Supplier Agreement for the Antigen Testing Services Directory

This is an agreement between your business and Her Majesty the Queen in Right of Ontario. You must consent to this agreement to appear on the Antigen Testing Services Directory which will be available on a public website.

Terms and conditions

This is an agreement between your business (the Supplier) and Her Majesty the Queen in Right of Ontario (the Province). The Supplier is required to agree to the terms and conditions outlined below in order to appear on the Antigen Testing Services Directory (Supplier Directory).

The Supplier Directory is intended to help potential customers who are participants in the Provincial Antigen Screening Program (“Customers”) identify suppliers of services for covid 19 point-of-care antigen testing (the “Services”, as described further in s. 17).

In consideration of the Province permitting the Supplier to appear on the Supplier Directory and for other good, valuable and legal consideration, the receipt and sufficiency of which are acknowledged, the Supplier acknowledges and agrees to the following:

  1. The Supplier consents to the Province posting the Supplier’s business name, business address, business contact information (e.g. website, e-mail, phone number, etc.) on a public website available to Customers for the immediate access of the Services. The Supplier agrees that it may be contacted by Customers with inquiries regarding securing the Services.
  2. The Supplier will indemnify and hold harmless the Province, members of the Executive Council of Ontario and their directors, officers, advisors, agents, appointees and employees (the Indemnified Parties) from and against any and all liability, loss, costs, damages and expenses (including legal, expert and consultant fees), causes of action, actions, claims, demands, lawsuits or other proceedings, by whomever made, sustained, incurred, brought or prosecuted, in any way arising out of or in connection with the appearance of the Supplier on the Supplier Directory, including the provision of the Services.
  3. The Supplier is responsible for its own insurance and should carry all the necessary and appropriate insurance that a prudent person in the business of the Supplier would maintain, including, but not limited to commercial general liability insurance. The Supplier is not covered by the Province’s insurance program and no protection will be afforded to the Supplier by the Province for any claims that may arise in connection with the Supplier’s appearance on the Supplier Directory, including the provision of the Services.
  4. The Supplier releases and forever discharges the Indemnified Parties from all claims, demands, damages, actions or causes of action arising or to arise by reason of the Supplier appearing on the Supplier Directory (including the provision of the Services ), and from all claims or demands whatsoever in law or in equity which the Supplier, its heirs, successors, legal representatives or assigns can, shall or may have against the Indemnified Parties by reason of the Supplier’s appearance on the Supplier Directory (including the provision of the Services).
  5. Please note that the Province is bound by the Freedom of Information and Protection of Privacy Act, R.S.O. 1990, c. F.31 (the “Act”), as amended from time to time, and any information provided to the Province may be subject to disclosure under the Act. Section 17 of the Act provides an exemption from the disclosure of certain third-party information that reveals a trade secret or scientific, technical, commercial, financial or labour relations information supplied in confidence where disclosure of the information could reasonably be expected to result in certain harms. Any trade secret or scientific, technical, commercial, financial or labour relations information submitted by a third party in confidence to the Ministry should be clearly marked by the third party as such. The Ministry will provide notice to the affected third party before granting access to a record that might contain information referred to in section 17 of the Act so that it may make representations to the Ministry concerning disclosure. The Supplier’s information may also be shared with other ministries of the Province.
  6. The Province is not acting as an agent or partner of the Supplier nor as a promoter of the Supplier’s business or services.
  7. The Province makes no guarantee or assurance regarding the provision of the Supplier’s Services to Customers who may access the Supplier Directory nor whether the Supplier will receive any enquiries from such prospective Customers regarding the Supplier’s Services.
  8. The Supplier (i) is, in all material respects, in compliance with all applicable laws, statutes, policies, by-laws, ordinances, decrees, requirements, directives, guidelines, orders, judgments, licenses, permits, codes or regulations having the force of law, and any applicable determination, interpretation, ruling, order or decree, of any governmental authority or arbitrator, which is legally binding at such time, and (ii) agrees to the Province conducting the necessary due diligence and investigations in connection with such compliance.
  9. The Supplier has obtained all necessary approvals and certifications and satisfied all other requirements, including meeting applicable standards and notifying applicable professional regulatory colleges in connection with the Supplier’s Services. The Supplier’s personnel performing the Services shall have all necessary qualifications, licences and accreditations to provide the Services.
  10. The Province may, for any reason that the Province deems appropriate (i) choose not to include the Supplier on the Supplier Directory, and (ii) remove any information about the Supplier from the Supplier Directory.
  11. The Province may terminate the Supplier Directory at any time without notice to the Supplier.
  12. At any time, the Supplier may request in writing that the Province remove it from the Supplier Directory. Upon receipt of such request the Province will take steps to remove the Supplier as soon as is reasonably practical.
  13. The Supplier has had sufficient time and opportunity to seek independent legal advice in connection with this agreement and has freely agreed to the terms, conditions and statements contained herein.
  14. The terms, conditions and statements contained herein have been agreed to by a person who is authorized to legally bind the Supplier.
  15. This Agreement shall be governed by the laws of the Province of Ontario and the federal laws of Canada as applicable in the Province of Ontario.
  16. The Supplier shall ensure that the rate it charges to a Customer for the provision of the Services is a reasonable market rate.
  17. The Supplier represents that it is able to provide services for covid 19 point-of-care antigen testing including but not limited to:
    1. Specimen collection;
    2. Infection control during the testing process;
    3. Routine disinfection between patients and comprehensive site disinfection, in accordance with all applicable law, directives, and public health guidance;
    4. Supplies related to specimen collection, included, but not limited to: PPE for clinical staff (mask, gown, face shield), biohazard waste containers, pre-printed labels, masking tape, gloves, hand sanitizer, timer, disinfectant, plexiglass shields, other equipment for the set-up at the workplace;
    5. Patient registration, patient management and screening;
    6. Results reporting via a centralized database;
    7. Results reporting and communication with patients;
    8. Appropriately trained and qualified health care professionals to conduct specimen collection and testing;
    9. Quality management and oversight of screening, collection and testing processes;
    10. Screening of all individuals upon arrival to the workplace or at the time deemed appropriate by the workplace;
    11. Providing staffing and training to conduct screening (e.g., questionnaire and temperature check);
    12. Administrative tasks such as data entry.
  18. The Supplier acknowledges that that the Province shall have no funding or other financial obligation to the Supplier and that the sole compensation that the Supplier shall receive in relation to the Services is payment from the Customer.