HomeMy WebLinkAboutCORRECT CARE SOLUTIONS •
HEALTH SERVICES AGREEMENT ( Formatted: Top: 0.8"
THIS AGREEMENT by and between the City of Augusta, Georgia ( "Augusta ") and Correct Care Solutions,
LLC ( "CCS "), is entered into as of thel day of December, 2010.
WITNESSETH:
WHEREAS, Augusta is charged by law with responsibility for administering, managing and
supervising the health care delivery system of the Charles B. Webster Detention Facility, Augusta -
Richmond County Law Enforcement Center, and Augusta - Richmond County Correctional Institution,
collectively known as the "Facilities "; and
WHEREAS, the objective of Augusta is to provide for the delivery of quality health care to
inmates in accordance with applicable law; and
WHEREAS Augusta desires to enter into a health care services agreement with CCS to promote
this objective; and
WHEREAS, CCS is in the business of ; providing correctional health care services and desires to
provide such services for Augusta under the terms and conditions hereof;
NOW THEREFORE, with the intent to be legally bound, and in consideration of the covenants
and promises hereinafter made, the parties hereto agree as follows:
ARTICLE I: HEALTH CARE SERVICES.
1.1 General Engagement. Augusta hereby engages CCS to provide for the delivery of reasonable
and necessary medical, mental, and dental care to individuals under the custody and control of Augusta
and sentenced to and incarcerated at the Facilities ( "Inmates "), and CCS hereby accepts such
engagement according to the terms and provisions hereof.
1.2. Scope of Services. CCS will provide on a regular basis professional medical, mental health,
dental and related health care and administrative services for the Inmates, including a program for
preliminary screening of Inmates upon arrival at the Facilities, a comprehensive health evaluation of
each Inmate following admission to the Facilities, regularly scheduled sick call, nursing coverage, regular
physician visits on site, infirmary care, hospitalization, medical specialty services, emergency medical
care, medical records management, pharmacy services, health education and training services, a quality
assurance program, administrative support services, and other services, all as more specifically
described with that certain Request for Proposal # 11 -003 ( "RFP ") attached hereto as Exhibit A and in
accordance with that certain Technical Proposal dated October 5, 2010 submitted by CCS and attached
hereto as Exhibit B .
1.3 Specialty Services. CCS will provide specialty services (e.g. radiology services, laboratory
services, etc.) on site to the extent reasonably possible. To the extent specialty care is required and
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cannot be rendered on site, CCS will make appropriate off -site arrangements for the rendering of such
care.
1.4 Emergency Services. CCS will provide emergency medical treatment to Inmates, visitors, and
Facilities staff as necessary and appropriate on site. CCS will provide off -site emergency medical care, as
required, through arrangements to be determined with local hospitals. CCS will provide ambulance
services for emergency circumstances. Routine transfers will be the responsibility of the City in regards
to off -site non - emergency medical treatment.
1.5 Hospitalization & Specialty Services. CCS will arrange for emergency transportation services,
on and off -site specialty services, and for the admission of any Inmate, who in the opinion of CCS'
Medical Director requires hospitalization and will bear the costs thereof; provided that CCS' liability for
costs associated with hospitalization, all off -site and on -site specialty services, inclusive of diagnostic
procedures, and emergency transportation services is limited to $1,500 per inmate per year, inclusive of
all of the following services:
• Inpatient Hospitalization
• Outpatient Services
• Laboratory Services
• Radiology Services (including mobile x -ray services provided on -site)
• Emergency Room services
• Specialty Care
• Prosthetic Devices
• Physical Therapy Services
• Ambulance Services
• Medications for the treatment of Hepatitis C
• Medications Factors VIII and IX for the treatment of bleeding disorders
CCS shall develop a system of determining whether any inmates are eligible for medical
coverage from any third party sources included but not limited to private health insurance. CCS shall
direct off -site providers to bill directly to third party sources and any payment made to CCS or to the
medical provider for any medical expense shall not be counted toward the annual cap referenced above.
Augusta reserves the right to renegotiate the $1,500 cap per inmate per year and CCS agrees to
negotiate such requested change in the cap in good faith. If the parties cannot in good faith reach
agreement on new compensation terms with an alternative cap, either party may terminate this
contract upon 90 days written notice to the other party.
1.6 Infant Care. CCS will provide health services to any pregnant Inmate but health care services
provided to an infant following birth will not be the responsibility of CCS.
