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HomeMy Public PortalAbout049-2023 - Fire - Stryker Sales - One Lisepak - 15 AEDs 3 Year Annual Preventative Maintenance Services AGREEMENT THIS AGREEMENT made and entered into this / - day of /4/1 7(1,7 , 2023, and referred to as Contract No. 49-2023, by and between the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Public Works and Safety (hereinafter referred to as the "City") and Stryker Sales, TAX, 3800 E. Centre Avenue, Portage, Michigan, 49002 (hereinafter referred to as the "Contractor"). SECTION I. STATEMENT AND SUBJECT OF WORK City hereby retains Contractor as a sole-source provider to furnish one (I) LifePak 15 Automated External Defibrillator ("AED") unit with batteries, carrying case, and accessories (hereinafter "equipment") for the Richmond Fire Department as further described in Contractor's quote. Services shall also include a two-year on site Procare Prevent Coverage with the standard three-year annual preventative maintenance inspection which includes unlimited repairs, parts, labor, and travel as also described in said quote. Contractor's quote, dated February 22, 2023, consisting of five (5) pages is attached hereto and marked as Exhibit A. Contractor agrees to abide by the same. Contractor shall not modify or alter any standard warranty from the manufacturer of the above described Equipment. Nothing contained herein shall prevent Contractor from providing any additional or supplemental warranty in addition to that provided by the Manufacturer. Further, Contractor shall provide City with copies of its warranty upon receiving a written or verbal request to receive such warranty. Should any provisions, terms, or conditions contained in any of the documents attached hereto as Exhibits, or in any of the documents incorporated by reference herein, conflict with any of the provisions, terms, or conditions of this Agreement, this Agreement shall be controlling. Contractor shall furnish all labor, material, equipment, and services necessary for the proper completion of all work specified. No performance of services shall commence until the following has been met: 1. The City is in receipt of any required certificates of insurance; 2. The City is in receipt of any required affidavit signed by Contractor in accordance with Indiana Code 22-5-1.7-11(a)(2); and 3. A purchase order has been issued by the Purchasing Department. SECTION II. STATUS OF CONTRACTOR Contractor shall be deemed to be an independent contractor and is not an employee or agent of the City of Richmond. The Contractor shall provide, at its own expense, competent supervision of the work. Contract No. 49-2023 Page 1 off> SECTION III. COMPENSATION City shall pay Contractor a total amount not to exceed Thirty-three Thousand Four Hundred Ninety- four Dollars and Ninety-eight Cents ($33,494.98) for complete and satisfactory performance of this Agreement. This quote amount incorporates the trade in of an older Lifepak 12 AED unit. SECTION IV. TERM OF AGREEMENT This Agreement shall become effective when signed by all parties and shall continue in effect until March 31, 2026. The non-services portion of this Agreement pertaining only to the furnishing and purchase of the equipment shall continue in effect until satisfactory delivery of all equipment. Notwithstanding the term of this Agreement, City may terminate this Agreement in whole or in part, for cause, at any time by giving at least five (5) working days written notice specifying the effective date and the reasons for termination which shall include but not be limited to the following: a. failure, for any reason of the Contractor to fulfill in a timely manner its obligations under this Agreement; b. submission of a report, other work product, or advice, whether oral or written, by the Contractor to the City that is incorrect, incomplete, or does not meet reasonable professional standards in any material respect; c. ineffective or improper use of funds provided under