We’re very excited you are still reading and learning! In our last blog post, we showed you the basic organizational structure of the DSO, and went into a little detail about what the DSO can and can’t do, as well as what the organizational documents look like.
Today, we are going to talk in some detail about the Management Services Agreement. By way of reminder, the Management Services Agreement is a legally binding agreement between the DSO and the clinic that is receiving the DSO services. To see the DSO infrastructure graphic, click here for our last blog post.
The Management Services Agreement (also called a Services Agreement, Master Services Agreement, or some other variation of services agreement) looks similar to a standard, generic services agreement between a company and a customer receiving services. The Management Services Agreement sets forth the responsibilities of the DSO, the responsibilities of the clinic, the scope of services (typically in an exhibit to the Services Agreement), and the fee for those services.
The Management Services Agreement also sets forth who owns the patient records and where they will be located. It is important that the clinic supervise and maintain custody and ownership of all files and records relating to the operating of the clinic, including patient records, billing and collections. Those records must be physically located at the clinic or another location controlled by the clinic. That said, the DSO may assist the clinic with the maintenance and management of the patient records.
Other important provisions in the Management Services Agreement include:
- DSO may retain all internal records related to the services performed under the Services Agreement
- The parties must comply with HIPAA, along with standard confidentiality obligations
- Insurance requirements for both the DSO and the clinic, along with indemnification
- Term and termination
- Intellectual property rights
All in, you use this Management Services Agreement to set the rules and payment for all of those “back office” services (also called non-clinical support services) we’ve been talking about off and on in our earlier posts. This agreement is one of the key legal pieces to the DSO puzzle. Stay tuned for the other legal pieces we’ve alluded to in earlier posts: What is the point of an “Employment Agreement” and how does it work with an “Award Agreement”?
If you’re considering a DSO and want more information or legal counsel, please contact us! We’re prepared to meet your timeline.
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