1.7 Elective Medical Care. CCS will not be responsible for the provision of elective medical care
to Inmates. For purposes of this Agreement, "elective medical care" means medical care which, if not
provided, would not in the opinion of CCS' Medical Director, cause the Inmate's health to deteriorate or
cause infinite harm to Inmate's well- being.
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1.8 Transportation Services. To the extent any Inmate, visitor, or Facilities staff requires off -site
health care treatment (e.g. emergency care, hospitalization, specialty services, etc.), Augusta will
provide appropriate transportation services as requested by CCS with the exception of ambulance
services which is included in Hospitalization & Specialty Services pursuant to paragraph 1.5 herein.
1.9 Unauthorized Absence and Pre - Booking Injuries. To the extent possible and medically
appropriate, CCS agrees to render on -site medical services to inmates for injuries incurred prior to
incarceration, or while the Inmate was away from the jail. In no event, however, shall CCS be liable for
or responsible for the payment of:
(a) any claim, liability, cost or expense arising or incurred at any time in connection with
treatment of any Inmate's injury if such injury occurred (i) during any period prior to the
Inmate's incarceration, or (ii) while the Inmate was away from the Facilities for reasons
other than health care prescribed by CCS employees or contractors; however, once an
Inmate has been medically stabilized and booked into one of the three Augusta
facilities, CCS shall be financially responsible for the cost of all medical treatment and
health care services as provided herein regardless of the nature of the injury or illness or
whether the injury or illness occurred prior to or subsequent to the individual's
incarceration.
(b) any claim, liability or cost arising out of the City's or any of their respective employee's,
officer's, agent's or subcontractor's (i) preventing any inmate from receiving medical
care ordered by CCS employees or contractors, (ii) failure to exercise good judgment in
promptly presenting any ill or injured Inmate for treatment by CCS employees or
contractors, or (iii) own act or omission, including negligence or willful misconduct.
ARTICLE II: PERSONNEL.
2.1 Staffing. CCS will provide medical, mental health, dental, technical, and support personnel
necessary for the rendering of health care services to Inmates as contemplated herein. The health care
staff will be at levels consistent with Exhibit C to this Agreement, Staffing Plan, unless otherwise agreed
to by the parties.
2.2 Licensure, Certification and Registration of Personnel. All personnel provided or made
available by CCS to render services will be licensed, certified or registered, as appropriate, in their
respective areas of expertise pursuant to applicable Georgia law.
2.3 Augusta Satisfaction with Health Care Personnel. If Augusta should become dissatisfied with
any health care personnel provided by CCS hereunder, CCS, in recognition of the sensitive nature of
correctional services, will, following receipt of written notice from Augusta of its dissatisfaction and the
reasons thereof, exercise its best efforts to resolve the problem and, if the problem is not resolved,
remove the individual about whom Augusta has expressed its dissatisfaction. CCS will be allowed a
reasonable time prior to removal to find an acceptable replacement.
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2.4 Use of Inmates in the Provision of Health Care Services. Inmates will not be employed or
otherwise engaged by either CCS or Augusta in the direct rendering of any health care services. Inmates
may be used in positions not involving the rendering of health care services directly to Inmates as CCS
and Augusta may mutually agree.
2.5 Subcontracting and Delegation. In order to discharge its obligations hereunder, CCS will
engage certain health care professionals as independent contractors rather than as employees, and
Augusta expressly consents to such subcontracting or delegation. As the relationship between CCS and
these health care professionals will be that of independent contractor, CCS will not be considered or
deemed to be engaged in the practice of medicine or other professions practiced by these professionals,
and CCS will not exercise control over the manner or means by which these independent contractors
perform their professional duties. Likewise, the parties understand and agree that in accordance with
applicable law regarding the corporate practice of medicine, CCS may be required to enter into an
agreement with a professional corporation for the purpose of securing services from certain medical
personnel and further stipulate that such an agreement is permissible and will not require further
consent prior to execution.
2.6 Discrimination. CCS will recruit, select, train, promote, transfer, and release its personnel, as
contemplated hereunder, without regard to race, color, religion, national origin, handicap, Vietnam
veteran status, age or sex (except where age, sex or handicap is a bona fide occupational qualification).
