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HomeMy WebLinkAbout11 - Cardiac MonitorsCITY OF F NEWPORT REACH City Council Staff Report October 28, 2014 Agenda Item No. 11 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Scott L. Poster, Fire Chief — (949) 644 -3101, sposter @nbfd.net PREPARED BY: Angela Crespi, Administrative Manager PHONE: (949) 644 -3352 TITLE: Approval of an Agreement for the Purchase of Cardiac Monitor /Defibrillators ABSTRACT: The Newport Beach Fire Department has always provided our residents and visitors with the highest level of Emergency Medical Service (EMS). A vital component of EMS is the ability to provide timely Advanced Life Support (ALS) including cardiac care. During calendar year 2013, the Newport Beach Fire Department responded to 7,116 EMS calls. Each EMS call represents a situation where the lifesaving and diagnostic capabilities of cardiac monitors /defibrillators may be utilized. As such, staff recommends the purchase of new cardiac monitor /defibrillators to replace the existing units which are no longer covered under warranty and have reached the end of their service life. RECOMMENDATION: Approve the purchase agreement with Zoll Medical Corporation for the purchase of up to seventeen X Series, Monitor /Defibrillators for a total cost of $409,511.44. FUNDING REQUIREMENTS: The current adopted budget includes sufficient funding for this purchase. DISCUSSION: In March of 2014, the Fire Department issued a Request for Qualifications (RFQ) to obtain information regarding qualifications, experience, current devices, and technology. Three of the major industry manufacturers: Philips Healthcare; Physio - Control, Inc.; and Zoll Medical Corporation responded and field trials were initiated. Each manufacturer provided training and sample devices to our staff for a six week evaluation period. In addition to the field evaluation, staff met individually with each manufacturer to discuss concerns and to request pricing. 11 -1 The device options were evaluated based on the following criteria: Proposal Evaluation Criteria % of Score Possible Points Proposer's Qualifications and Response to the RFQ 20% 100 Device Demonstration, Training and Field Testing 20% 100 Information Obtained in Manufacturer Interviews 20% 100 Evaluation of the Proposer's Customer Service 20% 100 Overall Fit of Proposer and Device (cost, warranty, device) 20% 100 otal 100% 500 The following total pricing was proposed by the respondents: Philips Healthcare, $364,236.06; Physio- Control, Inc., $415,139.58; and Zoll Medical Corporation, $409,511.44. Based on the totality of the evaluation process as shown in the evaluation scores below, the selection panel has identified Zoll Medical Corporation as the top qualified vendor, and recommends purchase of the X Series, Monitor /Defibrillators. Evaluation Scores Proposer Total Score Average Score Philips Healthcare 1,213 404 Physio - Control, Inc. 975 325 oll Medical Corporation 1,408 469 Zoll Medical Corporation distinguished itself as a preferred vendor through their proven track record in customer service with the City of Newport Beach and their product through usability and reliability. Additionally, they provide high compatibility with existing equipment, the latest technology, and durability to withstand environmental elements. The Zoll X Series uses leading edge technology, which not only provides integration with our current Electronic Patient Care Reporting (ePCR) technology and chest compression device (AutoPulse), but will also ensure future compatibility with anticipated changes in both ePCR and AutoPulse devices in the near future. The X Series also offers integrated WiFi and pre - connected 12 -lead technology to ensure timely interpretation of heart attacks and other potentially life threatening cardiac conditions. By offering electronic transmittal of information, the time required to put units back in operational ready status for other emergencies can also be reduced. The FY 14/15 budget includes $450,000 for the purchase of cardiac monitors. Competitive pricing obtained through the selection process will allow the City to lock in a purchase price of $409,511.44 for up to seventeen monitors, which is well under the approved FY 14/15 budget for this expenditure, and a savings of over $10,000.00 per unit for volume pricing. Zoll has further agreed to honor the quoted price for two years from date of purchase, thereby allowing phased purchasing to correspond with future requests for the EMS program. The initial purchase will be based on the current needs and will include thirteen monitors; nine monitors will be placed on responding apparatus, three will be placed in reserve, and one will be designated for training purposes. The additional four monitors will be purchased later to further enhance the EMS program. ENVIRONMENTAL REVIEW: Staff recommends the City Council find this project exempt from the California Environmental Quality Act ( "CEQA ") pursuant to Section [insert exemption section number (short description of section)] of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential to have a significant effect on the environment. 