Transportation, Construction, Public Safety and Traffic Committee Regular Meeting Agenda (PDF)

CITY OF CHIPPEWA FALLS, WISCONSIN NOTICE OF PUBLIC MEETING In accordance with the provisions of the Wisconsin State Statutes, Sec. 19.84, notice is hereby given that a public meeting of: Committee #3 Transportation, Construction, Public Safety and Traffic Will be held on Tuesday, June 30, 2026, at 9:00 am in the Council Chambers, City Hall, 30 West Central Street, Chippewa Falls, WI. The meeting may be viewed via livestream at www.chippewafalls-wi.gov/278/City-Council-Meeting-Live-Stream. Items of business to be discussed or acted upon at this meeting are shown on the agenda below: 1. Approve minutes of the June 2, 2026 Committee #3 Meeting. 2. Approve minutes of the June 9, 2026 Committee #3 Meeting. 3. Discuss updates to Chapter 9.125 of the Chippewa Falls Municipal Code – Convicted Child and Violent Sex Offenders Restricted. Possible recommendations to the Council. 4. Discuss Sidewalk Use Permit Application from Jeremy Stary to place two memorial benches adjacent to his business located at 510 N Bridge Street. Possible recommendations to the Council. 5. Discuss Medical Transportation Service Agreements between the City of Chippewa Falls Fire and Emergency Services and various care facilities. Possible recommendations to the Council. 6. Closed Session under Wis. Stats. Sec. 19.85(1)(e) for “deliberating or negotiating the purchasing of public properties, the investing of public funds, or conducting other specified public business, whenever competitive or bargaining reasons require a Closed Session" to discuss and consider the following: a. EMS per capita rates 7. Adjournment. NOTICE IS HEREBY GIVEN THAT A MAJORITY OF THE CITY COUNCIL MAY BE PRESENT AT THIS MEETING TO GATHER INFORMATION ABOUT A SUBJECT OVER WHICH THEY HAVE DECISION MAKING RESPONSIBILITY. NOTE: REASONABLE ACCOMMODATIONS FOR PARTICIPATION BY INDIVIDUALS WITH DISABILITIES WILL BE MADE UPON REQUEST. FOR ADDITIONAL INFORMATION OR TO REQUEST THIS SERVICE, CONTACT THE CITY CLERK AT 726-2719. Please note that attachments to this agenda may not be final and are subject to change. This agenda may be amended as it is reviewed. CERTIFICATION OF OFFICIAL NEWSPAPER I hereby certify that a copy of this notice has been posted on the City Hall bulletin board and a copy has been given to the Chippewa Herald on June 25, 2026 at 10:50 am by BNG. Minutes Committee #3 Transportation, Construction, Public Safety and Traffic Committee #3 met on Tuesday, June 2, 2026 at 9:00 am in the Council Chambers, City Hall, 30 West Central Street, Chippewa Falls, WI. Committee Members present: Tim Normand, Rob Kiefer, and Dan Dixon. Mayor/Other Council Members present: Others present: Police Chief Ryan Douglas; Parks, Recreation, and Forestry Director John Jimenez; Library Director Joe Niese; Tarin Rud; Alisha Brazeau; Ashley Leahy; and City Clerk Bridget Givens. Call to Order: 9:00 am 1. Approve minutes of the May 13, 2026 Committee #3 Meeting. Motion by Dixon/Kiefer to approve the minutes of the May 13, 2026 Committee #3 Meeting. All present voting aye, motion carried. 2. Discuss updates to Chapter 9.125 of the Chippewa Falls Municipal Code – Convicted Child and Violent Sex Offenders Restricted. Possible recommendations to the Council. The Committee reviewed the updates to the boundary exception locations including the addition of bike trails, revisions to the draft ordinance, and changes to the boundary map. Additional clarification is being sought from the City Attorney relative to the grandfather clause, as well as the title of the ordinance. Tarin Rud questioned if the Chippewa Valley High School should be added to the boundary exceptions noting that she thought there was also a daycare in that same location. It was noted that changes were made to revise the exclusion zones from 500’ to 250’. Chief Douglas expressed concern with the appeal process and noted he researched other communities’ ordinances, and was in favor of incorporating language developed by the City of Hudson. This would include the formation of a committee to handle the appeals. Library Director Niese questioned if the library should also be included as an exclusionary zone. Councilor Normand will work with the City Attorney to determine if the library can be included and to incorporate the recommended appeals language. No action taken. 3. Adjournment. Motion by Dixon/Kiefer to adjourn at 9:21 am. All present voting aye, motion carried. Submitted by: Tim Normand, Chair Minutes Committee #3 Transportation, Construction, Public Safety and Traffic Committee #3 met on Tuesday, June 9, 2026 at 4:30 pm in the Council Chambers, City Hall, 30 West Central Street, Chippewa Falls, WI. Committee Members present: Tim Normand, Rob Kiefer, and Dan Dixon. Mayor/Other Council Members present: John Monarski Others present: Police Chief Ryan Douglas; Fire Chief Brian Tonnancour; City Clerk Bridget Givens; and those on the attached sign-in sheet. Call to Order: 4:30 pm 1. Discuss updates to Chapter 9.125 of the Chippewa Falls Municipal Code – Convicted Child and Violent Sex Offenders Restricted. Possible recommendations to the Council. Updates to the boundary exception locations and map were discussed, as well as changes to the ordinance based upon recommendations from the last meeting. The Chippewa Valley High School (CVHS) location was added. The daycare that had previously been housed at the same location as CVHS was relocated and was already accounted for in the exception locations. The City Attorney recommended the title of the ordinance stay the same. Chief Douglas noted that he is awaiting communication from the Department of Corrections relative to their desired level of participation on the appeals committee. The finalized ordinance will be brought to the next Committee #3 Meeting. No action taken. 2. Discuss Alcohol Beverage License Application of La Poblanita II, LLC, Michael Nieves Flores, Agent, for La Poblanita located at 257 W Prairie View Road. Possible recommendations to the Council. Michael Nieves-Flores of La Poblanita appeared to discuss the application for his restaurant located at the former Taco John’s building. He has a location in Eau Claire, but this will be a different concept. He is planning to be open beginning July 1 st pending delivery of his tables. Discussion ensued relative to the number of available liquor licenses in the City. Motion by Kiefer/Dixon to recommend Council consider the Alcohol Beverage License Application of La Poblanita II, LLC, Michael Nieves Flores, Agent, for La Poblanita located at 257 W Prairie View Road at the Regular Council Meeting on June 16 th. All present voting aye, motion carried. 3. Discuss Alcohol Beverage License Application of Jack NoOne, LLC, Jason Boehm, Agent, for That’s a Wrap Eats & More located at 19 W Central Street. Possible recommendations to the Council. Jason Boehm of That’s a Wrap Eats & More appeared to discuss the application for his restaurant located in the former Every Buddy’s Bar location. He is planning to be open by the first week in August. Clerk Givens noted that the previous tenant at the location had a license which will expire on June 30 th. The City Attorney advised that action on the new application should be delayed until after the expiration date. Motion by Dixon/Kiefer to recommend Council consider the Alcohol Beverage License Application of Jack NoOne, LLC, Jason Boehm, Agent, for That’s a Wrap Eats & More located at 19 W Central Street at the Regular Council Meeting on July 7th. All present voting aye, motion carried. 4. Discuss Alcohol Beverage License Application of Glen Loch Tavern, LLC, Kara Watts, Agent, for Glen Loch Tavern located at 1300 Jefferson Avenue. Possible recommendations to the Council. Owners Kara Watts and Isabella Carani appeared to discuss the renovation process for the location. Their intentions are to be operational by December. Discussion ensued relative to various inspection processes. It was noted that the applicant will not immediately be meeting the continuation of business ordinance relative to their liquor license, but it is an important component of their investment. Motion by Kiefer/Dixon to recommend Council consider the Alcohol Beverage License Application of Glen Loch Tavern, LLC, Kara Watts, Agent, for Glen Loch Tavern located at 1300 Jefferson Avenue at the Regular Council Meeting on June 16 th with the understanding that the applicant will not be meeting the continuation of business ordinance until December of this year. All present voting aye, motion carried. 5. Adjournment. Motion by Dixon/Kiefer to adjourn at 5:00 pm. All present voting aye, motion carried. Submitted by: Tim Normand, Chair AGREEMENT FOR MEDICAL TRANSPORTATION SERVICES THIS AGREEMENT, made this 1st day of October 2012 July 2026 , by and between Chippewa Manor Nursing Home (hereinafter referred to as "Facility"), and Chippewa Falls Fire & Emergency Services (hereinafter referred to as "Ambulance Service"). BACKGROUND A. Facility provides general inpatient and outpatient medical services at its facility located in Chippewa Falls, WI. Facility is duly licensed by the State of Wisconsin and is properly enrolled as a provider in the Medicare and Me dicaid programs, and may also accept privately insured and private-pay patients. B. Ambulance Service is licensed by the St ate of Wisconsin to provide basic and advanced life support care, ambul ance transportation services a nd is properly enrolled as a Medicare and Medicaid provider. C. Facility desires to utili ze Ambulance Service as a pr imary provider of ambulance services for its patient transfers, including for those Facility patients covered under Parts A and B of the Medicare Program, as well as for other non-Medicare patient tran sfers as required by Facility. NOW, THEREFORE, the parties agree as follows: 1. Appointment as Primary Ambulance Provider. a. Ambulance Service is the Primary Provider. Facility appoints Ambulance Service and Ambulance Service accepts such appointment to: (1) Act as a primary provider of basic and advanced life support ambulance service for the Facility's patients requiring such serv ices, 24 hours-per-day, 7 days-per-week, unless otherwise provided for in this Agreement. (2) Provide for Facility all services hereunder in accordance with applicable laws, regulations and standards of care, and on all ambulances providing services hereunder to maintain, staff and equip said ambulances in accordance with applicable laws and regulations. b. Definition of Primary Provider. As used in this Agreement, the term "primary provider" shall mean that Ambulance Service shall be the first ambulance provider contacted by Facility for all ambulance for Facility's patients who require it. - 2 - c. Priority of 911 Calls. Facility expressly understands and acknowledges that Ambulance Service may be unavailable at times due to high demand, emergencie s or other unforeseen circumstances. Facility understand s that it is responsible to ca ll “911” for emergencies and the appropriate unit will be sent based on a determin ation of availability made by dispatch personnel. Ambulance Service will notify Facility when re quests for non-emergency Services under this Agreement cannot be honored to pe rmit Facility to obtai n the Services of a substitute ambulance provider. Facility understands th at in those instances where Am bulance Service is unavailable hereunder that Ambulance Service has no responsib ility to pay the char ges of a substitute ambulance provider or to pay Facility the difference, if any, between Ambulance Service's charges and the charges of any such substitute ambulance provider. 