Flat-fee provider agreement representation for physicians, dentists, mental health practitioners, and healthcare practices. Employment agreements, partnership and shareholder agreements, locum tenens contracts, independent contractor arrangements, group practice agreements, and the contracts that govern relationships between providers and the practices that hire or partner with them.
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Healthcare provider agreements share much of the substantive structure of standard employment and partnership agreements, but with healthcare-specific provisions that reflect how the practice actually operates. The standard provisions apply: position description, compensation, term, restrictive covenants, termination, dispute resolution. The healthcare-specific provisions address: provider compensation structures (often more complex than standard employment compensation, including productivity-based components, RVU-linked structures, percentage of collections), malpractice insurance arrangements (who carries it, what type, what tail coverage applies on departure), licensure and credentialing obligations (provider responsibility for maintaining licensure, hospital privileges, board certifications), call coverage and scheduling, restrictive covenants tailored to healthcare practice (geographic scope appropriate for the patient base, treatment of patient relationships), and various other healthcare-specific terms.
The market for healthcare provider agreements is also distinct because both sides typically have professional credentials and expectations that differ from standard employer-employee relationships. Provider employment relationships are often closer to partnership relationships than to traditional employment — with the provider expecting substantive professional autonomy, partner-track opportunities, and compensation tied to productivity rather than fixed salary. Practices hiring providers typically have specific operational requirements (call coverage, patient relationships, billing arrangements, EHR usage) that shape the agreement. The negotiations reflect these realities.
Most of our provider agreement work falls into a few patterns. Provider-side: reviewing employment agreements offered by practices or hospital systems, reviewing partnership offers from existing practices, structuring locum tenens arrangements, addressing independent contractor agreements (for providers operating as independent contractors). Practice-side: drafting employment agreements for providers being hired, structuring partnership admission for new partners, drafting independent contractor agreements for non-employed providers, and addressing group practice arrangements (multi-provider practices with various ownership and compensation structures).
Scope note: We handle drafting, review, and negotiation of provider agreements as transactional flat-fee work. We don't handle contested employment litigation, professional licensure defense, or contested partner-dispute litigation; those matters require specialized litigation counsel.
For physicians being employed by practices, hospital systems, or healthcare organizations. Standard provisions: compensation structure (base salary, bonus structure tied to productivity or other metrics, signing bonus, relocation if applicable), term (often 1-3 years with renewal provisions), schedule and call coverage requirements, malpractice insurance arrangements (typically practice-provided occurrence or claims-made coverage with tail coverage on departure), restrictive covenants (non-compete, non-solicit of patients and employees), partner-track provisions (if applicable — pathway from employment to partnership, timing, valuation), termination provisions, and various practice-specific operational provisions. We review employment offers for physicians and draft employment agreements for practices hiring physicians.
For physicians joining as partners in existing practices, or for new practices being formed by multiple partners. Provisions include: capital contributions and buy-in structure, ownership percentages and how they're calculated, compensation arrangements among partners (which can be substantially more complex than employee compensation), governance and decision-making rights, admission of new partners, voluntary exit provisions, mandatory buyout provisions (death, disability, retirement, license loss), valuation methodologies for buyouts (book value, appraised value, formula-based), restrictive covenants, dispute resolution. Partnership agreements warrant substantial attention because they govern long-term professional relationships and substantial financial interests.
Locum tenens arrangements (temporary providers covering for permanent staff during absences, vacations, or staffing gaps) have their own contractual conventions. The provisions cover the term and scope of coverage, compensation (typically hourly or daily rates), malpractice insurance arrangements (often locum-side provided), credentialing and privileges, expense coverage, and various logistical matters. We draft and review locum tenens agreements on both sides.
Some healthcare providers operate as independent contractors rather than employees — particularly in mental health, certain specialty practices, and various consultant arrangements. The classification analysis matters substantially: IRS, DOL, and NY have their own tests for independent contractor status, and misclassification creates substantial liability. Provider independent contractor agreements typically cover scope of services, compensation, malpractice insurance (typically contractor-side provided), licensure and credentialing, term, and various provisions distinguishing the relationship from employment. More on independent contractor classification →
Multi-provider practices have various structural options: traditional partnership/corporate structures with all providers as owners, hybrid structures with some providers as owners and some as employees, group practice without walls (independent practices sharing infrastructure), and various other arrangements. Each structure has implications for governance, compensation, liability, billing, and various operational matters. We design group practice structures that fit the providers' actual relationships and operational needs.