Further, CCS will administer its other personnel policies such has compensation, benefits, layoffs, return
from layoff, company sponsored training, education, and tuition assistance without regard to race,
color, religion, national origin, handicap, Vietnam -Era status, age or sex.
2.7 Restrictive Covenant. Recognizing among other things the unique services provided by the
employees, subcontractors, and agents of CCS during the term of this Agreement, Augusta will not,
directly or indirectly, solicit, engage or permit to be engaged at the Facilities said employees,
subcontractors or agents of CCS during the term of this Agreement (including any renewals thereof) and
for a period of one (1) year thereafter without the prior written consent of CCS; provided, however, that
this limitation shall not apply to persons who were employed at the Facilities immediately prior to the
commencement of CCS' services hereunder.
ARTICLE III: ACCREDITATION.
CCS' services hereunder shall be designed to meet the standards developed by the National Commission
on Correctional Health Care for Jails (NCCHC), and the Medical Association of Georgia (MAG). It is
expressly agreed and understood by the parties herein that it is the responsibility and obligation of CCS
hereunder to maintain such accreditations at all times during the term of this Agreement at its own
expense.
ARTICLE IV: EDUCATION AND TRAINING.
4.1 Inmate and Staff Health Education. CCS will conduct an ongoing health education program
for Inmates and correctional officers at the Facilities toward the objective of raising the level of Inmate
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health and health care. This health care education program will include, at Augusta's request, programs
in first aid, signs and symptoms of chemical dependency, and reactions to medical emergencies.
ARTICLE V: REPORTS AND RECORDS.
5.1 Medical Records. CCS will cause to be maintained a medical record for each Inmate who has
received health care services. This medical record will be maintained pursuant to applicable law and will
be kept from the Inmate's confinement record. A summary of the applicable medical record will be
available to accompany any Inmate who is transferred from the Facilities to another location for off-site
services. Medical records will be kept confidential, and CCS will follow the Augusta's policy with regard
to access by Inmates and Facilities staff to medical records, subject to applicable law regarding
confidentiality of such records. No information contained in the medical records will be released by CCS
except as provided by Augusta's policy, by a court order, or otherwise in accordance with applicable law.
5.2 Inmate Information. In order to assist CCS in providing the best possible health care services
to Inmates, Augusta will provide CCS with information pertaining to Inmates that CCS identifies as
reasonable and necessary for CCS adequately to perform its obligations hereunder.
5.3 CCS Records Available to Augusta with Limitations on Disclosure. CCS will make available to
Augusta, at Augusta's request, all non - confidential and non - privileged records, documents, and other
papers relating to the direct delivery of health care services to Inmates hereunder; provided, however,
that Augusta understands that the systems, methods, procedures, written materials, and other controls
employed by CCS in the performance of its obligations hereunder are proprietary in nature and will
remain the property of CCS and may not, at any time, be used, distributed, copied or otherwise utilized
by Augusta, except in connection with the delivery of health care services hereunder, unless such
disclosure is approved in advance in writing by CCS.
5.4 Augusta Records Available to CCS with Limitations on Disclosure. During the term of this
Agreement and for a reasonable time thereafter, Augusta will provide CCS at CCS' request, Augusta's
records relating to the provision of health care services to Inmates as may be requested by CCS or as are
pertinent to the investigation or defense of any claim related to CCS' conduct. Augusta will make
available to CCS such records as are maintained by Augusta, hospitals, and other outside health care
providers involved in the care or treatment of Inmates (to the extent Augusta has any claim to those
records) as CCS may reasonably request consistent with applicable law; provided, however, that any
such information released by Augusta to CCS that Augusta considers confidential will be kept
confidential by CCS and will not, except as may be required by law, be distributed to any third party
without prior written approval by Augusta.
ARTICLE VI: SECURITY.
6.1 General. CCS and Augusta understand that adequate security services are necessary for the
safety of the agents, employees, and subcontractors of CCS, as well as for the security of Inmates and
Facilities staff. Augusta will provide security services satisfactory to CCS and sufficient to enable CCS and
its personnel safely to provide the health care services called for hereunder.
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6.2 Transportation Off -Site. Augusta will provide security as necessary and appropriate in
connection with the transportation of any inmate between the Facilities and any other location for off-
site services as contemplated herein.
ARTICLE VII: OFFICE SPACE AND EQUIPMENT.
7.1 Office Space and Support. Augusta agrees to provide CCS with office space, facilities, office
furniture, utilities (including one local telephone line per facility), sufficient to enable CCS to perform its
obligations hereunder.
