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Board of Directors Meeting Thursday, November 29, 2012 A~G~E~N~D~A

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Board of Directors Meeting Thursday, November 29, 2012 A~G~E~N~D~A 125 Worth Street ▪ New York, NY ▪ 10013 BOARD OF DIRECTORS MEETING THURSDAY, NOVEMBER 29, 2012 A~G~E~N~D~A Call to Order - 4 pm Dr. Stocker 1. Adoption of Minutes: October 18, 2012 Chairman’s Report Dr. Stocker President’s Report Mr. Aviles >>Action Items<< Corporate 2. RESOLUTION authorizing the President of the New York City Health and Hospitals Corporation to negotiate Mr. Rosen and execute a contract with Public Financial Management, Inc. ("PFM") to provide financial advisory and other business consulting services for an amount not-to-exceed $170,000 per annum for a three year term, with two, one-year renewal options, solely exercisable by the Corporation. (Finance) EEO: / VENDEX: Pending 3. RESOLUTION authorizing the President of the New York City Health and Hospitals Corporation to negotiate Dr. Stocker and execute a sole source contract with Agfa Healthcare Corporation (“Agfa”) for radiology and imaging products and solutions, including maintenance support and services, to be purchased through a Premier group purchasing organization contract, for a two (2) year term with three (3) one year renewal options, exercisable solely by the Corporation, in an amount not to exceed $23,422,163. (Med & Professional Affairs / Information Technology) EEO: Conditional / VENDEX: Pending 4. RESOLUTION authorizing the President of the New York City Health and Hospitals Corporation to execute a Dr. Stocker Memorandum of Understanding with the New York City Department of Health and Mental Hygiene (DOHMH) for the transfer to the DOHMH of certain functions now performed by the Corporation for the benefit of DOHMH. (Med & Professional Affairs / Information Technology) South Manhattan Network 5. RESOLUTION authorizing the President of the New York City Health and Hospitals Corporation to execute a Ms. Youssouf lease extension with 221 Canal Street LLC for space at 221-227 Canal Street to house a Women, Infants and Children Program (the “WIC Program”) managed by Bellevue Hospital Center. (Capital) Central / North Brooklyn Network 6. RESOLUTION authorizing the President of the New York City Health and Hospitals Corporation to execute a Ms. Youssouf lease extension with Third Generation Properties, for use and occupancy of space at 2266 Nostrand Avenue, Borough of the Brooklyn, to operate a Supplemental Food Program for Women, Infants and Children (the “WIC Program”), managed by Kings County Hospital Center. (Capital) Queens Health Network 7. RESOLUTION authorizing the President of the New York City Health and Hospitals Corporation to execute a Ms. Youssouf revocable license agreement with the New York City Police Department (“NYPD”) for its continued use and occupancy of space to operate radio communications equipment at Queens Hospital Center. (Capital) (over) BOARD OF DIRECTORS MEETING THURSDAY, NOVEMBER 29, 2012 ~ AGENDA ~ Page Two Southern Brooklyn/Staten Island Network 8. RESOLUTION authorizing the President of the New York City Health and Hospitals Corporation to execute Ms. Youssouf a revocable license agreement with Where to Turn, Inc., The Joseph Maffeo Foundation, Inc., and The United In Memory Memorial Quilt, Inc. for use and occupancy of space to house The United In Memory 9/11 Victims Memorial Quilt at Sea View Hospital Rehabilitation Center and Home. (Capital) VENDEX: Approved North Bronx Healthcare Network 9. RESOLUTION authorizing the President of the New York City Health and Hospitals Corporation to name Ms. Youssouf the North Bronx Healthcare Network Departments of Surgery at Jacobi Medical Center and North Central Bronx Hospital respectively, the “Dr. Harry M. Delany Department of Surgery”. (Capital) Subsidiary Board Report MetroPlus Health Plan, Inc. Mr. Rosen HHC Assistance Corporation Mr. Aviles Facility Governing Body / Executive Session Coney Island >>Old Business<< >>New Business<< Dr. Stocker Adjournment 125 Worth Street ▪ New York, New York ▪ 10013 NEW YORK CITY HEALTH AND HOSPITALS CORPORATION A meeting of the Board of Directors of the New York City Health and Hospitals Corporation (hereinafter the "Corporation") was held in Room 532 at 125 Worth Street, New York, New York 10013 on the 18th of October 2012 at 4:00P.M., pursuant to a notice which was sent to all of the Directors of the Corporation and which was provided to the public by the Secretary. The following Directors were present in person: Dr. Michael A. Stocker Mr. Alan D. Aviles Josephine Bolus, R.N. Dr. Vincent Calamia Dr. Christina L. Jenkins Dr. Adam Karpa ti Ms. Anna Kril Mr. Robert F. Nolan Mr. Bernard Rosen Ms. Emily A. Youssouf Andrea Cohen was in attendance representing Deputy Mayor Linda Gibbs; Linda Hacker representing Commissioner Robert Doar; and Dr. Amanda Parsons representing Commissioner Thomas Farley, each in a voting capacity. Dr. Stocker chaired the meeting and Mr. Salvatore J. Russo, Secretary to the Board, kept the minutes thereof. ADOPTION OF MINUTES The minutes of the meeting of the Board of Directors held on September 27, 2012 were presented to the Board. Then, on motion made by Dr. Stocker and duly seconded, the Board unanimously adopted the minutes. 