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3 <br />MEDTRONIC EMERGENCY RESPt~NSE SYSTEMS, INC~ <br />TECHNICAL SERVICE SUPPURT AGREEMENT TERMS AND CONDITIONS <br />REN~NAL TERMS <br />Medtronic Emergency Response 5"yrstems, Irrc's ~~Medtranic~~ acceptance of Customer's Technical Services Support Agreement <br />is expressly ~rsditioned on Gustamer"s assent to the terms set forth ire this document and its ada~iments. Medtronic agrees to <br />furnish the services ordered by Customer arrly err these terms, and Customer's acceptance of any portion of the goads and services <br />covered by this document shall canfrrm their acreptence by Customer. These terms constitute the complete agreement between the <br />parties and they shall govern any conlticting ar am'biguous terms an Customer's purchase order or on other documen#s submitted to <br />Medtronic by Custr~mer. These terms may not be revised in any manner without the prior written consent of an vf~cer al'Medtronic. <br />REPAiR SERVICES <br />[f "Repai~'servlr~s ere designated, subject to the Exclusions identified below, they shall include, fiar the designated Covered <br />Equipment, ell repair parts and materials required, ell required Medtronic service technician labor, and all related travel <br />expenses, Far mite ~ship~in}services, units will be retumed to Customer by Medtronic freight prepaid. <br />INSPECTIt~N SERVICES <br />If "Inspection" services are designated, Subject to the Exclusions identified below, they shall include, for the designated Covered <br />Equipment, v~eri~ca~an of proper instrument calibratiait, veri~catian that instrument mechanical operations and output <br />measurements ors consistent with applicable prodcsct specii~rcations, performance of an electri~l safety check in accordance with <br />iVeticanal Fire and Pratectian Guldeiines, all requlr~ed Medtronic servlc~ technic#arr labor acrd all related travel expenses,. ~'ar <br />offslte ~5hip-ire}services, units will be returned to Customer by Medtronic freight prepaid <br />Df~Ct~MEN~'ATION <br />Fol~wing each Repair andlor lnspec~on, Medtronic will provide Gustvmer with a wr~fen report of a~iorrs taken ar recommended <br />and identit~catian of any materials replaced or recarnmended for replarxmerrt. <br />l.QAN ERS <br />if a Medtronic product is designated as a unit ol: Covered Equipment for Repair 5ervlces and ne~ls to be removed from service to <br />complete repairs, an appropriate Loaner unit will be provided, ~" available, until the removed unit is retur7rred Customer assumes <br />complete responsib111ty for the Loaner and shall retum the Loaner to Medtronic in the same candit<on as received, at Customer's <br />expense, upon the earner of ttre return pf the removed unit or Medtrr~nic's request <br />EXCLUS1aNS <br />This Technicai Service Support Agreement does not include; supply yr repair of acx~ssvr7es or disposables ~e.g , pa#ient cables, <br />recorder paper, etc.); repair of damage caused by misuse, abuse, abnormal aperatirig conditions, operator errors, andlar cats of Gad; <br />repairs to retum err ins#rumentta normal operating ~gaipment at the tiara of initial service by Medtronic under this Technical <br />Service Support Agreement; case changes; repair or replacement of items Trot originally distributed or ir-stalfed by Medtronic; <br />and exclc~sicrtrs ern Schedule B to this Technical service S~rppart Agreement, if any, which apply to Covered Equipmen#. <br />SCHEDULE SERVICES <br />Designated Repair and Inspections Services will be performed at the designated service frequency and during designated service <br />hours except where service technicians are rendered urravailabte due to mandatary training cammftmerrts, in which case Medtronic <br />will provide alternate coverage. Customer is to ensnare Covered Equipment is available far Repair arrdlar lnspecti~rn at scheduled <br />times. ll" Covered equipment is not available as scheduled acrd Customer requests additional services tv be performmed yr if Medtronic <br />is requested to perform Repair or inspection services oat designated In this Technical Service Support Agreement due to the nature of <br />services selected, instruments involved not being Covered Equipment, request teasing outside orf designated service frequency or hours, <br />ar applir~tian of the Exclusions; Customer shall reimburse Medtronic at Medtronic's standard labor rates less 1 g°lo ~incltrding overtime, <br />if appropriate}, plus standard list prices for relatec# parts and materials less ~ 5°l0, plus actual travel costs incurred <br />PAYMENT <br />The cast of services performed by Medtronic shall be payable by Customer within thirty X30}days of Customer's receipt of Medtronic's <br />1nvnl~ for such other terms as Medtronic confm~s to Customer in writing}. Irr addition to tl~e coat of services performed, <br />Customer shall pay ar reimburse Medtronic far any tires assessed Med#ranic. if the number or canfiguratian of Covered <br />Equipment is altered during the Term afthis Technical Setvic~ SupportAgreement, the price ol: Services shall be adjusted eccardingly. <br />'~fA1~RAN"r"Y <br />Medtronic warrants Services performed under this Trwchnir~l Service Support Agreement and replacement parts provided in <br />erforrning such Services against defects !n material acrd workmanship for ninety ~gg7 days from the date a Service was performed or a <br />part was provided. Customer's sole rerrredy shall be reservicing the affected unit andlnr replacement of any perk determined to be <br />defective, without any additional Customer charge, provided Custrmer notifies Medtronic of any allegedly defe~ive oorsdifiivrr <br />within ten t1 Q}calendar days of ifs dCsaavery by Customer. Medtronic makes no other werrarsties, express or implied, including, <br />without limitation, N~ t~VARRANTY Qf~ MERCHANTABILITY QR FITNESS FQR A PARTICULAR PURPt~SE, AND IN NCB EVENT <br />Sl'IALL. MEDTRCINIC BE LIABLE FQR INCIgENTAL, GQNSEQt1ENT1AL,SPErIAL, DR OTHER DAMAGES. <br />Reference Number: S'72~2"T25 Renewal <br />~~nted:2l281~p47 Page 2 0#' 8 <br />