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Item G5
BOARD OF GOVERNORS FIRE AND AMBULANCE DISTRICT 1 AGENDA ITEM SUMMARY Meeting Date: March 16, 2011 Division: Emergency Services Bulk Item: Yes No X Department: Fire Rescue Staff Contact Person/Phone 9: Darice Haves/6004 AGENDA ITEM WORDING: Approval of Amendment No. 1 to the Renewal Agreement with Physio-Control, Inc. effective November 1, 2010 for the preventative inspection and maintenance of biomedical equipment which is used for the cardiac monitoring of patients, to clarify the increase in the contractual price of $18,912.00. ITEM BACKGROUND: On October 21, 2009, an Agreement with Physio-Control, Inc. for the preventative inspection and maintenance of biomedical equipment for the Board of Governors of Fire and Ambulance District I was approved. The agreement provided for an initial term of one (1) year with an option to renew for two additional one year terms. On October 21, 2010, the Board of Governors approved a renewal agreement between the parties in order to extend the original term for an additional year. Said renewal agreement had an attached Exhibit B "Technical Service Support Agreement" outlining a change in pricing due to equipment additions, deletions, and upgrades, however the new Exhibit and its' pricing change was not referenced within renewal agreement verbiage. This amendment is necessary to clarify the increase in the contractual price from $16,780.00 to $18,912.00 for the renewal period November 1, 2010 to October 31, 2011. PREVIOUS RELEVANT BOG ACTION: On October 21, 2009 the Board accepted the proposal and approved the Agreement with Physio-Control, Inc., for the maintenance of biomedical equipment for the Fire and Ambulance District I in the amount of $16,780.00 for a one (1) year period which commenced on November 1, 2009 through October 31, 2010. On October 20, 2010 the Board approved the option to renew the agreement with Physio-Control, Inc. for the period November 1, 2010 to October 31, 2011. CONTRACT/AGREEMENT CHANGES: Clarification of the increase in the contractual price from $16,780.00 to $18,912.00 due to equipment additions, deletions, and upgrades for the renewal period November 1, 2010 to October 31, 2011. STAFF RECOMMENDATIONS: Approval as written. TOTAL COST: $18,912.00 INDIRECT COST: BUDGETED: Yes X No DIFFERENTIAL OF LOCAL PREFERENCE: N/A COST TO COUNTY: $18,91 f00 SOURCE OF FUNDS: Ad Valorem Taxes REVENUE PRODUCING: Yes No X AMOUNT PER MONTH Year APPROVED BY: County Atty OMB/Purchasing Risk Management DOCUMENTATION: Included X Not Required DISPOSITION: AGENDA ITEM 9 Revised 7/09 MONROE COUNTY BOARD OF COUNTY COMMISSIONERS Contract with: Physio-Control, Inc. Contract PurposelDesctiption: Amendment No. 1 to the Renewal cal ment for the Board of Gc routracW amount of $18.912.00. CONTRACT NARY Contract # Effective Date: Expiration Date: for ti: and November 1, 2010 October 31, 2011 :tion & maintenance of biotttedi- 1 in order to clarify the increased. Contract Manager. Dance Ha s 6004 Fire Resew/ SLn2 14 (Name) (Ex#.) (Departmeut/Stop #) for BOCC meeting on March 16, 2011 Agenda Deadline: March 1, 2011 .�i�?aYi�Ti1I[sff�Y.`+ Total Dollar Value of Contract:-&18 912.00 Current Year Portion: Budgeted? Yes® No ❑ Account Codes: 14l- H01-s3046a- Grant: $ County Match: $ - - - ADDITIONAL COSTS Estimated Ongoing Costs: $ /yr For: (Not included in dollar Value above) (" mainfM"Q- •e4:t:s:mn_-- CONTRACT REVIEW Changes Date Out Date In Necded e Division Director Yes[] E y Risk Management Yes Q No[] F r O.M.WPurchasing Yes❑ NoQ County Attorney NoQ-- ( / Comments: OMB Form Revised 2/27/01 MCP #2 AMENDMENT NUMBER 1 TO THE RENEWAL AGREEMENT BETWEEN THE BOARD OF GOVERNORS OF FIRE AND AMBULANCE DISTRICT 1 MONROE COUNTY, FLORIDA AND pHySIO-CONTROL, INC. This Amendment Number 1 (Amendment 1) is made and entered into this day of 2011, by and between the Board of Governors of Fire and Ambulance District 1 of Monroe County, Florida, hereinafter called the "COUNTY" and Physio-Control, Inc., hereinafter referred to as "CONTRACTOR". WITNESSETH WHEREAS, on October 21, 2009, the COUNTY entered into an Agreement with Physio-Control, Inc. for the preventative inspection and maintenance of biomedical equipment for the Board of Governors of Fire and Ambulance District 1; and WHEREAS, said Agreement provided an initial term of one (1) year with an option to the COUNTY to renew the contract for two (2) additional one (1) year terms; and WHEREAS, on or about October 21, 2010, the Board of Governors approved a Renewal Agreement between the parties in order to extend the original term of the Agreement; but WHEREAS, an Amendment is necessary in order to clarify the contract price in the extended term of the Agreement as well as to clarify other terms and conditions of the renewed Agreement; NOW THEREFORE, IN CONSIDERATION of the mutual covenants and obligations contained herein, the parties agree to the following changes: 1. The COUNTY renews its election to exercise the first of two renewal terms pursuant to paragraph 4(a) of the original Agreement. 2. The effective date of the Renewal Agreement is November 1, 2010. 3. The term of the Agreement, as renewed, runs from November 1, 2010 to October 31, 2011. 4. The first sentence of paragraph 2 of the original Agreement is revised to read as follows: "The COUNTY shall pay to the CONTRACTOR a total amount of $18,912.00 for faithful performance of the Contract, in lawful money of the United States." 5. A new Exhibit B, attached to this Amendment 1, is hereby adopted in place and instead of Exhibit B attached to the Agreement dated October 21, 2009. 6. In all other respects, the terms and conditions of the Agreement dated October 21, 2009 remain in full force and effect. (SEAL) Attest: Danny L. Kolhage, Clerk By: Deputy Clerk (CORPORATE SEAL) Attest: By: Title: BOARD OF GOVERNORS, FIRE AND AMBULANCE DISTRICT 1 OF MONROE COUNTY, FLORIDA By: Mayor/Chairman PHYSIO-CONTROL, INC. By: Print Name: Title: M0 OE COUNTY ATTORN Y A R V AS R YNTHIA L. HALL ASSIS NNTf CO NTY ATTORNEY Date ZI " i RENEWAL AGREEMENT This RENEWAL AGREEMENT dated the 20th day of October , 2010, by and between the Board of Governors of Fire and Ambulance District 1 of Monroe County, Florida, hereinafter called the "COUNTY" and Physio-Control, Inc., hereinafter referred to as "CONTRACTOR". [►j#W1;T1 .1-W1I*i WHEREAS, on October 21, 2009, the COUNTY entered into an Agreement with Physio-Control, Inc. for the preventative inspection and maintenance of biomedical equipment for the Board of Governors of Fire and Ambulance District 1; and WHEREAS, said Agreement provided an initial term of one (1) year with an option to the COUNTY to renew the contract for two (2) additional one (1) year terms; and WHEREAS, the COUNTY wishes to exercise said first one (1) year renewal option for the continuation of preventative inspection and maintenance of biomedical equipment for the Board of Governors of Fire and Ambulance District 1 ; and NOW THEREFORE, IN CONSIDERATION of the mutual covenants and obligations contained herein, the parties agree as follows: 1. The COUNTY elects to renew the contract for an additional year pursuant to Paragraph 4; Section A of the Agreement entered October 21, 2009. he effective date of this amendment is November 1, 2010 and shall extend through October 11, under the same terms and conditions of the contract dated October 21, 2009. lL r terms and conditions of the contract dated October 21, 2009 shall remain in full force a F ' BOARD OF GOVERNORS, k t y L. Kolhage, Clerk FIRE AND AMBULANCE DISTRICT 1 OF MONROE CMRID B BY: Deputy derk Mayor/Ch trman (CORP ORAF� SEAL) �7 PHYSIO-CONTROL, INC. Attest: BY By: -� Titl . Print Name: ,!�)AP"iV A�LO��/-- C on tic Title: •• ••••• ��`•�• CoSearatr; ill 0NF- C C 0 U i\f T f AT9ORl 1EBB 1 �� s= li/i: 1966 ��''•,,� JP�!� Y[ THIA L. HALL as d�, `��.���� gu��``�.atc J1 S T CC, 0 U NTN( ATTORNEY EXHIBIT B Contract Number: End User# 03189501 MONROE COUNTY FIRE RESCUE 490 63RD ST STE 160 MARATHON, FL 33050 i Bill To # 03189501 MONROE COUNTY FIRE RESCUE 490 63RD ST STE 160 MARATHON, Fla 33050 This Technical Service Support Agreement begins on 11/112010 and expires on 10/31/2011. The designated Covered Equipment and/or Software is listed on Schedule A. This Technical Service Agreement is subject to the Terms and Conditions on the reverse side of this document and any Schedule 13, if attached. If any Data Management Support and Upgrade Service is included on Schedule A then this Technical Service Support Agreement is also subject to Physio-ControPs Data Management Support and Upgrade Service Tenns and Conditions, rev 7/99-1. Price of coverage specified on Schedule A is $18,912.00 per term, payable in Monthly in arrears installments. terms 15% DISCOUNT ON ACCESSORIES Accepte Physio-Control, Inc, Customer: Boar Es By: By; Title: &-";Ie Print: Clack Snow -- Date: Title: Date: 10/20/2010 Purchase Order Number: Territory Rep: EAVV67 Customer Contact: Miguel Rodriguez Darice Hayes Phone: 800-442- l 142 x2412 Phone: 305-289-6004 FAX: 800-772-3340 FAX: 305-289-6013 MONt=-'iOE COUNTY ATTORNEY ,�', 0�� Q -Ors Reference Number: V67-1072 Renewal C; SIT {-illl L. HALL Printed: 9/8/2010 Page I of 10 ASSIS IANT COUNTY ATTORNEY PHYSIO-CONTROL, INC, TECHNICAL SERVICE SUPPORT AGREEMENT TERMS AND CONDITIONS RENEWAL TERMS Physio-Control, Inc.'s ("Physio-Control") acceptance of Customer's Technical Service Support Agreement is expressly conditioned on Customer's assent to the terms set forth in this document and its attachments. Physio-Control agrees to furnish the services ordered by Customer only on these terms, and Customer's acceptance of any portion of the goods and services covered by this document shall confirm their acceptance by Customer. These terms constitute the complete agreement between the parties and they shall govern any conflicting or ambiguous terms on Customer's purchase order or on other documents submitted to Physio-Control by Customer. These terms may not be revised in any manner without