R06-119
II
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4 RESOLUTION R 06- II q
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6 A RESOLUTION OF THE CITY COMMISSION OF
7 THE CITY OF BOYNTON BEACH, FLORIDA,
8 AUTHORIZING AND DIRECTING THE MAYOR
9 AND CITY CLERK TO EXECUTE A FIVE (5) YEAR
10 SERVICE AGREEMENT BETWEEN THE CITY OF
11 BOYNTON BEACH, FLORIDA AND MEDTRONIC
12 PHYSIO-CONTROL CORPORATION FOR THE
13 REPAIR AND PREVENTATIVE MAINTENANCE
14 OF 12 MONITOR DEFIBRILLATORS AND 4
15 BATTERY SUPPORT SYSTEMS; AND PROVIDING
16 AN EFFECTIVE DATE.
17
18 WHEREAS, the City of Boynton Beach, Florida, upon recommendation of staff,
19 desires to enter into a service agreement with Medtronic Physio-Control Corporation, for a
20 five year period at a fixed amount, subject to yearly budget appropriations; and
21 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
22 THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
23 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
24 being true and correct and are hereby made a specific part of this Resolution upon adoption
25 hereof.
26
Section 2.
The City Commission of the City of Boynton Beach, Florida does
27 hereby authorize and direct the Mayor and City Clerk to execute the Service Agreement
28 between the City of Boynton Beach, Florida and Medtronic Physio-Control Corporation, a
29 copy of said Agreement being attached hereto as Exhibit "A".
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Section 3.
This Resolution will become effective immediately upon passage.
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1 PASSED AND ADOPTED this Ie day of July, 2006.
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ATTEST:
~ /):-, Yn. P~VrL~h-1
(Cit Clerk
l.
s\BBFD\BBFD - Physio-Control Agr 2006.doc
2
ROb-II9
Contract Number:
Medtronic
Emergency Response Systems
Copy
.tc
Medtronic"
PHYSIO.CONTROL
TECHNICAL SERVICE SUPPORT AGREEMENT
End User # 03593602
CITY OF BOYNTON BEACH
PUBLIC WORKS COMPLEX
222 NE 9TH AVE
BOYNTON BEACH. FL 33435
Bill To # 03593605
CITY OF BOYNTON BEACH
FINANCE DEPARTMENT
PO BOX 310
BOYNTON BEACH. FL 33425
This Technical Service Support Agreement begins on 4/1/2006 and expires on 3/3 [12011.
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's Data Management Support and Upgrade
Service Terms and Conditions. rev 7/99-1.
Price of coverage specified on Schedule A is $54.339.00 per term. payable in Annual installments.
Special Terms
PRICE INCLUDES LIMITED COVERAGE ON TWO LPI2 CASE CHANGES
10% DISCOUNT ON ACCESSORIES
SUBJECT TO YEARLY COMMISSION BUDGET APPROPRIA TrONS APPROVAL.
Accepted: MEDTRONIC Emergency Response Systems. Inc.
BY'LN~~
Titl~,'Os t;;'cJ(, Tfr_jl-
Date: 06'" ~ ')~ 0-6
&: ~
Print: ~-e,d ki VIS
Title: fl6sl s-b rrl C--l-ty Mano~ctr
Date: 01-1..(0 ""o( 0
Purchase Order Number:
CITY ATTORNEY
Territory Rep: EASS63
Logozzo. Darren
Phone: 800-442-1142 x2743
FAX: 800-772-3340
Customer Contact:
CHIEF JIM NESS
Phone: 561-742-6333
FAX: 561-742-6334
Reference Number: S63-1248
Printed: 6/27/2006
Renewal
Page I of 6
MEDTRONIC EMERGENCY RESPONSE SYSTEMS, INC.
TECHNICAL SERVICE SUPPORT AGREEMENT TERMS AND CONDITIONS
RENEWAL TERMS
Medtronic Emergency Response Systems, Inc.'s ("Medtronic") 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. Medtronic 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 connicting or ambiguous terms on Customer's purchase order or on other documents submitted to
Medtronic by Customer. These terms may not be revised in any manner without the prior written consent of an officer of Medtronic.