11 -2 NOTICING: The agenda item has been noticed according to the Brown Act (72 hours in advance of the meeting at which the City Council considers the item). ATTACHMENTS: Description Agreement - Purchase of Cardiac Monitors 11 -3 PURCHASE AGREEMENT FOR SEVENTEEN (17) CARDIAC MONITORS FROM ZOLL MEDICAL CORPORATION This Purchase Agreement ( "Agreement ") is entered into as of this 1st day of November, 2014 ( "Effective Date "), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ( "City "), and ZOLL MEDICAL CORPORATION, a Massachusetts corporation ( "Vendor'), whose principal place of business is 269 Mill Road, Chelmsford, Massachusetts 01824. RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City requires seventeen (17) X Series Manual Monitors /Defibrillators, their accessories, advanced options, technical support, on -site service, and maintenance ( "Equipment ") as further described in the Quotation 174123 V:5, as incorporated herein by this reference and as set forth in Exhibit A, which is attached hereto. C. Vendor has carefully reviewed and evaluated the specifications set forth by the City for the Equipment and has committed to deliver the Equipment required for the price specified in this Agreement. D. City has solicited and received a proposal from Vendor's agent, has evaluated the expertise of Vendor, and desires to submit an order for the Equipment under the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the mutual representations, warranties and covenants, and other terms and conditions as set forth herein, Vendor and City (each a "Party" and together the "Parties ") agree as follows: 1. TERM The Term of this Agreement shall commence on the Effective Date and shall terminate on November 1, 2015 unless terminated earlier as set forth herein. 2. COMPENSATION 2.1 The purchase price for Equipment, including all sales taxes and shipping costs, shall not exceed Four Hundred Nine Thousand Five Hundred Eleven and 44/100 Dollars ($409,511.44) ( "Purchase Price'). Zoll Medical Corporation Page 1 11 -4 3. ADMINISTRATION This Agreement will be administered by the City's Fire Department. The EMS Chief, or designee, shall be the Purchase Administrator and shall have the authority to act for City under this Agreement. The Purchase Administrator or designee shall represent City in all matters pertaining to the services to be rendered pursuant to this Agreement. 4. DELIVERY 4.1 Delivery shall be made to the City's Yard at 592 Superior Avenue, Newport Beach, Calfomia 92663, or such other location as may be designated by City in writing. City reserves the right to refuse the Equipment, or part thereof, and to cancel all or any part of the Equipment not conforming to published Vendor specifications. City shall receive a pro -rata refund for the Equipment, or part thereof, cancelled under this Agreement, within thirty (30) calendar days of City's cancellation. Acceptance of any part of the order for Equipment shall not bind City to accept future shipments nor deprive City of the right to return Equipment already accepted at Vendor's expense. Over shipments and under shipments of Equipment shall be only as agreed to in writing by City. Delivery shall not be deemed to be complete until all Equipment have actually been received and accepted in writing by the City. 4.2 Vendor shall submit all requests for extensions of time for delivery in writing to the City Purchase Administrator not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Purchase Administrator shall review all such requests and may, at his /her sole discretion, grant reasonable time extensions for unforeseeable delays that are beyond Vendor's control. 5. ACCEPTANCE /PAYMENT Unless otherwise agreed to in writing by City, acceptance of the Equipment shall not be deemed complete unless in writing and until all the Equipment, including each part thereof has actually been received, inspected and tested to the satisfaction of City. 6. NOTICES 6.1 All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first -class mail, addressed as hereinafter provided. 