HomeMy WebLinkAboutP-22-297 Agreement Examinetics Inc_.pdf CO,U County of Fresno
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PROCUREMENT AGREEMENT
Agreement Number P-22-297
July 15, 2022
Examinetics, Inc.
10561 Barkley Place
Overland Park, KS 66212
The County of Fresno (County) hereby contracts with Examinetics, Inc. (Contractor)to administer onsite
hearing testing respirator protection program services in accordance with the text of this agreement, and the
Attachment"A"..
TERM: This Agreement shall become effective July 19, 2022 and shall remain in effect through July 18,
2025.
EXTENSION: This Agreement may be extended for two (2) additional one (1)year periods by the mutual
written consent of all parties.
MINIMUM ORDERS: Unless stated otherwise there shall be no minimum order quantity. The County
reserves the right to increase or decrease orders or quantities.
CONTRACTOR'S SERVICES: Contractor shall perform the services as described in Attachment"A"
attached, at the rates set forth in Attachment"A".
ORDERS: Orders will be placed on an as-needed basis by The County of Fresno Department of Human
Resources under this contract.
PRICES: Prices shall be firm for the contract period.
MAXIMUM: In no event shall services performed and/or fees paid under this Agreement be in excess of
One-hundred Eighty Thousand Dollars ($180,000.00).
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/services 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.
333 W. Pontiac Way,Clovis,CA 93612/(559)600-7110
*The County of Fresno is an Equal Employment Opportunity Employer
PROCUREMENT AGREEMENT NUMBER: P-22-297 Page 2
Examinetics, Inc.
July 15, 2022
INVOICING: An itemized invoice shall be sent to requesting County department in accordance with invoicing
instructions included in each order referencing this Agreement. The Agreement number must appear on all
shipping documents and invoices. Invoice terms shall be Net 45 Days.
INVOICE TERMS: Net forty-five (45)days from the receipt of invoice.
TERMINATION: Either party reserves the right to terminate this Agreement upon thirty (30)days written
notice to the other party. 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 AND RETENTION: Terms and conditions set forth in the agreement associated with the purchased
goods are incorporated herein by reference. In addition, the Contractor shall maintain in good and legible
condition all books, documents, papers, data files and other records related to its performance under this
contract. Such records shall be complete and available to Fresno County, the State of California, the federal
government or their duly authorized representatives for the purpose of audit, examination, or copying during
the term of the contract and for a period of at least three years following the County's final payment under the
contract or until conclusion of any pending matter(e.g., litigation or audit), whichever is later. Such records
must be retained in the manner described above until all pending matters are closed.
LIABILITY: The Contractor agrees to pay all claims for damage to property in any manner arising from
Contractor's operations under this Agreement.
The Contractor agrees to 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 liability, including costs,
expenses (including attorney's fees and costs), causes of action, claims or judgments resulting out of or in
any way connected with Contractor's performance or failure to perform by Contractor, its agents, officers or
employees under this Agreement, and from any and all costs and expenses (including attorney's fees and
costs), damages, liabilities, claims, and losses occurring or resulting to any person, firm or corporation who
may be injured or damaged by the performance, or failure to perform, of Contractor, its officers, agents, or
employees under this Agreement.
The County agrees to indemnify, save and hold harmless, and at Contractor's request defend the Contractor,
its officers, agents and employees from any and all claims for damage or other liability, including costs,
expenses (including attorney's fees and costs), causes of action, claims or judgments resulting out of or in
any way connected with County's performance or failure to perform by County, its agents, officers or
employees under this Agreement, and from any and all costs and expenses (including attorney's fees and
costs), damages, liabilities, claims, and losses occurring or resulting to any person, firm or corporation who
may be injured or damaged by the performance, or failure to perform, of Contractor, its officers, agents, or
employees under this Agreement.
