FY2004-2006 2nd Addendum 10/19/2005
CONTRACT AGREEMENT ADDENDUM
THIS ADDENDUM TO CONTRACT AGREEMENT, made and entered into
this 19th day of October ,2005, by and between the Board of County
Commissioners, Monroe County, Florida, acting as Board of Governors for MSTD 6,
hereinafter "County" and Medtronic Physio-Control Corporation, hereinafter
"Contractor", in order to amend the contract agreement between the parties dated October
15,2003, as follows:
1. The term of the Contract Agreement, as stated in Section 4A, shall be extended
for an additional one (1) year term commencing on November 01, 2005 and shall
expire on October 31,2006.
2. In all other respects, the Contract Agreement between the parties dated October
15,2003 remains in full force and effect.
IN WITNESS WHEREOF, the parties hereunto have caused this Contract
Agreement Addendum to be executed the day and year first above written.
',. '"'",:'nE COUNTY ATTORNE
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i" ATTEST: DANNYL KOLHAGE, CLERK
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WITNESS:
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BOARD OF COUNTY COMMISSIONERS
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MEDTRONIC PHYSIO-CONTROL CORP.
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TECHNICAL SERVICE SUPPORT AGREEMENT
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Medlronic'
PHYSIO-CONTROL
Contract Number:
End User # 03202901
KEY LARGO VOLUNTEER AMBULANC
98600 OVERSEAS HIGHWAY
KEY LARGO, FL 33037
Bill To # 03202901
KEY LARGO VOLUNTEER AMBULANC
98600 OVERSEAS HIGHWAY
KEY LARGO, FL 33037
This Technical Service Support Agreement begins on 11/112005 and expires on 10/31/2006.
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 Medtronic Physio-Control Corp.'s Data Management Support and Upgrade
Service Terms and Conditions, rev 7/99-1.
Price of coverage specified on Schedule A is $6,380.00 per term, payable in Monthly installments.
Special Terms
17% DISCOUNT ON LP12 UPGRADES
By:
Accepted: MEDTRONIC PHYSIO-CONTROL CORP.
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Title: ComY~vf ⩝(}~
Date: q--- )- f- 05'
Customer:
Print:
Dixie M. Spehar
Title:
Mayor/Chairman
Date:
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FAX: 305-4 . 6 o:[J>'f.~; . CLI!RK
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Territory Rep: EASS59
Montero, Sandra
Phone: 800-442-1142 x2081
FAX: 800-772-3340
Reference Number: S59-1298
Printed: 8/1 0/2005
Renewal
Page 1 of 6
UZANNE: ft" HUTTON
ASSISTANT CQ.l,.iilTYd-T..;WRNEY.
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MEDTRONIC PHVSIO-CONTROL CORPORATION
TECHNICAL SERVICE SUPPORT AGREEMENT TERMS AND CONDITIONS
RENEWAL TERMS
Medtronic Pity'bControfs acceptance of Customers Technical Service Support Agree ant Is expressly conditioned on Customer's
assent to the terms set forth In this document and Its attachments. Physlo-Control agrees to furnish the services ordered by Customer
only on these bons,and Customers acceptance of any portion of the goods and services covered by this document shall conform their
acceptance by Customer.These terra constitute the complete agreement between the parolee and they shall gowi any Wallpag
or ambiguous terms on Customers purchase order or on other documents submitted to PhysioControl by Customer. These terms
may not be rented In arty manner without the prior written consent of an officer of PhysbControl.
REPAIR SERVICES
If'Renee services are designated,subject to the Exclusions identified below,they shag include,for the designated Covered
Equipment.all repair parts and materials required,all required Physl Control service technician labor,and aN related travel
expenses. For cline(shiiln)services,unit wit be returned to Customer by PhysWControl freight prepaid.