6.2 All notices, demands, requests or approvals from Vendor to City shall be addressed to City at: Attention: EMS Chief Fire Department City of Newport Beach 100 Civic Center Drive PO Box 1768 Zoll Medical Corporation Page 2 FE&I Newport Beach, CA 92658 6.3 All notices, demands, requests or approvals from City to Vendor shall be addressed to Vendor at: Catherine Prophet Zoll Medical Corporation 269 Mill Road Chelmsford, MA 01824 7. TAXES The Purchase Price includes any and all applicable taxes and fees, including federal, state and /or local sales or use taxes. Under the City's Direct Payment Exemption permit number SF EAA 24- 089475 DP, City shall self - accrue its Use Tax obligation to the California State Board of Equalization in the applicable amount within thirty (30) days of Equipment delivery to the City. If only partial delivery of Equipment is received, the City will only pay the State Board of Equalization the amount of Use Tax due on the value of the Equipment delivered. 8. ENTIRE AGREEMENT This Agreement contains the entire Agreement between the Parties with respect to all matters herein, and there are no restrictions, promises, warranties, or undertakings other than those set forth herein or referred to herein. No exceptions, alternatives, substitutes or revisions are valid or binding on City unless authorized by City in writing. Electronic acceptance of any additional terms, conditions or supplemental agreements by any City employee or agent, shall not be valid or binding on City unless accepted in writing by the Purchase Administrator. The terms of this Agreement shall supersede any inconsistencies between this Agreement and the Exhibits hereto. 9. WARRANTY 9.1 Vendor expressly warrants that the Equipment covered by this Agreement is: 1) free of liens or encumbrances; 2) of merchantable quality and good for the ordinary purposes for which it is used; and 3) fit for the particular purpose for which it is intended. Acceptance of this Agreement shall constitute an agreement upon Vendors part to indemnify, defend and hold City and its indemnities as identified in Section 15 below, and as more fully described in Section 15, harmless from liability, loss, damage and expense, including reasonable counsel fees, incurred or sustained by City by reason of the failure of the Equipment to conform to such warranties, faulty work performance, negligent or unlawful acts, and non - compliance with any applicable state or federal codes, ordinances, orders, or statutes, including the Occupational Safety and Health Act (OSHA) and the California Industrial Safety Act. Such remedies shall be in addition to any other remedies provided by law. 9.2 Vendor and manufacturer's warranties and certifications are attached hereto as Exhibit B, and incorporated in full by this reference. The Warranty Period Zoll Medical Corporation Page 3 FEE., shall commence on the date the Equipment is accepted by the City. All warranty repair work shall be conducted by Vendor. 10. ASSIGNMENT OR SUBCONTRACTING The terms, covenants, and conditions contained herein shall apply to and bind the heirs, successors, executors, administrators and assigns of the Parties. Furthermore, neither the performance of this Agreement nor any portion thereof may be assigned or subcontracted by Vendor without the express written consent of City. Any attempt by Vendor to assign or subcontract the performance or any portion thereof of this Agreement without the express written consent of City shall be invalid and shall constitute a breach of this Agreement. 11. TERMINATION 11.1 In the event that either Party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that Party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days after receipt of written notice of default specifying the nature of such default and the steps necessary to cure such default, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting Party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, or thereafter fails to diligently take steps to cure the default, the non - defaulting Party may terminate the Agreement forthwith by giving to the defaulting Party written notice thereof. City shall be refunded all money paid for Equipment not delivered and accepted by City at time of termination within thirty (30) calendar days. Cause for default shall further be defined as any breach of this Agreement, any misrepresentation or fraud on the part of the Vendor and /or filing of any petition in U.S. Bankruptcy Court or entering of Bankruptcy by Vendor. 