2. Qualifications. a. Licensure and Certifications. Facility covenants and agrees that at all times it shall remain licensed, certified or enrolled in good standi ng with the State of Wi sconsin, with all state and federal health care programs, and all required state or nati onal accrediting organizations. Ambulance Service covenants and agrees that it will at all times remain licensed, certified or enrolled in good standing with the State of Wisconsin and with a ll state and fede ral health care programs, and staff its vehicles with the appropriately trained a nd certified personnel as required by applicable state and federal laws and regulations. b. Response to Non-Emergency Requests. Am bulance Service shall respond to requests for emergency ambulance service within times required by state law and shall use its best efforts to initiate non-emergency responses within sixty (60) minutes of its receipt of requests for service. c. Advance Notice. Facility shall use its best efforts to provide Am bulance Service with 24 hours advance notice of non-emergency transport requests. d. Contact Person From Facility. Facility sh all provide a designated contact person to serve as a liaison for communicatio ns and problem solving on an ongoi ng basis. Such individual shall promptly respond to any communications from Ambulance Service. e. Patient Confidentiality. Ambulance Servi ce will maintain patient confidentiality regarding the protected h ealth information of patients transported, to the extent required by the Health Insurance Portability and Accountability Act. 3. Professional Judgment. Facility represents that it will exercise its professional judgment and responsibility over the decision to utilize Ambulance Service. 4. Billing and Compensation. a. Covered Transports. When required or permitted by law, Ambulance Service will bill the patient, the patient's financially responsible party, or any available insurance or other available payment source for services provi ded under this Agreement. This includes transports that the Ambulance Service is authorized to bill under Medicare Part B and Medicaid and that are covered under those programs (“Covered Transports”). - 3 - b. Non-Covered Transports. Where Ambulance Service is not require d or not permitted by law to bill the patient, includi ng but not limited to trips under Medicare Part A, Ambulance Service will bill Facility directly for services rendered to its residents. Facility agrees to pay Ambulance Service according to the fee schedule se t forth in Appendix A. This includes, among other types of transports for whic h Facility is responsible to pr ovide, transports that Ambulance Service cannot bill directly to Medicare Part B or Medicaid (“Non-Covered Transports”). c. Payment in Full for Non-Cove red Transports. Ambulance Se rvice shall not bill any patient, financially responsible party, insurer, or third party payor for any non-covered transports. Facility agrees to indemnify, defend, and hold harmless Ambul ance Service for any liability resulting from its submission of any such bills when the result of information supplied by Facility. When charges are properly billed for non-covered transports, Ambulance Service shall accept the fee schedule amounts paid by Facility as payment in full (see Schedule A). d. Prompt Payment for Non-Covered Services. Facility agrees to remit payment to Ambulance Service within 30 days from the date of Ambulance Service' s bill for non-covered services. Facility agrees that payment to Ambulance Service is not contingent upon any payments that facility may collect from other sources. Facility agrees to the payment of interest at 6% annual interest compounded daily for any accounts not paid within 30 days. Facility agrees to be responsible for the payment to Ambulance Service of its costs for collectio n of accounts past 30 days. e. Medical Necessity Certificati on. Facility shall cooperate fully and assist Ambulance Service wherever possible in obtaining appropriate physician certification statements (“PCSs”) of medical necessity for transports which Ambulance Service will be billing to Medicare or the patient directly. Ambulance Service reserves the right to refuse to transport any patient that does not meet medical necessity criteria as established by the Medicare or Medicaid programs for those situations when Ambulance Service bills the Medicare program or the patient directly. f. Definition of Ambulance Transports. For purposes of this section, ambulance transport shall consist of response by Ambulance Service to F acility or other facility where the patient is located, treatment and other pre-transport activities, including the rendering of emergency medical services at Facility or other fa cility where the resident is loca ted, appropriate ca re and treatment during transport, and one-way transportation to the patient’s designated destination. 5. Term. This Agreement shall be for an initial term of one year, commencing on October 1st, 2012, and will be automatically renewed for a like term at its expiration. Notwithstanding the foregoing, either party may terminate this Agreement at any time with or without cause by giving the other party thirty (30) da ys written notice of termination, which noti ce shall specify the effective date of the termination. 6. Events of Default. Each of the following shall be an "Event of Default" under this Agreement entitling the non-defaulting party to declare this Agreement void and of no further force and effect without additional prior notice: a. If Facility fails to pay Ambulance Service fo r the services required to be performed hereunder or otherwise meet its obligations hereunder. - 4 - b. If either party fails to maintain its require d licenses, permits or certifications or is excluded from the Medicare or Medicaid programs. c. If either party fails to keep in force the insurance policies required to be maintained by it. d. If either party (i) admits in writing its inability to pay its debts generally as they become due, or (ii) files a petition to be adjudicated a voluntary bankrupt in bankruptcy or a similar petition under any insolvency act, or (iii) makes an assi gnment for the benefit of its creditors, or (iv) consents to the appointment of a receiver of itself or of the whol e or any substantial part of its property. e. If any of the representations of either party as set forth in this Agreement are false or misleading in any material respect. 7. Notices and Complaints. a. Written Notice Required. Notices required to be given under this Agreement shall be made to the parties at the following addresses and shall be presumed to have been received by the other party (i) three days after mailing by the party when notices are sent by First Class mail, postage prepaid; (ii) upon transmission (if sent via facsimile with a confirmed transmission report); or (iii) upon receipt (if sent by hand delivery or courier service). Facility: Chippewa Manor Nursing Home 222 Chapman Road Chippewa Falls, WI 54729 Ambulance Service: Chippewa Falls Fi re & Emergency Services Department 1301 Chippewa Crossing Blvd Chippewa Falls, WI 54729 b. Cooperation in Reporting Complaints. Facility agrees that all complaints or unusual incidents involving personnel, equipment or serv ices of Ambulance Service will be promptly reported to management of the respective party and will be described in an incident report detailing the circumstances surrounding the complaint or incident, including the persons or entities involved, date and time of events at issue, and description of events at issue. 8. Insurance and Indemnification. a. Policies/Limits Required. Each party sha ll maintain in full force and effect the following insurance policies writte n on an incurred loss basis, with limits as required by law. In the event there are no applicable limits required by law, the gi ven amounts shall constitute the minimum required limits: (1) Comprehensive general liability insurance for property and bodily injury with minimum limits of $1,000,000 per occurrence. - 5 - (2) Workers' Compensation insurance, with statutory liability limits. (3) Professional liability insurance with minimum limits of $1,000,000 per occurrence. (4) Catastrophic Umbrella Liability for an additional $1,000,000. (5) Ambulance Service shall also maintain commercial vehicle liability insurance on all vehicles utilized for the provision of se rvices under this Agreem ent, with minimum limits of $1,000,000 per occurrence. b. Certification of Insurance Upon Request. E ach party shall, upon re quest of the other party, be required to have all insurance compan ies issuing policies hereunder to certify to the requesting party that policies ha ve been issued and are in for ce and will remain not materially changed, canceled or annulled except upon thirty (30) days prior written notice to the other party. c. Mutual Hold Harmless and Indemnificati on. Except as otherwise herein provided, Ambulance Service and Facility shall hold each ot her harmless, indemnify and defend the other party and the other party's shareh olders, directors, officers, agents and employees against any and all claims, causes of action, injuries and damages including, but not limited to, personal injury and property damage, to the extent caused by any act or omission on the part of the indemnifying party or the indemnifying party's agents, contractors or employees and arising out of the performance of this Agreement. This provision shall include all costs and disburseme nts, including without limitation court costs and reasonable attorneys' fees. 9. Entire Agreement. This Agreement, including any schedules or exhibits hereto, constitutes the sole and only agreement of the parties regard ing its subject matter a nd supersedes any prior understandings or written or oral agreements between the parties. Neither party has received or relied upon any written or oral representations to induce it to enter into this Agreement except that each party has relied only on any written representations contained herein. 