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(a) UMS shall not operate University Hospital for profit and' shall
. ;
. fix rates and char~es consistent ~ith such policy and in such amounts as vill
produce revenues sufficient, together ~ith all ocher funds, (i) to pay
principal and interest on certificat:es and obligations of RCHA issued for the
:benefit of UHS, (ii) to provide for the maint~nance an~ operation of
University Hospital and its related facilitie~. (ij~) co create and maintain
reserves sufficient to meet the princip~J . and interest: payments..due on any
certificates in anyone year after the issuance thereof and, (iv) in order to
provide reasonable'reserves for t:he 1mpro~ement:, replacement .or expansion of
thi present facilit:ies or services. . ..
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(b) UHS shall operate and conduct its .affa~rs exclusively for
charitable, educat:ional and scientific purposes ~ithin the meaning of S
501(c)(3) of the Internal Revenue Code of'1954, as tmended, and no assets of
L~S shall inure to the bene;it: of private persons, individuals or entities.
URS shall apply for, Qbtain and maintain an exemption from taxation pursuant
to S 501(c)(3) of the Intern~l Revenue Code.
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3. Rospital operar.ions. UHS shall ~perate Univ~rsity Hospital as
an acute care ~eneral hospital for the benefi~ of the general public. .!hosP.
activities, services and facilit:ie~ presently provided by University Hospital
shall not be diminished, curtailed or ceased unless UFS shall have dpcermined
that any such diminishment, curtailment or cess~tion shall promote the public
health needs of the community. UHS is aut:horized to augment, improve or
increase any existing service or add any service, or to shift any cur~ent: or
ne~ service to another facility or entity if UFS determines that such ~quld
benefit the public health needs of the community.
4. Emp.r~encv ~ervice$. UHS shnll provide emerRency tre~tmenr
facilities and no person shaLl be denied emergency care due to inabilicy ~o
r~Y. '.
5. Ambulat'lce ~ervice. -
(a) \'ttS sha 11 opet":1te
such ~crvices is ~~de ava11~ble
the amhulo.nce service so lC'nR as fund in~ (0('
to UHS or RellA.by Richmond Councy.
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(b) On and as of che firsc day of che Ce~ hereof, RCHA cr3nsfers,
assigns and conveys cO UPS all ies righe. eicle ~~d incerest in and Co che
revenues payable co RCHA arisin~ under and by vircue of che presenc ambulance
service contract, or any successor concract. yieh Richmond Couney, RCHA
shall not modif,. amend, or termin~ce any such concr~cC yiehouc ehe prior
consenc of UliS.
(c) R~~A yill not concract yich any ocher hospital or health care
provider for ambulance services yiehout first givin~ UHS the r~ght and
opportunity to perform such services.
6.
Indi2ent care and contract ri~ht~ yith Richmond County.
(a) ~CRA transfers and~ssi~n~ to UHS all of it~ ri~ht, title and
interest in and'to the tevenues actually paid or payable to RCHA arisin~
under a~d by virtue of n cereain contract among RCRA, the City Council of
Augusta and Richmond County, "dated February 1, 1966, plus all the revenues
actually paid o~ payable to RCHA arising under and pursuant to a certain
indigent care agreement betveen Richmond County and RCHA. dated September 20,
1917. In consideration of such assi~nment. UHS shall ~rovid~ all of the
indi~ent care obligations of RCHA under and pursuant to said agreements:and
RCHA shall remit to UHS all monies, as and yhen recei~ed by it, from Ricncond
County fot: indiget'1t care. ! .
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(b) URS shall have the right to.. enforce sa:1d contr~cts in the n.a.ae
of. RCHA, including, yithout licitation. the ri~hc to institute action in its
. nme or in the name of RCHA or both. RCRA .agrees to take all nece~~~ry ".
~; action to keep said contracts in full force ani d effe.ct uncil ~?ey e~pire by
their terms.
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(c) On and as of the first day of the term hereof. RCBA crnnsfers,
assigns and conveys to URS.ics right ro the payment of monies pursuant to the
terms of paragraph S(c) of the contract, dated February 1. 1966, among RCRA.
City of Au&u~ta, and Richmond County. In consideration of said assi~nment.
URS shall provide for the continuous operatio~ of University Hospital and for
'"re~sonable reserves for the expan~ion of hospital facilities and services.
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mutually otpe~iae agreed, RCRA vill not send
are. referred to ic for treatment by Richmond
the Feb.ruary l~ 1966 contract among RCRA. City
to any other hospital except that hospital
. (d) Excep t as may be
the indigent sick and' poor who
County under paragraph 5 (a) 'of
of Augusta and Richmond County
operated by URS.
I I
(e) In consideration ot the indi~ent care obli&~tion assumed
hereunder by UHS, RCHA ngrees chat 1t yill no~ contract vith any' other
ho~pical or health care provider. ~r cstabli~h any f~cility, co provide ~r.y
medical, hospital or hc;tlc:h care services ..ithout fir::;t givin~ UHS tl\f~ righc
~nd opportunic:y to undert~ke such services. . .
7.. C~mplian~e y{th Rirl-~urton ~rant rn5crictton~. To the e~cen:
~rplicable to RCHA as o~ the effec~iva d~ce. UHS ~hall opernte University
IJospic:1l and its retacl'c. f~ci1ities :1n compli:mce yich aU..- rt"~tricc:iC\ns and
regul.cions pursuonc to che provisions of the (Ublir Heal,h Service ^rC. "
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V.S,C. S 291c(e), and ~he ~e~ulacions p~omul~~ted ~hereunder ~hich requi"e
th~e che f~cility conscrucced or mode~ntzed y{ch federal ~r~nt ~onies be ~ade
avail~ble ~o all persons residing in ehe cer~icori~l area of che applican:
and ~hich requi~e chat chere be made av~il~ble in such faciliey a ~ea9onable
volume of services to perS0ns un~ble co pay therefor.
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8.
Issuance of revenue ancicioac:ion certifi.cates, .rent.
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(a) In the evenc UHS shall determine that the acquisicion,
construc~ion, alteration, repair or modernization of existing' or additional
facilities ~iil promote the public health needs of Richmond County or yill
provide health care more efficiently in Richmond County and neither RCRA nor
UHS shall have sufficient unallocated funds~to pay for such acquisition.
conscruction. alteration, rep~ir or mod~rni;a~ion, and it ~halJ he dete~ined
by UHS that the most desir~hle "means t~ raise the capital for such
acquisition, construction, alteration, repair or modernization shall be the
issuance of indebtedness. RCHA agr~es that it yill not unreasonably ~~thhold
its consent to ehe issuance of revenue anticipation certificates. ana after
. such consent shall have been given, it shall cause to be issued revenue
anticipation certificates as authorized by lav, the income from ~hich sh~ll
be exempt from federal income taxa cion purs~ant to J 103 of the Interna~
Revenue Code of 1954, as amended. ~ny funds received by RCHA from the "
issuance Qf such revenue anticipation certificaces shall be used exclusively
for the purposes for ~hich such revenue ancicipation certificates yere issued
and as allo~ed by l~. Any such facilicy.acquired. con$tructed, altered,
repaired, or modernized .yith the proceeds from the issuance .o'f such revenue
. anticipation certificates shall be included in and become a part_ofl this""
:71ease'. '
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. (b) In the event UHS shall de~m ic henefi~ial. in order to promote
the health care needs of Richmond County, to refinance its indebtedness ou a
tax free basis. RCRA a~rees that it ~ilJ not unreasonably.vithhold its
consent to the issuance of revenue anticipation certificate~. and after such
consent is given, it shaJ 1 caus.e to be issued revenue anticipation
certificate~ as authorized by lay. fn order., to accomplish such refinancing.
RCHA shall use the proceeds derived from the issuance of,. said revenue
anticipation certjficates for those purpose~ for ~hich such revenue
anticipation certificates ~ere issued and as all~ed by lav. includin~.
vithout limitation. the acquisition of the.oucstanding debt or obligations of
,URS, ~n \lhole.or in part:. or'.RCHA may itself., or through a fiduciary or
a~ent, hold and pledge such acquired debt or ohli~ation as security for the
payment of such revenue nnticipacion ccrt:ificates.
II
(c) In the ev~nt RCHA and UH$ shall mutually a~ree upon the
feasibility of the issuance of revenue anticip~tjon cert!f1caces for any
other purpose not addres$ed herein. RCllA a~rees that. it yill cause such "
certificaces to be i:'1sued and sh.:lll use the proceeds as alloyed by lay C1.nd as
m.:J.y be mutually aKrced ~etveen it and ll~S. "
(d) UHS shall pay to RCRA (~~ directly to any truste~ o~ a~enc as
RCHA may direct), as t'et'l~. ,qmollnc:~ ~ufEicient in ~ach yp.~I" to pay the
currenely mA~urin~ in!ltallments of rri ncipo:ll o:lnd incerest \'n any 5uch revenue
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anticipation cercific~ces issued for the purposes as herein set Eo~ch in
subpara~t:'aphs (a). (b) and (c). Such renC paymencs shall be paid at such
times as required by the cerms of ehe revenue ancicipacion cercificac:es.
(e) In addition, UHS shall pny to RCHA, as rent, che amount
necessary, as decermined by RCHA and aireed upon by UHS at the time of
issuance, to be paid each year inco any reserve funds yhich ~CHA may dee~
advisable to be established in connection ~ith the retir~menc: of said revenue
ancicipation cercificaces and the maintenance of the project.
9. Use of revenues bv RCBA.
(a) .All revenues derived by RCHA from this lease shall be app lied.
by RCHA to the payment of any revenue anticipation certificates issued in
connection vith the ~cquisition and construction of any projec~ (as such teLm
is no~ or hereafter defined by the Hospital Authoricies La~), and the
payment, in ~hole or in part;' of any outstanding debt or ohligation of URS
yhich ~as incurred in connection yith the acquisicion and construction"of
facilities of UHS (including any redemption or prepayment premium due
chereon), or to the payment of any other ~~penses incurred in connection ~ch
the acquiring, financing, maintaining, expanding, operating or equipping.said
project.
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(b) To the extent thac UHS pays to RCRA any funds as'a'maincenance
reserve, pursuant to paragraph See) .above~ RCHA shall hold such funds
e~~lusively for such purpose and pay over such funds to UHS upon request by
_.UR"S. UHS shall request such funds in the form of a certificate qf 4Ul,offic.er
~cercifying that maintenance costs have been incurred.by it.
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10. Assignment and conveyance of assets.
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(a) To the extent not described in ~~hibit'A or otherwise herein,
RCHA transfers, assigns and conveys to URS, subject to any liens.or other
indebtedness thereon, all of its assets, including, ~ithout limitation, all
'inventories. .supplies, account receivables, vehicles. choses in action,
'contracts, leases, employee benefit accounts (subject to the provisions of .
paragraph 12 belo~L furniture, fi."(tures. equipment, tradenat!les, policies of
insurance, group plans of insurance. cash, operating licenses, operating and
other monies, self insuT'ince. fund and. ~C'od vi11. To the extent any' of the
foregoing sh~ll not be assignable, RCHA agrees to remit to UHS, as and yhen
received, any funds or monies produced by or derived from said assets, or to
allov UHS to use or possess such assets subjeet to such ..liens or indebtedness
thereon. I I
(b) UHS is peroicced to use ~ll such assets in the operation of
University Hospital and to repair or to replnce or not to repair or to
replace such assets as they have become yorn. inoperable. or obso1ece,and'
UHS shall have complete discretion in decidin~ yhether or.not to repair or.--
.replace any of such asseCs. UHS ~s pe'C1llitted to sell, salva~e. or tr:1cie-in
any such assets noC necessary in its opinion for the operation oE Universicy
Hospit~l. Any proceeds of the s~le, s3lva~e, or tr~de-in of such assets ~y
be retained by UHS.
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It. Assumocion of ti~btUtie:;t. VIIS assumes 1\11 oper.:ltin!1; and
ocher li.:lbilicies of RCHA. includl:1~, Y1.chout li.mitation, all accounC3
payabLe. concr.:lCC obli~ations. lease obli~aeions. accrueo but unpaid
salaries, payroll deductions. vac~cion obli~aeionst obligations under ehe
self insurance fund and obli~acions under any retir~menc plans (subject to
che provisions of paragraph 12 belo~) and deferred compensation ar7angeQeats.
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12. Emolovees and emolovee benefits. All employees of RCHA shall
become employees of UHS which shall be solely responsible for ~che payment of
all salaries and employee benefits. e~cept as provided belov~ UHS shall have
the discretion to hire, termina~e, promote or assi~n employee~ and co hire
agents or independenc concraccors. URS shall also have the discretion to
det:ermine and adjust salaries and employee benefics. UHS and RCHA shall
cooperate to insure that che Ret:irement Income Plan for Employees of
University Hospital (the ttPlanlt) l.s mainc.:lined to provide a ret:1rement:
benefit for the employees of UHS. UHS may elect, at ~ny time hereafter, to
provide such retiremen~ benefit in the following manner: (i) to pay .~o ReRA
a sum of money ,sufficient to provide the contribution required under-' the
, Plan. in which case RCHA shall maint.:lit'1, the Plan and keep it in force; or
(ii) to have the Plan transferred to UHS (or any p~rent organization of ~S),
or have the assets of the Plan transf~rred to a ney plan, in yhich case:unS
(or its parent) shall maintain the Plan or a ~uccesso~ plan. If UHS el~cts
(i) above~ URS shall provide or obtain. at ies cost, alJ administrative,
actuarial and ~ccounting, and investment services necessary fbr the proper
maintenance of the rlan and benefits for.the employees covered thereunder.
.r~ UHS elects (ii) above, UHS may not: subsequently elect' to ~ave RCHA
. maintain the Plan. as under (1) above. vithout ~he prior consen~ 01 RCRX.
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13. Public funds. At the date hereof, RCHA receive; no funds from
;he tax~ayers of Richmond County other than moni~s .for the o~eration of the
ambulance service and for the provision of indigent care; however, in the
event Richmond County shall hereoft:er pay to RCRA funds fo~ the operation of
University Hospital or its related facilities ~r for the retirement of auy
de9t hereafter issued by eicher RCHA or UHS, RCRA a~rees. upon receipt of
such funds. and in consideracion .of the oblightion by URS to assume all
operating responsibilitie~ of ReBA, to remit ~nd pay th~ same over to,yRS.
, UHS may. in turn, be obligated, under the terms. of ~aragraph 8, to pay 4
portion of all. of said monie~ to RCRA as rent.~ . .
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.14. Medical ~taff. On and as of th~ first day of the term hereof.
UHS shall bp the ~overning body of University Fospital as contemplated by the
bylaws of. the Medical Staff of Universi ty Hospit<1]. and UHS shall have all
the rights and authorities of the governing body yith res~ect to the Medical
Staff of University ~ospical.
15. First refusnl. RCHA shall not sell the property he~eio leased
to UHS without fir5c giv1n~ uns the option t~ purchase said property upoi the
~ame c~rms. condition~ ~nd fo~ the same price ~s shall be'offe~ed, bon~ fiae,
to RCHA by any ocher prospective purchase~. UHS sholl have a period of c~e
"hundred ei~hty (180) dny~ afcer receipt of y~ittpn notice in yhich to meet
the offer of any ocher pcop~~ed purchn~c~ ~nd one YCI\~ follaYi~g che date on
yhich it r.ives nocice of accepc~nce of ~uch ~ffer ~ithin ~nich to close the
tr<1n~:lction.
