Item K2BOARD OF GOVERNORS
FIRE AND AMBULANCE DISTRICT 1
AGENDA ITEM SUMMARY
Meeting Date: November 20, 2013
Bulk Item: Yes X No
Division: Emergency Services
Staff Contact Person: — Holly Pfiester 289-6088
AGENDA ITEM WORDING: Approval to exercise the first renewal option of the agreement
between Physio-Control, Inc. and Board of Governors Fire, Ambulance District I of Monroe County,
Florida, for preventative maintenance and inspection of medical LifePak equipment. The term of the
agreement was November 1, 2012 through October 31, 2013. The term of the renewal will be
November 1, 2013 through October 31, 2014 with a revision to the first sentence of paragraph 2 of the
agreement to now read as follows: "The COUNTY shall pay the CONTRACTOR a total amount of
$18,485.44 for the faithful performance of the Contract, in lawful money of the United States;" and
authorization for Mayor to execute same, along with revised Technical Service Support Agreement
with Physio-Control, Inc.
PREVIOUS RELEVANT BOG ACTION: On October 17, 2012 the Board approved Item G2
Agreement with Physio-Control, Inc. for $17,182.93 commencing on November 1, 2012 running
through October 31, 2013 with two (2) additional one (1) year renewal options.
CONTRACT/AGREEMENT CHANGES: Contract changes from preventative maintenance and
inspection on twelve (12) LifePak 12 and four (4) LifePak 15 portable cardiac monitor defibrillators, to
preventative maintenance and inspection on ten (10) LifePak 12 and six (6) LifePak 15 portable cardiac
monitor defibrillators, as a result, the contract price increases from $17,182.93 to $18,485.44.
STAFF RECOMMENDATIONS: Approval I
Ill llIll !11111111 l oll
jum" afflalllwwre
COST TO COUNTY: See above
I Cli XTJ me I I]
APPROVED BY: County Atty
DOCUMENTATION: Included X
No X AMOUNT PER MONTH Year
A B/Purchasing Risk Management
Not Required
DISPOSITION: AGENDA ITEM 9
CONTRACT SUMMARY
I Contract with: Physio-Control, Inc
ADDITIONAL COSTS
For:
Contract #
Effective Date:
Expiration Date:
Contract Purpose/Description:
Approval to exercise the first renewal option of the agreeme between Physio-Control, Inc. and Board
of Governors Fire, Ambulance District I of Monroe Count Florida, for preventative maintenance and
inspection of medical LifePak equipment.
1 Contract Manager: Holly Hester 6088 Emergency Services / Stop 14
(Name) (Ext.) (Department/Stop #)
I for BOG meeting on 11/20/2013
11/01/2013
10/31/2014
Deadline: 11/05/2013
CONTRACT COSTS
Total Dollar $18,485.44
Value of Contract:
Budgeted? YesM No ❑
Grant: $
County Match: $ 0
Account Codes: 13001
Estimated Ongoing Costs FY 15 forward:
(Not included in dollar value above)
Current $18,485.44
FY14 Portion:
mai
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Date Out
sm
R1
I
OMB Form Revised 2127/01 MCP #2
Changes
Date In
Needed
Division Director
1JL;ZY-
YesD No g—
an
Risk Management
,e 9
Yes No
Ej
O.M.B./Purchasing
nl��La
Yes❑ NoE6
County Attorney
lq2�3,
Yes E] No
Date Out
sm
R1
I
OMB Form Revised 2127/01 MCP #2
RENEWAL AGREEMENT
• ►, • •
A Ff 7 , 4r, MT- 77
, ;r;
PHYSI C ON T RO L, 1
This RENEWAL AGREEMENT is dated the 1" day of November 2013, by and between The Board of Governors of Fire
and Ambulance District 1 of Monroe County Florida, hereinafter referred to as the "COUNTY ", and Physio Control,
Inc., hereinafter referred to as "CONTRACTO
Ci f II�1►`i aFY.y By 1
WHEREAS, the parties hereto did enter into an Agreement dated November 1, 2012 through October 31, 2013 to provide
sole source preventative maintenance and inspection on medical LifePak equipment, owned and operated by Fire and
Ambulance District 1 through October 31, 2013; and
WHEREAS, said Agreement provided an option to the County to renew the Contract for two (2) additional one (1) year
terms; and
WHEREAS, the County has elected to exercise the first renewal option for the continuation of providing sole source
preventative maintenance and inspection on medical LifePak equipment: and
NOW THEREFORE,
INCONSIDERATION of the mutual covenants and obligations contained herein, the parties agree as follows:
1. The County elects to exercise the first renewal of the Agreement for one (1) additional year pursuant to Article 4 of
the Agreement.
2. The effective date of the Renewal Agreement is November 1, 2013 extending through October 31, 2014.
3. The first sentence of paragraph 2 of the Agreement is revised to read as follows: "The COUNTY shall pay the
CONTRACTOR a total amount of $18,485.44 for the faithful performance of the Contract, in lawful money of the
United States."
4. A new Technical Service Support Agreement, attached to this Renewal Agreement, is hereby adopted in place, and
instead of, the Technical Service Support Agreement attached to the Agreement dated November 1, 2012. All other
terms and conditions of the Agreement dated November 1, 2012 shall remain in full force and effect.