10. Amendments. No agreement or understandings varying or extending this Agreement shall be binding upon the parties unless it is memorialized in a written amendment signed by an authorized officer or representative of both parties. 11. Assignment. This Agreement may be assigned upon th e written approval of the other party, which approval shall not be unreasonably withheld. Written approval is not required in the event a party is sold or acquired by a successor entity or in the event of a change of ownership, although notice of such a transaction shall be given to the other party within 30 days after the effective date of such transaction. This Agreement shall be binding upon all successors and assigns. 12. Construction and Compliance. a. Severability. In the event th at any one or more of the pr ovisions contained in this Agreement shall for any reason be made illegal by any statute or regulation or held by any court or by the Office of Inspector General (OIG) of the United States Department of Health and Human Services to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or - 6 - unenforceability shall not affect any other provisions and the Agr eement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it. b. Compliance. The parties intend to comply fu lly with all applicable state and federal laws and regulations, including bu t not limited to the Balanced Budget Act of 1997, the Social Security Act, the federal Anti-Kickback Statute, the federal False Claims Act, and all applicable state and federal fraud and abuse laws and rules. Insofar as any terms or conditions of this Agreement are determined by any c ourt or by the OIG to be contra ry to any such statutes or regulations, the parties will promptly and in good faith confer and resolve any issues so as to make the performance of this Agreement consistent with all applicable statutes and regulations. c. Protection of Patient’s Information. The parties, each of which are "covered entities," shall carry out their obligations under this Agre ement in compliance with the privacy regulations of the Health Insurance Portability and Account ability Act of 1996 ("HIPAA"), to protect the privacy of any personally identifiable, protected health information ("PHI") that is collected, processed or learned as a result of the Services provided pursuant to this Agreement. Both parties acknowledge that their relationship to patients receiving Services he reunder is a "direct treatment relationship" as that term is defined in the Privacy Regulations and that this contractual relationship does not constitute a "business associate" agreement pursuant to the Privacy Rule. The parties also understand that it is permissibl e under HIPAA to freely exchange PHI for purposes of treatment, payment, or health care operations, including info rmation to determine me dical necessity. Both parties agree to a free exchange of PHI for purposes of trea tment, payment, or health care operations, and Facility will provide all documents requested by Ambulance Service so that it may properly bill for covered transports. d. Notification of Protection, Actual Violation of Law. If either party becomes aware of any actual or potential violations by the other party, whether inte ntional or inadvertent, of any applicable state or federal statutes or regulations, it shall promptly notify the other party. 13. Independent Contractor Relationship. The relationship of the parties is that of independent contractors. Neither party shall be deemed to be the agent or partner or fiduciary of the other, and neither is authorized to take any action binding upon the other. 14. Governing Law. This Agreement is made and shall be construed in accordance with, and governed by, the laws of the State of Wisconsin without consideration of conflict of law principles. 15. Access to Books and Records. Ambulance Service shall, for a period of four (4) years after this Agreement terminates, make available, upon the written request of the Secretary of Health and Human Services or the Comptroller General, or their representatives, this Agreement, and such books, documents and records as may be necessary to verify the nature and extent of the costs of the services rendered hereunder. Furthermore, the parties agree that if any of the work provided for under this Agreement, with a value of Ten Thousand Dollars ($10,000) or more in any twelve month period, shall be performed by a subcontractor, they shall require the subcontractor to sign a similar agreement to make its books and records available for such a four (4) year period of time. - 7 - 16. Nondiscrimination. All services provided under this Agreement shall be provided without regard to the race, color, creed, sex, age, disabil ity status, payor source or national origin of the resident requiring such services. Ambulance Serv ice agrees to comply with all applicable laws prohibiting discrimination in the provision of services hereunder. IN WITNESS WHEREOF, the parties have executed this Agreement on the date first indicated on page one. Chippewa Manor Nursing Home, Chippewa Falls Fire and Emergency Services Department B y : B y : ______________________________ _____________________________ Signature Signature ______________________________ _____________________________ Printed Name Printed Name ______________________________ ______________________________ Title Title ______________________________ ______________________________ Date Date - 8 - "SCHEDULE A" All levels of service shall have those definitions as set forth by the Centers for Medicare and Medicaid Services. The current rates that will be charged will be what Medicare Part B and Medicaid rate and allowances are. Both parties agree that Facility will reimburse Ambulance Service at Medicare Allowable rates, therefore also agree that those rates will adjust as the Medicare Allowable rate adjusts. All mileage shall be charged on the basis of “patient-loaded” miles. AGREEMENT FOR MEDICAL TRANSPORTATION SERVICES THIS AGREEMENT, made this 1st day of October 2012 July 2026 , by and between Rutledge Home (hereinafter referred to as "Facility"), and Chippewa Falls Fire & Emergency Services (hereinafter referred to as "Ambulance Service"). BACKGROUND A. Facility provides general inpatient and outpatient medical services at its facility located in Chippewa Falls, WI. Facility is duly licensed by the State of Wisconsin and is properly enrolled as a provider in the Medicare and Me dicaid programs, and may also accept privately insured and private-pay patients. B. Ambulance Service is licensed by the St ate of Wisconsin to provide basic and advanced life support care, ambul ance transportation services a nd is properly enrolled as a Medicare and Medicaid provider. C. Facility desires to utili ze Ambulance Service as a pr imary provider of ambulance services for its patient transfers, including for those Facility patients covered under Parts A and B of the Medicare Program, as well as for other non-Medicare patient tran sfers as required by Facility. NOW, THEREFORE, the parties agree as follows: 1. Appointment as Primary Ambulance Provider. a. Ambulance Service is the Primary Provider. Facility appoints Ambulance Service and Ambulance Service accepts such appointment to: (1) Act as a primary provider of basic and advanced life support ambulance service for the Facility's patients requiring such serv ices, 24 hours-per-day, 7 days-per-week, unless otherwise provided for in this Agreement. (2) Provide for Facility all services hereunder in accordance with applicable laws, regulations and standards of care, and on all ambulances providing services hereunder to maintain, staff and equip said ambulances in accordance with applicable laws and regulations. b. Definition of Primary Provider. As used in this Agreement, the term "primary provider" shall mean that Ambulance Service shall be the first ambulance provider contacted by Facility for all ambulance for Facility's patients who require it. - 2 - c. Priority of 911 Calls. Facility expressly understands and acknowledges that Ambulance Service may be unavailable at times due to high demand, emergencie s or other unforeseen circumstances. Facility understand s that it is responsible to ca ll “911” for emergencies and the appropriate unit will be sent based on a determin ation of availability made by dispatch personnel. Ambulance Service will notify Facility when re quests for non-emergency Services under this Agreement cannot be honored to pe rmit Facility to obtai n the Services of a substitute ambulance provider. Facility understands th at in those instances where Am bulance Service is unavailable hereunder that Ambulance Service has no responsib ility to pay the char ges of a substitute ambulance provider or to pay Facility the difference, if any, between Ambulance Service's charges and the charges of any such substitute ambulance provider. 2. Qualifications. a. Licensure and Certifications. Facility covenants and agrees that at all times it shall remain licensed, certified or enrolled in good standi ng with the State of Wi sconsin, with all state and federal health care programs, and all required state or nati onal accrediting organizations. Ambulance Service covenants and agrees that it will at all times remain licensed, certified or enrolled in good standing with the State of Wisconsin and with a ll state and fede ral health care programs, and staff its vehicles with the appropriately trained a nd certified personnel as required by applicable state and federal laws and regulations. b. Response to Non-Emergency Requests. Am bulance Service shall respond to requests for emergency ambulance service within times required by state law and shall use its best efforts to initiate non-emergency responses within sixty (60) minutes of its receipt of requests for service. c. Advance Notice. Facility shall use its best efforts to provide Am bulance Service with 24 hours advance notice of non-emergency transport requests. d. Contact Person From Facility. Facility sh all provide a designated contact person to serve as a liaison for communicatio ns and problem solving on an ongoi ng basis. Such individual shall promptly respond to any communications from Ambulance Service. e. Patient Confidentiality. Ambulance Servi ce will maintain patient confidentiality regarding the protected h ealth information of patients transported, to the extent required by the Health Insurance Portability and Accountability Act. 3. Professional Judgment. Facility represents that it will exercise its professional judgment and responsibility over the decision to utilize Ambulance Service. 