Agreement

ls > CHANDLER
Es arizona

City Clerk Document No.
City Council Meeting Date:. 2/25/21

CITY OF CHANDLER
LABORATORY INFORMATION MANAGEMENT SYSTEM (LIMS)
AGREEMENT NO. IT9-208-4063

THIS AGREEMENT (Agreement) is made and entered into by and between the City of Chandler, an Arizona
municipal corporation (City), and Accelerated Technology Laboratories, Inc., a North Carolina corporation,
(Contractor), (City and Contractor may individually be referred to as Party and collectively referred to as
Parties) and made , 20 {Effective Date).

RECITALS

A. City proposes to purchase Sample Master Pro Web, a hosted web-based solution, comprised of
implementation services and annual support and maintenance services, as more fully described in Exhibit
A, which is attached to and made a part of this Agreement by this reference.

B. Contractor is ready, willing, and able to provide the services described in Exhibit A for the compensation
and fees set forth and as described in Exhibit B, which is attached to and made a part of this Agreement
by this reference.

C. City desires to contract with the Contractor to provide these services under the terms and conditions
set forth in this Agreement.
AGREEMENT

NOW, THEREFORE, in consideration of the premises and the mutual promises contained in this
Agreement, City and Contractor agree as follows:

SECTION I: DEFINITIONS

For purposes of this Agreement, the following definitions apply:

Agreement means the legal agreement executed between the City and the Contractor
City means the City of Chandler, Arizona

Contractor means the individual, partnership, or corporation named in the Agreement
Days means calendar days

May, Should means something that is not mandatory but permissible

Shall, Will, Must means a mandatory requirement

SECTION EH: CONTRACTOR'S SERVICES

Contractor must perform the services described in Exhibit A to the City's satisfaction within the terms and
conditions of this Agreement and within the care and skill that a person who provides similar services in
Chandler, Arizona exercises under similar conditions. All work or services furnished by Contractor under
this Agreement must be performed in a skilled and workmanlike manner. Unless authorized by the City
in writing, all fixtures, furnishings, and equipment furnished by Contractor as part of the work or services
under this Agreement must be new, or the latest model, and of the most suitable grade and quality for the
intended purpose of the work or service.

SECTION III: PERIOD OF SERVICE

Contractor must perform the services described in Exhibit A for the term of this Agreement.

Following execution of this Agreement by City, the Contractor will commence work and will complete all
implementation services described within six months from the date the Contractor is notified to proceed.

The term of the on-going Support and Maintenance Agreement is one year, and begins on the date of go-
live unless sooner terminated in accordance with the provisions of this Agreement. The City and the
Contractor may mutually agree to extend the Agreement for up to five additional terms of one year each,
or portions thereof. The City reserves the right, at its sole discretion, to extend the Agreement for up to 60
days beyond the expiration of any extension term.

SECTION IV: PAYMENT OF COMPENSATION AND FEES

Unless amended in writing by the Parties, Contractor's compensation and fees as more fully described in
Exhibit B for performance of the services approved and accepted by the City under this Agreement must
not exceed $73,799. Contractor must submit requests for payment for services approved and accepted
during the previous billing period and must include, as applicable, detailed invoices and receipts, a
narrative description of the tasks accomplished during the billing period, a list of any deliverables
submitted, and any subcontractor's or supplier's actual requests for payment plus similar narrative and
listing of their work. Payment for those services negotiated as a lump sum will be made in accordance
with the percentage of the work completed during the preceding billing period. Services negotiated as a
not-to-exceed fee will be paid in accordance with the work completed on the service during the preceding
month. All requests for payment must be submitted to the City for review and approval. The City will make
payment for approved and accepted services within 30 days of the City's receipt of the request for
payment. Contractor bears all responsibility and liability for any and all tax obligations that result from
Contractor's performance under this Agreement.

SECTION V: GENERAL CONDITIONS

5.1 Records/Audit. Records of the Contractor's direct personnel payroll, reimbursable expenses pertaining
to this Agreement and records of accounts between the City and Contractor must be kept on the basis of
generally accepted accounting principles and must be made available to the City and its auditors for up to
three years following the City’s final acceptance of the services under this Agreement. The City, its
authorized representative, or any federal agency, reserves the right to audit Contractor's records to verify
the accuracy and appropriateness of all cost and pricing data, including data used to negotiate this
Agreement and any amendments. The City reserves the right to decrease the total amount of Agreement
price or payments made under this Agreement or request reimbursement from the Contractor following
final contract payment on this Agreement if, upon audit of the Contractor's records, the audit discloses the
Contractor has provided false, misleading, or inaccurate cost and pricing data. The Contractor will include
a similar provision in all of its contracts with subcontractors providing services under the Agreement
Documents to ensure that the City, its authorized representative, or the appropriate federal agency, has
access to the subcontractors’ records to verify the accuracy of all cost and pricing data, The City reserves
the right to decrease Contract price or payments made on this Agreement or request reimbursement
from the Contractor following final payment on this Agreement if the above provision is not included in
subcontractor agreements, and one or more subcontractors refuse to allow the City to audit their records
to verify the accuracy and appropriateness of all cost and pricing data. if, following an audit of this
Agreement, the audit discloses the Contractor has provided false, misleading, or inaccurate cost and
pricing data, and the cost discrepancies exceed 1% of the total Agreement billings, the Contractor will be
liable for reimbursement of the reasonable, actual cost of the audit.

