Guest guest Posted January 20, 2005 Report Share Posted January 20, 2005 Services Agreement with [EMS name] This Services Agreement (hereinafter referred to as the " Agreement " ) is entered into on _______________________ by and between [EMS name], (hereinafter referred to as the " EMS " ), and WIND Foundation (hereinafter referred to as the " Foundation " ). I. RECITALS Whereas, the EMS desires to obtain the service of the Foundation to obtain funds for purchasing a new ambulance from [Fraser], and the Foundation desires to provide to the EMS such service; [Where, the EMS desires to obtain the services of the Foundation to prepare an application for [Name of grant]; Now, Therefore, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: II. DEFINITIONS Unless the context otherwise requires, the following terms when used in this Agreement (including the recitals) shall have the following meanings: " Foundation " shall have the meaning set forth in the preamble of this Agreement. " EMS " shall have the meaning set forth in the preamble of this Agreement. " Services " shall mean all services described in Article III of this Agreement that are to be provided by the Foundation in accordance with the terms set forth herein. III. SERVICES A. Services. The EMS would like the Foundation to assist the EMS with the following (the " Services " ): [list of services that the EMS needs the Foundation's help with, such as the following. Be specific.] 1. Provide the EMS with a grant in the maximum amount of [____] dollars [$___] for the sole purpose of purchasing an ambulance from [Fraser]; and 2. Prepare the EMS' application for the [name of grant]]. B. The EMS acknowledges that the Foundation will not provide any funding for furnishing the ambulance chassis with supplies of any kind, nor will the Foundation be responsible for providing any financial support beyond the grant amount in Section III.A.1 to the EMS. The EMS agrees that it shall be solely responsible for any amounts due to the ambulance seller that is in excess of this grant amount. C. The Foundation agrees to use good faith and commercially reasonable efforts to assist the EMS with the Services. The EMS acknowledges that the Foundation may not be able to assist the EMS with the Services even when the Foundation has used good faith and commercially reasonable efforts in the Foundation's efforts to assist the EMS with the Services. D. The EMS agrees to fully cooperate with the Foundation's efforts to assist the EMS with the Services. In the event that the EMS does not fully cooperate with the Foundation's commercially reasonable requests made in the course of the Foundation's efforts to assist the EMS with the Services, the Foundation shall be excused from any and all resulting consequences of the Foundation's actions to obtain or attempts to obtain the Services for the EMS. IV. TERM The term of this Agreement shall commence on [Date] and shall continue until the Services have been completed. The Foundation may terminate this Agreement in its sole discretion upon at least thirty (30) days prior written notice to the EMS. This Agreement may be amended from time to time by written instrument authorized by both parties and signed by the Foundation and the EMS. V. INDEMNITY A. The EMS agrees and acknowledges that the Foundation will not indemnify, defend and hold the EMS harmless from and against any loss, liability, claim, suit, injury, costs, damage or expense, including reasonable attorney fees, which may arise out of, result from, or relate to any act, failure to act, duty or operation of the Foundation arising under this Agreement, including, but not limited to, the Foundation's provision of the Services or alleged failure to provide competent Services under this Agreement. B. The EMS agrees to indemnify, defend and hold the Foundation harmless from and against any loss, liability, claim, suit, injury, costs, damage or expense, including reasonable attorney fees, relating to the EMS' misrepresentation, whether intentional or not, of any information provided by the EMS to the Foundation. VI. WARRANTY A. THE FOUNDATION HEREBY DISCLAIMS ANY AND ALL WARRANTIES RELATING TO ANY OF THE SERVICES, INCLUDING WITHOUT LIMITATIONS TO THE WARRANTY OF FITNESS FOR ANY PARTICULAR PURPOSE AND THE WARRANTY OF HABITABILITY. VII. INSURANCE The Foundation provides no insurance for the ambulance, the EMS Service will have to provide copys to Frazer before the Ambulance is released. VIII. MISCELLANEOUS. A. Entire Agreement. This Agreement constitutes the entire Agreement between the EMS and the Foundation concerning the subject matter hereof, and there are no agreements, understandings, warranties or representations among the Parties, except as set forth herein. No amendment or supplement hereto shall be valid unless in writing and signed by both parties. B. Agency. The EMS acknowledges that the EMS is not an agent of the Foundation. C. Notices. Notices shall be in writing and shall be served by certified mail, express delivery mail, [or e-mail] effective upon receipt by the other party. All notices shall