4. Billing and Compensation. a. Covered Transports. When required or permitted by law, Ambulance Service will bill the patient, the patient's financially responsible party, or any available insurance or other available payment source for services provi ded under this Agreement. This includes transports that the Ambulance Service is authorized to bill under Medicare Part B and Medicaid and that are covered under those programs (“Covered Transports”). - 3 - b. Non-Covered Transports. Where Ambulance Service is not require d or not permitted by law to bill the patient, includi ng but not limited to trips under Medicare Part A, Ambulance Service will bill Facility directly for services rendered to its residents. Facility agrees to pay Ambulance Service according to the fee schedule se t forth in Appendix A. This includes, among other types of transports for whic h Facility is responsible to pr ovide, transports that Ambulance Service cannot bill directly to Medicare Part B or Medicaid (“Non-Covered Transports”). c. Payment in Full for Non-Cove red Transports. Ambulance Se rvice shall not bill any patient, financially responsible party, insurer, or third party payor for any non-covered transports. Facility agrees to indemnify, defend, and hold harmless Ambul ance Service for any liability resulting from its submission of any such bills when the result of information supplied by Facility. When charges are properly billed for non-covered transports, Ambulance Service shall accept the fee schedule amounts paid by Facility as payment in full (see Schedule A). d. Prompt Payment for Non-Covered Services. Facility agrees to remit payment to Ambulance Service within 30 days from the date of Ambulance Service' s bill for non-covered services. Facility agrees that payment to Ambulance Service is not contingent upon any payments that facility may collect from other sources. Facility agrees to the payment of interest at 6% annual interest compounded daily for any accounts not paid within 30 days. Facility agrees to be responsible for the payment to Ambulance Service of its costs for collectio n of accounts past 30 days. e. Medical Necessity Certificati on. Facility shall cooperate fully and assist Ambulance Service wherever possible in obtaining appropriate physician certification statements (“PCSs”) of medical necessity for transports which Ambulance Service will be billing to Medicare or the patient directly. Ambulance Service reserves the right to refuse to transport any patient that does not meet medical necessity criteria as established by the Medicare or Medicaid programs for those situations when Ambulance Service bills the Medicare program or the patient directly. f. Definition of Ambulance Transports. For purposes of this section, ambulance transport shall consist of response by Ambulance Service to F acility or other facility where the patient is located, treatment and other pre-transport activities, including the rendering of emergency medical services at Facility or other fa cility where the resident is loca ted, appropriate ca re and treatment during transport, and one-way transportation to the patient’s designated destination. 5. Term. This Agreement shall be for an initial term of one year, commencing on October 1st, 2012, and will be automatically renewed for a like term at its expiration. Notwithstanding the foregoing, either party may terminate this Agreement at any time with or without cause by giving the other party thirty (30) da ys written notice of termination, which noti ce shall specify the effective date of the termination. 6. Events of Default. Each of the following shall be an "Event of Default" under this Agreement entitling the non-defaulting party to declare this Agreement void and of no further force and effect without additional prior notice: a. If Facility fails to pay Ambulance Service fo r the services required to be performed hereunder or otherwise meet its obligations hereunder. - 4 - b. If either party fails to maintain its require d licenses, permits or certifications or is excluded from the Medicare or Medicaid programs. c. If either party fails to keep in force the insurance policies required to be maintained by it. d. If either party (i) admits in writing its inability to pay its debts generally as they become due, or (ii) files a petition to be adjudicated a voluntary bankrupt in bankruptcy or a similar petition under any insolvency act, or (iii) makes an assi gnment for the benefit of its creditors, or (iv) consents to the appointment of a receiver of itself or of the whol e or any substantial part of its property. e. If any of the representations of either party as set forth in this Agreement are false or misleading in any material respect. 7. Notices and Complaints. a. Written Notice Required. Notices required to be given under this Agreement shall be made to the parties at the following addresses and shall be presumed to have been received by the other party (i) three days after mailing by the party when notices are sent by First Class mail, postage prepaid; (ii) upon transmission (if sent via facsimile with a confirmed transmission report); or (iii) upon receipt (if sent by hand delivery or courier service). Facility: Rutledge Home 300 Bridgewater Avenue Chippewa Falls, WI 54729 Ambulance Service: Chippewa Falls Fire & Emergency Services Department 211 Bay Street 1301 Chippewa Crossing Blvd Chippewa Falls, WI 54729 b. Cooperation in Reporting Complaints. Facility agrees that all complaints or unusual incidents involving personnel, equipment or serv ices of Ambulance Service will be promptly reported to management of the respective party and will be described in an incident report detailing the circumstances surrounding the complaint or incident, including the persons or entities involved, date and time of events at issue, and description of events at issue. 8. Insurance and Indemnification. a. Policies/Limits Required. Each party sha ll maintain in full force and effect the following insurance policies writte n on an incurred loss basis, with limits as required by law. In the event there are no applicable limits required by law, the gi ven amounts shall constitute the minimum required limits: (1) Comprehensive general liability insurance for property and bodily injury with minimum limits of $1,000,000 per occurrence. - 5 - (2) Workers' Compensation insurance, with statutory liability limits. (3) Professional liability insurance with minimum limits of $1,000,000 per occurrence. (4) Catastrophic Umbrella Liability for an additional $1,000,000. (5) Ambulance Service shall also maintain commercial vehicle liability insurance on all vehicles utilized for the provision of se rvices under this Agreem ent, with minimum limits of $1,000,000 per occurrence. b. Certification of Insurance Upon Request. E ach party shall, upon re quest of the other party, be required to have all insurance compan ies issuing policies hereunder to certify to the requesting party that policies ha ve been issued and are in for ce and will remain not materially changed, canceled or annulled except upon thirty (30) days prior written notice to the other party. c. Mutual Hold Harmless and Indemnificati on. Except as otherwise herein provided, Ambulance Service and Facility shall hold each ot her harmless, indemnify and defend the other party and the other party's shareh olders, directors, officers, agents and employees against any and all claims, causes of action, injuries and damages including, but not limited to, personal injury and property damage, to the extent caused by any act or omission on the part of the indemnifying party or the indemnifying party's agents, contractors or employees and arising out of the performance of this Agreement. This provision shall include all costs and disburseme nts, including without limitation court costs and reasonable attorneys' fees. 9. Entire Agreement. This Agreement, including any schedules or exhibits hereto, constitutes the sole and only agreement of the parties regard ing its subject matter a nd supersedes any prior understandings or written or oral agreements between the parties. Neither party has received or relied upon any written or oral representations to induce it to enter into this Agreement except that each party has relied only on any written representations contained herein. 10. Amendments. No agreement or understandings varying or extending this Agreement shall be binding upon the parties unless it is memorialized in a written amendment signed by an authorized officer or representative of both parties. 11. Assignment. This Agreement may be assigned upon th e written approval of the other party, which approval shall not be unreasonably withheld. Written approval is not required in the event a party is sold or acquired by a successor entity or in the event of a change of ownership, although notice of such a transaction shall be given to the other party within 30 days after the effective date of such transaction. This Agreement shall be binding upon all successors and assigns. 