2 1. RESOLVED, that the minutes of the meeting of the Board of Directors held on September 27, 2012, copies of which have been presented to this meeting, be and hereby are adopted. CHAIRPERSON'S REPORT Dr. Stocker received the Board's approval to convene an Executive Session to discuss matters of quality assurance. Dr. Stocker updated the Board on approved and pending Vendex and will report on the status of pending Vendex at the next Board meeting. Dr. Stocker announced the dates of HHC's annual public meetings as follows: November 7th at Coney Island Hospital; November 19th at Jacobi Medical Center; December 3rd at Queens Hospital Center; December 5th at Sea View Hospital and Rehabilitation Center and Home; and December 12th at Bellevue Hospital Center. PRESIDENT'S REPORT Mr. Aviles' remarks were in the Board package and made available on HHC's internet site. A copy is attached hereto and incorporated by reference. ACTION ITEMS RESOLUTION 2. Authorizing the President of the New York City Health and Hospitals Corporation to negotiate and execute a contract with SunGard Availability Services for an alternative data center for disaster recovery, business continuity and associated professional services. Funding for the four-year renewal term per the Corporation's exercise of its renewal options under the existing contract shall not exceed $25,550,000 (which includes 20% contingency of $4,262,480). 3 Dr. Stocker moved the adoption of the resolution which was duly seconded and unanimously adopted by the Board which was duly seconded and unanimously adopted by the Board. RESOLUTION 3. Authorizing the President of the New York City Health and Hospitals Corporation to execute the third of three one-year renewal options available under the existing contract with Simpler North America, LP. Funding for the exercise of the third of three one-year renewal options available under the existing contract shall not exceed $5,500,000 inclusive of a 10% contingency for the period from November 1, 2012 through October 31, 2013. Mrs. Bolus moved the adoption of the resolution which was duly seconded and unanimously adopted by the Board. RESOLUTION 4. Authorizing the President of the New York City Health and Hospitals Corporation to execute a requirements contract with Nirman Construction, Inc. for a cumulative amount not-to-exceed $5,000,000 to provide construction services for General Construction Work on an as-needed basis at various facilities throughout the Corporation. Ms. Youssouf moved the adoption of the resolution which was duly seconded and unanimously adopted by the Board. RESOLUTION 5. Authorizing the President of the New York City Health and Hospitals Corporation to execute a lease agreement with 160 Water Street Associates for the Corporation's rental of space at 160 Water Street, Borough of Manhattan, to house Corporation staff. Ms. Youssouf moved the adoption of the resolution which was duly seconded and unanimously adopted by the Board. 4 RESOLUTION 6. Authorizing the President of the New York City Health and Hospitals Corporation to execute a lease agreement with New Water Street Corporation, for the Corporation's rental of space at 55 Water Street, Borough of Manhattan, to house Corporation staff. Ms. Youssouf moved the adoption of the resolution which was duly seconded and unanimously adopted by the Board. RESOLUTION 7. Authorizing the amendment of the resolutions adopted by the Board of Directors of the New York City Health and Hospitals Corporation (the "Corporation") on September 27, 2012 that authorized the creation of the HHC Finance Corporation, the participation of the Corporation in a certain set of transactions to secure supplemental financing for the Harlem Hospital Modernization project and to authorize the directors of the HHC Finance Corporation to also authorize the participation of the HHC Finance Corporation in such transactions (the "resolutions") so as to replace in the Resolutions all references made to the HHC Finance Corporation with references to the HHC Assistance Corporation and ratifying the actions taken to form the HHC Assistance Corporation. Mr. Aviles moved the adoption of the resolution which was duly seconded and unanimously adopted by the Board. RESOLUTION 8. Authorizing the President of the New York City Health and Hospitals Corporation to execute one-year revocable license agreements with the New York City Human Resources Administration for use and occupancy of space for primary care programs located at 1420 Bushwick Avenue, Borough of Brooklyn, 413 E. 120th Street, Borough of Manhattan and 114-02 Guy Brewer Boulevard, Borough of Queens administered by Woodhull Medical and Mental Health Center, Metropolitan Hospital Center and Queens Hospital Center. Ms. Youssouf moved the adoption of the resolution which was duly seconded and adopted by the Board by a vote of twelve in favor with Ms. Hacker recusing herself. 5 BOARD COMMITTEE AND SUBSIDIARY BOARD REPORTS Attached hereto is a compilation of reports of the HHC Board Committees and Subsidiary Boards that have been convened since the last meeting of the Board of Directors .
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