Fill and Sign the Agreement Organization Form

Agreement between Care Giving Organization and Nurse Staffing Agency Agreement made on the ____________________________ (date) , between ____________________________________ (Name of Nurse Staffing Agency) , a corporation organized and existing under the laws of the state of ______________, with its principal office located at ________________________________________________ _______________________________ (street address, city, county, state, zip code) , referred to herein as Staffing Agency , and ___________________________________ (Name of Care Giving Organization ) , a corporation organized and existing under the laws of the state of ___________________, with its principal office located at ______________________________________________________________________ _______________________________ (street address, city, county, state, zip code) , referred to herein as Organization . Whereas, Organization wishes to contract with Staffing Agency for the services of Staffing Agency in providing registered nurses (RN) , licensed practical nurses (LPN) and nursing assistants (NA) to Organization ; and Whereas, Staffing Agency is ready, willing, and able to provide such services as may be required by Organization . Now, therefore, for and in consideration of the mutual covenants contained in this agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Services A. Staffing Agency understands and agrees that services to be provided Organization under and pursuant to this Agreement shall be so provided on a day-to- day, as-needed, basis and that Organization in its sole discretion shall determine its need, if any, for services or the continuation of services as may be provided by Staffing Agency under and pursuant to this Agreement. B. Staffing Agency agrees to provide services upon the written request of Organization and further agrees that the cost of such services shall not exceed the limitation of the cost set forth by Organization’s request. C. When requesting services, Organization shall specify the nursing classifications required ( e.g., RN, LPN and/or NA ); the applicable hourly or daily price for each specified nursing classification; the maximum allowable cost for each nursing classification; and the duration of services applicable to the request, including beginning dates and, when applicable, ending dates. D. Organization shall have sole discretion to establish the minimum qualifications necessary for the performance of any service to be rendered under and pursuant to this Agreement. Further, if at any time and at its sole discretion, Organization determines that the services performed under and pursuant to this Agreement by any of the persons provided by Staffing Agency are not satisfactory, Organization will so notify Staffing Agency in writing and Staffing Agency shall immediately withdraw such individual and, at Organization’s option, furnish an individual who meets the qualifications required. 2. Compensation For services provided under and pursuant to this Agreement and the written requests of Organization , Staffing Agency shall be compensated as provided below: A. For labor expended by Staffing Agency in providing services under and pursuant to this Agreement, Staffing Agency shall be paid an amount equal to the applicable hourly or daily rate multiplied by the total number of hours or days actually worked by persons provided by Staffing Agency . The hourly or daily rate shall not exceed those rates set forth by Exhibit A attached hereto that are applicable to the labor classifications set forth by Organization’s written requests. B. Actual expenses of persons provided by Staffing Agency incurred in the providing of services and directly related to such services shall be reimbursed by Organization to Staffing Agency at actual cost when supported by appropriate receipts. 3. Payment Payment for services provided Organization under and pursuant to this Agreement shall be net ________ (number) days from the date of receipt by Organization of Staffing Agency's invoice. Staffing Agency's invoice shall set forth, as a minimum, details of labor expended and expenses actually incurred as provided below: A. Staffing Agency's invoice shall set forth the date or dates that persons provided by Staffing Agency actually worked in providing services under and pursuant to this Agreement. Beginning and ending dates shall be shown whenever services are provided uninterrupted over a period of time and individual dates shall be shown whenever services have been provided on a day-to-day basis. Staffing Agency's invoice shall clearly show the nursing classification, names of Staffing Agency -provided workers, applicable labor rates, and the total dollars claimed for the period. Whenever Staffing Agency provides services for an extended period of time, Staffing Agency shall submit its invoices for labor expended no less often than once each calendar month. B. The expenses incurred by Staffing Agency- provided workers directly related to the providing of services under and pursuant to this Agreement shall be reimbursed by Organization to Staffing Agency. Such expenses shall be supported by appropriate receipts and such other supporting details as may be required by Organization . Payment shall be net _______ ( number) days from the date of receipt of invoice. 4. Workers Provided by Staffing Agency Workers provided by Staffing Agency who perform services for Organization under and pursuant to this Agreement shall be bound by the provisions of this Agreement and Staffing Agency shall, at the request of Organization , furnish to Organization satisfactory evidence to that effect. 