the prior written consent of an officer of Physio-Control. REPAIR SERVICES If "Repair" services are designated, subject to the Exclusions identified below, they shall include, for the designated Covered Equipment, all repair parts and materials required, all required Physio-Control service technician labor, and all related travel expenses. For offsite (ship -in) services, units will be returned to Customer by Physio-Contral freight prepaid. INSPECTION SERVICES If "Inspection" services are designated, subject to the Exclusions identified below, they shall include, for the designated Covered Equipment, verification of proper instrument calibration, verification that instrument mechanical operations and output measurements are consistent with applicable product specifications, performance of an electrical safety check in accordance with National Fire and Protection Guidelines, all required Physio-Control service technician labor and all related travel expenses. For offsite (ship -in) services, units will be returned to Customer by Physio-Control freight prepaid. DOCUMENTATION Following each Repair and/or Inspection, Physio-Control will provide Customer with a written report of actions taken or recommended and identification of any materials replaced or recommended for replacement. LOANERS If a Physio-Control product is designated as a unit of Covered Equipment for Repair Services and needs to be removed from service to complete repairs, an appropriate Loaner unit will be provided, if available, until the removed unit is returned. Customer assumes complete responsibility for the Loaner and shall return the Loaner to Physio-Control in the same condition as received, at Customer's expense, upon the earlier of the return of the removed unit or Physio-Control's request. EXCLUSIONS This Technical Service Support Agreement does not include: supply or repair of accessories or disposables (e.g., patient cables, recorder paper, etc.); repair of damage caused by misuse, abuse, abnormal operating conditions, operator errors, and/or acts of God; repairs to return an instrument to normal operating equipment at the time of initial service by Physio-Contral under this Technical Service Support Agreement; case changes; repair or replacement of items not originally distributed or installed by Physio-Control; and exclusions on Schedule B to this Technical Service Support Agreement, if any, which apply to:Covered Equipment. SCHEDULE SERVICES Designated Repair and Inspections Services will be performed at the designated service frequency and during designated service hours except where service technicians are rendered unavailable due to mandatory training commitments, in which case Physio-Control will provide alternate coverage. Customer is to ensure Covered Equipment is available for Repair and/or Inspection at scheduled times, If Covered Equipment is not available as scheduled and Customer requests additional services to be performed or if Physio-Control is requested to perform Repair or Inspection services not designated in this Technical Service Support Agreement (due to the nature of services selected, instruments involved not being Covered Equipment, request being outside of designated service frequency or hours, or application of the Exclusions); Customer shall reimburse Physio-Control at Physio-Control's standard labor rates less 10% (including overtime, if appropriate), plus standard list prices for related parts and materials less 15%, plus actual travel costs incurred. _5`W PAYMENT The cost of services performed by Physio-Control shall be payable by Customer within thirty (30) days of Customer's receipt of Physio-Control's invoice (or such other terms as Physio-Control confirms to Customer in writing). In addition to the cost of services performed, Customer shall pay or reimburse Physio-Control for any taxes assessed Physio-Control. If the number or configuration of Covered Equipment is altered during the Term of this Technical Service Support Agreement, the price of Services shall be adjusted accordingly. Reference Number: V67-1072 Renewal Printed: 9/8/2010 Page 2 of 10 WARRANTY Physio-Control warrants Services performed under this Technical Service Support Agreement and replacement parts provided in performing such Services against defects in material and workmanship for ninety (90) days from the date a Service was performed or a part was provided. Customers sole remedy shall be reservicing the affected unit and/or replacement of any part determined to be defective, without any additional Customer charge, provided Customer notifies Physio-Control of any allegedly defective condition within ten (10) calendar days of its discovery by Customer. Physio-Control makes no other warranties, express or implied, including, without limitation, NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND IN NO EVENT SHALL PHYSIO-CONTROL BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR OTHER DAMAGES. TERMINATION Either party may terminate this Technical Service Support Agreement at any time upon sixty (60) days prior written notice to the other, except that Physio-Control may terminate this Technical Service Support Agreement immediately upon Customer's failure to make timely payments for services rendered under this Technical Service Support Agreement. In the event of termination, Customer shall be obligated to reimburse Physio-Control for that portion of the designated price which corresponds to that portion of the Term and the scope of Services provided prior to the effective date of termination. DELAYS Physio-Control will not be liable for any loss or damage of any kind due to its failure to perform or delays in its performance resulting from any cause beyond its reasonable control, including, but not limited to, acts of God, labor disputes, labor shortages, the requirements of any governmental authority, war, civil unrest, delays in manufacture, obtaining any required license or permit, and Physio-Control's inability to obtain goods from its usual sources. Any such delay shall not be considered a breach of Physio-Control's obligations and the performance dates shall be extended for the length of such delay. MISCELLANEOUS a) Customer agrees to not employ or offer employment to anyone performing Services on Physio-Control's behalf during the Term of this Technical Service Support Agreement or for one (1) year following its expiration without Physio-Control's prior written consent. b) This Technical Service Support Agreement, and any related obligation of other party, may not be assigned in whole or in part without the prior written consent of the other party. c) The rights and obligations of Physio-Control and Customer under this Technical Service Support Agreement shall be governed by the laws of the State in which the service is provided. All costs and expenses incurred by the prevailing party related to the enforcement of its rights under this document, including reasonable attorney's fees, shall be reimbursed by the other party. ...........I......................................................................END.................................................................................... -5--N Reference Number: V67-1072 Renewal Printed: 9/8/2010 Page 3 of 10 PHYSIO-CONTROL, INC. TECHNICAL SERVICE SUPPORT AGREEMENT SCHEDULE A Contract Number: Servicing Rep: Miguel Rodriguez, EAVV67 District: GULF COAST Phone: 800-442-1142 x2412 FAX: 800-772-3340 Equipment Location: MONROE COUNTY FIRE RESCUE, 03189501 490 63RD ST STE 160 MARATHON, FL 33050 Scope Of Service On Site Inspection Only - 1 Inspection per Year.M-F/8-5 Ref. Effective Expiration Total Model Part Number Serial Number Line Date Date Ins ections LIFEPAKVI700 320371500091 37967011 20 11/112010 10/31/2011 € LIFEPAKV1000 320371500245 38748179 21 11/1/2010 10/31/2011 1 LIFEPAK01000 320371500245 38748180 22 11/1/2010 10/31/2011 l _.. Scope Of Service Ship In Repair - 1 On Site Inspection per year:M-F/8-5 Ref. Effective Expiration Total RRodel_ Part Number _ Serial Number LiOe Date Date Inspections LIFEPAK® 12 VLP12-02-002269 13451834 1 11/1/2010 10/31/2011 1 LIFEPAK0 12 VLP12-02-002269 13451839 2 t 1/1/2011) 10/31/2011 1 LIFEPAK® 12 VLP12-02-002269 13451840 3 11/1/2010 10/31/2011 1 LIFEPAK® 12 VLP12-02-002269 13451841 4 11/1/2010 10/31/2011 1 LIFEPAK@ 12 VLP12-02-002269 13451842 5 I I/1/2010 10/31/2011 1 LIFEPAK@ 12 VLP12-02-002269 13451843 6 11/1/2010 10/31/2011 1 LIFEPAK® 12 VLP12-02-005013 32624452 7 l l/t/2010 10/31/2011 1 LIFEPAKID 12 VLP12-02-007228 37050535 a 11/1/2010 10/31/2011 1 LIFEPAK@ 12 VLP12-02-007228 383388.13 9 11/1/2010 10/31/2011 l LIFEPAK(g) 12 VLP12-02-007228 38338814 10 11/1/2010 10/31/2011 l LIFEPAK@ 12 VLP12-02-007228 38338815 11 11/1/2010 10/31/2011 l LIFEPAK® 12 VLP12-02-007228 38338816 12 11/1/2010 10/31/2011 l LIFEPAKO12 VLP12-02-007228 38338817 13 I1/l/2010 10/31/2011 l LIFEPAK@ 12 VLPl2-02-007228 38338818 14 11/1/2010 10/31/2011 1 LIFEPAK@ 500 3011790-000113 12697917 15 t 1/1/2010 €0/31/2011 1 LIFEPAKt 500 3011790-000113 12697923 16 11/1/2010 10/31/2011 1 LIFEPAKO 500 30 1f790-0001 l3 12697915 17 l 1/1/2010 10/31/2011 1 LIFEPAK® 500 3011790-0001 l3 1269790 18 1 1/1/2010 10/31/2011 1 LIFEPAK(D 500 3011790-0001 13 12697916 19 I 1/1/2010 10/31/2011 1 Reference Number: V67-1072 Renewal Printed: 9/8/2010 Page 4 of 10 x* Denotes an inventory line that has changed since die last contract revision or addendum. Reference Number: V67-1072 Renewal Printed:9/8/2010 Page 5 of 10 MEDTRONIC EMERGENCY RESPONSE SYSTEMS, INC. TECHNICAL SERVICE SUPPORT AGREEMENT SCHEDULE A Contract Nttmber: Additional Items Service Type Item Quantity Start Date End Date CASE CHANGE LP12/15/20 CASE CHG 1-9 1 11/1/2010 10/31/2011 ** Denotes an additional item line that has changed since the last contract revision or addendum. --N-N Refcrence Number: V67-1072 Renewal Printed: 9/8/20 10 Page 6 of 10 PHYSIO-CONTROL, INC. TECHNICAL SERVICE SUPPORT AGREEMENT SCHEDULE B INSPECTION ONLY SERVICES • Inspections are performed Monday thru Friday Sam to 5pm (excluding