Looking for an agreement? Search from over 1 million agreements now.

Management Agreement

This is an actual contract by Centennial Healthcare.

Save time and money with our Premium Packages.
Buy all (8) recommended agreements for
$140.00 (50% savings)
Agreement Preview
Sectors: Health Products and Services
Governing Law: North Carolina, View North Carolina State Laws
Effective Date: September 01, 1994
Related Agreement Types:
Search This Document
EXHIBIT 10.36


MANAGEMENT AGREEMENT


(Oak Grove Healthcare Center)


This is a MANAGEMENT AGREEMENT ("Agreement") made and effective September 1, 1994 (the "Effective Date"), between TRANSITIONAL HEALTH PARTNERS d/b/a TRANSITIONAL HEALTH SERVICES, a Delaware general partnership ("Manager"), and OAK GROVE OF RUTHERFORD LIMITED PARTNERSHIP, a North Carolina limited partnership ("Owner").


Recitals


A. Owner owns a new, 80-bed healthcare/nursing facility located in Rutherfordton, North Carolina (mailing address: Route 8, Box 7, Rutherfordton, NC 28752 (the "Facility").


B. Owner wishes to retain Manager, commencing effective as of the time the Facility is licensed by the North Carolina Department of Health - Division of Health Facilities, to manage and operate the Facility on behalf of Owner under the terms of this Agreement in order to avail itself of Manager's experience and skill in managing healthcare facilities.


C. Manager wishes to provide such management services on behalf of Owner pursuant to the terms of this Agreement.


NOW, THEREFORE, in consideration of the mutual premises and covenants of the parties contained herein, and for such other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree:


ARTICLE I.


MANAGEMENT DUTIES AND OBLIGATIONS


1.01 Employment; Control Retained by Owner. Owner hereby retains Manager, and Manager hereby agrees to manage the Facility, subject to the terms and conditions of this Agreement Owner shall exercise overall control over the assets and operations of the Facility at all times, and Manager shall perform the duties herein to be performed by It as the agent of Owner and in accordance with the policies and directives from time to time adopted by Owner. Owner has reviewed the policies and procedures created by Manager and hereby authorizes and directs Manager to implement such policies and procedures at the Facility.


1.02 Ownership of Manuals. Manager is the sole owner of all policy and procedure manuals.


1.03 Management of Facility. During the term of this Agreement Manager shall on behalf of Owner supervise, conduct, and manage all aspects of the day-to-day operation of the Facility, Including, but not limited to, staffing, accounting, billing, collections, setting of rates and charges and general administration, In connection the Manager (either directly or thorough supervision of employees of the Facility) shall:


(a) Establish, maintain, revise and administer an overall pricing structure for services rendered in the Facility, including. without limitation, patient room charges, charges for all ancillary services, charges for supplies. medication and special services.


(b) Hire as Manager's employees and retain an adequate staff of nurses, technicians, nurse aides, office and other employees, including an administrator (the "Administrator")


and promote, direct assign and discharge all such employees at Manager's sole discretion. All such employees shall be employees of the Manager and carried on the payroll of the Facility.


(c) Institute and amend from time to time general salary scales, personnel policies and appropriate employee benefits for all employees. Employee benefits may include pension and profit sharing plans, insurance benefits, incentive plans for key employees and holiday, vacation, personal leave and sick leave policies.


(d) Issue appropriate bills for services and materials furnished by the Facility and use its best efforts to collect accounts receivable and monies owed to the Facility, design and maintain accounting, billing, patent and collection records; and prepare and file insurance, Medicare, Medicaid and any and all other necessary or incidental reports and claims related to revenue production. Subject to any rights in favor of Manager's accounts receivable lender, Owner hereby grants Manager the right to enforce Owner's rights as creditor under any contract or in connection with rendering any services for purposes of collecting accounts receivable and monies owed the Facility.


(e) Order, supervise and conduct a program of regular maintenance and repair, except that any physical improvements costing in the aggregate more than $10,000 in any given year shall be subject to approval of Owner.


(f) Purchase food, beverage, medical, cleaning and other supplies, equipment furniture and furnishings for the account of Owner.


(g) Administer, supervise and schedule all patient and other services of the Facility, including the operation of food, barber/beautician and other ancillary services.


(h) Provide necessary funds for and pay all of the accounts payable, Indebtedness (other than Owner's mortgage financing), taxes (other than taxes on or measurable by Owner's income taxes), insurance premiums, and all other obligations of the Facility.


(i) Institute standards and procedures for limiting patients, charging patients for services, and collecting the charges from the patients or third parties.


