Terms of Service - Updated 06/20/2023: Section 6 not available for the 2023 Season.
MRSI’s Terms of Service (“TOS”) and your signatory page collectively make up the entire “SERVICE AGREEMENT” between MRSI Medical Resource Specialists, Inc. (“MRSI”) and you. (“YOU”, “COMPANY” or “PARTY”).
MRSI provides health screenings and/or immunizations (“SERVICES”); therefore, COMPANY would like to contract with MRSI to provide SERVICES at a COMPANY sponsored location.
If COMPANY is requesting MRSI to invoice a 3rd PARTY PAYER / “TPA” (Third Party Administrator); then COMPANY and TPA will be referred to individually as “PARTY” and collectively as “PARTIES”.
For the purposes of this SERVICE AGREEMENT, the definitions below have the assigned meaning to them:
DEFINITIONS
“Appointment” or “Scheduled Appointment”; means that COMPANY is requesting MRSI to provide SERVICES at a location with a specific date, time, and rate.
“Confirmation” or “Confirmed Appointment” means MRSI agrees to provide SERVICES to COMPANY on a specific date and time. A confirmation email will be sent to the email address or contact person outlined on the signatory page.
“Cancelled Appointment” means that your Confirmed Appointment is invalid, and SERVICES will not be provided.
“Rescheduled Appointment” means that your Confirmed Appointment has become invalid and SERVICES will not be provided; however, COMPANY plans to make a new appointment and a new confirmation will be sent from MRSI.
“Priority Order Form” or “Pre-book Order Form” means MRSI received COMPANY’s request for SERVICES and has assigned priority to reserve supplies and an appointment date. It does not guarantee SERVICES for the date and time you requested even if you prepaid. A priority confirmation email will be sent to the email address you provided when completing the Priority Order Form.
“Advance Purchase Option” or “APO” or “Prepay” or “Prepayment” means you pay prior to receiving SERVICES.
“Prepayment Discount Code” means that MRSI may generate a promotional code for you to receive a discounted rate for prepaying.
“Waiting List” means you are requesting to be notified when a product or SERVICE becomes available. Names on a waiting list will receive priority communications from MRSI.
“Third Party Payer” or “TPA” means a person or organization other than COMPANY to accept financial responsibility with reimbursing MRSI for the SERVICES provided to COMPANY.
- GENERAL TERMS
1.01 Deposit: If SERVICES are NOT prepaid then MRSI reserves the right to require a 50% deposit or a credit card on file prior to confirming an appointment for SERVICES.
1.02 Credit Check: If SERVICES are NOT prepaid then MRSI might require a credit check or a credit card on file prior to confirming an appointment for SERVICES.
1.03 Independent Contractors: MRSI will provide SERVICES as an independent contractor. Nothing contained in the SERVICE AGREEMENT will be construed to create a partnership, joint venture, agency, or an employment relationship.
1.04 Assignment: Neither MRSI or PARTIES may assign this SERVICE AGREEMENT without the other one’s prior written consent and nor will such consent be unreasonably withheld. No such consent will be required for assignment to an entity owned by or under common control of assignor.
1.05 Headings: The headings of sections and subsections for the TOS are for reference only and will not affect in any way the meaning or interpretation of the SERVICE AGREEMENT.
1.06 Entire Agreement: The signatory page and MRSI’s TOS constitutes the entire SERVICE AGREEMENT between MRSI and the PARTIES. Any agreements, promises, negotiations, or representations not expressly set forth in writing are of no force or effect. The SERVICE AGREEMENT may be executed in any number of counterparts, each of which will be deemed to be the original. No amendments to the SERVICE AGREEMENT will be effective unless generated by MRSI in writing and signed by the PARTIES. The SERVICE AGREEMENT will be governed by and construed in accordance with the laws of the State of California.
1.07 Compliance with Laws: If any law or regulation is enacted, modified, or judicially interpreted so that the SERVICE AGREEMENT would be found not to comply with such law or regulation then this SERVICE AGREEMENT will terminate immediately upon notice to MRSI and the PARTIES.
1.08 Non-Discrimination: Neither MRSI or PARTIES will discriminate on the basis of age, race, color, national origin, religion, sex, disability, being a qualified disabled veteran, being a qualified veteran of the Vietnam era, or any other category protected by law.
1.09 Notices: Any notice or demand required under this SERVICE AGREEMENT will be in writing and sent to the addresses below via certified mail with a return receipt requested, postage prepaid or by a recognized overnight carrier with proof of receipt. In the event there is a change of PARTIES agree to notify MRSI and any other party in writing.
Notice to MRSI will be sent to:
MRSI Medical Resource Specialists, Inc.