5.2 Alteration in Character_of Work. Whenever an alteration in the character of work results in a
substantial change in this Agreement, thereby materially increasing or decreasing the scope of services,
cost of performance, or Project schedule, the work will be performed as directed by the City. However,

before any modified work is started, a written amendment must be approved and executed by the City
and the Contractor. Such amendment must not be effective until approved by the City. Additions to,
modifications, or deletions from this Agreement as provided herein may be made, and the compensation
to be paid to the Contractor may accordingly be adjusted by mutual agreement of the Parties. It is
distinctly understood and agreed that no claim for extra work done or materials furnished by the
Contractor will be allowed by the City except as provided herein, nor must the Contractor do any work or
furnish any materials not covered by this Agreement unless such work is first authorized in writing. Any
such work or materials furnished by the Contractor without prior written authorization will be at
Contractor's own risk, cost, and expense, and Contractor hereby agrees that without written authorization
Contractor will make no claim for compensation for such work or materials furnished,

5,3 Termination for Convenience. The City and the Contractor hereby agree to the full performance
of the covenants contained herein, except that the City reserves the right, at its discretion and
without cause, to terminate or abandon any service provided for in this Agreement, or abandon any
portion of the Project for which services have been performed by the Contractor, In the event the
City abandons or suspends the services, or any part of the services as provided in this Agreement,
the City will notify the Contractor in writing and immediately after receiving such notice, the
Contractor must discontinue advancing the work specified under this Agreement. Upon such
termination, abandonment, or suspension, the Contractor must deliver to the City all drawings,
plans, specifications, special provisions, estimates and other work entirely or partially completed,
together with all unused materials supplied by the City. The Contractor must appraise the work
Contractor has completed and submit Contractor's appraisal to the City for evaluation. The City may
inspect the Contractor's work to appraise the work completed. The Contractor will receive
compensation in full for services performed to the date of such termination. The fee shall be paid in
accordance with Section Hl of this Agreement, and as mutually agreed upon by the Contractor and
the City. If there is no mutual agreement on payment, the final determination will be made in
accordance with the Disputes provision in this Agreement. However, in no event may the payment
exceed the payment set forth in this Agreement nor as amended in accordance with Alteration in
Character of Work. The City will make the final payment within 60 days after the Contractor has
delivered the last of the partially completed items and the Parties agree on the final payment. If the
City is found to have improperly terminated the Agreement for cause or default, the termination will
be converted to a termination for convenience in accordance with the provisions of this Agreement.

5.4 Termination for Cause. The City may terminate this Agreement for Cause upon the occurrence of any
one or more of the following events: in the event that (a) the Contractor fails to perform pursuant to the
terms of this Agreement, (b) the Contractor is adjudged a bankrupt or insolvent, (c) the Contractor makes
a general assignment for the benefit of creditors, (d) a trustee or receiver is appointed for Contractor or
for any of Contractor's property (e) the Contractor files a petition to take advantage of any debtor's act, or
to reorganize under the bankruptcy or similar laws, (f}) the Contractor disregards laws, ordinances, rules,
regulations or orders of any public body having jurisdiction, or (g} the Contractor fails to cure default
within the time requested. Where Agreement has been so terminated by City, the termination will not
affect any rights of City against Contractor then existing or which may thereafter accrue.

5.5 Indemnification, The Contractor (Indemnitor) must indemnify, defend, save and hold harmless
the City and its officers, officials, agents and employees (Indemnitee) from any and all claims, actions,
liabilities, damages, losses or expenses (including court costs, attorneys' fees and costs of claim
processing, investigation and litigation) (Claims) caused or alleged to be caused, in whole or in part,
by the wrongful, negligent or willful acts, or errors or omissions of the Contractor or any of its
owners, officers, directors, agents, employees, or subcontractors in connection with this Agreement.
This indemnity includes any claim or amount arising out of or recovered under workers’
compensation jaw or on account of the failure of the Contractor to conform to any federal, state or
local law, statute, ordinance, rule, regulation or court decree. The Contractor must indemnify
Indemnitee from and against any and all Claims, except those arising solely from Indemnitee's own
negligent or willful acts or omissions. The Contractor is responsible for primary loss investigation,

defense and judgment costs where this indemnification applies. In consideration of the award of this
Agreement, the Contractor agrees to waive all rights of subrogation against Indemnitee for losses
arising from or related to this Agreement. The obligations of the Contractor under this provision
survive the termination or expiration of this Agreement.

5.6 Insurance Requirements. Contractor must procure insurance under the terms and conditions and
for the amounts of coverage set forth in Exhibit C against claims that may arise from or relate to
performance of the work under this Agreement by Contractor and its agents, representatives,
employees, and subcontractors. Contractor and any subcontractors must maintain this insurance
until all of their obligations have been discharged, including any warranty periods under this
Agreement. These insurance requirements are minimum requirements for this Agreement and in no
way limit the indemnity covenants contained in this Agreement. The City in no way warrants that the
minimum limits stated in Exhibit C are sufficient to protect the Contractor from liabilities that might
arise out of the performance of the work under this Agreement by the Contractor, the Contractor's
agents, representatives, employees, or subcontractors. Contractor is free to purchase such additional
insurance as may be determined necessary.

5.7 Cooperation and Further Documentation. The Contractor agrees to provide the City such other
duly executed documents as may be reasonably requested by the City to implement the intent of this
Agreement.

5.8 Notices. Unless otherwise provided, notice under this Agreement must be in writing and will be
deemed to have been duly given and received either (a) on the date of service if personally served on
the party to whom notice is to be given, or (b) on the date notice is sent if by electronic mail, or (c) on
the third day after the date of the postmark of deposit by first class United States mail, registered or
certified, postage prepaid and properly addressed as follows:

For the City For the Contractor
Name: Carolee Stees Name: Rick Danielson
Title: Procurement Officer Title: Account Executive
Address: 175 S. Arizona Avenue Address: 496 Holly Grove School Road
Chandler, AZ 85225 West End, NC 23736
Phone: 480-782-2405 Phone: 800-565-5467
Email: carolee.stees@chandleraz.gov Email: rdanielson@atlab.com

5.9 Successors and Assigns. City and Contractor each bind itself, its partners, successors, assigns, and
legal representatives to the other party to this Agreement and to the partners, successors, assigns,
and legal representatives of such other party in respect to all covenants of this Agreement. Neither
the City nor the Contractor may assign, sublet, or transfer its interest in this Agreement without the
written consent of the other party. In no event may any contractual relation be created between any
third party and the City.