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be sublec or
use co yhich
rescriccions
Subletcin~ ~nd ~~~t~nment.
chis lease assigneu by UHS.
the property is put shall be
app1ic~ble to said propercy.
The property leased hereunder may
in yhole or in p~rt, provid~d che
consiscent with any valid
17. Reoairs and dama~es ~o che leased premises.
(a) UHS shall maintain and repair the leased premises in such
condition, order and re?air as the same are in a~ the time of commencement of
the lease term or as may be installed during ~he lease term, reasonable year
and tear and damage by fire or other casualty e~cepted, and agrees, upon'
demand by RCHA. to repair any damage to any part or par~s of the leased
premises or buildings; and agrees to permit no ~aste of the leased premises,
or to allo~ t~e same to be done, buc to take good care of the same; and
agrees, on terminacion of this lease, to surrender to RCHA quiet and peaceful
possession of said premises in like good order as at the commencement of said
term, natural ~ear and tear extepted.
. (b) UHS shall be responsible and liable for any injury or damage
done to the leased premises or the buildings located thereon, ~hich injury or
damage is occasioned by,acts of UHS or its employees or any occupanc or .
invitee yhpm UHS permits to be on or about th~ leased p~emises.
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18. Insurance.
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. . (a) UHS shall maintain fire and casualcy insurance, ~ith carriers
of UHS's choice, on the leased premises in a reasonabl~'nmount, ~it~.such .
policy provisions, including deductible amounCs aDd ~~clusions ~s URS
determines to be reasonable. Subject to the rights of holders. of liens on
th~.leased premises securing the payment of indebted~ess.. RCBA shall be named
as firsc loss payee on all such policies of insurance. URS shall not commic
any act which would terminate said coverage. URS is permitted to obtain
other policies of insurance, such as busines~ interruption insurance, or
ocher insurance, and such policies may be payable solely to URS. UHS shall
annually provide RCHA with a certificate, or ~th copies of actual policies
'~f fire and casualty insurance. shoying amoun~ of covera~e, deductible.
amounts, exclusions and other policy provision~.
(b) In the event the le~sed premises: shall be damaged by fire or
other casualty, ~hich damage does not render the premises untenantable. UHS
shall initiate or cause to be initiated the repair of such damages. and RCHA
shall assign to UHS its interest in said policies of insurance, or, if the
proceeds of such policies have been received by RCRA, shall promptly pay-.such
proceeds to URS.
(c) In the event the pre~ises shall be so e~tensively dama~ed by
fire or other c:lsualty that UHS should, in its sole :discretion. determine che
premises co be untenanc:lble and ch:lt it shall be uneconomical co repair such'-
damage, it shall assign 'co RCHA any ine~resC that it may have in and to said
fire and casualty insurance poticfes or the proceeds derived the~cfrom. This
lease and the cen...ncy herehy crc~c:~d shnl t cease tl~ of the date of "'!'\::li~nt:lent
of said interest in said policies or the proce~ds derived lherefroa pursuant
to the terms or this subrnr~~raph (c).
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l~. Rules and ~e2ulacions. UHS sh~ll h~ve the riGhc and auchoric7
co make and enfo~ce such rc~sonabLe rules and.re~uLations as, in its
~ud~ment. may from time Co c~me be needed for che .safety, care and
cle~nline~s of che le~sed premises and for the p~ese~acion of Rood o~der
therein. Such rules and re~ulations m~y. be changed. replaced or amended at
any time, from time to time, 1n the discretion of UHS.
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20. Comoliance yith ~overnmental regulations. . UHS shall comply,
co the extent reasonably possible, yich all applicable rules. orders,
~rdinances and regulations of the government~l authorities of.the United
Scates, State of Georgia. County of Richmond and City of Au~usta, and all
departments and subdivisions thereof. . -
21. Indemnicv.
(a) Except as to any loss occasioned by the ~ad faith of RCHA, UOS
shall indemnify and hold har=tess RCRA fr~m and against any and all claims,
demands, actions, suits. judgments and costs and expenses (including J:ees of
. attorneys and experts) no~ pending or hereafter arising in connection vith or
graying from the operation of University ~ospital and ics related facilities.
W~th respect to pending legal actions, URS shall assume the cost of defense
thereof and may continue said defen~e either in the na~e of RCHA or in its
awn name.
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(b) RCHA shall give prompc n~tice to URS of any claim, demand,
suit or action for which ic claims indemnity hereunder. . RCHA-shall not pay,
seti1e, co~promisef or satisfy any such claim, demand. suit. or action
:twithout the prior, express consenc of U~S. yhich'consent may be ~chheld in
the discretion of UHS. UHS shall conduct the defense of or re~ponse to any
such claim. demand, suic, or action and may conduct such defense O~ ~esponse .
both in its o~ name or in the name and stead of RCgA. Upon payment by URS
of any indemnity hereunder. URS shall be subrogated t~ all rights of RCRA
against any person in respect to the event for which such paymenc relates.
22. Condemnation.
(a) In the event that all or any portion of the leased premises
shall be taken by condemnation or the exercise of the power of eminent domain
or by a governmental body, this lease shall continue in effect except ~s
provided below, and any and all proceeds of such condemnation shall be
applied in the following order of priority:
(i) To any indebtedness incurred by RCRA or UHS, the 1\
paymenc of yhich is secured by a lien ~n the premises yhich are sub1ect to
the conde~acion or ecinent do~in t~kin~, if and to che e~tent required by
the terms of any indenture or not~ cvidencin~ the indebtedness;
(ii) La UHS co the extent of the fair market valup., ns o~ the
dace of the takin~. oE ics leaseh~td inte~~~t in the preoises taken. and
(iii) To RCHA.
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If such takin~ involves a subsc~nci~l portion oc the leased
pr~~ises such th~t, in che opinion of UHS, the le~sed premises ate rendered
subscancially unusable coc the purposes co yhich it has been put, RCHA and
UHS ot UHS alone shall reconstrucc che improvemencs on the leased premise5 or
elsevhere and apply ehe proceeds of $uch caking co che cost of conscruccion,
equipping and refurbishin~, ot if such reconstruction is not undertaken, this
lease sh~ll te~inace. If UHS so elects co reconstruct the leased premises,
all funds received by RCHA under this subsection (a) shall be paid to UHS co
be applied to construction costs.
(b) UHS is autho~i%ed by RCHA to negotiate on behalf of RCHA ~ith
~ny governmental agency as to thp. fair value of. any prope~ty to be taken
including the right to sue or to conduct the defense of legal action in
conneccion vith a taking o~ proceeding relating thereto. The leasehold
interest of UHS is deemed an asset of UHS. separate and apart fro~ the fee
ovnership in the real p~operty sub)ect to this lea~e and URS is authorized eo
receive and retain compensation for such leasehold interest on account~f any
such ta~ing, as provided in subsection (a) above. .
(c) RCHA shall not use. or auchorize any other public body or
go~ernmental agency to use, the poye~ of eminent domain ~ranted to RCHA
pursuant to O.C.G.A. S 31-7-7S(l:?') so as take :the leasehold interest of UES
in the leased premises. .j "
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(d) RCRA yill ey.ercise, upon. request by URS, its povers of eminent
do~ain to acquire property for the purpose of providing for tne health care
~eeds of the community, provided that RCHA ha~ concurred with tha. ..
~determination by UUS that such emincnt domain ~akjng.vill promQ~e tne healch
care needs of the community.
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23. Medicare/Medicaid p~ovid~r. URS shall hecome the provider of
services, as that term is defined in 42 U.S.C.' 1395x(u). 139Scc. aod RCHA
will assist UHS in entering into an agreement with the appropriate
governmental official in order to qualify UHS as the provider of services.
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24. Operatin~ expenses and facilities fo~ RCHA~ URS shall prpvide
to RCHA such facilities and staff supporc services as may be reasonably
nec~ssary in connection with any meetings or.a~tivicies of RCRA and its
committees. URS shall provide to RCRA. or assume che responsibility for
paying en behalf of RCHA. such operating expen~es of RCF~ as. shall be .
reasonably necessary and as may be a~reed upon by URS from time to time.
25. Coven~nt of quiet eniovment. RC~A hereby covenants and a~~ees
th~t UHS shall have the right to che quiet en)oyment of the leased premises.
and yarrants said right agnirtst the cl~ims of all persons. RCl-'.A further
covenants and ag~ees that ic yill IlC'C subject: ~ny of the leased premise'S Co
any lien, claim, or security interesc, nor y{l"l it penait .any lien, claim: or
securit;r interest arising by, chrough, or under RCtlA to exist.
26. Default.
(a) The follouin~ shall h~ con~tdered events of defaulc hereunder:
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(i) The nonp~ymenc by UHS oE ~ny rent required hereunder yhen
due;
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(~i) Macer1al breach oE a covenanc hereunder by eieher UHS or
RCHA Ear ~hich subse~ntial action co effece a cure of said event of defaul:
has noc been instituted yichin thirey (30) days after receipt by the
defaulting parey of nocice of said evenc of defaulc.
(b) In the evenc of defaulc hereunder, for yhich curative action
has not been instituted as set foreh above. the aggrieved party may; at its
opcion. immediacely terminate this lease agreement, or insticute an action in
a court of competent jurisdiction for damages: or alloy this lease agreemenc
to remain in effect and inscituee an aceion to specifically enforce the
performance of the covenants contained herein.
27. Termination. This lease agreemene may be: terminated by ehe
mutual consent of the parties~ by the substantial destruction of the leased
premises as a result of fire or casualty as set forth in paragraph.l8.(~), by
.reason of default hereunder as set forth in paragraph 26. by the taking of a
substantial portion of the leased premises as set forth in paragraph 22(a),
or upon the expiration of the lease term as set forth in paragraph 1. '
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2&. . Effect of ter.:1inac:ion. Upon cermination of this Lease
Agreement, UHS shall reconvey, retransfer and reassign to RCHA~the leased
premises, plus its assets as then existing subject to such debt or other
liabilities as may be applicable thereto. ~
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~ 29. Joint action and further assurances. RCRA and UR?" shall
cooperate and use their best efforts to perform their respective duties and
obligations hereunder and to carrY ouc and effectuate the purposes of this
Lease Agreement. RCHA vill promptly and duly execut~ and deliver such
documents and assurances an4 take such further act.ions as may from time to
time be reasonably requested by UHS in order to more effectively carry out
the intent and purpose~ hereof.
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30. Appointment of the Trustees of UHS. Follavtng the electi9n of
. the first regular Board of Trustees of UHS. RCRA shall have the p~er to
appoint the trustees of UHS; hovever. each person so appointed shall be one
of three persons n~minated for such position by University Health, Inc.
31. Represent~tion of RCHA on the Board of Trustees of UHS.
Folloying the election of ~he first regular Board of Trustees, three members
of the Board of Trustees of URS shall at all times be then serving membeTs of
RCHA. provided only that there be three members of RCHA villing and able to
serve on the Board of Truscees and that RCllA exercises. its poyer to appoint
those members of the board.
32. Medical St~H Representat!on on 13o:1rcl of l'rus'tees of UHS. One'.
member of the Board of Truscees shall be an active member of the Medical
Scaff of University Hospic~l. l1\e:Hedical Sc~ff shall nominace ten (10)
persons for such position co Vntv~rsity He~lth, Tnc. nnd University Health.
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rnc. shall selecc three (J) of tho~e nominec$ for such posicion. The person
\Jho shall serve shall be ~PPo incl..!d by RCtlA f com che three nominees submic:ccd
by Universic, Healch, rnc.
JJ. C.1moensation of ehe Truscees of UHS. No trustee shaLL cecei'Je
compensation Eor his services as a trustee oc the Corporation but may be
reimbursed for his actual e~penses .incurred in the perfonnance of his dueies
or, in the alternative, the trustee may elect to be reimbursed for such
expenses on a per diem basis in such amount as is alloyed by laY for members
of a hospital authoricy.
3~. Avoidance of Conflicts of Interests. The truscees'of ~rtS
shall be restricted from dealing yich UHS in che same yay that members of
RCHA are restricted in their dealings yith RCHA pursuant co O.C.G.A. S
Jl-7-74(b) and (c) as those provj~ions noy exist or may hereafter be amended.
35. Ooen Meetin2s and O?en Records. During the term of this "
lease. ~S :and all. affiliated corporations shall comply yith O.C.G.A. S.
,50-14-1 et seq. (commonly kno~ as the Sunshine Lav) and O.C.G.A. S 50-18-70
et seq. (commonly kno~ as the Open Records Act) as the same noy e~isc or ~y
hereafter. from time to time, be amended as if UHS or its affiliated
corporations W'ere hospital authorities. '.
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36. Disclosure of Financio.l Information. Annually, URS" shall
furnish or cause to be furnished to RCHA bo~~ a consolidated and individual,
audi~ed. financial stacemenC, including a balance sheet and profit and loss
.s~at~ment for the preceding fiscal year. Such.statements shall b~.p~e~ared
by an independent certified public acc~untant. The cqnsolidateq.stacement
shall contain the results of operations of University Health, Inc. and all
it~,affiliated or subsidiary corporations. UHS shall. also furnish to RCHA
periodic accounting reports, both on a consolid~ted and individual operating
basis. Such reports shall include a balance sheet and a profit and loss
statement. The consolidated statement shall contain the results of
operations for said accounting period for University Health, Inc. and its'
affiliated and subsidiary corporations. All of the foregoing financial
reports shall be mad.e available for public insp,eccion.
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37. Sublease of Extended C<1re Facilities. The provisions of '.
paragr~phs 30 throu~h 36 above sh~ll be made applicabl~ to Universicy
Ex~ended Care. Inc. during the term of any subIease of the excended care
facilities of University Hospital from UHS to University Extended Care, Inc.
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. 38. Miscellaneous macters.
(a) All notices. required hereunder sh<111 be sent certified ali'lil,
return receipt requested, to the "respective p~rtie$ ~t the folloyin~
addresses or at such ocher o.ddress as either p~rty may sub~equently
design~ce:
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(1) Ch~irman, Richmond Councy Hospital Autho~1ty
1350 ~alton ~~y (to)
Augusta, Geocgi~ 30910
( 1 ) Pre sid en t, Un i v e r sic Y He ale h S e t"v ice s, In c ,
1350 ~alcon ~ay (10)
Augusta, Georgia 30910
(b) This Lease Agreement constitutes the entire agre~ment be~.een
the parties here co yith reference to the subject matter hereo{ and supersedes
any and all prior understandings or agreemencs whether oral or ~ritten.
(c) This Lease Agreement shall not be amended. modified, or
terminated nor shall che performance of any provision hereof be yaived e~cepc
by an inscrument. in yriting, executed by boch parties hereto.
Cd) This Lease Agr~ement shall be const=ued and enforced in
accordance with the laws of the State of Georgia. "
(e) In the event that a provision or provisions of this Lease
Agreemenc shall be declared inoperative or invalid by any court, the
remaining provisions of this Lease Agreement shall remain unaffected the;eby
and shall,be fully enforced.
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IN ~I~ESS ~EREnF, RCHA and UHS h~ve e~ecuced chese present3 by
their duly authori=ed officers and af:i~ed their seals hereco on the lL.ch day
oE Oecembet', 198L..
R IC;-,1,tOND COUNTY HOSPITAL AlITHORITi
BY: 1st . T. RICHARD DANIEL
Its Chairman
ATTEST: /s/ HASKELL TOPOREK
Its Secretary
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Signed, sealed and
d~~ivered by Richmond
County Hospital Authority
. in the presence of:
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JOYCE K. WALSH
. ./ s I W. .A. KNOX. JR.
