HomeMy WebLinkAbout2013-093 Health - Waste Management Healthcare Solutions for Disposal of Medical Waste $1,560 Ave a 71-/7
CUSTOMER SERVICE AGREEMENT
LIBRARY 22SE**HEALTHCARE
WAST16 MANAGEMENT WMHS Knoxville * 9504 Diggs Gap Rd,TN 37754 US
1140althealra THIS OFFER IS VALID UNTIL: EFFECTIVE DATE: q-1-1-;,,
Solutions, CONTRACT NUMBER: TERM IN MONTHS: 12
SALES PERSON: 20-Brian Buterkett REASON CODE: NBG-New Business Greenfield
Customer: Orange County Health Dept. Billing Name: SAME
Chapell Hill
Service Address: 2501 Homestead Rd Billing Address 300 W Tryon St
City: Chapel Hill State: NC Zip: 27516 City: Hillsborough state: NC Zip: 27278
Phone No.: 919-245-2473 Fax: Phone No.: 919-245-2415 Fax:
Contact: Denise Shaver Contact: Cathy Ferniany
Email dshaver0orangggggfljync.goV Email cferniany0orangecountyaQ.ggy
County: In City Limits? County: In City Limits?
Quantity Container Size Waste Type Rate(lb ea) Frequency SUN MON TUE WED THUR FRI SAT
N 2 30 RMW Sharps 32.50 ea 1 Every 4 Wks LLL
C 0
76 0
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0
76
CL
W 0 CU
0 Quantity Container Size Waste Type Rate lb I ea Frequency 0 2 SUN MON TUE WED THUR FRI SATI
2 :2'
.2
L
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10 .
Special InstnUctions,
Preferred Delivery Date:ASAP Quantity:_ Preferred First PIU
Hours of Operation: Map Coordinates:
Special Notes:
Dollar Amount Svc Codes Service Description
>' Date of Increasel I Rate Restrictioni I Base Rate Base Monthly Rate(non-OSHAIBBP)
J -
Z
0 P.O.Number Bill to Acct#F- Stop Charge Mod Waste Service Call
LU
Sales Force# Parent Number $ 32.50 Additional Container lAdditional Container Charge
----
F- Tax Code SIC Code $ 50.00 Additional Stop
TAdditional Stop Charge
z
U.1 Minimum Fee IN Price Group Minimum RM Fee(per stop)
2 F7 i
LU
OSHA BBP Service *First outline Rate Desoription Delivery Fee Delivery Fee
Z Service Codel Overweight Per Lb 1Overweight Per Lb
W OSHA/BBP Monthly Rate A fuel surcharge and environmental cost recovery charge,calculated as a percentage of
the Charge(s), will be included on your invoice. Information about the Fuel/
U) *Rate Environmental Charge can be found on our website at www.wm.com/fec under billing
< Description Rate is in addition to per container billing inquiry.State and local taxes,if applicable,will also be added to the Charges.
THIS IS A LEGALLY BINDING CONTRACT,EACH UNDERSIGNED INUVOUAL ACKNOWLEDGES THAT HE/SHE HAS READ AND UNDERSTANDS THE TERMS AND CONDITIONS OF INS AGREEMENT SET FORTH ABOVE AND ATTACHED MHC14 ARE INCORPORATED
HEREIN)AND THAT HE/SHE HAS THE AUTHORITY TO SIGN.ALL DELIVERY AND PICK UP DATES ARE SUBJECT To CHANGE DEPENDING ON ROUTE SERVICE IN THE PARTICULAR SERVICEA"KET AREA.
CUSTOMER: WM HEALTHCARE SOLUTIONS INC.:
AUTHORIZED SIGNATURE Ir AUTHORIZED SIGNATURE
Brian 2 r ett e./G '�✓'1 -.
