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Home My WebLink AboutPR 23777: MOU WITH BAPTIST HOSPITALS OF SETX AND PA HEALTH DEPT. City of ,.cam nrt rthur Texas Date: May 23, 2024 To: Ron Burton, CPM, City Manager From: Judith A. Smith, RN, BSN, Director of Health Services RE: Agreement to enter a Memorandum of Understanding between Baptist Hospitals of Southeast Texas and the City of Port Arthur Health Department. Nature of the Request: The Health Department desires to enter a Memorandum of Understanding with Baptist Hospitals in Southeast Texas to establish a women's health clinic at the Department. The CDC reports that there is an increase in Maternal Mortality in the United States. There are still young ladies who are having to travel to UTMB in Galveston for prenatal care. This MOU will allow Baptist Hospital to staff a Nurse Practitioner in the Employee Health Clinic to provide prenatal and postnatal care to women in Port Arthur and surrounding cities. Staff Analysis, Considerations: Baptist Hospital will staff the clinic with a Nurse Practitioner and an Administrative staff. Recommendations: It is recommended that the City Council approve Proposed Resolution No. 23777, the MOU between Baptist Hospital, and the City of Port Arthur Health Department to establish a women health clinic. Budget Considerations: There are no funds required from the City of Port Arthur. The MOU only asks for office space and the use of exam rooms. "REMEMBER WE ARE HERE TO SERVE THE CITIZENS OF PORT ARTHUR" P.O.BOX 1089•PORT ARTHUR, TX 77641-1089.409/983-8101•FAX 409/982-6743 P.R. No. 23777 05/23/2024-js RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY MANAGER TO ENTER INTO A MEMORANDUM OF UNDERSTANDING BETWEEN BAPTIST HOSPITALS OF SOUTHEAST TEXAS AND THE CITY OF PORT ARTHUR HEALTH DEPARTMENT TO ESTABLISH A WOMEN'S CLINIC AT THE HEALTH DEPARTMENT'S SITE. WHEREAS, the City of Port Arthur Health Department desires to enter into a Memorandum of Understanding with Baptist Hospitals of Southeast Texas, to establish a women's clinic at the Health Department's building; and, WHEREAS, the Health Department will allow Baptist Hospitals of Southeast Texas to staff the clinic with a Nurse Practitioner and other staff as deemed necessary; and, WHEREAS, the City Health Department will provide the space necessary for the clinic to operate within the Employee Health clinical area. BE IT RESOLVED BY THE CITY COUNCIL OF PORT ARTHUR: SECTION 1. That, the facts and preamble are true and correct. SECTION 2. That, the City Council of the City of Port Arthur hereby authorizes the City Manager and Director of Health to enter into a Memorandum of Understanding, a copy of which is attached hereto as Exhibit "A." SECTION 3. That, a copy of the caption of this Resolution be spread upon the Minutes of the City Council. P.R. No. 23777 05/23/2024-js READ, ADOPTED AND APPROVED THIS day of June, 2024, A.D., at a Regular Meeting of the City Council of the City of Port Arthur, Texas, by the following vote: AYES: Mayor: ; Councilmembers: • NOES: Mayor, Thurman Bartle ATTEST Sherri Bellard, City Secretary ROVED AS TO .yR Alt-4 - ikr ‘,/ Wes Black, rim City Attorney APPROVE AD INISTRATION: I ,,u, / .� - Ron Burton, Judith A. Smith, RN, BSN City Man er Director of Health Services P.R. No. 23777 05/23/2024-js EXHIBIT "A" MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding("MOU"), effective the date of last signature below, is executed by and between City of Port Arthur Health Department, a body politic and political subdivision of the State of Texas ("Department") and Baptist Hospitals of Southeast Texas, a Texas non-profit corporation("Baptist")regarding the establishment of a women's clinic at Department's medical clinic located at 5860 9th Avenue, Port Arthur, Texas 77640 ("Clinic"). A. The following basic terms and conditions are non-binding and provided only for the purpose of continued discussions between Department and Baptist. The parties acknowledge that a pro forma financial analysis is being prepared and evaluated, and the provisions of this MOU are contingent upon,among other things,the results of that analysis. For purposes of this MOU, the parties agree these provisions are non-binding and submitted for discussion purposes only. (1) Department will engage Baptist to manage and operate Clinic beginning on or about June 3, 2024. (2) Operating