NOTARY PUBLIC, Richmond
County, Georgia
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Signed, sealed and
delivered b1 Richmond
Councy Hospital Authority
in the ?_esence of:
,
/S/ '.' JOYCE K. WALSH
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/~f w. A. KNOX. JR.
NOTARY PUBLIC, Richmond
Count1. Ceorgia
U~l':F.Rsn'{ IlE.'\LTH SERVICES. INC.
8Y: I s I Em.JARO M. GILLESPIE
Ies President
ATTEST: Isl WILLIAM L. BRUNS. JR., H.D,
Ics Secrecary
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ATTACHMENT K
Site Plans
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ATTACHMENT M
Curriculum Vitae for Jerry D. Allison, Ph.D., j\1edical Physicist
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CURRICULUM VITAE
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Jerry D. Allison, Ph.D.
239-80- 5723:
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Associate Professor of Radiology
Associate Professor of Graduate Studies
Associate Professor of Radiologic Technologies
Medical College of Georgia, AE -2018
Augusta, GA 30912-3950
706-721-3036
Email: jeny@phase.mcg.edu
PERSONAL:
Address:
2262 Overton Road
Augusta, GA 30904
706-736-7422
June 18, 1948, Brevard, North Carolina
USA
Male
White
Jacqueline Andrews Allison, July 17, 1969
Joseph Howard Allison, Apri19, 1974
David Franklin Allison, January 26, 1978 .
Phone:
Birth:
Citizen:
Sex:
Race:
Married:
Children:
April 1997
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EDUCA TION:
High School:
June 1966
Brevard High School
Brevard, North Carolina
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College, Undergraduate:
June 1970
Bachelor of Science in Nuclear Engineering
North Carolina State UniversIty
. Raleigh, North Carolina
College. Graduate:
June 1974 Master of Engineering in Mechanical Engineering
Old Dominion University
Norfolk, Virginia
August 1978 Doctor of Philosophy in Nuclear Engineering
University of Florida
Gainesville, Florida .
Board Certification:
October 1976 American Board of Health Physics
June 1982 American Board of Radiology
Diagnostic Radiologic Physics
Medical Nuclear Physics
Licensed:
April 1977
Professional Engineer
Commonwealth of Virginia
License Number: 4216278
Certificate Number: 09719
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PROFESSIONAL:
Academic Appointment: ..
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January 1996
Associate Professor
School of Graduate Studies
Medical College of Georgia
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July 1988 to present
Associate Professor of Radlology
Department of Radiology, School of Medicine
Medical College of Geprgia
July 1988 to present
Associate Professor of Radiologic Technologies
Department of Radiologic Technologies, School of Allied Health Sciences
Medical College of Georgia
September 1978 to June 1988
Assistant Professor of Radiology
Department of Radiology, School of Medicine
Medical College of Georgia
February 1980 to June 1988
Assistant Professor
Department of Radiologic Technologies
School of Allied Health Sciences
Medical College of Georgia
February 1980 to June 1995
Health Physicist
Nuclear Medicine Service
Augusta Veteran$ Administration Medical Center (Downtown Division)
September 1976 to August 1978
Graduate Research Assistant
Department of Radiology
Shands Teaching Hospital
University of Florida
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September 1975 to August 1976
. Graduate Research Assi~tant . .
Department of Environmentar Engineering ScienCe
University ofF1orida
Professional and Research Responsibilities, Interests, and Activities:
June 1970 to August 1975
Radiological Control Engineer
Newport News Shipbuilding
Newport News. Virginia
Administrative Responsibilities! A'ppointments:
September 1978 to January 1980
Radiation Safety Officer
Medical College of Georgia! Augusta Veterans Administration Medical Center
Committee Assignments:
May 1983
Member, Public Law 97-35 TaskForce
"Consumer-Patient Radiation Health and Safety Act of 1981"
Radiological Health Section
Georgia Department of Human Resources
January 1984 to January 1988
Member, Panel of Examiners
American Board of Health Physics
January 1984 to January 1988
Member, Diagnostic X-Ray Imaging Committee
American Association of Physicists in Medicine
January 1988 to January 1991
Member, Continuing Education Committee
American Association -of Physicists"inMeilicine-
September 1988 to January 1995
Member, Fmance Committee
American Association of Physicists in Medicine
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! an~ary 1990 to January 1993
Member, Magnetic Resonance Coinmittee
American Association of Physicists in Medicine
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January 1990 to Present
Member, Task Group No.7, Magnetic Resonance Spectroscopy
. American Association of Physicists in Medicine
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January 1993 to Present
Member, Annual Meeting and Refresher Course Subcommittee
American Association of Physicists in Medicine.
March 1993 to September 1999 .
Member, Subcommittee of MRBiological Effects
American College of .Radiology
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January 1994 to January 1996
Member. Task Group No.4, Education and Training Related to :MR Concepts
American Association of Physicists in Medicine
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February 1995 to June 1996
Member, Faculty Senate
Medical College of Georgia
January 1996 to Present
Member. Magnetic R~onance Committee
American Association of Physicists in Medicine
January 1996 to Present
Member, Magnetic Resonance Committee
Task Group No.8, Practical Aspects of Functional :MRI
American Association of Physicists in Medicine
September 1996 to 1998
Member, Graduate Faculty Mairs Committee
Medical College of Georgia .
September 1996 to 1999
Member. Faculty Appointments, Promotions & Tenure Committee. ... ~... ..
Medical College of Georgia.
September 1996 to 1999
Member, Dean's Student Research Committee
Medical College of Georgia
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Research and Training Grants Awarded:
Jerry D. Allison and Casimir Eubig, itA Quality Control System for Dental Radiology,"
September 1979 to Aug.ust 1980, $28,728, Bureau of Radiological Health, Food and Drug
Administration.
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Humbert G. Sullivan and Jerry D. Allison, "Rapid Determination of Cerebral Spinal Fluid
Formation and Absorption Rates," Apri11984 to April 1986, $75,902,Veterans
Administration.
Jerry D. Allison and Eugene F. Binet, "Phosphorus Spectroscopy of Human Cortex in Aging
and Dementia," September 1, 1988 to June 30, 1989, $25,689, Board of Regents, University
System of Georgia.
Jerry D. Allison. Ramon Figueroa and Eugene F. Binet, Radiological aspects of: "A
Randomized Double-blind, Parallel Evaluation of the Effect of Guaifenesin/
Phenylpropanolamine HydrOChloride Sustained-release Tablet Compared to Placebo Used in
Conjunction with Amoxicillin Klavulanate Potassium Therapy in the Treatment of Adults with
Acute Maxillary Sinusitis," April 1989 to February 1990, Approximately $38,850, sponsored
by Norwich Eaton Pharmaceuticals, Inc.
Casimir Eubig and Jeny D. Allison, "Chest Wall Thickness Determination," 1993 to 1995,
$89,088, Education, Research and Development Association CERDA) of Georgia
Universities.
Jeny D. Allison (Co-Investigator). "Chronic Intracerebroventricular Infusion of Recombinant
Human Nerve Growth Factor to Adult Rhesus.Monkeys," January 1994 to December 1994,
$48,150, Syntex-Synergen Neuroscience Joint Venture. Alvin V. Terry, Jr., Principal
Investigator.
Jerry D. Allison (Consultant), "Mammography Quality Assurance Education," May 1996.to
April 1997, $14,900, Georgia Department of Human Resources, Division of Public Health.
Casimir Eubig, Principal Investigator.
Jerry D. Allison (Consultant - 5% FfE), "Automated Analysis of Manunographic
Accreditation Phantom Images," July 1996 to June 1997, $14,960, Georgia Department of
Human Resources, Division of Public Health. Jon H. Trueblood, Principal Investigator.
Jerry D. Allison (Sub-Investigator), ''The Effects of 500 Mg Citicholine on The Evolution of
Lesion Volume in Human Stroke Using Diffusion Weighted Magnetic Resonance Imaging,"
Interneuron Pharmaceuticals. .
Research and Training Grants Submitted:
Jeny D. Allison (Co-Investigator), "Effects of High and Low Intensity Physical Training on
Visceral Fat and Cardiovascular Risk Factors in Obese Adolescents," Knoll Pharmaceutical
Company. .
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A W ARDS/HONORS:
. April 1981
1980 Annual Award, Southeastern Chapter of the American Association of
Physicists in medicine in recognition of the publication "Cadmium Telluride
Matrix Gamma Camera"
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Scientific and Professional Societies:
American Association of Physicists in medicine
April 1986 to April 1987
President
Southeastern Chapter American Association of Physicists in Medicine
April 1985 to April 1986
President-Elect and Program Chairman
Southeastern Chapter American Association of Physicists in Medicine
American College of Radiology
Georgia Association of Radiological Physicists
February 1983 to February 1984
President
Georgia Association of Radiological Physicists (GARP)
Georgia Radiologic Society
Health Physics Society
July 1986 to July 1987
President
Savannah River Chapter Health Physics Society
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July 1985 to July 1986
. President-Elect
Savannah River Chapter Health Physics Society
Interventional Society for Magnetic Resonance in Medicine
Society of Nuc1ear medicine
Phi Kappa Phi
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Presentations at National. Re~ional and State Meetin~s:
Professional Exhibits and Audiovisual Pro~rams:
Jerry D.Allison "Is Radiation A Threat to Your Health?," May 8, 1984, Augusta, GA, Media
Workshop sponsored by the Savannah River Chapter of the Health Physics Society
Jerry D. Allison "Ultrasound Physics Review," August, 1984, Atlanta, GA, Certification
Review Course of Atlanta Ultrasound Society and the Ultrasound Society of Augusta
Jerry D. Allison "State of the Art in High Field Magnetic Resonance Imagii1g Technology,"
August 1987, Detroit, M1. Medical Physics Review Course associated with the annual
meeting of the American Association of Physicists in Medicine
Jon H. Trueblood, Jerry D. Allison, Casimir Eubig "Nuclear Medicine Physics," August
1987, Detroit, MI, Medical Physics Review Course associated with the annual meeting of the
American Association of Physicists in Medicine
Jon H. Trueblood, Jerry D. Allison, Casimir Eubig, "Nuclear Medicine Physics," August
1988, San Antonio, TX, Medical Physics Review Course associated with the annual meeting
of the American Association of Physicists in Medicine
Jerry D. Allison."The Central Nervous System," August 1988, San Antonio, TX, Medical
Physics Review Course associated with the annual meeting of the American Association of
Physicists in Medicine
Jerry D. Allison. "Magnetic Resonance Spectroscopy," July 1990, St. Louis, MO, Medical
Physics Review Course associated with the annual meeting of the American Association of
Physicists in Medicine
Jerry D. Allison, "Magnetic Resonance Imaging Related Research," May 1991, Georgia
Institute of Technology, Atlanta, GA, Nuclear Engineering and Health Physics Seminar
Jerry D. Allison, "Mammographic QC ," July 1991, San Francisco, CA, Medical Physics
Review Course associated with the annual meeting of the American Association of Physicists
in Medicine
Jerry D. Allison, "X-Ray Room Protection Surveys," July 1991, San Francisco, CA, Medical
Physics Review Course associated with the annual meeting of the American Association of
Physicists in Medicine
Jerry D. Allison, "MRI Biological and Safety Issues," February 15, 1992, Greenville, SC,
MRI Fundamentals for Technologists Presented by Greenville Technical College and the
Greenville Hospital System
Jerry Allison; "Federal Mammography Legislation," March 27, 1993, Atlanta, GA,
Southeastern Chapter of American Association of Physicists in Medicine Annual Meeting
Jerry Allison, "Mammographic Quality Control," August 8, 1993, Washington, D.C.,
American Association of Physicists in Medicine Medical Physics Review Course
Course Director for Diagnostic Physics Review Course
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Jerry Allison. "Computerized Data Reduction and Analysis," April 14. 1994. Binningha.m.
AL. Symposium on the Practical Physics of Mammography. sponsored by the Southeastern
Chapter American Association of Physicists in Medicine
Jerry Allison. Xizeng Wu, "WORKSHOP: ABC Performance. Cassette Uniformity. Screen
Film Contact. Filter Uniformity," April 14, 1994. Binningham., AL, Symposium on the
Practical Physics of Mammography. sponsored by the Southeastern Chapter American
Association of Physicists in Medicine
Jerry Allison. "Mammography Quality Standards Act Update," April 15, 1994, Binningham,
AL. Symposium on the Practical Physics of Mammography, sponsored by the Southeastern
Chapter American Association of Physicists in Medicine
NASA Space Radiation Health Peer Review Panel Member, NASA Panel PCMB 2.4
Radiation, '~NRA 93-0LMSA-07 Ground-based and Small Payloads Research in Space Life
Sciences" and "NRA 94-0LMSA-01.Improved Model of:MIR Radiation Environment:
Radiation Risk Mitigation For Crew", ~eston, VA. July 7-8. 1994
Jerry Allison. "Mammographic Qu~ty Control." July 24,1994. Anaheim. CA, American
Association of Physicists in Medicine Medical Physics Review Course, Course Director for
Diagnostic Physics Review Course
Jerry Allison, "Magnetic Resonance Imaging," September 22, 1994, Aiken. SC, Savannah
River Chapter Health Physics Society
Casimir Eubig. George David. Jon Trueblood. Jerry Allison, "Appearance of Artifacts
Produced by the Mammography Unit,"1.'lovember 27-December 2, 1994, Chicago, lL,
Annual Meeting of the Radiological SocietY of North America
Jerry Allison, "Control of Nuclear Medical Radiation--Dose Measurement, Records and
Surveys," March 30, 1995, Augusta, GA, Southeast Chapter of the American Association of
Physicists in Medicine Symposium. "Practical Medical Health Physics"
Jerry Allison, "Mammographic Quality Control," July 22, 1995, Boston, MA. American
Association of Physicists in Medicine Medical Physics Review Course, Course Director for
Diagnostic Physics Review Course
Jerry Allison, "Control of Nuclear Medical Radiation." July 26, 1995, Boston, MA, American
Association of Physicists in Medicine Continuing Edu~tion Course, "Practical Medical Health
Physics"
Jerry Allison, "Issues with Use of MRI for Therapy Planning," April 11, 1996, Charleston,
SC. Southeast Chapter of the American Association of Physicists in Medicine Symposium, .
"Image Acquisition and Use in Radiation Oncology"
Jerry Allison, "Mammographic Quality Control," July 21, 1996, Philadelphia, P A, American
Association of Physicists in Medicine Medical Physics Review Course, Course Director for .
Diagnostic Physics Review Course
9
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Physics Scientific Exhibit Reviewer, RadioGraphies, December 1-3, 1996, Radiological
Society of North America Annual Meeting, Chicago, n...
Jerry Allison, "Functional:MRI -.Part II: BOLD Imaging Techniques," March 21,1997,
Winston-Salem, NC, Southeast Chapter of the American Association of Physicists in
Medicine Symposium.
Jerry Allison, Course Director, "Advances in MR Equipment, Techniques and Applications,"
March 20-21, 1997, Winston-Salem. NC, Southeast Chapter of the American Association of
Physicists in Medicine Symposium.
Publications:
Allison, I;D., "The Application of Cadmium Telluride as In Hole Semiconductor Detectors in
an XY Matrix. Radioisotope Camera". Doctoral dissertation.
Allison, J.D. and Wege. W.R. "The Georgia System for Quality Assurance in Dental
Radiology". Proceedings. Technology Forum on Dental Radiology, National ~nter for
Health Care Technology, 1982.
