3790-2025 Cost Sharing Agreement (Prescott Family Health Organization, Prescott Family Medical Associates, EC, Prescott)
BEING A BY-LAW TO AUTHORIZE THE EXECUTION OF A COST-SHARING AGREEMENT BETWEEN THE PRESCOTT FAMILY HEALTH ORGANIZATION, TOWNSHIP OF AUGUSTA, THE CORPORATION OF THE TOWNSHIP OF EDWARDSBURGH CARDINAL AND THE CORPORATION OF THE TOWN OF PRESCOTT
Passed by Council July 14, 2025
THE CORPORATION OF THE TOWNSHIP OF AUGUSTA
BY-LAW NUMBER 3790-2025
BEING A BY-LAW TO AUTHORIZE THE EXECTION OF A COST-SHARING
AGREEMENT BETWEEN THE PRESCOTT FAMILY HEALTH ORGANIZATION,
PRESCOTT FAMILY MEDICAL ASSOCIATES, THE CORPORATION OF THE
TOWNSHIP OF AUGUSTA, THE CORPORATION OF THE TOWNSHIP OF
EDWARDSBURGH CARDINAL AND THE CORPORATION OF THE
TOWN OF PRESCOTT.
WHEREAS section 5(1) and 5(3) of the Municipal Act. 2001. 3.0. 2001. c.25, states that
a municipal power including a municipality’s capacity, rights, powers and privileges
under section 9 shall be exercised by By-Law unless the municipality is specifically
authorized to do otherwise:
AND WHEREAS subsection 10(1) of the Municipal Act, 2001, SO. 2001, c. 25, as
amended provides that a municipality may provide any service or thing that the
municipality considers necessary or desirable for the public;
AND WHEREAS Council of the Corporation of the Township of Augusta deems it
advisable and expedient to enter into a cost-sharing agreement with the Prescott Family
Health Organization. Prescott Family Medical Associates, the Corporation of the
Township of Augusta, the Corporation of the Township of Edwardsburgh Cardinal. and
the Corporation of the Town of Prescott.
NOW THEREFORE the Council of the Corporation of the Township of Augusta hereby
enacts as follows that:
1. That Schedule A “Cost-Sharing Agreement” executed by the Mayor and the Chief
Administrative Officer shall constitute part of this By-Law.
2. That this By-Law come into force and effect on its passing.
3. That any other By-Laws previously passed that are inconsistent with the provisions
of this By-Law are hereby repealed in their entirety.
Read a first, second, and third time and finally passed this 14th day of July, 2025.
Signed by Deputy Mayor Adrian Wynands and Clerk Lindsey Veltkamp
COST SHARING AGREEMENT
BETWEEN:
PRESCOTT FAMILY HEALTH ORGANIZATION
(“PFHO”)
-and-
PRESCOTT FAMILY MEDICAL ASSOCIATES
(“PFMA”)
-and-
THE CORPORATION OF THE TOWNSHIP OF AUGUSTA
(“Augusta’)
-and-
THE CORPORATION OF THE TOWN OF PRESCOTT
(“Prescott”)
-and-
THE CORPORATION OF THE TOWNSHIP OF EDWARDSBLJRGHICARDINAL
(“Edwardsburgh Cardinal”)
WHEREAS PFMA has requested financial assistance from Augusta, Prescott, and
Edwardsburgh Cardinal to help cover the costs associated with operating the clinic located at 555
King Street West, P0. Box 729, Prescott, ON KOE 1TO (“the Clinic”).
AND WHEREAS the owner and landlord of the Clinic has increased PFMA’s annual base rent by
$32,516.16.
AND WHEREAS PFMA has stated that it may be unable to operate the Clinic without financial
assistance from August, Prescott and Edwardsburgh Cardinal.
AND WHEREAS PFMA is affiliated with the Prescott Family Health Organization (“PFHO”) which
is composed of three (3) physicians being Dr. Bhatt, Dr. Cooke, and Dr. Felemegos.
AND WHEREAS The residents of Augusta, Prescott and Edwardsburgh/Cardinal benefit from the
primary care programs offered by PFHO.
