Service Agreement
Exhibit 4.15
English Summary
This Service Agreement (hereinafter referred to as the “Service Agreement”) is entered into based on the tender award dated October 30, 2020, and amended by the agreement entered into on December 16, 2020, by and between:
Free State of Bavaria, Germany, represented by the Bavarian State Office for Health and Food Safety with address at Xxxxxxxxxxxx Xxx 00, 00000 Xxxxxxxx, Xxxxxxx (“Contracting Authority”)
And
Centogene GmbH (the “Contractor”), a company incorporated in accordance with the laws of the Federal Republic of Germany with a registered address at Xx Xxxxxxx 0, 00000 Xxxxxxx, Xxxxxxx.
1. Subject Matter of the Contract
The Contractor undertakes to establish two mobile test centers to conduct PCR tests for COVID-19 in each of the Bavarian government districts of Upper Palatinate, Upper Franconia and Lower Franconia (a total of six mobile test centers).
2. Scope of Services
Amongst other obligations, the Contractor shall undertake the establishment and operation of mobile test centers and provide sufficient physicians and expert personnel in the test centers. The Contractor shall operate the mobile test centers on a 7-day per week basis and shall maintain test capacities to accommodate daily requirements which are estimated to be up to 500 per day per site. This could be increased to 1,000 per day, if needed.
The Contractor is permitted to engage subcontractors subject to prior approval by the Contracting Authority. The Contractor employs 21 Dx GmbH and Xx. Xxxxx Laboratoriums GmbH as subcontractors.
3. | Obligations of the Contractor |
The Contractor’s obligations include, among other things,
| i. | performance of tests by a physician or qualified personnel, especially in connection with breakout clusters or in a close spatial context (e.g. elderly care facilities) |
| ii. | establishment of mobile test centers at agreed places and times |
| iii. | provision of mobile test facilities (e.g. tents, vehicles, containers) |
| iv. | change of test center locations overnight |
| v. | setup of test center locations within 24 hours upon request |
| vi. | achievement of fully operational status within four hours after arrival at a test location |
| vii. | provision of personal protective equipment for personnel and testing materials |
| viii. | provision of notifications on test results to tested persons and health authorities |
| ix. | provision of data on tested persons and findings to the health authorities and tested persons, carried out exclusively in a suitable manner using a data protection compliant web application |
| x. | general compliance with applicable law and regulations |
4. | Remuneration |
In consideration of the Contractor providing the services under the Service Agreement, the Contracting Authority shall pay the Contractor a weekly basic flat rate (including expenses) per mobile test center, a daily fee for operating the mobile test center and a fee for each test analyzed during the term of the Service Agreement.
5. | Term and Termination |
The term of the Service Agreement commenced on November 1, 2020 and was initially scheduled to end on December 31, 2020, but was extended and instead terminated on February 28, 2021.
The Contracting Authority may terminate with a notice of two weeks per month end. The Contracting Authority may terminate the Service Agreement for cause and with immediate effect; “cause” includes, among other things, certain violations by the Contractor of the Service Agreement.
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