7.2 Delivery of Possession. Augusta will deliver to CCS on the date of commencement of this
Agreement possession and control of all office equipment and supplies then in place at the Facilities'
health care unit that is Augusta's property.
7.3 Supplies. CCS warrants and represents that the quality and quantity of supplies on hand
during this Agreement will be sufficient to enable CCS to perform its obligations hereunder.
7.4 General Services. Augusta will provide for each inmate receiving health care services no less
than the full range of services and facilities provided by Augusta for other Inmates at the Facilities
including, but not limited to, daily housekeeping services, dietary services, building maintenance
services, personal hygiene supplies and services, and linen supplies.
ARTICLE VII: TERM AND TERMINATION OF AGREEMENT.
8.1 Contract Term. This Agreement will be effective as of 12:01 A.M. on January 1, 2011 for an
initial term of five (5) years. This Agreement is renewable under like -terms for two (2) additional two -
year terms thereafter, unless either party delivers written notice of non - renewal to the other party at
least 90 days prior to the expiration of the then - existing term, in which event this Agreement will
terminate upon the expiration of the then - existing term.
8.2 Termination. This Agreement may be sooner terminated on the first to occur of the
following:
(a) Termination by Agreement. In the event Augusta and CCS mutually agree in writing,
this Agreement may be terminated on terms and date stipulated therein.
(b) Termination for Default. In the event either party shall give notice to the other that
such other party has materially defaulted in the performance of any of its obligations
hereunder and such default shall not have been cured within thirty (30) days following
the giving notice in writing, the party giving notice shall have the right immediately to
terminate this Agreement provided, however, that the cure period shall be limited to
ten (10) days if the default is failure by Augusta to timely make any payments due to
CCS hereunder.
(c) Termination by CCS for Special Situations. CCS may terminate this Agreement
immediately upon the occurrence of any of the following:
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(1) Failure of the governing body of Augusta to authorize or appropriate funds sufficient
for Augusta to meet its obligations hereunder;
(2) Disavowal or repudiation of this contract by any authorized agent of Augusta; or
(3) Insolvency, bankruptcy, or receivership of Augusta.
(d) Termination Without Cause. Either party may terminate this Agreement without cause
by providing ninety (90) days prior written notice to the other party.
8.3 Changes in Scope. Notwithstanding anything herein to the contrary, if (i) any applicable law,
statute, rule, regulation, standard, court order or decree, or any policy, practice, or procedure of any
applicable governmental unit, agency or office (including but not limited to the federal, state, or local
courts, legislative bodies, and agencies, including or its respective officers or agents) is adopted,
implemented, amended or changed; or if (ii) any standard of care or treatment protocol changes or
evolves in any material respect, or if any new medication or therapy is introduced to treat any illness,
disease or condition; or if (iii) any of the cost or historical information upon which CCS based its
Proposal, including but not limited to the information provided by Augusta in the RFP and answers to
questions, proves to be inaccurate or incomplete in any respect; and if any such change in scope as
described in (i), (ii), or (iii) materially increases the cost to CCS of providing healthcare services or
impacts the scope of services or staffing hereunder, CCS and Augusta agree to meet to negotiate in good
faith within thirty (30) days following the giving of notice by one party to the other party of a change
(whether such change is anticipated or implemented). If the parties fail to reach agreement regarding
compensation or service requirement changes within the foregoing thirty (30) day period, then either
Augusta or CCS may terminate this Agreement upon sixty (60) days' prior written notice.
8.4 Responsibility for Inmate Health Care. Upon termination of this Agreement, total
responsibility for providing health care services to all inmates, including Inmates receiving health care
services at facilities off site, will be transferred from CCS to Augusta.
ARTICLE IX: COMPENSATION.
9.1 Base Compensation. Augusta will pay CCS the sum of $4,004,000_ for the first year of the
initial 5 -year term of this Agreement, payable in equal monthly installments of $_333,666.66.
Thereafter the payment sum for each of the remaining four (4) years in the initial 5 -year term shall be
annually increased by the increase in the medical care component of the Consumer Price Index for U.S. .
Cities. CCS will bill Augusta fifteen (15) days before the first day of the month for which services will be
rendered, and Augusta agrees to pay CCS on or before the last day of the month for which services will
be rendered. In the event this Agreement should terminate on a date other than the end of a calendar
month, compensation to CCS will be prorated accordingly for the shortened month.
