FSS-65-II-A - Trillamed, LLC - V797P4269B

Department of Veterans Affairs

Federal Supply Service

Authorized Federal Supply Schedule Price List

(Prices Shown Herein are Net [discount deducted])

On-line access to contract ordering information, terms and conditions, up-to-date pricing, and the option to create an electronic delivery order, are available through GSA

Advantage!, a menu-driven database system. The internet address for GSA Advantage! is:

www.gsaadvantage.gov.

Medical Equipment and Supplies

FSC Group 65, Part II Sections A

FSC Class 6530

Contract No: V797P-4269B

Contract Period: 1/1/2010 – 12/31/2020

TrillaMed, LLC 30100 Telegraph Road Suite 366

Bingham Farms, MI 48025

Phone: 248-410-2767

Fax: 248-433-2037 www.trillamed.com sales@trillamed.com

TIN: 37-1571672

Size of Business: Small (Service-Disabled Veteran-Owned Small Business) For more information on ordering from Federal Supply Schedules click on the FSS Schedules button at fss.gsa.gov http://www.trillamed.com/ mailto:sales@trillamed.com

1. Table of awarded special item number(s) SIN Number A-4A

A-4B

A-17

A-89

A-8A

A-8B

A-44

A-50A

A-53

A-54

A-56

A-64

2. Maximum order: $250,000 per item/$1,000,000 per order

3. Minimum order: $250.00 (exceptions accommodated!)

4. Geographic Coverage (delivery area): 50 States, DC and Puerto Rico

5. Point(s) of production: United States, Germany, Mexico, Poland, Spain, Great Britain, United Kingdom, Taiwan

6. Discount: Prices Shown Herein are Net [discount deducted]

7. Quantity Discount: None

8. Prompt Payment Terms: Net 30 days

9. Government CC: Yes, Government Credit Cards are accepted up to and above the micro-purchase threshold

10. Foreign Items: None

11.

a. Time of Delivery: 3-4 business days ARO

b. Expedited Delivery: 24 hours day ARO (if order is received by

1PM EST). Ordering Agency pays difference between regular and premium freight

c. Overnight and 2nd Day Delivery: 24 hours day ARO (if order is received by 1PM EST). Ordering Agency pays difference between regular and premium freight

d. Urgent Delivery: Contact Local Representative

12. F.O.B. Points: Destination 50 states, DC and Puerto Rico

13.

a. Ordering Address: 30100 Telegraph Road Suite., Bingham Farms, MI 48025

b. Ordering Procedures: FAR 8.405-3

c. Payment Address: 30100 Telegraph Road Suite., Bingham Farms, MI 48025

14. Warranty Provision: See attached awarded T&C warranty

15. Export packing charges: N/A

16. Terms and conditions of Government purchase card acceptance: N/A

17. Terms and conditions of rental, maintenance and repair: N/A

18. Terms and conditions of installation: N/A

19. Terms and conditions of repair parts indicating date of parts price list and any discounts from list prices: N/A

20. List of service and distribution points: N/A

21. List of participating dealers: N/A

22. Preventative maintenance: N/A 23.

a. Special attributes: N/A

b. Section 508 compliance: N/A

24. Data Universal Number System: DUNS #: 828126321

25. SAM: Active SAM Registration

WARRANTY & RETURN/EXCHANGE POLICY

TrillaMed offers the following warranty policy which is in conjunction with our standard commercial policy;

With respect to disposable Products, TrillaMed warrants to the original purchaser that each standard product manufactured at the time of delivery is free of defects in material and workmanship and, when used for the purposes and indications described on the labeling, is fit for the purposes and indications described on the labeling. All warranties for a Product shall expire as of Product expiration date, or if none, after one (1) year from the date of shipment from TrillaMed. TrillaMed’s warranty hereunder shall not apply if: (i) a Product is not used in accordance with its instructions or if it is used for a purpose not indicated on the labeling; (ii) any repairs, alterations, or other work has been performed by Customer or others on such item, other than work performed with TrillaMed’s authorization and according to its approved procedures; or (iii) the alleged defect is a result of abuse, misuse, improper maintenance, accident or the negligence of any party other than TrillaMed. The warranty set forth herein is conditioned upon proper storage, installation, use and maintenance in accordance with applicable written recommendations of TrillaMed. The warranty furnished hereunder does not extend to damage to items purchased hereunder resulting in whole or in part from the use of components, accessories, parts or supplies not furnished by TrillaMed.