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 or a program of self-insurance, including but not limited to, an insurance pooling
arrangement or Joint Powers Agreement(JPA)throughout the term of the Agreement:
A. Commercial General Liability: Commercial General Liability Insurance with limits of not less than One
Million Dollars ($1,000,000.00) per occurrence and an annual aggregate of Three Million Dollars
($3,000,000.00). This policy shall be issued on a per occurrence basis. County may require specific
coverage including completed operations, product liability, contractual liability, Explosion-Collapse-
Underground, fire legal liability or any other liability insurance deemed necessary because of the nature
of the contract.
B. Automobile Liability: Comprehensive Automobile Liability Insurance with limits of not less than One
Million Dollars ($1,000,000.00) per accident for bodily injury and for property damages. Coverage should
include any auto used in connection with this Agreement.
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Examinetics, Inc.
July 15, 2022
C. Professional Liability: 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: A policy of Worker's Compensation insurance as may be required by the
California Labor Code.
E. Technology Professional Liability (Errors and Omissions): Technology professional liability(errors and
omissions) insurance with limits of not less than Two Million Dollars ($2,000,000) per occurrence and in
the aggregate. Coverage must encompass all of the Contractor's obligations under this Agreement,
including but not limited to claims involving Cyber Risks.
F. Cvber Liability: Cyber liability insurance with limits of not less than Two Million Dollars ($2,000,000) per
occurrence. Coverage must include claims involving Cyber Risks. The cyber liability policy must be
endorsed to cover the full replacement value of damage to, alteration of, loss of, or destruction of
intangible property(including but not limited to information or data)that is in the care, custody, or control
of the Contractor.
Definition of Cyber Risks: "Cyber Risks" include but are not limited to (i) Security Breach, which may include
Disclosure of Personal Information to an Unauthorized Third Party; (ii)data breach; (iii) breach of any of the
Contractor's obligations under the Contractor's scope of work as the Holder of record for personal health
data provided under this Agreement; (iv) system failure; (v)data recovery; (vi)failure to timely disclose data
breach or Security Breach; (vii)failure to comply with privacy policy; (viii) payment card liabilities and costs;
(ix) infringement of intellectual property, including but not limited to infringement of copyright, trademark, and
trade dress; (x) invasion of privacy, including release of private information; (xi) information theft; (xii)
damage to or destruction or alteration of electronic information; (xiii) cyber extortion; (xiv) extortion related to
the Contractor's obligations under this Agreement regarding electronic information, including Personal
Information; (xv)fraudulent instruction; (xvi)funds transfer fraud; (xvii)telephone fraud; (xviii) network
security; (xix) data breach response costs, including Security Breach response costs; (xx) regulatory fines
and penalties related to the Contractor's obligations under this Agreement regarding electronic information,
including Personal Information; and (xxi)credit monitoring expenses.
Additional Requirements Relating to Insurance:
Contractor shall obtain endorsements to the Commercial General Liability insurance naming 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. 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.
Contractor hereby waives its right to recover from County, its officers, agents, and employees any amounts
paid by the policy of worker's compensation insurance required by this Agreement. Contractor is solely
responsible to obtain any endorsement to such policy that may be necessary to accomplish such waiver of
subrogation, but Contractor's waiver of subrogation under this paragraph is effective whether or not
Contractor obtains such an endorsement.
Within Thirty(30) days from the date Contractor signs and 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, Risk Management, attn: Stephen Woods, 2220 Tulare St., 161h Floor
Fresno, CA 93722 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
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PROCUREMENT AGREEMENT NUMBER: P-22-297 Page 4
Examinetics, Inc.
July 15, 2022
insurance shall not be cancelled or changed without a minimum of thirty (30)days advance, written notice
given to County. Certificates of Insurance are to include the contract number at the top of the first
page.
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 A FSC VII or
better.