Abstracts:
Jerry D. Allison and William R Wege, "The Georgia System for Quality Assurance in Dental
Radiology," June 1981, Washington, DC, National Center for Health Care Technology,
Technology Assessment Forum on Dental Radiology
Jerry D. Allison, George David. Ted Kingsbury IV and Ion Trueblood, "Computer Graphics
on the Hewlett Packard 9845 Tabletop Computer," April 1982, Augusta, GA, Annual
Meeting, Southeastern Chapter, American Association of Physicists in Medicine
H.G. Sullivan, I.D. Allison. I. I. Goode, Theodore B. Kingsbury, IV, "Spinal Recirculatory
Perfusion," April 16, 1983, Durham. NC, Society of University Neurosurgeons Meeting
J.H. Trueblood, RD. Jeffcoat. J.H. Powell, J.D. Allison, M.E. Morgan, "Video-to-P~per
Digital Grey Scale Image Formatter," October 1983, Orlando, FL, Society of Nuclear
Medicine, 24th Annual South~ternChapter Meeting
H.G. Sullivan, I.D. Allison. T.E. Kingsbury IV, I.J. Goode "Preliminary Report on the
Usefulness of Resting and Diamox Activated rCBF Studies in Patients with Occlusive
Cerebrovascular Diseases," March 1985; Phoenix, AZ, Annual Meeting of Southern
Neurological Society .
H.G. Sullivan, I.D. Allison. T.E. Kingsbury IV, I.J. Goode, "Improvements in Inhalation
rCBF," April 24, 1985, Atlanta, GA, Annual Meeting of American Association of
Neurological Surgeons
Ierry D. Allison "Introduction to Magnetic Resonance Imaging," November 14, 1985,
Augusta, GA. Meeting of the Savannah River Chapter of the Health Physics Society
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H.G. Sullivan, M.E. Morgan, R.D. Jeffcoat, T.B. Kingsbury IV, J.D. Allison, "Comparing
. Resting and Diamox Activated rCBF Studies Improves Ones Abilities to Identify Regional
Impairments in Cerebral Perfusion," February 28, 1986, Boca Raton, FL, Annual Meeting of
Southern Neurological Society
H.G. Sullivan, J.D. Allison, T.B. Kingsbury IV, 1.J. Goode, "The Use of Normative Data
for the rCBF Response to Diamox in Evaluating Patients with Cerebrovascular Disease,"
March 3-5, 1986, Phoenix. AZ, Research Society of Neurological Surgeons, 29th Annual
Meeting
V.C. McKie, F. Flickinger, H. Sabio, J.D. Allison, J.e. Wright, "Magnetic Resonance
Imaging (MRI) of Iron Deposition in the Liver, Bone Marrow and Heart of Sickle Cell
Anemia (SCA) Patients Receiving HypertransfusionTherapy for Stroke," September 13-16,
1990, Chicago, IL. The Third Annual Meeting of the American Society of Pediatric
Hematology/Oncology
R.J. Adams, F.T. Nichols. V.C. McKie, D.C. Hess, E. Carl, J. Allison, R.E. Figueroa
Ortiz. "MR. Detection of Major Intracranial Vessel Abnormalities in Sickle Cell Disease
(SCD)," October 18-20, 1990, Atlanta. GA, Child Neurological Society Meeting
L.G. Horan, P.C. Orander, J.D. Allison, RS. Marandapalli, N.e. Flowers, "Precise
Location of Endocardial Pacing Site Based on Serial Cross Section Model of:MRI Scanned
Canine Torso," April 12-16, 1992, Dallas, TX, AmeqcanCollege of Cardiology 41st Annual
Scientific Session
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E.W. Sod, K.D. Juhlin, N.M. Szeverenyi, RJ. Phipps, J.D. Allison, D.A. Leopold, C.T.
Stafford, "Quantitative Characterization of Maxillary Sinusitis Using MRI," April 25, 1992,
New York, NY ~ Society of Magnetic Resonance Imaging lOth Annual Meeting
George Burke, Charles Hannan, Jerry Allison, Glenda Bruna, John Searle, "Thermal Effects
of a Magnetic Stimulator Used on Nude Mice," July 1992, San Francisco, CA, Science
!novations '92
F.W. Flickinger, J.D. Allison, R Sherry, J,C.Wright, "Differentiation of Benign from
Malignant Breast Masses by Dynamic Time-J;ntensity Evaluation of Contrast Enhanced NIRI,"
August 14, 1992, Berlin, Germany, Society of Magnetic Resonance in Medicine Annual
Meeting
D.A. Leopold, C.T. Stafford, E.W. Sod, N.M. Szeverenyi, J.D. Allison, R.J. Phipps, K.D.
Juhlin, M.B. Welch. C. Saunders. "Clinical Course of Acute Maxillary Sinusitis Documented
by Sequential MRI," September 12, 1992, Washington, D.C., American Rhinologic Society
Annual Meeting
A.C. Reese, S.M. Reichard, M.M. Dickinson, J.D. Allison, R.E. Figeroa-Ortiz, "Effect of
Magnetic Resonance Imaging on Lymphocyte Subsets," Georgia Journal of Science, Volume
51, No.1, p. 48, 1993
F.W. Flickinger, J.D. Allison, RM. Sherry, J.C. Wright, "Analysis of Dynamic Time-
Intensity Data with Gadolinium Enhancement: Accuracy for Differentiating Benign from
Malignant Breast Masses," April 25-30, 1993, American Roentgen Ray Society Annual
Meeting
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e. Eubig, G.S. David, J.H. Trueblood, J.D. Allison, G.1. Burke, "Appearance of Artifacts
Produced by the Mammography Unit," November 27-December 2, 1994, Radiological
Society of North America Annual Meeting
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S, Owens, B. Gutin, e. Smith, G. Slavens, Y. Wang, J.D. Allison, "Relationship Between
Visceral Adipose Tissue and Cardiovascular Risk Factors in Obese Children," May 29-June 1,
1996, American College of Sports Medicine Annual Meeting
S. Owens, J.D. Allison, S. Riggs, B. Gutin, "Effect of Physical Training on Visceral
Adipose Tissue and Body Composition in Obese Children," 1997 American College of Sports
Medicine Annual Meeting
B. Gutin, S. Owens, J.D. Allison, M. Ferguson, S. Moorehead, N.-A. Le, W.V. Brown,
"Visceral Adipose Tissue is Inversely Related to LDL Particle Size in Obese Children," 1997
American College of Sports Medicine Annual Meeting
Publications in Refereed Journals:
Allison, J.D., "Cadmium Telluride Matrix Gamma Camera," Medical Physics, Vol. 7, No.3,
pp. 202-206, May-June 1980 .
Allison, J.D. and Teeslink, G.R, "A Special Procedures Screen," Radiology, Vol. 246, No.
I, pp. 233-234, July 1980 . .
Allison, J.D., David G. and Young, RG., "Computer Analysis of Processor Status,"
Radiology, Volume 147, No.2, p. 592, May, 1983
Sullivan, H.G., Allison, J.D., Kingsbury IV, T.B., Goode, J.J., and Sims, W.,
"Improvements in the Techniques of Spinal Subarachnoid Recirculatory Perfusion," Journal
of Neurosurgery, Volume 15, No.2, August 1984
Sullivan, H.G., Kingsbury IV, T.B., Morgan, M.E., Jeffcoat, RD., Allison, J.D., Goode,
J.1., McDonnel, D.E., "The rCBF response to Diamox in normal subjects and
cerebrovascular disease patients," Journal of Neurosurgery, Volume 67, No.4, October 1987
Allison, J.D. Kingsbury, IV, T.B., Sullivan, H.G., Goode, J.J., "Inhalation rCBF: The Use
of Tidal CO2 Data to Find Radionuclide Activity Associated with Exhaled Alveolar Gas,"
Medical Physics, Volume 15, No.6, pp. 874-878, November-December 1988
Brooks, B.S., EI Gammal, T., Allison, J.D., Hoffman, W.H., "Frequency and Variation of
the Posterior Pituitary Bright Signal on MR Images," American Journal of Neuroradiology,
Volume 10, p. 943-948, September/October 1989
Allison, J.D., Flickinger, F.W., Wright, J.C., Falls, D.G.Ill, Prisant, L.M., Von Dohlen,
T. W., Frank, M.I,. "Measurement of Left Ventricular Mass in Hypertrophic Cardiomyopathy
Using MRI: Comparison with Echocardiography," Magnetic Resonance Imaging, Volume
11, No.3, pp. 329-334, 1993 .
F.W. Flickinger, J.D. Allison, R Sherry, J.e. Wright, "Differentiation of Benign from
Malignant Breast Masses by Dynamic Time-Intensity Evaluation of Contrast Enhanced MRI,"
Magnetic Resonance Imaging 11(5):617-620, 1993
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D.A. Leopold, e.T. Stafford, E.W. Sod, N.M. Szeverenyi, J.D. Allison, R.J. Phipps, K.D.
Juhlin, M.B. Welch, e. Saunders, "Clinical Course of Acute Maxillary Sinusitis Documented
. by Sequential MRI," American Journal of Rhinology 8(1): 19-28, January-February 1994
e.J. Hannan, Y. Liang, J.D. Allison, e.G. Pantazis, J. Searle, "In Vitro Cytotoxicity Against
Human Cancer Cell Lines During Pulsed Magnetic Field Exposure," Anticancer Research,
Volume 14(4A), pp. 1517-1520, 1994.
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C.l. Hannan, Y. Liang, J.D. Allison, C.G. Pantazis, J. Searle, "Chemotherapy of Human
Carcinoma Xenografts During Pulsed Magnetic Field Exposure," Anticancer Research,
Volume 14(4A), pp. 1521-1524, 1994.
P.B. Bottini, A.A. Carr, L.M. Prisant, F.W. Flickinger, J.D. Allison, J.S. Gottdiener,
"Magnetic Resonance Imaging Compared to Echocardiography to Assess Left Ventricular
Mass in the Hypertensive Patient," American Journal of Hypertension, Volume 8, pp. 221-
228, 1995.
S.M. Reichard, J.D. Allison, R.E. Figueroa, M.M. Dickinson, A.e. Reese, "Leukocyte
Trafficking in Response to Magnetic Resonance Imaging," Experientia, Volum~ 51, 1995.
S. Owens, B. Gutin, C. Smith, G. Slavens, Y. Wang, J.D. Allison, "Relationship Between
Visceral Adipose Tissue and Cardiovascular Risk Factors in Obese Children," Medicine and
Science in Sports and Exercise, Volume 28(5), 1995.
S. Owens, J. Allison, S. Riggs, B. Gutin, "Effect of Physical Training on Visceral Adipose
Tissue and Body Composition in Obese Children," Medicine and Science in Sports.and
Exercise, Volume 29:S55, 1997.
B. Gutin, S. Owens, J. Allison, M. Ferguson, S. Moorehead, N.-A. Le, W.V. Brown,
"Visceral Adipose Tissue is Inversely Related to LDL Particle Size in Obese Children,"
Medicine and Science in Sports and Exercise, Volume 29:S86, 1997.
Books and Chapters
Sullivan, H.G., Allison, J.D., Goode, J.J., Kingsbury, T,B" IV, Lutz, H.A. and Griffith,
R.L., "A Critical Evaluation of Spinal Recirculatory Perfusion Techniques for Making Rapid
Measurements of Rates of CSF Absorption and Formation," In: Shapiro, K., Marmarou, A.,
and Portnoy, H. (Eds.) Hydrocephalus, Raven Press, New York, pp. 121-134, 1984.
Sullivan, H.G. and Allison, J.D., "Physiology of Cerebrospinal Fluid," In: Wilkins, R.H.
and Rengachcary S.S. (Eds.) Neurosurgery. McGraw Hill Publishers, New York, pp. 2124-
2135, 1985.
Sullivan, H.G., Mote P.S., Allison, J.D. and Becker, D.P., "Intrancranial Pressure
Monitoring and Interpretation," In: Cottreel, I.E. and Turndorf, H. (Eels.) Anesthesia and
Neurosurgery, 2nd Edition, e.V.Mosby Co., Missouri, pp. 54-81, 1986.
Owens S., Gutin B., Karp W., Ferguson M., Moorehead S., Allison J., "Relationship of
Total and Visceral Adipose Tissue to Cardiovascular Health," Proceedings of the XIX
International Seminar on Pediatric Work Physiology, published in: Armstrong N. (Ed.)
Children and Exercise XIX, Chapman, London, England.
13
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A TT ACHl\fENT N
List of Current Referring Physicians
."
.
. Physician Specialty
1. Robert Abrabramson Neurosurgery
2. Wayne Beveridge Neurosurgery
.... Sherman Blalock Orthopedic
J.
4. John Carr Family Practice
-.
..... 5. Larry Carter Orthopedic
6. William Clark Orthopedic
7. John Downey Physical Medicine and Rehab.
8. Ben Estes Neurosurgery
9. Leroy Fullerton Orthopedic
10. Paul Herzwurm Orthopedic
11. Loring Sherrill Neurology
12. Clinton Massey Neurosurgery
13. McClure Charles Neurology
14. William Meeks Neurosurgery
15. William Moretz ENT
16. Oetting Gregory Neurosurgery
17. Thomas Parfenchuck Orthopedic
18. Ranjit Sethi Neurology
19. Michael SWaer Oncology
20. Suzanne Smith Neurology
21. John Velky Family Practice
22. Ildemaro V olcan Neurosurgery
23. John Williams Neurosurgery
H: IGBCPROJlUNIV1mriconldoc/isl. wpd
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ATTACHMENT 0
Price Quotation
""=
~m)~ PIlKtK
12
PAGE ~ OF _ PAGES
595 MINER ROAD
CLEVELAND, OHIO 44143
DATE
June 30, 1997
. ~UOTATJON
) .
. .
521-023-97
. QUOTATION NUMBER
~ O'{strict Office:' .... . . .
. .r"p i~ke~ . I rit~rnat i~n~.{. . ~ ~~:. . ..
4420 Taggart Creek ~~~; Suite 107
Charlotte, North Carolina 28208
1-800-438-4445
~ccount Executive: W. Ho lme s - 19689
"'" Customer:
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Picker International is pleased to submit the following quotation,
consisting of 12 pages. and offers to sell the products
described herein at the prices and terms stated, subject to your
acceptance of the terms and conditions on the face and reverse
hereof and. the agreement between Picker International and
University Hospital
This Quotation is valid for sixty (60) days.
University Hospital
1350 Walton Way
Augusta, Georgia 30901
Attn: Mr. Gip Young
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QUANTITY and
MODEL NUMBER
DESCRIPTION
PRICE
PICKER Outlook™ WHOLE BODY MAGNETIC RESONANCE IMAGING
SYSTEM
MR0100
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The Picker Outlook system is an advanced, open whole
body MR imaging system operating at 0.23 Tesla. It
utilizes a cryogen-free, iron core, field stabilized
electromagnet to achieve siting in as little as 350
square feet. Outlook provides 46 cm wide magnet gap.
Designed to produce excellent image quality, the system
provides a wide range of clinical applications and ease
of use.
The system includes the following components:
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- Open, cryogen free, iron core, ESR stabilized
electromagnet for ease of patient handling and
maximum access to the patient.
Rapid rise time, 12 mT/m peak field gradient
system for advanced clinical applications.
- Fully digital multi-channel transmit and receive
RF electronics for precise, repeatable control of
slice profiles and exam. contrast.
...
-.Two channel phased array system that can be
expanded up to eight channels.
Digital Personal Workstation (DPW 433a) operator
console with MicrosoftR Windows NT operating system
and distributed, RISC processors for scan control
and reconstruction.
