Physician Employment Agreements
If you are a new Tennessee physician or you are the physician owner of a Tennessee medical practice who is hiring a new physician to join your practice, you need to have a physician employment agreement either reviewed or prepared.
There are numerous terms and provisions in a physician employment agreement that make it different than a typical employment agreement used in the non-healthcare setting.
How is the new physician going to be compensated? Will there be a non-compete provision, and what are its parameters? Will the new physician have the opportunity to join the medical group practice? How will on-call coverage be handled? How are you going to deal with malpractice insurance coverage and tail coverage in the event the physician leaves the group? These and other questions must be considered in reviewing or drafting a physician employment agreement.
Medical Group Practice Buy-Sell/Operating Agreements
If you are a physician owner or co-owner of a medical group practice in Middle Tennessee (Nashville, Brentwood, Franklin), West Tennessee (Jackson, Memphis) or East Tennessee (Chattanooga, Knoxville), then you know the importance of having a clear and unambiguous buy-sell or operating agreement that sets the terms and provisions of your contract with your fellow physician owners of the group practice.
What will happen when one of the physicians in the group practice dies? Or what if one of the physicians in the group practice retires, becomes disabled, files bankruptcy, or gets a divorce? Perhaps you have a new physician who works in the group practice, but is not yet an owner–what are the terms under which he will be able to buy-in to the group practice?
A well-thought-out operating agreement is a necessity for a medical group practice to avoid misunderstandings and the potential for disputes and even litigation among its members.
Surgery Center Operating and Management Agreements
If you or your group practice owns and operates or decides to look into the possibility of establishing an ambulatory surgery center, then you will need to have a separate entity formation document (i.e., LLC Articles of Organization) for the surgery center and an operating agreement to set forth the contractual obligations and rights among its owners. And, if you decide to engage the services of an independent management company for your surgery center, you will need to have the management agreement reviewed or prepared. Not surprisingly, the various terms and provisions of ambulatory surgery center agreements must be carefully considered in light of federal and state fraud and abuse law in order to ensure compliance and proper functioning of your surgery center.
HIPAA-Compliant Business Associate Agreements & Miscellaneous Contracts for Staff, Vendors, and Patients
Day-to-day operation of a Tennessee medical group practice requires that you have HIPAA-compliant business associate agreements. You also are an employer with respect to your office staff, and a business with respect to the world, and so you will need all of the traditional array of agreements that any operating business needs in order to function–staff employment agreements (including possibly non-compete provisions, non-solicitation provisions, and non-disclosure provisions), vendor purchase or lease agreements, and various documents with which you communicate with patients and prospective patients.
Federal and Tennessee Fraud and Abuse (Stark, Anti-Kickback)- Transactional Healthcare Counsel
In addition to the ordinary challenges that are common to most entrepreneurs and small and medium-sized enterprises operating professional service businesses, physicians also face an additional challenge arising from the heavily regulated nature of physician practices in the United States. Stark, the Federal Anti-Kickback Statute, and other federal and state laws and regulations that apply only to healthcare professionals make every business transaction or contract a potential landmine for the unwary and ill or unadvised physician.
Does a particular transaction or business opportunity pitched to you comply with federal and state law? Or does the transaction or business arrangement that you want to establish with another physician or healthcare entity meet the strict guidelines of federal or state fraud and abuse law?
Dan Smith of DPS Legal Counsel represents physicians with respect to contract and regulatory matters, such as physician employment agreements, group practice operating agreements, ambulatory surgery center issues, Medicare regulations, Stark, Anti-Kickback and HIPAA, and Tennessee laws and rules relating to the practice of medicine.
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