holidays) • If the customer requests that repairs be made as determined necessary by the Physio-Control Service Representative after completion of the inspection, such repairs will be made at Physio-Control's then current labor rate less 10%. Parts required for such repairs will be made available at 15% less than the then current list price for such parts. Physio-Control FASTPAK®, FASTPAK 2, LIFEPAK SLA, LIFEPAK NiCd Battery, and LIFEPAK Li -ion Battery Battery maintenance, performance testing, evaluation, removal, recycling, and replacement are the Customer's responsibility and should be performed in accordance with the LP 12 Series Operating Instructions section entitled Discarding/Recycling Batteries. Battery replacement is available upon completion of the second year of use on a one -far -one basis, up to the number of devices listed in Equipment Inventory, Schedule A. Replacement batteries shall be like -for -like (i.e. FASTPAK for FASTPAK, LIFEPAK LI-ion for LIFEPAK LI-ion, etc.). One -for -one, like -for -like battery replacement is available prior to the completion of second year of use upon battery failure as determined,by Customer's performance testing and evaluation in accordance with the LP 12 Operating Instructions section entitled Discarding/Recycling Batteries. During the Term of this Agreement, no -charge replacement for battery failure shall occur no more than four (4) times per two-year period for Physio-Control FASTPAK®, FASTPAK 2, LIFEPAK SLA, LIFEPAK NiCd Battery, and no more than three (3) times per two-year period for Li -ion batteries, up to the maximum amount of Physio-Control Battery Paks as is specified on schedule A, regardless of any terms in prior Support Plans. Battery replacement is dependent upon Customer's notice to Physio-Control of the completion of the second year of use or battery failure as determined by Customer's performance testing and evaluation. At the discretion of Physio-Control, battery replacement shall be accomplished by shipment to Customer and replacement by Customer, or by on -site delivery and replacement by a Physio-Control Service Technician. Upon Customer's receipt of replacement battery, the battery being replaced becomes the property of Physio-Control, and Customer must return the battery being replaced to Physio-Control for proper disposal. If Physio-Control does not receive the battery Customer will be charged at the then -current rate for the replacement battery. • Only batteries manufactured by Physio-Control are covered under this Service Agreement. Any batteries manufactured by other sources are expressly excluded from coverage under this Service Agreement. Physio-Control cannot guarantee the operation, safety and/or performance of our product when operating with a non-Physio-Control battery. Repairs and inspections performed under this Agreement meet original equipment manufacturer's product specifications only when operating with a Physio-Control battery. Any repairs, as determined by a Physio-Control Service Representative, resulting from the use of a non-Physio-Control battery, will be billed at our standard list prices for parts and labor, including actual travel charges incurred. Reference Number: V67-1072 Renewal Printed: 9/8/2010 Page 7 of 10 PHYSIO-CONTROL, INC. TECHNICAL SERVICE SUPPORT AGREEMENT SCHEDULE B LIFEPAK® 12 (LP 12) defibrillator/Monitor Service includes: • Standard detachable hard paddle repairs • LP12 upgrade installed by Physio-Control Technical Services Representative at a rate of 17% less than the then -current field -installed list price • All Physio-Control battery charging systems owned by contract end user, up to a one -for -one basis with the total number ofLP12 defibrillator/monitor's listed in Schedule A. • AC Power Adapter repair/replacement • DC Power Adapter repair/replacement • Replacement of Physio-Control FASTPAK®, FASTPAK 2, LIFEPAK SLA, LIFEPAK NiCd Battery, and LIFEPAK Li -ion Battery Battery maintenance, performance testing, evaluation, removal, recycling, and replacement are the Customer's responsibility and should be performed in accordance with the LP 12 Series Operating Instructions section entitled Discarding/Recycling Batteries. Battery replacement is available upon completion of the second year of use on a one -for -one basis, up to the number of devices listed in Equipment Inventory, Schedule A. Replacement batteries shall be like -for -like (i.e. FASTPAK for FASTPAK, LIFEPAK Li -ion for LIFEPAK LI-ion, etc.), One -for -one, like -for -like battery replacement is available prior to the completion of second year of use upon battery failure as determined by Customer's performance testing and evaluation in accordance with the LP 12 Operating Instructions section entitled Discarding/Recycling Batteries. During the Term of this Agreement, no -charge replacement for battery failure shall occur no more than four (4) times per two-year period for Physio-Control FASTPAK®, FASTPAK 2, LIFEPAK SLA, LIFEPAK NiCd Battery, and no more than three (3) times per two-year period for Li -ion batteries, regardless of any terms in prior Support Plans. Battery replacement is dependent upon Customer's notice to Physio-Control of the completion of the second year of use or battery failure as determined by Customer's performance testing and evaluation. At the discretion of Physio-Control, battery replacement shall be accomplished by shipment to Customer and replacement by Customer, or by on -site delivery and replacement by a Physio-Control Service Technician. Upon Customer's receipt of replacement battery, the battery being replaced becomes the property of Physio-Control, and Customer must return the battery being replaced to Physio-Control for proper disposal. If Physio-Control does not receive the battery Customer will be charged at the then -current rate for the replacement battery. Only batteries manufactured by Physio-Control are covered under this Service Agreement. Batteries not manufactured by Physio-Control are expressly excluded from coverage under this Service Agreement. Physio-Control does not guarantee the operation, safety, and/or performance of our product when operating with a battery not manufactured by Physio-Control. Repairs and inspections performed under this Agreement meet original equipment manufacturer's product specifications only when operating with a battery manufactured by Physio-Control. Any repairs, as determined by a Physio-Control Service Representative, resulting from the use of a battery not manufactured by Physio-Control, will be billed at Physio-Control's then current standard list prices for parts and labor, including actual travel costs incurred. • LIFEPAK 12 Software Updates If combined Repair and Inspection services are designated for LP 12 units listed in Schedule A, a Physio-Control Technical Services Representative will install LP 12 software updates at no additional cost, provided they are installed at the time of a regularly scheduled inspection. In addition, during the Term of this Agreement, where an assembly, i.e., printed circuit board, must be replaced to accommodate installation of new software, such assembly may be purchased by the Customer at a rate of 50% less than the then -current list price. Software updates, when installed at a time other than the regularly scheduled inspection, will be billed at the rate of $205.00 per unit per soQ3are update. The cost of such software update will be billed in a separate invoice. Dependent upon availability of Customer software loading tool, and at Customer's request, Technical Services Representative shall provide Customer access to software loading tool at no additional charge. If Repair -Only services are designated for LP 12 units listed in Schedule A, a Physio-Control Technical Services Representative will install a LP 12 software update at the rate of $205.00 per unit per software update. In addition, during the Term of this Agreement, where an assembly, i.e., printed circuit board, must be replaced to accommodate installation of new software, such assembly may be purchased by the Customer at a rate of 50% less than the then -current list price. The cost of such software update will be billed in a separate invoice. Dependent upon availability of Customer software loading tool, and at Customer's request, Technical Services Reference Number: V67-1072 Renewal Printed: 9/8/2010 Page 8 of 10 PHYSIO-CONTROL, INC. TECHNICAL SERVICE SUPPORT AGREEMENT SCHEDULE B separate invoice. Dependent upon availability of Customer software loading tool, and at Customer's request, Technical Services Representative shall provide Customer access to software loading tool at no additional charge. • Coin Cell Battery Replacement Physio-Control will replace the internal coin cell battery according to the number of such batteries listed in the Additional Items section of Schedule A. It is the Customer's responsibility to request such coin cell battery replacement, gather in a single location the devices that will receive such battery replacement, and to provide to the Physio-Control Technical Services Representative access to those devices. Coin cell battery replacement will take place during the Term of this Agreement, according to the number of coin cell batteries listed in the Additional Items section of Schedule A. LP 12 Defibrillator/Monitor Service does not include repair or replacement of the following: • Internal, sterilizable and pediatric paddles • Sp02 sensors and cables • Communication cables • Therapy cables • Patient cables • PCMCIA modems • Case changes Discounts will not be combined with other special terms, discounts, and/or promotions. Reference Number: V67-1072 Renewal. Printed: 9/8/2010 Page 9 of 10 PHYSIO-CONTROL, INC. TECHNICAL SERVICE SUPPORT AGREEMENT SCHEDULE B LIFEPATC-0 500 AED LIFEPAK® 500 (LP 500) Defibrillator Service includes: • Physio-Control® QUIK-COMBOTM Patient Simulators repair/replacement • Battery chargers shall be exchanged up to one battery charger per LIFEPAK 500 automatic advisory defibrillator listed on