5.10 Disputes, In any dispute arising out of an interpretation of this Agreement or the duties required
not disposed of by agreement between the Contractor and the City, the final determination at the
administrative level will be made by the City Purchasing and Materials Manager.

5.11 Completeness and Accuracy of Contractor's Work. The Contractor must be responsible for the
completeness and accuracy of Contractor's services, data, and other work prepared or compiled
under Contractor's obligation under this Agreement and must correct, at Contractor's expense, all
willful or negligent errors, omissions, or acts that may be discovered. The fact that the City has
accepted or approved the Contractor's work will in no way relieve the Contractor of any of
Contractor's responsibilities,

5.12 Withholding Payment. The City reserves the right to withhold funds from the Contractor's
payments up to the amount equal to the claims the City may have against the Contractor until such
time that a settlement on those claims has been reached.

5.13 City's Right _of Cancellation. The Parties acknowledge that this Agreement is subject to
cancellation by the City under the provisions of Section 38-511, Arizona Revised Statutes (A.R.S.).

5.14 Independent Contractor. For this Agreement the Contractor constitutes an independent
contractor. Any provisions in this Agreement that may appear to give the City the right to direct the
Contractor as to the details of accomplishing the work or to exercise a measure of control over the
work means that the Contractor must follow the wishes of the City as to the results of the work only.
These results must comply with all applicable laws and ordinances,

5.15 Project Staffing. Prior to the start of any work under this Agreement, the Contractor must assign
to the City the key personnel that will be involved in performing services prescribed in the
Agreement. The City may acknowledge its acceptance of such personnel to perform services under
this Agreement. At any time hereafter that the Contractor desires to change key personnel while
performing under the Agreement, the Contractor must submit the qualifications of the new
personnel to the City for prior approval. The Contractor will maintain an adequate and competent
staff of qualified persons, as may be determined by the City, throughout the performance of this
Agreement to ensure acceptable and timely completion of the Scope of Services. If the City objects,
with reasonable cause, to any of the Contractor's staff, the Contractor must take prompt corrective
action acceptable to the City and, if required, remove such personnel from the Project and replace
with new personnel agreed to by the City.

5.16 Subcontractors. Prior to beginning the work, the Contractor must furnish the City for approval
the names of subcontractors to be used under this Agreement. Any subsequent changes are subject
to the City’s written prior approval.

5.17 Force Majeure. if either party is delayed or prevented from the performance of any act required
under this Agreement by reason of acts of God or other cause beyond the control and without fault
of the Party (financial inability excepted), performance of that act may be excused, but only for the
period of the delay, if the Party provides written notice to the other Party within 10 days of such act.
The time for performance of the act may be extended for a period equivalent to the period of delay
from the date written notice is received by the other Party.

5.18 Compliance with Federal Laws. Contractor understands and acknowledges the applicability of
the Americans with Disabilities Act, the Immigration Reform and Control Act of 1986 and the Drug
Free Workplace Act of 1989 to it. The Contractor agrees to comply with these laws In performing this
Agreement and to permit the City to verify such compliance.

5.19 No Israel Boycott, By entering into this Agreement, Contractor certifies that Contractor is not
currently engaged in, and agrees for the duration of the Agreement, not to engage in a boycott of
Israel as defined by state statute.

5.20 Legal Worker Requirements. A.R.S. § 41-4401 prohibits the City from awarding a contract to any
contractor who fails, or whose subcontractors fail, to comply with ARS. § 23-214(A). Therefore,
Contractor agrees Contractor and each subcontractor it uses warrants their compliance with all
federal immigration laws and regulations that relate to their employees and their compliance with§
23-214, subsection A. A breach of this warranty will be deemed a material breach of the Agreement
and may be subject to penalties up to and including termination of the Agreement. City retains the
legal right to inspect the papers of any Contractor's or subcontractor’s employee who provides

services under this Agreement to ensure that the Contractor and subcontractors comply with the
warranty under this provision.

5.21 Lawful Presence Requirement. A.RS. 88 1-501 and 1-502 prohibit the City from awarding a
contract to any natural person who cannot establish that such person Is lawfully present in the
United States. To establish lawful presence, a person must produce qualifying identification and sign
a City-provided affidavit affirming that the identification provided is genuine. This requirement will be
imposed at the time of contract award. This requirement does not apply to business organizations
such as corporations, partnerships, or limited liability companies.

5.22 Covenant Against Contingent Fees. Contractor warrants that no person has been employed or
retained to solicit or secure this Agreement upon an agreement or understanding for a commission,
percentage, brokerage, or contingent fee, and that no member of the Chandler City Council, or any
City employee has any interest, financially, or otherwise, in Contractor's firm. For breach or violation
of this warrant, the City may annul this Agreement without liability or, at its discretion, to deduct
from the Agreement price or consideration, the full amount of such commission, percentage,
brokerage, or contingent fee.

5.23 Non-Waiver Provision. The failure of either Party to enforce any of the provisions of this
Agreement or to require performance of the other Party of any of the provisions hereof must not be
construed to be a waiver of such provisions, nor must it affect the validity of this Agreement or any
part thereof, or the right of either Party to thereafter enforce each and every provision.

5.24 Disclosure of Information Adverse to the City’s Interests. To evaluate and avoid potential
conflicts of interest, the Contractor must provide written notice to the City, as set forth in this Section,
of any work or services performed by the Contractor for third parties that may involve or be
associated with any real property or personal property owned or leased by the City. Such notice must
be given 7 business days prior to commencement of the services by the Contractor for a third party,
or 7 business days prior to an adverse action as defined below. Written notice and disclosure must
be sent to the City’s Purchasing and Materials Manager. An adverse action under this Agreement
includes, but is not limited to: (a) using data as defined in the Agreement acquired in connection with
this Agreement to assist a third party in pursuing administrative or judicial action against the City; or
(b) testifying or providing evidence on behalf of any person in connection with an administrative or
judicial action against the City; or (c) using data to produce income for the Contractor or its
employees independently of performing the services under this Agreement, without the prior written
consent of the City. Contractor represents that except for those persons, entities, and projects
identified to the City, the services performed by the Contractor under this Agreement are not
expected to create an interest with any person, entity, or third party project that is or may be adverse
to the City’s interests. Contractor's failure to provide a written notice and disclosure of the
information as set forth in this Section constitute a material breach of this Agreement.