be address to the following addresses: To the Foundation: To the EMS: WIND Foundation __________________________ [Address] [Address] Attn: ___________________ Attn: ______________________ D. Governing Law. This Agreement shall be interpreted, construed and enforced in accordance with the laws of the State of Texas, applied without giving effect to any conflicts-of-law principles. E. Captions. The captions or headings in this Agreement are made for convenience and general reference only and shall not be construed to describe, define or limit the scope or intent of the provisions of this Agreement. F. Severability. The provisions of this Agreement shall be severable and if any provisions shall be invalid or void or unenforceable in whole or in part for any reason, the remaining provisions shall remain in full force and effect. G. Counterparts. This Agreement may be executed in several counterparts, each of which, when so executed, shall be deemed to be an original, and such counterparts shall, together, constitute and be one and the same instrument. H. Binding Effect Assignment. This Agreement shall be binding on and shall inure to the benefit of the parties hereto, and their respective successors and assigns, and no other person shall acquire or have any right under or by virtue of this Agreement. No party may assign any right or obligation hereunder without the prior written consent of the other party; provided, however, that the Foundation may subcontract the Services to a third party. I. Costs of Enforcement. In the event that either the EMS or the Foundation files suit in any court against the other party to enforce the terms of this Agreement against the other party or to obtain performance by it hereunder, the prevailing party will be entitled to recover all reasonable costs, including reasonable attorneys' fees, from the other party as part of any judgment in such suit. The term " prevailing party " shall mean the party in whose favor a final judgment after appeal (if any) is rendered with respect to the claims asserted in the complaint. " Reasonable attorneys' fees " are those attorneys' fees actually incurred in obtaining a judgment in favor of the prevailing party. J. Construction. Whenever the context requires, the gender of all words used in this Agreement includes the masculine, feminine, and neuter. Terms defined in the singular have the corresponding meanings in the plural, and vice versa. The word " including " means " including, but not limited to. " The words " hereof, " " hereby, " " herein, " " hereunder " and similar terms in this Agreement shall refer to this Agreement as a whole and not any particular section or article in which such words appear. Whenever this Agreement refers to a number of days, such number shall refer to calendar days unless business days are specified. WHEREBY the parties hereby acknowledge and agree to the above on this ______ day of ___________________: [EMS Name] Name: Title: WIND Foundation Name: Title: Quote Link to comment Share on other sites More sharing options...
Guest guest Posted January 20, 2005 Report Share Posted January 20, 2005 I've watched all the goings on about Wind Foundation, the arguments, the tempers flaring, etc. My take on it is that while they might be a legitate organization, they would make a lot better impression on the EMS world if their spokesman practiced proper spelling and decent grammar. I'm not impressed with someone who is not capable of adequately communicating in the language in which he or she has chosen. Carol > > > Hello every body I need Address To send the Information that been > requested it will be sent free Of charge.!!! > > also it seems that we here have a vass number of people that have a > lot to say but do very little I am up for the challenge. We never > asked for a donation, just cost of mailing. and some have said join > an Philantropic organization there is two here in Houston at a cost > of $1,000.00 a month the secound wants $10,000.00 down and $1,000.00 > a month they do give advise at a cost. We never stated that we > already have the money if you would have read my letter, it stated > we are a newly formed Foundation. there is not an Foundaton in the > country that is doning what we are doing. check it out. we paid and > attorney to investigate it. that was my cost at $1,000.00 year to > date I have spent 15,000.00 dollars of my own money to get this set > up. I not going to take donted money and spend it on web sites and > stuff I just dont need right now. we now have someone that is > donating the cost to build maintain and get an domaine name for us. > that how we keep cost down. So that when we have a black tie dinner > at $500.00 a plate at the river oaks grill, that is our next > fundraiser that is half way booked up. that money will go towards > the $324,000.00 to purchase 4 frazer ambulances. our grantees will > have to put in an order perchase with Mr. at frazer then, > send us a copy;. Then the grante is released to the grantee. > > > > > > > > Quote Link to comment Share on other sites More sharing options...