CUSTOMER ACCEPTANCE, AS QUOTED:
PICKER INTERNATIONAL, INC.
THIS QUOTATION IS SUBJECT TO ALL PROVISIONS AND CON-
~ DITIONS ON THE REVERSE SIDE.
(-::(:;;:~tomer Requested Delivery Dale
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By
By:
(Signature)
Stephen B. Meeder
(Signature)
Name
Sales Manager
Name & Title
Title
Dale
-
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QUOTATION NUMBER
3 12
PAGE OF
521-023-97
PAGES
- Patient handling system which allow~ free access
to the patient from all four sides during
positioning.
Outlook Maqnet System
- Homogeneity of +/- 5 ppm over 40 cm DSV (FWHM
method)
- Proprie.tary Electron Spin Resonance (ESR) field
lock system to stabilize the magnetic field and to
compensate for external disturbances
- Stand-by fe.ature with 10 minute ramp-up time to
imaging conditions.
- Inherent 5 Gauss fringe field containment within
2.4 m (7.9 ft) or less in all directions.
Standard closed loop water cooling
Outlook Gradient System
- 12 mT/m peak amplitude
Outlook RF System
Fully digital RF transmitter system with Turbo
MultiSlice feature to provide 4 transmitter
channels for simultaneous excitation of one, two
or four'slices.
A flat quadrature transmitter coil integrated in
the pole pieces.
5 kW RF amplifier for advanced applications.
Fully digital 2-channel phased array spectrometer
that can be expanded up to 8 channels.
Outlook Computer System
Multiple processors in an integrated architecture
allow simultaneous operation of many functions to
enhance throughput and provide rapid
reconstruction. .
- Digital Personal Worsktation (DPW 433a) 64-bit
operator console with 21" display monitor, 1024 X
768 display, mouse, and -32 MB of main memory.
MicrosoftR . Windows NT operating
efficiency and ease of operation.
system
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- 16 x. 30 MIPS RISC transputer CPU's with 128 MB RAM
for image reconstruction times as low as 600 msec.
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.6. -transputer . CPU' s- with 18 MB RAM for.- scan
control.
- 2.0 GB of magnetic disk storage for system
software and interim clinical image storage.
- ax CD-ROM with 650 MB
1.44 MB of 3.5" floppy disc storage for operator
use.
Outlook Patient Handlinq System
- The magnet's gap is 46 cm wide to allow maximum
access to the patient and to reduce claustrophobic
reaction.
- Patient couch with 440 lbs (200 kg) capacity
allows scanning of very large patients.
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- The patient couch allows free access to the
patient from four sides during positioning.
- Free couch movement in horizontal plane over a
wide range (1~4 cm x 100 cm)
Outlook System Software and License
- Outlook offers a protocol-oriented graphical user
interface for streamlined patient data entry, scan
parameter selection and setup, data acquisition,
rapid recons~ruction and display, filming and
archiving.
- Acquisition modes include:
- Single and Multis.lice (20FT)
- Volume acquisition (30FT)
- Sequence types include:
- Spin Echo (SE and SE 3D)
- Inversion Reco~ery (IR and IR 3D)
FAST Partial Saturation (PS and PS 3D)
- Dual Echo
- Acquisition parameters:
- No Phase Wrap. Around
- Dynamic Averaging
Optimized Bandwidth Technique
- Turbo Multislice
- presaturation
- MAST Gradient Motion Compensation
- RF Spoiled FAST
- Optimized Data Acquisition (OOA)
- Dynamic imaging
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- Up to 512 X 512 acquisition matrix
- A comprehensive range of postprocessing features
for image manipulation and analysis, including on- .
line zoom and pan, cine image review, multiple
image display, ROI analysis tools, measurement of
distances and angles, and a variety of filters.
MR USER TRAINING - MAGNETIC RESONANCE
STANDARD APPLICATIONS with purchase of a system
includes the .following:
(1) Technoloqists Traininq Course.*
Training for two primary operators for 5 days at a
Picker MR technologist course. Included are
registration, tuition and materials costs.
Basic MR Course: This course. is held eight times
per year and is designed to provide an
introduction to MR for technologists with limited
MR experience and no previous formal MR training.
Course is five days and approved for 23 ECE
Category A credits by ASRT.
Advanced MR Course: This course is held three
times per year and is designed to provide
information on advanced techniques and
applications . of MR. for experienced MR
technologists. A basic MR course and/or three
years of clinical MR is a prerequisite. Course is
five days and approved for 20.5 ECE Category. A
credits by ASRT.
(2) Clinical Acceptance Testinq.
Prior. to the start of clinical applications training,
imaging on volunteers using a series of standard
clinical scanning protocols will be performed. This is
to demonstrate and evaluate the performance of
sequences and coils. When scheduling initial
applications training, the clinical specialist will
further explain this procedure, so arrangements can be
made beforehand.
(3) Initial Applications Traininq.
Five (5) calendar days (up to 36 hours) of on-site
operator training for up to three technologists
designed to introduce new users to MR scanner
operations, scanning techniques, patient throughput,
operator efficiency and study protocol development and
selection.
Prerequisite: Previous MR experience and/or Basic
Technologist Training Course. Training has been
approved for 19 ECE category A credits by ASRT.
946 (2A) (Rev. 1/92)
For use with 946 (lA)
.
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6 12
PAGE _ OF _ PAGES
521-023-97
QUOTATION NUMBER
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MR0300
MR0370
MR0385
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(4) Follow-up Appllcations Traininq.
Additional follow-up applications training is provided
based .uponthe .typesHof. optional 'imaging techniques and
special features purchased with system. The amount of
additional training provided is detailed below:
MR Angiography Techniques:
up to 6 hours and approved for 4 Category
A ECE credits
Gating Techniques (excluding PPG):
up to 6 hours, ECE credit is pending
Vistar L, XL Workstation: .
up to 4 h04rs and approved for 4 Category
A ECE credits
The. timing of this follow-up will be determined during
initial ~raining.
(5) Applications Helpline Support.
(1-800-322-6762)
(6) Documentation.
A User's Guide is provided with the system which
details the hardware and software structure and
operating instructions. A Clinical Applications Guide
which contains specific recommendations for protocols
to be used with each MR product is provided at the time
initial applications is scheduled.
* NOTE: Expenses for travel, lodging and meals are
not included and are the responsibility of the
customer. .
Outlook™ Standard Coil packaqe:
Consists of Head coil MR0310, Body coil MR0320,
Extremity coil MR0330, medium size Multipurpose coil
MR0340, and small size Multipurpose coil MR0350.
Outlook™ Multipurpose Coil - extra small size (MPS)
Flexible, receive only linear coil.
Outlook™ Neck Phased Arrav Coil
A two-channel phased array coil optimized .for neck
studies. The coil:provides uniform coverage typically
from cerebellum to the upper thoracic spine region.
The upper part of the coil is removable, facilitating
easy patient positioning.
Product includes:
- RF coil and pads
Capabilities include:
- Imaging of the neck and cervical spine
946 (2A) (Rev. 1/92)
For use with 946 (1 A)
.
~~@~ PICKER
7 l:.!
PAGE_OF _PAGES
521-023-97
aUOT A TlON NUMBER
.
-.
. . '. .
MR0360
'"':"
) MR0345
. MR04tO
MR042 0
MR0510
.20......
~,........
:.:.:.:",:.
.......
....
Availability: 90 .days ARO
Outlook™ Lumbar Spine Phased Arrav Coil Set
A set of three, large medium and small, two-channel
phased array coils optimized for lumbar spine studies.
The coils provide uniform coverage but are specially
designed to provide high signal-to-noise in the lumbar
region. These coils are one piece coils that wrap
around the patient and are designed for patient comfort
and easy patient positioning. The circumference of the
coils are approximately 108 cm (42.5 inches) 136 cm
(53.5 inches) and 168 cm (66 inches).
Product includes:
- Three sizes of lumbar spine phased array flexible
RF coils
Capabilities include:
- Imaging of the lumbar spine on patients of all
sizes
Availability: 60 Days ARO
Outlook™ Laroe Multipurpose Flexible Coil
Linear single channel solenoid RF coil in a flexible
housing used for many purposes such as large shoulders
or extremities. The coil has been optimized for high
quality imaging. The soft, flexible wrap-around design
makes the coil convenient to use and comfortable for
the patient. The coil can also be used for head
imaging on patients who cannot tolerate the standard
head coil. .
Product includes:
- Large Multipurpose Flexible RF coils
Capabilities include:
- Imaging of large shoulders and extremities
Availability: 90 days ARO
..
Outi~okTM.Fast .Spin. Echo Softwa~e License
.'
A FSE software.~icense for f~st.imaging.
Multiplanar Reconstruction and Displav Software License
Software license enabling reconstruction of new images
from existing data in any user selectable plane.
Typical reconstruction time is 0.1 s per slice.
Outlook™ Cardiac Gatino packaoe
Allows imaging of the heart at different phases of the
cardiac cycle with display in cine mode. Selectable
trigger delay. Includes ECG monitor.
946 (2A) (Rev. 1192)
For use with 946 (lA)
· ~mm~ PICKER
8 12
PAGE OF PAGES
521-023-97
QUOTATION NUMBER
.
MR0560
...
-
MR0610
-
MR0620
MR0650
.>
MR0380
MR0390
MR0430
MR0460
t..:v:~
.........
.~:::
Outlook™ Maqneto-Ootical Disk Drive
2.3 GB rewriteable magneto-optical disk drive with
.capacity--to..store. .approximately. 36, 000 images per -disk.
(256 x 256 matrix).
Outlook™ Chiller
The system requires either a chiller or connection to
a suitable building cooling system.
Outlook™ Power Conditioner
Depending on. the local electrical supply, a power
conditioner may be required. Power conditioner provides
greater system reliability and uptime by eliminating
disturbances caused by unstable power supply.
Diqital Laser Camera Interface
Digital interface for laser imager. Includes a cable.
TOTAL LIST PRICE:
SPECIAL SELLING PRICE:
$952,750.00
$838,420.00
OPTIONS:
.~ tt-. \ ~:tl efil~ ~q LfD) '1:La
Vascular Head/Neck Coil 10
Outlook™
A quadrature 2-channel phased array receive coil. The
upper part of the coil is removable.
ADD:
Outlook™ Laroe Bodv Coil
A quadrature 2-channel phased array receive coil. The
upper part of the coil is .removabl~.
ADD: .
. ...
.. . ...0
Ano ioqra~h~' .S6ftware L.rce~s.~'.
......
$ 18,000.00
$ 22,500.00
,'. ..",
$ 2~,500.00
$ 9,000.00
946 (2A) (Rev. 1/92)
For use with 946 (lA)
2D and 3D Time-of-Flight acquisition techniques and.
fast MIP reconstruction. software. Typical. MIP
reconstruction time is 1 s per image. Includes
Magnetization Transfer Contrast .(MTC) to enhance
vessel/background'contrast.
ADD:
Outlook™ DICOM 3.0 Software License
Software to enable data exchange with other DICOM 3.0
compatible systems.
ADD:
.
~ll}@~ PICKER
':J .l~
PAGE_OF_PAGES
521-023-97
QUOTATION NUMBER
.
.
. .,'
MR0671
Outlook™ Neck Kinematic positioninq Device
-
-........
The Neck positioning device is intended to position the
patient's .'.head -..f irmly. and controllably in.. different
positions for C-spine imaging in the Outlook scanner.
The device allows flexion, extension, lateral movement,
and lateral rotation. Very large range of
flexion/extension is possible due to a unique mechanism
that allows the patient's shoulders to be lifted from
the surface of the patient couch when the head is bent
backwards. The distance between the headrest and the
horizontal rotation axis can be adjusted to concentrate
the bending to different parts of the C-spine. This
device is mage to work with the large Multipurpose
Flexible RF coils.
The. device consists of a frame that is attached to the
patient couch of the Outlook' scanner, and a headrest
that is attached to the frame with a shaft, thus
allowing bending of the neck. The lifting mechanism is
used with a foot-operated pump.
The movement ranges
Flexion/extension: 600/700,
movement: :!: 550, increment 50
50
and increments are:
increment 100 Lateral
Rotatio~ :!: 850, increment
Product includes:
- Neck positioning device
Capabilities include:
Positioning of the neck and cervical spine in
various positions for imaging
. Prerequisites:
- Must have ~arge Multipurpose Flexible RF coil for
imaging
Availability: 90 days ARO
ADD:
$ 15,000.00
. MR0672
.' Outlook™ Shoulder' Kinematic positionino. Device.
. '. ....... . ." ,.: .' .' , . ...... . ',- :. . . . .. '. .
. The'ShouJ.,der positioniri"g. d.evi:ce' is intend'ed. to po~ition
the arm of. a patie~t. :fitm~y and controllably in'
different positions for shoulder imaging in the Outlook
scanner. The device allows for abduction-adduction and
internal/external rotation.
The device consists of a pad that replaces one of
Outlooks standard pads, and a swing-arm that can be
rotated around a shaft in the pad. In the outer end
there is a handle that can be adjusted to accommodate
arms of different lengths..A holder for any MP-coil is
incorporated in the device.
!:W..:':.:.
.........
.....-..
Product .includes:
- Shoulder positioning device and replacement pad
946 (2A) (Rev. 1192)
For use with 946 (1A)
.
~m@~ PICKER
OUOTATION NUMBER
lU l:.!
PAGE_OF_PAGES
521-023-97
.
"
J
MR0673
\
.I
r--d
''::;''7
Capabilities include:
- Movement ranges and increments are:
- Abduction-adduction: t 850, increment 50;
Internal/external-rotation:-. 3600,- increment- 100
Prerequisites:
- Must have Medium Multipurpose Flexible RF coil for
imaging
Availability: 90 days ARO
ADD:
Outlook™ Knee Kinematic Positioninq Device
The knee positioning device is intended to controllably
position a patient's leg for knee imaging in the
Outlook scanner. The knee can be bent and firmly kept
in different positions while the joint is scanned with
aMP-coil.
The patient's leg can be incrementally rotated around
an axis in the middle of the device. The incremental
step is 50 and the swing-arm can be rotated at most
1250 in either direction from a centered position.
Product includes:
- Knee positioning device
Capabilities include:
- Incremental movement (50) of the knee to a
different position for imaging
Prerequisites:
- Must have Multipurpose Flexible RF coils for
. imag ing
Availability: 90 days ARO
ADD:
'payWe~t terms are .as follows:
10\ UpOt1 signatu,re. of ,this qUotation'.
70\ 'upon .availability of magnet and/or
balance of equipment for shipment*
20% upon completion of installation
$ 7,500.00
S 7,500.00
10+-0..-0- Pv rc1.<Lse.
P J\ic.e... w{ 0 f-hO^S
4 ~L.f[) L..l20
I
II
946 (2A) (Rev. 1192)
For use with 946 (1 A)
.
~~l~~)~ PICKER
11 1~
PAGE_OF_PAGES
521-023-97
OUOTATION NUMBER
"
J
.
.--...-..-.......-. .
1r Customer may request. reasonable de~ays of the
scheduled shipping date established by Picker
prio~ to the date the Equipment is shipped,
provided....that.... Customer' submits its request. to
Picker in writing at least 45 days before the
scheduled shipping date and Picker consents in
writing to the date requested by Customer.