5. Representations by Staffing Agency Staffing Agency represents and warrants that Staffing Agency and the workers it supplies have the right to perform the services required under and pursuant to this Agreement without violation of obligations to others, and that Staffing Agency and its the workers it provides have the right to disclose to Organization all information transmitted to Organization in the performance of services under and pursuant to this Agreement. 6. Duration and Termination This agreement shall become effective as of the date stated above and shall continue for a period of ________________________________ (period of agreement) . In addition, this Agreement may be terminated by either party, with or without cause at any time, upon _______ ( number) days' prior written notice. 7. Independent Contractor The status of Staffing Agency is that of an independent contractor and not of an agent or employee of Organization and, as such, Staffing Agency shall not have the right or power to enter into any contracts, agreements, or any other commitments on behalf of Organization. 8. Health Insurance Portability and Accountability Act (HIPPA) Staffing Agency agrees to execute a HIPPA business associate's agreement should it now, or hereafter, be classified as a business associate as defined by HIPPA. 9. Insurance Staffing Agency shall maintain in full force and effect, and upon the request of Organization, shall furnish evidence satisfactory to Organization that Staffing Agency maintains the following insurance coverage: A. Comprehensive general liability insurance in the minimum amount of $_______________ combined single limit that will cover any and all losses to Organization property, property of third parties, or personal injuries caused by the acts or omissions of Staffing Agency. B. Staffing Agency will carry workers' compensation and employer's liability insurance in accordance with applicable law. 10. Agreement Not to Hire Nurses or Nurse’s Assistants of Staffing Agency Organization acknowledges that the nurses and nurse’s assistants to be supplied by Staffing Agency have been or will be recruited, oriented, and trained at great expense by Staffing Agency, and Staffing Agency has a compelling interest in maintaining its contractual relationship and expectancy of future contractual relationships with said nurses and nurse’s assistants it supplies to Organization. In addition, if the nurses and/or nurse’s assistants supplied by Staffing Agency were to terminate their relationships with Staffing Agency and render services to the hospital as employees of the Organization , the Organization would be unfairly benefited, without adequate compensation to Staffing Agency. Accordingly, Organization covenants that it shall not, during the term of this agreement and any renewals of it, and for a period of (e.g., one year) ______________ after such term and renewals, directly or indirectly, impair or initiate any attempt to impair the relationship or expectancy of a continuing relationship which exists or will exist between Staffing Agency and the nurses and/or nurse’s assistants it supplies to Organization. Organization further covenants that during such term it shall not make offers or contracts of employment with said nurses and nurse’s assistants for a period of (e.g., one year) ____________ after the initial term and any renewal of this Agreement. 11. No Waiver The failure of either party to this Agreement to insist upon the performance of any of the terms and conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this Agreement, shall not be construed as subsequently waiving any such terms and conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred. 12. Governing Law This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of ________________. 13. Notices Any notice provided for or concerning this Agreement shall be in writing and shall be deemed sufficiently given when sent by certified or registered mail if sent to the respective address of each party as set forth at the beginning of this Agreement. 14. Mandatory Arbitration Any dispute under this Agreement shall be required to be resolved by binding arbitration of the parties hereto. If the parties cannot agree on an arbitrator, each party shall select one arbitrator and both arbitrators shall then select a third. The third arbitrator so selected shall arbitrate said dispute. The arbitration shall be governed by the rules of the American Arbitration Association then in force and effect. 15. Entire Agreement This Agreement shall constitute the entire agreement between the parties and any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding upon either party except to the extent incorporated in this Agreement. 16. Modification of Agreement Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement shall be binding only if placed in writing and signed by each party or an authorized representative of each party. 17. Assignment of Rights The rights of each party under this Agreement are personal to that party and may not be assigned or transferred to any other person, firm, corporation, or other entity without the prior, express, and written consent of the other party. 18. Counterparts This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one and the same instrument. WITNESS our signatures as of the day and date first above stated. _______________________________ _____________________________ (Name of Organization) (Name of Nurse Staffing Agency) By: _____________________________ By: _________________________ (P rinted or typed name) (P rinted or typed name) _________________________________ _____________________________ _________________________________ _____________________________ (Name & Office in Corporation) (Name & Office in Corporation)