this Agreement; d. suspension or termination of the grant funding to the City under which this Agreement is made; or e. unavailability of sufficient funds to make payment on this Agreement. In the event of such termination, the City shall be required to make payment for all work performed prior to the date this Agreement is terminated, but shall be relieved of any other responsibility herein. This Agreement may also be terminated, in whole or in part, by mutual Agreement of the parties by setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion to be terminated. This Agreement may also be terminated by the City if a force-majeure event occurs and the results or aftereffects of said event causes the performance of this Agreement to become impossible or highly impracticable. Said event or results or aftereffects of said event would include events or effects which the parties to this Agreement could not have anticipated or controlled, Examples of a force- majeure event, or its results, would include, but would not he limited to, events such as an Act of God, an Act of Nature, an Act of Law, or an Emergency Act of Executive Enforcement of the Federal government, the State of Indiana, or local government. Page 2 of 6 SECTION V. INDEMNIFICATION AND INSURANCE Contractor agrees to obtain insurance and to indemnify the City for any damage or injury to person or property or any other claims which may arise from the Contractor's conduct or performance of this Agreement, either intentionally or negligently; provided, however, that nothing contained in this Agreement shall be construed as rendering the Contractor liable for acts of the City, its officers, agents, or employees. Contractor shall as a prerequisite to this Agreement, purchase and thereafter maintain such insurance as will protect it from the claims set forth below which may arise out of or result from the Contractor's operations under this Agreement, whether such operations by the Contractor or by any sub-contractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts the Contractor may be held responsible. Coverage Limits A. Worker's Compensation & Statutory Disability Requirements B. Employer's Liability $100,000 C. Comprhensiv,... General Liability Section 1. Bodily Injury $1,000,000 each occurrence $2,000,000 aggregate Section 2. Property Damage $1,000,000 each occurrence D. Comprehensive Auto Liability Section 1. Bodily Injury $1,000,000 each person $1,000,000 each occurrence Section 2. Property Damage $1,000,000 each occurrence E. Comprehensiw Umbrella Liability $1,000,000 each occurrence $2,000,000 each aggregate SECTION VI. COMPLIANCE WITH WORKER'S COMPENSATION LAW Contractor shall comply with all provisions of the Indiana Worker's Compensation law, and shall, before commencing work under this Agreement, provide the City a certificate of insurance, or a certificate from the industrial board showing that the Contractor has complied with Indiana Code Sections 22-3-2-5, 22-3-5-1 and 22-3-5-2. If Contractor is an out of state employer and therefore subject to another Aate's worker's compensation law, Contractor may choose to comply with all provisions of its home state's worker's compensation law and provide the City proof of such compliance in lieu of:;omplying with the provisions of the Indiana Worker's Compensation Law, Page 3 of 6 SECTION VII. PROHIBITION AGAINST DISCRIMINATION A. Pursuant to Indiana Code 22-9-1-10, Contractor, any sub-contractor, or any person acting on behalf of Contractor or any sub-contractor shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, because of race, religion, color, sex, disability, national origin, or ancestry. B. Pursuant to Indiana Code 5-16-6-1, the Contractor agrees: 1. That in the hiring of employees for the performance of work under this Agreement of any subcontract hereunder, Contractor, any subcontractor, or any person acting on behalf of Contractor or any sub-contractor, shall not discriminate by reason of race, religion, color, sex, national