Picker's consent will not be withheld
unreasonably, but Picker may (1) refuse to honor
any request for delay received within 45 days of
the scheduled shipping date, (2) store the
Equipment. at Customer's expense if Customer is
unable to accept delivery on the original
scheduled ~hipping date (or any rescheduled
shipping date), and (3) invoice Customer for the
Equipment as if' it had been shipped on the
original scheduled shipping date and title will
transfer (and Customer will pay such invoice
immediately upon receipt).
-.
-
)
.(V.......
I..........
:: :.~::::.
946 (2A) (Rev. 1192)
For use with 946 (1 A)
.
~lll~ PICKER
12 12
PAGE _ OF _ PAGES
521-023-97
OUOT A nON NUMBER
.
. . PROPUCT WARRANTY .
.'MAGNETIC.RESONANCE (MR) SYS~.EMS
Picker warrants to its Customer that the MR systems sold by Picker (UEqulpmenf')
will be free from delects in material and workmanship and will meet the technical
and performance specifications contained in applicable product dala sheets and
_ operation manuals published by Picker as 01 the date of shipment.
Sy.tem Warranty Term.. The warranly for Ihe surface coils of the Equipment will
be for a periOd of six (6) months. Except as otherwise provided below. the warranty
for the balance of the Equipment will be lor a period of 12 months. All warranty
terms described in this warranty will commence either (a) on the earlier 01 (1) the
date installation of the Equipment is completed or (2) lhe date Customer first uses
the Equipment (when the Equipment is installed by Picker) or (b) on the date of
delivery of the Equipment (when the Equipment is not installed by Picker).
Warranty Term. for Software and Software Upgrade.. The software provided with
the Equipment will be the latest version of the standard software available as of lhe
90th day prior to lhe date the Equipment is shipped to Customer. Upgrades.to
standard software for the Equipment which do not require additional.hardwareor
Equipment modifications will be pertormed as a part of normal warranty service
during the term of Customer's warranty. Any software upgrades requiring sup-
plemental, additional. exchange, or replacement hardware will be installed by
Picker at no charge to Customer if Customer purchases such required hardware.
All software upgrades designated by Picker in its product data sheets or other
publiShed malerials as optional software are available to Customer on terms and
conditions to be quoted by Picker. Any optional software upgrades to the Equip-
ment purchased from Picker will be warranted for 90 days from the date such
upgrade is installed by Picker (or from the date of delivery if such upgrade is not
installed by Picker).
The purchase of the Equipment includes a license only to Customer to use lhe
software provided with the Equipment exclusively for the purpose ot operating the
Equipment and does not include any right or license to use any software or related
documentation required to pertorm maintenance or service 01 the Equipment.
IntyTerm. for Hardware Upgrade.. Any supplemental, additional, exchange,
,placement hardware purchased from Picker for the Equipment will be war.
ranted lor a period 0190 days fcom the date such hardware upgrade is installed by
Picker (or from the date of delivery if such upgrade is not installed by Picker).
CONDI110NS
This warranty is subject to the following conditions: the Equipment (a) is to be
installed by authorized Picker representatives (or is to be installed in accordance
with all Picker installation instructions.by personnel trained by Picker), (b) is to be
operated only by personnel duly trained in the proper operation of the Equipment,
(c) is to be operated according to all instructions provided with lhe Equipment, and
(d) is to be maintained in strict compliance with all recommended and scheduled
maintenance instructions provided with Ihe Equipment, (e) only Picker personnel
acting under the direct supervision.of Picker service management are to pertorm
all maintenance of the cryogen subsystem (including replenishme~t of cryog~ns).
and (t) Ihe Customer is to notily Picker immediately in the event the Equipment at
any time fails 10 meet Picker's pertormance specifications.
WARRANTY SERVICE
Warranty service includes all requested service calls 10 repair or replace the
Equipment as provided by this warranty. Warranty service will be pertormed
during the normal working hours of ficker, Monday through Friday. excepllor
recognized national legal holidays. In the event it is not ~ssible 10 accomplish
warratlty service within normal wotking hours, or in the evenl Customer specifi-
cally. reque:;ts.that warranty service be perform"<l outside of the' normal working
hours of Picker, Customer agrees to pay tor SUCh services at the Picker demand
service rales in etfecL '
When warranty service is scheduled or requested, Customer will give Picker
service personnel full. free. and immediate access to th.e Equipment and to Custo-
mer's operation, pertormance, and maintenance records for the Equipment. Cus-
tomer waives warranty service if it does not provide such access to Ihe Equipment
and Customer's records. Customer agrees to compensate Picker at prevailing
demand service rates in effect as of the date any such warranty serv,ice is to be
performed for all time spent by Picker service personnel waiting lor access to the
Equipment and records prior to beginning work on a warranty service call.
EXCLUSIONS
Warranty coverage does not include any delect or pertormance deficiency which
is the direct or Indirect result, in whole or in part, of (1) accident, (2) abuse. (3)
misuse, (4) operation of the Equipment outside of its environmental, electrical, or
'rmance specifications. conditions, capabililies, or standards, (5) power fluc-
)n or failure. (6) vandalism or any other damage or alteration of the Equip-
..,_..t by persons other than Picker employees, (7) combining incompatible pro-
ducts, (8) tires. floods. and olher similar or dissimilar nalural causes. (9) failure or
lack of humidity ortemperature control, or (1 0) damage, neglect. alteration, or any
946(6) (Rev 1191)
For use with 946 (1)
impairment of the Equipment resulting Irom (a) causes or condilions not asso-
ciated with ordinary storage, handling. installation. maintenance, service, or use,
or (b) maintenance or service by any party other than Picker or a designated
representative 01 Picker, or (c) any acts, omissions, causes, or evenls beyond the
control of Picker.
This warranty does not include items which are consumed lhrough normal daily
use. including, without limitation, any cryogen materials, cushions, knee supports,
pads. magnetic tape. lIexible magnet diskettes. or any accessory or supply items,
and does not include any liability or responsibility for such losses or expenses as
removal or reconstruction 01 walls. partitions, ceilings. 1I00rs. or other parts of any
facility occasioned by any warranty services pertormed hereunder or any other
losses or expenses incurred in providing any other building allerations, scaffold-
ing, platforms, lifting equipment. rigging, shielding, climate controls, power sup-
plies, electrical circuits, safety switches, power outlets, conduits, wiring. structu-
ral support, utilities, plumbing, carpentry, or other work required in connection
with providing warranty services.
REMEDIES
If Picker determines that the Equipment does not meel.any warranty, Picker will
replace the Equipment or repair any delects in material or workmanship reported
during the warranty period, all without charge tor labor or materials (unless
otherwise provided). Picker retaining the option of furnishing either new or
exchange replacement parts or assemblies when providing warranty service.
TRANSFER OF THE EOUIPMENT
In the event Customer transfers or refocates the Equipment. all obligations under
this warranty will terminate unless Customer receives the prior written consent of
Picker for the transfer or relocation. Upon any transfer or relocation, Ihe Equip-
ment must be inspected and certified by Picker as being tree from all defects in
material. software, and workmanship and as being in compliance with all technical
and pertormance specifications. Customer will compensate Picker tor these servi-
ces at the prevailing demand service rates in effect as of lhe date the inspection is
pertormed. Equipment which is transported intact to pre-approved locations and
is maintained as originally installed in mobile configurations will remain covered
by this warranty.
FORCE MAJEURE
Notwithstanding any other provision. and in addition to all conditions and exclu-
sions set lorth, Picker will not be liable for any delay or default in pertorming any
warranty obligations caused by events beyond its control. including (by way 01
example and not by way of limitation) any acts of God. acts of third parties, acts of
Customer (or any of the Customer's employees, agents, or representatives), acts
of civil or military authorities, fires, floods. and other similar or dissimilar natural
causes, riots. wars. sabotage. vandalism, embargoes, labor disputes, strikes, lock-
outs, lack or shortage of cryogens. water, transportation, labor, materials, sup-
plies, fuel. or power, delays in receiving any permits or licenses, delays caused by
any laws, regulations. proclamations, ordinances, or any government action or
inaction, delays caused by contractors and subcontractors, and any other cause
or condition beyond Picker's control. In the event of any such delay or default, the
time for pertormance 01 the warranty obligations 01 Picker will be extended for a
commercially reasonable period of time.
DISCLAIMERS AND LIMITATIONS ON LIABILITY
THE WAARANTIES SET FORTH ABOVE ARE EXPRESSLY IN LII:U OF ANY
OTHER 'tVARRANTIES. EXPRESS OR IMPLIED. INCLUDING WITHOUT LIMITA-
TION ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICU-
I.AR PURPOSE, AND IN LIEU OF ANY OTHER OBLIGATIONS OR LIABILITY ON
THE.PA.RT OF PICKER. PICKER"NEITHER ASSUMES (NOR. HAS AUTHORIZED
ANY PERSON TO ASSUME FOR IT) ANY OTHER WARRANTY OR LIABILITY IN
CONNECTION WITH THE EOUIPMENT.
CUSTOMER'S SOLE REMEDIES FOR BREACH OF SUCH WARRANTIES ARC
SET FORTH IN THIS WARRANTY. PICKER WILL HAVE NO LIABILITY FOR ANY
CONSEQUENTIAl, INCIDENTAl, OR SPECIAL DAMAGES BY REASON OF
ANY ACT OR OMISSION OR ARISING OUT OF OR IN CONNECTION WITH THE
EQUIPMENT, OR WITH THE SALE, DELIVERY. INSTALLATION. MAINTE-
NANCE, OPERATION, PERFORMANCE, OR USE OF THE EQUIPMENT.
INCLUDING (BY WAY OF EXAMPLE AND NOT BY WAY OF LIMITATION) ANY
DAMAGES. EXPENSES. OR LOSSES INCURRED BY REASON OF LOSS OF
USE, LOST REVENUES, LOST PROFITS. DAMAGE TO ASSOCIATED EQUIP-
MENT OR TO FACILITIES. COSTS OF CAPITAl, COSTS OF SUBSTITUTE
PRODUCTS, FACILITIES. OR SERVICES, COSTS OF REPLACEMENT POWER.
COSTS ASSOCIATED WITH DOWN TIME,AND ANY SIMILAR AND DISSIMILAR
DAMAGES, EXPENSES. OR LOSSES.
APPLICABLE LAW
The terms of this warranty will be Interpreted under the law of the State of Ohio,
without regard to principles of choice of law.
.
~m~ PICKER
.."
)
LICENSE AGREEMENT FOR OPERATING SOFTWARE
..
This License Agreement, by and between Picker International, Inc.
("Picker") and the Customer, designated below, is entered into as part of
a sale of certain equipment ("Equipment") more fully defined on Picker
Quotation Number 5:U-02J-97 dated fJ/JO/97
-. 'HQuotation"). This License Agreement does not supersede or replace
- ~ny terms and conditions of the Quotation, or any written warranties or
service contracts applicable to the Equipment, and Picker has not auth-
orized any employee or agent to grant any other or different licenses or
other rights with respect to any patent application, patent, copyright,
trademark, trade secret, proprietary right, or other property right of
Picker or any of Picker's suppliers. .
:: , ,..i..",. !:II....:.. tv Customer a nonexclusive and nontransferable license
to use the computer software package ("the Software") necessary for
the operation of the Equipment on the terms and conditions defined or
referenced herein for so long Customer may own or use the Equipment.
THIS LICENSE DOES NOT EXTEND TO ANY MAINTENA~CE OR
SERVICE SOFTWARE SHIPPED TO OR LOCATED AT CUSTOMER'S
PREMISES WHICH IS INTENDED TO ASSIST PICKER EMPLOYEES IN
: THE INSTALLATION, TESTING, SERVICE, AND MAINTENANCE OF
THE EQUIPMENT.
Customer agrees to pay Picker a one-time license fee. This fee is
included in the basic system price defined in the Quotation.
THE LICENSE HEREBY GRANTED TO THE CUSTOMER DOES NOT
INCLUDE ANY RIGHT TO USE THE SOFTWARE (FOR PURPOSES
.lER THAN OPERATION OF THE EQUIPMENT) OR TO COPY,
../RODUCE, SELL, ASSIGN, TRANSFER, OR SUBLICENSE THE
SOFTWARE FOR ANY PURPOSE, IN WHOLE OR IN PART, WITHOUT
THE PRIOR WRITTEN PERMISSION OF THE PRESIDENT OR A VICE
PRESIDENT OF PICKER. If such permission is obtained, Customer
agrees to apply Picker's copyright notice or other identifying legends to
such copies or reproductions.
_ The rights herein granted to Customer shall not affect the exclusive
ownership by Picker of the Software or of any trademarks, copyrights,
patents. trade secrets. p~oprietary rights, or other property rights of
Picker (or of any of Pickers suppliers) pertaining to the Software.
- TO BE USED only on the following equipment and location:
Model #
S.N.
PICKER INTERNATIONAL,ING.
Stephen B. Meeder
Type or Print
Title
Sales Manager
Date
June 30, 1997
.....)
\:::;....-.
.~~
MANDA TORY LETTER. 163
946 17) (9/87)
Customer agrees that only authorized officers, employees, and agents ....
of Customer will use the Software or have access to the same (or to any
part thereof) and that none of Customer's officers. employees, or agents
will disclose any part or all of the Software, or permit any part or all of the
same to be used by. any person or entity other than those identified
herein. Customer acknowledges that certain of Picker's rights may be
derived from license agreements with third parties and as such Custo-
mer agrees to preserve the confidentiality of information imparted to
Picker under such third party license agreements.
If the Customer modifies the Software in any manner. all warranties
associated with the Software and the Equipment shall become null and
void. If the Customer or any of its otticers, employees. or agents should
devise any revisions, enhancements. or improvements in the Software.
Customer shall disclose such improvements to Picker and Picker shall
have a nonexclusive royalty-free license to use such revisions.
enhancements and improvements and the right to grant sub-licenses
thereof.
The Software is licensed to Customer on the basis that (a) the Customer
shall maintain the configuration of the Equipment as it was originally
designed and manufactured and (b) the Equipment includes only those
SUbsystems and components certified by Picker. The Software may not
perform as intended on systems modified by personnel other than those
under the direct supervision of Picker or on systems which include
subsystems or components not certified by Picker. Picker does not
assume any responsibility or liability with respect to unauthorized modi-
fication or substitution of subsystems or components.
Customer shall cause each authorized user of the Software to abide by
the terms and conditions of this License Agreement as if each were a
. party hereto.
This license shall continue for as long as the Customer continues to use
the Equipment, except that Picker may terminate this license in the
event of any default by the Customer. The Customer agrees to return the
Software and any authorized copies thereof to Picker irrmediately upon
expiration of or termination of this license.
university Hospital
Located at
Customer
Type or Print
Title
. Date
.
.
-.
-
ATTACHMENTP
General Operation and Safety Policy
.
Rev. Jan. 1993
Rev. Jan. 1996
Rev. Sept. 1997
UNIVERSITY HOSPITAL
Augusta. GA
Administrative Policy and/or Procedure
.
Division Or Department: Radiology
Policy No.
Page 1
Effective
Approval
F-10
of 12
Su~ect General Operation and Safety
Policy - MRI
~g~
1. MRI Suite
A. All persons entering the RF shielded suite will be escorted by an MRI technologist.
These persons will include but not limited to patients, employees, visitors and
physicians.
B. Gauss Lines and Diagrams
The gauss line defines the strength of the magnetic field at a specific location away
from the magnet. Restricted public access begins at the 5 gauss line. The gauss
lines for three types of magnets currently in use - the unistat magnet, the active
shield magnet, and the compact magnet - are shown in figures T, II and II.
