HomeMy WebLinkAboutCity of Tamarac Resolution R-2008-184TR11436
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November 17, 2008
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CITY OF TAMARAC, FLORID
RESOLUTION NO. R-2008 T�
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF
TAMARAC, FLORIDA ACCEPTING AN EMERGENCY MEDICAL
SERVICES GRANT IN THE AMOUNT OF $62,943.75 FROM
THE FLORIDA DEPARTMENT OF HEALTH, BUREAU OF
EMERGENCY MEDICAL SERVICES FOR AUTOMATIC CHEST
COMPRESSION DEVICES AND TO ENTER INTO AN
AGREEMENT FOR PURCHASE OF CHEST COMPRESSION
DEVICES FROM ZOLL MEDICAL AND NOT TO EXCEED A
TOTAL AMOUNT OF $83,925 IN GRANT FUNDING AND CITY
MATCH; AUTHORIZING THE APPROPRIATE CITY OFFICIALS
TO EXECUTE A PROJECT AGREEMENT AND SUBSEQUENT
AGREEMENTS IF NECESSARY PENDING LEGAL REVIEW
AND APPROVAL BETWEEN THE FLORIDA DEPARTMENT OF
HEALTH AND THE CITY OF TAMARAC; PROVIDING FOR
CONFLICTS; PROVIDING FOR SEVERABILITY; AND
PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, The City of Tamarac has provided high quality Emergency Medical
Services, including emergency medical transportation, to the community since 1996; and
WHEREAS, the City Commission desires to improve emergency capabilities within the
City of Tamarac focusing on automatic CPR compression devices to help improve cardiac
arrest survival; and
WHEREAS, the City desires to install automatic chest compression devices on the
Department's primary rescue vehicles that will provide the patient with the best chance for
survival; and
WHEREAS, the City applied for a state grant to purchase automatic chest
compression devices; and
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November 17, 2008
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Revision #2 — December 1, 2008
WHEREAS, acceptance of these grant funds require the amending of estimated
revenues and expenditures within the Grants Fund Budget; and
WHEREAS, the City Manager and the Fire Chief recommend acceptance of these
grant funds and execution of the Project Agreement and subsequent Agreements if
necessary pending legal review and approval between the Florida Department of Health and
the City of Tamarac; and
WHEREAS, the City Commission of the City of Tamarac deems it to be in the best
interest of the citizens and residents of the City of Tamarac to accept this grant funding for
the provision of automatic chest compression equipment and to execute the Florida
Department of Health Project Agreement in the amount of $62,943.75 with a City match of
$20,981.25 from the FY09 Fire -Rescue budget for a total estimated project amount of
$83,925; and
WHEREAS, the City of Tamarac Fire Rescue system evaluated the only two similar
chest compression devices, manufactured by Medtronics and Zoll Medical corporations,
during a four -month field evaluation the Zoll AutoPulse was overwhelming recommended by
field personnel; and
WHEREAS, the City Commission of the City of Tamarac deems it to be in the best
interest of the citizens and residents of the City of Tamarac to purchase the Zoll AutoPulse
chest compression devices to enhance the overall chance of survival for cardiac arrest
patients; and
NOW THEREFORE BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF
TAMARAC, FLORIDA:
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November 17, 2008
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Section 1: The foregoing "WHEREAS" clauses are HEREBY ratified and confirmed as
being true and correct and are HEREBY made a specific part of this resolution. All Exhibits
attached hereto are incorporated herein and made a specific part of this Resolution.
Section 2: The City Commission of the City of Tamarac HEREBY accepts the award
of $62,943.75 from the Florida Department of Health.
Section 3: The appropriate City Officials are HEREBY authorized to execute the
Agreement (hereto attached as Exhibit A), approval letter (here to attached as Exhibit B),
vendor quotation (hereto attached as Exhibit C) and extended one-year warranty (attached
as Exhibit D) and subsequent Agreements if necessary pending legal review and approval
between the City of Tamarac and the Florida Department of Health for grant funding in the
amount of $62,943.75 to provide for automatic chest compression devices.
Section 4: The appropriate City Officials are HEREBY authorized to amend the Grants
Fund budget in the amount of $62,943.75 and appropriate said funds including any and all
subsequent budgetary transfers to be in accordance with proper accounting standards.
Section 5: The appropriate City Officials are HEREBY authorized to enter into an
agreement with Zoll Medical for the purchase of chest compression devices not to exceed
$83,925.
Section 6: All resolutions or parts of resolutions in conflict herewith are HEREBY
repealed to the extent of such conflict.
Section 7: If any clause, section, other part or application of this Resolution is held by
any court of competent jurisdiction to be unconstitutional or invalid, in part or in application,
it shall not affect the validity of the remaining portion or applications of this Resolution.
TR11436
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November 17, 2008
Revision #1 — December 1, 2008
Revision #2 — December 1, 2008
Section 8: This Resolution shall become effective immediately upon its passage and
adoption
PASSED, ADOPTED AND APPROVED this day of '2008.
2&W z���< L-1-6)
BETH FLANSBAUM-T LABISCO
MAYOR
ATTEST: - -
MARION .SWE SON, CMC
CITY CLERK
I HEREBY CERTIFY that
I have approved this
RESOLUTION as to form.
f AMUEL S. GOREN
CITY ATTORNEY
RECORD OF COMMISSION
MAYOR FLANSBAUM-TALABISCO
DIST 1: COMM. BUSHNELL
DIST 2: VM ATKINS-GRAD
DIST 3: COMM. GLASSER
DIST 4: COMM. DRESSLER
C
u
TR 11436 - EXHIBIT A
1v
AUTOMATED CHEST COMPRESSION
DEVICE
Florida Department of Health
Bureau of Emergency Medical Services
EMS Matching Grant Program
2008 Grant Application Packet
TR 11436 - EXHIBIT A
EMS MATCHING GRANT APPLICATION
FLORIDA DEPARTMENT OF HEALTH
Bureau of Emergency Medical Services
Complete all items unless instructed differently within the application
Type of Grant Requested: ❑ Rural El Matching
ID. Code (The State Bureau of EMS will assign the ID Code - leave this blank)
1. Organization Name: City of Tamarac Fire Rescue
2. Grant Signer: (The applicant signatory who has authority to sign contracts, grants, and other legal
documents. This individual must also sign this application)
Name: Jeffrey L. Miller
Position Title. City Manager
Address: 7525 NW 88 Avenue
City: Tamarac
County: Broward
State: Florida
Zip Code: 33321
Telephone: 954-597-3510
Fax Number: 954-597-3520 _. _
E-Mail Address: jeffm@tamarac.org
3. Contact Person: (The individual with direct knowledge of the project on a day-to-day basis and
responsibility for the implementation of the grant activities. This person may sign project reports and may
request project changes. The signer and the contact person may be the same.)
Name: Thomas Sheridan
Position Title: EMS Division Chief
Address: Tamarac Fire Rescue
6000 Hiatus Road
Tamarac l
County: Broward �
--City.-_
State: Florida
Zip Code: 33321
Telephone: 954-597-3800
Fax Number: 954-597-3810
E-mail Address: tomsh to narac.or
---- --- ------[aH-Form_.1-767,--Reu_June20..02__...._ _._....------- - _.._.-------- —..- ---...
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TR 11436 - EXHIBIT A
4. Leal Status of ,............... ..___._.._....- ---
Applicant Organization (Check only one response
(1) ❑ Private Not for Profit (Attach documentation-501 (3) Oj
(2) ❑ Private For Profit
(3) r7x City/Municipality/Town/Village
(4) ❑ County
(5) ❑ State
(6) ❑ Other (specify).
5. Federal Tax Num
ber (Nine „Digit Number)- VF 5 9— 1 0 3 9 5 5 2
...
6. EMS License Number: 0636 Type: ElTransport ❑Non -transport ❑Both
7- Number of permitted vehicles by type: BLS 8 ALS Transport 6 ALS non -transport.
8. Type of Service (check one): ❑Rescue !]Fire ❑Third Service (County or City Government,
nonfire) ❑Air ambulance: ❑Fixed wing ❑Rotowing ❑Both []Other (specify)
9. Medical Director of licensed EMS provider: If this project is approved, I agree by signing below that
will affirm my authority and responsibility for the use of all medical equipment and/or the provision of all
continuing EMS education in this project. (No signature is needed if medical equipment and
professional EMS education are not in this project.]
Signature: _ - Date: 2/13/2008
Print/Type: Name of Director L._Scott Ulin, MD, FACEP
FL Med. Lic- No- ME 40245
Note: All organizations that are not licensed EMS providers must obtain the signature of the medical
director of the licensed EMS provider responsible for EMS services in their area of operation for projects
that involve medical equipment and/or continuing EMS education,
If your activity is a research or evaluation project, omit Items 10, 11, 12, 13, and skip to Item
Number 14. Otherwise, proceed to Item 10 and the following items.
10. Justification Summary: Provide on no more than three one sided, double spaced pages a summary
addressing this project, covering each topic listed below.
A) Problem description (Provide a narrative of the problem or need);
B) Present situation (Describe how the situation is being handled now);
C) The proposed solution (Present your proposed solution);
D) Consequences if not funded (Explain what will happen if this project is not funded);
E) The geographic area to be addressed (Provide a narrative description of the geographic area);
-E)---The,propnise-Ttime frames-(ProvidL-a-list of -the -time frame(s)-for-completingth-is-project;
G) Data Sources (Provide a complete description of data source(s) you cite);
H) Statement attesting that the proposal is not a duplication of a previous effort (State that this project
doesn't duplicate what you've done on other grant projects under this grant program).
DH Form 1767. Rev. 2002
TR 11436 - EXHIBIT A
10. Justification Summary
A) Problem Description: Tamarac Fire Rescue serves over 59,000 residents of the City of Tamarac, in
Broward County, Florida. Approximately half of these residents, or 47.6% are 55 years of age and older.
However, according to 2007 Florida Aggregate Data, nearly'/ (71 %) of all EMS calls received for the year
were in this age group. Tamarac Fire Rescue also responded to 79 cardiac arrest calls from this group of
residents. These responses involved cardiac arrest cases where CPR was performed. In addition, there
were 366 calls from these residents complaining of chest pain. These calls received necessary responses
since chest pain complaints have the potential of developing into cardiac arrest. With nine assisted living
facilities, Tamarac will likely continue to house a large portion of Broward County's elderly population, a
county that has the third highest senior population in Florida. As an Elder -Ready Community, most residents
will not relocate- Consequently, the number of EMS responses is expected to increase in the years ahead.
