COVID-19 TESTING AGREEMENT


I. CONTRACTOR OBLIGATIONS

Contractor shall:
A. Follow, to the best of its ability, the Coronavirus Aid, Relief and Economic Security Act or CARES Act to do Testing.
B. Testing. Identify locations at or around the Client’s premises, to set up sites for Testing.
C. Test Portal. If needed, set up an internet portal that the participants can sign up on to schedule their test. The website will collect the participants’ contact and needed information to facilitate the test.
D. Participant’s Testing. Collect specimens for tests from the participants identified by the Client and deliver such specimens to Contractor’s partner lab.
E. Testing Equipment. Supply all the needed personal protective equipment (“PPE”) for Contactor’s staff and other physical items such as tables, chairs, canopies, etc. to be used at Testing sites.
F. Provide licensed phlebotomist(s). Contractor will arrange for its licensed phlebotomists and/or other healthcare workers to obtain samples needed.
G. Results Reporting. The Contractor’s partner lab or their designee will provide Participant Testing results via Healthvana, a Hippa compliant portal. The lab will report results to the health department, or other government agency as needed.
H. Test Reliability. It is possible to get a false negative or a false positive from the Tests, but this will be explained to the Participants prior to the Testing in a consent agreement and waiver they will sign before Testing.




II. CLIENT’S OBLIGATIONS

Client Shall:
A. Communication of Needs. Communicate to the Contractor the number of participants’ and the needed contact information for each participant to complete the Testing.
B. Test Locations. Communicate to and work together with the Contractor to arrange the location(s) where Testing needs to be performed.
C. Time of Test. Communicate to and work together with the Contractor to set the time that Testing is to take place.
D. Payments to the Contractor. The Client will pay the Contractor as outlined in Addendum I below.
E. Physician Services. Contractor will not provide diagnosis, care, or other services required to be performed by a physician, so any such needed services resulting from Testing will be performed by the Client’s medical provider or the Participant will be referred to their own physician.

III. MISCELLANEOUS
A. Term of Agreement. This Agreement shall commence on the date of execution by the last signatory hereunder and shall continue in effect for one (1) year and shall automatically renew for successive one year terms unless modified or terminated by either Party earlier in accordance with the terms of this Agreement.
B. Termination of Agreement. Either Party may terminate this Agreement (i) without cause upon seven (7) days written notice to the other Party (such termination shall not release Client from its financial obligations related to this Agreement).
C. Entire Agreement. The Parties to this Agreement understand and agree that this Agreement, including the attached Rate Sheet, contains the entire agreement of the Parties regarding the subject matter of this Agreement. No prior or contemporaneous agreement, statement promise or representation (either made orally or in writing) relating to the subject matter of this Agreement shall be valid or binding unless set forth in this Agreement.
D. Amendment. No amendments to this Agreement may be made except in writing and signed by both parties.
E. Severability. In the event that any condition or covenant contained in this Agreement is held invalid or void by any court of competent jurisdiction, such condition or covenant shall be deemed severable from the rest of this Agreement and shall in no way affect any other covenant or condition of this Agreement and such condition, covenant or other provision shall remain valid to the extent of the scope or breadth permitted by law.
F. Controlling Law. This Agreement shall be governed by the laws of the State of California without regard to its conflicts of law provisions.
G. Confidentiality. Each of the Parties hereto agrees that it will not disclose to any third party information disclosed to it by the other Party that has been clearly marked “Confidential,” except to the extent that such information is required to be disclosed by law, court or governmental order.
H. Counterparts; Email. This Agreement may be executed in two or more counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument. Delivery of an executed signature page of this Agreement by email shall be effective as delivery of a manually executed counterpart hereof.