1
Deputy Clerk
' • • • it
B y : WA 1 4
Date:
AMBULANCE DISTRICT 1 OF • •
C
Mayor / Chairman
1 i i
TECHNICAL SERVICE SUPPORT
QUOTATION
This Quotation is good for 90 days beginning Friday, October 25, 2013
End User # 03189501
MONROE CTY FIRE RESCUE
490 63RD ST OCEAN
EMS SUPPLIES
MARATHON, FL 33050
Bill To # 03189501
MONROE CTY FIRE RESCUE
490 63RD ST OCEAN
EMS SUPPLIES
MARATHON, FL 33050
This Technical Service Support Agreement begins on l I/1/2013 and expires on 10/3112014.
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- Control's Data Management Support and Upgrade
Service Terms and Conditions, rev 7199 -1.
Price of coverage specified on Schedule A is $18,485.44 per term, payable in Annual in arrears installments.
Special Terms
15% DISCOUNT ON ACCESSORIES
15% DISCOUNT ON ALL ELECTRODES
Date:
Territory Rep: EAVV67
Miguel Rodriguez
Phone:
FAX: 800 - 772 -3340
1
LTYNTHIA L. HALL
ASSISTANT COUNTY ATTORNEY
Purchase Order Number:
Customer Contact:
Holly Pfiester
Phone: 305- 289 -6088
FAX: 305- 289 -6007
Reference Number: V67 -1125 Renewal
Printed: 10 /25/2013 Page 1 of 6
PHYSIO-CONTROL, INC.
TECW,I!IC4L SERVICE SUPPORT AGREEMENT TERMS AND CONDITIONS
Customers signature m purchase order referencing this Technical Service Support Agreement are required prior mPhysio-Comml's
acceptance of this Agreement. This Agreement covers only the equipment listed onSchedule A[CnveredEquipmenr . These terms
constitute the complete agreement between the parties and they shall govern over any other documents. These terms may not Uo
revised m any manner without the prior written consent nrPhysio~Conon|.
SERVICES. The services provided under this Agreement are set forth on Schedule A. Physio-Control strives mreturn service calls
within two (2) hours, and strives to resolve service issues Withintwenty-four (2*hours. Following service, Phyio-Contrn will provide
Customer with a written report of actions taken or recommended and identification of any materials replaced or recommended for
replacement. The following services are available:
"Repair Only Service" means repairs, Battery Replacemen8emice.partmmmlaomnecessory to restore Covered Equipment to
original specifications, subject toExclusions.
"Inspection Only Service" means inspections of Covered Equipment to verify proper device calibration, mechanical operations
and output measurements, electrical safety check in accordance with National Fire Protection Association (NFPA) guidelines and
labor, subject mExclusions.
"Repair and Inspect Service" means repairs, Battery Replacement Service, parts and labor necessary to restore Covered
Equipment to original specifications, and inspections to verify proper device calibration, mechanical operations and output
measurements, electrical safety check in accordance with NFPA guidelines and Updates (as set forth be|ow). subject m
Exclusions.
"Battery Replacement Service" means replacement of batteries on a one-for-one, like-for-like basis, up to the number of batteries
and/or devices listed in Schedule A. Only batteries manufactured or distributed by Physio-Control are eligible for replacement.
Battery replacement is available upon Customer notification to Physio-Control of the occurrence of
(i) Battery failure as determined by Customers performance testing and evaluation in accordance with the applicable
Operating Instructions; or
(ii) The end of the useful life of the battery as set forth in the applicable Operating Instructions
At the discretion ofphysio-Control.battery replacement shall bm effected by shipment to Customer and replacement by
Customer, mby on-site delivery and replacement bymPhymio-Contrn Service Technician. Upon Customer's receipt nfa
replacement battery, the battery being replaced shall become the property of Physio-Control, and Customer must return the
battery being replaced Vophyein~Cnntm| for proper disposal. |n the event that Phyo|o'Cnnun! does not receive the battery,
Customer will be charged at that»en'cunent rate for the replacement battery.
"On-Site Service" means that a Physio-Control factory-trained technician will provide service at Customers location. Services
will be performed between 8:00am and 5:00pm local time, Monday through Friday, excluding holidays. Customer |smensure
Covered Equipment |e available for service at scheduled times. Some service may not be completed On-Gite. Phyu|n'Cnnon/
will cover travel and/or round-trip freight for Covered Equipment that must be sent m our designated service facility for repair.
"24-hour On-Site Service" means that a Physio-Control factory-trained technician will provide service at Customers location at
any time, except nn the holidays listed above. Customer isto ensure Covered Equipment im available for service etscheduled
times. Some service may not bo completed Dn-GKe. Phyu|o-Conon| will cover travel and/or round-trip freight for Covered
Equipment that must besent to our designated service facility for repair.
"Ship-In Service" means that service will be performed at Physio-Control's designated service facility. Phymio-Contm| will cover
round-trip freight for Covered Equipment that iosent to our designated service facility for repair.
If Covered Equipment is not available as scheduled or Customer requests services or goods not covered by this Agreement or outside
of designated service frequency or hours, Physio-Control will charge Customer at Physio-Control's standard labor rates less 10%
(including overtime, if appropriate) and applicable travel costs. Parts required for such repairs will be made available ot15%off the
then-current list price.