COMING ON COUNTY PROPERTY TO DO WORK: Contractor agrees to provide maintain and furnish
proof of Comprehensive General Liability Insurance with limits of not less than $500,000 per 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
venturer, partner, or associate of the County. Furthermore, County shall have no right to control or supervise
or direct the manner or method by which Contractor shall perform its work and function. However, County
shall retain the right to administer this Agreement so as to verify that Contractor is performing its obligations
in accordance with the terms and conditions thereof. Contractor and County shall comply with all applicable
provisions of law and the rules and regulations, if any, of governmental authorities having jurisdiction over
matters the subject thereof.
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.
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.
ELECTRONIC SIGNATURES: The parties agree that this Agreement may be executed by electronic
signature as provided in this section.
A. An "electronic signature" means any symbol or process intended by an individual signing this Agreement
to represent their signature, including but not limited to (1)a digital signature; (2) a faxed version of an
original handwritten signature; or(3) an electronically scanned and transmitted (for example by PDF
document)of a handwritten signature.
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PROCUREMENT AGREEMENT NUMBER: P-22-297 Page 5
Examinetics, Inc.
July 15, 2022
B. Each electronic signature affixed or attached to this Agreement(1) is deemed equivalent to a valid
original handwritten signature of the person signing this Agreement for all purposes, including but not
limited to evidentiary proof in any administrative or judicial proceeding, and (2) has the same force and
effect as the valid original handwritten signature of that person.
C. The provisions of this section satisfy the requirements of Civil Code section 1633.5, subdivision (b), in
the Uniform Electronic Transaction Act (Civil Code, Division 3, Part 2, Title 2.5, beginning with section
1633.1).
D. Each party using a digital signature represents that it has undertaken and satisfied the requirements of
Government Code section 16.5, subdivision (a), paragraphs (1)through (5), and agrees that each other
party may rely upon that representation.
This Agreement is not conditioned upon the parties conducting the transactions under it by electronic means
and either party may sign this Agreement with an original handwritten signature.
Please acknowledge your acceptance by returning all pages of this Agreement to my office via email.
Please refer any inquiries in this matter to Crystal Nino, Purchasing Technician II, at 559-600-7113 or
cnino@fresnocountyca.gov.
FOR THE COUNTY OF FRESNO
Digitally signed by Gary Cornuelle
Gary Q rn U e e Date:2022.07.20 07:38:22-07'00'
Gary E. Cornuelle
Purchasing Manager
333 W. Pontiac Way
Clovis, CA 93612
GEC:cn
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PROCUREMENT AGREEMENT NUMBER: P-22-297 Page 6
Examinetics, Inc.
July 15, 2022
CONTRACTOR TO COMPLETE:
Company: Examinetics, Inc
Type of Entity:
❑ Individual ❑ Limited Liability Company
❑ Sole Proprietorship ❑ Limited Liability Partnership
■❑ Corporation ❑ General Partnership
10561 Barkley St, Ste 400 Overland Park KS 66212
Address City State Zip
913-748-2000 913-748-2001 contracts@examinetics.com
TELEPHONE NUMBER FAX NUMBER E-MAIL ADDRESS
Print Name & Elizabeth Wagner,Contract Administrator
Title: Print Name &Title:
Signature: Gr�a,qW44- Signature: /fe0lia T ffah�
ACCOUNTING USE ONLY
ORG No.: 89250100
Account No.: 7295
Requisition No.: 8922200187
(06/2022)
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P-22-297 Page 1 of 8
examinet 'ics
Transforming Workforce Health
Proposal for
Onsite Hearing Testing Respirator
Protection Program Services
Prepared for:
Stephen Woods
HR Analyst — Risk Management
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Jason Prichard
Regional Sales Manager
May 20, 2022
Examinetics
10561 Barkley Place
Overland Park, KS 66212
913-323-2429
iason.prichard(@examinetics.com
www.examinetics.com
This proposal contains proprietary and confidential information of Examinetics,Inc.and shall not be used,disclosed or reproduced,
in whole or in part,for any purpose other than to evaluate this proposal,without the prior consent of Examinetics.
Title in and to this document,and all information contained herein,remains at all times in Examinetics.