12. Construction and Compliance. a. Severability. In the event th at any one or more of the pr ovisions contained in this Agreement shall for any reason be made illegal by any statute or regulation or held by any court or by the Office of Inspector General (OIG) of the United States Department of Health and Human Services to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or - 6 - unenforceability shall not affect any other provisions and the Agr eement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it. b. Compliance. The parties intend to comply fu lly with all applicable state and federal laws and regulations, including bu t not limited to the Balanced Budget Act of 1997, the Social Security Act, the federal Anti-Kickback Statute, the federal False Claims Act, and all applicable state and federal fraud and abuse laws and rules. Insofar as any terms or conditions of this Agreement are determined by any c ourt or by the OIG to be contra ry to any such statutes or regulations, the parties will promptly and in good faith confer and resolve any issues so as to make the performance of this Agreement consistent with all applicable statutes and regulations. c. Protection of Patient’s Information. The parties, each of which are "covered entities," shall carry out their obligations under this Agre ement in compliance with the privacy regulations of the Health Insurance Portability and Account ability Act of 1996 ("HIPAA"), to protect the privacy of any personally identifiable, protected health information ("PHI") that is collected, processed or learned as a result of the Services provided pursuant to this Agreement. Both parties acknowledge that their relationship to patients receiving Services he reunder is a "direct treatment relationship" as that term is defined in the Privacy Regulations and that this contractual relationship does not constitute a "business associate" agreement pursuant to the Privacy Rule. The parties also understand that it is permissibl e under HIPAA to freely exchange PHI for purposes of treatment, payment, or health care operations, including info rmation to determine me dical necessity. Both parties agree to a free exchange of PHI for purposes of trea tment, payment, or health care operations, and Facility will provide all documents requested by Ambulance Service so that it may properly bill for covered transports. d. Notification of Protection, Actual Violation of Law. If either party becomes aware of any actual or potential violations by the other party, whether inte ntional or inadvertent, of any applicable state or federal statutes or regulations, it shall promptly notify the other party. 13. Independent Contractor Relationship. The relationship of the parties is that of independent contractors. Neither party shall be deemed to be the agent or partner or fiduciary of the other, and neither is authorized to take any action binding upon the other. 14. Governing Law. This Agreement is made and shall be construed in accordance with, and governed by, the laws of the State of Wisconsin without consideration of conflict of law principles. 15. Access to Books and Records. Ambulance Service shall, for a period of four (4) years after this Agreement terminates, make available, upon the written request of the Secretary of Health and Human Services or the Comptroller General, or their representatives, this Agreement, and such books, documents and records as may be necessary to verify the nature and extent of the costs of the services rendered hereunder. Furthermore, the parties agree that if any of the work provided for under this Agreement, with a value of Ten Thousand Dollars ($10,000) or more in any twelve month period, shall be performed by a subcontractor, they shall require the subcontractor to sign a similar agreement to make its books and records available for such a four (4) year period of time. - 7 - 16. Nondiscrimination. All services provided under this Agreement shall be provided without regard to the race, color, creed, sex, age, disabil ity status, payor source or national origin of the resident requiring such services. Ambulance Serv ice agrees to comply with all applicable laws prohibiting discrimination in the provision of services hereunder. IN WITNESS WHEREOF, the parties have executed this Agreement on the date first indicated on page one. Rutledge Home Chippewa Falls Fire and Emergency Services Department B y : B y : ______________________________ _____________________________ Signature Signature ______________________________ _____________________________ Printed Name Printed Name ______________________________ ______________________________ Title Title ______________________________ ______________________________ Date Date - 8 - "SCHEDULE A" All levels of service shall have those definitions as set forth by the Centers for Medicare and Medicaid Services. The current rates that will be charged will be what Medicare Part B and Medicaid rate and allowances are. Both parties agree that Facility will reimburse Ambulance Service at Medicare Allowable rates, therefore also agree that those rates will adjust as the Medicare Allowable rate adjusts. All mileage shall be charged on the basis of “patient-loaded” miles. AGREEMENT FOR MEDICAL TRANSPORTATION SERVICES THIS AGREEMENT, made this 1st day of October 2012 July 2026 , by and between Wisconsin Veterans Home (hereinafter referred to as "Facility"), and Chippewa Falls Fire & Emergency Services (hereinafter referred to as "Ambulance Service"). BACKGROUND A. Facility provides general inpatient and outpatient medical services at its facility located in Chippewa Falls, WI. Facility is duly licensed by the State of Wisconsin and is properly enrolled as a provider in the Medicare and Me dicaid programs, and may also accept privately insured and private-pay patients. B. Ambulance Service is licensed by the St ate of Wisconsin to provide basic and advanced life support care, ambul ance transportation services a nd is properly enrolled as a Medicare and Medicaid provider. C. Facility desires to utili ze Ambulance Service as a pr imary provider of ambulance services for its patient transfers, including for those Facility patients covered under Parts A and B of the Medicare Program, as well as for other non-Medicare patient tran sfers as required by Facility. NOW, THEREFORE, the parties agree as follows: 1. Appointment as Primary Ambulance Provider. a. Ambulance Service is the Primary Provider. Facility appoints Ambulance Service and Ambulance Service accepts such appointment to: (1) Act as a primary provider of basic and advanced life support ambulance service for the Facility's patients requiring such serv ices, 24 hours-per-day, 7 days-per-week, unless otherwise provided for in this Agreement. (2) Provide for Facility all services hereunder in accordance with applicable laws, regulations and standards of care, and on all ambulances providing services hereunder to maintain, staff and equip said ambulances in accordance with applicable laws and regulations. b. Definition of Primary Provider. As used in this Agreement, the term "primary provider" shall mean that Ambulance Service shall be the first ambulance provider contacted by Facility for all ambulance for Facility's patients who require it. - 2 - c. Priority of 911 Calls. Facility expressly understands and acknowledges that Ambulance Service may be unavailable at times due to high demand, emergencie s or other unforeseen circumstances. Facility understand s that it is responsible to ca ll “911” for emergencies and the appropriate unit will be sent based on a determin ation of availability made by dispatch personnel. Ambulance Service will notify Facility when re quests for non-emergency Services under this Agreement cannot be honored to pe rmit Facility to obtai n the Services of a substitute ambulance provider. Facility understands th at in those instances where Am bulance Service is unavailable hereunder that Ambulance Service has no responsib ility to pay the char ges of a substitute ambulance provider or to pay Facility the difference, if any, between Ambulance Service's charges and the charges of any such substitute ambulance provider. 2. Qualifications. a. Licensure and Certifications. Facility covenants and agrees that at all times it shall remain licensed, certified or enrolled in good standi ng with the State of Wi sconsin, with all state and federal health care programs, and all required state or nati onal accrediting organizations. Ambulance Service covenants and agrees that it will at all times remain licensed, certified or enrolled in good standing with the State of Wisconsin and with a ll state and fede ral health care programs, and staff its vehicles wi th the appropriately trained and certified personnel as required by applicable state and federal laws and regulations. b. Response to Non-Emergency Requests. Am bulance Service shall respond to requests for emergency ambulance service within times required by state law and shall use its best efforts to initiate non-emergency responses within sixty (60) minutes of its receipt of requests for service. c. Advance Notice. Facility shall use its best efforts to provide Am bulance Service with 24 hours advance notice of non-emergency transport requests. d. Contact Person From Facility. Facility sh all provide a designated contact person to serve as a liaison for communicatio ns and problem solving on an ongoi ng basis. Such individual shall promptly respond to any communications from Ambulance Service. e. Patient Confidentiality. Ambulance Servi ce will maintain patient confidentiality regarding the protected h ealth information of patients transported, to the extent required by the Health Insurance Portability and Accountability Act. 3. Professional Judgment. Facility represents that it will exercise its professional judgment and responsibility over the decision to utilize Ambulance Service. 