Guest guest Posted January 20, 2005 Report Share Posted January 20, 2005 I've watched all the goings on about Wind Foundation, the arguments, the tempers flaring, etc. My take on it is that while they might be a legitate organization, they would make a lot better impression on the EMS world if their spokesman practiced proper spelling and decent grammar. I'm not impressed with someone who is not capable of adequately communicating in the language in which he or she has chosen. Carol > > > Hello every body I need Address To send the Information that been > requested it will be sent free Of charge.!!! > > also it seems that we here have a vass number of people that have a > lot to say but do very little I am up for the challenge. We never > asked for a donation, just cost of mailing. and some have said join > an Philantropic organization there is two here in Houston at a cost > of $1,000.00 a month the secound wants $10,000.00 down and $1,000.00 > a month they do give advise at a cost. We never stated that we > already have the money if you would have read my letter, it stated > we are a newly formed Foundation. there is not an Foundaton in the > country that is doning what we are doing. check it out. we paid and > attorney to investigate it. that was my cost at $1,000.00 year to > date I have spent 15,000.00 dollars of my own money to get this set > up. I not going to take donted money and spend it on web sites and > stuff I just dont need right now. we now have someone that is > donating the cost to build maintain and get an domaine name for us. > that how we keep cost down. So that when we have a black tie dinner > at $500.00 a plate at the river oaks grill, that is our next > fundraiser that is half way booked up. that money will go towards > the $324,000.00 to purchase 4 frazer ambulances. our grantees will > have to put in an order perchase with Mr. at frazer then, > send us a copy;. Then the grante is released to the grantee. > > > > > > > > Quote Link to comment Share on other sites More sharing options...
Guest guest Posted January 20, 2005 Report Share Posted January 20, 2005 I've watched all the goings on about Wind Foundation, the arguments, the tempers flaring, etc. My take on it is that while they might be a legitate organization, they would make a lot better impression on the EMS world if their spokesman practiced proper spelling and decent grammar. I'm not impressed with someone who is not capable of adequately communicating in the language in which he or she has chosen. Carol > > > Hello every body I need Address To send the Information that been > requested it will be sent free Of charge.!!! > > also it seems that we here have a vass number of people that have a > lot to say but do very little I am up for the challenge. We never > asked for a donation, just cost of mailing. and some have said join > an Philantropic organization there is two here in Houston at a cost > of $1,000.00 a month the secound wants $10,000.00 down and $1,000.00 > a month they do give advise at a cost. We never stated that we > already have the money if you would have read my letter, it stated > we are a newly formed Foundation. there is not an Foundaton in the > country that is doning what we are doing. check it out. we paid and > attorney to investigate it. that was my cost at $1,000.00 year to > date I have spent 15,000.00 dollars of my own money to get this set > up. I not going to take donted money and spend it on web sites and > stuff I just dont need right now. we now have someone that is > donating the cost to build maintain and get an domaine name for us. > that how we keep cost down. So that when we have a black tie dinner > at $500.00 a plate at the river oaks grill, that is our next > fundraiser that is half way booked up. that money will go towards > the $324,000.00 to purchase 4 frazer ambulances. our grantees will > have to put in an order perchase with Mr. at frazer then, > send us a copy;. Then the grante is released to the grantee. > > > > > > > > Quote Link to comment Share on other sites More sharing options...
Guest guest Posted January 20, 2005 Report Share Posted January 20, 2005 I don't have an agenda, and I haven't promoted myself in this thread. Don't know what you're referring to, but I'm amused to see that you're fixated on me. Mike On Fri, 21 Jan 2005 04:18:25 -0000, L. H. Pacchioni wrote: > > > So very happy to entertain. Now pull your head out and use that > caustic wit to benefit someone other than Mike . Try doing some > good rather than all the self-promotion and maybe you will find what > you seek - grasshopper. > > Larry > > > > > > > > > > > > I try not to say anything > > > > > in writing, from the security and anonymity of my computer, > that > > > > > I wouldn't say to someone's face. And I dare say a face to > face > > > > > conversation with the Wind Foundataion folks would not have > > > elicited > > > > > that language. > > > > > > > > Okay, so enlighten us. If you had asked J.C in person who his > board > > > > of directors was and his response had been to get in your face > and > > > > threaten you with a lawsuit, what would your response have been? > > > > > > > > Rob > > > > > > Quote Link to comment Share on other sites More sharing options...
