HomeMy WebLinkAbout215893 STERIS CORP - CONTRACT - CONTRACT - 28162. je
RSR039
STERIS6
QUOTED AGREEMENT M 82006830/10
INVOICE TO: 40736
ATTN:
CITY OF FORT COLLINS
PO BOX 580
FORT COLLINS, COLORADO 80522-0580
AGREEMENT RENEWAL
DATE PRINTED:
PO M
PARTS PO #:
10/10/2006
"'P.O. REQUIRED
AGREEMENT TERM: 01/01/2007- 12/31/2007
BILLING FREQUENCY: Quarterly
riease return a signed copy of the equipment listing and a hard copy of the purchase order as acceptance to the attention of your contract administrator at:
STERIS Corporation
2424 W 23rd ST
Erie PA 16506
ATTN: Service Contract Administration Department
PHONE: 1-800-333-8828 with Agreement Questions
FAX: 1-814-870-8841
This agreement cannot be active and no PM inspections performed, until the receipt of a hard copy purchase order
showing the payment terms, agreement numbers or serial numbers, start date, applicable taxes and the full value of
the contract. The purchase order has to be received no later than the 1 st day of the agreement term, or PM Service
will be delayed. Providing the PO within the required timeline will ensure we can maintain the agreement term,scheduled
PM dates, and maintain contract customer status for preferred unscheduled hourly rates.
Customer Doc Quarterly PM Inspections ...If you accept, please fax signed agreement with PO, or PO#written thereon, to Helen Harper @ 814-870-8841. If we receive
Comments: by 12/15/06, we will apply a 1.5% Discount off the total.
. _........._...
This document is confidential information. Disclosure to third parties is not permitted.
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EQUIPMENT LISTING
QUOTED AGREEMENTM 82006830/10
RSR039
EQUIPMENT ADDRESS: CITY OF FORT COLLINS Zone: US_FS_ZONE_H41500_SOUTHWEST
4316 LA PORTE AVE, District: US_FS_DIST_H41507_DENVER, CO
ADO, 80521 Technician: Ru
FORT COLLINS, COLORssell Wllson
Equipment Description Serial Dept Agreement Product,. Type
Price BillingAmount
20 IN. REMFG GRAV RH 480V C R812319701 LAB NA -Custom Maintenance Agreement Bronze Plus $3,131.37 $782.84
"Inspection Schedule 02/2007,05/2007,08./2007,11/2007
No.of Items to be Inspected: 1 Address Sub Total $782.84
No.of Items to be Inspected: 1
Billing Frequency: Quarterly
This document is confidential information. Disclosure to third parties is not permitted.
Adjustments $0.00
Billing Amount Total $782.84
Annual Agreement $ 3,131.37
Total Agreement $ 3,131.37
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9. Excused Performance: RSR039
STERIS's obligation to provide the Services will be relieved during any period during which STERIS's employees do not have access to Equipment by reason of war, act of terrorism,
military action, nuclear hazard, energy shortage, government action, labor unrest, fire, act of God, or any other reason not within STERIS's reasonable control. it is understood that certain
manufacturers of Equipment may have or may hereafter adopt a policy whereby replacement parts will be sold only to Equipment users. In the event that STERIS notifies Subscriber that
a part or parts cannot be obtained directly from a manufacturer by STERIS, Subscriber will use its best efforts to obtain such parts directly from the manufacturer or assist STERIS in obtaining
such parts. If a part or parts are so purchased by Subscriber, STERIS will credit Subscriber's account for the cost of such part or parts. STERIS will not be responsible if Equipment is removed
from service by virtue of it's or Subscribers inability to obtain necessary replacement parts.
10, Limited Warranty:
STERIS warrants that the Services and parts, and the labor associated with such parts, provided hereunder will be free from defects in material and workmanship under normal use and
operation for a period of ninety (90) days from the date provided (the "Warranty Period"). During the Warranty Period, STERIS will repair such defects or replace any defective parts or
labor at STERIS's expense. All replacement parts (whether new or reconditioned) will be of equivalent quality to the parts replaced, and replaced parts will become the property of STERIS.
Parts generally considered as expendable during normal use are not covered under this warranty, nor is any repair or part replacement made necessary by operator error, misuse, abuse,
improper operation, defective accessories, being dropped, fire, loss, theft, power failure, negligence by any party other than STERIS, or other acts or omissions beyond the reasonable
control of STERIS, or where STERIS determines that in fact no repairs actually required. EXCEPT AS PROVIDED HEREIN, STERIS MAKES NO REPRESENTATION OR WARRANTY OF
ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO
THE SUBJECT MATTER HEREOF, SERVICES TO BE PERFORMED BY STERIS PURSUANT TO THE TERMS HEREOF, OR PARTS TO BE SUPPLIED HEREUNDER.