EXCLUSIONS. Unless otherwise specified, this Agreement does not include:
o
supply mrepair of accessories mdisposables
o
repair nf damage caused Uy misuse, abuse, abnormal operating conditions, use of batteries or other products not distributed
hypxymN'Cnnon. operator errors, nr acts ofGod
o
case changes
o
repair or replacement of items not originally distributed or installed by Physio-Control
o
Upgrades and installation nyUpgrades
o
battery maintenance, performance testing, evaluation, removal and recycling
Reference Number: V67'1125 Renewal
Printed: 10/25/2013 Page 2 of 6
LOANERS. If Covered Equipment must be removed from service to complete repairs, Physio- Control will provide Customer with a
loaner device, if one is available, until the Covered Equipment is returned. Customer assumes complete responsibility for the loaner
and shall return the loaner at Customer's expense to Physio - Control in the same condition as received, upon the earlier of the return
of the removed Covered Equipment or Physio - Control's request.
UPDATES. "Update" means a change to a device to enhance its current features, stability, or software. If Repair and Inspect Service
is designated for Covered Equipment on Schedule A, Physio - Control will install Updates at no additional cost, provided such Updates
are installed at the time of regularly scheduled service. If parts must be replaced to accommodate installation of new software, such
parts may be purchased at a rate of 30% less than the then- current list price. Updates installed on Covered Equipment designated as
Repair Only Service, Inspect Only Service, or at a time other than regularly scheduled Repair and Inspect Service will be billed on a
separate invoice at the then- current list price less 20 %.
UPGRADES. "Upgrade" means a major, standalone version of software or the addition of features or capabilities to a device.
Upgrades must be purchased separately, and are not provided under this Agreement. Upgrades are available at a rate of 17% less
than the then - current list price.
PRICING. Pricing is set forth on the front page of this Agreement. Prices do not include taxes. Sales, service or use taxes will be
invoiced in addition to the price of the goods and services covered by this Agreement unless Physio - Control receives a copy of a valid
exemption certificate. If the number or configuration of Covered Equipment changes during the Term, pricing shall be pro -rated
accordingly. For Inspection Only Service and Repair and Inspect Service, no pricing deduction will be made for removal of Covered
Equipment if an inspection has already been performed during the Term. Discounts will not be combined with other special terms,
discounts, and /or promotions.
PAYMENT. Payment is due within thirty (30) days of invoice date
WARRANTY. Physio - Control warrants services performed under this 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 additional 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.
TERM. The initial Term is set forth on the front page of this Agreement. This Agreement shall automatically renew unless terminated
by either party with written notice thirty (30) days prior to the expiration of the then - current term. Prices are subject to change upon
renewal.
TERMINATION. Either party may terminate this Agreement for material breach by the other party by providing thirty (30) days' written
notice to the other party, and provided such breach is not cured within the notice period. In addition, either party may terminate this
Agreement at any time upon sixty (60) days' prior written notice to the other party. In the event of such early termination, Customer
shall be responsible for the portion of the designated price which corresponds to the portion of the Term prior to the effective date of
termination and the cost of any services rendered during the Term.
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.
DEVICE INSPECTION BEFORE ACCEPTANCE. All devices that are not under Physio - Control Limited Warranty or a current
Technical Service Support Agreement must be inspected and repaired (if necessary) to meet original specifications at then- current list
prices prior to being covered under a Technical Service Support Agreement.
MISCELLANEOUS. (a) Customer agrees to not employ or offer employment to anyone performing services on Physio - Control's
behalf during the Term of this Agreement or for one (1) year following its expiration without Physio - Control's prior written consent; (b)
this 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) this Agreement shall be governed by the laws of the State in which the service is provided; (d) all costs and
expenses incurred by the prevailing party related to the enforcement of its rights under this Agreement, including reasonable
attorney's fees, shall be reimbursed by the other party.
Reference Number: V67 -1125 Renewal
Printed: 10/25/2013 Page 3 of 6
PHYSIO- CONTROL, INC.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE A
•
Reference Number:
Printed: of 6
Ref.
Effective
Expiration Total
Model
Part Number
serial Number
Line
Date
Date Inspections
LIFEPAK® 12
VLP12 -02- 002269
13451842
5
11/1/2013
10/31/2014 1
LIFEPAKS 12
VLP12 -02- 002269
13451843
6
11/1/2013
10/31/2014 1
LIFEPAKV 12
VLP12 -02- 005013
32624452
7
11/1/2013
10/31/2014 1
LIFEPAKS 12
VLP12 -02- 007228
37050535
8
11/1/2013
10/31/2014 1
LIFEPAKaD 12
VLP12 -02- 007228
38338813
9
11/1/2013
10/31/2014 1
LIFEPAKO 12
VLP12 -02- 007228
38338814
10
11/1/2013
10/31/2014 1
LIFEPAKS 12
VLP12 -02- 007228
38338815
11
11/1/2013
10/31/2014 1
LIFEPAK® 12
VLP12 -02- 007228
38338816
12
11/1/2013
10/31/2014 1
LIFEPAKS 12
VLP12 -02- 007228
38338817
13
11/1/2013
10/31/2014 1
LIFEPAK4D 12
VLP12 -02- 007228
38338818
14
11/1/2013
10/31/2014 1
LIFEPAKa915
V15 -2- 001602
41131794
15
2/26/2014
10/31/2014 1
LIFEPAKS 15
V15- 2- 001602
41131966
16
2/26/2014
10/31/2014 1
LIFEPAKV 15
V15- 2- 000050
38538983
1
11/1/2013
10/31/2014 1
LIFEPAK® IS
V15- 2- 000050
39530548
2
I I/l /2013
10/3112014 1
LIFEPAKS 15
V15 -2- 000050
40140404
3
1I/l/2013
10/31/2014 1
LIFEPAKO 15
V15 -2- 001602
40404625
4
11/1/2013
10/31/2014 1
Reference Number:
Printed: of 6
MEDTRONIC EMERGENCY RESPONSE SYSTEMS, INC.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE A
Contract Number:
Additional Items
Service Type Item Quantity Start Date End Date
CASE CHANGE LP12/15/20 CASE CHG 1-9
II/l/2013 10/31/2014
** Denotes an additional item line that has changed since the last contract revision or addendum.
Reference Number: V67-1125 Renewal
Printed: 10/25/2013 Page 5 of 6
PHYSIO-CONTROL, ITAC.
Y"--V
Y— 4 KI
LIFEPAK8 12 Defibrillator/Monitor Repair Service includes:
• Standard detachable hard paddle repairs.
• Power Adapter repair/replacement.
• Replacement of failed internal coin cell batteries.
• Preventative replacement of internal coin cell batteries up to the number of coin cell batteries listed in the Additional Items
section of Schedule A according to Physio-Control service specifications.
• Battery Coverage
• Replacement of four (4) Physio-Control FASTPAKS, FASTPAK 2, LIFEPAK SLA, LIFEPAK NiCd Battery every two
years, or upon battery failure;
OR
• Replacement of three (3) LIFEPAK Li-ion Batteries every two years, or upon battery failure.
Reference Number: V67-1125 Renewal
Printed: 10/25/2013 Page 6 of 6
184424 -IS5- CAS -13 -14
INSURERS AFFORDING CO%
INSURER A: Valley Forge Insurance Co
INSURED
Physio-Control International, Inc.
Physio-Control, Inc.
11811 Willows Road NE
Redmond, WA 98052
INSURER B : National Fire Insurance Co Of Hartford
INSURER C: NIA
INSURER D:
INSURERS:
COVERAGES CERTIFICATE NUMBER: SEA- 002438241 -01 REVISION :1
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN 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 CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
TYPE OF INSURANCE
ADDL
SUBR
POLICY NUMBER
POLICY EFF
MM /DD
POLICY EXP
MMIDD
LIMITS
A
GENERAL LIABILITY
X COMMERCIAL GENERAL LIABILITY
CLAIMS -MADE X OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER
X POLICY E PRO LOC
4030507381
0510112013
05101/2014
EACH OCCURRENCE
$ 1,000,000
DAMAGE TO RENTED
PREMISES Ea occurrence
S 1,000,000
MED EXP (Any one person)
S 5,000
PERSONAL & ADV INJURY
$ 1,000,000
GENERAL AGGREGATE
S 2,000,000
PRODUCTS - COMP /OPAGG
$ EXCLUDED
$
B
B
AUTOMOBILE
X
LIABILITY
ANY AUTO
ALL OWNED SCHEDULED
AUTOS AUTOS
NON -OWNED
HIRED AUTOS AUTOS
4029265138 (ADS)
4029265172 (MA)
05101/2013
0510112013
05/0112014
0510112014
COMBINED SINGLE LIMIT
Ea accident
S 1,000,000
BODILY INJURY (Per person)
S
BODILY INJURY (Per accident)
$
PROPERTY DAMAGE
Per accident
$
COMP f COLL DED.
$ 1,000
UMBRELLA LIAB
EXCESS LIAR
OCCUR
EACH OCCURRENCE
$
H CLAIMS-MADE
AGGREGATE
$
DED RETENTION 5
$
B
®
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE YIN
OFFICER /MEMBER EXCLUDED?
(Mandatory In NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
NIA
4030507378 (AOS)
4030507364 (CA)
05/01/2013
0510112013
05/01/2014
0510112014
X WC STATU- OTH-
ER
E L EACH ACCIDENT
$ 1,000,000
E L DISEASE - EA EMPLOYEd
S 1,000,000
E L DISEASE - POLICY LIMIT
1 $ 1,000,000
DESCRIPTION OF OPERATIONS r LOCATIONS t VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required)
Additional Insured status applies only if it is reflected in your written contract.
CERTIFICATE HOLDER CANCELLATION
o tI ACORD CORPORATION.
ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD
BOARD OF GOVERNORS
FIRE AND AMBULANCE DISTRICT I cop,
AGENDA ITEM SUMMARY
Meeting Date: Octobber 17, 2012 Division: Emer encti Services
flulk Item: Yes X ;- No — Dcpartmcnt:,--,- Fire Rcscue
gmfla���Wl
TOTAL COST: $17 �182.93 INDIRECT COST: N/A BUDGETED:
COST TO COUNTY: See above _'_ SOURCE OF FUNDS: 130.01 - 530460
REVENUE PRODUCING: Yes — No X ArOUNT PER MONTH
fill 6V
APPROVED BY: County Atty 0MBj Purchasing Risk Management
I
DISPOSITION- AGENDA ITEM #
-i r.. to
Contract with: Physio Control, Inc. Contract #
Effective Date:
I Expiration Date:
I I
Contract Purpose ' Description:
AppMyaLof an Agreement bem - cen-Physio-Control, Inc. and Board of Govemors Fire,
Ambulanc._P5 of Monroe County. Florida. for the maintenanLe of biomq&ca
cormncncine on November I 2012 and runnina through October 3 1, 2013 with two (2)
additional one ( 1) year renewal octions.
Contract Managen Aq 6088 Emergency Services .1 Stop 14
(Department," Stop #)
for BOG meeting on 101171 Agenda Deadline: lOj2 1 ---
KW•
Wei I i i -ITOG WITRI 1* W, A
2»% »«.,
1100 Simonton St.
Key West, FIL 33050
In response to your recent request, I am writing to confirm that Physio-Control,
Inc. is the sole source provider in your marketplace for:
m*:: ««s MUM
of these products and services in your marketplace.
Mark Watson
Physio Control, Inc.
11811 Willows Road NE
Redmon4.W ± 98052-20
a "
This Agreement is made and entered into this day of __________. . _. __2012,
by and between the Board of Governors, lire and Ambulance District I of Monroe Count)',
Florida, hereinafter referred to as "COUNTY" and Physio- Control, Inc,, hereinafter referred to as
"CONTRACTOR".
WHEREAS: That the parties hereto, for the consideration hereafter set forth, mutually agree as
follows:
1. SCOPE OF THE WORK
The CONTRACTOR O shall furnish all labor, materials, equipment, machinery, tools,
apparatus and transportation and perfonaa all other work as described it] the Technical
Service Support Agreement for the preventive inspection and maintenance ofbionaedical
equipment for the Board of Governors. The Tecimical Service Suppon Agreement is
attached hereto as Exhibit B and made a part of this Agreement by reference.
2m CONTRACT C:T S[1
The COUNTY shall pay to the CONTRACTOR a total amount of $17, . 2.93 for the
faithful perforniance of the Contract, in lawful money of the !_baited States. This will be
paid in 12 monthly installments, on the first of the month for the preceding month after
invoice rendered by Contractor.
3. GENERAL PROVISIONS
The CONTRACTOR agrees to indemnify the COUNTY and hold the COUNTY
harmless Frorn and against all claims, darna e , 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 negligent acts or omissions.
C. Before beginning work under this Contract, the CONTRACTOR CaTO must provide
evidence satisfactory to the COUNTY'S TY`S Disk Management Director that the
CONTRACTOR has in force and affect the insurance required as outlined in
Exhibit A.
4. CONTRACT TERM
A. 'rhe Contract shall commence on November 1, 2012 and shall expire one year
from that date on October 31, 2013. 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'S ACCEPTANCE OF CONDITIONS
The CONTR.ACTOR 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
CO Y 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.
& All payments shall be made directly to the CONTRACTOR at the
CONTRACTOR'S office, Physio-Control, Inc., 11811 Willows Rd., ME.,
Redmond, WA 99051
7. INDEPENDENT CONTRACTOR
. COMPLIANCE WITH LAW
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:
C,C T €' .
Monroe County fire rescue
490 63rd Street, Ocean, Suite
Marathon, Florida 33050
It. ANTI DISCRIMINATION
CONTRACTOR:
Physio- Control, Inc.
122 l I 1 I Willows Rd., N.E.
Redmond, W A 98052
CONTRACTOR C:TOR. agrees they will not discriminate against any of t eir employees or
applicants for employment or against persons for any rather benefit or ser - vice, 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, NONWAIVER
Any waiver of any breach of covenants herein contained to be Inept and performed by the
CONTRACTOR shall not be deerned or considered as a continuing waiver and shall not
operate to bar or prevent the C OUN"I'Y from declaring a forfeiture for any succeeding
breach either of the sarrae conditions or covenants or otherwise.
13. CONTRACTOR - GENERAL
14. ENTIRE AGREEMENT
T
This Agreement and Contractor's Technical Support Agreement, V67-1103, referenced
herein, constitutes the entire Agreement of the parties hereto with respect to the subject
matter hereof and supersedes any and all prier 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.
. CONSENT TOJURISDICTION
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 OE TERMINATION
A. The performance of work or provision of goads under this Agreement may be
terminated, delayed or temporarily suspended by either party, in whole or in part,
with 30 days' notice to other party. 'The COUNTY shall pay all reasonable assts
incurred by the CONTRACTOR up to the thane of to lunation and all reasonable
assts to the CONTRACTOR OR associated with ten nination.
B. If the CONTRACTOR fails to fulfill the tetras of this Agreement or attachments,
properly or on time or otherwise violates the provisions of the Agreement or of
applicable laves or regulations governing the use of funds, the COUNTY may
tern- ainate 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 damages caused by the CONTRACTOR'S breach.
17@ TAX
The County dews not pay sales tax or any other taxes, 'Fie provisions of this Agreement
supersede any conflicting provisions in Exhibit E attached hereto as the Technical
Service Support Agreement.