origin or ancestry against any citizen of the State of Indiana who is qualified and available to perform the work to which the employment relates; 2. That Contractor, any sub-contractor, or any person action on behalf of Contractor or any sob-contractor shall in no manner discriminate against or intimidate any employee hired for the performance of work under this Agreement on account of race, religion, color, sex, national origin or ancestry; 3. That there may be deducted from the amount payable to Contractor by the City under this Agreement, a penalty of five dollars ($5.00) for each person for each calendar day during which such person was discriminated against or intimidated in violation of the provisions of the Agreement; and 4. That this Agreement may be canceled or terminated by the City and all money due or to become due hereunder may be forfeited, for a second or any subsequent violation of the terms or conditions of this section of the Agreement. C. Violation of the terms or conditions of this Agreement relating to discrimination or intimidation shall be considered a material breach of this Agreement. SECTION VIII. COMPLIANCE WITH INDIANA E-VER1FY PROGRAM REQUIREMENTS Pursuant to Indiana Code 22-5-1.7, Contractor is required to enroll in and verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program. Contractor is not required to verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program if the Indiana E-Verify program no longer exists. Prior to the performance of this Agreement, Contractor shall provide to the City its signed Affidavit affirming that Contractor does not knowingly employ an unauthorized alien in accordance with IC 22-5-1.7-11 (a) (2). in the event Contractor violates IC 22-5-1.7 the Contractor shall be required to remedy the violation not later than thirty (30) days after the City notifies the Contractor of the violation. If Contractor fails to remedy the violation within the thirty (30) day period provided above, the City shall consider the Contractor to be in breach of this Agreement and this Agreement Page 4 or 6 will be terminated. If the City determines that terminating this Agreement would be detrimental to the public interest or public property, the City may allow this Agreement to remain in effect until the City procures a new contractor. If this Agreement is terminated under this section, then pursuant to IC 22-5-1.7-13 (c)the Contractor will remain liable to the City for actual damages. SECTION IX. IRAN INVESTMENT ACTIVITIES Pursuant to Indiana Code (IC) 5-22-16.5, Contractor certifies that Contractor is not engaged in investment activities in Iran. In the event City determines during the course of this Agreement that this certification is no longer valid, City shall notify Contractor in writing of said determination and shall give contractor ninety (90) days within which to respond to the written notice. In the event Contractor fails to demonstrate to the City that the Contractor has ceased investment activities in Iran within ninety (90) days after the written notice is given to the Contractor, the City may proceed with any remedies it may have pursuant to IC 5-22-16.5. In the event the City determines during the course of this Agreement that this certification is no longer valid and said determination is not refuted by Contractor in the manner set forth in IC 5-22-16.5, the City reserves the right to consider the Contractor to be in breach of this Agreement and terminate the agreement upon the expiration of the ninety (90) day period set forth above. SECTION X. RELEASE OF LIABILITY Contractor hereby agrees to release and hold harmless the City and all officers, employees, or agents of the same from all liability for negligence which may arise in the course of Contractor's performance of its obligations pursuant to this Agreement. SECTION Xl, MISCELLANEOUS This Agreement is personal to the parties hereto and neither party may assign or delegate any of its rights or obligations hereunder without the prior written consent of the other party. Any such delegation or assignment, without the prior written consent of the other party, shall be null and void. This Agreement shall be controlled by and interpreted according to Indiana law and shall be binding upon the parties, their successors and assigns. 