INSPECTION SERVICES M'
If niMeofeii_ •_ ara• _d -atiazt s-v-..... , a_._.u_ ,....u- they:ha uiiJVv, t.a•____tied Omo.w
Equipment,variation of proper instrument calibration,verification that irab nt ume medenicel operation and output
meat sements am mpeatterd with applicable product specifications performance of an electrical safety check In accordance with
National Fire and Protection Guidelines.all rewired Physlo-Conad service technician labor and all related travel expenses. For
ofisite(sPp-h)services,units will be returned to Customer by Physlo-Control freight prepaid.
DOCUMENTATION
Following each Repair and/or Inspection,Physb-Control will provide Customer with a written report of actions taken or recommended
and identification of any materiels replaced or recommended for replacement
LOANERS
If a Physiocontrol 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 hog will be provided,if available,and the removed unit Is reamed. Customer assumes
mmplaie responsibility for the Loaner and shall return the loaner to PhysbCmtrd In the same condition as received,at Customers
expense,upon the earlier rite return of the removed unit or PhysioConbdl request
EXCLUSIONS
This Technical Service Support Agreement does not Inside: supply or repair of accessories or disposables(e.g.,patient cables.
recorder paper,etc.):repair of damage caused by misuse,abuse.abnormal operating conditions,opener errors.and/or ads of God;
repairs to return an Instrument to normal operating equipment at the time of initial service by PhyebConwol under this Technical
Service Support Agreement case changes;repair or replacement of Items not originally distributed or installed by PhysloCwird:
and exclusions on Schedule B to this Technical Sendai Support Agreement if any,which apply to Covered Equipment.
SCHEDULE SERVICES
Designated Repair and Inspections Services wiN be performed at the designated service frequency and during designated service hours.
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 Phyeio-Control is requested to perform Repair
or Inspecon services not designated In this Technical Service Support Agreement(due to the nature of services selected.hsbunents
Involved not being Covered Equipment,request being outside of designed service frequency or hours,or application of the
Exclusions);Customer shall reimburse Phveio-Control at Phy&o Contrd'e standard labor rates less 10%(including overtime,N
appropriate), plus standard Mat prices for related parts aid materials less 15%.plus actual travel costs Incurred.
PAYMENT
The cost of seMces performed by PhysloControl shall be payable by Customer whin Misty(30)days of Customers receipt of Physio-
Control's Invoke(or kid,other terms as Physlo-cpatd confirms to Customer in writing). Stedditlenestheeestalaerrieesperfonamt TAP y 0 S
Equipment t altered during the Term of this Technical Service Supportprice
onumberorhall adenedaVi of Covered )1�
Agreement the price of Services shah be atlW5tgd,tCwrjM Iyi5
WARRANTY FM rt�`s/
Physio-Conhol warrants Services performed under this Techncal Service Support Agreement and replacement parts provided In
performing such Services against defects In material and worlananahp for ninety(90)days from the date a Service was performed ora
part was provided. Customers sole remedy shall be reservkNg the affected unit and/or replacement of any pad detemnined to be
defective,without any additional Customer Marge,provided Customer notifies Physlo-Control of any allegedly defective condition
within ten(10)calendar days of its discovery by Customer. Physic-Control makes no other warranties,express or implied.Including,
without limitation,NO WARRANTY OF MERCHANTABIUTY OF FITNESS FOR A PARTICULAR PURPOSE,AND IN NO EVENT
•SHALL PHYSID-CONTROL BE LIABLE FOR INCIDENTAL,CONSEQUENTIAL,SPECIAL,OR OTHER DAMAGES.
Reference Number. S59-1298 Renewal
Mien life Depends on Medical Technology Printed:8/10/2005 Page 2 of 6
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 of 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 of Washington. All costs and expenses incurred by Physio-Control related to enforcement of its rights under
this document, including reasonable attorney's fees, shall be reimbursed by Customer.
