When reviewing your anesthesia contract, one of the obvious terms you would expect to see is the location where you will be providing services. Surprisingly, location is often not spelled out in a contract for a variety of reasons.
Many employers want the right to send an anesthesia provider to multiple locations and do not want to be limited to any specific locations named in the contract. This may be because the employer’s business model involves expansion or bidding on new anesthesia contracts. Perhaps the employer just wants the ability to relocate providers as needed, which is not unusual with anesthesia groups covering multiple facilities. However, this can be troubling if the employee was promised assignment to a specific location where services would be performed (i.e. hospital, surgery center, etc.) or responded to a job advertisement that specified a location. In these instances, I do urge my clients to fight for the specific location to be included in the agreement if it is important to them.
Alternatives to including location(s) where the employee will work might be language such as “locations to which the parties agree.” If this does not work, consider adding the primary location with the understanding that locations more than X miles of the primary location must be mutually agreed upon.
The location of where services are provided often also impacts call. Anesthesia providers often render services at multiple facilities and sites. When you are on-call, which sites are you expecting to cover? As the number of sites increase, does your call/backup call commitment increase as well? Understanding not only where you are working on a regular basis, but where your call will apply, is important to a full comprehension of what working for the employer will be like.
Work locations designated in an employment anesthesia contract likely also have an impact on any non-compete provisions that might be included in your agreement. Many non-compete provisions apply to “locations at which the employee worked for the employer” or similar language. Does this mean it could apply to every location to which you were ever assigned by the employer, regardless of how often you were sent there? Will it apply to locations serviced by the employer even if you never work there? Is the non-compete applicable only to the site/facility or will it also apply to a geographic radius around those locations and what is the impact on your post-termination expectations? These are all important concerns and relate back to the definition of “location” in the contract.
Group Lost the Contract
Because many groups hold exclusive contracts to service facilities, what happens when that anesthesia contract is lost? This may not be an issue that you can address in your contract negotiations, but loss of an exclusive contract can lead to termination of the anesthesia provider’s contract, and so it is important to understand the ramifications of such an event: (A) How much, if any, notice of a lost contract would be provided to the provider? (B) Could you be forced to work at another facility (i.e. location/travel issue) and could you decline and be released from employment? (C) Would your non-compete become unenforceable if the facility contract is lost so that you would be free to work at the same facility with the new contract holder or at least be released from the non-compete restrictions on location?
Although the location of where you may work seems like a small detail of a contract, it can have large implications for the anesthesia contract as a whole and should be carefully considered.
Author: Ericka Adler, J.D., LL.M. concentrates her practice in regulatory and transactional health care law. She represents individual providers, physician groups and other health care entities in satisfying their day-to-day legal health care needs. Ms. Adler devotes a large part of her practice to advising professionals and practices on their contracts and compensation arrangements, and in assisting her clients in the acquisition and sale of health care entities. She works with providers in matters relating to HIPAA, fraud and abuse, billing audits, government investigations, licensure matters and contract disputes.
Ericka Adler can be contacted at firstname.lastname@example.org or 312-580-1602