24835 La Palma Ave. Suite J
Yorba Linda, CA 92887
Notice from MRSI to PARTIES will be sent to:
PARTIES contact information on the SERVICE AGREEMENT
- SERVICES
2.01 Consent: Not all SERVICES offered by MRSI require a written Consent Form; however, when applicable PARTIES understand that all participants of SERVICES must be at least 18 years of age to legally sign a Consent Form. PARTIES understand that any participant under the age of 18 will NOT be allowed to receive SERVICES unless a parent or guardian is present at the time of SERVICES to sign the Consent Form.
2.02 Supplies: COMPANY or PARTIES understands that supplies such as test strips or vaccines are typically manufactured and packaged in quantities of 10; therefore, MRSI orders the supplies on behalf of COMPANY based on the Quantity COMPANY is requesting and rounds that number up to the nearest 10th. If a supply is packaged in a quantity of 5 then it will be rounded up to the nearest 5th. COMPANY or PARTIES accept complete financial responsibility for any unused vaccines outlined in Section 5.01b regardless of reasons that include, but is not limited to bad weather, low turnout or participants already receiving similar SERVICES earlier in the season.
2.03 Special Order Flu Vaccines: Additional vaccines or supplies requested by COMPANY or PARTIES that is NOT included on the SERVICE AGREEMENT will be considered a Special Order and subject to availability.
2.04 Shipping/Delivery: COMPANY will be responsible for any shipping and/or delivery expenses unless payment is agreed to by the 3rd PARTY PAYER. Either PARTY can provide MRSI with their shipping account number; otherwise, COMPANY will reimburse MRSI for any shipping and/or delivery expenses to have all the necessary supplies available on the date of SERVICE.
2.05 Non-Refundable Vaccine: Unused vaccine is non-refundable and cannot be returned; therefore, COMPANY or PARTIES understands that ALL vaccine ordered on behalf of COMPANY is final.
2.06 Cancellation of SERVICES: COMPANY agrees that if either PARTY cancels an appointment after MRSI orders vaccine and/or supplies without rescheduling; regardless the reason, it will reimburse MRSI at the unused vaccine rate (Section 5.01b) multiplied by the quantity of supplies ordered on behalf of COMPANY.
2.07 Priority Scheduling: COMPANY will have the ability to receive priority scheduling for certain SERVICES early in the year to help reduce the risk of being affected by supply shortages, such as flu vaccine. PARTIES acknowledge that MRSI will only provide SERVICES when MRSI receives the signatory page back from all PARTIES involved.
2.08 Rescheduling: COMPANY may reschedule SERVICES at least 72 hours from the date confirmed. Within 72 hours COMPANY will need to contact MRSI directly at (714) 692-2220. COMPANY understands that when it reschedules an appointment it must first cancel its confirmed appointment before scheduling a second. The initial confirmation email will NOT apply to the second appointment request. Only when MRSI sends a new confirmation email to the COMPANY will the rescheduled date be confirmed. MRSI will attempt to accommodate any rescheduled requests; however, if a new date of SERVICE cannot be agreed upon the COMPANY agrees to pay MRSI 50% of its initial order until a mutually acceptable date is confirmed; unless COMPANY prepaid. The balance will be paid after the SERVICES are completed.
- RESPONSIBILITIES OF MRSI
3.01 SERVICES: MRSI will provide SERVICES to qualified participants at the rate, date, time, and location outlined on the SERVICE AGREEMENT. COMPANY or PARTIES understand that depending on the type of SERVICES, supplies for the SERVICE is subject to availability. This includes, but is not limited to personnel, PPE, infrared thermometers, vaccines, and/or Government mandates.
3.02 Responsibilities: MRSI will adhere and abide by the following Health and Safety guidelines:
1) MRSI will provide Certificates of Liability at either PARTIES request.
2) MRSI will follow all guidelines for disposal of waste set forth by the Department of Health and Human Services.
3) MRSI will follow relevant guidelines issued by the Department of Health and Human Services pertaining to infection control.
4) When applicable, MRSI will have participants sign a consent form and review a Vaccine Information Statement (VIS) Form prior to administering SERVICES. All PARTICIPANTS must be 18 years of age or older; otherwise, SERVICE will be refused. (Section 2.01)
3.03 Personnel: MRSI will make available qualified personnel to perform confirmed SERVICES. MRSI will follow its standard employment policies and procedures to verify and ensure that all personnel meet applicable licensing or certified requirements. MRSI, its affiliates or its subcontractors will maintain direct responsibility as the employer for payment of wages and other compensation. This will include any mandatory withholdings and contributions such as federal, state, and local income taxes, social security taxes, workers compensation and unemployment insurance.
3.04 Availability of Personnel: MRSI’s ability to provide additional personnel at the request of COMPANY or PARTY is subject to the availability of qualified personnel. Additional rates may apply.