Guest guest Posted January 20, 2005 Report Share Posted January 20, 2005 I don't have an agenda, and I haven't promoted myself in this thread. Don't know what you're referring to, but I'm amused to see that you're fixated on me. Mike On Fri, 21 Jan 2005 04:18:25 -0000, L. H. Pacchioni wrote: > > > So very happy to entertain. Now pull your head out and use that > caustic wit to benefit someone other than Mike . Try doing some > good rather than all the self-promotion and maybe you will find what > you seek - grasshopper. > > Larry > > > > > > > > > > > > I try not to say anything > > > > > in writing, from the security and anonymity of my computer, > that > > > > > I wouldn't say to someone's face. And I dare say a face to > face > > > > > conversation with the Wind Foundataion folks would not have > > > elicited > > > > > that language. > > > > > > > > Okay, so enlighten us. If you had asked J.C in person who his > board > > > > of directors was and his response had been to get in your face > and > > > > threaten you with a lawsuit, what would your response have been? > > > > > > > > Rob > > > > > > Quote Link to comment Share on other sites More sharing options...
Guest guest Posted January 20, 2005 Report Share Posted January 20, 2005 I don't have an agenda, and I haven't promoted myself in this thread. Don't know what you're referring to, but I'm amused to see that you're fixated on me. Mike On Fri, 21 Jan 2005 04:18:25 -0000, L. H. Pacchioni wrote: > > > So very happy to entertain. Now pull your head out and use that > caustic wit to benefit someone other than Mike . Try doing some > good rather than all the self-promotion and maybe you will find what > you seek - grasshopper. > > Larry > > > > > > > > > > > > I try not to say anything > > > > > in writing, from the security and anonymity of my computer, > that > > > > > I wouldn't say to someone's face. And I dare say a face to > face > > > > > conversation with the Wind Foundataion folks would not have > > > elicited > > > > > that language. > > > > > > > > Okay, so enlighten us. If you had asked J.C in person who his > board > > > > of directors was and his response had been to get in your face > and > > > > threaten you with a lawsuit, what would your response have been? > > > > > > > > Rob > > > > > > Quote Link to comment Share on other sites More sharing options...
Guest guest Posted January 20, 2005 Report Share Posted January 20, 2005 Wow, now this seems to have taken somewhat of a personal turn. That's interesting. My only comments on this entire issue have been that if an organization proposes to write grants for funds, then they should at least use a spell check, simple as that. The purpose of your comment was.......? Have you and I met at a time that I offended or irritated you? Just curious. Mike " Tater Salad " Hatfield EMT-P EMStock 2005!! Coming soon!!! www.emstock.com www.temsf.org RE: Re: Wind Foundation From: Steve , LP >>And I dare say a face to face >>conversation with the Wind Foundataion folks would not have elicited >>that language. Knowing the parties involved here, it is safe to say that none of them would have any issue whatsoever, in voicing those very same opinions face to face either. The important thing to remember is that although Rob, Mike and may all be a little rough around the edges sometimes, they ask very pointed and important questions. There are serious concerns I would raise from the beginning, namely, how someone who professes to lead an organization that will raise grant funds, has such difficulty mastering grammer. That fact alone leaves me asking more questions than I really care to know the answers to. Do we all misspell occasionally? Sure we do, but I haven't seen one post yet from Wind Foundation that utilized a spell check. How do you expect me to take them seriously? I'll leave this alone for now. Mike " Tater Salad " Hatfield EMT-P EMStock 2005!! Coming soon!!! www.emstock.com www.temsf.org Quote Link to comment Share on other sites More sharing options...
Guest guest Posted January 20, 2005 Report Share Posted January 20, 2005 " Hatfield, " <hatfield@n...> wrote: > > Have you and I met at a time that I > offended or irritated you? Just curious. Mike, I bet if Lonnie knew how much money you made off of selling that Tater Salad routine he would treat you with a little more respect! Rob Quote Link to comment Share on other sites More sharing options...
Guest guest Posted January 20, 2005 Report Share Posted January 20, 2005 " Hatfield, " <hatfield@n...> wrote: > > Have you and I met at a time that I > offended or irritated you? Just curious. Mike, I bet if Lonnie knew how much money you made off of selling that Tater Salad routine he would treat you with a little more respect! Rob Quote Link to comment Share on other sites More sharing options...
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