C. Warning Signs and Items Affected by Magnetic Fields
Warning signs must be posted within the area surrounding the scanner and outside
of the scanner room. They signs must warn personnel, patients, and others that
they are within a magnetic field.
The magnetic field can damage sensitive instruments such as analog watches and
cameras. The field will distort displays on CRT's and other instruments which use
slow moving electron beams (image intensifiers, photo multiplier tubes,
oscilloscopes, etc.) The field will erase magnetic tapes, disks, and other magnetic
recording media. It will also erase magnetic strips on credit cards.
Small magnetic objects such as hair pins, paper clips, safety pins, and belt buckles
within the magnetic field distort the homogeneity of the magnetic field and will
therefore adversely affect the quality of the MR images.
2. All patients will be interviewed by an MRI technologist during the prescreening evaluation
session. This interview will also include a detailed explanation of the procedure and what
the patient can expect. Each patient will be presented with a standard form (attached) to
be completed by the technologist.
r=1""'\~lA .u. Ar'\lA n~nv
-.
-
Rev. J an. 1993
Rev. J an. 1996
Rev. Sept. 1997
UNIVERSITY HOSPITAL
Augusta, GA
Administrative Policy and/or Procedure
.-
-
Division Or Department: Radiology
Policy No.
Page 2
Effective
Approval
F-IO
of 12
Subject: General Operation and Safety
Policy - MRI
w~~~
Screening Patients - Patients who are claustrophobic, unconscious, vomiting, or have the
potential for incidental cardiac arrest should be watehcd carefully during the scan. There
is not enough room within the scanner for a respirator or other life support equipment
should its use become necessary.
Acoustic noise during the scan may be uncomfortable or painful to a patient with a pre-
disposed auditory condition. For the safety of all patients, some type of hearing protection
(i.e. earplugs) should be worn during the scan.
Patients must be screened for a history of cardiac problems. The physician must access the
risk vs. benefit of scanning a cardiac patient.
When scanning a patient with a cardiac problem, follow these guidelines:
Make sure that a staff member with CPR certification is present during the scan.
Have available a non-magnetic crash cart with the appropriate resuscitation
equipment and medical supplies.
Have available a non-magnetic gurney should it become necessary to remove
the patient from the room.
Maintain patient contact as much as possible during the scan. A method for
observing/monitoring the patient's condition must be available at all times.
Electronically Magnetically and Mechanically Activated Implants - static magnetic fields
may alter the characteristics and perfonnance of electrically (pacemakers,
neurostimulators), magnetically Gewelry, braces), or mechanically (infusion pumps,
cochlear implants) operated devices.
Ferromagnetic Prosthesis and Implants - some implanted aneurysm clips, surgical clips,
or other ferromagnetic materials may be dislodged by the force of the magnetic field.
Certain orthopedic implants may also present a risk to the patient when the patient is
placed within the magnetic field.
C:f"I.O~A U ^ I"'\~A n~nv
.~
.
Rev. Jan. 1993
Rev. Jan. 1996
Rev. Sept. 1997
UNIVERSITY HOSPITAL
Augusta, GA
Administrative Policy and/or Procedure
.
Division Or Department: Radiology
Policy No.
Page 3
Effective
Approval
F-10
of 12
Subject: General Operation and Safety
Policy - MRI
((f:~~
--
Facial Makeup, Tattoos Shrapnel. and Foreign Bodies - patient screening should include
questions specifically related to exposure to metal fragments. Patients who have been
exposed to magnetically active metal fragments in their workplace may unknowingly have
microscopic metal fragments in their eyes.
Facial makeup, especially eye cosmetics, may contain ferromagnetic materials. Therefore,
it is recommended that facial makeup be removed prior to the scan. Several incidents of
eye irritation due to makeup have been reported. Severe eye irritation has been reported
in patients with permanent (tattoo) eyeliner.
Patients with body tattoos should be watched during the scan since tattoo ink may contain
small amounts of ferrous material.
4. Safety Policies
A. In the event of an emergency (danger to the patient, malfunction of the installation,
etc.) the technologist will interrupt the examination by pressing the red knob at the
control console or in the room. There is a constant ventilation system installed to
accommodate a possible quenching situation to prevent oxygen depletion.
B. No open flame or smoking is permitted in the area.
C. When the "MAGNETIC STOP" function has been reactivated, the magnet field
intensity decreases rapidly resulting in converting helium into thermal energy.
This artificially lowering of the magnetic field (quench) is initialed by opening of
the superconductive switch on the magnet. There is a closed ventilation system
to control any vaporization during a quench.
Ramp Down Conditions - A "ramp down" is a gradual shutdown of the :rvm.
system. It takes 15 to 20 minutes per every 0.5 Tesla to ramp down the magnet.
A ramp down should be used when the situation is non-life threatening. For
example, the system should be ramped down if the equipment or instruments
are accidently pulled into the magnet.
1=()j:?~A it AnM_Q~Q)(
"'"
-.
-
Re v. J an. 1993
Rev. Jan. 1996
Rev. Sept. 1997
UNIVERSITY HOSPITAL
Augusta. GA
Administrative Policy and/or Procedure
-
Division Or Department: Radiology
Policy No.
Page 4
Effective
Approval
F-10
of 12
1-tJ2!:;
if ~~~-
Subject: General Operation arid Safety
Policy - MRI
Quenching the Magnet - A "quench" is an immediate shutdown of the MR
system. A quench should be performed only when the situation is life-threatening
or when the force of the magnetic field prevents you from treating patients or
personnel.
D. Maintenance personnel are to adhere to previously established protocol regarding
high voltage/high current set by the plant services division.
Proiectiles - Ferromagnetic objects such as scissors, scalpels, wrenches, and
screwdrivers must not be used within the 10 Gauss line of the magnet. If
released within the 10 Gauss line, these objects may accelerate at a high rate of
speed to the center of the magnet, possibly striking patients and/or personnel
within. their path or damaging the magnet.
Before entering the magnet room, all loose ferromagnetic objects r:nust be removed
from patients and personnel.
E. The handling of cryogens will only be performed by trained vendor personnel.
Personnel involved in the transfer of cryogens will wear protective gear and
adhere to vendor guidelines.
Cryogens - Cryogenic liquids may cause severe burns and produce large amounts
of oxygen-displacing gas whe~ the magnet is suddenly quenched. Therefore,
scanners with cryogenic magnets must be used only with properly functioning
vents and pressure relief valves.
Cryogenic liquids must not be handled with patients in the vicinity and must not
be left unattended during cryogenic transfers. Only trained and authorized
personnel may perform cryogenic transfers.
F. The superconductive magnet is "shock" sensitive and should never be moved
without first consulting with the vendor.
G. When the normal hours of operation are completed, all access doors will be
secured to prevent unescorted persons from entering the RF shielded room.
l::r"\CHA .. ^ r"\lA n-:lnv
~
.
Rev. Jan. 199B
Rev. Jan. 1996
Rev. Sept. 1997
UNIVERSITY HOSPITAL
Augusta, GA
Admiriistrcitive Policy and/or ProcedUre
.
Division Or Department: Radiology
Policy No.
Page 5
Effective
Approval
F-10
of
12
Su~ect General Operation and Safety
Policy - MRI
l~t~
5. All malfunctions/defects are to be reported immediately to the appropriate service
personnel and the Technical Director or designee.
Electrical/Mechanical Safety - Periodic inspection and maintenance will be performed.
When operating the equipment, be alert for possible malfunctions, such as:
- louder than normal motor noises
- sparks
- overheating
- smoke or odors from electrical components
Most accidents and injuries caused by electrical/mechanical damage can be avoided by
following these guidelines: .
Installation/Service - The installation and service of the equipment should be performed
only by authorized and qualified personnel.
Maintenance - The moveable assemblies and parts of the equipment should be routinely
inspected in accordance with the manufacturer's recommendations.
Safety Improvement - Safety improvements to the equipment must be authorized
personnel.
6. In an emergency patient situation (Code 99) the patient will be removed from the RF
shielded room as quickly and calmly as possible and transported to the patient prep room
where life support equipment can be utilized. The "Code Cart" will be maintained (by
the lead MRI technologist) in this room along with other emergency support equipment
being available (02 and suction apparatus and the like). The appropriate location will be
referred to when announcing a Code 99, the "MRI patient prep room".
Physiological Monitoring - The safe and effective use of electronic or other metallic
emergency equipment may be impossible near the magnet. Most resuscitation equipment
cannot be brought within the 10 gauss line. If a patient needs to be resuscitated, he
should be removed from the scanner and taken to at least the 10 gauss line for treatment.
c:'r'\L'llA U A. f""\lA n.l'"}nv
'"
UNIVERSITY HOSPITAL
Augusta, GA
Administrative Policy and/or Procedure
Rev. Jan. 1993
Rev. Jan. 1996
Rev. Sept. 1997
-
-
-
WI'
Division Or Department: Radiology
Policy No.
Page 6
Effective
Approval
F-10
of 12
Subject General Operation and Safety
Policy - MRI
1Jt~
Physiological monitoring equipment (i.e. cardiac gating, IV infusion pumps, oxygen) may
be affected by the operation of the scanner and give an erroneous reading. For this reason,
increased audio and visual monitoring of patients may be necessary.
7. Nursing service and other support services will be providing in-service education classes
as needed by the lead :MRI technologist as requested from Hospital Education or nursing
. service.
Training Non-tvlR Personnel - Local police and fire departments, maintenance personnel;
and others who have access to the scanner room must be made aware of the effect that
the magnetic field has on their equipment and procedures. Fire and police personnel must
be warned that axes, handcuffs, and guns may act as projectiles when exposed to magnetic
field. Maintenance personnel must be told that metal buckets, vacuum cleaners and other
equipment cannot be used near the scanner.
8. See attached pregnancy statement.
PregnancylInfancy - the physician must determine the risk vs. benefit of scanning the
pregnant woman, the developing fetus, and the infant.
9. MRI technologists will receive their training from vendor application specialist, application
scientists, by attending outside seminar, by on site visits to other:MRI locations, or fonnal
MRl training at an accredited program. They may also sit for the :MRI registry.
10. Only those radiologists that have met the :MRI criteria established by the radiologist staff,
credentialing committee and the executive committee will interpret the MRI scans.
FORM # AOM-939X
-.
-
MR OPERATING SAFElY
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1.0 Tesla 25.3 Ft.
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Fitted with Iron Yoke Shield
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UNIVERSITY HOSPITAL
MRI PATIENT INTERVIEW SHEET
I
Date
RadiOlogist
.
~a,e 0; 3ir:~
P!"lysician
Height
?:ccecure
Dia;:"\csis
Patient II
Weig:-:t
Outoa:ient
lnpan.ent
4jini=a1 ~is:cry
C;,ief Complaint of Patient
7i"E FOLLOWING ITeMS MAY lN7E:RFCR: WITH MAGNETIC RESONANCE IMAGING AND SOME CAN BE POTeNTIALLY
HAZARDOUS. PLEASE INDICATE IF YOU HAVE THE FOLLOWING.
.
cardiac pacemaker .._......._...._.........._.___.___.
aneurysm clip(s} ......_................_......_._......._.._..._.__.........
molanted insulin pump _..........._......_......_..__...__..._...
implanted drug infusion device......_....._................._.._......
bone growth stimulator .....__...._._._._..__._.....__.._....
neurostim ula::=:- (TEN S. Unit) ._..................___..._..._.....
4Iny tyPe of biostim ulator .._......._.................._..._.............
internal hearing aid.._...._._....._........_........._........._....
co::."lle ar 1m ;:llanl.............__...... _........_.._.......... ...__.......
Gia:lturco coil (s;:lring embolus coil) ...................._..._........
yes
yes
yes
yes
yes
yes
yes'
yes
yes
yes
no
no
no
no
no
no
no
no
no
no
vas:=:Jjar c1ip{s} ._..____.......___..._......._.........__.._.
.iem osta tic cJip( s) ..__.__........_..__..__._......_..._.
~""Y type of surgical slip or sta~Je(s)._.___.._...__._.
:-.a valve .,rosthesis ......_..._._.____...._....__.......
lW'-Jic?lc vena cava filter _.._.._..___...._........_.__.....
m~dle ear implar:t___.__..-:-_________......._.._
pa:1i1e ~rcs:hesis ...__........_...___...._.__...._...___.....
c:tlr.aVey~ prosthesis ........_..._....__.._.........._..._.._
~:a~nel 0: bulle:....._...__.._......._......_.__..._...__.._
~-. '-~' . ..
....'re st.:tures .__....._......._...._......_........_.._..__._..
'-2.r.ooec eyeliner ......_._...._..........__._.._...._____..
a:ty ty;:>e of dental item held in place by a magne.__....
any othe: implanted ite~....._....___......__..._...__.....
:y;>e:
yes
yes
yes
yes
yes
yes
yes
yes
yes
yes
yes
yes
yes
no
no
no
no
no
no
no
no
no-
no
no
no
no
;:::'::hr2.g~ _....._._..........._.........._......_...._................._..._~....... yes no
IUD _..._.........._....._..........._.......__.._._.._..._.._._..... yes no
renal s.":l.:n: _..._......_........:..._..........._........................_.... yes no
i:-.::a ve:1:riC;,;~r shunL.............................._....._................. yes no
wire mesh .......__...._......._......__.._....................._._..... yes no
a::.:icial-lirntl or joint_...__..__....._................._._... ves no
_'a:ty orthopedi::: item(s) (Le. pins. roc:s. s;::ews. naiis. cli:>s. plates.
-ire. et::.}-.o:-..._._..._____._.._.._......._........_.._.... yes no
ee:1::;res __._............_.._..............__...._._............_.... yes no
.cen:.al braces.._................................._...._.._..._......._... yes no
any ty?e o! remova:;le dental r.em ............................._.._ yes no
.-HA.V: YOU :VER HAD;., SURGICAL PROC:DUR: Or: A.NY
-.,c\SO? ""_ ........... ....._........_._..._.._.. ......... ..................... yes no
~
..:e
Iy?e
--"U-~-=i"e
PATIENT SYMPTOMS
MRI Srain:
in jury ..._.............__..._'_.................................._.....
HA .s..._.:__.._.__.._.:_._........._.._..._...............__..
seizures .............___..._.._............._..._...._._._..__
blackouts .._....____....._..._..._.._...............__.__._..
hy<;>ertension...__.__._...._... ..........._........................_.
previous strok e .... ..__._......._.. .............__..........._.... .-_...
c.'lange in vision _.........._...._..................................._._.
~ange in hearing...__...__............... .._..... ..................
weak."ess in extremities ......................................._.._....
right side pain. ._._._..__...___....._........................_.....
Ie!. side pain _._....___..::._.... ......................_......._.....
yes
yes
yes
yes
. yes
yes
yes
yes
yes
yes
yes
no
no
no
no
no
no
no
no
no
no
no
MRI Ci!rvical:
injury ,...._______...____..__.._....._...._......_..._
neck pain .._._.._.___...._........._.................... ..... -.....
H.A..' s..__.._.._..._...__...._._...._....... .........-.......--.-
righ. arm pat:-. ....__._........._....._._............_...................
left arm pain _._._._........_......_............__...........__...
tingiing s e r" .sat io n5...__._...:...:::........ ........ ..........:. ~-.. -...
yes
yes
yes
yes
yes
yes
no
no
:-:0
no
no
no
MRI Lumbar.
in jury ._......_.... _ "_'_" - .............. ._._.... _...... .......- - ........
low back pain ........._._____..............._..._.............___..
ri;ht leg ;::ain...............____._....................___..........__._..