When Life Depends on Medical Technology
Reference Number: S59-l298
Printed: 8/1 0/2005
Renewal
Page 3 of 6
MEDTRONIC PHYSIO-CONTROL CORP.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE A
Contract Number:
Servicing Rep:
District:
Phone:
FAX:
Montero, Sandra, EASS59
SOUTHERN
800-442-1142 x2081
800-772-3340
Equipment Location: KEY LARGO VOLUNTEER AMBULANC, 03202901
98600 OVERSEAS HIGHWAY
KEY LARGO, FL 33037
Scope Of Service On Site Repair and 2 On Site Inspection per Year:M-F/8-5
Ref. Effective Expiration Total
Model Part Number Serial Number Line Date Date Inspections
LlFEP AK@ 10 804200-14 002259 11/1/2005 10/31/2006 2
LlFEP AK@ 10 804200-28 007541 2 11/1/2005 10/31/2006 2
LlFEP AK@ 10 804200-28 007546 3 11/ 1/2005 10/31/2006 2
LlFEP AK@ 10 804200-28 029396 4 11/1/2005 10/31/2006 2
LlFEPAK@ 12 VLP 12-02-002269 13451844 7 11/112005 10/31/2006 2
LlFEP AK@ 12 VLP 12-02-002269 13451845 8 11/1/2005 10/3112006 2
Scope Of Service On Site Repair Only: M-F/8-5
Ref. Effective Expiration Total
Model Part Number Serial Number Line Date Date Inspections
ACCESSORY 804217-00 002285 5 11/112005 10/31/2006 0
ACCESSORY 804217-00 002288 6 11/1/2005 10/31/2006 0
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 13426178 9 11/1/2005 10/31/2006 0
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 13426198 10 11/1/2005 10/31/2006 0
** Denotes an inventory line that has changed since the last contract revision or addendum.
When Life Depends on Medical Technology
Reference Number: S59-1298
Printed: 8/1 0/2005
Renewal
Page 4 of 6
MEDTRONIC PHYSIO-CONTROL CORP.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE B
LIFEP AK@ 10 DEFIBRILLA TORlMONITORlP ACEMAKER
. Paddle repairs are included. (Paddle attachments are excluded; i.e. pediatric and anterior attachments).
. Auxiliary Power Supply included when listed on equipment inventory (Schedule A).
. Pacemaker repair is included.
. Case changes are excluded.
. Pacing and patient cables are excluded.
. F AST-P A TCH@ adapters and QUIK-COMBOThl pacing/defibrillation adapters are included.
. Medtronic Physio-Control@ Battery Support System included when listed on equipment inventory (Schedule A).
. Repair coverage for Medtronic Physio-Control@ ECG, Pacing and Defibrillation Simulators included.
Medtronic Physio-Control@ Battery Pak
. 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 Medtronic Physio-Control Battery Pak fails to meet the performance tests
noted above and/or the Battery Pak age exceeds 2 years, Medtronic Physio-Control shall replace said Medtronic
Physio-Control Battery Pak (like for like) i.e. F ASTP AK for F ASTP AK, up to a maximum of 4 Medtronic Physio-Control
Battery Paks every two years (including prior Support Plan periods) per LIFEPAK@IO defibrillator/monitor/pacemaker
(listed on Schedule A). To assist in proper recycling and removal of low capacity batteries, replaced Battery Paks
become the property of Medtronic Physio-Control and must be returned at the time of exchange.
. Only batteries manufactured by Medtronic Physio-Control are covered under this Service Agreement. Any
batteries manufactured by other sources are expressly excluded from coverage under this Service Agreement.
Medtronic Physio-Control cannot guarantee the operation, safety and/or performance of our product when
operating with a non-Medtronic Physio-Control battery. Repairs and inspections performed under this Agreement
meet original equipment manufacturer's product specifications only when operating with a Medtronic Physio-Control
battery. Any repairs, as determined by a Medtronic Physio-Control Service Representative, resulting from the use of
a non-Medtronic Physio-Control battery, will be billed at our standard list prices for parts and labor, including actual
travel charges incurred.
When Life Depends on Medical Technology
Reference Number: 859-1298
Printed: 8/1 0/2005
Renewal
Page 5 of 6
MEDTRONIC PHYSIO-CONTROL CORP.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE B
LIFEP AK@ 12 DEFIBRILLA TOR/MONITOR
. Battery Support System included when listed on equipment inventory (Schedule A).