Schedule A as determined necessary by Physio-Control. • Physio-Control® Battery Pak Customer retains the responsibility to perform the battery maintenance and evaluation procedures outlined in the LIFEPAK 500 AED Operating Instructions. Batteries failing to meet battery performance tests should be removed from service and properly discarded (recycled). If customer provides evidence that a Physio-Control Battery Pak fails to meet the performance tests noted above and/or the Battery Pak age exceeds 2 years in the case of sealed lead acid batteries and 5 years in the case of lithium ion batteries, Physio-Control shall replace said Physio-Control Battery Pak (like for like) i.e. LIFEPAK 500 SLA for LIFEPAK 500 SLA or LIFEPAK 500 lithium ion for LIFEPAK 500 lithium ion, up to a maximum of 2 LIFEPAK 500 SLA Battery Paks every two years or up to a maximum of 1 LIFEPAK 500 lithium ion Battery Pak every 5 years (including prior Support Plan periods) per LIFEPAK® 500 automatic advisory defibrillator (listed on Schedule A). To assist in proper recycling and removal of low capacity batteries, replaced Battery Paks become the property of Physio-Control and must be returned at the time of exchange. Only batteries manufactured by Physio-Control are covered under this Service Agreement. Any batteries manufactured by other sources are expressly excluded from coverage under this Service Agreement. Physio-Control cannot guarantee the operation, safety and/or performance of our product when operating with a non-Physio-Control battery. Repairs and inspections performed under this Agreement meet original equipment manufacturer's product specifications only when operating with a Physio-Control battery. Any repairs, as determined by a Physio-Control Service Representative, resulting from the use of a non-Physio-Control battery, will be billed at our standard list prices for parts and labor, including actual travel charges incurred. • LIFEPAK 500 Software Updates If combined Repair and Inspection services are designated for LP 500 units listed in Schedule A, a Physio-Control Technical Services Representative will install LP 500 software updates at no additional cost, provided it is installed at the time of a regularly scheduled inspection. In addition, during the Term orthis Agreement, where an assembly, i.e., printed circuit board, must be replaced to accommodate installation of new software, such assembly may be purchased by the Customer at a rate of 50% less than the then current list price. Software updates, when installed at a time other than the regularly scheduled inspection, will be billed at the rate of $205.00 per unit per software update. The cost of such software update will be billed in a separate invoice. LP 500 Defibrillator does not include repair or replacement of the following: • Repairs to Physio-Control Lifepak AED Trainers • Case Changes • Defibrillation and Communications cables • External Modems Discounts may not be combined with any other special terms, discounts and/or promotions �l�w Reference Number: V67-1072 Renewal Printed: 9/8/2010 Page I0 of 10 TOO F IAB DATE(F41MdDDft'YYY) ,�U N p p �J 0313112010 )DUCER THIS CERTIFICATION IS ISSUED AS A MATTER OF INFORMATION Marsh USA Inc. ONLY AND COFFERS NO RIGHTS UPON THE CERTIFICATE 333 South 7th Street, Suite 1600 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR Minneapolis, MN 55402-2400 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 340-MEDTR-GAWAI-10111 x �,..r1`��' INSURERS AFFORDING COVERAGE NAIL # URE° _ Medtronic, Inc, and all its subsidiaries INSURER A: ACE American Insurance Company 22667 ' 710 Medtronic Parkway -INSURER D- M.S_ LC310 MINNEAPOLIS, MN 55432 INSURERCr INSURER D. INSURER E: THE POLICIES OF INSURANCE LISTED BELOW HAVE SEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITION_R Or R! lr44 W)i A! CZRF!_ATC I IKA?TC CZLAn;A(Kl AAAV LAM It: o kl o 11r ov nA 1r 1 ADUL INSR TYPE OF INSURANCE POLICY NUMBER POLICYEFFECTIVE DATE (MM/OOfYY1'Yj POLICY EXPIRATION DATE tMAVODlYYYYj LIMITS X GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY % CLAIMS MADE D OCCUR SPLG 24561288001 05/01/2010 05/01/2012 EACH OCCURRENCE 15 000 000 DAMAGE TO RENTED PREMISES Ea occurrence $ 1,000,000 MED EXP (Any one Berson) is 10,000 PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 15,000,000 GENERAL AGGREGATELIMITAPPLIES PER PR X POLICY JECT LOG PRODUCTS - COMP/OP AGC 15 000 000 AUTOMOBILE X LIABILITY ANY AUTO ISA H08589148 05/01/2010 05/01/2011 COMBINED SINGLE LIMIT (Ea accident) $ 1 ,000,000 ALLOWNEDAUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) HIRED AUTOS BODILY INJURY $ NON -OWNED AUTOS (Per accident) PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY AUTO ONLY -EA ACCIDENT $ ANY AUTO OTHER THAN EAACC $ $ AUTO ONLY: AGG EXCESS 7 UMBRELLA LIABILITY OCCUR El CLAIMS MADE EACH OCCURRENCE $ AGGREGATE $ DEDUCTIBLE $ $ RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNERIEXECUTIVE Y IN OFFICERIMEMBEREXCLUDED? (Mandatory in NH) describe under EEI If yes , SPECIAL PROVISIONS bBicw WLR C46133602 (AOS) SCFC46133626(WI) WLRC 46133638 (MO,NC,NE,OK) SCFC 4613364A (NJ) 05/01/2010 05/01/2010 05/01/2010 05/01/2010 05/01/2011 05/01/2011 05/01/201 1 05/01/201 1E.L. }( I WC STATU- OTH- F.L. EACH ACCIDENT $ 1,000,000 DISEASE -EA EMPLOYE $ 1,000,000 L DISEASE - POLICY LIMIT 1,000,000 OTHER -RIPTION OF OPERATIONtSILOCATiONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMEN175PECIAL PROVISIONS iroe County, Florida Government is included as additional insured under general liability as required by written contract. iTIFICATE HOLDER CHI-002692766-03 CANCELLATION Monroe County Government Attn: Maria Slavik 490 63rd Street, Suite 160 Marathon, FL SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATIONS OR LIABILITY OF ANY KIND �I'�UyPORN p� THE INSURER, ITS AGENTS OR REPRESENTATIVES. Of MaRrshEUftEPIRE3ENTATIVE,„--!_ no Mary RhadUaSSsAAzewski +p" )RD 25 (2009101) ©1998-2009 ACORD CORPORATION. All Rights Reserved The ACORD name and logo are registered marks of ACORD If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION 1S WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER This Certificate of Insurance does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. CERTIFICATE OF LIA51LI I Y MbUKANILA:j 03/31/2010 THIS CERTIFICATION IS ISSUED AS A MATTER OF INFORMATION rarsh USA Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 333 South 7th Street, Suite 1600 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR Minneaoolis, MN 55402-2400 ALTER THE COVERAGE AFFORDED BY THE (POLICIES BELOW. i INSURERS AFFORDING COVERAGE INSURER A: ACE American insurance Company ;INSURER B, INSURERC,� INSURER D• INSURER E'. NAIC 0 22667 -HE POLICIES OF INSURANCE4 LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. JOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE AAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND )ONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. DD'— ISR iYPEOFlNSURANCE� _ FOLkCYNUMBBR POLICYEFFECTNE OATS (MMtDDNYYY) POLICY EXPIRATION DATE IMMIDOIYYYYI LIMITS x GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY SPLG 24561288001 05/01/2010 05/01/2012 EACH OCCURRENCE 15 000 000 DAMAGE PREM SESp a o RENTED $ 1,000,000 MED EXP (Any one person) $ 10,000 X CLAIMS MADE � OCCUR PERSONAL & ADV INJURY $ 1,000,()00 GENERAL AGGREGATE $ 15,000,000 GENERAL AGGREGATE LIMIT APPLIES PER PRO X POLICY JEC7 LOC PRODUCTS - COMPIOP AG 15,000,000 AUTOMOBILE x LIABILITY ANY AUTO ISA H08589148 05/01/2010 05/01/2011 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY $ —� ALL OWNED AUTOS (Per person) SCHEDULED AUTOS BODILY INJURY $ HIRED AUTOS NON-OWNEDAUTOS (Per accident) PROPERTY DAMAGE (Peracc€dent) $ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANYAUTO OTHERTHAN EA ACC AUTO ONLY; AGG $ $ EXCESS I UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE $ RETENTION $ 'YORKERS COMPENSATION AND WLR C46133602 (AOS) 05/01/2010 05/01/2011 x WC STATU- OTR ?MPLOYERS' LIABILITY 1NY PROPMETORIPARTNERIEXECUTIVE Y I N )FFICERlMEMBER EXCLUDED? Mandatory In NH) If yes, describe under SPECIAL PROVISIONS below SCFC 46133626 (WI) WLRC 46133636 (MO,NC,NE,OK) SCFC 4613364A (NJ) 05/01/2010 05/01/2010 05/01/2010 05/01/2011 051011201 1 05101/201 1 .L EACH ACCIDENT 1,000,000 E.L. ❑f5F4SE • EA EMPLOYEE $ 1,004,000 21. DISEASE - POLICY LIMIT $ 1 .000,000 )THER I RIPTION OF OPERATIONSILOCATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS roe County, Florida Government is included as additional insured under general liability as required by written contract. :TIFICATE HOLDER CHI-002692766-03 Monroe County Government Attn: Maria Slavik 490 63rd Street, Suite 160 Marathon. FL )RD 25 (2009101) CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS wRrrTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON pg THE INSURER, ITS AGENTS OR REPRESENTATIVES. AU7V SIIEIIS PI 1ESENTATNE ne Mary Radaszewski --— — ©1998-2009 ACORD CORPORATION, All Rights Reserved The ACORD name and logo are registered marks of ACORD MARSH USA INC. 333 SOUTH 7TH STREET, SUITE 1600 MINNEAPOLIS, MN 55402-2400 017769 MONROE COUNTY GOVERNMENT M•017769 ATTN: MARIA SLAVIK 490 63R© STREET OCEAN E STE 160 MARATHON FL 33050-3961 606 �AW�II IAI'A��AAI1�111�1WAAIW�IA@AIWI A��AAEIA I�AA�BWWIWBWI I�A�I 034567 AGREEMENT This Agreement is made and entered into this day of October 2009, by and between the Board of Governors, Fire and Ambulance District 1 of Monroe County, Florida, hereinafter referred to as "COUNTY" and Physio-Control, Inc., hereinafter referred to aE "CONTRACTOR". WBEREAS: That the parties hereto, for the consideration hereafter set forth, mutually agree as follows: 1. SCOPE OF TBE WORK The CONTRACTOR shall furnish all labor, materials, equipment, machinery, tools, apparatus and transportation and perform all other work as described in the Technical Service Support Agreement for the preventive inspection and maintenance of biomedical equipment for the Board of Governors. The Technical Service Support Agreement is attached hereto as Exhibit B and made a part of this Agreement by reference. 