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 Medtronic service technician labor, and all related travel
expenses. For offsite (ship-in) services, units will be returned to Customer by Medtronic 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 Medtronic service technician labor and all related travel expenses. For
offsite (ship-in) services, units will be returned to Customer by Medtronic freight prepaid.
DOCUMENTATION
Following each Repair and/or Inspection, Medtronic 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 Medtronic 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 Medtronic in the same condition as received, at Customer's
expense, upon the earlier of the return of the removed unit or Medtronic'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 Medtronic under this Technical
Service Support Agreement; case changes; repair or replacement of items not originally distributed or installed by Medtronic;
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 Medtronic
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 Medtronic
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 Medtronic at Medtronic'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 Medtronic shall be payable by Customer within thirty (30) days of Customer's receipt of Medtronic's
Invoice (or such other terms as Medtronic confirms to Customer in writing). In addition to the cost of services performed,
Customer shall payor reimburse Medtronic for any taxes assessed Medtronic. 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.
WARRANTY
Medtronic 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 Medtronic of any allegedly defective condition
within ten (10) calendar days of its discovery by Customer. Medtronic 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 MEDTRONIC BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR OTHER DAMAGES.
Reference Number: S63-1248
Printed: 6/27/2006
Renewal
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 Medtronic 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 Medtronic 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
Medtronic 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 Medtronic's inability to obtain goods from its usual sources. Any such delay shall not be considered a breach of Medtronic'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 Medtronic's behalf during the Term of
this Technical Service Support Agreement or for one (1) year following its expiration without Medtronic'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 Medtronic 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; S63-1248
Printed: 6/2712006
Renewal
Page 3 of 6
MEDTRONIC EMERGENCY RESPONSE SYSTEMS, INC.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE A
Contract Number:
Servicing Rep:
Di strict:
Phone:
FAX:
Logozzo, Darren. EASS63
SOUTHERN
800-442-1142 x2743
800-772-3340
Equipment Location: CITY OF BOYNTON BEACH. 03593602
PUBLIC WORKS COMPLEX
222 NE 9TH AVE
BOYNTON BEACH. FL 33435
Scope Of Service On Site Repair and 1 On Site Inspection per Year:M-F/8-5
Ref. Effective Expiration Total
l\lodel Part Number Serial Number Line Date Date Inspections
L1FEPAK@ 12 VI ,P 1 2-02-000023 8628973 41 J!2006 3/31/20] ]
L1FEPAK@ ]2 VLP] 2-02-000059 11201951 5 4/ li2006 3;3 ]/2011 5
LIFEPAK'j\: 12 VLPI2-02-000059 ]1201950 6 4/ li2006 33 J!20 II
LIFEPAK'@ 12 VLPI2-02-000059 1120]930 7 4/1/2006 3/31/201] 5
L1FEPAK@ 12 VLP 12-02-000999 ]2496802 10 4i1 /2006 313]/201 ] 5
LIFEPAKlJ,) ] 2 VLPI2-02-003123 14259079 11 4/ J!2006 331/2011 5
LIFEPAK:jl;' ]2 VLPI2-02-005985 33]20770 13 4/1/2006 3;31/20] 1 5
L1FEPAK!\! 12 VLPI2-02-005985 34178022 15 4:]12006 3/3 1/20] ] 5
Scope Of Service On Site Repair Only: M-F/8-5
Ref. Effective Expiration Total
Model Part Number Serial Number Line Date Date Inspections
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 33]94335 14 4/1 /2006 313 1'20 II lJ
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 8438295 2 4/1/2006 33 J!201] ()
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 8438644 3 4/1'2006 331/2011 0
BATTERY SUPPORT SYSTEM 2 VBSS2-02-000009 8438682 4 4' li2006 3/31'20] ] 0
Scope Of Service
Renewal POS On Site Repair - I On Site Inspection per Year
Model
L1FEPAKOC 12
L1FEPAK@ 12
LIFEPAK@ 12
Ref. Effective Expiration Total
Part Number Serial Number Line Date Date Inspections
VLP] 2-02-00 1774 13098909 8 4/1/2006 3/3 ]/2011 5
VLPI2-02-00]447 13098908 9 4/1 :2006 313]/20] ] 5
VLP 12-02-003123 30624857 12 4/1'2006 3/31/201 1 5
** Denotes an inventory line that has changed since the last contract revision or addendum.
Reference Number: S63-1248
Printed: 6/2712006
Renewal
Page 4 of 6
Contract Number:
Additional Items
Service Type
CASE CHANGE
MEDTRONIC EMERGENCY RESPONSE SYSTEMS, INC.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE A
Item
Quantity Start Date
2 41112006
LPI2 LIMITED CASE CHANGES
.. Denotes an additional item line that has changed since the last contract revision or addendum.