Ie It Ie; pa rr... ......_._.._......_.. ..._ .._............ ............. -.......
yes
yes
yes
yes
no
no
no
no
MR: E.~re~j:y:
in ju ry ".'" ............ ._.._......... ...._........ ..._.. ................ .-.""
rig~: s i~ e ;;ain. _. _..... __.......... ........ ..._..._. .....-..... ......-....
let: sioe ;lain ......._..._._.._....................._.............___._..
a::=,in g.............. "_"""_". ...._ _.... ........._ ....u... ..... ...-......
yes
yes
yes
yes
no
no
no
no
Pain C:ta:a::::er:
ac.~,s... _ .............. .-.-...-.... ........ ................ -.. ........... ...-.....
tli: 0:: :'in; .............. ._.... ..__.. ..... .............. .............. ........... .--.. ...- ......
~urn:'; .._...... ..... ......._.. ._...... ... ..... ... ............ ... .... ...-..-- .......
S:;3 t;) ... ...-........ ..... .... .-...... ... ..... ..... ................. .......... -.....
O::te~
yes
yes
yes
yes
no
no
no
no
~"\.oIp t ~x. ).......
.
..
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~
/I
University Hospital
An Affiliate of University Health
-
I understand that the presence of metallic items on or in my body can cause interference or
potential hazards while undergoing an MRI procedure. This has been explained by the MRI
technologist.
Signature Date
-
-.
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-.
-'
,
.
.
~ VVl L'"1ess Date
I
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1350 Walton Wa)'
:\:Jb~:OJ. ~o~ia 30901-ZGZ9
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UNI\JER~ITY HO~PITAL
"'.
MR.I PREGNANCY STATEMENT
Because of the relatively sh.ort existence of MR.I, its absolute safety
for the examination of pregnant women has not yet been established.
Although studies have suggested that there are no developmental effects
produced by exposure to MR.I, we do not routinely scan pregnant women; partic-
ularly during the first trimester. Conclusive data concerning the safety of
MR.I will probably require long term follow-up studies.
MR.I may be indicated for use in pregnant women if other nonionizing forms
of diagnostic imaging are inadequate or if MRI provides important information
in patients who would otherwise require exposure to ionizing radiation. While
~
all current evidence suggests that MRI in pregnancy is not harmful, there has
not been enough data accumulated to absolutely guarentee it.
I have read the statement above and fully understand its contents.
I agree to have the scan
I decline to have the scan
Patient:
Date:
Technologist:
~"
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Effective: 8/1/87
Telephone (404) 722-9011 - 1350 Walton Way (10) Augusta. Georgia 30910 ./
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ATTACHMENT Q
Ambulatory Surgery Indigent Care Survey
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University Hospital
.-\n .-\Jfiliate of [Jni~'ersit.'v' Health
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February 26, 1998
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Caron Hopkins
State Health Planning Agency
2 Peachtree Street, Room 34.262
Atlanta, Georgia 30303
Re: Program-Specific Indigent Care Survey for University Hospital
Dear Ms. Hopkins:
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Enclosed is a program-specific Indigent Care Survey documenting University Hospital's
compliance with an indigent care commitment associated with Project No. 71-92 which involved
the construction of an ambulatory surgery center in Columbia County. The facility became
operational in 1996. Therefore, the indigent care commitment was in effect for the full year of
1997. The service-specific indigent care being reported is a subset of the indigent care reported
for the entire hospital as shown on the 1997 Hospital Indigent Care Survey for University
Hospital which was submitted earlier this year.
Please call me if you have any questions.
Sincerely,
Ca.h-"I ~\o.de.
Catherine P. Slade
Assistant Vice President
CPS:ch
Enclosure
1350 Walton Way
Augusta. Georgia 3090'1.2629
7061722.9011
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1997 HOSPITAL INDIGENT CARE SURVEY ADDENDUM
SERVICE-SPECIFIC INDIGENT CARE GONIMIThtENT
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IDENTIFICA TION:
University Hospital
1350 Walton Way
Augusta GA 30901
2.
REPORT PERIOD:
January 1, 1997, through December 3 L 1997
3. VERIFICA nON OF r:VIEW BY CHIEF EXECUTIVE OffiCER
Reviewed and Approved: ~
Typed Name and Title of CEO: Donald C. Bray, President/Chief Executive Officer
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INDIGENT CARE COL\'1MITMENT:
Project No. 71-92 University Ambulatory
Surgery Center of Columbia County
Description: University Health Services, Inc., was approved on December 23, 1992, to establish a
freestanding ambulatory surgery center with four dedicated operating rooms in Evans, Columbia County.
Upon completion of the project, the ambulatory surgery center was licensed as a part of University
Hospital's ambulatory surgery program and not as a freestanding center.
This project included a commitment to provide 3.0 percent of adjusted gross revenue for indigent and
charity care. The estimated amount of the indigent care conunitment as shown in the CON application's
financial projections \vas $62,904 in the first year of operation and $87,061 in the second year. Since the
ambulatory surgery center is now licensed as part of University Hospital, the indigent care commitment is
now based on 3.0 percent of the adjusted revenue of University Hospital's entire ambulatory surgery
service. This results in a significantly larger commitment.
The ambulatory surgery facility associated with Project No. 71-92 became operational in 1996. Therefore,
the indigent care commitment was in effect for the full year of 1997. The follo\\ing information provides
the indigent care experience for calendar year 1997, the same report period as the Hospital Indigent Care
Survey. The service-specific indigent care being reponed is a subset of the indigent care reported for the
entire hospital and ShO\"<l1 on the 1997 Hospital Indigent Care Survey for University Hospital.
UNCOMPENSA TED INDIGENT/CHARITY CARE
AS PERCENT OF ADJUSTED REVENUE
OF THE A1\1BULA TORY SURGERY SERVICE AT UNIVERSITY HOSPITAL
Gross revenue for ambulatory surgery services $27,722,987
Less Medicare and Medicaid contractual adjustments 4,541,476
Less bad debt 342,956
Adiustedgross revenue for ambulatory sur~erv services 22.838,555
Uncompensated indigent/charitv care associated with ambulatory surgery S 690,907
Uncompensated indigent/charity care as a percent of adjusted revenue 3.0%
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Dotty W. Roach. Director
State Health Planning Agency
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4 EXECUTIVE PARK DRIVE, N.E. / ATLANTA, GEORGIA 30329
Suite 2100 (404) 320-4821
GIST 238-4821
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Oecember 23, 1992
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CERTIFIED MAIL
Return Rece;ot ReQuested
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University Health Services, Inc
d/b/a University Ambulatory Surgery
1350 Walton Way
Augusta, Georgia 30910
Attention: Edwin M. Sheats, VP/Corporate Resources
Center or Columbia County
Gentlemen:
The State Health Planning Agency hereby approves your request (GA. 071-92) in
accordance with the State Certificate of Need Law, to establish an ambulatory
surgery program with four (4) dedicated operating rooms in Evans, Columbia County
Georgia. This project involves the construction of 19,500 square feet. The
committment of 3% of your annual adjusted gross revenues for indigent/charity
care is required. The total estimated capital costs associated with this project
is 54,127,433.
Your certificate is val id for a period of twelve (12) months, unless extended for
good cause. It is important that the admi ni strat i on of your project be
consistent with the Certificate of Need rules. We are, therefore, enclosing
"Performance Approval Period Requirements" which outlines the duration,
progression and extension provisions (if needed) which apply to this approval.
Please be advised that a decision by this Agency is subject to appeal within
thirty (30) days from the date of this letter. Should a bona fide request for
an appeal be received, you will be promptly notified and the Certificate or Need
will be suspended until the appeal is resolved. You are strongly advised not to
make a substantial obligation of funds until the time period for requesting an
appeal has expired.
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Project No. 071-92
December 23, 1992
Page T.,~o
The approval of a project by the State Health Planning Agency does not assure
that any amount or rate of reimbursement will be paid by the Department of
Medical Assistance, the Medicare intermediary, or any other payment source.
Should you need additional information pertaining to this communication, please
contact this Agency.
Sincerely,
(217'dp/ r.1 ..M;V'ttr'Ar.1V
Pamela S. Stephenson
Director, Regulatory Review
CSC:JV:sp
Enclosures: Evaluation
Performance Approval Period Requirements
Progress Report Form
Project Implementation Schedule
xc: Russ Toal, DMA, Commissioner
Health Care Section (ORS)
State Architect
Taffey Bisbee
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ATTACHMENT R
Letters of Support
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cnEATER AUGUSTA NEUHOLOGICAL I'NSTITUTE
1303 I)' Allliguac Streel
PO Bllildiug # .,
Suile 21WO
Augusta, Georgia 30')0 I
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SUMMER VIU.E NELJIWSLJ1WE1{ Y, PC.
WAYNE D. OEVERlDGE, M.D.
CLINTON E. MASSEY, M.D.
ll.DEMAIW VOl.CAN, M.D.
(706) 774-047H
: [:AX 774..{IH76
CIIA1H.ES O. McCLURE, M.D., P.C.
ADUl.T AND PEDIATRIC
NI~LJ1WI.O(J Y
(706) 722-HH 17
FAX 722-3315
February 4, 1998
Pamela Stevenson
Executive Director of State Health Planning Agency
Four Executive Park Drive, N.E.
Suite 2100
Atlanta, Georgia 30329
Dear Ms. Stevenson:
This letter is written in support of the CON application submitted by University Health Services,
Inc. of Augusta, Georgia. I am a practicing Neurosurgeon in this city and a member of the
Active Medical Staff at University Hospital.
Over the last year or so due to the growth of the city and the large referral center that we have
become in this area, we have seen larger and larger waiting times to obtain an MRI scan in our
facilities. Sometimes in the past, the patient has been referred to other hospitals, due to the
managed care and insurance who determine where the patient goes depending upon the contract
they have with these agencies we can n.o longer do so, therefore, we have seen a delay in the
diagnosis of our patients due to a long waiting list for the MRI scan and at the same time a delay
in the treatment plan for the patients.
As you know, one of the main problems of the current existing MRI scans is that they are quite
small in diameter and some patients, especially the large framed and obese patients will.not fit in,
the cut-off weight is 300 pounds for the scanners. This certainly leads to our request to have an
open MRI scanner that will allow this population to be studied without the need to travel to
Atlanta, which is where the next open MRI scanner is functioning. Compounding the problem
is the large amount the population requiring this study suffer from claustrophobia which prevents
them to be in an enclosed environment and this is one of the advantages of having an open MRI
scanner as it will allow these patients to have the study without any problems.
I assure you that having this open scanner with expedite the diagnoses and treatment of our
patients in addition to accommodate the obese as well as the claustrophobic patients. The
second machine will take the overflow of the first one that is working at full capacity at the present
time
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February 4, 1998
Page Two
, hope that the State Health Planning Agency will pgree and grant the application of University
Health System, Inc. .
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Sincerely,
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C-_:-;_ ~ (f) '((!~
IL.O i~ J..' OLCAN, MO
UV:/g
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Orthopaedic Associates of Augusta, P.A.
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University Hospital
Professional Center I
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February 6, 1998
820 St. Sebastian Way
Augusta, GA 30901-2668
Phone (706) 722-3401
Fax (706) 724-6540
Ms. Pamela Stephenson
Executive Director
State Health Planning Agency
4 Executive Park Drive
NE Suite 2100
Atlanta, Georgia 30329
General Orthopaedics
Dear Ms. Stephenson:
H. SHERMAN BLALOCK. M.D. P.C.
RecvnslnI<ll..llDCI Hand Surg<".
I would like to give my support of the Certificate of Need application to be
submitted by University Hospital in Augusta Georgia for a new open MRI
scanner. I am a practicing Orthopaedic Surgeon in the Augusta area who
principally works out at University Hospital.
_..~~~_~~..~. ('"'-,_-'Ill( .!~. Mn
-Adull RrconslnJC1i.. Hip'" K... Surg.".
Anhroscopi. Surg.".
W. HOWARD HUDSON. M.D. P.C.
Hand '" Uppor E.t..mily Surg.".
Adull Rrcomlnldl.. Surg<".
LEROY R. FULLERTON, JR.. ~I.D.
Sports Modlcinc
Anhr05C1>pic Surg.ry
LARRY W. CARTER. M.D.
Sports Modlci...
Adult Ro<oostrucd.. Surg<ry
My primary focus is those patients who have orthopaedic spinal problems and
pathologies. Over the recent past, we have noted more and more patients who
have had difficulty getting in our MRI scanner due to the fact they have
significant claustrophobia. We also have a significant number of patients who,
because of their size, have been unable to get into = our conventional MRI
scanner.
THOMAS Eo BAILEY, JR.. M.D. P.C.
-!,odial1ic Onhopoedics
~ IU"R7.W1JllM; M_n
-Adull RK<lCIStructl.. Surg<".
Sports .\Iodlcinc
THOMAS .~. PARFENCHUCK. M.D.
Adull '" Podi.tric Spine Sure.".
I believe a new second scanner at our hospital will also help us as far as patient
care is concerned. There is a long waiting list of patients to obtain MRl's at our
facility. This often results in scheduling conflicts and inability to schedule
elective MRI's for at least two to four weeks. This does obviously compromise
patient care to some degree. A second scanner would help some of these
problems that we have at our facility.
CECILIA MURPHY BOWDEN
Administrator
In summary, I believe that an open MRI scanner would be of great benefit not
only to University Hospital, but to the Augusta area since we do not have a
piece of equipment such as this in the Augusta region. Thus, I would hope that
the SHPA would agree with this proposal and grant the application for an MRI
open scanner here at University Hospital.
JOHN L. CHANDLER. JR.. :\1.0.
1915-1990
EDWARD S. FORRESTER. JR.. M.D.
1934-1989
Once again, thank you for your considerations.
.\IERCER T. BRJDCES. ~I.D.
R.orod 1 CJ86
Sincerely,
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-...finlU..i..i iiilii.:..,i..w:....-. JR.. ~.D.
R.ored 1996
Thomas A. Parfenchuck, M.D.
T AP/yw
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NEUROSURGICAL ASSOOATES. P.A.
NEUROLOGI~LSURGERY
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BEN :-<. ESTES. .\I.D.
WlllIM.III. MEEKS. M.D.
ROBERT c.. ^tlRM.ISON. ~I.D
GREGURY .\1. OETTI:-<l;. ~I.D.
February 9, 199.8
Pamela Stephenson
Executive Director
State Health Planning
4 Executive Park, NE,
Atlanta, GA 30329
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Agency
Suite 2100
Dear Ms. Stephenson:
This let.ter is written in support of the application submitted by the University
Health Services, Inc., Augusta, Georgia.
I am involved in the private practice of neurosurgery in Augusta, Georgia and have
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been for the last 28 years.
Over the last 20 years there have been many .advances in the neurosurgical field and
one of the most significant is the introduction of the MRI" It is one of the most
yidely used diagnostic tools that we have available today and is in constant use in
the diagnosing of neurosurgical lesions. The University Hospital has become one of
a: few: neurosurgical centers in the state. I and my three colleagues have ordered
over 7,000 diagnostic x-rays studies over the last year many of which have been MRI's.
One of our current ongoing problems with th~ use of MRI is claustrophobia which is
much more prevalent than was initially presumed. An open MRI would be very helpful
for those patient yith claustrophobia and reduce the risk of having to premedicate
patients to overcome their fear of claustrophobia.
I strongly support the request for an open MRI at University Hospital in Augusta,
Georgia.
With
regards,
) ..,. r/. .J /
Meeks, M.D.
J.d. I 1-
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William H.
WHM/lnb
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