Despite the calls for assistance, residents are still being assisted by rescuers using manual
compressions. Studies show that manual compressions in CPR produce only 30-40% of normal blood flow to
the brain and 10-20% of blood flow to the myocardial tissues (Kern, Bailliere's Clinical Anesthesiology 14(3):
591-609). This poor blood flow results in a low possibility of resuscitation through manual compressions.
Consequently, an alternative to manual compressions is needed to better respond to these distress calls.
B) Present Situation: Presently, all cardiac arrest patients are handled by a Tamarac Fire Rescue ALS
transport unit that is supported by an engine company and/or supervisor unit. An extra paramedic is placed
on the AILS transport unit to provide manual compressions. This step takes one additional response unit out
of service until the call is over and the paramedic can be returned to his unit. Meanwhile, manual
compressions are performed by a paramedic standing in the back of the unit, while traveling at high speeds
through traffic, resulting in inefficient cardiac perfusion. The potential for injury for the standing paramedic is
high, particularly if an impact occurs on the way to the hospital. Studies have shown that manual
compressions degrade after only one minute in normal conditions as a result of rescuer fatigue (Ochoa F.J.,
---- ----et al-Resaseitation-l99a; 37:1-49--152-): This -fatigue -provides -inconsistent compressions,and-inadequate-blood -
flow to the patient, while also increasing the chance of injury to the paramedic as fatigue worsens.
C) Proposed Solution: An automated chest compression device that provides compressions of consistent
rate and depth would eliminate these problems. With limited personnel available on scene and enroute to the
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TR 11436 - EXHIBIT A
hospital, it is difficult to perform all initial tasks that are required for successful resuscitation. An automated
chest compression device would provide personnel on scene to intubate, start IV's, administer drugs,
defibrillate, package, and perform other necessary functions required by the American Heart Association
(AHA) protocols for cardiac arrest while CPR is being performed.
Use of an automated chest compression device to augment manual compressions in CPR has
shown to improve blood flow to normal levels and increase myocardial blood flow by 277% (Halperin, H.R.
Paradis N, Ornato JP, et al, Circulation 2002:106(19)(Suppl 11:538). Aortic pressures also are 30% higher
when an automated chest compression device is utilized and coronary profusion pressure is improved by
33% (Timmerman S, Cardoso LF,et al. Prehospital Emergency Care. 2003;7(1)-,162). Studies additionally
have shown that patients who have been pulseless for more than 3 minutes need at least one minute of good
CPR before defibrillation to enhance resuscitation effectiveness (Cobb, L. et al, J AM Med Assoc 281(13).
1182-1188). Of the 79 cardiac arrest calls sited earlier, patients receiving continuous manual CPR
supplemented with a thoracic impedance device had 29% of the total cardiac arrests resuscitated with return
of a spontaneous pulse to Emergency Department and less than 5% were discharged. These studies
demonstrate that automated chest compression devices are needed on front line rescue units that respond to
cardiac arrests to increase resuscitation success rates.
Consequently, the proposed solution is to supply one automated chest compression device to each
of the Department's five front-line, in-service rescue units that respond to cardiac arrests within our response
area. These devices will provide the patient with the best chance for survival due to consistent depth and
rates of compression, even while the patient is being transported or carried down stairs. The automated
chest compression device also will circulate drugs faster and more completely, improving the chances of
inducing a rhythm that can be defibrillated. In addition, restoring blood flow to normal levels will help the
paramedic to establish an intravenous line, due to the inflation of the veins, making it easier for the paramedic
to locate a vein and administer life saving drugs according to AHA standards. Use of automated chest
compression devices will also reduce the stress and strain on the backs and bodies of the responding
paramedics and make the ride safer for the paramedic since they will not be standing to perform
compressions. Finally, automated chest compression devices would reduce rib fractures and cartilage
damage as compared to manual compressions during CPR that are of inconsistent depth and rate.
4
TR 11436 - EXHIBIT A
D) Consequences if not funded: If this project is not funded, there will be no additional improvement
to our resuscitation rates for victims of cardiac arrest, and 95% of our cardiac patients will die. We will
continue to experience a heightened injury risk to paramedics doing manual compressions while standing in
the back of the responding rescue unit and from a possible vehicle impact. In addition, additional response
units will continue to be held out of service while an extra parametic is on board performaning manual
compressions on the patient enroute to the hospital.
E) The geographic area to be addressed: This grant will serve the entire 12 square miles of the City of
Tamarac, located in west Broward County. Tamarac Fire Rescue has three fire stations and uses a minimum
of four Advanced Life Support (ALS) rescues and three ALS engines serving a population over 59,000 as well
as a 2,500 seasonal residents and an estimated daily transient population of 10,000 (City of Tamarac,
Community Development, 2008). In addition, the City also has agreements such as automatic and/or mutual
aid agreements with border cities, encompassing approximately 25 square miles.
F) Proposed Project Time Frames: Tamarac Fire Rescue expects to select a vendor within 60 days of
receiving the grant monies and receiving purchase approval by the City Commission. The Department will
order the automated chest compression devices within 120 days of receiving the grant funds. Training on the
devices will begin within 30 days of their receipt, with devices placed on the specified vehicles for use within
90 days. After placing the devices on the specified vehicles, tracking of cardiac arrest and resuscitations will
continue and comparisons to previous years will be evaluated. Also see # 16 for timeframes.
G) Data sources: 1) Florida Aggregate data for cardiac arrest data; 2) Kern, Bailliere's Clinical
Anesthesiology 14(3): 591-609; 3) Ochoa, F. et al, Resuscitation 37 (1998) April: 149-52; 4) Cobb,L., et al, J
Am Med Assoc 281(13): 1182-1188; 5) Wilk, L, et al, Circulation 106(19): II-366; 6) Paradis, N, et al, J Am
Med Assoc. 263 (1990): 1106-1113; 7) Hightower, D. Annals of Emer Med. (1995): 26 (3): 300-303,
Nadince, R., Amer Pub Health Assoc. 49650 Nov (2002); 8) American Heart Association Guidelines 2000 for
Cardiopulmonary Resuscitation and Emergency Cardiovascular Care; 9) Sergio Timerman, Luis Farancisco
Cardoso, Jose A.F. Ramires, Henrv_Halperi_n, Resuscitation 61 (2004)__273-28Q_..
H) Statement attesting to no duplication: The City of Tamarac project does not duplicate any previous
efforts or duplicate any previous grant projects.
E
TR 11436 - EXHIBIT A
Next, only complete one of the following: Items 11, 12, or 13. Read all three and then select and
complete the one that pertains the most to the preceding Justification Summary. _mm
11. Outcome For Projects That Provide or Effect Direct Services To Emergency Victims: This may
include vehicles, medical and rescue equipment, communications, navigation, dispatch, and all other
things that impact upon on -site treatment, rescue, and benefit of emergency victims at the emergency
scene. Use no more than two additional one sided, double-spaced pages for your response. Include the
following.
A) Quantify what the situation has been in the most recent 12 months for which you have data (include
the dates). The strongest data will include numbers of deaths and injuries during this time.
B) In the 12 months after this project's resources are on-line, estimate what the numbers you provided
under the preceding "(A)" should become.
C) Justify and explain how you derived the numbers in (A) and (B), above_
D) What other outcome of this project do you expect? Be quantitative and explain the derivation of your
figures.
E) How does this integrate into your agency's five year plan?
12. Outcome For Training Projects: This includes training of all types for the public, first responders, law
enforcement personnel, EMS and other healthcare staff. Use no more than two additional one sided,
double-spaced pages for your response. Include the following:
A) How many people received the training this project proposes in the most recent 12 month time period
for which you have data (include the dates).
B) How many people do you estimate will successfully complete this training in the 12 months after
training begins?
C) If this training is designed to have an impact on injuries, deaths, or other emergency victim data,
provide the impact data for the 12 months before the training and project what the data should be in
the 12 months after the training.
D) Explain the derivation of all figures.
E) How does this integrate into your agency's five year plan?
13. Outcome For Other Projects: This includes quality assurance, management, administrative, and
other. Provide numeric data in your responses, if possible, that bear directly upon the project and
emergency victim deaths, injuries, and/or other data. Use no more than two additional one sided, double-
spaced pages for your response. Include the following.
A) What has the situation been in the most recent 12 months for which you have data (include the
dates)?
B) What will the situation be in the 12 months after the project services are on-line?
C) Explain the derivation of all numbers.
D) How does this integrate into your agency's five year plan?
DH_ FOrM_1 a RP_v 2002. ...__.....- -- - ... ....
TR 11436 - EXHIBIT A
11. Outcome for Projects that Provide or Effect Direct Services to Emergency Victims
A) 12-Month Situation -- Tamarac Fire Rescue treated 79 cardiac arrest patients between January 1,
2007 and December 31, 2007 (Florida Aggregate Data). Of those 79 patients, 24 patients had a return of
a spontaneous pulse after treatment and had a pulse upon arrival at the hospital. This represents a
successful resuscitation rate of 29%. No patients (0%) had the benefit of an automatic chest compression
device, All cardiac arrest patients were accompanied by extra crew members from other responding
units, which placed those units out of service while the patient was transported to the hospital and until the
crew member could be returned to their unit, thus diminishing available response. Also, all cardiac arrest
patients experienced some pauses in compressions due to patient being moved and other normal
circumstances.
B) Projected Outcomes - In the 12 months after implementation of the automatic chest compression
devices, our cardiac arrest survival rates where a patient arrives at the hospital with a pulse (successful
resuscuation) should improve by at least 30% and doubling the patient discharge rates (Ornator JP et al.
American Heart Association Annual Meeting. 2005). It is anticipated we will be see our cardiac survival
rate increase from an average of 24 patients yearly to over 40 patients surviving with a cardiac event.
Historically, the average number of ROSC has increased from 13% to 30% over four years with the
introduction of continuous manual CPR and a thoracic impedance device (Florida Aggregate Data 2003-
2007).