'Ehis document constitutes the entire Agreement between the parties, although it may be altered or amended in whole or in part at any time by filing with the Agreement a written instrument setting forth such changes signed by both parties. By executing this Agreement the parties agree that this document supersedes any previous discussion, negotiation, or conversation relating to the subject matter contained herein. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. The parties hereto submit to jurisdiction of the courts of Indiana, and any suit arising out of this Contract must be filed in said courts. The parties specifically agree that no arbitration or mediation shall be required prior to the commencement of legal proceedings in said Courts. By executing this Agreement, Contractor is estopped from bringing suit or any other action in any alternative forum, venue, or in front of any other tribunal, court, or administrative body other than the Circuit or Superior Courts of Indiana, regardless of any right Contractor may have to bring such suit in front of other tribunals or in other venues. Page 5 of 6 Any person executing this Contract in a representative capacity hereby warrants that he/she has been duly authorized by his or her principal to execute this Contract. In the event of any breach of this Agreement by Contractor, and in addition to any other damages or remedies, Contractor shall he liable for all costs incurred by City in its efforts to enforce this Agreement, including but not limited to, City's reasonable attorney's fees. In the event that an ambiguity, question of intent, or a need for interpretation of this Agreement arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement at Richmond, Indiana, as of the day and year first written above, although signatures may be affixed on different dates. "CrlY" "CONTRACTOR" THE CITY OF RICHMOND, STRYKER SALES, ITC INDIANA by and through its 3800 E. Centre Avenue Board of Public Works and Safety Portage, MI 49002 0 oo By: 64, b o,4( Lti ' 61:4„,(eoc„,/ ,. Vicki Robinson, President ( ,,// ( ) By . ---- Printed: ----) : N-- Emily • &met,Member Z ----„, „. , By: Fit I e-• _.......2-. ,., ..... ,.:-Y7J„.L5 Matt Evans, Member „, Date: , )--7/6' -).?) Date: r---': '----"N APPROVED71---, ---- k• — iceM ' -"- -- oiotv- . S , ,,.May.Otr . , Date: tOo.". Zo/23 Page 6 016 stryker LP15 A. Dennis Quote Number: 10658058 Remit to: Stryker Medical P.O. Box 93308 Version: 1 Chicago, IL. 60673-3308 Prepared For: RICHMOND FIRE DEPT Rep: Zac Jordan Attn: Email: zac,jordanE3strykercorn Phone Number:. Mobile: (269) 548-7334 Quote Date: 02/22/2023 Expiration Date: 05/23/2023 Delivery Address End User - Shipping - Billing Bill To Account Name: RICHMOND FIRE DEPT Name: RICHMOND FIRE DEPT Name: CITY OF RICHMOND Account #: 122671.5 Account if: 1.2.2.6715 Account #: 1066380 Address: 101 S 5TH S T__.w...W__..,_. Address: 1� 01 S 5 .,_..___. ...._.._... f i...___ST Address: 50 N.____....._._.�...,.._.,.�__...,.-µ..w_...w.. � .....w__..-__._.. ,. ,_`_......_..____.._,.._.wn....-_.-.__.....w.w_...__ T 5 CH Sr RICHMOND FIRE DEPT ...____",_,......_m.._.._.__RICHMOND R �ICHMOND RICHMOND Indiana 47374-4222�_..__..__w._.M._.. Indiana 47374 42I2 . � Indiana 47374m__.m_,m.__w.._.._..W._._w.... Equipment Products: ,tfaE 0 1.0 99577-001957 LIFEPAIC 15 V4 Monitor/Defib - Manual &AED,Trending, 1 $32,501.08 $32,501.08 Noninvasive Pacing, Sp02, SpCO, NIBP, 1.2-Lead ECG, EtCO2, BT. Intl at N/C: 2 pr QC Electrodes (11,996-000091) & 1 Test Load (21330-001.365) per device, 1 Svc Manual CD (26500-003612) per order 2.0._ 41577-000288 W Ship Kit-QUIK.COMBO Therapy Cable; 2 rolls100rnm ]._....__ ..........._.._..__._u.-.