11.2 Notwithstanding the above provisions, either party shall have the right, at its sole discretion without cause, of terminating this Agreement at any time by giving seven (7) calendar days prior written notice to the other party. In the event of termination under this Section, City shall pay Vendor for services satisfactorily performed and costs incurred up to the effective date of termination for which Vendor has not been previously paid. City shall be refunded all money paid for Equipment not delivered and accepted by City at time of termination within thirty (30) calendar days. On the effective date of termination, Vendor shall deliver to City all equipment, reports, documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 12. CONSENT TO BREACH NOT WAIVER No term or provision of this Agreement shall be deemed waived and no breach excused, unless such waiver or consent shall be in writing and signed by the Party claimed to have waived or consented to such breach. Any consent by any Party to, or waiver of, a breach by the other, whether express or implied, shall not constitute consent to, waiver of, or excuse for any other different or subsequent breach. Zoll Medical Corporation Page 4 ifbl 13. REMEDIES NOT EXCLUSIVE The remedies for breach set forth in this Agreement are cumulative as to one (1) another and as to any other provided by law, rather than exclusive; and the expression of certain remedies in this Agreement does not preclude resort by either Party to any other remedies provided by law. 14. PERFORMANCE AND FAITHFUL PERFORMANCE BOND Vendor shall perform all work under this Agreement, taking necessary steps and precautions to perform the work to City's satisfaction. Vendor shall be responsible for the professional quality, technical assurance, timely completion and coordination of all documentation and other Equipment or services furnished by the Vendor under this Agreement. Vendor shall perform all work diligently, carefully, and in a good and workman -like manner; shall furnish all labor, supervision, machinery, equipment, materials, and supplies necessary therefore; shall at its sole expense obtain and maintain all permits and licenses required by public authorities, including those of City required in its governmental capacity, in connection with performance of the work; and, if permitted to subcontract, shall be fully responsible for all work performed by subcontractors. 15. INDEMNIFICATION 15.1 To the fullest extent permitted by law, Vendor shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers, and employees (collectively, the "Indemnified Parties ") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, reasonable attorney's fees, disbursements and court costs) (individually, a Claim; collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly) to any work performed or services provided under this Agreement including, without limitation, defects in workmanship or materials (including the negligent and /or willful acts, errors and /or omissions of Vendor, its principals, officers, agents, employees, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). 15.2 Notwithstanding the foregoing, nothing herein shall be construed to require Vendor to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Vendor. Zoll Medical Corporation Page 5 11 -8 16. CHARGES AND LIENS Vendor shall pay promptly all indebtedness for labor, materials and equipment used in performance of the work. Vendor shall not permit any lien or charge to attach to the Equipment, but if any does so attach, Vendor shall promptly procure its release and, in accordance with the requirements of Section 15 above, indemnify, defend, and hold City harmless and be responsible for payment of all costs, damages, penalties and expenses related to or arising from or related thereto. 17. INSURANCE Without limiting Vendor's indemnification of City, and prior to commencement of work, Vendor shall maintain in full force during the term of this Agreement the following insurances and limits not less than those specified: (a) Worker's Compensation and Employers' Liability complying with any statutory requirements; (b) Comprehensive General Liability Insurance including a broad form Property Damage endorsement with a One Million Dollar ($1,000,000) combined single limit each occurrence, Two Million Dollars ($2,000,000) General Aggregate; (c) Comprehensive Auto Liability (including the owned, non - owned, and hired automobile hazards) with a One Million Dollar ($1,000,000) combined single limit each occurrence; (d) Contractual Liability with One Million Dollars ($1,000,000) combined single limit each occurrence. If City so desires, these limits may be increased or decreased. 