11, Limitation of Liability
In no case, whether as a result of breach of contract, breach of warranty or tort (including STERIS's or Subscribers willful acts or negligence or strict liability) shall STERIS or Subscriber be
liable to the other for any consequential or incidental damages incurred by the other, including but not limited to loss of revenue, profits or goodwill.
12. Indemnity:
Nothing contained in this Agreement is intended to relieve either STERIS or Subscriber from claims, liability, damages or expenses resulting from bodily injury, including death, or from
property damage incurred due to the wilful acts, the negligence or the strict liability of that party. STERIS agrees to defend, indemnify and hold Subscriber harmless from any and all
claims, liability, damages or expenses (including reasonable attomeys' fees) due to personal injuries, including death,to employees of STERIS or Subscriber or to third parties and for
property damage to the extent caused by the willful acts or the negligence of STERIS or the strict liability of STERIS. Subscriber agrees to defend, indemnify and hold STERIS harmless
from any and all claims, liability, damages or expenses (including reasonable attomeys' fees) due to personal injuries, including death, to employees of Subscriber or STERIS or to third
parties and from property damage to the extent caused by the willful acts or the negligence of Subscriber or the strict liability of Subscriber.
13. Non Disclosure -
Subscriber acknowledges that in the course of preparing to perform and performing its obligations under this Agreement, STERIS has spent and will spend considerable effort and
expense in compiling information and developing maintenance schedules, reports, protocols and procedures for STERIS's use in administering this Agreement. Portions of this information,
including but not limited to maintenance schedules, reports, compilations of information, procedure manuals and forms, may be provided to Subscriber and its employees from time to time
in written materials (the "STERIS Materials"). In addition, STERIS will make use of a computer system utilizing custom software developed by STERIS at great expense (the STERIS
Software").Subscriber acknowledges that the STERIS Materials, STERIS Software, and the compilations of data prepared for use with the STERIS Software are the property of STERIS;
agrees to treat them as confidential; agrees not to permit their disclosure to any third party; and agrees not to copy or use the STERIS Materials or STERIS Software
except in accordance with this Agreement. Upon termination of this Agreement, Subscriber agrees to return all STERIS Materials, STERIS Software, or any copies thereof which are within
its possession or control (other than reports which have been delivered to Subscriber by STERIS and which must be maintained by Subscriber for regulatory compliance) to STERIS and to
refrain from making any claim to or use of the STERIS Materials, STERIS Software and related compilations of data. STERIS agrees that all information of Subscriber which is marked
"Confidential" and which comes into STERIS's possession during the term of this Agreement will be treated as such, will be used only for provision of the Services, and will not be disclosed
by STERIS to third parties.
14. Non Solicitation:
For the duration of this Agreement and for a period of two (2) years thereafter, Subscriber agrees not to solicit for employment or employ any STERIS technician or manager who has
been engaged in providing services in connection with this Agreement. Due to the difficulty of ascertaining damages in the event of a breach of this provision, Subscriber agrees to pay
STERIS as liquidated damages a sum equal to twelve (12) months pay for each hired technician or manager at the rate of the last full month of employment with STERIS. This charge
shall be in addition to, and not in lieu of, the Company's right to terminate this contract pursuant to Section 4, obtain an injunction against the continued employment of the covered
employee, as well as to pursue any other legal or equitable remedies which may be available.
This document is confidential information. Disclosure to third parties is not permitted.
Page 5 of 7
RSR039
Any notice, instruction or other document pertaining to this Agreement shall be in writing and shall be delivered personally or sent by United States certified mail, return receipt requested,
and addressed to Subscriber or STERIS as shown on the face of this contract, unless otherwise specified.
18. Severa6ilily1
Any portion of this Agreement found to be invalid by a court of competent jurisdiction shall not be cause for the cancellation or invalidation of the remaining clauses of this Agreement.
17. Waivers -
The failure to enforce any term of this Agreement by either party shall not act as a waiver of that parlys right to insist on later performance of that or any other term of this Agreement,
nor shall it act as a waiver of any of the parties rights with respect to the non performance.
18, Independent Contractor
STERIS and Subscriber hereby acknowledge that STERIS shall perform the Services for Subscriber as an Independent contractor. Nothing in this Agreement shall be construed to create
the relationship of employer and employee or principal and agent between STERIS and Subscriber.
19, Comnlata Anmgment. Modification and Anplt gbl- t -
This Agreement including the Attachments hereto, constitutes the entire agreement and understanding between the parties hereto and supersedes all other agreements (whether written
or oral) with respect to the subject matter hereof. No waiver or modification shall be effective unless unless in writing and signed by an authorized representative of each party, No course
of dealing or trade usage not contained herein will be binding upon the parties hereto. This Agreement shall be governed by the laws of the State of Ohio. The parties hereby consent to
the jurisdiction of the state and federal courts located in the State of Ohio as the appropriate forum for the resolution of any dispute arising hereunder.