hours of Clinic will be Monday-Friday, 8:00 am to 5:00 pm. (3) Baptist will employ a nurse practitioner who will practice in the Clinic. (4) Baptist will employ such other clinical and non-clinical personnel it determines necessary for the operation of the Clinic. (5) Baptist will bill and collect for all services provided at Clinic. (6) Baptist will document all patient encounters in Baptist's electronic medical record, and will own all patient records. (7) Department will provide space necessary for the Clinic to include two(2)examination rooms and nursing station and administrative space. (8) Additionally, Baptist personnel and Clinic patients shall have access during the Clinic operating hours to all common areas of the building in which Clinic is located, including,but not limited to,parking, ingress and egress areas, and restrooms. (9) Department will provide all furniture,fixtures,and equipment necessary for the establishment and operation of Clinic,including,but not limited to,telephone and internet service,including telephones and a phone number specific to Clinic. (10) Upon completion of the pro forma financial analysis, Department and Baptist will enter into a comprehensive agreement setting forth the rights and responsibilities of each party. (11) Either Baptist or Department may terminate the comprehensive agreement and relationship contemplated thereunder upon written notice of not less than thirty (30) days to the other party for any reason. B. Notwithstanding the foregoing non-binding provisions of this MOU, the parties specifically intend for the following provisions to be binding and agree that, for good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the following provisions are binding upon and shall inure to the respective benefit of the parties: (1) This MOU is subject to the terms and conditions of that certain Nondisclosure Agreement by and between the parties dated on or about as though fully set forth herein. (2) All notices required to be given hereunder shall be in writing and deemed given when (a) personally delivered with signed courier receipt; or(c)if sent by U.S.mail,three(3)business days after deposit in the U.S. mail, first class, postage prepaid, certified, return receipt {00024651.3} Page 2 of 4 requested to the following addresses shown below(or such other address as either party may specify to the other in writing from time to time): If to Department: If to Baptist: City of Port Arthur Health Department Baptist Hospitals of Southeast Texas 5860 9th Avenue 3080 College Street Port Arthur, Texas 77640 Beaumont, Texas 77701 Attn: Judith Smith, Director Attn: CEO With a copy to: With a copy to: Community Hospital Corporation Attn: SVP/General Counsel 7950 Legacy Drive, Suite 1000 Plano, Texas 75024 (3) This MOU is effective as of the date set forth above and will automatically terminate upon the execution of a comprehensive agreement between the parties, or upon either party giving written notice to the other party of not less than thirty(30) days. (4) This MOU, including the documents incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof, and it supersedes any prior or contemporaneous agreements, oral or written, between Department and Baptist with respect to the same subject. The MOU may only be amended if it is agreed upon by the parties and memorialized in a written document signed by both Department and Baptist. (5) This MOU shall be governed by and construed in accordance with the laws of the State of Texas,without regard to its conflict of law provisions. (6) Nothing in this MOU, express or implied, is intended or shall be construed to confer upon any person, firm or corporation other than the parties hereto and their respective successors or permitted assigns, any remedy or claim under or by reason of this MOU or any term, covenant or condition hereof, as third party beneficiaries or otherwise, and all of the terms, covenants and conditions hereof shall be for the sole and exclusive benefit of the parties hereto and their successors and assigns. Duly executed by authorized representatives of Department and Baptist effective as of the date set forth above. [SIGNATURE PAGE FOLLOWS] (00024651.3} Page 3 of 4 City of Port Arthur Health Department -Department- By: Its: Date: Baptist Hospitals of Southeast Texas "Baptist" Justin Doss, CEO Date: {00024651.3} Page 4 of 4