REPORT/RECOMMENDATION TO THE BOARD OF SUPERVISORS
OF SAN BERNARDINO COUNTY
AND RECORD OF ACTION
August 18, 2026
FROM
ANDREW GOLDFRACH, ARMC Chief Executive Officer, Arrowhead Regional Medical Center
SUBJECT
Title
Agreement with Mentor Worldwide LLC for the Purchase of Mammary Products for Surgical Procedures
End
RECOMMENDATION(S)
Recommendation
Approve Single Site Agreement with Mentor Worldwide LLC, including non-standard terms, for the purchase of mammary products, in the amount of $650,000, for the period of September 1, 2026 through August 31, 2029.
(Presenter: Andrew Goldfrach, ARMC Chief Executive Officer, 580-6150)
Body
COUNTY AND CHIEF EXECUTIVE OFFICER GOALS & OBJECTIVES
Provide for the Safety, Health and Social Service Needs of County Residents.
FINANCIAL IMPACT
Approval of this item will not result in the use of Discretionary General Funding (Net County Cost). The cost of $650,000 is funded by State Medi-Cal, Federal Medicare, private insurances, and other departmental revenue. Funding sources may change in the future pending any legislative activity related to the repeal and/or replacement of the Affordable Care Act. Adequate appropriation and revenue have been included in Arrowhead Regional Medical Center’s (ARMC) 2026-27 budget and will be included in future recommended
budgets.
BACKGROUND INFORMATION
Approval the Agreement with Mentor Worldwide LLC (Mentor) will allow ARMC to purchase mammary products used in breast augmentation and breast reconstruction procedures. The products are utilized for ARMC procedures such as reconstruction after mastectomy, scar revision, and tissue defect procedures.
The Single Site Agreement (Agreement) is Mentor’s standard commercial contract, which includes terms that differ from the standard County contract and omits certain County standard contract terms. While the parties negotiated certain contract terms to County standards, Mentor would not agree to all County standard terms.
The non-standard and missing terms include the following:
1. Mentor may assign the Agreement without the County’s approval upon providing 10 days prior written notice or if legally prohibited from providing prior notice, within 10 days after the effective date of the assignment, and the County has the right to terminate this Agreement, if required by applicable law.
• The County standard contract requires that the County must approve any assignment of the contract.
• Potential Impact: Mentor could assign the Agreement to a third party or business with which the County is legally prohibited from doing business due to issues of Federal debarment or suspension and conflict of interest, without the County’s knowledge. Should this occur, the County could be out of compliance with the law until it becomes aware of the assignment and terminates the Agreement.
2. Mentor limits its indemnification obligations in the Agreement to third party claims alleging that use of any Product in accordance with Company-approved labeling resulted in bodily injury to the extent such claims arise from manufacturing or material defects in the Products, or any Product infringes the intellectual property of any other person or entity, excluding claims arising out of negligence or willful misconduct by the County; use of a product by any person other than in accordance with Mentor-approved product labeling including, re-use of products; or County’s breach of the Agreement .
• The County standard contract indemnity provision requires the contractor to indemnify, defend, and hold County harmless from third party claims arising out of the acts, errors or omissions of any person.
• Potential Impact: The limit of the Mentor’s indemnification obligation means that any claim that meets the limiting conditions or is not affected by these conditions are excluded from Mentor’s indemnification obligations.
3. The Agreement has modified insurance terms including naming the County as an additional insured only under the Commercial Policy and only to the extent of Mentor’s obligation to indemnify the County; limiting the waiver of subrogation to where permitted by law and allowed by insurance; making policies primary and non-contributory only to the extent to Mentor’s sole negligence; no severability of interests, no right of the County to cancel the Agreement or procure insurance if Mentor fails to; and no right to insurance review.
• The County standard contract requires contractors to carry appropriate insurance at limits and under conditions determined by the County’s Risk Management Department.
• Potential Impact: The County has no assurance that Mentor will be financially responsible for claims that may arise under the Agreement, which could result in expenses to the County that exceed the total Agreement amount. In addition, the conditions on the waiver of subrogation may allow Mentor’s insurer refuse to allow waiver of subrogation and bring suit against the County, which could result in expenses that exceed the total Agreement amount.
ARMC recommends approval of this Amendment to provide for the health and safety of county residents by ensuring the hospital has access to necessary mammary products for use in patient care.
PROCUREMENT
The Purchasing Department supports this non-competitive procurement based on functional specifications. These implants are Food and Drug Administration-approved, provide the required range of size, profile, shell characteristics, and gel cohesiveness specified for ARMC’s surgical uses with consistent known patient outcomes. Besides clinical requirements, Mentor provides consignment inventory model, reducing inventory investments, eliminates expired implants (waste) and supports product availability.
REVIEW BY OTHERS
This item has been reviewed by County Counsel (Bonnie Uphold, Supervising Deputy County Counsel, 387-5455) on August 14, 2026; Purchasing (Veronica Pedace, Buyer III, 387-2464) on July 28, 2026; Risk Management (Stephanie Pacheco, Staff Analyst II, 386-9039) on July 28, 2026; ARMC Finance (Chen Wu, Finance and Budget Officer, 580-3165) on July 29, 2026; and County Finance and Administration (Jenny Yang, Administrative Analyst, 387-4884) on July 29, 2026.