Studies have shown improvement of survival rates up to 73% (Rezaee, M., et al, Amer Heart
Assoc 76`h Scientific Sessions, "Improved Survival with a Novel Chest Compression Device", Nov. 10,
2003). The most recent study shows aortic pressures 133% higher than manual CPR and Coronary
Perfusion Pressure 33% higher than manual CPR. (Timeraman, Cardoso, Ramires, Halperin,
Resuscitation 61 (2004) 273-280, "Improved Hemodynamic Performance with a Novel Chest
Compression Device during Treatment of In -Hospital Cardiac Arrest")_ Also, the incidence of improved
rhythms for defibrillation should improve by 30% due to restored normal blood circulation, thus circulating
vital life saving drugs.
In addition, intravenous success rates should improve due to veins being filled with blood for
easier cannulation. Paramedics also will have more time to attend to vital functions such as airway control
and drug therapy since they are not performing compressions. Compressions will be consistent and at a
constant rate when a patient is being moved, even down stairs. Patients will experience less rib fractures
NO
TR 11436 - EXHIBIT A
and cartilage damage due to manual compressions. Rescuers will not experience the fatigue associated
with manual compressions and incidences of back injuries should also decrease. Paramedics may
remain safely restrained in the back of the rescue unit while providing vital care to the patient, as opposed
to standing up performing compressions, thus reducing their chances of being killed or injured in the event
of a vehicle impact during an emergency response. Finally, after placing the patient on the automated
chest compression device, the backup rescuer that would normally provide compressions on the way to
the hospital can return to their unit thus providing more available coverage to respond to additional calls-
C) Justification for 11A and 116 - The data numbers in part A above were derived from Florida
Aggregate [Data and are the actual figures for that year. The data presented and estimates in part B are
derived from Florida Aggregate Data for those years cited and from studies/results detailed in a variety of
sources that are listed in the justification section of this proposal. All figures are conservative estimates
and much higher results are hoped for and anticipated. There is also mounting evidence in studies and
actual incidences throughout EMS that indicate additional safety measures should be taken for
paramedics in the field in regard to their back safety and vehicle crash safety.
D) Other Possible Outcomes — In addition to the above projected outcomes, Tamarac Fire Rescue
anticipates that injuries to paramedics should be diminished due to not having to place the additional
stress and strain on backs and other areas of the body that occurs when manual CPR is performed. Also,
if paramedics are seated and restrained in the back of the unit enroute to the hospital during a "lights and
siren" response, the possibility of death or injury to the paramedic in the unforeseen event of a vehicle
crash will be reduced. If the devices perform as expected, Tamarac Fire Rescue anticipates that more of
the devices will be purchased in subsequent years and that this will become a standard piece of
equipment on all responding units, This will also assist the Department to decrease response times by not
having to send an out of zone response unit when the primary unit is down because an extra paramedic
doing manual compressions is enroute to the hospital.
E) Integration into 5-Year Plan - This project integrates into our 5 year plan by enhancing our cardiac
care an autcomesfor cardiac arreff—pat-fifs—. -Mo- st-importantly, this equipment-serves-fo reduce
morbidity and improve emergency care. In addition, it provides us with enhanced response to our citizens
due to increased availability of first response units thus improving response times. Use of the equipment
is also expected to reduce our overall paramedic injury rate.
7
TR 11436 - EXHIBIT A
Skip Item 14 and go to Item 15, unless your project is research and evaluation and you have not
completed the preceding Justification Summary and one outcome item.
14. Research and Evaluation Justification Summary, and Outcome: You may use no more than three
additional one sided, double spaced pages for this item.
A) Justify the need for this project as it relates to EMS.
B) Identify (1) location and (2) population to which this research pertains.
C) Among population identified in 14(B) above, specify a past time frame, and provide the number of
deaths, injuries, or other adverse conditions during this time that you estimate the practical application
of this research will reduce (or positive effect that it will increase).
D) (1) Provide the expected numeric change when the anticipated findings of this project are placed into
practical use.
(2) Explain the basis for your estimates.
E) State your hypothesis.
F) Provide the method and design for this project_
G) Attach any questionnaires or involved documents that will be used.
H) If human or other living subjects are involved in this research, provide documentation that you will
comply with all applicable federal and state laws regarding research subjects.
1) Describe how you will collect and analyze the data.
15. St_at_utoU Considerations and. Criteria: The following are based on s. 401.113(2)(b) and 401.117, F.S.
Use no more than one additional double spaced page to complete this item. Write N/A for those things in
this section that do not pertain to this project. Respond to all others.
Justify that this project will:
A) Serve the requirements of the population upon which it will impact.
B) Enable emergency vehicles and their staff to conform to state standards established by law or rule of
the department.
C) Enable the vehicles of your organization to contain at least the minimum equipment and supplies as
required by law, rule or regulation of the department.
D) Enable the vehicles of your organization to have, at a minimum, a direct communications linkup with
the operating base and hospital designated as the primary receiving facility.
E) Enable your organization to improve or expand the provision of:
1) EMS services on a county, multi county, or area wide basis.
2) Single EMS provider or coordinated methods of delivering services.
3) Coordination of all EMS communication links, with police, fire, emergency vehicles, and other
related services.
DH Form 1767, Rev. 2002
U.
TR 11436 - EXHIBIT A
15. Statutou Considerations and Criteria
A) Serve the population: This project will serve the requirements of the population that Tamarac
Eire Rescue responds by improving cardiac arrest outcomes, thereby lessening morbidity and mortality. It
also will assist our system to respond faster and more efficiently due to freeing resources.
B) Conform to State Standards: This project specifically helps Tamarac Eire Rescue to address
Objective 5.4, 2008-2010 Statewide EMS Goals and Objectives draft, which aims to "measure and identify
opportunities for improvement effectiveness of on -site EMS treatment specifically as it relates to the
percentage of ROSC improvement in the prehospital environment (Statewide EMS Strategic Plan, Ver 5,
June 2008-2010 draft). The automated chest compression devices could improve resuscitations of this
Department's cardiac patients by 30%, thereby decreasing mortality outcomes.
C) Minimum equipment and supplies: Yes. Currently, under 64E there is no requirement for an
automatic chest compression device but in the near future with the AHA changes, we anticpate the
automatic chest compression device will be a standard piece of equipment carried on all ALS vehicles
under a Class I recommendation.
D) Communications: N/A
E) Enable your organization to improve or expand: This project improves the provision of EMS
services countywide. In addition, through mutual aid, Tamarac Fire Rescue consistently provides support
to neighboring departments and assists populations throughout Broward County. This equipment could
have substantial impact on a large population. This grant improves EMS services countywide by
improving overall cardiac care through increased resuscitation rates and improving response times due to
additional resources being freed up by the chest compression devices.
...........................................................
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TR 11436 - EXHIBIT A
16. Work activities and time frames: Indicate the major activities for completing the project (use only the
space provided). Be reasonable, most projects cannot be completed in less than six months and if it is a ,
communications project, it will take about a year. Also, if you are purchasing certain makes of
ambulances, it takes at least nine months for them to be delivered after the bid is let._
Work Activity
_
Number of Months After Grant Starts
End
Select chest compression device vendor
Month 0 Month 2
Purchase chest compression devices
Month 2� Month 4
Train personnel on devices
Within one onth after receiving devices for 30 days
Place devices on response units
Within three months after receiving devices
On -going data collect on cardiac arrests
Continuous
17. County Governments: If this application is being submitted by a county agency, describe in the space
below why this request cannot be paid for out of funds awarded under the state EMS county grant
program. Include in the explanation why any unspent county grant funds, which are now in your county
accounts, cannot be allocated in whole or part for the costs herein.
DH Form 1767. Rev. 2002 W
10
TR 11436 - EXHIBIT A
_18. Budget-. _
Salaries and Benefits: For each
position title, provide the amount of
salary per hour, FICA per hour,
fringe benefits, and the total
number of hours.
Costs
' Justification: Provide a brief justification
why each of the positions and the numbers
of hours are necessary for this project.
NIA
TOTAL:
Expenses: These are travel costs
and the usual, ordinary, and
incidental expenditures by an
agency, such as, commodities and
supplies of a consumable nature,
excluding expenditures classified
as operating capital outlay (see
next cate o _
Costs: List the price
and source(s) of the
price identified.
Justification: Justify why each of the
expense items and quantities are
necessary to this project.
NIA
TOTAL:
$
Vfl rVl 111 1101, ML-V. [VVC
11
TR 11436 - EXHIBIT A
Vehicles, equipment, and other
Costs: List the price
Justification: State why each of the items
operating capital outlay means
of the item and the
and quantities listed is a necessary
equipment, fixtures, and other
source(s) used to
component of this project.
tangible personal property of a non
identify the price.
consumable and non expendable
nature, and the normal expected
life of which is 1 year or more.
5 Chest compression devices
_
$ 54,975.00
One device for each specified response
(5 @ $10,995.00 ea)
unit
Zoll Medical/Revivant
15 Batteries
$ 8,625,00
Three batteries for each device
(15 @ $575.00 ea)
Zoll Medical/Revivant
Corp.
Disposeable chest straps
$ 9,375.00
One chest strap for each anticipated patient
(75 @ $125.00 ea)
during the grant cycle
Zoll Medical/Revivant
Corp.
5 Battery Chargers
$ 8,975.00
_
One battery charger per device
(5 @ 1,795.00 ea)
Zoll Medical/Revivant
Corp.
5 Carry Cases
$ 1,975.00
One carrying case per device
(5 @ 395,00)
Zoll Medical/Revivant
Corp,
_ _.._.._._.
_.
TOTAL:
$83,925.00
State Amount
(Check applicable program)
❑x Matching: 75 Percent $ 62,943_75
❑ Rural: 90 Percent $
Local Match Amount
(Check applicable program)
❑x Matching. 25 Percent $ 20,981,25
❑ Rural: 10 Percent
Grand Total $ 83,9 55.00
DH Form 1767, Rev. 2002
12
TR 11436 - EXHIBIT A
19. Certification.
My signature below certifies the following.
I am aware that any omissions, falsifications, misstatements, or misrepresentations in this
application may disqualify me for this grant and, if funded, may be grounds for termination at a
later date. I understand that any information I give may be investigated as allowed by law. I
certify that to the best of my knowledge and belief all of the statements contained herein and on
any attachments are true, correct, complete, and made in good faith.
I agree that any and all information submitted in this application will become a public document
pursuant to Section 119.07, E.S. when received by the Florida Bureau of EMS. This includes
material which the applicant might consider to be confidential or a trade secret. Any claim of
confidentiality is waived by the applicant upon submission of this application pursuant to Section
119.07,F.S., effective after opening by the Florida Bureau of EMS.