5.25 Data Confidentiality and Data Security. As used in the Agreement, data means all information,
whether written or verbal, including plans, photographs, studies, investigations, audits, analyses,
samples, reports, calculations, internal memos, meeting minutes, data field notes, work product,
proposals, correspondence and any other similar documents or information prepared by, obtained
by, or transmitted to the Contractor or its subcontractors in the performance of this Agreement. The
Parties agree that all data, regardless of form, including originals, images, and reproductions,
prepared by, obtained by, or transmitted to the Contractor or its subcontractors in connection with
the Contractor's or its subcontractor’s performance of this Agreement is confidential and proprietary
information belonging to the City. Except as specifically provided in this Agreement, Contractor or its
subcontractors must not divulge data to any third party without the City’s prior written consent.
Contractor or its subcontractors must not use the data for any purposes except to perform the
services required under this Agreement. These prohibitions do not apply to the following data

provided to the Contractor or its subcontractors have first given the required notice to the City: (a)
data which was known to the Contractor or its subcontractors prior to its performance under this
Agreement unless such data was acquired in connection with work performed for the City; or (b) data
which was acquired by the Contractor or its subcontractors in its performance under this Agreement
and which was disclosed to the Contractor or its subcontractors by a third party, who to the best of
the Contractor's or its subcontractors knowledge and belief, had the legal right to make such
disclosure and the Contractor or its subcontractors are not otherwise required to hold such data in
confidence; or (c) data which is required to be disclosed by virtue of law, regulation, or court order, to
which the Contractor or its subcontractors are subject. In the event the Contractor or its
subcontractors are required or requested to disclose data to a third party, or any other information
to which the Contractor or its subcontractors became privy as a result of any other contract with the
City, the Contractor must first notify the City as set forth in this Section of the request or demand for
the data, The Contractor or its subcontractors must give the City sufficient facts so that the City can
be given an opportunity to first give its consent or take such action that the City may deem
appropriate to protect such data or other information from disclosure. Unless prohibited by law,
within ten calendar days after completion of services for a third party on real or personal property
owned or leased by the City, the Contractor or its subcontractors must promptly deliver, as set forth
in this Section, a copy of all data to the City. All data must continue to be subject to the confidentiality
agreements of this Agreement. Contractor or its subcontractors assume all liability to maintain the
confidentiality of the data in its possession and agrees to compensate the City if any of the provisions
of this Section are violated by the Contractor, its employees, agents or subcontractors. Solely for the
purposes of seeking injunctive relief, it is agreed that a breach of this Section must be deemed to
cause irreparable harm that justifies injunctive relief in court. Contractor agrees that the
requirements of this Section must be incorporated into all subcontracts entered into by Contractor. A
violation of this Section may result in immediate termination of this Agreement without notice.

5.26 Personal Identifying Information-Data Security. Personal identifying information, financial
account information, or restricted City information, whether electronic format or hard copy, must be
secured and protected at all times by Contractor and any of its subcontractors. At a minimum,
Contractor must encrypt or password-protect electronic files. This includes data saved to laptop
computers, computerized devices, or removable storage devices. When personal identifying
information, financial account information, or restricted City information, regardless of its format, is
no longer necessary, the information must be redacted or destroyed through appropriate and secure
methods that ensure the information cannot be viewed, accessed, or reconstructed. In the event that
data collected or obtained by Contractor or its subcontractors in connection with this Agreement is
believed to have been compromised, Contractor or its subcontractors must immediately notify the
City contact. Contractor agrees to reimburse the City for any costs incurred by the City to investigate
potential breaches of this data and, where applicable, the cost of notifying individuals who may be
impacted by the breach. Contractor agrees that the requirements of this Section must be
incorporated into all subcontracts entered into by Contractor, It is further agreed that a violation of
this Section must be deemed to cause irreparable harm that justifies injunctive relief in court. A
violation of this Section may result in immediate termination of this Agreement without notice. The
obligations of Contractor or its subcontractors under this Section must survive the termination of this
Agreement,

5.27 jurisdiction and Venue. This Agreement is made under, and must be construed in accordance
with and governed by the laws of the State of Arizona without regard to the conflicts or choice of law
provisions thereof. Any action to enforce any provision of this Agreement or to obtain any remedy
with respect hereto must be brought in the courts located in Maricopa County, Arizona, and for this
purpose, each Party hereby expressly and irrevocably consents to the jurisdiction and venue of such
court.

5.28 Survival. All warranties, representations, and indemnifications by the Contractor must survive
the completion or termination of this Agreement.

5.29 Modification, Except as expressly provided herein to the contrary, no supplement, modification,
or amendment of any term of this Agreement will be deemed binding or effective unless in writing
and signed by the Parties.

5.30 Severability. if any provision of this Agreement or the application to any person or circumstance
may be invalid, illegal or unenforceable to any extent, the remainder of this Agreement and the
application will not be affected and will be enforceable to the fullest extent permitted by law.

5.31 Integration, This Agreement contains the full agreement of the Parties. Any prior or
contemporaneous written or oral agreement between the Parties regarding the subject matter is
merged and superseded.

5.32 Time is of the Essence. Time of each of the terms, covenants, and conditions of this Agreement
is hereby expressly made of the essence.

5.33 Date of Performance. If the date of performance of any obligation or the last day of any time
period provided for should fall on a Saturday, Sunday, or holiday for the City, the obligation will be
due and owing, and the time period will expire, on the first day after which is not a Saturday, Sunday
or legal City holiday. Except as may otherwise be set forth in this Agreement, any performance
provided for herein will be timely made if completed no later than 5:00 p.m. (Chandler time) on the
day of performance.