TrillaMed’s sole obligation and Customer’s sole remedy shall be to repair or replace, at TrillaMed’s option, any defective component or Product and pay transportation expenses for such replacement. Customer shall bear all risk of loss or damage to returned goods while in transit. In the event no defect or breach of warranty is discovered by TrillaMed upon receipt of any returned item, the item will be returned to Customer at Customer’s expense and Customer will reimburse TrillaMed for the transportation charges, labor, and associated charges incurred in testing the allegedly defective item.

Miscellaneous:

1. Except as expressly provided herein, no changes to the Agreement or these Terms, or waiver thereof, shall be effective unless in writing and signed by both parties. Any failure by TrillaMed to enforce any of its rights hereunder shall not be deemed to be a waiver of such rights, and TrillaMed may, at its option, from time to time, enforce any of its rights herein. This agreement binds Customer and its permitted successors and assigns.

2. TrillaMed will use its reasonable efforts to fill orders, but TrillaMed shall not be liable for nonperformance or delays caused by a shortage of raw materials, manufacturing problems, delivery or labor problems, priorities, acts of regulatory agencies, or judicial bodies, discontinuation of a product line, acts of God or third parties, or other causes beyond its reasonable control. Customer agrees that in such events TrillaMed may allocate Products among all Customers, without liability.

3. The products are sold subject to Texas law, and any dispute or claim arising out of or relating to the Agreement, these Terms, or the sale of Product (“Claim”) shall be governed by the laws, but not the conflicts of law, of the state of Texas. Such Claim shall be settled by arbitration, in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The decision of the arbitrator(s) shall be final and binding upon the parties, and the judgment will be entered in any court having jurisdiction thereof.

4. TrillaMed shall promptly deliver written notice or verbal, followed by written, notice of any recall of Product. Should the recall require Products be removed from the market, TrillaMed shall, to the extent reasonably possible and at TrillaMed’s option, replace any such recalled Products as soon as practicable with comparable Products not subject to such recall or repair any such recalled Products and return them to Customer.

5. Customer may not change, adulterate, obscure, remove or deface trademarks, tradenames or labels appearing on any product distributed by TrillaMed.

6. TrillaMed shall not be liable to customer for any indirect, incidental, special, consequential or punitive damages (including any damage for lost profits) arising out of or in connection with furnishing of products, parts, or service hereunder, or the performance, use of, or inability to use any products, parts of service, or otherwise, whether based in contract, warranty, tort, including without limitation, negligence, or any other legal equitable theory. TrillaMed’s total liability for any claim or action shall not exceed the purchase price of the products out of which such claim or action arose.

7. If the pricing hereunder constitutes a discount or other reduction in price under section 1128(b)(3)(a) of the social security act 42 U.S.C. 1320a-7b(b)(3)(a), and 42 C.F.R. 1001.952(h), Customer shall disclose the discount or reduction in price to the full extent required under any state or federal program that provides cost of charge based reimbursement to Customer for products covered herein. This act required, among other things, that Customer fully and accurately report on any claim or request for payment it submits to Medicare and Medicaid the actual purchase price paid by Customer for products, net of any discounts, rebates or allowances provided hereunder. Customer may also be required, upon request, to provide documentation if the discount of other reduction in price to Secretary of Health and Human Services.

RETURN/EXCHANGE POLICY

1. All returns are subject to the prior authorization of TrillaMed, LLC in its sole discretion. To initiate product return, Buyer must notify the TrillaMed customer service department at 877- 273-8672 and complete a Returned Goods Request (“RGR”) Form. The RGR Form requires lot numbers, quantities and catalog numbers along with a specific reason for the return. A TrillaMed Service Representative will either authorize or deny the request for return.