I accept that in the best interests of the State, the Florida Bureau of EMS reserves the right to
reject or revise any and all grant proposals or waive any minor irregularity or technicality in
proposals received, and can exercise that right.
I, the undersigned, understand and accept that the Notice of Matching Grant Awards will be
advertised in the Florida Administrative Weekly, and that 21 days after this advertisement is
published I waive any right to challenge or protest the awards pursuant to Chapter 120, F.S.
I certify that the cash match will be expended between the beginning and ending dates of the
rant and will be used in strict accordance with the content of the application and approved
budget for the activities identified. In addition, the budget shall not exceed, the department,
approved funds for those activities identified in the notification letter. No funds count towards
atisfying this grant if the funds were also used to satisfy a matching requirement of another
state grant. All cash, salaries, fringe benefits, expenses, equipment, and other expenses as
listed in this application shall be committed and used for the activities approved as a part of this
rant.
Acceptance of Terms and Conditions: If awarded a grant, I certify that I will comply with all of the
Bove and also accept the attached grant terms and conditions and acknowledge this by signing
below.
Signature df Authorized Grant Signer MM / DID / YY
Individual Identified in Item 2
DH Form 1767, Rev, June 2002
491
TR 11436 - EXHIBIT A
FLORIDA DEPARTMENT OF HEALTH
EMS GRANT PROGRAM
REQUEST FOR GRANT FUND DISTRIBUTION
In accordance with the provisions of Section 401.113(2) (b), F. S., the undersigned hereby
requests an EMS grant fund distribution for the improvement and expansion or continuation of
pre -hospital EMS.
DOH Remit Payment To:
Name of Agency: City of Tamarac Fire Rescue Department
Mailing Address: 6000 Hiatus Rd, Tamarac, FL 33321
Federal Identification Number 5 9— 1 0 3 9 5 5 2
Authorized Agency Official:
Signatures 'Date
Jeff Miller, City Manager
Type Name and Title
Sign and return this page with your application to:
Florida Department of Health
BEMS Grant Program
4052 Bald Cypress Way, Bin C18
Tallahassee, Florida 32399-1738
Do not write below this line. For use by Bureau of Emergency Medical Services personnel
Grant Amount For State To Pay: $
Approved By:
Signature of EMS Grant Officer
State Fiscal Year:
Organization Code EEO. OCA
64-25-60-00-000 N N2000
Federal Tax ID: VF
Grant ID Code.
_Object Code
7
Grant Beginning Date: Grant Ending Date:
DH Form 1767P, Rev. June 2002
14
TR 11436 - EXHIB
FL RID;
Charlie Crist
Governor
Thomas Sheridan, EMS Div. Chief
City of Tamarac Fire Rescue
6000 Hiatus Road
Tamarac, FL 33321
Dear Chief Sheridan:
June 13, 2008
Ana M. Viamonte Ros, M.D., M.P.H.
State Surgeon General
State Surgeon General Viamonte Ros informed you in her grant award letter dated May 30, 2008 of
your emergency medical services matching grant in the amount of $62,943.75 in state funds, which
we will send you in full within 30 days. Your cash match requirement (in -kind match is not
acceptable) is $20,981 25. Thy Mate 1p:ctade fc�r;thls prtgt is;1t1$0.&9.
Your grant began an rtay:, 0 1�08 =and vWII grid inn June 30, ?Q09 & No costs may be incurred before
or after these dates. All costs that exceed the limits of the grant award and required match are the
sole responsibility of the grantee. Your acceptance of all the grant terms and conditions is
acknowledged when funds are drawn or otherwise obtained through the department's payment
system.
The Catalog of State Financial Assistance (CSFA) number for this grant is 64.003, The funds are
state Object Code 750000. Enclosed is the Florida Single Audit Act Form for your reference.
You must submit narrotlye progress and financial, reports on, the grant project. These reports are
due October 312tJ0 � (iAarch 9, 20 9 and -the firaal report August 21,,2009.;'I have enclosed the
required content for all reports as stated in the grant manual.
If the grant activities and expenditures are completed prior to the scheduled ending date, a final
narrative and financial report may be submitted at that time. In the final narrative, please include the
impact of this project.
Failure to meet these reporting requirements may jeopardize the funding of any future grant
applications submitted by your organization. Should you need further assistance, please contact me
at (850) 245-4440, extension 2737.
Sincerely,
ward L. Wilson Jr.
Program. Administrator
Grants Unit
ELW/dmb
Enclosures
cc: Jeff Miller, City Manager
DOH Bureau of Emergency Medical Services
4052 Bald Cypress Way, Bin G18 • 'Tallahassee, FL 32399-1738
III:111E14zn4:1:11l 1iii=3
FLORIDA SINGLE AUDIT ACT CHECKLIST FOR NON -STATE ORGANIZATIONS -
RECIPIENT/SUBRECIPIENT VS. VENDOR DETERMINATION
This checklist and the standard contract audit language may be obtained electronically from the Department of Financial Services'
website (https://apps.fldfs.com/fsaa).
If a Florida Single Audit Act State Project Determination Checklist has not been previously completed, please complete it now. (Applies
only to State agencies)
This checklist must be used by State agencies to evaluate the applicability of the Florida Single Audit Act (FSAA) to non -state
organizations after a state program has been determined (using the Florida Single Audit Act State Project Determination Checklist) to
provide state financial assistance (Le, is a State Project as defined in 215.97 (2), F.S.). This checklist assists in determining if the non -
state organization is a vendor, recipient/subrecipient, or an exempt organization.
Recipients and subrecipients of state financial assistance must also use this checklist to evaluate the applicability of the FSAA to non -
state organizations to which they provide State resources to assist in carrying out a State Project.
Name of Non -state Organization: Tamarac,
Type of Non -state Organization: City Ogmernment
(i.e. nonprofit, for -profit, local government; if the non -state organization is a local government, please indicate the type of
local government -- municipality, county commission, constitutional officer, water management district, etc.)
Awarding Agency: Department of Health. Bureau__oJE[op[gpncy Medicgl Services
Title of State Project: Emergency Medical Services Matching Awards
Catalog of State Financial Assistance (CSFA) Number: 64.003
Contract/Grant/Agreement Number: M8089
PART A
NO
X 1. Is the non -state organization a district school board, charter school, community college, public
university, government outside of Florida, or a Federal agency?
X 2. Is the relationship with the non -state organization only to procure commodities (as defined in
287.012(5) F.S.)?
X 3. Does the relationship with the non -state organization consist of only Federal resources, State
matching resources for Federal Programs or local matching resources for Federal Programs?
X 4. Does the relationship with the non -state organization consist of only State maintenance of effort
(MOE)1 resources that meet all of the following criteria?
X A. Do Federal Regulations specify the requirements for the use of the State MOE resources and are
there no additional State requirements?
X B. Do contracts contain sufficient language to identify the State MOE resources and the associated
Federal Program?
X C. Do A-133 audit requirements apply to the State MOE resources and do contracts stipulate that the
State MOE resources should be tested in an A-133 audit in accordance with Federal Program
requirements?
'MOE refers to the Federal maintenance of effort/level of effort requirements as defined by OMB Circular A-133
Compliance Requirement G (Matching, Level of Effort, Earmarking).
If any of 1-4 above is yes, the recipient/vendor relationship determination does not need to be completed because the
FSAA is not applicable to the non -state organization.
DFS-A2-NS
July 2005 ..
Rule 691-6.006, FAC
TR 11436 - EXHIBIT B
PART B
RecipientA/endor Relationship Determination:
The following should be analyzed for each relationship with a non -state organization where it has been determined that
the state program provides state financial assistance (i.e. is a State Project) and the non -state organization is not exempt
based on the questions above. This relationship may be evidenced by, but not limited to, a contract, agreement, or
application.
YES NO
X 1. Does State law or legislative proviso create the non -state organization to carry out this State Project?
X 2. Is the non -state organization required to provide matching resources not related to a Federal Program?
X 3. Is the non -state organization required to meet or comply with specified State Project requirements in
order to receive State resources? (State Project requirements include laws, rules, or guidelines specific
to the State Project such as eligibility guidelines, specified types of jobs to be created, donation of
specified assets, etc. Specified State Project requirements do not include procurement standards,
general guidelines, or general laws/rules,)
X 4. Is the non -state organization required to make State Project decisions, which the State agency would
otherwise make? (e.g. determine eligibility, provide case management, etc.)
X 5. Is the non -state organization's performance measured against whether State Project objectives are met?
(e.g. number of jobs to be created, number of patients to be seen, number of disadvantaged citizens to
be transported, etc. Performance measures may or may not be related to State performance -based
budgeting.)
If any of the above is yes, there is a recipient/subrecipient relationship and the non -state organization is subject to the
FSAA. Otherwise the non -state organization is a vendor and is not subject to the FSAA.
PART C
Based on your analysis of the response above and discussions with appropriate agency personnel, state your conclusion
regarding the non -state organization.
(Check one) Recipient/Subrecipient: X Vendor:
Comments:This grant is authorized by 401.113(2)(b), F.S.
Print Name: Edward L. Wilson, Jr.
Title: Program Administrator, Gra
Signature:
f'G
Note it is the program personnel's rest
been determined to be recipients and,.
object code in FLAIR).
Date:
Exempt Organization:
Telephone Number: (850) 245-4440
........ _......
T), a_d cY
ity to. -notify Finance and Accounting of which non -state organizations have
5iving state financial assistance (i.e. disbursements must be coded as 7500
Note it is possible to have a contractual agreement with a non -state organization under Chapter 287, Florida Statutes, and
still consider the non -state organization a recipient under the Florida Single Audit Act.
If a recipient/subrecipient relationship exists the standard contract audit language, including Exhibit 1 (DFS-A2-CL), must
be included in the document that established the States, recipient's, or subrecipient's relationship with the non -state
entity.
Questions regarding the evaluation of a non -state organization or if it has been .determined that the non -state organization
is a recipient and a CSFA number has not been assigned, contact your FSAA State agency liaison or the Department of
Financial Services, Bureau of Auditing at (850) 413-3060 or Suncom 293-3060. Reference may be made to Rule 691-5,
FAC.
DFS-A2-NS 2
July 2005
Rule 691-5.006, FAC. .
TR 11436 - EXHIBIT B
REPORTS
Each grantee shall submit two reports to the department, The due dates for the required
reports shall be specified in the letter from the department notifying the grantee of the grant
award. These reports shall include, at a minimum, :a n rr tive of the activities..completed or the
progress of grant activities. during the reporting period. A report shall be submitted by the due
date whether or not any action or expenditures have occurred.