9.2 Renewal Terms. Should this Agreement be renewed for additional two -year terms as
provided in Section 8.1, the CCS price and per diem rate for each one -year renewal period will be based
on the current price at the time of renewal increased by the increase in the medical care component of
the Consumer Price Index for the U.S. Cities.
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9.3 Increases in Inmate Population. The price as quoted for the existing Facilities is based on a
population of 1,275 inmates. Should the ADP exceed 1,350, based on the average daily population
calculated on a monthly basis, CCS will charge a per diem of $1.50 for each inmate in excess of 1,350.
Should the ADP fall below 1,175, CCS will reimburse Augusta a per diem of $1.50 for each inmate less
than 1,175. The per diem is designed to cover variable costs only and does not include any fixed costs,
i.e., staffing cost. Therefore, should the average daily population exceed 1,600 for a consecutive three -
month period, CCS reserves the right to negotiate with Augusta for additional staff and the
corresponding compensation.
ARTICLE X: LIABILITY AND RISK MANAGEMENT.
10.1 Insurance. At all times during the term of this Agreement, CCS will maintain professional
liability insurance covering CCS, its employees, its officers, and agents with limits not less than $1 million
per occurrence and $3 million in the aggregate annually. CCS shall provide Augusta with a certificate
evidencing such professional liability insurance at least annually.
10.2 Indemnity. CCS hereby indemnifies and holds Augusta, the Sheriff of Richmond County,
and their agents or employees, harmless up to a monetary level equivalent to the amount of insurance
required herein regardless of whether said insurance is in effect or provides coverage, from and against
any and all claims against Augusta, the Sheriff of Richmond County, and their agents and employees
resulting from the negligence in treatment rendered by CCS personnel or arising out of the operation
and maintenance of the aforesaid program of health care services by CCS; provided, however, that CCS
will not be responsible for any claim arising out of Augusta or its employees, agents or contractors; (i)
preventing an inmate from receiving services ordered by CCS or its agents or contractors; (ii) failing to
exercise good judgment in promptly presenting an inmate to CCS for service; or (iii) own acts or
omissions, including negligence or willful misconduct. Augusta agrees to notify CCS' Legal Department
in writing within thirty (30) days after Augusta has received written notice of a claim. CCS'
indemnification and defense obligations hereunder will not apply for expenses incurred or settlements
offered or effected, prior to notice to CCS. CCS shall have the right to control the defense and /or
settlement of the claim.
10.3 Limitation of Liability. The parties to this Agreement both acknowledge that CCS is
providing the services contemplated hereunder as a corporation primarily acting as an instrumentality of
Augusta; consequently, any and all statutory, common law, or legislative limitations on the liability of
instrumentalities of Augusta are applicable to CCS and its health care providers.
ARTICLE XI: MISCELLANEOUS.
11.1 Independent Contractor Status. Augusta expressly acknowledges that, other than set forth
in Section 10.3, CCS is an "independent contractor," and nothing in this Agreement is intended nor shall
be construed to create an agency relationship, an employer /employee relationship, a joint venture
relationship, or any or relationship allowing Augusta to exercise control or direction over the manner or
method by which CCS or its subcontractors perform hereunder.
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11.2 Assignment. CCS shall not assign this Agreement to any other corporation without the
express written consent of Augusta. Augusta and CCS each binds itself, its successors, assigns, and legal
representatives to the other party hereto and to the successors, assigns, and legal representatives of
such other party in respect to all covenants, agreements, and obligations contained herein.
11.3 Notice. All notices or other communications required or permitted to be given under this
Agreement shall be in writing and shall be deemed to have been duly given if delivered personally in
hand, sent via overnight courier, mailed certified mail, return receipt requested, postage prepaid on the
date posted, and addressed to the appropriate party at the following address or such other address as
may be given in writing to the parties:
(a) City of Augusta with a copy to:
Sheriff Ronald Strength Warden Robert Leverett
Law Enforcement Center A.R.C.C.I.
401 Walton Way 2314 Tobacco Road
Augusta, GA 30901 Augusta, GA 30906
and
Administrator, Augusta, GA
City- County Building
530 Greene Street
Augusta, GA 30911
(b) CCS with a copy to:
Gerard Boyle Leilani S. Boulware, Esq.