- RESPONSIBILITIES OF THE COMPANY
4.01 Care of Supplies: When applicable; COMPANY agrees to accept delivery of vaccine and/or test strips along with any supplies for the SERVICES confirmed by MRSI. COMPANY agrees to follow the instructions provided by MRSI and exercise diligent care including refrigeration over the weekend if necessary. COMPANY also agrees to follow all instructions provided by MRSI regarding proper disposal and or the return of supplies. COMPANY accepts financial responsibility if failure to follow these instructions results in any returned items being damaged.
4.02 Count or Tally: COMPANY is completely responsible for providing MRSI with an accurate count or tally of its participants. COMPANY and/or PARTY give MRSI permission to place an order for the supplies necessary to provide SERVICES based on this count or tally.
4.03 Work Area: COMPANY will provide a work area and the furnishings (Section 4.04) to enable MRSI or any affiliates of MRSI to safely provide SERVICES to the PARTICIPANTS. This work area will be provided at no charge to MRSI.
4.04 Work Area Furnishings: COMPANY is responsible for providing tables, chairs, a waste basket, a telephone (for emergency purposes) and when applicable an electrical outlet(s) (110-120 volts) for testing equipment as part of the Work Area.
4.05 Display: COMPANY will allow MRSI to display MRSI’s name, logo, brochures, and informational material during the SERVICES provided.
4.06 Rosters: HIPPA regulations prohibit MRSI from providing information such as names or personal results of individuals that receive certain SERVICES. It is the responsibility of either PARTY to obtain their own information without using MRSI’s personnel.
4.07 Site Contact: COMPANY’S site contact is responsible to review, approve and sign the Nurse’s Clinic Information Form to confirm the actual number of participants / Consent Forms the Nurse received and to also review the total hours the nurse worked. (MRSI’s invoice will be based on these numbers)
4.08 Payment: COMPANY agrees to ultimately accept financial responsibility in the event a participant or TPA (Section 5.08) fails to reimburse MRSI for SERVICES.
- COMPENSATION
5.01a Rates: Medical Resource Specialists, Inc. (“MRSI”) will provide the SERVICES outlined above based on the unit price and total quantity ordered. (Minimum Billed) If the actual number of participants that receive SERVICES exceed this minimum then MRSI will bill COMPANY for any additional participants. If the actual number of participants that receive SERVICES is less than or equal to the minimum, then COMPANY agrees to pay the Minimum Billed.
5.01b Unused Vaccine: MRSI is required to properly dispose of any unused vaccine to avoid potential vaccine contamination and to meet industry standards regulating the vaccine’s chain of custody; therefore, COMPANY understands that the vaccine ordered on behalf of COMPANY cannot be returned for a refund (2.05) and is not MRSI’s responsibility to reallocate for usage. COMPANY accepts complete financial responsibility for any unused dose(s) of vaccine, proper disposal and handling fees by the Medical Waste Company and all Federal Excise Tax.
5.01c Hourly Rates: Rates for MRSI’s personnel to provide SERVICES are billed hourly according to each hour worked plus an additional one (1) hour. (30 minutes to set up and 30 minutes to clean up) If either PARTY requests MRSI’s personnel to stay beyond the clinic’s scheduled time even if included in the rate then MRSI will round any additional minutes to the following 1/4 hour (15 minutes) and bill COMPANY that prorated hourly rate.
5.02 Billing: MRSI will electronically mail (e-mail) or mail the appropriate PARTY an invoice and receipt for the SERVICES provided. A valid credit card from either PARTY may be required to be held on file to confirm SERVICES.
5.03 Reimbursement: The PARTY receiving an invoice agrees to pay MRSI based on each date, time and location provided on the Signed SERVICE AGREEMENT.
5.04 Payment Terms: The PARTY receiving an invoice has 15 days from the Date of Service to pay MRSI unless stated differently on the SERVICE AGREEMENT. Payments not received by the Invoice’s due date will incur additional fees outlined in Section 5.09. Checks are to be mailed to the address stated on MRSI’s invoice.
5.05 Forms of Payment: MRSI will accept the following forms of payment: Cash, Check, ACH, Credit Card, and for certain SERVICES, Medicare Part B.
5.06 Checks: MRSI will accept business or personal checks made payable to MRSI, MRSI Healthcare or Medical Resource Specialists, Inc.
5.07a Private Health Plans: MRSI will verify eligibility on behalf of participants that have a private health plan with Aetna, Cigna, or United Healthcare prior to administering Services. MRSI will bill these select health plans on behalf of these approved participants minus any applicable co-pays. Any claims denied or partially paid by these select health plans for any reason will result with the COMPANY agreeing to accept financial responsibility on behalf of the participant and paying MRSI any balances due for SERVICES provided. It will then become the responsibility of the COMPANY to seek reimbursement from the participant.