P-22-297 Page 2 of 8
ABOUT EXAMINETICS
From our founding in 2004, Examinetics pursued a vision to be the leading provider of
occupational health solutions delivered to the workplace. We accomplished this through
the talent, passion, and determination of over 315 employees, and the partnership and
confidence of fantastic clients - over 3,000 clients and growing. Today, our vision is to
Transform Workforce Health! In today's environment, protective equipment and correct
training are no longer sufficient.
Employers must implement medical surveillance and wellness programs incorporating
regular medical screening, detection, and prevention methods to identify and mitigate
damage to employee health in the workplace.
OUR MISSION:
To be the leader in Workforce Health Solutions, providing exceptional service,
professional excellence and trusted partnership with our clients and their employees.
Our dedicated team delivers comprehensive onsite programs and data analytics to
promote the health, safety, compliance, and wellbeing of our clients' entire workforce
population.
exa m i n et i cs Transforming Workforce Health Compliance
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RESPIRATOR PROTECTION PROGRAM COMPONENTS:
On Line Respirator Medical Evaluation/Clearances:
All employees must be medically qualified to wear a respirator prior to having a respirator fit test performed.
If employees are not qualified, we will require your employees to complete a medical clearance prior to
our scheduled visit.
Each employee to be evaluated will complete the questionnaire online through a secure website. The
questionnaire can be completed at home or work, 24/7 in approximately 20 minutes. Once submitted the
system will generate each employee a letter will be immediately generated and available online and for
printing. Those questionnaires requiring further evaluations will be referred to our Medical Professionals
on staff for additional communication and follow up efforts.
Qualitative Respirator Fit Testing
Qualitative fit testing is performed using a Bitrex Fit Test Kit. Qualitative fit testing is a pass/fail test and
the test subject will indicate if they detect the bitter taste of Bitrex at any time during the test. Upon
completion, each qualified employee is issued a card giving types and sizes of respirator and test result
for each mask tested.
The test will not be conducted if there is any hair growth crossing between the skin and the face piece
sealing surface. The fit test will be performed while the test subject is wearing any applicable safety
equipment that may be worn during actual respirator use that could interfere with respirator fit. Any type
of apparel that interferes with a satisfactory fit will be altered or removed.
Quantitative Respirator Fit Testing
Examinetics offers Quantitative Fit Test using a Portacount for half and full face respirators. Examinetics
Occupational Health Specialists are trained in accordance with the Occupational Safety and Health
Administration's Respirator Standard 29 CFR 1910.134 and 29 CFR 1910.120 in administrating both
quantitative and qualitative respirator fit. Upon completion, each qualified employee is issued a laminated
card giving types and sizes of respirator and test results.
The test will not be conducted if there is any hair growth crossing between the skin and the face piece
sealing surface. The fit test will be performed while the test subject is wearing any applicable safety
equipment that may be worn during actual respirator use that could interfere with respirator fit. Any type
of apparel that interferes with a satisfactory fit will be altered or removed.The testing will be halted if a test
subject exhibits difficulty in breathing during the test, and the test subject will be referred for medical
examination. If the test subject finds the fit of the respirator unacceptable, the test subject will be given the
opportunity to select a different respirator and be retested. Prior to the start of the fit testing,the test subject
will be given a description of the fit test and the test subject's responsibilities during the test procedure.
The description of the process will include a description of the test exercises that the subject will be
performing.
The employee will receive a wallet size fit test card onsite. Each facility will receive a summary of all fit test
results along with the related respirator type, model,and size on the day of testing using a Special Services
Summary Report.
At the completion of testing for a site, respirator data will be available online for your availability and report
resourcing. Fit Testing from clinic or third party providers may be submitted to Examinetics for data
processing and entry into the Examinetics Portal. Fit testing, clearance results and records are trackable
thru XM Solutions. Examinetics can supply a standard report that includes a listing of all employees fit-
tested and the make, model and size of the mask including the fit testing factor. The Report will list the
exa m i n et i cs Transforming Workforce Health
Compliance Services I Health Services I Data Management
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Level of Medical Clearance and what kind of masks that they are medical cleared to wear and whether
there are any restrictions.
