menu
See demo

ShiftWise Supplier Agreement – BJC – Clinical

Supplier Application Service Agreement

This Agreement is entered into between Supplier and ShiftWise effective as of the date of acceptance (the “Effective Date”).

WHEREAS, Supplier and ShiftWise have entered into the above-referenced Agreement and desire and intend by this Agreement to incorporate the following terms and conditions. It is hereby agreed:
Defined terms referenced in this Agreement shall have the meanings set forth in 1. DEFINITIONS of Attachment A.

APPLICATION SERVICE FEE

SUPPLIER will pay ShiftWise a service fee on the total amounts billed to HDOs for STAFF placed using the ShiftWise APPLICATION SERVICE. The service fee will be 4%.

*A processing fee of $3.12 will be applied to each statement.

TRAINING

See information on training sessions at: https://www.shiftwise.com/supplier-training/ 

PAYMENT AND OTHER TERMS

  • HDOs will remit payment for invoices for all undisputed STAFF CHARGES to ShiftWise. ShiftWise will pay Supplier, undisputed STAFF CHARGES (less ShiftWise’s service fee) in full, within 15 days of receipt of funds from HDO. Disputed amounts will remain in the ShiftWise vendor management system until resolved by HDO and Supplier.
  • Supplier will review and approve time slips and invoices according to the requirements of the relevant HDO. If not otherwise specified by an HDO, a billing week will be defined as the seven day period beginning with the Monday AM shift and ending with the Sunday NOC shift, and Supplier will adhere to the following schedule. (All times are Pacific Time.)
  • HDO will review and approve all available time slip data for the previous billing week by 5:00 PM on Tuesday.
  • Any discrepancies in time slip data will be disputed by the participating Supplier directly with the HDO and resolved by the organizations by 5:00 PM on Thursday.
  • Supplier will approve all invoices by 5:00 PM on Thursday.
  • HDO will approve all invoices for STAFF CHARGES by 5:00 PM on Friday.

OTHER TERMS

  • License: This Agreement provides Supplier with a license to use the ShiftWise APPLICATION SERVICE subject to the terms and conditions of the standard ShiftWise end-user license agreement (EULA) a complete copy of which can be found at https://www.shiftwise.com/shiftwise-eula/.
  • Termination: The license is terminable upon thirty (30) days prior written notice from either Supplier or ShiftWise.
  • Taxes: Supplier is solely liable for payment of any federal, state or local taxes (exclusive of taxes on ShiftWise’s net income) associated with amounts payable to ShiftWise under this Agreement.
  • Supplier-HDO Agreements: Supplier will rely solely on this Amendment, the Agreement and any applicable “pass through terms” or other contracts between Supplier and HDOs to govern Supplier’s relationships with HDOs. HDO “pass through terms” will be considered binding contractual agreements between Supplier and HDO. Supplier will accept any such pass through terms before Supplier can place any STAFF under the Agreement.
  • Disclaimer: ShiftWise specifically disclaims any fitness for a particular purpose of any STAFF provided to an HDO through the ShiftWise APPLICATION SERVICE.

All terms and conditions of the Agreement shall remain in full force and effect and be legally binding upon the parties. Provided however, that the undersigned acknowledge and agree that in the event there is a conflict between any terms of the Agreement and those contained in this Amendment, the terms of this Amendment shall supersede and control.

Supplier and ShiftWise have caused this Agreement to be entered into by their duly authorized representatives as of the Effective Date.

Click Here to Accept the Terms & Conditions of this Agreement

Attachment A

The definitions below apply to these terms as used in this Addendum and the Agreement.

DEFINITIONS

  1. “APPLICATION SERVICE” means the SHIFTWISE PRODUCT(S) offered for use through an Application Service Provider model.
  2. “APPLICATION SERVICE DOCUMENTATION” means user documentation, including the system documentation, user manuals, functionality descriptions, written specifications and methodologies, and final release information concerning the capabilities, functions and features of the SELECTED APPLICATION SERVICE, all as modified and supplemented by ShiftWise from time to time and provided to Supplier.
  3. “FACILITY(IES)” means SUPPLIER’S facility at the address designated in the Agreement and any other SUPPLIER facility(ies) address(es) specified on a signed addendum between SUPPLIER and ShiftWise.
  4. “HDO” means a Healthcare Delivery Organization that requests STAFF.
  5. “HDO-SUPPLIER AGREEMENT” means the contractual agreements Suppler and/or its affiliated facilities have with its HDO customers.
  6. “PROFESSIONAL SERVICES” means additional professional services provided to HDO by ShiftWise pursuant to the professional services agreement set forth in Attachment B, as further detailed in any statement of work (“SOW”) attached thereto and incorporated by reference.
  7. “SELECTED APPLICATION SERVICE” means the SHIFTWISE PRODUCT(S) selected by HDO under this Agreement, as set forth in Attachment A, and any additional SHIFTWISE PRODUCT(S), including but not limited to other job sourcing systems or solutions added by a signed written amendment hereto.
  8. “SHIFTWISE CONNECT” means ShiftWise’s proprietary on-line staff self-scheduling platform which includes web, email and two-way mobile messaging for any existing open VMS APPLICATION job order messages and/or job order update related to STAFF to be automatically routed directly to any STAFF thus allowing them to respond, confirm and book.
  9. “SHIFTWISE PRODUCT(S)” means ShiftWise’s VMS APPLICATION, STT APPLICATION, SHIFTWISE CONNECT VERISTAFF and its other on-line evaluation and performance management solutions.
  10. “SHIFTWISE SERVICES” means the implementation, training and other services provided by ShiftWise in support of the SELECTED APPLICATION SERVICE.
  11. “SHIFTWISE SOFTWARE” means any ShiftWise proprietary source code and object code incorporated within the SELECTED APPLICATION SERVICE.
  12. “STAFF” means any employee, agent or other labor resource engaged by SUPPLIER and placed for work in an HDO’s facility through the use of the VMS APPLICATION.
  13. “STAFF CHARGES” means charges for the STAFF who are placed and who actually provide services at an HDO facility as a result of being placed through the VMS APPLICATION.
  14. “STT APPLICATION” means the ShiftWise Staff Time Trax application for tracking, approving and managing the time of STAFF provided by SUPPLIER.
  15. “VERISTAFF” means ShiftWise’s online credentialing and document management system.

“VMS APPLICATION” means the web-based ShiftWise Vendor Management System application for requesting, placing, and managing STAFF provided by SUPPLIER