FINAL REPORTS
A final report shall be submitted to the department. The final report shall at a minimum contain
a narrative describing the activities conducted including any bid or purchasing process and a
copy of all invoices, canceled checks relating to the purchase of any equipment and supplies. If
the activity funded was for training a list of all individuals receiving the training shall be
submitted along with the dates, times and location of the training. If the grant was for training to
be obtained by staff then a copy of all invoices and payment documents for the training shall
also be submitted.
Any unmatched state funds and all interest earned on state funds, if any, must be returned to
the department with the final report.
In addition, please include your assessment of the impact of the project.
19
ZOLL
Advancing Hasuscireuvay. Taday."
TO: Tamarac Fire Rescue
6000 Hiatus Road
Tamarac, FL 33321-6414
Attn: Tom Sheridan
EMS Chief
email: tomsh@tamarac.org
TR 11436 - EXHIBIT C
ZOLL Medical Corporation
Worldwide HeadQuarters
269 Mill Rd
Chelmsford, Massachusetts 01824-4105
(978) 421-9655 Main
(800)348-9011
(978) 421-0015 Telefax
QUOTATION 23239 V:6
DATE: November 19, 2008
TERMS: Net 30 Days
FOB: Shipping Point
Freight: Prepay and Add
ITEM
MODEL NUMBER
DESCRIPTION
QTY.
UNIT PRICE
DISC PRICE
TOTAL PRICE
1
8700- 0730- 01
AutoPulse@ System with Pass Thru- Generates
5
$10,995.00
$10,665.15
$53,325.75
consistent and uninterrupted chest compressions, offering
improved blood flow during cardiac arrest. Includes
Backboard, User Guide, Quick Reference Guide, Shoulder
Restraints, Backboard Cable Ties, Head Immobilizer, Grip
Strips, In-service Training DVD, and one year warranty-
2
8700- 0702- 01
AutoPulse@ Battery- Original equipment Nickel -metal
19
$575.00
$557,75
$10,597.25
Hydride (NiMH) battery for use with the AutoPulse
Platform.
3
8700- 0703- 01
AutoPulse® Battery Charger, U.S.- Charges and
5
$1,796.00
$1,741.15
$8,705.75
conditions up to two batteries and automatically assesses
battery charge level. Includes User Guideand U.S. power
Cord.
4
8700- 07 06 - 01
LifeBand@ 3 pack - Single -use chest compression band.
25
$375.00
$367,50
$9,187.50
(3 per package)
5
8 70 0- 0705- 01
AutoPulse® Soft Carry Case- Soft -sided carrying case
5
$395.00
$383.15
$1,915.75
holds AutoPulse Platform, spare battery, spare LifeBand
and Shoulder Restraints.
6
8700- 0701 - 01
LifeBand®1 pack- Single -use chest compression band.
1
$139.00
$139.00
*Optional"
(1 per package)
7
8700- 0709- 01
AutoPulse® Shoulder Restraint-AutoPulse Patient
1
$29.95
$29.95
*Optional*
Shoulder Restraint.
*Reflects Discount Pricing.
This quote is made subject to ZOLL's standard commercial terms and conditions (ZOLL T's + C's) which TOTAL
$83,732.00
accompany this quote. Any purchase order (P.O.) issued in response to this ouotation will be deemed to
Incorporate ZOLL T's + C's. Any modification of the ZOLL T's + C's must be set forth or referenced in the
customer's P.O. No commercial terms or conditions shall apply to the sale of goods or services governed
by this quote and the customer's P.O unless set forth in or referenced by either document.
1. DELIVERY WILL BE MADE 60-90 DAYS AFTER RECEIPT OF ACCEPTED PURCHASE ORDER,
2. PRICES WILL BE F.O.B. SHIPPING POINT.
3. WARRANTY PERIOD (See above AND Attachment).
4. PRICES QUOTED ARE VALID UNTIL DECEMBER 26 2008.
5. APPLICABLE TAX & FREIGHT CHARGES ADDITIONAL.
6. ALL PURCHASE ORDERS ARE SUBJECT TO CREDIT APPROVAL BEFORE ACCEPTANCE BY ZOLL.
7. PURCHASE ORDERS TO BE FAXED TO ZOLL CUSTOMER SERVICE AT 978-421-0015.
8. ALL DISCOUNTS OFF LIST PRICE ARE CONTINGENT UPON PAYMENT WITHIN AGREED UPON TERMS.
9. PLEASE PROVIDE A COPY OF OR REFERENCE TO YOURQUOTATION NUMBER WITH PURCHASE
Andrea Jannarone
Territory Manager
800-242-9150, x9278
�ic7 WOR - IBIT C
National City Healthcare Finance is pleased to present the following proposal for lease financing on your
ZCLL Medical Equipment andfor Accessories. Rates and terms are based on our understanding of your
financial considerations. We offer a variety of financing alternatives and would be pleased to structure this
transaction to meet your budget and accounting needs.
Should you have an interest in pursuing financing options, simply complete the attached application and fax
it to the attention of Ben Johnson at (866) 863-4046 or call with any questions at (513) 455-2336. For
municipal or operating leases over $250,000
Rates are valid for60 daysto allowfor installation and then of course are fixed forthe term.
Cost
Equipment: See attached ZOLL Medical Quotation for Equipment Description
Lease Term Options
36 Months
48 Months
60 Months
Purchase Total
$83,732.00
$83,732.00
$83,732.00
Monthly Payment
$2,661.10
$2,087.07
$1,744.72
Documentation
1 st and Last Lease Payment
due with signed documents
1 st and Last Lease Payment
due with signed
1 st and Last Lease Paymen
due with signed
Option at lease end
$1.00 Buyout
$1.00 Buyout
$1.00 Buyout
Taxes/Freight
Additional if applicable
Additional if applicable
Additional if applicable
Rates and terms are subject to final review and approval. We look forward to working with you to provide the
best financing available on your new ZOOLL Medical Corporation Equipment.
Please note this quote is subject to final review and approval. Submitting this quote does not imply that credit
is approved.
TR 11436 - EXHIBIT C
National Cft.
To Submit Appir'ccatio#s:
Ca!! (3 / 3) 45.5-2336
or
Fax 866 8634046
Vendor Name
COST
ZOLL Medical Corporation
Equipment $
Vendor .Address
Sales Tax
269 Mill Road, Chelmsford, MA 01824
(If pr'"'h'`)
$
Contact Person
Vendor Salesperson
Telephone No. juat, No. ( )
Total Cost $
TERM MONTI ILY LEASE PAYMENT
ADVANCE PAYMENT
r1mv
Cast Butter
tfl%Huyuur
$1 Buynur
EQUIPMENT 7'0 BE LEASED Attach separate list if necessary
See Attached
LESSEE Important to set out the full legal name of Lessee
Company Name
Billing Address City, State, Zip County
Telephone No. ( ) Fax No. ( ) Contact Person Title
Nature of Business Type of Business Corporation
No. of Years in Business
Landlord/Mottgaf City/State ITelephone No. lContact Person
PERSONAL INFORMATION ON OFFICERS. PARTNERS. OR GUARANTORS
Name
Title
Social Security No.
Driver's License No.
Home Address
City
State
Home Phone No. ( )
Name
Title
Social Security No.
Driver's License No.
Home Address
City
State
Home Phone No. ( )
COMPANY BANK REFERENCES - MUST HAVE TWO YEAR HISTORY (Important
Name of Bank/Branch How Long?
to establish any loan history)
Chkg. Acct. # Telephone No. Contact Officer
Loan Acct. #
Name of Bank/Branch
How Long?
Chkg. Acct. #
Loan Acet. #
Telephone No.
Contact Officer
Previous Bank (If current account Is less than two year
How Long?
Chkg. Acct. #
Loan Acct. #
Telephone No.
Contact Officer
Name of Supplier
City/State/Zip
Telephone No.
Contact Person
Name of Supplier
City/State/Zip
Telephone No.
Contact Person
Name of Supplier
City/State/Zip
Telephone No.
Contact Person
The applicant (Lessee) certifies to National City Healthcare that it is applying for credit for business purposes, and not for personal, family or home use.
I hereby authorize any bank, financial institution or trade reference listed
above to release appropriate credit Information on the above account(s) to National City Healthcare Finance.
Signature
TR 11436 - EXHIBIT C
ZOLL QUOTATION GENERAL TERMS & CONDITIONS
1. ACCEPTANCE. This Quotation constitutes an offer by ZOLL Medical Corporation to sell to the
Customer the equipment (including a license to use certain software) listed In this Quotation and
described in the specifications either attached to or referred to in this Quotation (hereinafter referred to
as Equipment). Any acceptance of such offer is expressly limited to the terms of this Quotation, including
these General Terms and Conditions. Acceptance shall be so limited to this Quotation notwithstanding (i)
any conflicting written or oral representations made by ZOLL Medical Corporation or any agent or
employee of ZOLL Medical Corporation or (II) receipt or acknowledgement by ZOLL Medical Corporation
of any purchase order, specification, or other document issued by the Customer. Any such document
shall be wholly Inapplicable to any sale made pursuant to this Quotation, and shall not be binding in any
way on ZOLL Medical Corporation.
Acceptance of this Quotation by the Customer shall create an agreement between ZOLL Medical
Corporation and the Customer (hereinafter referred to as the "Contract" the terms and conditions of
which are expressly limited to the provisions of this Quotation including these Terms and Conditions. No
waiver change or modification of any of the provisions of this Quotation or the Contract shall be binding
an ZOLL Medical Corporation unless such waiver, change or modification (i) is made in writing (ii)
expressly slates that it is a waiver, change or modification of this Quotation or the Contract and (Ili) is
signed by an authorized representative of ZOLL Medical Corporation.
2. DELIVERY AND RISK OF LOSS. Unless otherwise stated, all deliveries shall be F.O.B. ZOLL
Medical Corporation's facility. Risk of loss or damage to the Equipment shall pass to the Customer upon
delivery of the Equipment to the carrier.
3. TERMS OF PAYMENT. Unless otherwise stated in its Quotation payment by Customer is due thirty
(30) days after the ship date appearing on ZOLL Medical Corporation invoice. Any amounts payable
hereunder which remain unpaid after the date shall be subject to a late charge equal to 1.5 % per month
from the due date until such amount is paid.