TrillaMed’s Sales Representatives are not authorized to accept returns. Only items appearing on an approved RGR form are acceptable for return and TrillaMed reserves the right to evaluate incoming Product returns prior to issuing any credit to Buyer. Unauthorized returns, returns of Non Returnable Products and returns made without a completed RGR Form will be returned directly to Buyer and no credit shall be issued. All authorized returned goods must be shipped freight prepaid to the TrillaMed location indicated on the RGR form and marked Return Goods RGR #____________”. TrillaMed will pay freight costs for Products shipped-in-error. Returns that are authorized for Products ordered-in-error or shipped-in-error will not be accepted unless returned within 30 days of delivery.

2. Except for Products shipped in error, all returns are subject to a 25% handling/restocking charge.

3. Credit for Product returns are (other than Non Returnable Products) will be issued as follows:

a. Unused Products returned in its original packaging, and in resalable condition will receive full credit subject to a 25% handling/restocking charge.

b. Unused Products returned without its original packaging, but in resalable condition, will receive partial credit (as determined by TrillaMed in its sole discretion).

c. Products returned without its original packaging or not in resalable condition (as determined by TrillaMed) will receive no credit.

4. The following Products are not eligible for return (“Non Returnable Products”):

a. Products that have deteriorated because of improper handling, abuse, or other factors beyond the control of TrillaMed

b. Products that have been opened, partly used or sterilized, or for which the labels or seals have been removed or tampered.

c. Broken, damaged or open cases. Resealed cartons are not eligible for return.

d. Products that have been modified, made or customized by or for Buyer to meet its specifications.

e. Sterile Products or implants that have been opened, returned out of the original package, or returned within six (6) months of the sterile expiration date. (The sterilization or expiration date is the last day of the given month, e.g. September, 2010)

f. Products that have been discontinued by TrillaMed.

5. Returns made with respect to warranty claims shall be made in accordance with TrillaMed’s Product Warranty.

Expiration Date: On dated Products, the expiration date shows as a month and year, e.g., August 2009, 8/09. The date of expiration is the last day of the given month, e.g., August 31, 2009.

Credits for returned goods are conditioned upon, TrillaMed’s inspection and approval of such goods upon their return. If TrillaMed determines, in its discretion, that any returned goods are not eligible for return due to any of the reasons provided in paragraph 4 above, Purchaser will not receive credit, even if a RGA Form was issued. No advance credits will be accepted.

Intellectual Property Rights: In all cases, all intellectual property rights in and to, and all technology relating to the Products supplied to Customer, their design and all improvements thereto or thereof, whether or not such Product, design or improvement is made pursuant to Customer’s speculations or at Customer’s expense, shall be and remain the exclusive property of TrillaMed or the product’s manufacturer.

Shipping: In conjunction with the Government Return Goods Policy, if a shipping error occurs due to Contractor error, the contractor will pay freight both ways for return/exchange of goods. If an ordering facility error occurs, the ordering facility will pay freight. Freight charges will be prepaid when orders are shipped via transportation mode and carrier selected by TrillaMed. When expedited delivery, specialized service, or alternate transportation modes are requested, or if requests are inconsistent with efficient distribution practices, an additional charge to cover the premium expenses will be added to the invoice. Inside deliveries or multiple deliveries are subject to additional charges based on current common carrier rates or hourly rates. Palletized deliveries are encouraged. Customers receiving this service will be required to exchange on a one-for-one basis a pallet of the same condition and specification at the time of each delivery, or accept an invoice for value of returned pallets. Orders will be shipped once per week.

Proof of Delivery: TrillaMed will provide proof of delivery upon request. If excessive proofs of delivery are requested, TrillaMed may charge a service fee to offset its administrative costs.

Damage or Loss in Transit: Identity of items and extent of damage or loss must be noted on Customer’s copy of delivery document by the agent of the transportation company. If damage is discovered after receipt of shipment, notify the transportation company immediately and request that inspection be made and an inspection report rendered.

Concealed shortages or damages within palletized shipments must be reported to TrillaMed Customer Service within 3 business days of delivery or credit will not be allowed. TrillaMed will issue a credit for the loss or damage and file a claim with the carrier, providing your request promptly forwarded to TrillaMed and received with ten

(10) days of delivery. This claim request must be accompanied by a delivery receipt or an inspection report upon which the transportation company has properly noted such damage or loss.