4. Billing and Compensation. a. Covered Transports. When required or permitted by law, Ambulance Service will bill the patient, the patient's financially responsible party, or any available insurance or other available payment source for services provi ded under this Agreement. This includes transports that the Ambulance Service is authorized to bill under Medicare Part B and Medicaid and that are covered under those programs (“Covered Transports”). - 3 - b. Non-Covered Transports. Where Ambulance Service is not require d or not permitted by law to bill the patient, includi ng but not limited to trips under Medicare Part A, Ambulance Service will bill Facility directly for services rendered to its residents. Facility agrees to pay Ambulance Service according to the fee schedule se t forth in Appendix A. This includes, among other types of transports for whic h Facility is responsible to pr ovide, transports that Ambulance Service cannot bill directly to Medicare Part B or Medicaid (“Non-Covered Transports”). c. Payment in Full for Non-Cove red Transports. Ambulance Se rvice shall not bill any patient, financially responsible party, insurer, or third party payor for any non-covered transports. Facility agrees to indemnify, defend, and hold harmless Ambul ance Service for any liability resulting from its submission of any such bills when the result of information supplied by Facility. When charges are properly billed for non-covered transports, Ambulance Service shall accept the fee schedule amounts paid by Facility as payment in full (see Schedule A). d. Prompt Payment for Non-Covered Services. Facility agrees to remit payment to Ambulance Service within 30 days from the date of Ambulance Service' s bill for non-covered services. Facility agrees that payment to Ambulance Service is not contingent upon any payments that facility may collect from other sources. Facility agrees to the payment of interest at 6% annual interest compounded daily for any accounts not paid within 30 days. Facility agrees to be responsible for the payment to Ambulance Service of its costs for collectio n of accounts past 30 days. e. Medical Necessity Certificati on. Facility shall cooperate fully and assist Ambulance Service wherever possible in obtaining appropriate physician certification statements (“PCSs”) of medical necessity for transports which Ambulance Service will be billing to Medicare or the patient directly. Ambulance Service reserves the right to refuse to transport any patient that does not meet medical necessity criteria as established by the Medicare or Medicaid programs for those situations when Ambulance Service bills the Medicare program or the patient directly. f. Definition of Ambulance Transports. For purposes of this section, ambulance transport shall consist of response by Ambulance Service to F acility or other facility where the patient is located, treatment and other pre-transport activities, including the rendering of emergency medical services at Facility or other fa cility where the resident is loca ted, appropriate ca re and treatment during transport, and one-way transportation to the patient’s designated destination. 5. Term. This Agreement shall be for an initial term of one year, commencing on June 1st, 2014, and will be automatically renewed for a like term at its expiration. Notwithstanding the foregoing, either party may terminate this Agreement at an y time with or without cause by giving the other party thirty (30) days written notice of termination, which notice shall specify the effective date of the termination. 6. Events of Default. Each of the following shall be an "Event of Default" under this Agreement entitling the non-defaulting party to declare this Agreement void and of no further force and effect without additional prior notice: a. If Facility fails to pay Ambulance Service fo r the services required to be performed hereunder or otherwise meet its obligations hereunder. - 4 - b. If either party fails to maintain its require d licenses, permits or certifications or is excluded from the Medicare or Medicaid programs. c. If either party fails to keep in force the insurance policies required to be maintained by it. d. If either party (i) admits in writing its inability to pay its debts generally as they become due, or (ii) files a petition to be adjudicated a voluntary bankrupt in bankruptcy or a similar petition under any insolvency act, or (iii) makes an assi gnment for the benefit of its creditors, or (iv) consents to the appointment of a receiver of itself or of the whol e or any substantial part of its property. e. If any of the representations of either party as set forth in this Agreement are false or misleading in any material respect. 7. Notices and Complaints. a. Written Notice Required. Notices required to be given under this Agreement shall be made to the parties at the following addresses and shall be presumed to have been received by the other party (i) three days after mailing by the party when notices are sent by First Class mail, postage prepaid; (ii) upon transmission (if sent via facsimile with a confirmed transmission report); or (iii) upon receipt (if sent by hand delivery or courier service). Facility: Wisconsin Veterans Home 2175 East Park Avenue Chippewa Falls, WI 54729 Ambulance Service: Chippewa Falls Fire & Emergency Services Department 211 Bay Street 1301 Chippewa Crossing Blvd Chippewa Falls, WI 54729 b. Cooperation in Reporting Complaints. Facility agrees that all complaints or unusual incidents involving personnel, equipment or serv ices of Ambulance Service will be promptly reported to management of the respective party and will be described in an incident report detailing the circumstances surrounding the complaint or incident, including the persons or entities involved, date and time of events at issue, and description of events at issue. 8. Insurance and Indemnification. a. Policies/Limits Required. Each party sha ll maintain in full force and effect the following insurance policies writte n on an incurred loss basis, with limits as required by law. In the event there are no applicable limits required by law, the gi ven amounts shall constitute the minimum required limits: (1) Comprehensive general liability insurance for property and bodily injury with minimum limits of $1,000,000 per occurrence. - 5 - (2) Workers' Compensation insurance, with statutory liability limits. (3) Professional liability insurance with minimum limits of $1,000,000 per occurrence. (4) Catastrophic Umbrella Liability for an additional $1,000,000. (5) Ambulance Service shall also maintain commercial vehicle liability insurance on all vehicles utilized for the provision of se rvices under this Agreem ent, with minimum limits of $1,000,000 per occurrence. b. Certification of Insurance Upon Request. E ach party shall, upon re quest of the other party, be required to have all insurance compan ies issuing policies hereunder to certify to the requesting party that policies ha ve been issued and are in for ce and will remain not materially changed, canceled or annulled except upon thirty (30) days prior written notice to the other party. c. Mutual Hold Harmless and Indemnificati on. Except as otherwise herein provided, Ambulance Service and Facility shall hold each ot her harmless, indemnify and defend the other party and the other party's shareh olders, directors, officers, agents and employees against any and all claims, causes of action, injuries and damages including, but not limited to, personal injury and property damage, to the extent caused by any act or omission on the part of the indemnifying party or the indemnifying party's agents, contractors or employees and arising out of the performance of this Agreement. This provision shall include all costs and disburseme nts, including without limitation court costs and reasonable attorneys' fees. 9. Entire Agreement. This Agreement, including any schedules or exhibits hereto, constitutes the sole and only agreement of the parties regard ing its subject matter a nd supersedes any prior understandings or written or oral agreements between the parties. Neither party has received or relied upon any written or oral representations to induce it to enter into this Agreement except that each party has relied only on any written representations contained herein. 10. Amendments. No agreement or understandings varying or extending this Agreement shall be binding upon the parties unless it is memorialized in a written amendment signed by an authorized officer or representative of both parties. 11. Assignment. This Agreement may be assigned upon th e written approval of the other party, which approval shall not be unreasonably withheld. Written approval is not required in the event a party is sold or acquired by a successor entity or in the event of a change of ownership, although notice of such a transaction shall be given to the other party within 30 days after the effective date of such transaction. This Agreement shall be binding upon all successors and assigns. 12. Construction and Compliance. a. Severability. In the event th at any one or more of the pr ovisions contained in this Agreement shall for any reason be made illegal by any statute or regulation or held by any court or by the Office of Inspector General (OIG) of the United States Department of Health and Human Services to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or - 6 - unenforceability shall not affect any other provisions and the Agr eement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it. b. Compliance. The parties intend to comply fu lly with all applicable state and federal laws and regulations, including bu t not limited to the Balanced Budget Act of 1997, the Social Security Act, the federal Anti-Kickback Statute, the federal False Claims Act, and all applicable state and federal fraud and abuse laws and rules. Insofar as any terms or conditions of this Agreement are determined by any c ourt or by the OIG to be contra ry to any such statutes or regulations, the parties will promptly and in good faith confer and resolve any issues so as to make the performance of this Agreement consistent with all applicable statutes and regulations. c. Protection of Patient’s Information. The parties, each of which are "covered entities," shall carry out their obligations under this Agre ement in compliance with the privacy regulations of the Health Insurance Portability and Account ability Act of 1996 ("HIPAA"), to protect the privacy of any personally identifiable, protected health information ("PHI") that is collected, processed or learned as a result of the Services provided pursuant to this Agreement. Both parties acknowledge that their relationship to patients receiving Services he reunder is a "direct treatment relationship" as that term is defined in the Privacy Regulations and that this contractual relationship does not constitute a "business associate" agreement pursuant to the Privacy Rule. The parties also understand that it is permissibl e under HIPAA to freely exchange PHI for purposes of treatment, payment, or health care operations, including info rmation to determine me dical necessity. Both parties agree to a free exchange of PHI for purposes of trea tment, payment, or health care operations, and Facility will provide all documents requested by Ambulance Service so that it may properly bill for covered transports. d. Notification of Protection, Actual Violation of Law. If either party becomes aware of any actual or potential violations by the other party, whether inte ntional or inadvertent, of any applicable state or federal statutes or regulations, it shall promptly notify the other party. 13. Independent Contractor Relationship. The relationship of the parties is that of independent contractors. Neither party shall be deemed to be the agent or partner or fiduciary of the other, and neither is authorized to take any action binding upon the other. 14. Governing Law. This Agreement is made and shall be construed in accordance with, and governed by, the laws of the State of Wisconsin without consideration of conflict of law principles. 