4. CREDIT APPROVAL. All shipments and deliveries shall at all times be subject to the approval of
credit by ZOLL Medical Corporation. ZOLL Medical Corporation may at any time decline to make any
shipment or delivery except upon receipt of payment or security or upon terms regarding credit or
security satisfactory to ZOLL Medical Corporation.
5. TAXES, The pricing quoted in its Quotation do not Include sales use, excise, or other similar taxes or
any duties or customs charges. The Customer shall pay in addition for the prices quoted the amount of
any present or future sales, excise or other similar tax or customs duly or charge applicable to the sale or
use of the Equipment sold hereunder (except any tax based on the net income of ZOLL Medical
Corporation). In lieu thereof the Customer may provide ZOLL Medical Corporation with a tax exemption
certificate acceptable to the taxing authorities.
6. WARRANTY. (a) ZOLL Medical Corporation warrants to the Customer that from the earlier of the dale
of installation or thirty (30) days after the date of shipment from ZOLL Medical Corporation's facility, the
Equipment (other than accessories and electrodes) will be free from defects in material and workmanship
under normal use and service for the period noted on the reverse side. Accessories and electrodes shall
be warranted for ninety (90) days from the date of shipment. During such period ZOLL Medical
Corporation will at no charge to the Customer either repair or replace (at ZOLL Medical Corporation's
sole option) any part of the Equipment found by ZOLL Medical Corporation to be defective in material or
workmanship. If ZOLL Medical Corporation's inspection detects no defects in material or workmanship,
ZOLL Medical Corporation's regular service charges shall apply. (b) ZOLL Medical Corporation shall not
be responsible for any Equipment defect failure of the Equipment to perform any specified function, or
any other nonconformance of the Equipment caused by or attributable to (i) any modification of the
Equipment by the Customer, unless such modification is made with the prior written approval of ZOLL
Medical Corporation: (ii) the use of the Equipment with any associated or complementary equipment
accessory or software not specified by ZOLL Medical Corporation, or (III) any misuse or abuse of the
Equipment: (Iv) exposure of the Equipment to conditions beyond the environmental, power or operating
constraints specified by ZOLL Medical Corporation, or (v) installation or wiring of the Equipment other
than in accordance with ZOLL Medical Corporation's instructions. (c) Warranty does not rover items
subject to normal wear and burnout during use, including but not limited to lamps, fuses, batteries, cables
and accessories. (d) The foregoing warranty does not apply to software included as part of the
Equipment (including software embodied in read-only memory known as "firmware"). (a) The foregoing
warranty constitutes the exclusive remedy of the Customer and the exclusive liability of ZOLL Medical
Corporation for any breach of any warranty related to the Equipment supplied hereunder. THE
WARRANTY SET FORTH HEREIN IS EXCLUSIVE AND ZOLL MEDICAL CORPORATION
EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES WHETHER WRITTEN, ORAL, IMPLIED, OR
STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE.
7. SOFTWARE LICENSE. (a) All software (the "Software" which term shall Include firmware) included as
part of the Equipment is licensed to Customer pursuant to a nonexclusive limited license on the terms
hereinafter set forth, (b) Customer may not Copy, distribute, modify, translate or adapt the Software, and
may not disassemble or reverse compile the Software, or seek in any manner to discover, disclose or
use any proprietary algorithms, techniques or other confidential information contained therein, (c) All
rights in the Software remain the product of ZOLL Medical Corporation, and Customer shall have no right
or interest therein except as expressly provided herein. (d) Customer's right to use the Software may be
terminated by ZOLL Medical Corporation in the event of any failure to Comply with terms of this
quotation, (a) Customer may transfer the license Conferred hereby only in Connection with a transfer of
the Equipment and may not retain any copies of the Software following such transfer. if) ZOLL Medical
Corporation warrants that the read-only memory or other media on which the Software Is recorded will be
free from defects in materials and workmanship for the pedod and on terms set forth in section 6. (g)
Customer understands that the Software is a complex and sophisticated software product and no
assurance can be given that operation of the Software will be uninterrupted or error -free, or that the
Software will meet Customer's requirements. Except as set forth in section 7(f), ZOLL MEDICAL
CORPORATION MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE
SOFTWARE AND IN PARTICULAR DISCLAIMS ANY IMPLIED WARRANTIES OR
MERCHANTABILITY OR FITNESS OF A PARTICULAR PURPOSE WITH RESPECT THERETO.
Customer's exclusive remedy for any breach of warranty or defect relating to the Software shall be the
repair or replacement of any defective read-only memory or other media so that it correctly reproduces
the Software. This License applies only to ZOLL Medical Corporation Software.
S. DELAYS IN DELIVERY. ZOLL Medical Corporation shall not be liable for any delay in the delivery of
any part of the Equipment if such delay is due to any cause beyond the control of the ZOLL Medical
Corporation Including, but not limited to acts of God, fires, epidemics, floods, riots, wars, sabotage, labor
disputes, governmental actions, inability to obtain materials, components, manufacturing facilities or
transportation or any other cause beyond the control of ZOLL Medical Corporation. In addition ZOLL
Medical Corporation shall not be liable for any delay in delivery Caused by failure of the Customer to
provide any necessary information in a timely manner. In the event of any such delay, the date of
shipment or performance hereunder shall be extended to the period equal to the time lost by reason of
such delay. In the event of such delay ZOLL Medical Corporation may allocate available Equipment
among its Customers on any reasonable and equitable basis. The delivery dates set forth in this
Quotation are approximate only and ZOLL Medical Corporation shall not be liable for or shall the
Contract be breached by, any delivery by ZOLL Medical Corporation within a reasonable time after such
dates.
9. LIMITATIONS OF LIABILITY. IN NO EVENT SHALL ZOLL MEDICAL CORPORATION BE LIABLE
FOR INDIRECT SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM ZOLL MEDICAL
CORPORATIONS PERFORMANCE OR FAILURE TO PERFORM PURSUANT TO THIS QUOTATION
OR THE CONTRACT OR THE FURNISHING, PERFORMANCE, OR USE OF ANY EQUIPMENT OR
SOFTWARE SOLD HERETO, WHETHER DUE TO A BREACH OF CONTRACT, BREACH OF
WARRANTY. THE NEGLIGENCE OF ZOLL MEDICAL CORPORATION OR OTHERWISE.
10. PATENT INDEMNITY. ZOLL Medical Corporation shall at its own expense defend any suit that may
be instituted against the Customer for alleged infringement of any United States patents or Copyrights
related to the parts of the Equipment or the Software manufactured by ZOLL Medical Corporation,
provided that (i) such alleged infringement consists only in the use of such Equipment or the Software by
itself and not as a part of or in Combination with any other devices or parts, (II) the Customer gives ZOLL
Medical Corporation immediate notice In writing of any such suit and permits ZOLL Medical Corporation
through counsel of its choice, to answer the charge of infringement and defend such suit, and (Ili) the
Customer gives ZOLL Medical Corporation all requested information, assistance and authority at ZOLL
Medical Corporation's expense, to enable ZOLL Medical Corporation to defend such suit.
In the case of a final award of damages for infringement in any such suit, ZOLL Medical Corporation will
pay such award, but it shall not be responsible for any settlement made without its written consent.
Section 10 states ZOLL Medical Corporation's total responsibility and liability's, and the Customer's sole
remedy for any actual or alleged infringement of any patent by the Equipment or the Software or any part
thereof provided hereunder. In no event shall ZOLL Medical Corporation be liable for any Indirect,
special, or consequential damages resulting from any such infringement.
11. CLAIMS FOR SHORTAGE. Each shipment of Equipment shall be promptly examined by the
Customer upon receipt thereof. The Customer shall inform ZOLL Medical Corporation of any shortage in
any shipment within ton (10) days of receipt of Equipment. If no such shortage is reported within ten (10)
day period, the shipment shall be conclusively deemed to have been complete.
12. RETURNS AND CANCELLATION. (a) The Customer shall obtain authorization from ZOLL Medical
Corporation prior to returning any of the Equipment. (b) The Customer receives authorization from ZOLL
Medical Corporation to return a product for Credit, the Customer shall be subject to a restocking charge
of twenty percent (20%) of the original list purchase price, but not less than $50.00 per product. (c) Any
such change in delivery caused by the Customer that causes a delivery date greater than six (6) months
from the Customer's original order date shall constitute a new order for the affected Equipment in
determining the appropriate list price.
13. APPLICABLE LAW. This Quotation and the Contract shall be governed by the substantive laws of
the Commonwealth of Massachusetts without regard to any choice of law provisions thereof.
14. COMPLIANCE WITH LAWS. (a) ZOLL Medical Corporation represents that all goods and services
delivered pursuant to the Contract will be produced and supplied in Compliance with all applicable state
and federal laws and regulations, including the requirements of the Fair Labor Standards Act of 1938, as
amended. (b) The Customer shall be responsible for compliance with any federal, slate and local laws
and regulations applicable to the installation or use of the Equipment furnished hereunder, and will obtain
any permits required for such installation and use.
15. NON -WAIVER OF DEFAULT. In the event of any default by the Customer, ZOLL Medical
Corporation may decline to make further shipments without in any way effecting its right under such
order. 9, despite any default by Customer, ZOLL Medical Corporation elects to continue to make
shipments its action shall not constitute a waiver of any default by the Customer or In any way affect
ZOLL Medical Corporation's legal remedies regarding any such default. No claim or right arising out of a
breach of the Agreement by the Customer Can be discharged in whole or in part by waiver or
renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in
writing signed by ZOLL Medical Corporation.
16. ASSIGNMENT. This Quotation, and the Contract, may not be assigned by the Customer without the
prior written Consent of ZOLL Medical Corporation, and any assignment without such consent shall be
null and void.
17. TITLE TO PRODUCTS. Title to right of possession of the products sold hereunder shall remain with
ZOLL Medical Corporation until ZOLL Medical Corporation delivers the Equipment to the carrier and
agrees to do all acts necessary to perfect and maintain such right and title in ZOLL Medical Corporation.
Failure of the Customer to pay the purchase price for any product when due shall give ZOLL Medical
Corporation the right, without liability to repossess the Equipment, with or without notice, and to avail
Itself of any remedy provided by law.
18. EQUAL EMPLOYMENT OPPORTUNITY I AFFIRMATIVE ACTION.
VETERAN'S EMPLOYMENT - If this order is subject to Executive Order 11710 and the
rules, regulations, or orders of the Secretary of Labor issued thereunder the Contract clause as set forth
at 41 CFR 60-250.4 is hereby included as part of this order.
