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HomeMy WebLinkAbout2016-643-E Emergency Svc - Physio-Control - Services Contract oonuaign Envelope ID:4a000000-7zoD-4EAz-84za-04oeoo114Aoz 00 Physiio~Contmm,Une '1111 11811 Willows Road NE P.O. Box 97006 ��101080, Redmond,VVA 98073-9706 U.S.A. www.physio-cmntrol.com te|8O0.442J142 fax 800.732.0956 To Kim Woodward Quote Number 00035564 ORANGE CiTY EMERGENCY MEDICAL Revision# 1 SERVICES,51(1 MEADOWLAND DR Created Date 4/11/2016 HULLSB��DUGH. NC27278 (919)245-6100 Sales Consultant LaneRushing kwoodward@co.orange.nc.us 918-349-4078 FOB Redmond,WA Terms All quotes subject to credit approval and the fo||uwimgtermsendcondiUone NET Terms NET 30 Renewal for PB1@TO47 Coverage Period: 7/1/16-6x30/17 Payable in Annual Installments Fax 000-772-3340 Territory CodorEAAA8O 15% DUSCOUNTONALLELECTR3DE8 15% DUSCOUNTONACCESSQRUES End User#:00300503 Bill To#:D03VV5O2 P3orPO Waiver required with this Service Plan Expiration Date e/30/2017 ��|������|���� n/ mm| / / n/ 111i111/1 50999-000118 zono2: p6 to50M;n,(*1m81xm) 1.00 79.00 0.00 70.00 79.00 L|FEPAK10 Service'1YEAR� LP15-OSCOMP'1 18.00 1.880.00 0.00 1.080.00 30.240.00 On-site Comprehensive Coverage. Subtotal USD3O.319.8O Estimated Tax 0SD2'425.52 Estimated Shipping&Handling USDO.00 Grand Total U@o3o.r44.Dz PrVcVng Summary Totalls List Price Total USD 30,319.00 Total Contract Discounts Amount USDQ.00 Total Discount USoU.00 Trade In Discounts uSoU.00 Quote Number:00035564 oonuaign Envelope ID:4a000000-7zoD-4EAz-84za-04oeoo114Aoz Tax+S&H mSo2,42m.5a GRAND'TOTAL FOR THIS QUOTE UBD32.744.52 r—oocuSw=mby. �+ . �~^ *'�°. �/,��� ``m��m pxvs/o-CONTROL, /mc�REQUIRES xvnn//cmwsn/F/cAunomoF »^�Y THIS ORDER. A PURCHASE OR[)ER IS REQURED ON ALL CUS6111JVAL(AUTHORIZED SIGNATURE) ORDERS S5,000 OR GREATER BEFORE APPLICABLE FREIGHT aonnie Hammersley AND TAXES. THE UNDERSIGNED IS AUTHORIZED TO ACCEPT THIS ORDER IN ACCORDANCE WITH THE TERMS AND PRICES NAME DENOTED HEREIN. county Manager TITLE 11/10/2016 DATE Reference Number FIE/00300503/95048 General'T for all Products.Services and sm Physio-Controt ti Physic,'" accept Eggert order expressg conditioned on Buyers assent a the terms set brill in this document.Buyer's order and acceptance of any portion of the goods,services or subscriptions sh xi confirm Buyer's acceptance of these terms. Unless specified o erwise herein,.nese terms constitute the°Davie:le a gr e e rti ient between tie parties.Amendments to this document shall be writing and no prior or subsequent acceptance by Seiler of any purchase order, acknowledgment or other document from Buyer s pecifying dfferent a n or additional terms shall be(effective u II es s s igned by both parties. PricMg. Prices do not include freight insurance,.freight forwarding fees,taxes,duties.,import or export permit fees,or arty other similar charge of any kind applicable to tie goods and services. Sates or use taxes.on domestr(USA)deiveri es'will be invoiced:in addition to the price of the goods and sentrices unless Physio receives a copy of a valid exemption certificate prior to delivery. Discounts may not be combined with other s pecia ter ms,discounts,an dior promotions. Payment. Payment ter goods and seivices shall be subject to approval of credit by PirTyso.Unless oth elves e specified by Physic)M writrig the ierrtire payment of an invoice ts due thirty (30)days after the invoice date for deliverte.s M the USA„ and sight draft or acceptable(confirmed) et/ocelot e eider of credit is required fo r s aie.s outs ide th e USA.. Minimum Order Quantity. Physio r es env es the ri get to charge a service fee for a.ny order I ess than S200.00. Patent Inderresity„ Rigs io shalt indemnify Buyer and hold it harmless from and against at demands,claims,dam:ages,tosses,and expenses, arising out of or resulting, from any action by a third party against Buyer that is based on any claim that the servici infringe a United .States patent, copykight, or trademark, or violate a trade secret or any other propri ebb, right of any person or