2. CONTRACT SUM The COUNTY shall pay to the CONTRACTOR a total amount of $16,780.00 for the faithful performance of the Contract, in lawful money of the United States. This will be paid in 12 equal monthly installments, on the first of the month for the preceding month after invoice rendered by Contractor. 3. GENERAL PROVISIONS A. The CONTRACTOR agrees to indemnify the COUNTY and hold the COUNTY harmless from and against all claims, damages, losses and expenses, including reasonable attorneys' fees in any action arising out of performance of the work herein, including bodily injury, illness or death, or for property damage including loss of use, resulting from the CONTRACTOR'S work. — B. The CONTRACTOR watxants that it has not employed, retained or otherwise had act on its behalf any former County officer or employee subject to the prohibition of Section 2 or Ordinance No. 010-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 010-1990. For breach or violation of this -_ provision the COUNTY may, in its discretion, terminate this Contract without liability and may also, in its discretion, deduct from the Contract or purchase price or otherwise recover, the full amount of any fee, conuidssion, percentage, gift or consideration paid to the former County officer or employee. C. Before beginning work under this Contract, the CONTRACTOR must provide evidence satisfactory to the COUNTY'S Risk Management Director that the CONTRACTOR has in force and affect the insurance required as outlined in Exhibit A. Page 1 of 7 4. CONTRACT TERM A. The Contract shall commence on November 1, 2009 and shall expire one year from that date on October 31, 2010. The Contract may be renewed for two (2) additional one (1) year terms at the option of the COUNTY. The COUNTY shall exercise the option by a written notice to the CONTRACTOR, 30 days before expiration of the original term. B. The CONTRACTOR shall not be held liable for delay in delivery caused by strikes, inability to obtain materials or equipment, production or manufacturing problems and all other causes beyond the CONTRACTOR'S control. The CONTRACTOR shall not be liable for any incidental damages caused by delays in delivery. C. Monroe County's performance and obligation to pay under this contract, is contingent upon an annual appropriation by the Board of County Commissioners of 'Monroe County. 5. CONTRACTOR'-SACCEPTANCE OF CONDITIONS _ The CONTRACTOR understands all provisions of this Contract and of the Specifications and agrees to their sufficiency for the work to be done. Under no circumstances, conditions or situations shall this Contract be more strongly construed against the COUNTY than against the CONTRACTOR. 6. PAYMENT A. The CONTRACTOR shall invoice the COUNTY, in accordance with the pricing and terms as outlined in the Contract documents. Invoices shall be submitted to Monroe County Fire Rescue, 490 63rd Street, Ocean, Suite 122, Marathon, Florida 33050, for approval and processing. B. All payments shall be made directly to the CONTRACTOR at the CONTRACTOR'S office, Physio=Control, Inc., 1181.1. Willows Rd., N.E., Redmond, WA 98073. 7. INDEPENDENT CONTRACTOR At all times and for all purposes hereunder CONTRACTOR is an independent contractor and not an e-TVloyee of the Board of County Commissioners of Monroe County. No statement contained in this Agreement shall be construed so as to find the CONTRACTOR or any of his/her employees, contractors, servants or agents to be employees of the Board of County Commissioners of Monroe County and they shall be entitled to none of the rights, privileges or benefits of employees of Monroe County. Page 2 of 7 COMPLIANCE WITH LAW In providing all services pursuant to this Agreement, the CONTRACTOR shall abide by all statutes, ordinances, rules and regulations pertaining to, or regulating the provisions of such goods, including those now in effect and hereinafter adopted. Any violation of said statutes, ordinances, rules or regulations shall constitute a material breach of this Agreement and shall entitle the Board of County Commissioners to terminate this Contract immediately upon delivery of written notice of termination to the CONTRACTOR. 9. SUBCONTRACTING/ASSIGNMENT CONTRACTOR shall not assign, sublet, subcontract, sell or transfer any interest in this Contract without the prior written consent of the COUNTY thereto. 10. NOTICE - GENERAL Any notice or notices required or permitted to be given pursuant to this Contract _. may be personally served on the other party by the party giving such notice or may be -- served by certified mail, return receipt requested, to the following addresses: COUNTY: Monroe County Fire Rescue 490 63rd Street, Ocean, Suite 122 Marathon, Florida 33050 CONTRACTOR: Physio-Control, Inc. 11811 Willows Rd., N.E. Redmond, WA 98073 11. ANTI DISCREVIESTATION CONTRACTOR agrees they will not discriminate against any of their employees or applicants for employment or against persons for any other benefit or service, because of their race, color, religion, sex or national origin, or physical or mental handicap where the handicap does not affect the ability of an individual to perform in a position of employment and to abide by all Federal and State laws regarding non-discrimination. 12. NON WAIVER Any waiver of any breach of covenants herein contained to be kept and performed by the CONTRACTOR shall not be deemed or considered as a continuing waiver and shall not operate to bar or prevent the COUNTY from declaring a forfeiture for any succeeding breach either of the same conditions or covenants or otherwise. Page 3 of 7 13. CONTRACTOR - GENERAL The CONTRACTOR warrants that it is authorized by law to engage in the performance of the activities encompassed by the program herein described, subject to the terms and conditions set forth in the Attachment, which is attached hereto and incorporated herein as part of this Agreement. that: Each of the signatories for the CONTRACTOR, below, certifies and warrants A. The CONTRACTOR'S name in this Agreement is the full name as designated its corporate charter, if CONTRACTOR is a corporation; otherwise, CONTRACTOR'S name is the business entity, whether partnership or sole Proprietorship, under which CONTRACTOR normally conducts business. B. They are empowered to act and contract for the CONTRACTOR and C. This Agreement has been approved by the Board of Directors of CONTRACTOR, if CONTRACTOR has a corporation. _ 14. ENTIRE AGREEMENT This Agreement constitutes the entire Agreement of the parties hereto with respect to the subject matter hereof and supersedes any and all prior Agreements with respect to such subject matter between CONTRACTOR and the Fire Rescue office or the COUNTY. This Agreement can never be amended except in a writing signed by both parties. 15. CONSENT TO JURISDICTION This Agreement, its performance and all disputes arising hereunder, shall be governed by the laws of the State of Florida and both parties agree that the venue for any action shall be Monroe County. This Agreement is not subject to arbitration. 16. CONDITIONS OF TERMINATION A. The performance of work or provision of goods under this Agreement may be terminated, delayed or temporarily suspended by the COUNTY, in whole or in part, from time to time, wherever the COUNTY shall determine that such termination is in the best interest of the COUNTY. The COUNTY shall pay all reasonable cost§�pcurred by the CONTRACTOR up to the time of termination and all reasonable costs to the CONTRACTOR associated with termination. B. If the CONTRACTOR fails to fulfill the terms of this Agreement or attachments, properly or on time or otherwise violates the provisions of the Agreement or of applicable laws or regulations governing the use of funds, the COUNTY may terminate the Contract by written notice of 15 days. The notice shall specify cause. The COUNTY shall pay the CONTRACTOR fair and equitable compensation for expenses incurred prior to termination of the Agreement, less any amount of Page 4 of 7 damages caused by the CONTRACTOR'S breach. If the damages are more than compensation payable, the CONTRACTOR will remain liable after termination and the COUNTY can affirmatively collect damages. A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases or real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 17. The County does not pay safes tax or any other taxes. The provisions of this Agreement supersede any conflicting provisions in Exhibit B attached hereto as the Technical Service Support Agreement. 