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Home My WebLink About23787LOUNTY OF FRESNv PROCUREMENT AGREEMENT Agreement Number 230 114H February 7,2003 Abbott Diagnostics 100 Abbott Park Road D943/AP6C -3rdFloor Abbott Park,IL 60064 The County of Fresno (County)hereby contracts with Abbott Diagnostics (Contractor)to purchaseReagents&Suppliesin accordancewithAttachment"A",attachedandby this reference made a part hereof. t '~ TERM:This Agreement will be for one (1)year effective Fe ruary 7,2003 thi'etl9tE , , February 6,2004.-:;; RENEWAL:Agreement shall automatically renew for an additional one (1)ye~f:pel'l=Od except when written notice is delivered by either party to the other expressing intent'l'!ot to renew.Such notice must be delivered a minimum of sixty (60)days prior to the next expiration date of this Agreement.The maximum number of automatic one (1~year;.,',. renewal periods under this Agreement is two (2).-J MINIMUM ORDERS:Unless stated otherwise there shall be no minimum order quantity.The County reserves the right to increase or decrease orders or quantities. ORDERS:Orders will be placed on an as-needed basis by various County departments under this contract. ADDITIONAL ITEMS:The County reserves the right to negotiate additional items to this Agreement as deemed necessary.Such additions shall be made in writing and signed by both parties. DELIVERY:The F.O.B.Point shall be the destination within the County of Fresno.All orders shall be delivered complete as specified.All orders placed before Agreement expiration shall be honored under the terms and conditions of this Agreement. DEFAULT:In case of default by Contractor,the County may procure the articles from another source and may recover the loss occasioned thereby from any unpaid balance due the Contractor or by any other legal means available to the County.The prices paid by County shall be considered the prevailing market price at the time such purchase is made.Inspection of deliveries or offers for delivery,which do not meet specifications, will be at the expense of Contractor. INVOICING:An itemized invoice in duplicate shall be mailed to requesting County department in accordance with invoicing instructions included in each order referencing G:\CONTRACTS&EXTRACTS\H\230114H ABBOTT DIAGNOSTICS.DOC PROCUREMENTAGRl_.JlENTNUMBER:230114H Abbott Diagnostics February 7,2003 Page 2 this Agreement.The Agreement number must appear on all shipping documents and invoices.Invoice terms shall be Net 45 Days. TERMINATION:The County reserves the right to terminate this Agreement upon thirty (30)days written notice to the Contractor.In the event of such termination,the Contractor shall be paid for satisfactory services or supplies provided to the date of termination. LAWS AND REGULATIONS:The Contractor shall comply with all laws,rules and regulations whether they be Federal,State or municipal,which may be applicable to Contractor's business,equipment and personnel engaged in service covered by this Agreement. AUDITS:Contractor shall,as required by law,ordinance,code or decree permit the County to audit and inspect all such records and data pertaining to this Agreement and at all reasonable times be open to inspection by authorized representatives of the County. LIABILITY:The Contractor agrees to: '"'-, Pay all claims for damage to property in any manner arising from Contractor's.,;""§ operations under this Agreement.~:::. Indemnify,save and hold harmless,and at County's request defend the County,its:: officers,agents and employees from any and all claims for damage or other Ir8!>ility:- including costs,expenses,causes of action,claims or judgments resulting out"of orin any way connected with Contractor's performance or failure to perform by Cop~tactor, its agents,officers or employees under this Agreement.'",,---J INSURANCE: Without limiting the County's right to obtain indemnification from Contractor or any third parties,Contractor,at its sole expense,shall maintain in full force and effect the following insurance policies throughout the term of this Agreement: Withput limiting the County's right to obtain indemnification from Contractor or any third parties,Contractor,at its sole expense,shall maintain in full force and effect the following insurance policies or a program of self-insurance,including but not limited to, an insurance pooling arrangement or Joint Powers Agreement (JPA)throughout the term of this Agreement: A.Commercial General Liabilitv Commercial General Liability Insurance with limits of not less than One Million Dollars ($1,000,000.00)per occurrence and an annual aggregate of Two Million Dollars ($2,000,000.00).This policy shall be issued on a per occurrence basis. County may require specific coverage including completed operations,product liability,contractualliability,Explosion-Collapse-Underground,fire legal liabilityor G:\aNTRACTS &EXTR.bCTS\H\230114H ABBOTT DIftG.OSTICS.OOC ---------_n ---------- PROCUREMENT AGRE:&;..