entity. ,ptitystott, 'indemnification obligations hereunder'ten be subect to 01.receiving prompt written notice of the existence of any claim; (in being able to, at its option,control the defense and settlement of such claim(provided that,without obtaining the prior written consent of Buyer, Physio witt enter into no settlement involving the admission of wrongdoing); and (in receiving full cooperation of Eby er in the def ens e f any claim, Limitation of Interest. Through the purchase of Physic product,services,or subscriptions,Buyer does not acquire any interint army tooling,drawings,design information, computer programming,patents or copxyrighted or confidential information related to said products or services, and Buyer expressty agrees not to reverse engineer or decomple such products or related software and mel*ym, pmysio will not he Ii.sHe fbr any lose or dam.age of any kind due to its failure to perform or delays in its pe.rhrmance resulting tom an event b d it reasonable controt,including but not/im/temto acts of Gmm labor dis ut the ui ents of any governmentat authority,war civd unrest., terrorist apt delays in manufacture,obtaining any required ticense or permit, and P'hys rata fig to obtain goods from its usual sources.. Limited Warranty, Physic,warrants its products and services in accordance with the terms of the iimited warranties located at htfriblerww,ritivs no-control,corelDocurn ell tS Th e remedi es p rasa:led und er such warranties sh a ti be Buy ens sole and exclusiv e remedies, Physio makes no other warranties., express or implied, including, without limitation, NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PAR'TICULAR PURPOSE,AND IN NO EVENT SHALL PHYSIO BE LIABLE FOR INCIDENTAL CONSEQUENTIAL,SPECIAL OR OTHER DAMAGES. Compliance with Confidentiality Laws. Both part es acknowtedge their respectve obligations to maintain the security and confidentiality of nig'dually identifiable health information and agree to comply with applicable fed erat and state heath information confidentiality laws.. Compliance with Law,'The parties agree to comply with any and at I taws,rultm,„ regulations.licensing requirements or standards that are now or hereafter promulgated any' neat,state, and federal govemmentai authority/agency or accreditingradministrative body that g°germs or appli es to their respective duties and obligations hereunder, Regulatory Requirement for Access to Intommation„ 'the event 42 USX.; 139Erk al) is applicable, Physio shah make available to the Secretary of the United States Department of Health and Human Services, the Comptroller General of the United States General Accounting Office,or any of their duly authorized representatini a copy of these terms, such books,documents and rec ords as are necessary to certify th e nature and extent of the costs of th e product an d s ery ice's provided by Physio. No Debarment,Physic),represent and warrants that tt arid Rs directors,officers, and employees 0)are not excluded,debarred,or otherwise ineligible to participate in v Feder,: health care programs as defined in 42 USG §i 320ve7biti; (4) have not been °convicted of a criminal offense related to the provision of healnicere items or services; and tiii) are not under investigation which may result in Physio being excluded from participation in s uch programs. Choice of Law. The rights and obligations of Physio and Buyer related to the purchase and sale of products and services described in this document shall be governed by the Dews of the state where Buyer is located;Al costs and expenses incurred by the prevailing party related to enforcement of its rights under this document, including reasonable atom eytt fees, shalt be reimbursed by the other patty. Certifications. By executing this Agreement Physio affirms that Physio is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Provider certifies that Physio has not been identified,and has not utilized the services of any agent or subcontractor, on the list created by the State Treasurer pursuant to G.S.147-86.58. Signatures. This