18. CONTRACT CLAUSES - GENERAL A. Financial Records Of Com an Company shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. If an auditor employed by the County or Clerk determines that monies paid to Company pursuant to this Agreement were spent for purposes not authorized by this Agreement, the Company shall repay the monies together with interest calculated pursuant to Sec. 55.03, FS, running from the date the monies were paid to Company. B. Public Access The Company shall allow and permit reasonable access to, and inspection of, all documents, papers, letters or other materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the Company in conjunction with this Agreement; and the Generator shall have the right to unilaterally cancel this Agreement upon violation of this provision by Company. _ C. Assignment/Subcontract Company shall _4_ t assign or subcontract its obligations under this agreement to others, except in writing and with the prior written approval of the Board of County Commissioners of Monroe County, which approval shall be subject to such conditions and provisions as the Board may deem necessary. This paragraph shall be incorporated by reference :into any assignment or subcontract and any assignee or sub shall comply with all of the provisions of this agreement. Unless expressly provided for therein, such approval shall in no manner or event be deemed to impose any additional obligation upon the board. Page 5 of 7 D. Disclosure and Conflict of interest Company represents that it, its directors, principles and employees, presently have no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required by this contract, as provided in Sect. 112.311, et seq., Florida Statutes. Company agrees that officers and employees of the Company recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. Company warrants that, in respect to itself, it has neither employed nor retained any -company or person, other than a bona fide employee working solely for it, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee .working solely for it, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of the provision, the Company agrees that the Generator shall have the right to tenninate this Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. i E. Governing Law Venue Trite retation Costs and Fees This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to Agreements made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Agreement, the parties agree that venue will lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. F. Ethics Clause Company warrants that he/it has not employed, retained or otherwise had act on his/its behalf any former County officer or employee in violation of Section 2 of Ordinance No. 10-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 10-1990. For breach or violation of this provision the County may, in its discretion, terminate this contract without liability and may also, in its _ discretion, deduct from the contract or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former County officer or employee. -*-�W Page 6 of 7 IN WITNESS WBEREOF, the parties hereto have executed this Contract the day and year first above written. Cleric Cleric BOARD OF GOVERNORS OF F (CORP E SEA PHYSIO-CONTROL, INC. - - Att t: g B By: Titl . owill r� A •' C rporate e al — 1966 MONROE COUNTY ATTORNEY A PROVED AS F RM: CYNTHIA L. HALL ASSISTANT COUNTY ATTORNEY Page 7 of 7 � 11ilL-€11L1[2)J !iU TECLE111K L SER V SCE SUPPORT AGREEMENT Contract Number: End User # 03189501 MONROE COUNTY FIRE RESCUE 490 63RD ST STE 160 MARATHON, FL 33050 Bill To # 03189501 MONROE COUNTY FIRE RESCUE 490 63RD ST STE 160 MARATHON, FL 33050 This Technical Service Support Agreement begins on 11/1/2009 and expires on 10/31/2010. The designated Covered Equipment and/or Software is listed on Schedule A. This Technical Service Agreement is subject to the Terms and Conditions on the reverse side of this document and any Schedule B, if attached. If any Data Management Support and Upgrade Service is included on Schedule A then this Technical Service Support Agreement is also subject to Physio-Controls Data Management Support and Upgrade Service Terms and Conditions, rev 7/99-1. Price of coverage specified on Schedule A is $16,780.00 per term, payable in Monthly in arrears installments. Special Terms 15% DISCOUNT ON ACCESSORIES Accepted: Physio-Control, Inc. By: Title: Date: Oil 2P Ll to c J Title: Vd 6e & h a o'rr e" et, cv Date: i*C?-1 /oq Purchase Order Number: Territory Rep: EAVV67 Customer Contact: Rodriguez, Miguel Darice Hayes Phone: 800-442-1142 x2412 Phone: 305-289-6004 FAX: 800-772-3340 FAX: 305-289-6013 MONROE COUNTY ATTORNEY A ROVED ASUT ORM: £ � Reference Number: V67-1059 Renewal CYNTH1A L. HALL Printed: 9/23/2009 Page I of 8 ASSISTANT COUNTY ATTORNEY Date.—�1 PHYSIO-CONTROL,, INC. TECHNICAL SERVICE SUPPORT (.AGREEMENT TERMS AND CONDITIONS RENEWAL TERMS Physio-Control, Inc.'s ("Physio•Control") acceptance of Customer's Technical Service Support Agreement is expressly conditioned on Customer's assent to the terms set forth in this document and its attachments. Physio-Control agrees to furnish the services ordered by Customer only on these terms, and Customer's acceptance of any portion of the goods and services covered by this document shall confirm their acceptance by Customer. These terms constitute the complete agreement between the parties and they shall govern any conflicting or ambiguous terms on Customer's purchase order or on other documents submitted to Physio-Control by Customer. These terms may not be revised in any manner without the prior written consent of an officer of Physio-Control. REPAIR SERVICES If "Repair" services are designated, subject to the Exclusions identified below, they shall include, for the designated Covered Equipment, all repair parts and materials required, all required Physio-Control service technician labor, and all related travel expenses. For offsite (ship -in) services, units will be returned to Customer by Physio-Control freight prepaid. INSPECTION SERVICES If "Inspection" services are designated, subject to the Exclusions identified below, they shall include, for the designated Covered Equipment, verification of proper instrument calibration, verification that instrument mechanical operations and output measurements are consistent with applicable product specifications, performance of an electrical safety check in accordance with National Fire and Protection Guidelines, all required Physio-Control service technician labor and all related travel expenses. For offsite (ship -in) services, units will be returned to Customer by Physio-Control freight prepaid. DOCUMENTATION T - -- Following each Repair and/or Inspection, Physio-Control will provide Customer with a written report of actions taken or recommended and identification of any materials replaced or recommended for replacement. LOANERS If a Physio-Control product is designated as a unit of Covered Equipment for Repair Services and needs to be removed from service to complete repairs, an appropriate Loaner unit will be provided, it available, until the removed unit is returned. Customer assumes complete responsibility for the Loaner and shall return the Loaner to Physlo-Control in the same condition as received, at Customer's expense, upon the earlier of the return of the removed unit or Physio-Control's request. EXCLUSIONS This Technical Service Support Agreement does not include: supply or repair of accessories or disposables (e.g., patient cables, recorder paper, etc.); repair of damage caused by misuse, abuse, abnormal operating conditions, operator errors, and/or acts of God; repairs to return an instrument to normal operating equipment at the time of initial service by Physio-Control under this Technical Service Support Agreement; case changes; repair or replacement of items not originally distributed or installed by Physio-Control; and exclusions on Schedule B to this Technical Service Support Agreement, if any, which apply to Covered Equipment. SCHEDULE SERVICES Designated Repair and Inspections Services will be performed at the designated service frequency and during designated service hours except where service technicians are rendered unavailable due to mandatory training commitments, in which case Physio-Controf will provide alternate coverage. Customer is to ensure Covered Equipment is available for Repair and/or Inspection at scheduled times, If Covered Equipment is not available as scheduled and Customer requests additional services to be performed or if Physio-Control is requested to perform Repair or Inspection services not designated in this Technical Service Support Agreement (due to the nature of services selected, Instruments involved not being Covered Equipment, request being outside of designated service frequency or hours, or application of the Exclusions); Customer shall reimburse Physio-Control at Physio-Control's standard labor rates less 10% (including overtime, if appropriate), plus standard list prices for related parts and materials less 15%, plus actual travel costs Incurred. PAYMENT The cost of services performed by Physio-Control shall be payable by Customer within thirty (30) days of Customer's receipt of Physio-Control's Invoice (or such other terms as Physio-Control confirms to Customer in writing). In addition to the cost of services performed, Customer shall pay or reimburse Physio-Control for any taxes assessed Physio-Control. If the number or configuration of Covered Equipment is altered during the Term of this Technical Service Support Agreement, the price of Services shall be adjusted accordingly. Reference Number: V67-1059 Renewal Printed: 9/23/2009 Page 2 of 8 WARRANTY Physio-Control warrants Services performed under this Technical Service Support Agreement and replacement parts provided in performing such Services against defects in material and workmanship for ninety (90) days from the date a Service was performed or a part was provided. Customer's sole remedy shall be reservicing the affected unit and/or replacement of any part determined to be defective, without any additional Customer charge, provided Customer notifies Physio-Control of any allegedly defective condition within ten (10) calendar days of its discovery by Customer. Physio-Control makes no other warranties, express or implied, including, without limitation, NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND IN NO EVENT SHALL PHYSIO-CONTROL BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR OTHER DAiVIAGES. TERMINATION Either party may terminate this Technical Service Support Agreement at anytime upon sixty (60) days prior written notice to the other, except that Physio-Control may terminate this Technical Service Support Agreement immediately upon Customer's failure to make timely payments for services rendered under this Technical Service Support Agreement. In the event of termination, Customer shall be obligated to reimburse Physio-Control for that portion of the designated price which corresponds to that portion of the Term and the scope of Services provided prior to the effective date of termination. DELAYS Physio-Control will not be liable for any loss or damage of any kind due to its failure to perform or delays in its performance resulting from any cause beyond its reasonable control, including, but not limited to, acts of God, labor disputes, labor shortages, the requirements of any governmental authority, war, civil unrest, delays in manufacture, obtaining