18. CONTRACT CLAUSES - GENERAL
expressly provided for therein, such approval shall in no manner or event be
deerned to impose any additional obligation upon the board.
Page 6 of 7
Ift.' IT ITNES"TAE&EIF, the parties hereto have executed Contract the day and year abo
written. I
By: -A�
.-_ __--
Chairperson
COUNTY CLERK
Deputy Clerk
�IM
GENERAL LIABILITY
INSURANCE REQUIRENIENTS
FOR
CONTRACT
Lr
Prior to the commencement of work governed by this contract, the Contractor shall obtain
General Liaby Insurance. Coverage shall be maintained throughout the life of the con.. »;zr nd
include, as a minimum:
• Premises Operations
• Products and Completed Operations
• Blanket Contractual Liability
• Personal Injury Liability
• Expand\ d efinition of Property Damage
M 141MM 11670
9§t«?t m » =�--
1! 1011 1 !11111111111111 lig 111111111 1 111! 1 Jzuj% m2<
M
/ « % }/ 183U�M
FIAM "MM
the County.
"MMM""
I . sr«< allal 313 rtt.03 7Wrl
all policies issued to satisfy the above requirements.
ME
Adminisirafion Instruction
5IS
VEIIICLE LIABILITY
INSURANCE REQUIREMEENTS
FOR
BETWE EN
MONROE COUNTY, FLOREDA
AND
tia
RIMMM fl M1
MIME
The Monroe County Board of County Commissioners shall be named as Additional Insured on
all policies issued to satisfy the above requirements.
ME
Adminisumion Instructian
wnl�
WORKERS'COMIPENSATION
INSURANCE REQUIREMENTS
FOR
CONTRACT
statutes.
MINE 1 Ing ligill �Ill III lill
mm
Administration
L -- CERTIFICATE OF LIABILITY INSURANCE 081=12
♦ r R
a
1301 5th Avenue, Sole 19DO
w Web May 2MM-3082
AM.
18424-MS CAS-12-13
MUM
PhOD- Canbui Inlemabnal, Inc.
Phoo Canbul. Inc
11811 Wim Road NE
Redmond, WA 96052
0
+! 26 (2010106) The ACORD name and logo are registered marke of ACORD
End User# 03189501
wow=
Bill To # 03189501
Jill 1 1111 11111111 111
III Ill III MI 1 11 1 75 , Aill
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-Control's Data Management Support and Upgrade
Service Terms and Conditions, rev 7199-1.
10% DISCOUNT ON ACCESSORIES
Date: October 17, 2012
Purchase Order Number:
Reference Number: V67-1103 Renewal
Printed: 9/26/2012 Page I of 7
P iNC.
TECHNICAL SERVICE SUPPORT AGREEMENT TERMS AND CONDI NONS
Curdorner's signature orpurchase order referencing 'his Technical Service Supper, Agreement arerecitthe'd poor toPhysio-Conlosis
acceptance or this Agreement. This Agreement covers only the equipment Udadmn Schedule A('CoveregEquipment^)T»msotemns
conscithe the complete agreement between the patties and they she!! govein over any other documents, Theoeternm may not be
revised |n any rnamno, without 'he prior written consent ofPhyo|o'Conlool.
SERVICES, - irre senrices prowded under 'his Agreement are set forth on Schedule A. Physio-Control strives to rehurn service calls
within two (2) hours, and strives to resolve service Peaces within twenty-four (24) hours, Fol|oWnge�rwce,P�ym�-�onmdvwxp�v)ue
Customer with a written recort of actions takenor reMarnencled and identIfficabon of any materiaisleplaced or recommended for
reolacernent, The to services are available
~Rer,rarr Only Servica"neansrepairs, Battery Replacement Service, parts and labor. necessary mrestore Covered Equipment to
orig specUoaxnna.subject to Exclusions.