Audiometric Test. Train and Counsel (TTC) Service:
The Audiometric Test, Train and Counsel (TTC) Program is Examinetics most popular program
because it provides clients with a complete turn-key and cost-effective service. This alternative
satisfies all OSHA Hearing Conservation Program requirements. These requirements include annual
hearing testing, otoscopic examinations (postponed during COVID-19), hearing conservation
training, and employee notification of test results. Two copies of each notification letter(one copy for
the employee and one copy for the client) are generated in either English or Spanish and signed by
the employee, acknowledging that they received the notification letter. This service also includes an
employee counseling session in which our Occupational Health Specialist will explain the results of
the hearing test to the employee and provide hearing conservation counseling including hearing
protection practices.
All of an employee's test data from prior years is made available on the mobile unit for comparison
with the current year's test. At the end of the test day, a complete set of management reports will be
prepared and left onsite. These reports include a Management Statistical Summary Report of
hearing loss trends, a Potential OSHA Recordable Shift Report, a Standard Threshold Shift (STS)
Retest Summary Report, and an Alphabetical Report of findings for each individual. These reports
are also available online on the XM Solutions upon completion of processing. Clients using our TTC
service see substantial cost savings, as employees need to be taken off their job only once to meet
all OSHA requirements.
Occupational Health Specialists
Our Occupational Health Specialists are trained to perform audiometric testing, qualitative and
quantitative respirator face-piece fit testing. They are expected to be supportive and patient with
subjects. At the same time, they are expected to accomplish testing for each group quickly to minimize
time off the job. Examinetics' fit testing conforms to the requirements of OSHA Standard 29 CFR
1910.134 and 29 CFR 1910.120., and Examinetics' audiometric testing conforms to the requirements of
OSHA 29 CFR 1910.95 and MSHA 30 CFR Part 62.
Eauioment Description for Respirator Fit Testing and Hearing Testing:
Qualitative Fit- Bitrix and Saccharine solutions and fit testing hoods
Quantitative Fit-Ports Count Fit Tester, respirator make and model being used is required
Audiometric Testing--Monitor MI-5000 Microprocessor Audiometers/IAC Audiometric Test Booths
Calibration Equipment--Quest Sound Level Meter/Bio-Acoustic Simulator(Daily Calibrations)
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XM Solutions Data Management and Reporting System:
XM Solutions (Examination Management Solutions for the Occupational Health Industry) is a secure,fully
Internet-enabled, HIPAA Compliant, Occupational Health data management and reporting system.
Available to all clients, XM Solutions deliver a data control and management system with an intuitive,
easy-to-use interface supported by a wealth of reporting options to suit your needs. These reports include,
but are not limited to, Employee Notification Graphs and Records, Audiologist reviews, Employee Test
Histories, Alphabetical Listing of Employees, Employees Not Tested, Standard Threshold Shift Reports,
OSHA Recordable logs and more. Respirator Medical Clearance Alpha listing, Fit testing pass/fail,
respirator make and model per participant.
Examinetics will be the Keeper of Records for all audiometric and respiratory testing data. The client is still
the owner of the data, and can request data exports when needed.
Pricing Schedule— Fit Testina: One Examinetics Technician
100 Fit Tests: $1,800.00 (3) + $120.00 (3) + $30 (100) = $8,760.00
200 Fit Tests: $1,350.00 (6) + $120.00 (6) + $30 (200) = $14,820.00
300 Fit Tests: $1,350.00 (8) + $120.00 (8) + $30 (300) = $20,760.00
Pricing Schedule — Hearing Testina: One Examinetics Technician
150 employees: $1,800.00 (3) + $120.00 (3) = $5,760.00
Flow Rates:
Qualitative Fit Testing 2 Tests/25min 38/per day
Quantitative Fit Testing 2 Tests/20min 48per day
Audiometric: TTC (Test, Train, Counsel) 4 Tests/30 min 64/per day
Please note that two $300.00 Portacount fee charges per site will be included in the event when
Quantitative fit testing is required -full face respirators. This is not a per day charge unless the
testing event address changes daily.