. Battery Support System 2 included when listed on equipment inventory (Schedule A).
. AC Power Adapter included when listed on equipment inventory (Schedule A).
. DC Power Adapter included when listed on equipment inventory (Schedule A).
. Defibrillator paddle repairs are included (excludes intemal, sterilizable and pediatric paddles).
. Communications and Patient cables are excluded.
. PCMCIA Modems are excluded.
. Therapy cables are excluded.
. Sp02 Sensors are excluded.
. Case Changes are excluded.
. Discount of 17% from the field installed list price for any current and/or future available LIFEP AK@12 upgrade is
included when installed by Medtronic Physio-Control Technical Services.
. Discount of 17% from list price for any Medtronic Physio-Control@ Data Management product is included.
. Discounts may not be combined with any other special terms, discounts and/or promotions.
Medtronic Physio-Control Fastpak@, Fastpak 2, Lifepak SLA and Lifepak NiCd Battery
. Customer retains the responsibility to perform the battery maintenance and evaluation procedures outlined in the
operating instruction 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 Medtronic Physio-Control Battery Pak fails to meet the performance tests noted
above and/or the Battery Pak age exceeds 2 years, Medtronic Physio-Control shall replace said Medtronic
Physio-Control Battery Pak (like for like) i.e. F ASTP AK for F ASTP AK, F ASTP AK2 for F ASTP AK2, LlFEP AK SLA for
LIFEP AK SLA, or LlFEP AK NiCd for LlFEP AK NiCd, up to a maximum of 4 Medtronic Physio-Control Battery Paks
every two years (including prior Support Plan periods) per LIFEP AK@ 12 defibrillator/monitor (listed on Schedule A).
To assist in proper recycling and removal of low capacity batteries, replaced Battery Paks become the property of
Medtronic Physio-Control and must be retumed at the time of exchange.
. Only batteries manufactured by Medtronic Physio-Control are covered under this Service Agreement. Any
batteries manufactured by other sources are expressly excluded from coverage under this Service Agreement.
Medtronic Physio-Control cannot guarantee the operation, safety and/or performance of our product when
operating with a non-Medtronic Physio-Control battery. Repairs and inspections performed under this Agreement
meet original equipment manufacturer's product specifications only when operating with a Medtronic Physio-Control
battery. Any repairs, as determined by a Medtronic Physio-Control Service Representative, resulting from the use of
a non-Medtronic Physio-Control battery, will be billed at our standard list prices for parts and labor, including actual
travel charges incurred.
Lifepak@12 Software Updates
. If combined Repair and Inspection services are designated on the Technical Service Support Agreement inventory
for Lifepak 12 units, at the customer's request, a Medtronic Physio-Control Technical Services Representative will
install Lifepak 12 software updates at no additional charge provided it is installed at the time of a regularly scheduled
inspection. In addition during the term of this agreement, where an assembly such as a printed circuit board must be
replaced in order to install the new software, these assemblies may be purchased by the customer at a 50% discount
off the current list price ofa new assembly. Software updates requested to be installed at a time other than the regularly
scheduled inspection will be billed at $205 per unit per software update. The cost of the software update will be billed
on a separate invoice.
. If Repair-Only services are designated on the Service Order inventory for Lifepak 12 units, at the customer's request
a Medtronic Physio-Control Technical Services Representative will install a Lifepak 12 software update at a discounted
price of $205 per unit per software update. In addition during the term of this agreement, where an assembly such as a
printed circuit board must be replaced in order to install the new software, these assemblies may be purchased by the
customer at a 50% discount off the current list price of a new assembly. The cost of the software update will be billed
on a separate invoice.
. Discounts may not be combined with any other special terms, discounts and/or promotions.
When Life Depends on Medical Technology
Reference Number: S59-1298
Printed: 8/10/2005
Renewal
Page 6 of 6