NOW THEREFORE in exchange for the mutual promises contained herein and the sum of $1.00
and other good and valuable consideration, the sufficiency and receipt of which is hereby
acknowledged, the parties agree as follows:
1. TERM:
1.1 The term of this Agreement shall commence on April 1, 2025, and shall expire on April 1,
2028 (“the Term”) unless otherwise terminated in accordance with the terms herein.
1.2 The Term may not be extended by any of the parties hereto.
2. GRANT:
2.1 For the duration of the Term, each of Augusta, Prescott and Edwardsburgh/Cardinal shall
make a single, annual payment in the amount of $7,226.00 to PFMA (“the Grant”) on April
1st of each year during the Term with the first payment due on April 1, 2025, and the last
due on April 1, 2027.
2.2 PFMA shall utilize the Grant for the sole purpose of subsidizing the increased rental costs
associated with the Clinic.
2.3 During the Ten-n, the PFHO/PFMA, shall not be entitled to receive any other grants, funds,
or subsidies from any of Augusta, Prescott and EdwardsburghlCardinal for any purpose
whatsoever including but not Limited to funds for community programming or special
events.
3. FINANCIAL REPORTING:
3.1 On or before February 281h of each year during the Term commencing on February 28,
2026, PFMA shall provide each of Augusta, Prescott and Edwardsburgh/Cardinal with a
copy of its annual financial reports prepared in accordance with generally accepted
accounting principles, together with a copy of a ledger tracking the use of the Grant for
the most recent year of the Term.
4. RECRUITMENT OBLIGATIONS:
4.1 The PFHT shall make reasonable efforts during the Term to recruit a fourth physician to
provide primary care services at the Clinic. In addition to the financial reporting required
by section 3 of this Agreement, the PFHT shall, on or before February 28th of each year
during the Term, provide Augusta, Prescott and Edwardsburgh Cardinal with a detailed
description of all steps taken to recruit a fourth physician which description shall include a
list of all candidates contacted by PFHT or PFHO, interviews conducted, and incentives
offered.
4.2 In the event that PFHT recruits a fourth physician, PFHT shall immediately provide written
notice to Augusta, Prescott, and Edwardsburgh Cardinal.
5. PATIENT PRIORITY:
5.1 During the Term, PR-IT will ensure that any primary care provider availability is allocated
to residents of Augusta, Prescott, and Edwardsburgh Cardinal.
5.2 All advertisements for new patients must state that priority will be given to residents of
Augusta, Prescott, and Edwardsburgh Cardinal.
6. TERMINATION:
6.1 Either party shall be entitled to terminate this Agreement upon giving the other party no
less than sixty (60) days written notice prior to April 1’ of each year of the Term.
6.2 This Agreement shall automatically terminate in the event that the PFHO recruits a fourth
physician to work at the Clinic at any point during the Term.
6.3 Subject to clause 6.4 of this Agreement, the PFMA will not be required to pay any amounts
back to any of Augusta, Prescott and Edwardsburgh cardinal already disbursed during
any given year of the Term. For example, if this Agreement is terminated prior to April
2026, the PFMA will not be required to pay any portion of the 2025 Grant back to Augusta,
Prescott and Edwardsburgh/Cardinal. However, PFMA would not be entitled to the Grant
monies otherwise payable pursuant to this Agreement on April 1, 2026.
6.4 This Agreement shall automatically terminate in the event that PFMA utilizes any portion
of the Grant for any purpose other than rental costs at the Clinic. In the event that any
portion of the Grant is spent elsewhere, PFMA shall be obligated to repay to Augusta,
Prescott, and Edwardsburgh/Cardinal any amount applied to other costs with such
repayment to be made within thirty (30) days of the termination of this Agreement.