18. CHANGE OF OWNERSHIP Vendor agrees that if there is a change or transfer in ownership of Vendor's business prior to completion of this Agreement, the new owners shall be required under terms of sale or other transfer to assume Vendor's duties and obligations contained in this Agreement and complete them to the satisfaction of City. 19. FORCE MAJEURE Vendor shall not be assessed with liquidated damages or unsatisfactory performance penalties during any delay beyond the time named for the performance of this Agreement caused by any act of God, war, civil disorder, employment strike or other cause beyond its reasonable control, provided that Vendor gives written notice of the cause of the delay to City within forty -eight (48) hours of the start of the delay and Vendor avails itself of any available remedies. 20. CONFIDENTIALITY Vendor agrees to maintain the confidentiality of all City and City - related records and information pursuant to all statutory laws relating to privacy and confidentiality that currently exist or exist at any time during the term of this Agreement. All such records and information shall be considered confidential and kept confidential by Vendor and Vendor's staff, agents, employees and subcontractors. Zoll Medical Corporation Page 6 FKAR&I 21. FREIGHT (F.O.B. SHIPPING POINT) The Purchase Price includes shipment and delivery of Equipment to Vendor. Vendor assumes full responsibility for all transportation, transportation scheduling, packing, handling, insurance, and other services associated with delivery of all products deemed necessary under this Agreement. 22. TERMS AND CONDITIONS Vendor acknowledges that it has read and agrees to all terms and conditions included in this Agreement. 23. SIGNATORIES AUTHORITY Each person executing this Agreement expressly warrants that he or she is authorized to do so on behalf of the entity for which he or she is executing this Agreement. The City and Vendor represent and warrant that this Agreement is executed voluntarily, with full knowledge of its significance. 24. STANDARD PROVISIONS 24.1 Recitals. City and Vendor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference. 24.2 Compliance with all Laws. Vendor shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. 24.3 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the Parties hereto, and all preliminary negotiations and Agreements of whatsoever kind or nature are merged herein. No verbal contract or implied covenant shall be held to vary the provisions herein. 24.4 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Exhibits attached hereto, the terms of this Agreement shall govern. 24.5 Amendments. This Agreement may be modified or amended only by a written document executed by both Vendor and City and approved as to form by the City Attorney. 24.6 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. The California Commercial Code shall be the controlling law for the terms of this Agreement. Zoll Medical Corporation Page 7 P66[/] 24.7 Equal Opportunity Employment. Vendor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, age or any other impermissible basis under law. 24.8 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 24.9 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 24.10 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing Party shall not be entitled to attorneys' fees. 24.11 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. [SIGNATURES ON NEXT PAGE] Zoll Medical Corporation 11 -11 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATTORNEY'S OFFICE a California municipal corporation and charter city Date: C Date: By: 42-N By: Aar n . Harp U,I,A told II Rush N. Hill, II City ttorney Mayor ATTEST: Date: By: Leilani I. Brown City Clerk Attachments: iCCiI�Z.iI! CONTRACTOR: CORPORATION, corporation Date: ZOLL MEDICAL a Massachusetts By: John Bergeron Vice President & Corporate Treasurer Date: By: Steven K. Flora Vice President, North American Sales [END OF SIGNATURES] Exhibit A: Item Listing and Pricing for Cardiac Monitors (Quotation 174123 V:5) and Newport Beach Fire Department Technical Support & On -Site Service Exhibit B: Warranty Information Zoll Medical Corporation Page 9 11 -12 EXHIBIT A Item Listing and Pricing for Cardiac Monitors (Quotation 174123 V:5) and Newport Beach Fire Department Technical Support & On -Site Service Zoll Medical Corporation Page A -1 11 -13 ZOLL TO: Newport Beach Fire Department 3300 Newport Boulevard Newport Beach, CA 92663 Attn: Cathy Ord email: cordOnbfd.net Tel: 949 - 644.3385 ZOLL Medical Corporation Worldwide HeadQuarters 269 MITI Rd Chelmsford, Massachusetts 01824 -4105 (978) 421 -9655 Main (800) 348-9011 (978) 421 -0015 Customer Support FEDERAL IDP: 04- 2711626 