EMPLOYMENT OF HANDICAPPED - if this order is subject to Section 503 of the
Rehabilitation Act of 1973, as amended and the rules, regulations or orders of the Secretary of Labor as
issued thereunder, the contract clause at 41 CFR 60-741.7 is hereby included as part of this order.
EQUAL OPPORTUNITY EMPLOYMENT - if this order is subject to the provisions of
Executive Order 11246, as amended, and the rules, regulations or orders of the Secretary of Labor
issued thereunder, the contract clause set forth at 41 CFR 60-1.4 (a) and 60-1.4 (b) are hereby included
as a part of this order and Seller agrees to comply with the reporting requirements set forth at 41 CFR
60-1.7 and the affirmative action compliance program requirements set forth as 41 CFR 60-1.40.
19. VALIDITY OF QUOTATION. This Quotation shall be valid and subject to acceptance by the
Customer, in accordance with the terms of Section 1 hereof for the period set forth on the face hereof.
After such period, the acceptance of this Quotation shall not be binding upon ZOLL Medical Corporation
and shall not create a contract, unless such acceptance is acknowledged and accepted by ZOLL Medical
Corporation by a writing signed by an authorized representative of ZOLL Medical Corporation.
20. GENERAL. Any Contract resulting from this Quotation shall be govemed by and interpreted in
accordance with the laws of the Commonwealth of Massachusetts. This constitutes the entire
agreement between Buyer and Supplier with respect to the purchase and sale of the Products described
in the face hereof, and only representations or statements contained herein shall be binding upon
Supplier as a warranty or otherwise. Acceptance or acquiescence in the Course of performance
rendered pursuant hereto shall not be relevant to determine the meaning of this writing even though the
accepting or acquiescing party has knowledge of the nature of the performance and opportunity for
objection. No addition to or modification of any of the terms and conditions specified herein shall be
binding upon Supplier unless made in writing and signed by a duly authorized representative of Supplier.
The terms and Conditions specked shall prevail notwithstanding any variance from the terms and
conditions of any order or other form submitted by Buyer for the Products set forth on the face of this
Agreement. To the extent that this writing may be treated as an acceptance of Buyer's prior offer, such
acceptance is expressly made conditional on assent by Buyer to the terms hereof, and, without limitation,
acceptance of the goods by Buyer to the terms hereof, and, without limitation, acceptance of the goods
by Buyer shall constitute such assent. All cancellations and reschedules require a minimum of thirty (30)
days notice.
ZOLL Medical Corporation
ZOLL
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TO: Tamarac Fire Rescue
6000 Hiatus Rd
Tamarac, FL 33321-6414
Attn: Tom Sheridan
EMS Chief
email: tomsh tamara .
TR 11436 - EXHIBIT D ZOLL Medical Corporation
Worldwide HeadQuarters
269 Mill Rd
Chelmsford, Massachusetts 01824-4105
(978) 421-9655 Main
(800)348-9011
(978) 421-0015 Telefax
QUOTATION 32632 V.2
DATE: November 19, 2008
TERMS: Net 30 Days
FOB: Shipping Point
Freight: Prepay and Add
ITEM
MODEL NUMBER
DESCRIPTION
OTY.
UNIT PRICE
DISC PRICE
TOTAL PRICE
1
8778- 8701
AutoPulse 1 Year Extended Factory Warranty At Time
5
$1,095,00
$1,095.00
$5,475.00
of Sale. Extended Factory Warranty is a continuation of
the Standard Manufacturer's Warranty for the AutoPulse
Resuscitation® System. Benefits of purchasing an
Extended Warranty include: service loaner shipped
overnight at no charge; 50% discount on non -warranty
repairs; 20% discount on new software features; shipping
of the device to and from ZOLL Circulation.
2
8700- 071 2- 01
AutoPulse® Soft Stretcher- Extrication stretcher suitable
5
$129,00
$129.00
$645,00
to move patient while AutoPulse is deployed.
3
8700-0709-01
AutoPulss@ShoulderRestraint-AutoPulsePatient
1
$29.95
$29.95
$29.95
Shoulder Restraint.
*Reflects Discount Pricing.
This quote is made subject to ZOLL's standard commercial terms and conditions (ZOLL T's + C's) which TOTAL
$6,149.95
accompany this quote. Any purchase order (P.O.) issued in response to this quotation will be deemed to
Incorporate ZOLL T's + C's. Any modification of the ZOLL T's + C's must be set forth or referenced in the
customer's P.O. No commercial terms or conditions shall apply to the sale of goods or services governed
by this quote and the customer's P.O unless set forth In or referenced by either document.
1. DELIVERY WILL BE MADE 60-90 DAYS AFTER RECEIPT OF ACCEPTED PURCHASE ORDER.
2. PRICES WILL BE F.O.B. SHIPPING POINT.
3. WARRANTY PERIOD (See above AND Attachment).
4. PRICES QUOTED ARE VALID UNTIL DECEMBER 26 2008.
5. APPLICABLE TAX & FREIGHT CHARGES ADDITIONAL.
6. ALL PURCHASE ORDERS ARE SUBJECT TO CREDIT APPROVAL BEFORE ACCEPTANCE BY ZOLL.
7. PURCHASE ORDERS TO BE FAXED TO ZOLL CUSTOMER SERVICE AT 978-421-0015.
8. ALL DISCOUNTS OFF LIST PRICE ARE CONTINGENT UPON PAYMENT WITHIN AGREED UPON TERMS.
9. PLEASE PROVIDE A COPY OF OR REFERENCE TO YOUR QUOTATION NUMBER WITH PURCHASE
Andrea Jannarone
Territory Manager
800-242-9150. x9278
TR 11436 - EXHIBIT D
ZOLL QUOTATION GENERAL TERMS & CONDITIONS
1, ACCEPTANCE. This Quotation constitutes an offer by ZOLL Medical Corporation to sell to the
Customer the equipment (including a license to use certain software) listed in this Quotation and
described in the specifications either attached to or referred to in this Quotation (hereinafter referred to
as Equipment). Any acceptance of such offer is expressly limited to the terms of this Quotation, including
these General Terms and Conditions. Acceptance shall be so limited to this Quotation notwithstanding (i)
any conflicting written or oral representations made by ZOLL Medical Corporation or any agent or
employee of ZOLL Medical Corporation or (ii) receipt or acknowledgement by ZOLL Medical Corporation
of any purchase order, specification, or other document issued by the Customer. Any such document
shall be wholly inapplicable to any sale made pursuant to this Quotation, and shall not be binding in any
way on ZOLL Medical Corporation.
Acceptance of this Quotation by the Customer shall create an agreement between ZOLL Medical
Corporation and the Customer (hereinafter referred to as the "Contract' the terms and conditions of
which are expressly limited to the provisions of this Quotation including these Terms and Conditions. No
waiver change or modification of any of the provisions of this Quotation or the Contract shall be binding
on ZOLL Medical Corporation unless such waiver, change or modification (i) is made In writing (ii)
expressly states that it is a waiver, change or modification of this Quotation or the Contract and (iii) is
signed by an authorized representative of ZOLL Medical Corporation,
2. DELIVERY AND RISK OF LOSS, Unless otherwise stated, all delivares shall be F.O.B. ZOLL
Medical Corporation's facility, Risk of loss or damage to the Equipment shall pass to the Customer upon
delivery of the Equipment to the carder.
3. TERMS OF PAYMENT. Unless otherwise stated in its Quotation payment by Customer is due thirty
(30) days after the ship date appearing on ZOLL Medical Corporation invoice. Any amounts payable
hereunder which remain unpaid after the date shall be subject to a late charge equal to 1.5% per month
from the due date until such amount is paid.
4. CREDIT APPROVAL. All shipments and deliveries shall at all times be subject to the approval of
credit by ZOLL Medical Corporation. ZOLL Medical Corporation may at any time decline to make any
shipment or delivery except upon receipt of payment or security or upon lermns regarding credit or
security satisfactory to ZOLL Medical Corporation.
S. TAXES. The pricing quoted in its Quotation do not include sales use, excise, or other similar taxes or
any duties or customs charges. The Customer shall pay in addition for the prices quoted the amount of
any present orfuture sales, excise or other similar tax or customs duty or charge applicable to the sale or
use of the Equipment sold hereunder (except any tax based on the net income of ZOLL Medical
Corporation). In lieu thereof the Customer may provide ZOLL Medical Corporation with a tax exemption
certificate acceptable to the taxing auhodties.
G. WARRANTY. (a) ZOLL Medical Corporation warrants to the Customer that from the earlier Of the date
of installation or thirty (30) days after the date of shipment from ZOLL Medical Corporation's facility, the
Equipment (other than accessories and electrodes) will be free from defects in material and workmanship
under normal use and service for the period noted on the reverse side. Accessories and electrodes shall
be warranted for ninety (90) days from the date of shipment. Dunng such period ZOLL Medical
Corporation will at no charge to the Customer either repair or replace (at ZOLL Medical Corporation's
sole option) any part of the Equipment found by ZOLL Medical Corporation to be defective in material or
workmanship. If ZOLL Medical Corporation's inspection detects no defects in material or workmanship,
ZOLL Medical Corporation's regular service charges shall apply. (b) ZOLL Medical Corporation shall not
be responsible for any Equipment defect failure of the Equipment to perform any specified function, or
any other nonconformance of the Equipment caused by or attributable to (i) any modification of the
Equipment by the Customer, unless such modification Is made with the prior written approval of ZOLL
Medical Corporation: (ii) the use of the Equipment with any associated or complementary equipment
accessory or software not specified by ZOLL Medical Corporatim, or (iii) any misuse or abuse of the
Equipment: (iv) exposure of the Equipment to conditions beyond the environmental, power or operating
constraints specified by ZOLL Medical Corporation, or (v) Installation or wiring of the Equipment other
than in accordance with ZOLL Medical Corporation's instructions. (c) Warranty does not cover items
subject to normal wear and bumoutduring use, including but not limited to lamps, fuses, batteries, cables
and accessories. (d) The foregoing warranty does not apply to software included as part of the
Equipment (including software embodied in read-only memory known as "firmware"), (a) The foregoing
warranty constitutes the exclusive remedy of the Customer and the exclusive liability of ZOLL Medical
Corporation for any breach of any warranty related to the Equipment supplied hereunder. THE
WARRANTY SET FORTH HEREIN IS EXCLUSIVE AND ZOLL MEDICAL CORPORATION
EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES WHETHER WRITTEN, ORAL, IMPLIED, OR
STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE,
7. SOFTWARE LICENSE. (a) All software (the "Software" which term shall indudefirmware) includedas
part of the Equipment is licensed to Customer pursuant to a none>Clusive limited license On the terms
hereinafter set forth, (b) Customer may not copy, distnbule, modify, translate or adapt the Software, and
may not disassemble or reverse compile the Software, or seek in any manner to discover, disclose or
use any proprietary algorithms, techniques or other confidential information contained therein, (d) All
rights in the Software remain the product of ZOLL Medical Corporation, and Customer shall have no fight
or interest therein except as expressly provided herein (d) Customers right to use the Software may be
terminated by ZOLL Medical Corporation in the event of any failure to comply with terms of this
quotation, (a) Customer may transfer the license conferred hereby only in connection with a transfer of
the Equipment and may riot retain any copies of the Software following such transfer. (f) ZOLL Medical
Corporation warrants that the read-only memory or other media on which the Software is recorded will be
free from defects in materials and workmanship for the period and on terms set forth in section 6. (g)
Customer understands that the Software is a complex and sophisticated software product and no
assurance can be given that operation of the Software will be uninterrupted or error -free, or that the
Software will meet Customers requirements. Except as set forth in section 7(f), ZOLL MEDICAL
CORPORATION MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE
SOFTWARE AND IN PARTICULAR DISCLAIMS ANY IMPLIED WARRANTIES OR
MERCHANTABILITY OR FITNESS OF A PARTICULAR PURPOSE WITH RESPECT THERETO.
