Exhibit 10.70

FIRST AMENDMENT TO EXCLUSIVITY AGREEMENT

     This First Amendment (the “Amendment”) is made as of September 5, 2007, by and between Cardiac Science Corporation, a Delaware corporation f/k/a Cardiac Science, Inc. (“Supplier” or “Cardiac Science” or “CSC”), a medical device developer and manufacturer of automated external defibrillators having its principal place of business at 3303 Monte Villa Parkway, Bothell, Washington, USA 98021 and GE Medical Systems Information Technologies, Inc., a Wisconsin corporation d/b/a GE Healthcare (“GEMS-IT”), having its principal place of business at 8200 W. Tower Avenue, Milwaukee, WI 53223.

W I T N E S S E T H:

     WHEREAS, CSC and GEMS-IT are parties to that certain OEM Purchase and Supply Agreement dated July 29, 2003, as amended by (i) Addendum 1 thereto dated March 24, 2004 (“Addendum One”), (ii) Amendment One thereto dated August 10, 2004 (“Amendment One”), (iii) Second Amendment thereto dated February 14, 2005 (“Amendment Two”), and (iii) Third Amendment thereto dated June 10, 2005 (“Amendment Three”). The OEM Purchase and Supply Agreement, Addendum One, Amendment One, Amendment Two and Amendment Three are collectively referred to herein as the “OEM Purchase and Supply Agreement”.

     WHEREAS, CSC and GEMS-IT are also parties to that certain Exclusive Distribution Agreement dated June 10, 2005 (“Exclusivity Agreement”), which supplements the terms of the OEM Purchase and Supply Agreement.

     WHEREAS, CSC and GEMS-IT desire to supplement and further amend the Exclusivity Agreement as set forth herein.

     NOW THEREFORE, in consideration of the premises and other good and valuable consideration, t