WHEREFORE, Intending to be legally bound, the parties have executed this Agreement to be effective as of the Effective Date.
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814-4.52-3100. 800-333-8828
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STERIS Corporation Helen Harper
Regional Conhact Administrator
Extension 2619
Direct 814-835.2619
Fax 814-870-8841
E-mail hebn_harper®steris.com
This document is confidential information. Disclosure to third parties is not permitted. _.._._._..._._...._..____
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RSR039
ATTACHMENT A
ccamr c ^e ^Llc a
Bronze Bronze Plus Silver
Gold
Platinum
First Year PM
PM Labor X X X
X
X
PM Parts X
X
X
X
Re air Labor X
X
X
X
Re air Parts
X
X
1. Platinum Level Service: Platinum Level Service includes all parts and labor to perform (i) scheduled preventive maintenance in accordance with STERIS's then current Preventive Maintenance
Check List ("PMCL") and (it) unscheduled repair visits, provided that parts required during unscheduled repair visits are subject to the parts exclusions as outlined in Section 5(d).
2. Gold Level Service: Gold Level Service includes (1) all parts and labor to perform scheduled preventive maintenance in accordance with STERIS's then current PMCL and (ii) all labor to
perform unscheduled repair visits unscheduled repair visits
3. Silver Level Service: Silver Level Service includes all parts and labor to perform scheduled preventive maintenance in accordance with STERIS's then current PMCL.
4. Bronze Plus Level Service: Bronze Plus Level Service includes all labor (1) to perform scheduled preventive maintenance in accordance with STERIS's then current PMCL and (it) to perform
unscheduled repair visits. Parts required to perform scheduled preventive maintenance or to perform unscheduled repairs must be purchased by Subscriber prior to a visit by the STERIS
Field Service Representative.
5. Bronze Level Service: Bronze Level Service includes all labor to perform scheduled preventive maintenance in accordance with STERIS's then current PMCL. Parts required to perform
scheduled preventive maintenance must be purchased by Subscriber prior to a visit by the STERIS Field Service Representative
6. 1 st Year Preventive Maintenance Service Option: During the warranty period for new Equipment purchased by Subscriber, Subscriber will have a 1 st Year Preventive Maintenance
Service Option. The 1st Year Preventive Maintenance Service Option includes all parts (if applicable) and labor to perform scheduled preventive maintenance in accordance with
STERIS's then current PMCL. Parts and labor for unscheduled repair visits during the warranty period are covered by the standard equipment warranty.
7. Overtime Coverage Options: Overtime coverage, unless included as part of a Service Option and indicated on the Equipment List, will be charged at prevailing rates for any service
performed outside Normal Working Hours.
Overtime coverage options must be noted on the Equipment List and are as follows:
Overtime Coverage Options
Option
Hours
Description
PM Late
M-F 5PM-12:00 AM
Provides scheduled PMs during the hours indicated, excludes holidays.
PM 24X5
M-F 24 hrs
Provides scheduled PMs during the hours indicated, excludes holidays.
OT 24x7
24x7
Provides unscheduled maintenance at any time, includes holidays.
8. Additional Service Options: In addition to the Service Options set forth in paragraphs 1-7 above, Subscriber may select from one or both of the following additional Service Options.
If selected, the prices for additional Service Options selected by Subscriber shall be set forth on the Equipment List and such prices are not included in the price for the other Service
Options selected by Subscriber. The following additional Service Options may be selected by Subscriber on the Equipment List for any piece of Equipment:
(a) Chamber Cleaning — STERIS will provide periodic interior surface cleaning of the chamber walls of certain sterilizers included on the Equipment List. Unless otherwise included in the
Service Option selected by Subscriber, the chamber cleaning services do not include any repairs or maintenance service that may be discovered during the course of the chamber
cleaning services. All chemicals and equipment used in connection with such chamber cleaning services will be provided by STERIS. The Equipment List indicates the frequency of
the chamber cleaning that is included in the Services.
(b) Calibration Services — STERIS will provide NIST (National Institute of Standards and Technology) traceable on -site calibration of process measuring equipment used in manufacturing
and manufacturing -support environments. The calibration services do not include any repairs or maintenance service that is discovered during the course of the calibration services.
The Equipment List indicates the frequency of the calibration services that is included in the Services.
Prices:
1, Prices: During the Initial Term of this Agreement, the Prices for the Service Options for each piece of Equipment selected by Subscriber are listed in the service agreement
2. Zone Charges (flat travel fee from STERIS primary technician's residence for unscheduled, billable work):
• Zone 1 0-100 miles Prevailing Rate
• Zone 2 101-250 miles Prevailing Rate
• Zone 3 251-500 miles Prevailing Rate
• Zone 4 >500 miles Prevailing Rate
This document is confidential information. Disclosure to third parties is not permitted.
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