NAME,TITLE(PRINT OR TYPE) NAME,TITLE(PRINT OR TYPE)
DATE DATE yy
(Please date and initial if more than one location) PAGE J OF (0
DATE INITIAL
WM Healthcare Solutions Inc.• www.healthcare.wm.com•1001 Fannin Suite 4000•Houston,TX 77002• 866-931-6321
Collection template(1111511)
CUSTOMER SERVICE AGREEMENT
LIBRARY 228E**HEALTHCARE
WASTV MANAGEMENT WMHS Knoxville * 9504 Diggs Gap Rd,TN 37754 US
H1B althcatilre THIS OFFER IS VALID UNTIL: EFFECTIVE DATE: -/—/—/3
oksitions- CONTRACT NUMBER: TERM IN MONTHS: 12
SALES PERSON: 20-Brian Buerkett REASON CODE: NBG-New Business Greenfield
Customer: Orange County Health Dept. Billing Name: SAME
Hillsborough
Service Address: 300 W Tryon St Billing Address SAME
City: Hillsborough State: NC Zip: 27278 City: State: Zip:
Phone No.: 919-245-2433 Fax: Phone No.: 919-245-2415 Fax:
Contact: Marietta Fort Contact: Cathy Ferniany
Email mforl:Oorangecountvnc.aov Email cfernianv@oranaecountvnc.aov
County: In City Limits? County: In City Limits?
N
Quantity Container Size Waste Type Rate(lb/ea) Frequency o SUN MON TUE WED THUR FRI SA
2 30 RMW/Sharps 32.50 ea i Every 4 Wks
E ° _
W C y
aCo
O
Quantity Container size Waste Type Rate(lb/ea)/ea) Frequency 2 SUN MON TUE WED THUR FRI SA
O
L C O
0
0
Sftecial Instructions
Preferred Delivery Date:ASAP Quantity: Preferred First P/U
Hours of Operation: Map Coordinates:
Special Notes:
Dollar Amount Svc Codes Service Description
JDate of Increase Rate Restriction Base Rate Base Monthly Rate(non-OSHA/BBP)
Z
P.O.Number Bill to Acct# Stop Charge Med Waste Service Call
W
Sales Force# Parent Number $ 32.50 FAdditional Container Additional Container Charge
Z Tax Code SIC Code $ 50.00 Additional Stop Additional Stop Charge
W Price Grouo Minimum Fee Minimum RMW Fee(per stop)
W Delivery Fee Delivery Fee
� OSHA/BBP Service *First outline Rate Description
Z Service Code Overweight Per Lb Overweight Per Lb
WOSHA/BBP Monthly Rate A fuel surcharge and environmental cost recovery charge,calculated as a percentage of
H the Charge(s), will be included on your invoice. Information about the Fuel/
W *Rate Environmental Charge can be found on our website at www.wm.com/fec under billing Description
Q FRat in addition to per container billing inquiry.State and local taxes,if applicable,will also be added to the Charges.
THIS IS A LEGALLY BINDING CONTRACT.EACH UNDERSIGNED INDIVIDUAL ACKNOWLEDGES THAT HEISHE HAS READ AND UNDERSTANDS THE TERMS AND CONDITIONS OF THIS AGREEMENT SET FORTH ABOVE AND ATTACHED(WHICH ARE INCORPORATED
HEREIN)AND THAT HE/SHE HAS THE AUTHORITY TO SIGN ALL DELIVERY AND PICK UP DATES ARE SUBJECT TO CHANGE DEPENDING ON ROUTE SERVICE IN THE PARTICULAR SERVICERMRKET AREA
CUSTOMER: WM HEALTHCARE SOLUTIONS INC.:
q
AUTHORIZED SIGNATURE hQr" AUTHORIZED SIGNATURE
J Brian Buerkett
NAME,TITLE(PRINT OR TYPE) Y9/ NAME,TITLE(PRINT OR TYPE)
DATE DATE
(Please date and initial if more than one location) PAGE 7 OF 10
DATE INITIAL
WM Healthcare Solutions Inc.• www.healthcare.wm.com•1001 Fannin Suite 4000•Houston,TX 77002• 866-931-6321
Co.lection template(111/15,11)
Customer Service Agreement Additional Terms and Conditions
1.REGULATED MEDICAL WASTE SERVICES.WM Healthcare Solutions, Inc. (the "Company"), itself or through its affiliates or subcontractors,will provide Customer with collection,
management,transportation,disposal,and treatment of all regulated medical waste(or"Regulated Medical Waste"or"Waste Material"),and not including Nonconforming Waste as defined
herein,generated by Customer at the Customer's sites more accurately described on Exhibit A,during the term of this Agreement(the"Services").For the purpose of this Agreement"Regulated
Medical Waste"includes but is not limited to sharps,gauze,bandages,containers,tubing,blood,blood products,trace chemotherapy waste,tissue,specimens generated in the course of
diagnosis and medical treatment or medical waste as defined by your State medical waste regulations or the OSHA Bloodbome Pathogen Standard.Customer shall,at the time of tender,
provide to Company accurate and complete documents,shipping papers or manifests as required for the lawful transfer of Regulated Medical Waste under all applicable federal,state or local
laws or regulations."Nonconforming Waste"means:(1.)any waste or other material not falling within the definition of Regulated Medical Waste including complete human remains or abortion
products;(2.)radioactive waste;(3.)any chemical waste and any listed or characteristic hazardous waste;(4.)containers that are damaged,leaking or could cause harm or exposure to
employees,general public or others;(5.)waste that has been incorrectly identified,labeled and/or segregated;(6.)any waste or device containing mercury including amalgam,vacuum pumps
and other medical devices(7.)pharmaceutical waste(except what is accepted in writing by the Company under the Company's pharmaceutical disposal program);(8.)boxes that exceed
approved Company and DOT standards(9.)any other waste that cannot be Serviced by the Company in accordance with state and federal regulations,laws and/or guidelines.Customer is liable
for all damages and losses resulting from any Nonconforming Waste due to packing or the contents being Serviced by the Company.