Reference Number: S63-1248
Printed: 6/27/2006
End Date
3/31/2011
Renewal
Page 5 of 6
MEDTRONIC EMERGENCY RESPONSE SYSTEMS, INC.
TECHNICAL SERVICE SUPPORT AGREEMENT
SCHEDULE B
IJFEPAK@ 12 DEFIBRILLATORIMONITOR
. 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 internal, sterilizable and pediatric paddles).
. Communications and Patient cables are excluded.
. PCMCIA Modems are excluded.
. Therapy cables are excluded.
. Sp02 Sensors an.: excluded.
. Case Changes are excluded.
. Discount of 17% from the tield installed list price for any current and/or fi.lture available LIFEP AK@12 upgrade is
included when installed by Medtronic Technical Services.
. DiscOlmts may not be combined with any other special ternls, discounts and/or promotions.
Medtronic Fastpak@, Fastpak 2, Lifepak SLA and Lifepak NiCd Battery
. Customer retains the responsibility to perfornl the battery maintenance and evaluation procedures outlined in the
operating instmction manual and to replace batteries that do not pass the conditions outlined under "Discarding/
Recycling Batteries." Batteries failing to meet battery perfonnance tests should be removed from service and properly
discarded (recycled).
. If cllstomer provides evidence that a Medtronic Battery Pak fails to meet the performance tests noted above and/or
the Battery Pak age exceeds 2 years, Medtronic shall replace said Medtronic Battery Pak (like for like) i.e. F ASTP AK
for FASTPAK, FASTPAK2 for FASTPAK2, LIFEPAK SLA for LIFEPAK SLA, or LIFEPAK NiCd for LIFEPAK NiCd,
up to a maximunl of 4 Medtronic Battery Paks every two years (including prior Support Plan periods) per LIFEPAK@ 12
defibrillator/monitor (listed on Schedule A). To assist in proper recycling and removal of low capacity batteries,
replaced Battery Paks become the property ofMedtronic and must be returned at the time of exchange.
. Only batteries manufactured by Medtronic are covered under this Service Agreement. Any batteries manufactured by
other sources are expressly excluded trom coverage lInder this Service Agreement. Medtronic cannot guarantee the
operation, safety and/or perfomlance of our product when operating with a non-Medtronic battery. Repairs and inspections
perfornled under this Agreement meet original equipment manufacturer's product specifications only when operating with
a Medtronic battery. Any repairs, as determined by a Medtronic Service Representative, resulting trom the use of a
non-Medtronic battery, will be billed at our standard list prices for parts and labor, including actual travel charges
incurred.
Lifepak@J 2 Sot1ware Updates
. If combined Repair and Inspection services are designated on the Teclmical Service Support Agreement inventory
for Lifepak 12 tmits, at the customer's request, a Medtronic Technical Services Representative will install Lifepak ] 2
sot1ware 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, when: an assembly such as a printed circuit board must be replaced in
order to install the new sot1ware, these assemblies may be purchased by the customer at a 50% discount otT the current
list price of a new assembly. Sot1ware updates requested to be installed at a time other than the regularly scheduled
inspection \vill be billed at $205 per unit per sot1ware 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 tor Lifepak 12 units, at the customer's request
a Medtronic Technical Services Representative \vill install a Lifepak 12 sot1ware update at a discounted price of $205 per
unit per sot1ware 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 sot1ware, these assemblies may be purchased by the customer at a 50% discount
ofT the current list price of a new assembly. The cost of the software update \vill be billed on a separate invoice.
. Discounts may not be combined with any other special tenns, discounts and/or promotions.
Reference Number: S63-1248
Printed: 6/2712006
Renewal
Page 6 of 6