~ENT NUMBER:230114H Abbott Diagnostics February 7,2003 Page 3 any other liability insurance deemed necessary because of the nature of the contract. B.Automobile Liabilitv Comprehensive Automobile Liability Insurance with limits for bodily injury of not less than Two Hundred Fifty Thousand Dollars ($250,000.00)per person,Five Hundred Thousand Dollars ($500,000.00)per accident and for property damages of not less than Fifty Thousand Dollars ($50,000.00),or such coverage with a combined single limit of Five Hundred Thousand Dollars ($500,000.00).Coverage should include owned and non-owned vehicles used in connection with this Agreement. C.Professional Liabilitv If Contractor employs licensed professional staff,(e.g.,Ph.D.,R.N.,L.C.S.W., M.F.C.C.)in providing services,Professional Liability Insurance with limits of not less than One Million Dollars ($1,000,000.00)per occurrence,Three Million Dollars ($3,000,000.00)annual aggregate.,~ D.Worker's Compensation "'--'23 :'o~-." f.p, A policy of Worker's Compensation insurance as may be required by the ejliforrna Labor Code.~- ',=-' Contractor shall obtain endorsements to the Commercial General Liability insurance: naming the County of Fresno,its officers,agents,and employees,individuall¥~:nd --= collectively,as additional insured,but only insofar as the operations under this "~ Agreement are concerned.Such coverage for additional insured shall apply as primary insurance and any other insurance,or self-insurance,maintained by County,its officers,agents and employees shall be excess only and not contributing with insurance provided under Contractor's policies herein.This insurance shall not be cancelled or changed without a minimum of thirty (30)days advance written notice given to County. Within Thirty (30)days from the date Contractor executes this Agreement,Contractor shall provide certificates of insurance and endorsement as stated above for all of the foregoing policies,as required herein,to the County of Fresno, [Enter contract administrator's name],stating that such insurance coverage have been obtained and are in full force;that the County of Fresno,its officers,agents and employees will not be responsible for any premiums on the policies;that such Commercial General Liability insurance names the County of Fresno,its officers, agents and employees,individually and collectively,as additional insured,but only insofar as the operations under this Agreement are concerned;that such coverage for additional insured shall apply as primary insurance and any other insurance,or self- insurance,maintained by County,its officers,agents and employees,shall be excess only and not contributing with insurance provided under Contractor's policies herein; and that this insurance shall not be cancelled or changed without a minimum of thirty (30)day~advance,written notice given to County. G:\aM'RACTS &EXTRACTS\H\230U4H ABBOTT DIPG()51'ICS.DOC PROCUREMENT AGREEMENT NUMBER:230114H Abbott Diagnostics February 7,2003 Page 4 In the event Contractor fails to keep in effect at all times insurance coverage as herein provided,the County may,in addition to other remedies it may have,suspend or terminate this Agreement upon the occurrence of such event. All policies shall be with admitted insurers licensed to do business in the State of California.Insurance purchased shall be purchased from companies possessing a current A.M.Best,Inc.rating of B+FSC VII or better. COMING ON COUNTY PROPERTY TO DO WORK Contractor agrees to provide maintain and furnish proof of Comprehensive General LiabilityInsurancewith limitsof notlessthan$500,000per occurrence. INDEPENDENT CONTRACTOR:In performance of the work,duties and obligations assumed by Contractor under this Agreement,it is mutually understood and agreed that Contractor,including any and all of Contractor's officers,agents,and employees will at all times be acting and performing as an independent