2.TERMS OF AGREEMENT.The Initial Term of this Agreement shall be equal to the"Terms in months"noted on the face of this Agreement,commencing on the Effective Date.
3.INSPECTION;REJECTION OF WASTE.Title to and liability for Nonconforming Waste shall remain with Customer at all times.Company shall have the right to inspect,analyze or test any
waste delivered by Customer.If Customers Waste Material is Nonconforming Waste,Company can,at its option,reject Nonconforming Waste and return it to Customer or require Customer to
remove and dispose of the Nonconforming Waste at Customers sole expense.Customer shall indemnify,hold harmless(in accordance with Section 6)and pay or reimburse Company for any and
all costs,damages and/or fines incurred as a result of or relating to Customers tender or delivery of Nonconforming Waste or other failure to comply or conform to this Agreement,including costs
of inspection,testing and analysis.
4.COMPANY WARRANTIES.Company hereby represents and warrants that:(a)Company will manage the Waste Material in a safe and workmanlike manner in full compliance with all valid
and applicable federal,state and local laws,ordinances,orders,rules and regulations;and(b)it will use disposal facilities that have been issued permits,licenses,certificates or approvals
required by valid and applicable laws,ordinances and regulations necessary to allow the facility to accept,treat and/or dispose of Waste Material.Except as provided herein,Company makes no
other warranties and hereby disclaims any other warranty,whether implied or statutory.
5.CHARGES AND PAYMENTS.Customer shall pay the rates set forth on the face of the Agreement or a Confirmation Letter,which may be modified as provided in this Agreement.The rates
may be adjusted by Company to account for:any increase in disposal or fuel costs;any change in the composition of the Waste Material;increases or changes in the scope of work,as
requested by Customer;increased costs due to uncontrollable circumstances,including,without limitation,changes in local,state or federal laws or regulations,imposition of taxes,fees or
surcharges and acts of God such as floods,fires,etc.Company may also increase the charges to reflect increases in the Consumer Price Index for the municipal or regional area in which the
Services are rendered.Increases in charges for reasons other than as provided above require the consent of Customer which may be evidenced verbally,in writing or by the actions and
practices of the parties.All rate adjustments as provided above and in Section 5 shall take effect upon notification from Company to Customer.Customer shall pay the rates in full within 30 days
of receipt of each invoice from Company.Customer shall pay a late fee on all past due amounts accruing from the date of the invoice at a rate of eighteen percent(18%)per annum or,the
maximum rate allowed by law.In the event Company adjusts the Charges as provided in this Section 5,the parties agree that this Agreement as so adjusted will continue in full force and effect.
6.INDEMNIFICATION.The Company agrees to indemnify,defend and save Customer harmless from and against any and all liability(including reasonable attorneys fees)which Customer may
be responsible for or pay out as a result of bodily injuries(including death),property damage,or any violation or alleged violation of law,to the extent caused by Company's breach of this
Agreement or by any negligent act,negligent omission or willful misconduct of the Company or its employees,which occurs(1)during the collection or transportation of Customers Waste
Material by Company,or(2)as a result of the disposal of Customers Waste Material,after the date of this Agreement,in a facility owned by a subsidiary or affiliate of Waste Management,Inc.,
provided that the Company's indemnification obligations will not apply to occurrences involving Nonconforming Waste.