$..0.00 $0 00__ Paper; RC-4, Patient Cable, 4ft.; NIBP Hose, Coiled; NIF3P Cuff, Reusahle, adult; 12-Lead ECG Cable, 4-Wire Limb Leads,5ft; 12-Lead ECG Cable, 6-Wire Precordial attachment �6 �m_.....__..._._w_,,._� � W__... 3,0 1111.71-00005 7 Masirno Rainbow DCI Adult. Reusable Sp 02, S I pCO, SpMet 1 85.3( 68 .3 0 Sensor, 6 FT, For use with RC Patient Cable. _.._40 11 1 60 0 0001/ _._ NIBP Cuff-Reusable, Large Adult 1 $34,50 $34,50 5,0 11160-000019 NIBP Cuff-Reusable, Adult X Large 1 $48,7 5 $48.75 6,0 11577-000002 LIFEPAK 15 Basic carry case w/_w..__....right&..left.pouchc;s, 1 $32..__-• ...w...,-...._......_.._.........�..w.._u,__...,.___,.__._.....m_.Yn.4__00_.,,....__.__....�._.__. 324 �- .._.._..._., ,00 shoulcer strap (11577-000001) included at no additional charge when case ordered with a LIFEPAK 15 device ..._7Q__.,._ 11260 000039__..___ LIFEPAK 15 Carry case beck pouch 1 $83.25 $8.3,25 ._-.8 0 11171 0 0 0 0 8 2_____..."____M a s mb RC Patient Cable - EMS, 4 FT,_,.._.........................._._M.._.__.,.._.".__.w._._�.w_. __......_._�.,..."_..._.,,..-.._.,___ 2:3 5 2 0_._._...._,...�w.-.._.w..u_.. 2.3 5.20 1. _._..n.__..M W"..m...._....,._._.............".�w�....�..�W_....."..,..._�µ� Equipment UI m___.__.,_....w._-___..,___...._......._..,.,_.W_..._�_..�m.�.�.._.,.W....�w�...._,.......__.,,w,..___.,...,_,_....,,.,....._,..,._..,...",_"....,..,__^. . �.._ .....,....._...M._.w._.__.....,._......,_,..........._.,_._....,._._.w.._,_. . ._�_. ..Z,_.ti........,. p �n1C->nt Total: 1 3 8 Trade In Credit: i IBIT PAVE ...1OFS7I 1 Stryker Medical- Accounts Receivable-Orcccmtyfece%vmtjle a stJyker,cor -PU)BOX 93308 Chicago,o, If 606/3...3308 stryker LP15 A. Dennis Quote Number: I0058058 xemituo: Stryker Medical PO. Box 935OO ve=ioo: z c^icago. x 60673'3308 Prepared For: R|CnMOwo FIRE ospT Rep: ZncJov|on Attn: Emoi|: zaclordan@strykcccom rnonemumber Mobile: (26e) 548/354 Quote Date: 02/27/2023 Expiration Date: 05/23/2025 n+zsvzvz''pzs rn4os-4w-ST*,xFmupl5vzyvz'TOWARDS PURCHASE op z -$6.500,00 '$6.500o0 uF[n*K15 PnmCaneProdmcts: o�z 7800063e pmCa,pupspxszs Prevent Service: Annual unsite z $5,620.20 $5.62020 preventive maintenance inspection and unlimited repair's includiig parts, labor and travel withbattery coverage for UpEpxnz5 \qMnmtor/oeno Manual &xso. Trending, Noninvasive Pacing, I oz S [o N|ev. 12' Lead F[G et�02 oT mc| at N/c: 2 pr0[ Electrodes (11996'000091) a 17-est Load 0'001365) per device, 1. Svc Manual CD <26500'00361.2> per vvd°r pmCarcTota|: $5.620,20 Price Totals: Estimated Sa|csTax (u.O00%): $0�00 Freight/Shipping: $46z./0 Grand Total: $33.494.98 | Prices: In effect for 30 days Terms: Net 30 Days Contact your local Sales Representative for more information about our flexible payment options. f EXHIBIT PAGE OF Stryker Medical-Accounts u"ceiqW, mo[X 93308 okago,11 60673u308 , . . Capital Terms and Conditions: [Deal Consummation: 'This is a quote and not corn mitment. 'This quote is subject to final credit, pricing, and documentation approval. Lega! documentation must besigned before your cquipmeoLcan be de|ivered. Documea�ation will be provided upon completion of our review process and your selection of paymemtschedu|e. Confidentiality Notice: Recipient will not disclose to any third party the terms of this quote or any other information, including any pricing or discounts, offered to be provided by Stryker to Recipient in connection with this quote, without Stryker's prior-written approval, except as may be requested by law or, by lawful order of any applicable government agency. A copy of Stryker Medica|'sAcute Care capital terms arid conditions can be found etht¢/s:Vtechmeb.s�ykercmn� Terms_Condibons�ndex_htnni A copy of Stryker Medica|'s Emergency Care �apita! terms and , . . . stryker i ll,,,Care S7Arviices 3800 E.Centre Ave. Portage MI 49002 USA 1 800 STRYKER stryker.com kAror,7pOlityis Whom , . P'146,11/101c(VE/41',4,V,e,/,4'.! it in c 1Y(011c(-10 rrflii!frifiri ql Figiajggi Atiggrogify7 mcrency Care parts anti service IrreffiNgWrir;P:4 NI' 2)'2 