5.34 Third Party Beneficiary. Nothing under this Agreement will be construed to give any rights or
benefits in the Agreement to anyone other than the City and the Contractor, and all duties and
responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of
City and the Contractor and not for the benefit of any other party.

5.35 Conflict in Language. All work performed must conform to all applicable City of Chandler codes,
ordinances, and requirements as outlined in this Agreement. If there is a conflict in interpretation
between provisions in this Agreement and those in the Exhibits, the provisions in this Agreement
prevail.

5.36 Document/Information Release. Documents and materials released to the Contractor, which are
identified by the City as sensitive and confidential, are the City’s property. The document/material
must be issued by and returned to the City upon completion of the services under this Agreement.
Contractor's secondary distribution, disclosure, copying, or duplication in any manner is prohibited
without the City’s prior written approval, The document/material must be kept secure at all times.
This directive applies to all City documents, whether in photographic, printed, or electronic data
format.

5.37 Exhibits. The following exhibits are made a part of this Agreement and are incorporated by
reference:

Exhibit A - Project Description/Scope of Services
Exhibit B - Compensation and Fees

Exhibit C - Insurance Requirements

Exhibit D - Special Conditions

Exhibit E - Master Software & Services Agreement

5.38 Special Conditions. As part of the services Contractor provides under this Agreement, Contractor
agrees to comply with and fully perform the special terms and conditions set forth in Exhibit D, which
is attached to and made a part of this Agreement.

5.39 Cooperative Use of Agreement.- In addition to the City of Chandler and with approval of the
Contractor, this Agreement may be extended for use by other municipalities, school districts and
government agencies of the State. Any such usage by other entities must be in accordance with the
ordinance, charter and/or procurement rules and regulations of the respective political entity.

If required to provide services on a school district property at least 5 times during a month, the
Contractor will submit a full set of fingerprints to the school of each person or employee who may
provide such service. The District will conduct a fingerprint check In accordance with A.R.S. 41-1750
and Public Law 92-544 of all Contractors, subcontractors or vendors and their employees for which
fingerprints are submitted to the District. Additionally, the Contractor will comply with the governing
body fingerprinting policies of each individual school district/public entity. The Contractor, sub-
contractors, vendors and their employees will not provide services on school district properties until
authorized by the District.

Orders placed by other agencies and payment thereof will be the sole responsibility of that agency.
The City will not be responsible for any disputes arising out of transactions made by other agencies
who utilize this Agreement.

5.40 Non-Discrimination and Anti-Harassment Laws. Contractor must comply with all applicable City,
state, and federal non-discrimination and anti-harassment laws, rules, and regulations.

5.41 Licenses and Permits. Beginning with the Effective Date and for the full term of this Agreement,
Contractor must maintain all applicable City, state, and federal licenses and permits required to fully
perform Contractor's services under this Agreement.

5.42 Warranties. Contractor must furnish a 1 year warranty on all work and services performed
under this Agreement. Contractor must furnish, or cause to be furnished, a 2 year warranty on all
fixtures, furnishings, and equipment furnished by Contractor, subcontractors, or suppliers under this
Agreement. Any defects in design, workmanship, or materials that do not comply with this
Agreement must be corrected by Contractor (including, but not limited to, all parts and labor) at
Contractor's sole cost and expense. All written warranties and redlines for as-built conditions must
be delivered to the City on or before the City’s final acceptance of Contractor's services under this
Agreement.

5.43 Emergency Purchases. City reserves the rights to purchase from other sources those items,
which are required on an emergency basis and cannot be supplied immediately by the Contractor.

5.44 Non-Exclusive Agreement. This agreement is for the sole convenience of the City of Chandler.
The City reserves the right to obtain like goods or services from another source when necessary.

5.45 Budget Approval Into Next Fiscal Year. This Agreement will commence on the Effective Date and
continue in full force and effect until it is terminated or expires in accordance with the provisions of this
Agreement. The Parties recognize that the continuation of this Agreement after the close of the City's
fiscal year, which ends on June 30 of each year, is subject to the City Council's approval of a budget that
includes an appropriation for this item as expenditure. The City does not represent that this budget item
-will be actually adopted. This determination is solely made by the City Council at the time Council adopts
the budget.

This Agreement shall be In full force and effect only when it has been approved and executed by the
duly authorized City officials.

FOR THE CITY Be OMTRACTOR
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By: By:
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Mayor

APPROVED AS TO FORM:

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City Attorney { pv

ATTEST:

By:

City Clerk

10

EXHIBIT A
SCOPE OF SERVICES

The City of Chandler expects Accelerated Technology Laboratories, Inc. (ATL) to deliver and implement a
hosted, web-based laboratory information management system (LIMS), Sample Master Pro, requiring no
hardware or software installations, along with on-going annual support.

Project Scope
Sample Master Pro shall increase the productivity of the City’s laboratory team by:

¢ Automating the collection and management of data relating to the processes of testing water in
the City of Chandler

« Managing the workflow while tracking the chain of custody of a sample for the entire process from
collection to storage to removal

e Scheduling when samples should be tested

¢ Reducing the number of manual data collection and entry errors

¢ Providing accurate inventory of chemicals, bottles, preservatives and reagents

¢ Being accessible to all the chemists at all locations

¢ interfacing with large laboratory analytical instruments such as, but not limited to, TOC analyzer,
lon Chromatograph, and ICP-MS, for direct upload of results

¢ Interfacing with small laboratory analytical instruments such as, but not limited to, analytical
balance, pH meter, and spectrometer for direct upload of results

¢ Performing algorithms for spontaneous calculations

¢ Performing QA/QC to ensure data integrity and to stay in compliance with state certification
requirements.