Customer agrees to indemnify,defend and save the Company harmless to the extent provided by North Carolina Law from and against any and all liability(including reasonable attorneys fees)
which the Company may be responsible for or pay out as a result of bodily injuries(including death),property damage,or any violation or alleged violation of law to the extent caused by
Nonconforming Waste,Customers breach of this Agreement or by any negligent act,negligent omission or willful misconduct of the Customer or its employees,agents or contractors in the
performance of this Agreement or Customers use,operation or possession of any equipment furnished by the Company.Neither party shall be liable to the other for consequential,incidental or
punitive damages arising out of the performance of this Agreement.Customer agrees that the Company shall not be responsible to Customer for damage to Customers pavement,curbing or
other driving surfaces resulting from the weight of vehicles providing Services at the Customers location.
7.UNCONTROLLABLE CIRCUMSTANCES.Except for the obligation to make payments hereunder,neither party shall be in default for its failure to perform or delay in performance caused by
events beyond its reasonable control,including,but not limited to,strikes,riots,imposition of laws or governmental orders,fires,acts of God,terrorist acts,and inability to obtain equipment,
permit changes and regulations,restrictions(including land use)therein,and the affected party shall be excused from performance during the occurrence of such events.
8.ASSIGNMENT.This Agreement shall be binding on and shall inure to the benefit of the parties and their respective successors and assigns.
9.ENTIRE AGREEMENT.This Agreement represents the entire understanding and agreement between the parties and supersedes any and all prior agreements for the same Services,whether
written or oral,between the parties regarding the same. Unless otherwise provided herein,any modifications to this Agreement must be agreed to by both parties in writing.
10.TERMINATION;LIQUIDATED DAMAGES.Company may immediately terminate this Agreement,(a)in the event of Customers breach of any term or provision of this Agreement,including
failure to pay on a timely basis or(b)if Customer becomes insolvent,the subject of an order for relief in bankruptcy,receivership,reorganization dissolution,or similar law,or makes an
assignment for the benefit of its creditors or if Company deems Customer insecure as to payment collectively,("Default").Notice of termination shall be in writing and deemed given when
delivered in person or by certified mail,postage prepaid,return receipt requested.In the event Customer terminates this Agreement prior to the expiration of any Initial or Renewal Term for any
reason other than as provided herein,or in the event Company terminates this Agreement for Customers Default,liquidated damages in addition to the Company's legal fees shall be paid and
calculated as follows:1)if the remaining Initial Term under this Agreement is six or more months,Customer shall pay its most recent monthly charges multiplied by six;2)if the remaining Initial
Term under this Agreement is less than six months,Customer shall pay its most recent monthly charges multiplied by the number of months remaining in the Term;3)if the remaining Renewal
Term under this Agreement is three or more months,Customer shall pay its most recent monthly charges multiplied by three;or 4)if the remaining Renewal Term under this Agreement is less
than three months,Customer shall pay its most recent monthly charges multiplied by the number of months remaining in the Renewal Term.Customer acknowledges that the actual damage to
Company in the event of termination is difficult to fix or prove,and the foregoing liquidated damages amount is reasonable and commensurate with the anticipated loss to Company resulting from
such termination and is an agreed upon fee and is not imposed as a penalty.Collection of liquidated damages by Company shall be in addition to any rights or remedies available to Company
under this Agreement or at common law. Notwithstanding anything stated in the Agreement to contrary,Customer shall not have to pay liquidated damages if this Agreement is terminated in
accordance with Section 11.
11.NON-APPROPRIATION.Company acknowledges that Customer is a governmental entity,and the validity of this Agreement is based upon the availability of public funding under the
authority of its statutory mandate.
a. In the event that public funds are unavailable and not appropriated for the performance of Customers obligations under this Agreement,then this Agreement shall automatically expire
without penalty to Customer immediately upon written notice to Company of the unavailability and non-appropriation of public funds.It is expressly agreed that Customer shall not activate this
non-appropriation provision for its convenience or to circumvent the requirements of this Agreement,but only as an emergency fiscal measure during a substantial fiscal crisis.
b. In the event of a change in the Customers statutory authority, mandate and/or mandated functions,by state and/or federal legislative or regulatory action,which adversely affects
Customers authority to continue its obligations under this Agreement,then this Agreement shall automatically terminate without penalty to Customer upon written notice to Company of such
limitation or change in Customer's legal authority.