Agreement together with any amendments or modifications may»"executed electronically. All electronic signatures affixed hereto evidence the intent *the Parties*comply with Article,,^and Article^mm North Carolina General Statute Chapter vv. Quote Number:00035564 DocuSign Envelope ID:4B9608DD-72DD-4EA2-8423-04DB66114A62 Additional Terms fog r Purchase and Sate of Service Pilaw s. In addition to the General'Terms above,the following terms apply to al II Physio Ber"vii-ce Plans,. Service Nuns. Physio shall provide services according to the applicable Service Plan purchased by Buyer and described at httt.IMANww^.F)la'yrio-cont:rol..com/ServicePff.Dorams asps(for the length of the sua LS cripton purchased and for the devices,specified as covered by the Service Plan 'Covered Equipment"). Pricing. If the number or confrrquuratton of Covered Equipment changes during the Service Pll an suubscnpfon, pricing shall be pro- rated 'ac'cord Nnugllyy. For Preventative Maintenance, Ili spec/ion Only Comprehensive,. and Repair&Inspect Service Plans, BUN'er is responsible to pay for preventative maintenance and inspections that have been performed since the last anniversary of the subscription start date ands h service;shall not be pro-rated. Device (inspection Before Acceptance. All devices that are not covered under phyS.µcy ;.Limited Warranty or a current Service Plan must be inspected and repairred Of necessary)to meet speciifilc.attons at then-current Iuat prices, prior to beianp covered under'a Service Plan. Unavautatailirt:'y of Covered Equipment If Covered Equipment is not made available at a scheduled service visit, Buyer is responsible to reschedule with the Physio Sera re Technician or'ship-in the Equipment to a Physio service depot. Physio reserves the right to charge Buyer a surcharge for a return visit. Surcharges sail, be based on then-current Physio list price of desired services, less 10SS for labor and "IB'IS for parts, plus applicalde travel costs The return visit surcharge vald be in addition to the subsc'r iptton price of the Heevic"e Plan_ To avoid'the surcharge,Buy elr may ship de.+-r ice:to a Physic.service depot. Buyer shall be res p o nsdbdl e for r ound-ta p fr eight fo r s hip-wan service. Unscheduled or Uncovered Services. If Buyer requests services to be performed on Covered Equipment vstl id'n are not covered by a Sec ice Haan,or are outside of designated Services frequency or hours, P-iyvsio.Corntrol will charge Elam,Cr for such services at 10%off Physuo-C'ontr'ols standard rates(including overtime if appropriate)and applicable travel charges.Repair parts required for such repairs'vii 0 d be made availaOPeat 16%offthe then current list price. Loaners. df Covered Equipment must be removed from service to complete repairs,Physio sAll provide Buyer smith a loaner cdearnce, if one is available..Buyer assumes complete r+. 'ponsita rage for the loaner and shall return the loaner to Phy'spo in the same condition as received,normal waa ear a,ndfear exempted,upon the earlier oft'he return ofther'emovecl C'overe'd Equipment or',PJ'yyyhg',S request. Cancellation. Buyer may cancel a Service Plan upon sixty 160 days' written notice to Physic,. Iln the event of such cancellation. Buyer shall be responsible for the portion of the designated price'vmhich corresponds to the portion of the Service Plan subscription prior to the effective date of termination and the last-price cost of any preventative maintenance, inspections,or repairs rendered after the last anniversary date of the subscription start date. No Solicitation. (During the[cr ice Pan subscription and for one l;1 g year following its eexpiraffon Buyer agrees to not to actively and intentionally solicit anyone who is employed by Phyrsiato provide services such as those described in the Service Plan. Acc [19c14tyvioINControl,Inc. Custom LPy�s800a��16 By. A93778©7E4-31.. By v^—ub3tus4b(bbh4rr... Title: Contract Analyst Print: Bonnie Hammersley Date: 11/4/2016 Title: County Manager Date:11/10/2016 Quote Number:00035564