any required license or permit, and Physio-Control's inability to obtain goods from its usual sources. Any such delay shall not be considered a breach of Physio-Control's obligations and the performance dates shall be extended for the length of such delay. MISCELLANEOUS a) Customer agrees to not employ or offer employment to anyone performing Services on Physio-Control's behalf during the Term of this Technical Service Support Agreement or for one (1) year following its expiration without Physio-Control's prior written consent: b) This Technical Service Support Agreement, and any related obligation of other party, may not be assigned in whole or in part without the prior written consent of the other party. c) The rights and obligations of Physio-Controt and Customer under this Technical Service Support Agreement shall be governed by the laws of the State in which the service is provided. All costs and expenses incurred by the prevailing party related to the enforcement of its rights under this document, including reasonable attorney's fees, shall be reimbursed by the other party. .................................................................................................. .................................................................................... END .... ................. Reference Number: V67-1059 Renewal Printed: 9/23/2009 Page 3 of 8 P1i711i SM-CON lL ROJL , RI,\ l . TECHNICAL SER���T''fissggC�7��-�IEpp��S7C�U7PI��+OR T[' AGREEDvE � T Contract Number: Servicing Rep: Rodriguez, Miguel, EAVV67 District: GULF COAST Prone: 800-442-1142 x2412 FAX: 800-772-3340 Equipment Location: MONROE COUNTY FIRE RESCUE, 03189501 490 63RD ST STE 160 MARATHON, FL 33050 Scope Of Service LP500 1 On Site Inspection per Year with 1 SLA Battery Model Fart Number Serial Number Ref- Line Effective Date Expiration Date Total Inspections LIFEPAK0 500 3011790-000113 12697911 17 11/1/2009 10/31/2010 1 LIFEPAKm 500 3011790-000113 12697913 18 11/1/2009 10/31/2010 1 LIFEPAK(O 500 3011790.000113 12697915 19 11/1/2009 10/31/2010 1 LIFEPAKO 500 3011790-000113 12697916 20 11/1/2009 10/31/2010 y ] LIFEPAK@ 500 3011790-000113 12697917 21 11/1/2009 10/31/2010 1 LIFEPAK@ 500 3011790-000113 12697919 , 22 11/1/2009 10/31/2010 1 LIFEPAKQD 500 3011790-000113 12697920 23 11/1/2009 10/31/2010 1 LU?EPAK@ 500 3011790-000113 12697921 24 11/1/2009 10/31/2010 1 LIPEPAK© 500 3011790-000113 12697923 25 11/1/2009 10/31/2010 I LIEEPAICQ0 500 3011790-000113 12697925 26 11/1/2009 10/31/2010 1 LIFEPAKO 500 3011790-000113 12697926 27 11/1/2009 10/31/2010 1 LIPEPAK@ 500 3011790-000113 12697927 28 11/1/2009 10/31/2010 1 LIFEPAKO 500 3011790-000113 12697928 29 11/1/2009 10/31/2010 1 LIFEPAKO 500 3011790-000113 12697945 30 11/1/2009 10/31/2010 1 LIFEPAK® 500 3011790-000113 12697959 31 11/1/2009 10/31/2010 1 LIFEPAKe 500 3011790-000113 12697961 32 11/1/2009 10/31/2010 1 _ LIFEPAK® 500 3.011790-000113 12703920 33 11/1/2009 10/31/2010 1 LMEPAK0 500 3011790-000113 . 12703921 34 11/1/2009 10/31/2010 1 w LIFEPAKO 500 3011790-000113 12703922 35 11/1/2009 10/31/2010 1 LIFEPAKO 500 3011790-000113 12703923 36 11/1/2009 10/31/2010 1 LIFEPAKO 500 3011790-001502 34359569 37 11/1/2009 10/31/2010 1 LIFEPAKOD 500 3011790-001502 34359570 38 I1/1/2009 10/31/2010 1 LIFEPAICO 500 30054097iAfi0 8679121 39 11/1/2009 lOY3112010 1 LIFEPAKO 500 3005400-000 8679122 40 11/I/2009 I0/31/2010 1 LIFEPAIC0 500 3005400-000 8679124 41 1I1112009 10/31/2010 1 LINEPAK® 500 3005400-000 8679126 42 11/l/2009 10/31/2010 1 LIFEPAKQ) 500 3005400-000 8698384 43 11/1/2009 10/31/2010 1 LMEPAK@ 500 3005400-000 8698388 44 11/1/2009 10/31/2010 1 LMEPAK® 500 3005400-000 9699391 45 11/1/2009 10/31/2010 1 Reference Number: V67-1059 Renewal Printed: 9/23/2009 Page 4 of 8 LIFEPAICO 500 3005400-000 8773438 46 l l/l/2009 10/31/2010 1 Scope Of Service Ship In Repair - 1 On Site Inspection per year:M-F/8-5 Model fart Number Serial Number Ref. Line Effective Date Expiration Date Total ]ns ections LIFEPAKO 12 VLP12-02-002269 13451834 1 I l/l/2009 10/3I/2010 1 LIFEPAIC012 VLP12-02-002269 13451839 2 it/l/2009 10/31/2010 1 LIFEPAICO 12 VLP12-02-002269 13451840 3 11/1/2009 10/31/2010 1 LIFEPAK@ 12 VLP12-02-002269 13451841 4 11/1/2009 10/31/2010 1 LIFBPAK® 12 VLP12-02-002269 13451842 5 11/1/2009 10/31/2010 1 LIFEPAICQ 12 VLP12-02-002269 13451843 6 ll/l/2009 10/31/2010 I LIFEPAIC(D 12 VLP12-02-005013 32624452 13 ll/l/2009 10/31/2010 1 LIFEPAIC@) 12 VLP12-02-007228 37050535 15 l l/l/2009 10/31/2010 1 Scope Of Service Ship In Repair Only:M-F/8-5 Model Part Number Serial Number Ref. Line Effective Date Expiration Date Total Inspections BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 36321031 16 11/112009 10/31/2010 0 BATTERY SUPPORT SYSTEM 2 V13SS2-02-000009 32620322 14 l l/l/2009 10/31/2010 0 ' BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 11122706 7 11/1/2009 10/31/2010 0 _.. BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 11122707 8 l l/1/2009 10/31/2010 y 0 BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 13426192 9 l l/l/2009 10/31/2010 0 BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 13445563, 10 11/1/2009 10/31/2010 0 BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 13445566 11 11/1/2009 10/31/2010 0 BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 13445567 12 l l/l/2009 10/31/2010 0 ** Denotes an inventory line that has changed since the last contract revision or addendum. —ram Reference Number: V67-1059 Renewal Printed: 9/23/2009 Page 5 of 8 SCHEDULE A Contract Number: Additional Items Service Type Item Quantity Start Date CASE CHANGE LP12/15/20 CASE CHG 1-5 1 11/1/2009 °' Denotes an additional item line that has changed since the last contract revision or addendum. --W End Date 10/31/2010 Reference Number: V67-1059 Renewal Printed: 9/23/2009 Page 6 of 8 PHYSIO-CONTROL, INIC, TECH111CAL SERVICE SUPPORT AGREENfENT SCHEDULE B LIFEPAK© 12 (LP 12) DefibrilIator/Monitor Includes: Standard detachable hard paddle repairs LP12 upgrade installed by Physio-Control Technical Services Representative at a rate of 17% less than the then current field -installed list price When listed in Equipment Inventory, Schedule A, LP 12 Defibrillator/Monitor Includes: AC Power Adapter DC Power Adapter LP 12 Defibrillator/Monitor Excludes: Internal, sterilizable and pediatric paddles SpO2 sensors and cables Communication cables Therapy cables Patient cables PCMCIA modems' Case changes Discounts will not be combiuedv�ith other special terms, discounts, and/or promotions. Physio-Control FASTPAK®, FASTPAK 2, LIFEPAK SLA, and LIFEPAK NiCd Battery Battery maintenance, performance testing, evaluation, removal, recycling, and replacement are the responsibility of the Customer, and should be performed in accordance with the LP 12 Series Operating Instructions section entitled Discarding/Recycl ing Batteries. Batteries replacement is available on a one -for -one basis, up to the number of devices listed in Equipment Inventory, Schedule A, upon the earlier of either (i) reported battery failure as determined by Customer's performance testing and evaluation in accordance with the LP 12 Operating Instructions section entitled Discarding/Recycling Batteries, or (ii) upon completion of the second year of use. Replacement Battery Pall shall be like for like, i.e. FASTPAK for FASTPAK, FASTPAK 2 for FASTPAK 2, etc. During the Term of this Agreement replacement shall occur no more than four times per two year period, notwithstanding prior Support Plans. Battery replacement is dependent upon Customer's notice to Physio-Control of the existence of either of the conditions referenced in (i) and (ii) above. At the discretion of Physio-Control, battery replacement shall be effected by shipment to Customer and replacement by Customer, or by on -site delivery and replacement by a Physio-Control Service Technician. Upon Customer's receipt of replacement battery, the affected battery referenced above shall become the property of Physio-Control, and must be returned to Physio-Control for proper disposal. In the event that Physio-Control does not receive the affected battery referenced above, Customer will be charged at the then current rate for the replacement battery. Only batteries manufactured by Physio-Control are covered under this Service Agreement. Batteries not manufactured by Physio-Control are expressly excluded from coverage under this Service Agreement. Physio-Control does not guarantee the operation, safety, and/or performance of our product when operating with a battery not manufactured by Physio-Control. Repairs and inspections performed under this Agreement meet original equipment manufacturer's product specifications only when - operating with a battery manufactured by Physio-Control. Any repairs, as determined by a Physio-Control Service Representative, resulting from the use of a battery not manufactured by Physio-Control, will be billed at Physio-Control's then current standard list prices for parts and labor, including actual travel costs incurred. LIFEPAK 12 Software Updates If combined Repair and Inspection services are designated for LP 12 units listed in Schedule A, a Physio-Control Technical Services Representative will install LP 12 software updates at no additional cost, provided it is installed at the time of a regularly scheduled inspection. In addition, during the Term of this Agreement, where an assembly, i.e., printed circuit board, must be replaced to accommodate installation of new software, such assembly may be purchased by the Customer at a rate of 50% Iess than the then current list price. Software updates, when installed at a time other than the regularly scheduled inspection, will be billed at the rate of $205.00 per unit per software update. The cost of such software update will be billed in a separate invoice. Dependent upon availability of Customer software loading tool, and at Customer's request, Technical Services Representative shall provide Customer Reference Number: V67-1059 Renewal Printed: 9/23/2009 Page 7 of 8 Hllll®'C®N1ROL, 1 1,\4 . TPCHNICAL SERVICE