President and CEO Executive Vice President and General Counsel
Correct Care Solutions, LLC Correct Care Solutions, LLC
3343 Perimeter Hill Drive 3343 Perimeter Hill Drive
Suite 300 Suite 300
Nashville, TN 37211 Nashville, TN 37211
11.4 Governing Law. This Agreement and the rights and obligations of the parties hereto shall
be governed by, and construed according to, the laws of the State of Georgia.
11.5 Entire Agreement. This Agreement including Exhibits A and B attached hereto constitutes
the entire agreement of the parties and is intended as a complete and exclusive statement of the
promises, representations, negotiations, discussions, and agreements that have been made in
connection with the subject matter hereof. No modification or amendment to this Agreement shall be
binding upon the parties unless the same is in writing and signed by the respective parties hereto.
11.6 Waiver of Breach. The waiver by either party of a breach or violation of any provision of
this Agreement shall not operate as, or be construed to be, a waiver of any subsequent breach of the
same or other provision hereof.
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11.7 Force Maleure. CCS shall not be deemed in violation of this Agreement if it is prevented
from performing any of its obligations hereunder for any reason beyond its control, including, without
limitation, strikes or labor disputes, labor shortages, inmate disturbances, lack of Augusta's financial or
physical resources, failure of Augusta to provide proper security services, acts of God, civil or military
authority, acts of public enemy war, accidents, fires, explosions, earthquakes, floods, failure of
transportation, or any similar cause beyond the reasonable control of one or both of the parties.
11.8 Severabilitv. In the event any provision of this Agreement is held to be unenforceable for
any reason, the unenforceability thereof shall not affect the remainder of the Agreement which shall
remain in full force and effect and enforceable in accordance with its terms.
11.9 Counterparts. This Agreement may be executed by the parties in counterparts, all of which
when taken together shall constitute one instrument. Of the two duplicate originals, one original shall
be retained by Augusta and the other original retained by CCS.
IN WITNESS WHEREOF, the parties have set their hands and seals hereto as of the day and year first
above written.
CITY OF AUGUSTA, GEORGIA VIII
Attest: a By:
ACM as its mayor
i2/ ptle:
CORRECT CARE OLUTIONS, LLC 0 ' i
Attest: By: /
Ger.rd :oyle
25 \ WI .L•VAA
President and CEO ,
H: /Contracts /Site Agreements /Augusta /Health Services Agreement November 2010
10
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: . R E :-'s I . ; AN (Field Code Changed
Augusta- Richmond County Total ADP = 1,275
"401" "Phinizy" ' RCCI" HouTotal rs Total FTE
Health Services Admin 1.00 40.00 1.00
Medical Director* 1.00 40.00 1.00
DON 1.00 40.00 1.00
Charge RN 1.40 1.40 1.00 152.00 3.80
LPN 2.80 1.40 168.00 4.20
CMA 1.00 1.40 96.00 2.40
AA 1.00 40.00 1.00
Medical Records Clerk 1.00 40.00 1.00
Psychiatrist 0.25 0.20 18.00 0.45
MSW 1.00 1.00 80.00 2.00
Dentist 0.50 20.00 0.50
Dental Assistant 0.50 20.00 0.50
TOTAL FTEs - Da 10.45 7.40 1.00 754.00 18.85
treilir; ::Z m *.:: 419,,Te
LPN 2.80 2.80 1.10 268.00 6.70
TOTAL FTEs - Evenin • 2.80 2.80 1.10 268.00 6.70
• 4¢ :
LPN 2.80 1.40 168.00 4.20
CMA 1.40 56.00 1.40
TOTAL FTEs - Night 2.80 2.80 0.00 224.00 5.60
TOTAL FTEs Per Week 16.05 13.00 2.10 1,246.00 31.15
Medical Director, Health Services Administrator and Psychiatrist will be responsible for all sites.
*Please note that CCS may substitute two ( 2 ) hours of mid -level time for one (1) hour of MD
time, as requested, but only with permission from client
Exhibit C - Staffing Plan (
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11.7 Force Majeure. CCS shall not be deemed in violation of this Agreement if it is prevented
from performing any of its obligations hereunder for any reason beyond its control, including, without
limitation, strikes or labor disputes, labor shortages, inmate disturbances, lack of Augusta's financial or
physical resources, failure of Augusta to provide proper security services, acts of God, civil or military
authority, acts of public enemy war, accidents, fires, explosions, earthquakes, floods, failure of
transportation, or any similar cause beyond the reasonable control of one or both of the parties.
