EHS Memorandum of Understanding - Appendix

1. Obligations of EHS:

EHS will:

a)    Keep confidential all personal information provided by the Recipient and upload the data to the AED registry that is being used at present by EHS to enact and fulfill the duties of the AED Registry Program.

b)    Provide the Recipient with promotional items (e.g., window decal, ownership label, and location posters) to be placed in and around the AED placement.

2. Obligations of Recipient:

Recipient will:

a)    Upon signing this Agreement, receive one AED approved by Health Canada from EHS, and one cabinet to house the AED. This AED and cabinet shall be known as a collaborative placement.

b)    Ensure that all appropriate supervisors/ management, owner(s), or staff members associated with the Recipient’s organization/location be available for a CPR/AED orientation via EHS paramedics/staff once the AED is presented to the location and cause such personnel to attend the orientation at a time and place as the parties may agree. Alternatively, if a recent CPR/AED course was taken by such staff, this can be waived.

c)     The AED Registry program coordinator will work with the required staff members and/or electricians to ensure that the cabinet is installed properly, in line with accessibility regulations, and in a spot deemed agreeable by all parties.

d)    As soon as practicable, and in any event no later than 30 days after installation of the AED and cabinet:

                         i.         Notify EHS and complete a paper or online provincial AED registration form identifying the provided AED as ‘public access’, as well as available during regular hours of operation on any public-facing map or application; and

                       ii.         incorporate the AED into its emergency response plan(s).

e)    Ensure that EMS providers and the EHS AED Registry, are notified immediately of any change in the location of the AED installed at the Recipient’s facility or outdoors.

f)      Notify the EHS AED Registry Program Coordinator in any of the following:

                         i.         Immediately, or as soon as practicable after an AED has been used during an emergency.

                       ii.         In the event of any indication of defective operation.

                      iii.         If they believe the AED and/or cabinet was stolen, damaged, or lost, providing as much information and detail as possible and known. A report will be filed with the most appropriate police agency and additional measures will be jointly taken to re-obtain the AED and/or cabinet. Collaboration between EHS and Recipient

3. Maintenance

a)    Maintenance of the AED (replacement of battery and pads at their set life expectancy) is the responsibility of the Recipient, unless otherwise agreed at time of signing of this MOU. Failure to replace the pads and battery at time of expiration will result in the AED being reclaimed by EHS/EMC.

b)    The Recipient, staff, designates, or volunteers agree to check the AED on a timely basis. It is recommended to check at least once a month or earlier if manufacturer guidelines suggest this.

c)     Mandatory registration of the AED and a point of contact on behalf of the Recipient will help keep track of expiry dates of the AED.

4. Press Releases – IF APPLICABLE

a)    The parties may mutually agree to participate in the issuance of a press release, to be drafted by EHS, publicly announcing the Recipient or location as a recipient of an AED and cabinet under the EHS AED Registry Program; and

b)    The parties mutually agree the Recipient provide EHS with all the relevant, non-confidential information for the purpose of EHS drafting and issuing a press release following the successful deployment of the AED, and any other success stories related to the EHS AED Registry Program; and

c)     If mutually agreed upon, a photo may be taken and posted on social media promoting the EHS AED Registry and the recent Recipient’s new ownership of an AED.

5. Disclaimers

EHS makes no representations or warranties, express or implied, regarding the condition, quality, durability, performance, or capacity of the AED, its accessories, or the cabinet, and assumes no liability in this regard.

6. Release

The Recipient releases and forever discharges EHS/EMC and its employees, agents, officers, directors, representatives, advisors, successors and assigns from and against any and all Claims whether asserted or unasserted, which the Recipient may now have or may hereafter have as a result of, without limitation, any loss, damage or injury to person or to property, howsoever caused, arising out of the use, deployment, storage, installation, maintenance or repair of the AED provided by EHS and purchased by the Recipient pursuant to this Agreement.

7. Independent Contractor

In performance of the services discussed herein, EHS and Recipient shall each be, and at all time are, acting and performing as an independent contractor, and not as a partner, a co-venturer, an employee, an agent, or a representative of the other. No employee or agent of one party to this Agreement shall be considered an employee or agent of the other party.

8. Amendment

No amendment, modification or variation of this Agreement shall be valid unless made in writing and executed by the parties in the same manner as this Agreement.

9. Waiver

The waiver by either party of a breach or violation of any provision in this Agreement shall not operate or be construed as a waiver of any subsequent breach or default of a similar nature, or as a waiver of any such provisions, rights or privileges hereunder.

10. Counterparts

This Agreement may be executed in counterparts and delivered by electronic transmission and the counterparts together shall constitute an original.

11. Governing Law

This Agreement shall be governed by the laws of the Province of Nova Scotia and the federal laws of Canada applicable therein.

12. Assignment

This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. This Agreement may not be assigned by the Recipient without the express written consent of EHS and such consent may be withheld.