¢ Storing and centralizing data and associated information such as QC checks

¢ Querying data and computing MDL calculations to stay in compliance with Federal regulation

« Providing an audit trail for laboratory compliance with State licensure

e Sorting and organizing data

« Providing easy access and retrieval of data and results for timely reporting

« Interfacing with SAMS Water and Wastewater modules for direct upload of test results

Sample Master Pro must comply with the below specifications as defined:

Responsive Design

Sample Master Pro shall respond to the user's behavior and environment based on screen size, platform,
and orientation of devices. It shall consist of a mix of flexible grids and layouts that automatically resizes
and restructures the layout to accommodate the screen size. In other words, the responsive design
programming shall have the technology to automatically respond to all devices (desktops, tablets, and
cellular phones), particularly tablets and iPhones. This shall eliminate the need for a different design and
configuration.

ADA Compliance

The website should meet the Federal 508 accessibility guidelines as well as WCAG 2.1-Level AA
requirements.

https://www. hhs.gov/web/section-508/index. htm!

http://www.w3.ore/WAV/WCAG21/quickref/

Brand Standards

Any work updated or completed for the City must adhere to the City’s Brand Standards, which outline the
specific use of the City’s identity on all print and digital assets and communication. The Citys brand
identity includes but is not limited to the City’s logo, colors typography, visuals and a lexicon.

* The website must have a default/standard font size of 16 pixels

it

¢ Printed documents body text must be Open Sans font size 11 point

¢ = The City’s logos and brand standards can be found at: ;
https://www.chandleraz.gov/government/departments/communications-and-public-affairs/brand-
standards

End User Experience

ATL. shall facilitate a user-friendly experience for City Staff utilizing the Sample Master Pro system as part
of their operational processes to test and report results of water samples. The system must be intuitive
and allow users to complete laboratory reporting tasks in less time than the current manual process,

in addition, ATL shall deliver implementation services and project management services that include:

Consulting and Project Management Services

Kick off the Project: The City of Chandler will assemble all key stakeholders and ATL will schedule a
conference call. Both ATL and the City of Chandler will introduce team members and their roles in the
project. ATL will hold a kick-off meeting to discuss the project, the plan in terms of ATL’s processes and
procedures along with some of the tools (checklists, templates, forms) that are used and our expectations
in working with our partners. ATL will send a copy of the presentation along with meeting notes,

Updated Project Schedule and Dashboard: ATL to schedule a call with the City of Chandler team to review
the pre-installation checklist, templates and any changes so that an updated Project Schedule/Project
Dashboard can be created,

Requirements Gathering: ATL engineers will meet on-site with the Project Manager and the City of
Chandler team to assess the scope of the client's configuration and customization requirements, ATL
utilizes our Requirements Gathering process to assess the scope of the client's configuration and
customization requirements. This process is designed to mitigate risk, facilitate efficient deployment of the
LIMS, evaluate workflows, gather Instrument output files, discuss required reports and ensure long-term
success for the implementation. Up to three days have been allocated to this task. Specific dates for on-
site consulting service trips will be agreed upon by ATL and the City of Chandler during the project
execution and prior to on-site visits.

ATL will Email the On-site Visit Agenda (at least one week in advance of visit): This agenda will define the
activities to be completed during the visit, so that the City of Chandler team can plan accordingly. Tasks to
be completed during this visit include: continued imported data review, set up and configuration review,
calculation configuration and review, teaching the team each task on set up as well as providing end-user
training.

A dedicated Project Manager will be assigned by ATL as well as the City of Chandler. Both ATL and the City
of Chandler will have adequate project resources (staff, hardware, system accesses, etc.) assigned to the
project. ATL typically holds bi-weekly project review meetings that will require the presence of the City of
Chandler team members to discuss project updates, any issues, and next steps. The City of Chandler will
provide the database/data so that ATL can electronically migrate all of the static table data from the
current system into ATL’s Sample Master® LIMS.

The City of Chandler will provide ATL with copies of the data that will be integrated with ATL Sample
Master® LIMS for off-site development and testing.
The City of Chandler will return all checklists, forms, templates supplied by ATL.

The City of Chandler team will supply instrument output files for any instruments to be interfaced and
there will be no changes to the instrument that would alter the output file, after the file is sent to ATL.

12

The City of Chandler team will supply sample reports to the ATL Project Manager that are required within
a reasonable time period so that the ATL team can begin on the report technical requirements
documentation.

The City of Chandler team will review all deliverables submitted by ATL within a reasonable time period of
submission from ATL to client.

Discovery and Configuration Services

Complete Work on Pre-installation Template: ATL engineers will work with the City of Chandler to help
place all of the static table data into the ATL Excel template for import into the LIMS and will ask the City of
Chandler team to review for correctness before the static table data (tests, methods, parameters) are
imported into Sample Master®. Once the data is imported, a remote training session is scheduled with
key City of Chandler team leads to review the import and installation on the production server VM in the
cloud. Once completed, on-site training dates are discussed and selected. Reference trainings listed

below.

Customization Requirements Documents (RD): ATL will create a detailed requirement document (RD) for
each customization that is included in the cost proposal of the project. This includes custom reports and
new features or functions, These documents are emailed from ATL to the Client for approval and
signature. Once approved they will be placed into the development queue. Once customizations have
been developed, they will be implemented for the City of Chandler by ATL.

Off-site Configuration Services: ATL engineers will provide telephone and web-conference
delivered guidance and assistance for the configuration of the laboratory's workflow into the
LIMS, including:

* Assistance with Static Data Migration: Estimated at 24 Hours

Implementation Services

ATL Cloud Services - LIMS On Demand: ATL and partners maintain servers, apply all updates and service
packs, and buy all necessary Windows OS, Microsoft SQL Server, and VMWare licenses. This includes daily
backup and holding backups from the last 7 days. ATL will also provide ATL Gold Support - LIMS account
manager, Unlimited Technical Support* via a toll-free number, Dial-in Remote Support, Access to Website
User Support Area, Software Service Packs,

Product Upgrades, and LIMS Solutions Newsletter. In addition, access to the following modules:

Sample Tracking Module, Data Entry, Sample Scheduling, QA/QC, Electronic Data Transfer,

Chemical Inventory, Resource Management, Customer Relationship Management and LIMS Maintenance
Module.