15. Access to Books and Records. Ambulance Service shall, for a period of four (4) years after this Agreement terminates, make available, upon the written request of the Secretary of Health and Human Services or the Comptroller General, or their representatives, this Agreement, and such books, documents and records as may be necessary to verify the nature and extent of the costs of the services rendered hereunder. Furthermore, the parties agree that if any of the work provided for under this Agreement, with a value of Ten Thousand Dollars ($10,000) or more in any twelve month period, shall be performed by a subcontractor, they shall require the subcontractor to sign a similar agreement to make its books and records available for such a four (4) year period of time. - 7 - 16. Nondiscrimination. All services provided under this Agreement shall be provided without regard to the race, color, creed, sex, age, disabil ity status, payor source or national origin of the resident requiring such services. Ambulance Serv ice agrees to comply with all applicable laws prohibiting discrimination in the provision of services hereunder. IN WITNESS WHEREOF, the parties have executed this Agreement on the date first indicated on page one. Wisconsin Veterans Home, Chi ppewa Falls Fire and Emergency Services Department B y : B y : ______________________________ _____________________________ Signature Signature ______________________________ _____________________________ Printed Name Printed Name ______________________________ ______________________________ Title Title ______________________________ ______________________________ Date Date - 8 - "SCHEDULE A" All levels of service shall have those definitions as set forth by the Centers for Medicare and Medicaid Services. The current rates that will be charged will be what Medicare Part B and Medicaid rate and allowances are. Both parties agree that Facility will reimburse Ambulance Service at Medicare Allowable rates, therefore also agree that those rates will adjust as the Medicare Allowable rate adjusts. All mileage shall be charged on the basis of “patient-loaded” miles. AGREEMENT FOR MEDICAL TRANSPORTATION SERVICES THIS AGREEMENT, made this 1st day of October 2012 July 2026 , by and between Wissota Health and Regional Vent Center (hereinafter referred to as "Facility"), and Chippewa Falls Fire & Emergency Services (hereinafter referred to as "Ambulance Service"). BACKGROUND A. Facility provides general inpatient and outpatient medical services at its facility located in Chippewa Falls, WI. Facility is duly licensed by the State of Wisconsin and is properly enrolled as a provider in the Medicare and Me dicaid programs, and may also accept privately insured and private-pay patients. B. Ambulance Service is licensed by the St ate of Wisconsin to provide basic and advanced life support care, ambul ance transportation services a nd is properly enrolled as a Medicare and Medicaid provider. C. Facility desires to utili ze Ambulance Service as a pr imary provider of ambulance services for its patient transfers, including for those Facility patients covered under Parts A and B of the Medicare Program, as well as for other non-Medicare patient tran sfers as required by Facility. NOW, THEREFORE, the parties agree as follows: 1. Appointment as Primary Ambulance Provider. a. Ambulance Service is the Primary Provider. Facility appoints Ambulance Service and Ambulance Service accepts such appointment to: (1) Act as a primary provider of basic and advanced life support ambulance service for the Facility's patients requiring such serv ices, 24 hours-per-day, 7 days-per-week, unless otherwise provided for in this Agreement. (2) Provide for Facility all services hereunder in accordance with applicable laws, regulations and standards of care, and on all ambulances providing services hereunder to maintain, staff and equip said ambulances in accordance with applicable laws and regulations. b. Definition of Primary Provider. As used in this Agreement, the term "primary provider" shall mean that Ambulance Service shall be the first ambulance provider contacted by Facility for all ambulance for Facility's patients who require it. - 2 - c. Priority of 911 Calls. Facility expressly understands and acknowledges that Ambulance Service may be unavailable at times due to high demand, emergencie s or other unforeseen circumstances. Facility understand s that it is responsible to cal l “911” for emergencies and the appropriate unit will be sent based on a determin ation of availability made by dispatch personnel. Ambulance Service will notify Facility when re quests for non-emergency Services under this Agreement cannot be honored to pe rmit Facility to obtai n the Services of a substitute ambulance provider. Facility understands th at in those instances where Am bulance Service is unavailable hereunder that Ambulance Service has no responsib ility to pay the char ges of a substitute ambulance provider or to pay Facility the difference, if any, between Ambulance Service's charges and the charges of any such substitute ambulance provider. 2. Qualifications. a. Licensure and Certifications. Facility covenants and agrees that at all times it shall remain licensed, certified or enrolled in good standi ng with the State of Wi sconsin, with all state and federal health care programs, and all required state or nati onal accrediting organizations. Ambulance Service covenants and agrees that it will at all times remain licensed, certified or enrolled in good standing with the State of Wisconsin and with a ll state and fede ral health care programs, and staff its vehicles with the appropriately trained a nd certified personnel as required by applicable state and federal laws and regulations. b. Response to Non-Emergency Requests. Am bulance Service shall respond to requests for emergency ambulance service within times required by state law and shall use its best efforts to initiate non-emergency responses within sixty (60) minutes of its receipt of requests for service. c. Advance Notice. Facility shall use its best efforts to provide Am bulance Service with 24 hours advance notice of non-emergency transport requests. d. Contact Person From Facility. Facility sh all provide a designated contact person to serve as a liaison for communicatio ns and problem solving on an ongoi ng basis. Such individual shall promptly respond to any communications from Ambulance Service. e. Patient Confidentiality. Ambulance Servi ce will maintain patient confidentiality regarding the protected h ealth information of patients transported, to the extent required by the Health Insurance Portability and Accountability Act. 3. Professional Judgment. Facility represents that it will exercise its professional judgment and responsibility over the decision to utilize Ambulance Service. 4. Billing and Compensation. a. Covered Transports. When required or permitted by law, Ambulance Service will bill the patient, the patient's financially responsible party, or any available insurance or other available payment source for services provi ded under this Agreement. This includes transports that the Ambulance Service is authorized to bill under Medicare Part B and Medicaid and that are covered under those programs (“Covered Transports”). - 3 - b. Non-Covered Transports. Where Ambulance Service is not require d or not permitted by law to bill the patient, includi ng but not limited to trips under Medicare Part A, Ambulance Service will bill Facility directly for services rendered to its residents. Facility agrees to pay Ambulance Service according to the fee schedule se t forth in Appendix A. This includes, among other types of transports for whic h Facility is responsible to pr ovide, transports that Ambulance Service cannot bill directly to Medicare Part B or Medicaid (“Non-Covered Transports”). c. Payment in Full for Non-Cove red Transports. Ambulance Se rvice shall not bill any patient, financially responsible party, insurer, or third party payor for any non-covered transports. Facility agrees to indemnify, defend, and hold harmless Ambul ance Service for any liability resulting from its submission of any such bills when the result of information supplied by Facility. When charges are properly billed for non-covered transports, Ambulance Service shall accept the fee schedule amounts paid by Facility as payment in full (see Schedule A). d. Prompt Payment for Non-Covered Services. Facility agrees to remit payment to Ambulance Service within 30 days from the date of Ambulance Service' s bill for non-covered services. Facility agrees that payment to Ambulance Service is not contingent upon any payments that facility may collect from other sources. Facility agrees to the payment of interest at 6% annual interest compounded daily for any accounts not paid within 30 days. Facility agrees to be responsible for the payment to Ambulance Service of its costs for collectio n of accounts past 30 days. e. Medical Necessity Certificati on. Facility shall cooperate fully and assist Ambulance Service wherever possible in obtaining appropriate physician certification statements (“PCSs”) of medical necessity for transports which Ambulance Service will be billing to Medicare or the patient directly. Ambulance Service reserves the right to refuse to transport any patient that does not meet medical necessity criteria as established by the Medicare or Medicaid programs for those situations when Ambulance Service bills the Medicare program or the patient directly. f. Definition of Ambulance Transports. For purposes of this section, ambulance transport shall consist of response by Ambulance Service to F acility or other facility where the patient is located, treatment and other pre-transport activities, including the rendering of emergency medical services at Facility or other fa cility where the resident is loca ted, appropriate ca re and treatment during transport, and one-way transportation to the patient’s designated destination. 5. Term. This Agreement shall be for an initial term of one year, commencing on October 1st, 2012, and will be automatically renewed for a like term at its expiration. Notwithstanding the foregoing, either party may terminate this Agreement at any time with or without cause by giving the other party thirty (30) da ys written notice of termination, which noti ce shall specify the effective date of the termination. 