^�spacWonOo1Y Service" moanslnspeoUoreo,CoveredEqu|pmmmtovedtyprope,dmvioeoa||ura§on.macxanica\operatioma
mngqutputmeasuremens.a|mctdoa|maletyu`azh|naccondanoowimmauonm|FireProec,ionwssociaUpm(mFP4)guidwUnesend
|abo,.suNeol to Exclusions,
"Repair anomeoveo Semmcr'means repairs, Battery Replacement Service, parts and labor necessary to restore Covered
Equipment to original specifications, and inspections to verify proper device calibration, mechanical operations and output
measurements, electrical safety check in accordance wild NFPA guidelines sort Updates (as set forth belaw), subject to
Exclusions,
'Battery Replacement Service" rrreans replacery'rent of batteries on a one-ficir-one, like-for-like basis, up to the number o/batteries
andm, devices nstmdin Schedule a, Only batteries manufactured or distributed by Phytoo-Comrol are eligible for replacement,
aanaryeplaoemontisamana6|mupnnCustomernmMMca\|ontophyo|o'Contm}o/thoornu/renoem/:
(|}
Battery failure as determined by Custarner's performance testing and evaluation in accordance with the applicable
Operating mmouo lions; o,
VU The end of Idle useful /ie of the battery aaset forthin the applicable Operating instructions
At the discretion of Physio- Control, battery replacement shall be effected by shipment ro Customer arid replacerneril by
"ualome,.m,by on-size delivery and froplap men1bvaPxysio-CmmtnxGerv/ceTeohn|6an, UponCualoma/s receipt dm
replacernent battery, the battery being replaced shall become the prope of Physio-Corritiol, and Customer mustrelurn the
battery being replaced to Physio-Contral for proper drsomed, In the even', the Physio-Control does not receive the baftery,
Cummmm, will be charged m/,hemen-currmmmte for tire replacement battery,
^Cm'8iteSamicm means toa/aphyoio'Connol lacmry-tednedteoxnidanwill ura"de service et Cumlamara|qcation, Smoinmm
wmbeparfo,medbmwveen8:G0amand5:QOpm)oca/Mme.Mpndayth,nuQhFnday.muo|ud\nQxo\|gaya, Cutaommriomensure
Covered Equ)pmantis available |or set-vice at scheduled times, Smme service may no' bamomp|etedOn-Sne, pxyeio�Contm|
will! cove, travel and/or round-trip /,s|Qhn to, Cove, mdEqu`pment that must uo sent m our designated se vice facility to, repair,
'24-hour Ow-Si1e Smmxue~mmons that aPhys|m-Contndfactor14ramed technician will provide service ar Customer's boetona,
any omm. except mn the holidays listed above, Customer is to ensure Covered Equip is available for service at scheduled
Umem, Some service may not bw completed On'S|te, Phymm-CContro| will cover travel and/or round-trip he|ght for Covered
eqo|pmam that must be sent to our umaignatmd service hilci|ity fo,repair.
~Shi mmsmsmatsanxnmmAobmpedonmwdstphysieConmol'sdmsiBnatedmerwnaYad|ity, phys|n-Con,nd will cover
rouna-trip freight 'or Covered Equiternent that is sent to our designated service facility for repair.
VCovmred Equipment isnot available as scheduled or Customer requests services or goods not covered by this Agleement or Outside
of designated service freguencynrnours.Phys|o-Contnm will charge Custome,stPmysio'Con/rol'm standard labor rates loss 1m%
(including ovemma.|f appropriate) and applicable travel costs. Partsrequirmd for such repairs will um made available si'u""qf', the
men -current list price,
EXCLUSIONS, Unless otherwise spec this aQreemmm does not include:
° suppilym, repair of accessories o/disposables
°
repair or darnage caUsed by fribluse, abuse, abnormal operating conditions, use of batteries or other products not civuributed
byP*ysio'Comtrp|. operate a,ro,s,mr acts mfGod
°
case changes
°
repa o,repaoemen cif|ems not odgimuly distributed o,hrslaUedbyphyeio-Convm
~
Upgrades and installation of Upgrades
beftery maintenance, performance testing, evaluation, rernoval and recycling
Rdernce Number: V67-|\U8 Renewal
LOANERS. If Covered Equipment must be removed from service to complete repairs, physic -Conbol will provide Customer with a
loaner device, it one is available, until the Covered Equipment is returned, Custorner assurnes complete responsibility for the loaner
and shall return the loaner at Customer's expense to Physio-Contral In the same condition as received, upon the earlier of the return
of the removed Covered Equipment or Physio-Cantrol's request,
UPDATES, 'Update' means a change to a device to enhance its current features, stability, or software, If Repair and Inspect Service
is designated for Covered Equipment on Schedule A, Physio-Control will install Updates at no additional cost, provided such Updates
are installed at tire tin of regularly schedi.Aed service. If parts trust be replaced to accommodate installation of new software, such
parts may be purchased at a rate of 30%. less than the then-current list price. Updates installed on Covered Eq ' uiparent designated as
Repair Only Service, Inspect Only Service, or at a time other than regularly scheduled Repair and Inspect Service will be billed on a
separate Invoice at the then current list price less 20%.
UPGRADES, "Upgrade" means a major, standalone version of software or the addition of features or capabilities to a device,
Upgrades Most be purchased separately, and are not provided kinder this Agreernern, UpWades are available at a rate of 17% less
than the then-current list price.
PRiCING. Pricing is set forth on the front page of this Agreement Prices do not include taxes. Sales, ser a, use taxes will be
invoiced in addition to the price of the goods and services covered by this Agreernent unless Physio-Contud receives a copy of a valid
exemption certificate. If the number or configuration of Covered Equipment changes during the Texan, pricing shall be pro-rated
accordingly, For Inspection Only Service and Repair and Inspect pect Service, no pricing deduction will be made for removal of Covered
Equipment if an inspection has already been performed during the `term. Discounts will not be combined with other special terms,
discounts, and/or proorotions,
PAYMENT. Payment is due within thirty (30) days of invoice date.
WARRANTY, Physio-Control warrants services performed under this 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 replacernent of any part delerrnined to be detective,
without additional charge, provided Custv notifies Physio-Control of any allegedly defective condition within fork (1 0) calendar days
of its discovery by CUStOrser, Physlo-Contral makes no other warranties, express or Implied, including, without limitation, NO
WARRANTY OF MERCHANTABILITY OR FiTNESS FOR A PARTICULAR PURPOSE, AND IN NO EVENT SR ALL
PHYSIO-CONTROL BE LIABLE FOR INCIDEN CONSEQUENTIAL, SPECIAL, OR OTHER DAMAGES,
TERM. The initial Term is set forth on tire front page of this Agreement, This Agreement shall automatically renew unless terminated
by either party with written notice thirty (30) days prior to the expiration of the then current terns. Prices are subject to change upon
renewal.