contractor,and shall act in an independent capacity and not as an officer,agent,servant,employee,joint ventuti, partner,or associate of the County.Furthermore,County shall have no righCU>co~ol or supervise or direct the manner or method by which Contractor shall perf°W its~ork and function.However,County shall retain the right to administer this Agre~ment-so as to verify that Contractor is performing its obligations in accordance with the t~rms and conditions thereof.Contractor and County shall comply with all applicable ptovisions of law and the rules and regulations,if any,of governmental authorities having--j~risdiction over matters the subject thereof.I.je c",.) -.J Because of its status as an independent contractor,Contractor shall have absolutely no right to employment rights and benefits available to County employees.Contractor shall be solely liable and responsible for providing to,or on behalf of,its employees all legally-required employee benefits.In addition,Contractor shall be solely responsible and save County harmless from all matters relating to payment of Contractor's employees,including compliance with Social Security,withholding,and all other regulations governing such matters.It is acknowledged that during the term of this Agreement,Contractor may be providing services to others unrelated to the County or to this Agreement. NON-ASSIGNMENT:Neither party shall assign,transfer or sub-contract this Agreement nor their rights or duties under this Agreement without the written consent of the other party. AMENDMENTS:This Agreement constitutes the entire Agreement between the Contractor and the County with respect to the subject matter hereof and supersedes all previous negotiations,proposals,commitments,writings,advertisements,publications, Request for Proposals,Bids and understandings of any nature whatsoever unless expressly included in this Agreement.This Agreement supersedes any and all terms set forth in Contractor's invoice.This Agreement may be amended only by written addendum signed by both parties. G:\([M'RACTS &EXTRACTS\H\230n4H AB8CJTTDI.AGl)STICS.OOC PROCUREMENTAGREEMENTNUMBER:230114H Abbott Diagnostics February 7,2003 Page 5 INCONSISTENCIES:In the event of any inconsistency in interpreting the documents which constitute this Agreement,the inconsistency shall be resolved by giving precedence in the following order of priority:(1)the text of this Agreement (excluding Attachment "A";(2)Attachment "A. GOVERNING LAWS:This Agreement shall be construed,interpreted and enforced under the laws of the State of California.Venue for any action shall only be in County of Fresno. Please acknowledge your acceptance by returning all pages of the signed original of this Agreement to my office,retaining a copy for your files. Please refer any inquiries in this matter to Patricia Flaherty,Buyer III,at (559)456-7110 or FAX at (559)456-7831. FOR THE'COUNTY OF FRESN Theron M.Toler,Purchasing Manager 4525 East Hamilton Avenue Fresno,CA 93702;:45)}9 .)~ Date:'j£#D J ,"~ ""-'=-.3 »~-'-u TMT:PJF:drs G:\CONTRACTS &EXTRACTS\H\230114H ABBOTT DIAGNOSTICS.DOC ~--..... ---:4 - [.<, -..J G:\CJMRACTS &EXTRACTS\H\230114H ABBOTT DIPGI)STICS.OO: PROCUREMENT AGREEMENT NUMBER:230114H Abbott Diagnostics February 7,2003 Attachment Page 1 of 1 SUPPLIES REVISED 217/03 ATTACHMENT "A" \\P\JRffi<\SE1\044O\CO'lTRACTS&EXTRACTS\H\230U4H ABB01T DI.OG.OSTICS.OOC DESCRIPTION PRODUCT #UNIT COST HAVAB-M Control 2263-10 Kit $88.40 Hepatitis B Core Antibody (CORZYME)9977-24 Kit $270.00 Hepatitis A Antibody (HAVAB-M),IMx 2263-66 Kit $900.00 HepatitisB SurfaceAntibody(AUSAB EIA)9006-24 Kit $235.00 Hepatitis C Virus (HCV 2.0)4A 14-24 Kit $675.00 Accessories: Probe Cleaning Solution 1A71-02 Each $13.65 Blank Cells,100 each/package 8392-01 Pkg.$20.45 Diluent buffer,MEIA,4 liters/case 8374-04 Case $32.60 r----.:> Lamp,MEIA Mercury,1 each package 8379-01 Each $305 r-=-:-;_., Multivalve Block 9520-85 Each $115:70 c ,,_...J;:- Probe/Electrode Assembly,1 each/package 8378-01 Pkg.$275.25 - Diluent Syringe 9520-14 Each $1'Z6.40 =:.,""'-!"') Sample Syringe 9520-13 Each $183.15-.! Thermal Paper Tape,6 rolls/package 9684-07 Pkg.$88.75 Buffer Tubing,2 each/package 9520-86 Pkg.$32.00 Probe LinkTubing 1A65-01 Each $49.45 Auszyme Monoclonal 1980-24 Kit $188.00 HBsAg Confirmatory Assay Kit 1012-10 Kit $88.00 SUDS HIV-1 -30 Tests 3F76-01 Kit $321.00 Cheryl Bielewicz Abbott Diagnostics 1-866-243-1202 Voicemail:335-7605