Cancellation Provision:
Compliance Testing Cancelation Fee: In the event that Client cancels, postpones, reschedules or significantly
changes the scheduled services for any facility (or location) upon less than twenty-one (21) calendar days' notice to
Examinetics, Client agrees to pay Examinetics a cancellation penalty equal to fifty percent(50%)of the daily price for
each day of service changed.
Safety, Sanitation and Fuel Surcharge:
A$120.00 daily fee for fuel, cleaning and sanitation surcharge is applied to offset the costs incurred by Examinetics.
Our pricing structure has been established using a baseline for fuel and safety costs and will be reviewed annually
against inflation and industry standards.
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EXAMINETICS, INC
2022 Standard Price List for the County of Fresno - Corporate
On Site Testing Services (if applicable and/or utilized by Client):
** Services are based on 8-hour test days and 1 technician**
Mobile Unit - 4 Person Unit $1,800.00
Overtime Charge, per hour $250.00
Technician Only (4-day Minimum) $1,350.00
Other Fees (if applicable and/or utilized by Client):
Safety, Sanitation and Fuel Surcharge, per day $120.00
Equipment Fee — Portacount $300.00
Exam Processing Fees (if applicable and/or utilized by Client):
Transfer of historic data from another vendor, per CD/Disk/e-file $165.00
Transfer of historic data from another vendor, per hard copy records $1.00
Processing of audio and respirator test records received from clinics
or other customer designees, per record (minimum submission 5 records) $6.35/$31.75
Client Manual Data Entry of Hearing or Fit Test results into XM, per record $3.95
Clearances /Work Related Determinations (if applicable and/or utilized by Client):
Respirator Clearance, Online, per clearance $30.00
Please Note: By proceeding with scheduling of testing, Client acknowledges and accepts
these Terms and Conditions and the Service Fees.
Jason Prichard
Regional Sales Manager
examinetics
10561 Barkley Place, Suite 400
Overland Park, KS 66212
913.323.2429
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TERMS & CONDITIONS
Payment Terms: Service fees are payable Net [45] days from date of invoice. Any invoiced amount remaining
unpaid after thirty (45)days is subject to a service charge of 1.5% per month (18% per year).
Service Fees: Service fees at any given testing period shall be determined using the company's Standard Price List
in effect at the time of testing, which will be established and disseminated to Client the quarter preceding their
anniversary testing date. Examinetics may increase the Fees each calendar year, so long as Examinates provides
notification of such increases no later than 30 days in advance. Any such Fee increase will apply to services and/or
subscriptions ordered after such Fee increase becomes effective.
Equipment Usage Fee: Equipment usage fee will be applicable for all quantitative fit testing and/or vision screening
services, which require equipment to be shipped. This fee is per testing location (not a daily fee).
Cancellation Provision: In the event that Client cancels, postpones, reschedules or significantly changes the
scheduled services for any facility (or location) upon less than twenty-one (21) calendar days' notice to Examinetics,
Client agrees to pay Examinetics a cancellation penalty equal to fifty percent (50%)of the daily price for each day of
service changed.
Safety, Sanitation and Fuel Surcharge: A daily fee for fuel, cleaning and sanitation surcharge is applied to offset
the costs incurred by Examinetics, which has been established using a baseline for fuel and safety costs and will be
reviewed annually against inflation and industry standards.
Warranties and Representations: Examinetics makes no representation or warranties related to the accuracy of
any laboratory testing or other procedure conducted by a third-party or regarding the accuracy of the results obtained
from such testing or other procedure. Client shall hold Examinetics harmless for any liability related to any such third-
party laboratory or onsite analyzer testing or other procedure or regarding the accuracy of the results obtained from
such testing or other procedure.