40741/1014/416a7Ast' a•Y &2 Stryker's Medical division certifies that it is the original equipment manufacturer (OEM) or sole source distributor of parts for Emergency Care products. All parts are either manufactured by Stryker or outside suppliers and are new,tested and approved for .,i.s.e on Stryker's products. Stryker employs its own field service team (known as ProCare Services) to service its products and only uses OEM parts for repairs and has exclusive use of certain proprietary tools for diagnostics and repairs. Stryker's Emergency Care products that require the use of such proprietary tools include, hut are not limited to: • Power-LOAD powered fastener system • Power-PRO 2 powered ambulance cot • Power-PRO XT powered ambulance cot • Stair-PRO • LUCAS 3, v3.1 chest compression system • LIFEPAK 15 monitor/defibrillator • LIFEPAK 20e defibrillator/monitor • LIFEPAK 1000 defibrillator • LIFEPAK CR Plus defibrillator/LIFEPAK CR2 defibrillator Tooling is calibrated, documented and controlled by Stryker's home offices in Portage, MI, U.S.and Redmond, WA, U.S. Calibration and training records are available upon request. Stryker's quality team, reviews and documents service repairs. We track and trend service to help ensure the highest level of product performance. Preventive maintenance (PM) and service history documentation is available upon request. Please contact your local Stryker representative with questions. Stryker or its affiliated entities own,use,or have applied for the following trademarks or sei-yice marks:LIFEPAK,LIFEPAl<CR,LUCAS,Power-LOAD,Power PRO,ProCare,Stryker.All other trademarks arc trademarks of their respective owners or holders. The absence of a product,feature,or service name,or logo from this list does riot constitute a waiver of Stryker's trademark or other intellectual property rights concerning that name or logo. i Copyright©2022 Stryker.Mkt Lit-1630 03 JUL 2018 Rev Iii FT:z--------,---7-----x---------------7----------- 1EXHIBI 1 ±\ PAGE Gf OF 3 stryker April 2022 Stryker is the sole-source provider in the Hospital (hospitals and hospital-owned facilities), Emergency Response Services and Emergency Response Training(izaramedics,professional and volunteer fire) markets in the U.S.and Canada for the following products: • New LIFEPAK®15 monftor/defibrillators • New LIFEPAK 20e defibrillator/monitors • New LIFEPAK CR2 automated external defibrillators • New LIFEPAK 1000 autcmated external defibrillators • New LUCAS®chest compression system. • CODE-STATTM data review software and service Stryker is the sole-source provider in all markets for the following products and services: • RELITM(Refurbished Equipment from the Lifesaving Innovators) devices • LIEENET®system and related software • ACLS (non-clinical) LIETTAK defibrillator/monitors • LIEELINKcentraf"Government Campus Solution. • MultiTech 4G and Titan III gateways • Factory-authorized inspection and repair services which include repair parts,upgrades,inspections and repairs Stryker does not authorize any third parties to sell these products or services in the markets listed above.We will not fulfill orders placed by non-authorized businesses seeking to resell our products or services. If you have questions,please feel free to contact your local Stryker customer service representative at 800.442.11.42. Sincerely, Matt Van Der Wende,Vice Presidmt,Americas Sales Copyright© 2022 Stryker M00000081.30 REV AB Stryker or its affiliated entities own,use,or have applied for the following trademarks or services marks:LIFELINkcentral,LIFEPAK,LUCAS,CODE-sTAT, RELI,',HEN filT,Stryker.All other tradermirks are trademarks of their respective owners or holders. the absence of a product,feature,or service name,or logo from this list does not constitute a waiver of Strykes trademark or other intellectual property rights concerning that name or logo, [EXHIBIT A PAGE `310F Effiergency Care i11811 Willows Road NE,Redmond,WA 98052 USA I P+1 425 867.4000 I Toll-free+1 000 442 1142 I stryker,com