(j) Obtain and maintain insurance coverage for the Facility naming Owner. Manager and such other persons requested by Owner as insured as provided in Section 5.01 hereof.


(k) Negotiate and enter into such agreements, leases, contracts and orders as it may deem necessary or advisable, for the furnishing of services (inducting medical, pharmacy and medical records consulting, dietary, emergency evacuation, transportation, infectious waste disposal, fire system, etc, and related services), concessions and supplies for the operation and maintenance of the Facility.


(l) Negotiate with any labor union lawfully entitled to represent employees of Manager who work at the Facility, but any collective bargaining agreement or labor contract must be submitted to Owner for its approval and execution. Manager agrees to provide Owner with prompt notice of all labor negotiations.


(m) Maintain all licenses and permits required for the operation of the facility. its contracts with third party payors and other similar governmental and nongovernmental agencies and intermediaries.


(n) Make periodic evaluations of the performances of all departments of the Facility.


2


(o) Design, establish and maintain a suitable accounting system using accounts and classifications consistent with those used in similar facilities.


(p) Designing an adequate and appropriate public relations program.


(q) Acquire at Manager's expense all items required to property equip and operate the facility which are not provided by Owner, which items shall remain the property of Manager regardless of whether or not attached to Real Property or constitute fixtures.


(r) Engage counsel and cause such legal proceedings to be instituted as may be necessary in Manager's reasonable determination to enforce payment of charges, collect accounts receivable, or enforce compliance with other terms of residency agreements, or to dispossess residents and patients, with full authority to compromise disputes with residents and patients involving setoffs or damage claims.


1.04 Reports to Owner. Manager shall prepare and deliver to Owner within thirty (30) days after the close of each calendar month unaudited financial statements covering the prior month and containing a balance sheet and statement of income in reasonable detail. Manager shall also provide any required assistance to the independent accountants for the Facility, who may be selected by Manager in the preparation of audited or unaudited financial statements for the operation of the Facility.


1.05 Bank Accounts, Working Capital.


(a) Manager shall deposit in a bank account or accounts of the Manager or the Facility (the "Facility Depository Accounts") established in Manager's name all funds received from the operations of the Facility. Manager may "sweep" these accounts as often as it deems appropriate and consolidate and commingle funds from other facilities owned or managed by Manager into its primary operating account(s) in Louisville, Kentucky, or such other place and with such financial institutions as Manager may determine (the "Operating Accounts"). Manager shall also provide sufficient working capital for the continued operation of the Facility, which shall be deposited into or drawn from the Operating Accounts. Manager shall specify the signatory or signatories required on all checks or other documents of withdrawal for the Depository or Operating Accounts. Manager shall also deposit the personal funds of the Facility's residents into a separate trust account established in Manager's name. Manager shall designate those employees of the Facility with signature authority for all checks or other documents of withdrawal for the Trust Account


(b) As partial consideration for entering into this Agreement Manager hereby agrees that the Owner will not be gable for any operating or managing losses as a result of the operation of the Facility. Manager agrees to provide sufficient operating capital as needed in order to operate the Facility and to pay the debts and obligations incurred or accrued in connection with the operation of the Facility after the Effective Date of this Agreement The revenue generated by the Facility, together with amounts funded by the Manager, will at least equal the amount necessary to pay for the operating costs and other costs associated with the ownership and operation of the Facility. In the event that funds are necessary in order to fund any deficit the Manager will, as soon as Possible and not less than ten (10) days after notice from Owner, deposit into the Operating Accounts such amounts as may be necessary to fund any deficit and to operate the Facility without incurring additional deficits.


1.06 Record Requirements. If it is ultimately determined that Section 952 of the Omnibus Reconciliation Act of 1980 and final regulations promulgated thereunder apply to this Agreement


(a) Until the expiration of four years after the furnishings of services pursuant to this Agreement, Manager shall, as provided in said Section 952, make available, upon written request,


3


to the Secretary of Health and Human Services or upon request to the Comptroller General of the United States or any of their duty authorized representatives, this Agreement, and all books, documents and records Of Manager that are necessary to verify the nature and extent for the costs of any services furnished pursuant to this Agreement for which payment may be made under the Medicare program; and


(b) If Manager carries out any of the duties of this Agreement through a subcontract with an aggregate value or cost of $ 10,000 or more over a twelve-month period with a related organization, such subcontracts, the related organization shall as provided in Section 952 make available, upon written request to the Secretary of Health and Human Services or upon request to the Comptroller General of the United States or any of their duly a ed representatives, the subcontract or subcontracts, and all books. documents and record
-- End of Preview --
Home| About Us| FAQ| Subscription | Contact Us |

Privacy Policy   Terms of Service  3.85.10.62