QUOTATION 174123 V:5 DATE: October 17, 2014 TERMS: Net 30 Days FOB: Shipping Point FREIGHT: Free Freight ITEM MOUELNUMBER DESCRIPTION CITY. UNIT PRICE DISC PRICE TOTAL PRICE 1 601- 2221010 -01 X Serles 0 Manuel MoNtadDel@rillaODr $14,995 17 536,280.00 523,582.00 5400,894.00 with 4 trace tri -mode display monitor/ defibrillator/ printer, advisory algorithm, advanced communications package(Vit Bluetooth, USE cellular modem capable) USB data transfer capable and large 6.5 "( 16.5cm) diagonal screen, full 12 ECG lead view with both dynamic and static 12 -lead mode display. Acoesearles Included: • Six (6) foot 3- Lead ECG cable • MFC cable • MFC CPR connector • A/C power adapter/ battery charger • A/C power cord • One (1) roll printer paper • 6.6 AT U -ion battery Carry case • Declaration of Conformity • Operators Manual • Quick Reference Guide • One (1) -year EMS warranty Advanced Options: ZOLL Noninvasive Pacing Technology: 22,550 Meslmo Pulse Oxlmelry SP02 $1,795 • Signal Extraction Technology (SET) • Rainbow SET NIBP Welch Allyn Includes: $3,495 • Smar cuff 10 foot Dual Lumen hose • SureBP Reusable Adult Medium Cuff This quote is made subject to ZOLL's standard commercial terms and conditions JZOLL T's +C'sl which Panel Subtotal arc INa nla an h... n .—Iis n I I euna In marmite. In lhle nunlallnn rill hit tlmmoel In $400,894.00 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 QUOTED ARE VALID FOR 60 DAYS. 3. APPLICABLE TAX ADDITIONAL. 4. ALL PURCHASE ORDERS ARE SUBJECT TO CREDIT APPROVAL BEFORE ACCEPTABLE BY ZOLL 5. FAX PURCHASE ORDER AND QUOTATION TO ZOLL CUSTOMER SUPPORT AT 978421.0015 OR EMAIL TO ESALES @ZOLL.COM. 6. ALL DISCOUNTS OFF LIST PRICE ARE CONTINGENT UPON PAYMENT WITHIN AGREED UPON TERMS. 7. PLACE YOUR ACCESSORY ORDERS ONLINE BY VISITING www.zollwebstore.com Catherine Prophet Sr. EMS Account Executive 949436 -4369 Page 1 11 -14 ZOLL TO: Newport Beach Fire Department 3300 Newport Boulevard Newport Beach, CA 92663 Attn: Cathy Ord email: cord(dlnbfd.net Tel: 949 - 644 -3385 ZOLL Medical Corporation Worldwide HeadQuarters 269 MITI Rd Chelmsford, Massachusetts 01824 -4105 (978) 421 -9655 Main (800) 348-9011 (978) 421 -0015 Customer Support FEDERAL IDa: 04- 2711626 QUOTATION 174123 V:5 DATE: October 17, 2014 TERMS: Net 30 Days FOB: Shipping Point FREIGHT: Free Freight ITEM MODELNUMBER DESCRIPTION CITY. UNIT PRICE DISC PRICE TOTAL PRICE End Title[ Carbon Dkedde manhodng (ETCO2) Oddlon Mloosbeam Technology: $4,995 Order required Microslream tubing sets separately letefpfat V" 12 -Lead ECG: $8,450 • 12 -Lead ons step ECG cable- includes 4- Lead limb lead cable and removable precordial 6- Lead set 2 8 0 0 0 - 0 3 3 0 Sp02 Rainbow Reusable Patent Cable: Connects to 17 $295.00 $191.75 $3,259.75 LNCS Single Use and Reusable Sensors (4 ft) 3 8000 -0294 Sp02 LNCS Adult Reusable Sensor IT each) 17 $295.00 $191.75 $3,259.75 4 8 0 0 0- 0 5 8 0- 0 1 Six hour rechargeable Smart battery 34 $495.00 $321.75 510,939.50 5 8 3 0 0. 0 2 5 0. 0 1 SurePower Charger Adapter 34 $97.00 $63.05 $2,143.70 6 Estimated Sales Tat 8% $33,639.74 7 8778-100011 1Year On- Site Service at Time of Sale 17 S1,145.00 S1,145.00 $19,465.00 This quote is made subject to ZOLL's standard commercial terms and condltlons(ZOLL T's +C's) which Page 2 Subtotal A.? .,,..h..,He, ro n I [--d I..,.... m rm..—I.e.n -In h. d..d m $473,601.44 Incorporate ZOLL T's +C's. Any modification of the ZOLL T's +C's must be sot 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 RO 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 QUOTED ARE VALID FOR 60 DAYS. 3. APPLICABLE TAX ADDITIONAL. 4. ALL PURCHASE ORDERS ARE SUBJECT TO CREDIT APPROVAL BEFORE ACCEPTABLE BY ZOLL 5. FAX PURCHASE ORDER AND QUOTATION TO ZOLL CUSTOMER SUPPORT AT 978421 -0015 OR EMAIL TO ESALES@ZOLL.COM. 6. ALL DISCOUNTS OFF LIST PRICE ARE CONTINGENT UPON PAYMENT WITHIN AGREED UPON TERMS. 7. PLACE YOUR ACCESSORY ORDERS ONLINE BY VISITING www.zollwebstore.com. Catherine Prophet Sr. EMS Account Executive 949 - 436 -4369 Page 2 11 -15 ZOLL TO: Newport Beach Fire Department 3300 Newport Boulevard Newport Beach, CA 92663 Attn: Cathy Ord email: cordonbfd.net Tel: 949-644 -3385 ZOLL Medical Corporation Worldwide HeadQuarters 269 MITI Rd Chelmsford, Massachusetts 01824 -4105 (978) 421 -9655 Main (800) 348-9011 (978) 421 -0015 Customer Support FEDERAL IDa: 04- 2711626 QUOTATION 174123 V:5 DATE: October 17, 2014 TERMS: Net 30 Days FOB: Shipping Point FREIGHT: Free Freight ITEM MODEL NUMBER DESCRIPTION QTY. UNIT PRICE DISC PRICE TOTAL PRICE 8 8778. 0 1 1 4 1 Year. 1 Preventative Maintenance (at time of equipment 17 5230.00 $230.00 53,910.00 "let 9 5001 -9928 ZOLL ESerlm w/Pacing, 12 lead +3 parameters or 8 (58,500.00) (568,000.00) ' me. m Trade -In 'Reflects Discount Pricing.' 