11.8 Severability. In the event any provision of this Agreement is held to be unenforceable for
any reason, the unenforceability thereof shall not affect the remainder of the Agreement which shall
remain in full force and effect and enforceable in accordance with its terms.
11.9 Counterparts. This Agreement may be executed by the parties in counterparts, all of which
when taken together shall constitute one instrument. Of the two duplicate originals, one original shall
be retained by Augusta and the other original retained by CCS.
IN WITNESS WHEREOF, the parties have set their hands and seals hereto as of the day and year first
above written.
CITY OF AUGUSTA, GEORGIA
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CORRECT CARE SOLUTIONS, LLC
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Attest: By: 1
Gerard Boy
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President and '! 0
H: /Contracts /Site Agreements /Augusta /Health Services Agreement November 2010
10
Bond Number K08337470
PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS, That, we, Correct Care Solutions, LLC ,
(hereinafter called the Principal), as Principal, and Westchester Fire Insurance Company , duly organized under
the laws of the State of New York , (hereinafter called the Surety), as Surety, are held and firmly bound unto
City of Augusta, Georgia , (hereinafter called the Obligee), in the
sum of Five Hundred Thousand Dollars and 00/100 ($ 500,000.00 ) Dollars, for the payment of
which sum well and truly to be made, we, the said Principal and the said Surety, bind ourselves, our heirs, executors,
administrators, successors and assigns.
WHEREAS, said Principal has entered into a written Contract with said Obligee, dated , for
RFP Item #11 -003, Inmate Medical Services for The City of Augusta - Sheriffs Office and RCCI. , in accordance with the terms and conditions
of said Contract, which is hereby referred to and made a part hereof as if fully set forth herein:
NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, That if the above bounden Principal
shall well and truly keep, do and perform each and every, all and singular, the matters and things in said contract
set forth and specified to be by said Principal kept, done and performed, at the times and in the manner in said
contract specified, or shall pay over, make good and reimburse to the above named Obligee, all loss and damage
which said Obligee may sustain by reason of failure or default on the part of said Principal so to do, then this
obligation shall be null and void; otherwise shall remain in full force and effect.
FURTHERMORE, Notwithstanding the provisions of the Contract, the term of this bond shall apply from
January 1 , 2011 , until January 1 , 2012 , and maybe extended by the Surety
by Continuation Certificate. However, neither non - renewal by the Surety, nor the failure or inability of the Principal
to file a replacement bond in the event of non - renewal, shall itself constitute a loss to the Obligee recoverable under
this bond or any renewal or continuation thereof. The liability of the Surety under this bond and all continuation
certificates issued in connection therewith shall not be cumulative and shall in no event exceed the amount as set
forth in this bond or in any additions, riders, or endorsements properly issued by the Surety as supplements thereto.
In no event shall Surety's aggregate liability exceed the penal sum of this bond.
NO SUIT, ACTION OR PROCEEDING by the Obligee to recover on this bond shall be sustained unless the same
be commenced within two (2) years following the date on which Principal ceased work on said Contract.
Signed and sealed this 7th day of December , 2010
Correct Care Solutions, LLC
Principal
By: /'P'---
L l' «
Westchester a Insurance Com..
Surety -
By:
..diallir '
o n -7 a ` Inez , Attorney -in -Fact
Suret • one • 13-458 -5200
State of Texas
County of Harris
SURETY ACKNOWLEDGEMENT (ATTORNEY -IN -FACT)
1, Keicha Ann Smith Notary Public of Harris County, in the State of Texas
do hereby certify that John A. Martinez Attorney -in -Fact, of the Westchester Fire
Insurance Company who is personally known to me to be the same person whose
name is subscribed to the foregoing instrument, appeared before me this day in person, and
acknowledged that he signed, sealed and delivered said instrument, for and on behalf of the
Westchester Fire Insurance Company for the uses and purposes therein set forth.
Given under my hand and notarial seal at my office in the City of Houston in
said County, this 7th day of December , 2010
I .
CLA_ SC.;11
Notary Public Keicha Ann Smith
My Commission expires: June 4, 2011
4 r �_�': 'N SMITH
* * *
P ' VUSLIC
1 A - TEXAS
E 16104111