Customers exclusive remedy for any breach of warranty or defect relating to the Software shall be the
repair or replacement of any defective read-only memory or other media so that it correctly reproduces
the Software. This License apples only to ZOLL Medical Corporation Software.
8. DELAYS IN DELIVERY. ZOLL Medical Corporation shall not be liable for any delay In the delivery of
any part of the Equipment If such delay is due to any cause beyond the control of the ZOLL Medical
Corporation Including, but not limited to acts of God, fires, epidemics, floods, Mots, wars, sabotage, labor
disputes, governmental actions, inability to Obtain materials, components, manufacturing facilities or
transportation or any other cause beyond the control of ZOLL Medical Corporation. In addition ZOLL
Medical Corporation shall not be liable for any delay in delivery caused by failure of the Customer to
provide any necessary information In a timely manner. In the event of any such delay, the date of
shipment or performance hereunder shall be extended to the period equal to the time lost by reason of
such delay. In the event of such delay ZOLL Medical Corporation may allocate available Equipment
among its Customers on any reasonable and equitable basis. The delivery dates set forth in this
Quotation are approximate only and ZOLL Medical Corporation shall not be liable for or shall the
Contract be breached by, any delivery by ZOLL Medical Corporation within a reasonable time after such
dates.
9, LIMITATIONS OF LIABILITY. IN NO EVENT SHALL ZOLL MEDICAL CORPORATION BE LIABLE
FOR INDIRECT SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM ZOLL MEDICAL
CORPORATIONS PERFORMANCE OR FAILURE TO PERFORM PURSUANT TO THIS QUOTATION
OR THE CONTRACT OR THE FURNISHING, PERFORMANCE, OR USE OF ANY EQUIPMENT OR
SOFTWARE SOLD HERETO, WHETHER DUE TO A BREACH OF CONTRACT, BREACH OF
WARRANTY, THE NEGLIGENCE OF ZOLL MEDICAL CORPORATION OR OTHERWISE.
10. PATENT INDEMNITY, ZOLL Medical Corporation shall at its own expense defend any suit that may
be Instituted against the Customer for alleged infringement of any United States patents or copyrights
related to the parts of the Equipment or the Software manufactured by ZOLL Medical Corporation,
provided that (i) such alleged infringement consists only in the use of such Equipment or the Software by
itself and not as a part of or in combination With any other devices or parts, (0) the Customer gives ZOLL
Medical Corporation Immediate notice In writing of any such suit and permits ZOLL Medical Corporation
through counsel of its choice, to answer thti charge of Infringement and defend such suit, and (iii) the
Customer gives ZOLL Medical Corporation all requested information, assistance and authority at ZOLL
Medical Corporation's expense, to enable ZOLL Medical Corporation to defend such suit.
In the case of a final award of damages for Infringement in any such suit, ZOLL Medical Corporation will
pay such award, but It shall not be responsible for any settlement made without its written consent.
Section 10 states ZOLL Medical Corporation's total responsibility and Ilabllity's, and the Customers sole
remedy for any actual or alleged infringement of any patent by the Equipment or the Software or any part
thereof provided hereunder. In no event shall ZOLL Medical Corporation be liable for any indirect,
special, or consequential damages resulting from any such infringement.
11. CLAIMS FOR SHORTAGE. Each shipment of Equipment shall be promptly examined by the
Customer upon receipt thereof. The Customer shall Inform ZOLL Medical Corporation of any shortage in
any shipment within ten (10) days of receipt Of Equipment, If no such shortage is reported within ten (10)
day period, the shipment shall be conclusively deemed to have been complete.
12. RETURNS AND CANCELLATION. (a) The Customer shall obtain authorization from ZOLL Medical
Corporation prior to returning any of the Equipment. (b) The Customer receives authorization from ZOLL
Medical Corporation to return a product for credit, the Customer shall be subject to a restocking Charge
of twenty percent (20%) of the original list purchase price, but not less than $50.00 per product. (c) Any
such change in delivery caused by the Customer that causes a delivery date greater than six (6) months
from the Customers original order date shall constitute a new order for the affected Equipment in
determining the appropriate list price.
13. APPLICABLE LAW, This Quotation and the Contract shall be governed by the substantive laws of
the Commonwealth of Massachusetts without regard to any choice of law provisions thereof.
14. COMPLIANCE WITH LAWS. (a) ZOLL Medical Corporation represents that all goods and services
delivered pursuant to the Cortract will be produced and supplied in compliance with all applicable state
and federal laws and regulations, including the requirements of the Fair Labor Standards Act of 1938, as
amended. (b) The Customer shall be responsible for compliance with any federal, state and local laws
and regulations applicable to the installation or use of the Equipment furnished hereunder, andwill obtain
any permits required for such installation and use.
16. NON -WAIVER OF DEFAULT. In the event of any default by the Customer, ZOLL Medical
Corporation may decline to make further shipments without In any way effecting its right under such
order. If, despite any default by Customer, ZOLL Medical Corporation elects to continue to make
shipments its action shall not constitute a waiver of any default by the Customer or in any way affect
ZOLL Medical Corporation's legal remedies regarding any such default. No claim or right ansing out of a
breach of the Agreement by the Customer can be discharged in whole or In part by waiver or
renunciation of the claim or right unless the waiver or renunciation Is supported by consideration and is in
writing signed by ZOLL Medical Corporation.
16. ASSIGNMENT. This Quotation, and the Contract, may not be assigned by the Customer without the
prior written consent of ZOLL Medical Corporation, and any assignment without such consent shall be
null and void.
17. TITLE TO PRODUCTS. Title to right of possession of the products sold hereunder shall remain with
ZOLL Medical Corporation untl ZOLL Medical Corporation delivers the Equipment to the carrier and
agrees to do all acts necessary to perfect and maintain such right and title in ZOLL Medical Corporation
Failure of the Customer to pay the purchase price for any product when due shall give ZOLL Medical
Corporation the right, without liability to repossess the Equipment, with or without notice, and to avail
itself of any remedy provided by law.
18. EQUAL EMPLOYMENT OPPORTUNITY! AFFIRMATIVE ACTION.
VETERAN'S EMPLOYMENT -'If this order is subject to Executive Order 11710 and the
rules, regulations, or orders of the Secretary of Labor issued thereunder the contract clause as set forth
at 41 CFR 60-250.4is hereby included as pad of this order.
EMPLOYMENT OF HANDICAPPED - if this order is subject to Section 503 of the
Rehabilitation Act of 1973, as amended and the rules, regulations or orders of the Secretary of Labor as
issued thereunder, the contract clause at 41 CFR 60-7417 is hereby induced as part of this order.
EQUAL OPPORTUNITY EMPLOYMENT - If this order is subject to the provisions of
Executive Order 11246, as amended, and the rules, regulations or orders of the Secretary of Labor
issued thereunder, the contract clause set forth at 41 CFR 60.1 A (a) and 6D-1.4 (b) are hereby included
as a part of this order and Seller agrees to comply with the reporting requirements set forth at 41 CFR
60-1.7 and the affirmative action compliance program requirements set forth as 41 CFR 60-1.40.
19. VALIDITY OF QUOTATION. This Quotation shall be valid and subject to acceptance by the
Customer, in accordance with the terms of Section 1 hereof for the period set forth on the face hereof.
After such period, the acceptance of this Quotation shall not be binding upon ZOLL Medical Corporation
and shall not create a contract, unless such acceptance is acknowledged and accepted by ZOLL Medical
Corporation by a writing signed by an authorized representative of ZOLL Medical Corporation
20. GENERAL. Any Contract resufting from this Quotation shall be governed by and interpreted in
accordance with the laws of the Commonwealth of Massachusetts. This constitutes the entire
agreement between Buyer and Supplier with respect to the purchase and sale of the Products described
In the face hereof, and only representations or statements contained herein shall be binding upon
Supplier as a warranty or otherwise. Acceptance or acquiescence in the course of performance
rendered pursuant hereto shall not be relevant to determine the meaning of this writing even though the
accepting or acquiescing party has knowledge of the nature of the performance and opportunity for
objection. No addition to or modification of any of the terms and conditions specified herein shall be
binding upon Supplier unless made in writing and signed by a duly authorized representative of Supplier.
The terms and conditions specified shall prevail notwithstanding any variance from the terms and
conditions of any order or other form submitted by Buyer for the Products set forth on the face of this
Agreement. To the extent that this writing may be treated as an acceptance of Buyers prior offer, such
acceptance is expressly made conditional on assent by Buyer to the terms hereof, and, without limitation,
acceptance of the goods by Buyer to the terms hereof, and, without limitation, acceptance of the goods
by Buyer shall constitute such assent. All cancellations and reschedules require a minimum of thirty (30)
days notice.
ZOLL Medical Corporation