'Trade -In Value valid if all units purchased are in good operational and cosmetic Condition, and include all standard accessories such as paddles. cables, etc. Customer assumes responsibility for shipping trade -in equipment to ZOLL Chelmsford within 60 days of receipt or new equipment. Customer agrees to pay cash value for trade -in equipment not shipped to ZOLL on a timely basis. 9 his quote is valid for 60 days; however, ZOLL will gt iarantee the unit pricing on this quote for a period of (2 y ars) from date of purchase against this quote. Trade In v lues a guaranteed only through 12/3112014" This quote Is made subject to ZOLUs standard commercial terms and conditions (ZOLL T's +C's) which TOTAL .o. ,hl. r. an onh... non-10 n 1 1. ,od In . .o in rhl. ,.ud„o —ill ho eon,.,od m I 5409,511.44 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 Sala 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 QUOTED ARE VALID FOR 60 DAYS. 3. APPLICABLE TAX ADDITIONAL. 4. ALL PURCHASE ORDERS ARE SUBJECT TO CREDIT APPROVAL BEFORE ACCEPTABLE BY ZOLL. 5. FAX PURCHASE ORDER AND QUOTATION TO ZOLL CUSTOMER SUPPORT AT 978-021 -0016 OR EMAIL TO ESALES @ZOLL.COM. 6. ALL DISCOUNTS OFF LIST PRICE ARE CONTINGENT UPON PAYMENT WITHIN AGREED UPON TERMS. 7. PLACE YOUR ACCESSORY ORDERS ONLINE BY VISITING www.zollwebstore.com Page 3 Catherine Prophet Sr. EMS Account Executive 949 -0364369 11 -16 NEWPORT BEACH FIRE DEPARTMENT TECHNICAL SUPPORT AND ON -SITE SERVICE ZOLL Medical Corporation provides technical assistance through our Technical Support Department. Should the ZOLL equipment require service, contact the Technical Support Department directly. Technical Su000rt Hours of Coverage Technical Support is available to all ZOLL Customers free of charge through our Technical Support Help Desk by calling 1- 800 - 348 -9011. Monday through Friday from 8:30 AM to 6:00 PM EST. The Technical Support Representative will require the following pertinent information to open a Service Request: • Unit Serial Number • Description of the complaint • Department where the equipment is being used • Patient information if applicable • ECG strips if available • Purchase Order number if the device is out of warranty This information will assist us in performing a full evaluation when the product is received at our Depot. You will be given an RMA number to track the return of your product. Emergency Service Outside the coverage identified above, Technical Support is available to all ZOLL Customers on an emergency basis 7 days a week. Emergency Support is available by calling 1- 800 - 348 -9011. On -Site Service ZOLL On -Site is specifically designed for customers that require an on -site service plan. In addition to our standard free service, ZOLL On -Site provides the expertise of our factory trained ZOLL Feld Support Technicians. Terms Within 48 hours of contact to Technical Support, a Field Support Representative will be on -site during normal business hours to respond to the customer's needs. If the On -Site contract covers multiple devices, located in multiple stations, you must provide one or two primary centrally located stations. In the event of a device problem, the device should be made available to the ZOLL Field Support Technician during the scheduled on -site visit at one of the two centrally located stations. A primary and back -up contact must be provided to the ZOLL Field Support Technician for all communication. Only closed box repairs can be completed on -site (i.e. software updates, software reloading, handle replacement, external cable replacement). Updated: 10/1512014 11 -17 Technical Support Help Desk will dispatch a service loaner to your facility. A Service Loaner is available at no charge during the repair analysis process and is shipped to arrive before 10 AM the next business day. Service Provided by On -Site Service The following services will be provided by a ZOLL field technician during the scheduled on -site visit: • Troubleshoot device(s) and /or accessories under contract. • Place calls with the Technical Support Help Desk to open Service Requests and obtain a Return Authorization Number for devices requiring ZOLL Depot repair /evaluation. • Coordinate service loaner deployments with ZOLL's Technical Support Help Desk. • Functionally test and assist in the deployment of service loaners or customer devices, including: • loading custom device configurations; • attaching carrying cases/ bags; • attaching mounting brackets; • connecting accessories; and • establishing communications (pairing BT, Wi -R, etc...). • Perform authorized on -site device repairs. • Package (or un- package) service loaners and customer units under contract for shipment to (or returned from) ZOLL. • Provide answers or guidance to assure that any issues or questions you or your staff may have are addressed. • Provide product training as required. • Perform device software updates with the permission of the customer. • Review battery chargers and battery management. Cycle batteries as required. Depot Repairs Repairs are performed in the Service Depot located at ZOLL Corporate in Chelmsford, MA. ZOLL Service Technicians are highly skilled individuals that are trained in accordance with the Technical Service Standard Operating Procedures. Training is required to be completed prior to evaluating and repairing any device. Technicians are also required to be trained on any updates to these procedures as they occur. Training requirements, procedures and records are retained electronically in the ZOLL Training System (ZTS) database. ZOLL is committed to providing the highest level of quality in the servicing of all ZOLL products. Updated: 1 011 512 01 4 f666i All repaired products go through an integral recertification process prior to being returned to you. This includes devices that undergo a repair or an evaluation which determines that a repair is not required, as the evaluation may include disassembly of the product. This process recertifies your device for clinical use. On -Site Service for Preventive Maintenance (Purchased separately) The Preventive Maintenance inspection of WILL manufactured devices must be purchased separately from the On -Site Service program. ZOLL recommends that Preventive Maintenance be performed on most devices (refer to the devices Operator's Manual). A Preventive Maintenance program through ZOLL verifies that your ZOLL Defibrillators are operating to specification. Should the Preventive Maintenance service be purchased, a ZOLL factory trained PM and Deployment Technician will be scheduled to provide annual on -site preventive maintenance at one or two centrally located stations. A primary and back -up PM contact must be provided to the ZOLL Feld Support Technician for all communication and scheduling. ZOLL will work with a PM Contact provided to coordinate the Preventive Maintenance. Updated: 1011512014 FERFA EXHIBIT B WARRANTY AND SERVICE INFORMATION EMS ONE YEAR PRODUCT LIMITED WARRANTY ZOLL Medical Corporation (ZOLL) warrants to the Customer that from the date of shipment from ZOLL's facility, the equipment (constituting the Defibrillators and Battery Chargers) will be free from defects in material and workmanship under normal use and service for the period of one (1) year from the date of shipment. The Factory Warranty covers all parts, labor, shipping and insurance costs for the repair of the equipment. A Service Loaner is provided at no charge for use during the repair. During such one -year period ZOLL will, at no charge to the Customer, either repair or replace (at ZOLL's sole option) any part of the equipment found to be defective in material or workmanship. If ZOLL's inspection detects no defects in material or workmanship, ZOLL's regular service charges shall apply. Accessories (constituting the cables, paddles, Sp02 sensors, single battery chargers and electrodes) shall be warranted for 90 days from date of shipment. During such period ZOLL will, at no charge to the Customer, either repair or replace (at ZOLL's sole option) any part of the accessories found by ZOLL to be defective in material or workmanship. If ZOLL's inspection detects no defects in material or workmanship; ZOLL's regular service charges shall apply. ZOLL shall not be responsible for any equipment defect, the 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; (ii) the use of the equipment with any associated or complementary equipment, accessory or software not supplied by ZOLL(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; or (v) installation or wiring of the equipment other than in accordance with ZOLL's instructions. This warranty does not cover items subject to normal wear and burnout during use, including but not limited to lamps, fuses, batteries, patient cables and accessories. The foregoing warranty does not apply to software included as part of the equipment (including software embodied in read -only memory, known as "firmware "). THE WARRANTY SET FORTH HEREIN IS EXCLUSIVE AND ZOLL EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES WHETHER WRITTEN, ORAL, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Zoll Medical Corporation Page B -1 i66Z/]