*Support incidents are triaged by Hosting Plan and Severity, with Premium Hosting Support taking
priority.

Set up and Configuration of the Remote Servers (VMs): ATL will require four (4) weeks, to configure and
test the servers, and review the set up. ATL engineers will also install all the software, Sample Master®
LIMS,

Integrations
Enterprise Integration Requirements Documents (RD); ATL engineers will forward completed
RD's for review and sign-off before development begins. ATL Engineers will work with the City of
Chandler team to integrate the following external databases, Sixty-four (64) hours of time have been
estimated for the technical requirements documents and integrations to be completed. if less time is
required for any interface, a credit will be issued. If more time is required, the City of
Chandler Project Manager will be notified and a Change Order may be required to compensate the Level
of Effort required, The following databases will be integrated:

¢ Interface (EDD/CSV 2 Way) with NJBSoft SAMS (in the Cloud): Estimated at 40 Hours

13

This interface will allow data to flow from SAMS to LIMS and back.
Instrument Integration Requirements Documents (RD)/Parser Creation: ATL Engineers will deliver RD’s for
review and approval, prior to work initiation, ATL engineers will require a copy of the instrument output
file that clients wish to have imported electronically (this is typically the raw file from the instrument). The
instrument output file provided will serve as the test file to QC the software, so it is critical that the output
file format does not change after it has been sent to ATL. The requirements for integration will be clearly
defined in terms of what data is required to be integrated, how frequently and if uni or bi-directional. The
instruments that will be interfaced include the following:

¢ Jon Chromatograph - Metrohm

« Teledyne Tekmar Fusion TOC Analyzer -

« iCPMS - Perkin Elmer - should be replaced in the near future
ATL’s ExcelExpress will support integration for approximately 75 percent of all instruments.
Custom parsers will be created for those instruments requiring a custom interface.

Reporting
Report Development Documents (RD); ATL engineers will provide detailed requirement documents for
each report that is to be developed and a unique ID will be assigned to each report. The RDs will be
emailed to the City of Chandler Project Manager for review and approval (signoff). Once this is returned to
ATL, ATL engineers will create the report. Completed reports will be tested on the test/development
server, once they pass testing they will be deployed on the production server. Forty (40) hours of report
development will be delivered,

« AZDEQ EDD: Estimated at 40 Hours
OPTIONAL ITEMS;

« RR-7 Results Report with Peer Review & Actual vs Expected: Estimated at 24 Hours

e RR-11 State Drinking Water Report: Estimated at 24 Hours

Documentation

Software Manuals: ATL will provide the City of Chandler with the ATL Sample Master® LIMS
User Manual, Sample Master® LIMS Training Manual, and Sample Master® LIMS Administrator
Guide in electronic PDF format, and, upon request, in hard copy.

ATL Per-Diem Off-site Testing & Documentation: ATL engineers will perform the following customizations,
Seventy-six (76) hours have been allocated to this task.

e Business Requirement SC-1 Schedule Employee Availability/WL-1 Employee Metric

¢ Queries/Reports: Estimated at 60 Hours

¢ Single Contract Laboratory Import Template: Estimated at 16 Hours

Training

Completed Training Forms: As ATL is an [SO Certified Company, we complete training forms once training
has been delivered, to document the trainer, who was trained, what they were trained on, along with the
duration of the training. A copy of this form will be provided to the City of Chandler Project Manager.

Instrument and System Integration Training Records: ATL engineers will come on-site and deliver the
instrument parser (which will automatically import data into Sample Master®), a copy of the requirements
document along with a completed training record once each user has been trained. ATL has allocated two
days of on-site instrument integration and training.

System Administration Training Records: As ATL is an [SO Certified Company, we complete training forms
once training has been delivered, to document the trainer, the system administrators which were trained,
what they were trained on, along with the duration of the training. A copy of this form will be provided to
the City of Chandler Project Manager. We recommend a LIMS administration as well as a back-up LIMS

administrator participate in all training sessions. ATL will provide training for a period of two days on-site.

14

End User Training Records: As ATL is an ISO Certified Company, we complete training forms once training
has been delivered, to document the trainer, end-users who were trained, what they were trained on,
along with the duration of the training. A copy of this form will be provided to the City of Chandler Project
Manager. There will be several sessions of training and a new record will be generated for each session.
Training will be provided for a period of four days on-site.

Complete ATL Confirmation of Travel Form: This single page form defines the date of travel and requires
signoff so that the date can be locked in and travel arrangements made. A preinstallation conference call
is held to address any questions prior to coming on-site for the LIMS Admin and End-user training.

Web Training (Optional Item): Four hours of Web Training for Sample Master® users.

Other Training (Optional Item): One day of supplemental on-site Training for Sample
Master® users.

ATL Sample Master® LIMS Boot Camps: ATL offers Sample Master® LIMS Intermediate Boot

Camp, a 3-day course that covers all the features and functions of Sample Master®. This was designed to
be an intermediate class with a follow-up course on-site training. Four seats included for the 3-day
intermediate course. *Special offer: Buy one seat, receive a second seat at No Charge. One seat must be utilized
within 36 months of initial PO receipt.

ATL also offers Sample Master® LIMS Advanced Boot Camp, a 2-day course that covers all the database
coding and configuration of Sample Master®. This was designed to be an advanced class after exposure
to Sample Master® and SQL Databases.

The City of Chandler will identify a primary and a back-up individual for LIMS administrator training. The
City of Chandler team will identify those individuals that will participate in the end-user training so that
ATL team can prepare the appropriate number of training manuals, Staff will be given adequate time to be
trained as outlined in the contract. Additionally, upper management will support the LIMS effort and
ensure that staff have the resource support they need to meet deadlines.

Delivering End-user and LIMS Administrator Training Manuals: ATL engineers upon receiving a final count
for individuals who will be trained as LIMS Administrators and end-users will supply the proper number of
training manuals and agendas.