5.07b Medicare Part B: When applicable, MRSI will bill Medicare for Medicare Part B members only. PARTICIPANTS enrolled in a Medicare Advantage Plan will be provided with a receipt that they can submit to seek reimbursement. Any claims denied by Medicare for any reasons will result in the COMPANY agreeing to accept financial responsibility on behalf of the participant and paying MRSI any balances due for SERVICES provided. It will then become the responsibility of the COMPANY to seek reimbursement from the participant.
5.08 Third Party Administrator: MRSI will invoice the TPA on behalf of COMPANY only after MRSI has received a signed SERVICE AGREEMENT from the TPA accepting financial responsibility for the SERVICES arranged with COMPANY. If MRSI does not receive a signed SERVICE AGREEMENT or if a payment from the TPA is not received by the due date stated on MRSI’s invoice; COMPANY agrees to accept 100% financial responsibility for the SERVICES provided. COMPANY understands and agrees to have MRSI invoice the COMPANY or charge the COMPANY’s credit card on file for SERVICES provided plus any applicable fees outlined in Section 5.09, 5.10 and 5.11.
5.09 Late Fees: Payments not received by the invoice’s due date will incur a $35.00 late fee or accumulated interest beginning from the date of SERVICE; whichever is greater. A rate of one- and three-quarter percent (1.75%) per month / twenty-one percent annual percentage rate (21% APR) or the maximum rate permitted by law will be applied.
5.10 Bank or Merchant Fees: COMPANY agrees to reimburse MRSI for any bank fees, charge backs or expenses incurred by MRSI due to a mistake or improper payment method made by the 3rd PARTY PAYER.
5.11 Parking Fees: COMPANY agrees to validate parking for MRSI’s staff and or affiliates during the time SERVICES are provided. If COMPANY does not validate parking, then MRSI will invoice for parking and PARTIES agree to reimburse MRSI for any fees incurred.
5.12 Attorney Fees: In the event MRSI is required to obtain legal assistance to enforce its rights under this SERVICE AGREEMENT, or to collect any moneys due to MRSI for SERVICES provided, MRSI shall be entitled to receive from COMPANY in addition to all other sums due, reimbursement for attorney fees, any court costs, and any other expenses incurred for enforcing its rights under this SERVICE AGREEMENT to collect its moneys.
5.13 Credit Cards: MRSI will accept VISA, MC, AMEX and DISCOVER credit cards and has separate rates for payments made with a Credit Card equivalent to 3%-4% more to cover the expenses associated with the convenience of using a credit card. MRSI does not calculate this into its standard or seasonal pricing to keep pricing lower.
- ADVANCE PURCHASE OPTION (APO) - Not Available for the 2023 Season.
This section is ONLY applicable if COMPANY participates in the Advance Purchase Option (APO) Program to receive the Quadrivalent Preservative-Free Flu Vaccine at a greater discount:
6.01 COMPANY agrees to pay MRSI for the vaccine at the APO rate multiplied by the quantity ordered. Full payment must be received by MRSI Net 20 days after the order is placed or by the Invoice due date; otherwise, the discounted Pre-Book Rate will apply.
6.02 COMPANY understands that all APO sales are final. MRSI will not issue a credit, reduce the rate for any unused doses (5.01b) or reimburse COMPANY in the event SERVICES are cancelled. (2.06)
6.03 COMPANY understands that any increased vaccine orders AFTER the APO’s deadline date must be increased with the exact same type of vaccine selected with the APO program. Prices will increase to the Pre-Book rate and will be invoiced after Services are provided.
6.04 COMPANY understands that MRSI will still require a signed Service Agreement by COMPANY to administer SERVICES. The APO program does not constitute a signed Service Agreement.
6.05 APO rates include Federal Excise Tax (FET) of $0.75/dose, shipping, fuel surcharges from the distributor and if applicable proper disposal of any unused vaccine. Nursing, additional charges and/or added Services are excluded in the APO rate and will be invoiced separately.
6.06 COMPANY understands it can make a payment to MRSI via the ‘PAY NOW’ button on the invoice. This will allow access to a secure portal for credit card or ACH/EFT payments. COMPANY can alternatively choose to make a payment by mailing a check to MRSI before the invoice’s due date to avoid additional fees.
6.07 COMPANY understands that MRSI implements separate rates for payments made with a Credit Card (VISA, MC, AMEX or Discover) equivalent to the fees and rates determined by the merchant account used. This typically adds 3%-4% more to the COMPANY’s total invoice for any expenses associated with the convenience of using a credit card. (5.13)