TERMINATION, Either party may terminate this Agreement for material breach by the other party by providing thirly (30) days' written,
notice to the other Perry, arid provided suet) breach is not cured to thin the notice period, In addition, either party may terminate this
Agreement at any firne upon sixty (6 0) days' prior written notice to the other party. In the event of such early termination, Custorner
shall be responsible for the portion of the designated price which corresponds to the portion of the Term prior to the effective date of
termination and the cost of any services rendered during the Term,
DELAYS, Physio-Control will riot 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 riot 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
Physto-Contral's inability to obtain goods from its usual sources. Any such delay shall cut be considered a breach of Physics -Conlrors
obligations and the perfoonance dates shaH be extended for Ifirk length of such delay,
DEVICE INSPEc'nON BEFORE ACCEPTANCE. All devices that are not under Physio-Control Urnited Warranty or a current
Technicaf Service Support Agreement must be inspected and repaired (it necessary) to meet original specifications at then-current list
prices prior to being covered under a I echnical Service Support AgreerneriL
MISCELLANEOUS, (a) Customer agrees to not ernploy or after employment to anyone performing services on Physic- Control's
behalf during the Term of this Agreement or for one (1) year foliowing its expiration without Physio-Conirol's prior written consent; (b)
this Agreement, and any related obIigafiene1other--pavify, may not be assigned in whole or in part without the prior written consent of
the other party: (c) this Agreement shall be governed by !he laws of the State in which the service is provided; (d) all costs and
expenses incurred by the prevailing party related to the enforcement of its rights under this Agreernent, including reasonable
attorney's fees, shall be reimbursed by the other party,
Reficrenc Nurn.ber: V67 Reiievvzif
PHYSIO-CONTROL, INC.
All JT
TECHVI
Cuirimact Number:
S e i ,, i c i n 91, R c p: INUvuel Rodvivuez, EAVV6
Dism SOUTHEAS"I"
Phonc
FAX: 8C)0
Equipnient Lcjcjfion� NIONRC)E CTY FIRE RZESCUE, 03199 1
490 63 R 1) ST OCEAN
MARA'rHf,',)N, FL, 33050
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TECI-INICAL SERVICE SUPPORT AGREEMENT
SCREDULEA
Contract Nuiv&wr:
Additicmal herns
Sewice Type hem Quantity Start Date End Date
CASE CHANGE LPI-?/15/-")O CASE CHIS 1-9 1 1 1 /201 - 2 10/3 1120 13
" Denotes an additional Rem line that has changed since the last contract revision or addendtrim
RZ ", �h, i '� "I' Ct' N U T, I 'h,', C \ 6 O."i IR I �,,, w a i
ot"
PHYSIO -CONTROL, INC.
TECHNICAL SERVICE SUPPORT AGREEMENT
d" Gull 1m�i:3
LIFE F'AIk:O 12 Friri ,rilltttr, !; Itartitrrr Repair Ser icy irtCltrder
Sta r ti clewcl <ahly hard p ac.c. 1, repairs.
Replacement or rerpa °ii of 'et1 Contrt.;1 Fatten, charging systerns, on a ctn lbr -on basi!,.jOl a10 Mull ttrsrs bel of LP12
defibrillattardrttocti or� liars °r3 in Schedule A and us determined never 3a y b% Physicr- Control.
Pcnver ftd ahtcr wItarirlreplatasra ent,
Replacement ent at' failed irrttrr'nal coin cell h aeries.,
Prev entative a,, of intt..asaal coin cell batteries up to the number of coin airs cell hatteric:.a listed in the Atldiiioma Its ins,
=pact "s +,.art of Schedule A according to 4'laysk Control service sec Cicada ns,
Ba:uery Coverage
RCPIttcearett! «.al` fiAlr } Ph# 'a,ita C0tatrc,l 'ASTP,+ K(L F F-wTFrarK 2. LIFFI'AK SLA, LIhF.PAK NiCd Bctttcry ever) mu
Y east;,, cat' Us )Ma hiatte.ey I`ailwe:
OR
Rophacemwni sal three 0) LIFF PAP i. -ion Batteries c,%ury° terra year, or upcm l°tKauery l ails re°.
ry e n t- ,.d (, r� 2 . :> 6, .. s.
PHYSIO-CONTROL, INC.
MX 1ffIEEILE
UPEPAK 10 15 Repair Service includes'.
°
Standard de/uchuh|e hard paddle repairs,
~ Rep|acemcmmr repair ofPhy`io-Conindbmury charging systems mnoamo-fopmnc basis n4h the total numb*ro[LF\5
De�hhUmm��i'�kmmlisted |n Schedule A, and usduttnnincdnccessuryhyPhyyiv'Cuntmi
° Pmmor Adapter repuirhep|ucenuot,
"
Battery Coverage
°
Replacement o[thmu(3)L<BEPAKU'iun Batteries every two |2> years. nr upon battery failure
RefercnrcNum6o� V67-1 103 R encwads
Primed'. 9/26/201