Upon the happening either occurrence in Section 11(a)or 11(b),Customer shall show actual proof of either occurrence and pay to Company any amounts accrued for any Services provided
before the receipt of such notice.
12.MISCELLANEOUS.(a)The prevailing party will be entitled to recover reasonable fees and court costs,including attorneys'fees,in interpreting or enforcing this Agreement.In the event
Customer fails to pay Company all amounts due hereunder,Company will be entitled to collect all reasonable collection costs or expenses,including reasonable attorneys fees,court costs or
handling fees for returned checks from Customer;(b)The validity,interpretation and performance of this Agreement shall be construed in accordance with the law of the state in which the
Services are performed;(c)If any provision of this Agreement is declared invalid or unenforceable,then such provision shall be deemed severable from and shall not affect the remainder of this
Agreement,which shall remain in full force and effect;(d)Customers payment obligation for Services and the indemnification made by each party shall survive termination of this Agreement;(e)
All written notification to Company required by this Agreement shall be by Certified Mail,Return Receipt Requested.(f)Any blanks or unfilled or unmarked boxes or spaces on this first page shall
be deemed to be inapplicable and not affect the validity of this Agreement..
13.PAVEMENT DAMAGE/EQUIPMENT. Company shall not be responsible for damage to Customers pavement or other driving surface due to the weight of the Company's vehicles. Any
equipment supplied will remain Company's property. Customer will be responsible for any loss or damage resulting from Customers use,possession or handling of the equipment,except for
normal wear and tear. Customer will use the equipment only for its intended purpose and will not overload by weight or volume,move or alter the equipment and will take reasonable precautions
to prevent others from doing the same. On collection day,Customer will provide unobstructed access to the equipment,and if the equipment is inaccessible or overloaded,Customer's Services
will be subject to an additional charge.
14. ADDITIONAL SUPPLIES. Customer at its sole discretion may order additional supplies at the price listed on the face of the Agreement;provided that Company may update the face of the
Agreement with prior notice to Customer. CUSTOMER ACKNOWLEDGES THAT COMPANY IS NOT THE MANUFACTURER OF SUCH PRODUCTS AND IS NOT MAKING ANY EXPRESS
OR IMPLIED WARRANTIES AS TO THE MERCHANTABILIITY AND FITNESS FOR A PARTICULAR PURPOSE AND IS NOT LIABLE FOR THE PERFORMANCE OF THE PRODUCTS.
This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act.
?CL�
Exhibit A
Customer Locations
This is an Exhibit to the Customer Service Agreement("AGREEMENT"')originally dated 2013 between WM
Healthcare Solutions,Inc.,a Delaware corporation("WMHS")and("CUSTOMER").
This Exhibit lists the locations of the Customer where Services(as defined in the Agreement)will be provided by WMHS.Such
list of locations may be amended from time to time by the parties in a mutually agreed upon written instrument.
List of Customer Locations:
4
2501 Homestead Rd dshaver @orange
Chapel Hill Chapel Hill NC 27516 Denise Shaver 919-245-2473
countync.gov
300 W Tryon St mfort @orangeco
Hillsborough Hillsborough NC Marietta Fort 919-245-2433 untync.gov
27278
CCS� s 7� Co
SIGNATURE PAGE
IN WITNESS WHEREOF, the Parties, by and throu h th 'r authorized agents, have hereunder
set their hands and seal, effective this the "day of 2013.
ORANGE Y: WH HEALTHCARE SOLUTION,IN
/-<-,*44
By; — — By:
Fran . Clift ty Manager ACN AA-. t,, Cif/GErr
Printed Name and Title
This instrument has been approved as to technical content.
,�W� y
Colleen M.Bridger,Health D' ctor
This instrument has been pre-audited in the manner required by the Local Government Budget
and Fiscal Control Act.
ya'it-G✓ .1/. AV,-,
Clarence G. Grier, Finance Director
This h strument 4ws been approved as to form and legal sufficiency.
Anne e Moore,6ffice of aunty Attorney