7. NOTICE:
7.1 Any notice, report or other communication required or permitted to be given hereunder
shall be in writing unless some other method of giving such notice, report or other
communication is expressly accepted by the party to whom it is given by being delivered
to an officer of such party during normal working hours, emailed or mailed to the following
addresses of the parties respectively:
To Prescott Family Medical Associates:
555 King Street West P.O. Box 729
Prescott, ON K0E 1T0
F: (613) 925-1238
To the Corporation of the Township of Augusta:
3560 County Road 26
Prescott, ON K0E 1T0
F: (613) 925-4231
To the Corporation of the Town of Prescott:
360 Dibble Street West
Prescott, ON K0E 1T0
F: (613) 925-4381
To the Corporation of the Township of Edwardsburgh Cardinal
18 Centre Street
Spencerville, ON K0E 1X0
F: (613) 658-3055
Any notice, report or other written communication, if delivered shall be deemed to have
been given or made on the date on which it was delivered to any employee of such
party, or if mailed, postage prepaid, shall be deemed to have been given or made on the.
eighth business day following the day on which it was mailed (unless at the time of
mailing or within forty-eight hours thereof there shall be a strike, interruption or lock-out
in the Canadian postal service in which case service shall be by way of delivery only).
Any party may at any time give notice in writing to the other parties of the change of its
address for the purpose of this section.
8. GENERAL:
8.1 The effective date of this Agreement is the date on which the latter party signs it.
8.2 The interpretation of this Agreement shall be governed by the laws of Ontario or Canada
applicable thereto.
8.3 There are no representations, collateral agreements, warranties, or conditions affecting
this agreement. There are no implied agreements arising from the terms herein, and this
agreement constitutes the entire agreement between the parties.
8.4 Any amendments to this agreement must be in writing, signed by both parties, dated,
and witnessed.
8.5 Both parties shall execute any such further and other documents as may be necessary
to give effect to the terms contained in this agreement.
8.6 Nothing herein shall be construed to constitute the parties as employer/employee, partner,
joint venturers, co-owners or otherwise as participants in a joint or common undertaking.
None of the parties, nor any of their employees, agents, or representatives shall have any
right, power, or authority to act or create any obligation, expressed or Implied, on behalf
of any other.
8.7 The headings as to the contents of particular paragraphs herein are intended only for
convenience and are in no way to be constructed as a part of this Agreement or as a
limitation of the scope of the particular paragraphs to which they refer.
8.8 The terms and conditions of this Agreement shall be binding upon the parties and shall
extend to and bind the heirs, personal representatives, successors and assigns as
applicable.
8.9 If any provision of this Agreement is held to be illegal, invalid, or unenforceable at law It
shall be deemed to be severed from this Agreement and the remaining provisions hereto
shall continue to be in full force and effect.
8.10 This Agreement may be executed and delivered as follows:
(a) this Agreement may be signed in one more counterparts, as may be convenient or
required. All counterparts of this Agreement will collectively constitute one document.
(b) This Agreement or any counterparts may be signed by electronic means and will bind
any such party the same way as the party’s handwritten signature would.
(c) Delivery of a signed Agreement or any signed counterparts by facsimile and/or
electronic mail or other electronic means will be sufficient, and an electronic copy will have
the same effect as an original executed Agreement
8.11 The effective date of this Agreement shall be the date of which the last party hereto
executes this Agreement
IN WITNESS WHEREOF the Parties hereto have caused this Agreement to be executed as of
the date first written above by their respective officers thereunto duly authorized.
On behalf of Prescott Family Health Organization/Prescott Family Medical Associates
Signed by Dr. Ioannis Felemegos, PFHO/PFMA Partner, June 3, 2025
On behalf of Prescott Family Health Organization/Prescott Family Medical Associates
Signed by Dr. Matthew Cooke, PFHO/PFMA Partner, June 3, 2025
The Corporation of the Township of Augusta
Signed by Mayor Jeff Shaver, June 30, 2025
Signed by Shannon Geraghty, Chief Administrative Officer, June 30, 2025
The Corporation of the Town of Prescott
Signed by Mayor Gauri Shankar, June 25, 2025
Signed by Matthew Armstrong, Chief Administrative Officer/Treasurer, June 25, 2025
The Corporation of the Township of Edwardsburgh Cardinal
Signed by Mayor Tory Deschamps
Signed by Sean Nicholson, Chief Administrative Officer