Non-compete and non-solicit provisions in provider agreements have specific characteristics. NY courts evaluate provider non-competes carefully — overbroad geographic scope or duration can render them unenforceable, and there's ongoing legislative and regulatory attention to non-compete enforcement against healthcare providers specifically. Patient non-solicit provisions (restricting the provider from contacting their former patients) raise distinct considerations including patient choice and continuity of care. We draft and negotiate provider restrictive covenants with attention to both enforceability and the practical realities of healthcare practice. More on non-compete law →
Healthcare compensation structures are often more complex than standard employment compensation. Common components: base salary, productivity bonuses (RVU-based, collections-based, or hybrid), call coverage compensation, signing bonuses with retention provisions, partnership-track buy-in arrangements, profit-sharing for partners. Designing compensation structures that fit the practice's economics and incentivize the desired provider behaviors involves substantive work specific to healthcare practice economics.
One of the most consequential provisions in provider agreements is what happens to malpractice insurance on departure. Claims-made malpractice policies require tail coverage (extended reporting period coverage) to cover claims filed after the provider departs for conduct during the employment period. Who pays for tail coverage — practice, provider, or split — is heavily negotiated. Tail coverage can be expensive (sometimes one to two years of premium), and the allocation has substantial financial implications for both sides on departure.
All work is flat-fee, set in writing before any work begins. Standard employment agreement review or drafting prices predictably. Partnership agreements and partner admission work prices higher with the additional complexity. Locum tenens and independent contractor agreements price modestly per agreement. Group practice structuring and multi-provider arrangements price as defined-scope project engagements.
For practices with multiple providers and ongoing hiring needs, we sometimes structure ongoing relationships with template development and predictable pricing for routine agreements.
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Several key areas. Compensation structure (base, productivity components, partnership-track if applicable, signing bonus terms). Schedule and call coverage requirements. Malpractice insurance arrangements (who carries it, what type, what happens to tail coverage on departure). Restrictive covenants (non-compete scope and duration, patient non-solicit provisions). Termination provisions (with cause, without cause, for good reason). Partner-track timing and structure if applicable. Various practice-specific provisions. Standard agreements often have provisions worth negotiating; physician offers are typically negotiable, particularly for senior or in-demand roles.
Tail insurance (Extended Reporting Period coverage) extends a claims-made malpractice policy to cover claims filed after the policy ends but related to conduct during the policy period. Without tail coverage, a claims-made policy covers only claims filed during the policy period — meaning a provider who leaves a practice with claims-made coverage is exposed to liability for any future claims about their prior work unless tail coverage is in place. Tail coverage is typically expensive (often one to two years of premium), and provider agreements address who pays for it — practice, provider, or split. The allocation has substantial financial implications, particularly for providers leaving practices, and is one of the most-negotiated provisions in provider employment agreements.
Substantively more work than employment review. The partnership agreement governs long-term professional relationships and substantial financial interests. Key areas: ownership percentages and capital contributions, partnership compensation methodology (often substantially more complex than employee compensation), governance and decision-making rights, admission of new partners, voluntary exit provisions, mandatory buyout provisions for various events (death, disability, retirement, license loss, termination for cause), valuation methodology for buyouts, restrictive covenants. Partnership agreements warrant substantial attention because they're harder to change later and govern relationships that often span decades.
Sometimes, depending on whether they're reasonable. NY courts evaluate physician non-competes carefully, considering duration, geographic scope, scope of restricted activities, the legitimate business interest of the practice, and the impact on patient care. Overbroad geographic scope (large radius covering significant population) or duration (over 2 years) is often unenforceable or partially enforceable. There's ongoing legislative attention to physician non-competes specifically, and the law continues to evolve. The specific enforceability of any non-compete depends on its specific terms and the specific facts of the situation. We address physician non-competes in employment and partnership agreement work. More on non-compete law →
Substantial differences in compensation structure, autonomy, decision-making, and long-term financial position. Employed physicians typically receive fixed or formulaic compensation, have less governance control of the practice, and don't share in practice growth or profits beyond their compensation. Partners typically share in practice profits, participate in governance decisions, have buy-in/buy-out arrangements with substantial financial stakes, and bear corresponding risk and responsibility. Many physician careers begin with employment and transition to partnership; the timing and terms of that transition are often pre-negotiated in initial employment agreements. The choice between employment and partnership at any given career stage involves substantial professional and financial considerations.
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