All physician and/or PLHCP services, including interpretation of X-rays or other test results, performed as part of, or
in connection with, the testing of Employees shall be performed by a physician who is duly licensed to practice
medicine Each physician is solely responsible for his or her own acts and omissions in the performance of services
as part of, or in connection with, the testing or other procedures performed for Client, and Examinetics shall not be
liable therefore to the Client or to any employee or contractor of Client for any such act or omission.
Confidentiality: Examinetics acknowledges that in its performance of the Services it may acquire information and
materials from Client that are and shall be considered confidential and proprietary. Examinetics will also prepare
reports, tests, studies or other documents in its performance of the Services that shall be considered confidential and
proprietary in nature. Examinetics agrees that it will hold such information and materials in strict confidence, will not
allow any unauthorized person access to the confidential information, and will not make known, disclose or otherwise
communicate such information to a third party without written permission of the Client unless required to do so by law
or court order; provided, however, that Examinetics shall have the right to publish or otherwise use (for any purpose
whatsoever, including making profits) any or all statistical information generated from or arising out of the services
provided hereunder, gathered by or on behalf of Examinetics and reported to Client, or developed by Examinetics in
connection with the reports, provided that such statistical information shall not in any manner or form identify Client
or its examinees specifically and shall not be combined with other data in such a manner that could allow a third party
to identify Client or its examinees in connection therewith. All such statistical information shall remain the property of
Examinetics.
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TERMS & CONDITIONS
Insurance: Examinetics shall keep in full force and effect, at its own expense, minimum liability insurance coverage
for (a) commercial general and healthcare professional liability, including premises-operations, products and
completed operations, and broad form contractual liability, providing at least One Million Dollars ($1,000,000) per
occurrence and Three Million Dollars ($3,000,000) in the aggregate; (b) statutory worker's compensation and
employer's liability providing at least One Million Dollars ($1,000,000) per occurrence; and (c) auto liability insurance
providing at least One Million Dollars($1,000,000)combined single limit per occurrence. If Client requests additional
coverage, including alternate employer endorsements, waivers of subrogation, or additional coverage, Client agrees
to pay incremental costs incurred by Examinetics in obtaining such coverage.
Indemnification: Each party (the "Indemnifier") agrees to defend, indemnify and hold the other party (the
"Indemnitee"), its directors, officers, agents and employees harmless from all loss, cost (including court costs and
reasonable attorneys' fees) and expense resulting from claims arising from the intentional misconduct or gross
negligence of the Indemnifier or from the unauthorized release, disclosure or other communication of Confidential
Information by the Indemnifier or the Indemnifier's employees, agents, contractors(other than Examinetics and Client)
or representatives. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY SPECIAL,
INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT
LIMITED TO, LOST PROFITS AND REVENUE, EVEN IF SUCH PARTY HAS KNOWLEDGE OF THE POSSIBILITY
OF SUCH DAMAGES. This indemnification provision shall survive indefinitely the termination or discontinuance of
the Services.
Force Maieure: If, because of weather,acts of God,government, health, pandemic shutdowns,strikes or other
labor disputes, supplier delays or interruptions, equipment failure, acts of war, terrorism or insurrection or
any rule of statutory or other law of the federal or any state or local government which are not the fault or
neglect of the party claiming the delay, or other unavoidable cause which is the fault or neglect of the party
claiming the delay, either party is unable to perform its obligations hereunder, such non-performance shall
not be considered a breach of this agreement.
Accessibility: Upon termination or discontinuance of services, Client shall have reasonable access to all Client data
contained in Examinetics' database. Examinetics agrees to provide, at Client's request and cost, complete test
records and files in machine readable format.
Agreed and Accepted by Examinetics, Inc. Agreed and Accepted by County of Fresno
Name: Name:
Title: Title:
Date: Date:
exa m i n et i cs Transforming Workforce Health
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