6. Events of Default. Each of the following shall be an "Event of Default" under this Agreement entitling the non-defaulting party to declare this Agreement void and of no further force and effect without additional prior notice: a. If Facility fails to pay Ambulance Service fo r the services required to be performed hereunder or otherwise meet its obligations hereunder. - 4 - b. If either party fails to maintain its require d licenses, permits or certifications or is excluded from the Medicare or Medicaid programs. c. If either party fails to keep in force the insurance policies required to be maintained by it. d. If either party (i) admits in writing its inability to pay its debts generally as they become due, or (ii) files a petition to be adjudicated a voluntary bankrupt in bankruptcy or a similar petition under any insolvency act, or (iii) makes an assi gnment for the benefit of its creditors, or (iv) consents to the appointment of a receiver of itself or of the whol e or any substantial part of its property. e. If any of the representations of either party as set forth in this Agreement are false or misleading in any material respect. 7. Notices and Complaints. a. Written Notice Required. Notices required to be given under this Agreement shall be made to the parties at the following addresses and shall be presumed to have been received by the other party (i) three days after mailing by the party when notices are sent by First Class mail, postage prepaid; (ii) upon transmission (if sent via facsimile with a confirmed transmission report); or (iii) upon receipt (if sent by hand delivery or courier service). Facility: Wissota Health and Regional Vent Center 2815 County Highway I Chippewa Falls, WI 54729 Ambulance Service: Chippewa Falls Fire & Emergency Services Department 211 Bay Street 1301 Chippewa Crossing Blvd Chippewa Falls, WI 54729 b. Cooperation in Reporting Complaints. Facility agrees that all complaints or unusual incidents involving personnel, equipment or serv ices of Ambulance Service will be promptly reported to management of the respective party and will be described in an incident report detailing the circumstances surrounding the complaint or incident, including the persons or entities involved, date and time of events at issue, and description of events at issue. 8. Insurance and Indemnification. a. Policies/Limits Required. Each party sha ll maintain in full force and effect the following insurance policies writte n on an incurred loss basis, with limits as required by law. In the event there are no applicable limits required by law, the gi ven amounts shall constitute the minimum required limits: (1) Comprehensive general liability insurance for property and bodily injury with minimum limits of $1,000,000 per occurrence. - 5 - (2) Workers' Compensation insurance, with statutory liability limits. (3) Professional liability insurance with minimum limits of $1,000,000 per occurrence. (4) Catastrophic Umbrella Liability for an additional $1,000,000. (5) Ambulance Service shall also maintain commercial vehicle liability insurance on all vehicles utilized for the provision of se rvices under this Agreem ent, with minimum limits of $1,000,000 per occurrence. b. Certification of Insurance Upon Request. E ach party shall, upon re quest of the other party, be required to have all insurance compan ies issuing policies hereunder to certify to the requesting party that policies ha ve been issued and are in for ce and will remain not materially changed, canceled or annulled except upon thirty (30) days prior written notice to the other party. c. Mutual Hold Harmless and Indemnificati on. Except as otherwise herein provided, Ambulance Service and Facility shall hold each ot her harmless, indemnify and defend the other party and the other party's shareh olders, directors, officers, agents and employees against any and all claims, causes of action, injuries and damages including, but not limited to, personal injury and property damage, to the extent caused by any act or omission on the part of the indemnifying party or the indemnifying party's agents, contractors or employees and arising out of the performance of this Agreement. This provision shall include all costs and disburseme nts, including without limitation court costs and reasonable attorneys' fees. 9. Entire Agreement. This Agreement, including any schedules or exhibits hereto, constitutes the sole and only agreement of the parties regard ing its subject matter a nd supersedes any prior understandings or written or oral agreements between the parties. Neither party has received or relied upon any written or oral representations to induce it to enter into this Agreement except that each party has relied only on any written representations contained herein. 10. Amendments. No agreement or understandings varying or extending this Agreement shall be binding upon the parties unless it is memorialized in a written amendment signed by an authorized officer or representative of both parties. 11. Assignment. This Agreement may be assigned upon th e written approval of the other party, which approval shall not be unreasonably withheld. Written approval is not required in the event a party is sold or acquired by a successor entity or in the event of a change of ownership, although notice of such a transaction shall be given to the other party within 30 days after the effective date of such transaction. This Agreement shall be binding upon all successors and assigns. 12. Construction and Compliance. a. Severability. In the event th at any one or more of the pr ovisions contained in this Agreement shall for any reason be made illegal by any statute or regulation or held by any court or by the Office of Inspector General (OIG) of the United States Department of Health and Human Services to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or - 6 - unenforceability shall not affect any other provisions and the Agr eement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it. b. Compliance. The parties intend to comply fu lly with all applicable state and federal laws and regulations, including bu t not limited to the Balanced Budget Act of 1997, the Social Security Act, the federal Anti-Kickback Statute, the federal False Claims Act, and all applicable state and federal fraud and abuse laws and rules. Insofar as any terms or conditions of this Agreement are determined by any c ourt or by the OIG to be contra ry to any such statutes or regulations, the parties will promptly and in good faith confer and resolve any issues so as to make the performance of this Agreement consistent with all applicable statutes and regulations. c. Protection of Patient’s Information. The parties, each of which are "covered entities," shall carry out their obligations under this Agre ement in compliance with the privacy regulations of the Health Insurance Portability and Account ability Act of 1996 ("HIPAA"), to protect the privacy of any personally identifiable, protected health information ("PHI") that is collected, processed or learned as a result of the Services provided pursuant to this Agreement. Both parties acknowledge that their relationship to patients receiving Services he reunder is a "direct treatment relationship" as that term is defined in the Privacy Regulations and that this contractual relationship does not constitute a "business associate" agreement pursuant to the Privacy Rule. The parties also understand that it is permissibl e under HIPAA to freely exchange PHI for purposes of treatment, payment, or health care operations, including info rmation to determine me dical necessity. Both parties agree to a free exchange of PHI for purposes of trea tment, payment, or health care operations, and Facility will provide all documents requested by Ambulance Service so that it may properly bill for covered transports. d. Notification of Protection, Actual Violation of Law. If either party becomes aware of any actual or potential violations by the other party, whether inte ntional or inadvertent, of any applicable state or federal statutes or regulations, it shall promptly notify the other party. 13. Independent Contractor Relationship. The relationship of the parties is that of independent contractors. Neither party shall be deemed to be the agent or partner or fiduciary of the other, and neither is authorized to take any action binding upon the other. 14. Governing Law. This Agreement is made and shall be construed in accordance with, and governed by, the laws of the State of Wisconsin without consideration of conflict of law principles. 15. Access to Books and Records. Ambulance Service shall, for a period of four (4) years after this Agreement terminates, make available, upon the written request of the Secretary of Health and Human Services or the Comptroller General, or their representatives, this Agreement, and such books, documents and records as may be necessary to verify the nature and extent of the costs of the services rendered hereunder. Furthermore, the parties agree that if any of the work provided for under this Agreement, with a value of Ten Thousand Dollars ($10,000) or more in any twelve month period, shall be performed by a subcontractor, they shall require the subcontractor to sign a similar agreement to make its books and records available for such a four (4) year period of time. - 7 - 16. Nondiscrimination. All services provided under this Agreement shall be provided without regard to the race, color, creed, sex, age, disabil ity status, payor source or national origin of the resident requiring such services. Ambulance Serv ice agrees to comply with all applicable laws prohibiting discrimination in the provision of services hereunder. IN WITNESS WHEREOF, the parties have executed this Agreement on the date first indicated on page one. Wissota Health and Regional Vent Center, Chippewa Falls Fire and Emergency Services Department B y : B y : ______________________________ _____________________________ Signature Signature ______________________________ _____________________________ Printed Name Printed Name ______________________________ ______________________________ Title Title ______________________________ ______________________________ Date Date - 8 - "SCHEDULE A" All levels of service shall have those definitions as set forth by the Centers for Medicare and Medicaid Services. The current rates that will be charged will be what Medicare Part B and Medicaid rate and allowances are. Both parties agree that Facility will reimburse Ambulance Service at Medicare Allowable rates, therefore also agree that those rates will adjust as the Medicare Allowable rate adjusts. All mileage shall be charged on the basis of “patient-loaded” miles.