SUPPORT AGREEMENT SCggE1JLEB access to software loading tool at no additional charge. If Repair -Only services are designated for LP 12 units listed in Schedule A, a Physio-Control Technical Services Representative will install a LP 12 software update at the rate of $205.00 per unit per software update. In addition, during the Term of this Agreement, where an assembly, i.e., printed circuit board, must be replaced to accommodate installation of new software, such assembly may be purchased by the Customer at a rate of 50% less than the then current list price. The cost of such software update will be billed in a separate invoice. Dependent upon availability of Customer software loading tool, and at Customer's request, Technical Services Representative shall provide Customer access to software loading tool at no additional charge. Physio-Control will replace the internal coin cell battery according to the number of such batteries listed in the Additional Items section of Schedule A. It is the Customer's responsibility to request such coin cell battery replacement, gather in a single location the devices that will receive such battery replacement, and to provide to the Physio-Control Technical Services Representative access to those devices. Coin cell battery replacement will take place during the Term of this Agreement, according to the number of coin cell batteries listed in the Additional Items section of Schedule A. LME?PAKO 500 AED INSPECTION -ONLY WITH BATTERY OPTION • This plan includes periodic inspections as described on Schedule A. If any repairs are requested by customer that are not otherwise covered by warranty then customer shall pay Physio-Control at its then current labor rate less 10%. Parts required for such repairs will be at 15% less than the then current list price for the parts. • Customer retains the responsibility to perform the battery maintenance and evaluation procedures outlined in the service manual and to replace batteries that do not pass the conditions outlined under "Discarding/Recycling Batteries." Batteries failing to meet battery performance tests should be removed from service and properly discarded (recycled). • If customer provides evidence that a Physio-Control Battery Pak fails to meet the performance tests noted above and/or the Battery Pak age exceeds 2 years in the case of sealed Iead acid batteries and 3 years in the case of lithium ion batteries, Physio-Control shall replace said Physio-Control Battery Pak (like for like) i.e. LIFEPAK 500 SLA for LIFEPAK 500 SLA or LIFEPAK 500 lithium ion for LIFEPAK 500 lithium ion, up to a maximum of 2 LIFEPAK 500 SLA Battery Paps every two years or up to a maximum of I LIFEPAK 500 lithium ion Battery Pak every 3 years (including prior Support Plan periods) per LIFEPAK® 500 automatic advisory defibrillator (listed on Schedule A). To assist in proper recycling and removal of low capacity batteries, replaced Battery Paks become the property of Physio-Control and must be returned at the time of exchange. • Only batteries manufactured by Physio-Control are covered under this Service Agreement. Any batteries manufactured by Other sources are expressly excluded from coverage under this Service Agreement. Physio-Control cannot guarantee the operation, safety and/or performance of our product when operating with a non-Physio-Control battery. Repairs and inspections performed under this Agreement meet original equipment manufacturer's product specifications only when operating with a Physio-Control battery. Any repairs, as determined by a Physio-Control Service Representative, resulting from the use of a non-Physio-Control battery, will be billed at our standard list prices for parts and labor, including actual travel charges incurred. Inspections are performed Monday thru Friday 8am to 5pm (excluding holidays). Reference Number: V67-1059 Renewal Printed: 9/23/2009 Page 8 of 8 2005 Edition EMHBffTi A p2ge I of 3 GEI ERALi LUBILRTY 0\1SURANCE QUMMET,\U FOR CONTRACT Prior to the commencement of work governed by this contract, the Contractor shall obtain General Liability Insurance. Coverage shall be maintained throughout the life of the contract and include, as a minimum: • Premises Operations ® Products and Completed.Operations • Blanket Contractual Liability ® Personal Injury Liability • Expanded Definition of Property Damage „^ The minimum limits acceptable shall be: T $300,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be: $100,000 per Person $300,000 per Occurrence $ 50;000 PropertyDamage An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy, its Provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported should extend for a minimum of twelve (12) months following the acceptance of work by the County. The Monroe County Board of County Commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. Administration Instruction ##7500 55 2005 Edition EUMI LT A IP-11ge 2 Of 3 VJ®01-MR&° CGMPENSA !i RG1\\\T OTSURANC E� R QUA. ai pvffEIq\T,9 FOR CONTRACT Prior to the commencement of work governed by this contract, the Contractor shall obtain Workers' Compensation insurance with limits sufficient to respond to Florida Statute 440. In addition, the Contractor shall obtain Employers' Liability Insurance with limits of not less than: $100,000 Bodily Injury by Accident $500,000 Bodily Injury by Disease, policy limits $100,000 Bodily Injury by Disease, each employee Coverage shall be maintained throughout the entire term of the contract. v Coverage shall be provided by a company or companies authorized to transact business in the state of Florida. If the Contractor has been approved by the Florida's Department of Labor, as an authorized self - insurer, the County shall recognize and honor the Contractor's status. The Contractor maybe required to submit a Letter of Authorization issued by the Department of Labor and a Certificate Of Insurance, providing details on the Contractor's Excess Insurance Program. If the Contractor participates in a self-insurance fund, a Certificate of Insurance will be required. In addition, the Contractor may be required to submit updated financial statements from the fund upon request from the County. awl Administration Instruction #7500 89 2005 Edition EXML?T A Rage 3 CDf 3 VELUCL.E LLABRLITY IT\TSURAI'\\TCEEQU\ITS FOR CONTRACT BETWEEN MONROE COUNTY, ,O DA AND Recognizing that the work governed by this contract requires the use of vehicles, the Contractor, prior to the commencement of work, shall obtain Vehicle Liability Insurance. Coverage shall be maintained throughout the life of the contract and include, as a minimum, liability coverage for: ® Owned, Non -Owned, and Hired Vehicles The minimum limits acceptable shall be: $100,000 Combined Single Limit (CSL) ` If split limits are provided, the minimum limits acceptable shall be: a $ 50,000 per Person $100,000 per Occurrence $ 25,000 Property Damage The Monroe -County Board of County Commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. -N-�-y Administration instruction ##7500 VL1 82 A�ml " CERT ICATE OF UG"'t7BliL, t1 tj 9l SURA CE DATE(UPAIDDIYYYY) - PRODUCER _.._ .. - I 10/28/2009 Marsh USA Inc. _ THIS CERTW ATiON IS ISSUED AS A MATTER OF INFORM'TION 333 South 7th Street, Suite 1600 ONLY AND CONFERS NO RIGNTS UPON THE CERTIIiCATE MOLDER. THIS CERTIFICATE Minneapolis, MN 55402-2400 DOES NOT AMEND, EXTEND ON ' ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. i 43$40-MEDTR-GAWAI-09110 I INSURERS AFFORDING COVERAGE 1 INsuRED NAIC � MEDTRONIC, INC, I INSURERA: ACE American Insurance Company 22 6ti7 667 710 MEDTRONIC PARKWAY M.S. LC310 INSURER B: _ -- --.-- ..... -. _ _ m _--. _ - -f MINNEAPOLIS, MN 55432-5604 INSURERC: INSURER D: INSURER E: THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, J NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO CONDITIONS OF SUCH POLICIES. AGGREGATE ALL THE TERMS, EXCLUSIONS AND LIMITS SHOWN MAY HAVE BEEN REDUCED N5 ADD' BY PAID CLAIMS. TR tNSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION A X GEN RALIIAB[U GATE IMMIDDNyyy) OATE(MMIDD1YYYY) LIMITS X COMMERCIAL GENERAL LIABILITY HDCG24930786 05I01I20D9 05/01/2010 EA HOC URREN 10 D00 DDD i A • I 4GAP:AG:ELIA8IUTy I CLAIMS MADE 0 OCCUR ISAH08577419 -- N 05/01/2009 � { ��/AUTO r`� IEA ''!1OTHER 05/01/2010 PREMISES Ea occurrence $ 1,000.000 HIX MED EXP (Any one person) $ 10,OD0 PERSONAL & ADV INJURY $ 11000,000 GENERAL X AUTOMOBILE X AGGREGATE LIMIT APPLIES PER AOLICY JECT LOC LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS GENERAL AGGREGATE $ 10,000,000 PRODUCTS -COMPIDPAG 1D,QDe no0 1, 0D(3-0DD , COMBINED SINGLE LIMIT (Ea acedsnt) BODILY INJURY Per person) ( $ BODILY INJURY (Par accident) $ PROPERTY DAMAGE (Per accidenl) + $ ONLY-EAACCIpENT $TO ACC THANAUTO ONLY:AGG $ $ ESS I UMBRELLA LIABILITY OCCUR J CLAIMS MADE DEDUCTIBLE RETENTION $ : %%'i • \ C( + ) r •_-_ i)510112 110 05/01/2010 051D112010 05/01/2010 EACH OCCURRENCE $ I AGGREGATE $ $ — _ $ A A A A WORKER EMPLOYERS' ANY PROPRIETORIPARTNERIEXECUTIVE OFFICERIMEMBEREXCLUDED? (Mandatory SPECIAL OTHER COMPENSATION AND LIABILITY YIN r---- _� in NH if yes, describe under N PROVEION56etovy WLR C45697502 AOS ) SCF C45697514 (WI) WLR C45697526 (MO, NC, NE, OK) SCF C45697538 (NJ) 05/0112D09 05/01/2009 05/01/2009 05/01/2009 X WC STATU- OTH. •L-�`CHACCIDENT .L. DISEASE- EA EMPLOYE 1,000;2D $ 1,00D,QDD I!I .L.DISEASE-POLICYLtMIT $ 1,DDDQDDi --- -•-••-• .,,v,. rSvc.ne1UI4 IVCnICLI;WEXCLUSIONSADDEDBYENDORSEMBNTISPECIALFROMSEONS Monroe County, Florida Government is included as additional insured under general liability as required by written contract. CERTIFICATE BOLDER CHI-002692 Monroe County Government Attn: Maria Slavik 490 63rd Street, Suite 160 Marathon, FL f Y aCORD 25 (20091011 f CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 33 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO $HALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. U 'r1ffBgA rE E"'ATIVE •� Mary Radaszewski © 1998-2009 ACORD CORPORATION. All Rights Reserved The ACORD name and logo are registered marks of ACORD