The City of Chandler team will provide internet connectivity to access Sample Master® LIMS and electricity

for projectors for training sessions and adequate facilities, and a training room to train LIMS Administrator
and End-users.

15

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Business Requirements
ATL shall ensure the Sample Master Pro system meets the following business requirements:

Req ID Category Requirement Description

AD-1 Administration Manage user roles/permissions and hierarchy with
limited IT involvement - lock down QC limits,
holding times, report limit - override ability for
management

AD-2 Administration Track sample types - preservatives and reagents —

AV-1 Availability System must be available 24/7

BN-1 BNR Manage lab data from sample receipt to testing to
reporting to storage including internal and
external chain of custody

BN-10 BNR Provide easy access and retrieval of data and
results for timely reporting

BN-11 BNR Manage workflow and reduce duplicate data entry

BN-12 BNR Manage employee workload

BN-13 BNR Comply with SOPs and all State and Federal
Regulations

BN-2 BNR Full read/write access from all locations - from all
fabs, and remotely in the field when testing, from
multiple platforms including mobile devices

BN-3 BNR Interface with lab instruments to access results,
calibration, warranty, support, inventory

BN-4 BNR Perform algorithms on results spontaneously

BN-5 BNR Perform QA/QC to ensure data integrity to meet
state certification requirements

BN-6 BNR Query data and compute MDL calculations to meet
Federal regulation

BN-7 BNR Provide an audit trail for laboratory compliance
with State

BN-8 BNR Sort and organize data - for viewing and reporting
purposes

BN-9 BNR Store data and associated information such as QC
checks in a centralized location

CA-1 Calibration Track instrument calibrations and include Method
Detection Limits according to 40 CFR, using 13
month sample duration

CA-2 Calibration Track calibration expiration dates

CA-3 Calibration Track annual thermometer calibrations

CA-4 Calibration Track monthly pipette calibrations

CA-5 Calibration Track calibration of weights

DI-1 Disposal Track disposal timelines and procedures

DM-1 Document Management Electronically store safety data sheets

EQ-1 Equipment Print labels with barcodes for bottles and other
equipment

EQ-2 Equipment Track and time stamp service contract
maintenance

EQ-3 Equipment Print labels for sample ID's, reagents, and

standards that are to also be used for inventory
and tracking purposes

18

HS-4 Health and Safety Track review of health and safety stations including
fume hoods

IN-1 Inventory Track inventory - supplies, preservatives, reagents,
equipment, blanks, anything that needs reordering

LG-1 Logging Log sample collection - location, holding times,

: source, receiving/delivering, sample type,

automated time stamping, preservation

LG-2 Logging Log chain of custody - subchains, sample points,
tests for each, preservative check, automated time
and user stamping

LG-3 Logging Log analysis times, who tested, measurements

LG-4 Logging Log instrument calibration

LG-5 Logging Log sample prep time, start of incubation, end of
analysis time

LG-6 Logging Log sample results - pass, pass with exception,
reason for exception, fail, reason for fail, rounding
rules

LG-7 Logging Track standards - Log IDs, track to samples, store
manufacturer requirements

NO-1 Notification Notify staff of: preservatives, anything that expires,
inventory ordering, QC checks, scheduled tests,
warranty checks, equipment calibrations needed,
disposal times and guidelines, service contracts

NO-2 Notification Display tests due - possible dashboard view

NO-3 Notification Provide notification of upcoming disposal
requirements including COD, mercury vials,
sample expirations and procedures

NO-4 Notification Notify staff of: test results, expirations for holding
times, reagents, and standards

QA-1 Audit Track audit trail for all testing, peer reviews, users

QC-1 QA/QC Track QA/QC results - pass/fail, error check,
calculation review, explanation of what happened
to sample, reduce and review, signoff

SC-1 Schedule Maintain calendar of all scheduled testing and
employee availability

SP-1 SOPs Store and update SOPs, including chemical hygiene
plan

TR-1 Training Track new employee training - minimum training
for each lab, initial demonstration of capability

TR-2 Training Track staff proficiency testing samples

TS-1 Testing Calculate turnaround time based on sample and
hold time

TS-2 Testing Track reagents expiration dates

TS-3 Testing Calculate turnaround time based on sample and
hold time

TS-4 Testing Schedule testing - daily based on holding times,
home testing, city sites, new development, external
labs

TS-5 Testing Scan/read bar codes

WL-1 Workload Track employee metrics - stats, workload

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Reporting Requirements

Req ID Report Description

RR-1 Report to identify client information, sample information, and testing results
only

RR-2 Report to identify client information, sample information, testing results, and a
minimum associated QC result

RR-3 Detailed report identifying additional QC information associated with client
information, sample information, testing results, and a minimum associated QC
result

RR-4 County or State reports on new site - DWAR

RR-5 Reports are to be kept 10 years

RR-6 Reports to be emailed, printed, exported to excel or pdf

RR-7 Test results reports including pass/fail, exceptions, peer review, date/time
stamps, test types, expected and actual results

RR-8 Inventory reports to determine when reordering is needed for all equipment

RR-9 Expiration reports should help staff know when samples, standards or reagents
are due to expire.

RR-10 Trending reports - multiple reports needed with varying parameters to
determine trends in results, workload, inventory, performance overall, for
individual labs and individual locations

RR-11 Drinking water reports - State drinking water analysis report forms

RR-12 Near Real Time Reporting

RR-13 Print barcode labels for all equipment

RR-14 Charts and graphs to visualize results and trends

Interface Requirements:

Req ID Interface Requirements

IR-1 LIMS must interface directly to the current SAMS system to provide test
resultsmust export to a spreadsheet if Sams isn’t in the cloud yet

IR-2 Interface to Email system, IBM Notes, soon to be Outlook for notifications and
reporting

IR-4 Interface to all possible instruments and devices

IR-5 Interface with external labs such as TestAmerica to capture results

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