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HomeMy WebLinkAboutContract 50179-R3 CSC No. 50179-R3 CITY OF FORT WORTH REQUEST TO EXERCISE RENEWAL OPTION August 18, 2020 Agilent Technologies, Inc. 2850 Centerville Road Wilmington, DE 19808-1610 Attn: Miranda Pierce, Contract Specialist Re: Contract Renewal Notice Professional Services Agreement for Preventative Maintenance and Repair Contract No. CSC No. 50179 (the "Contract") Renewal Term No. 3: January 01, 2021 to December 31, 2021 The above referenced Contract with the City of Fort Worth expires on December 31,2020 (the "Expiration Date"). Pursuant to the Contract, contract renewals are at the mutual agreement of the parties. This letter is to inform you that the City is requesting to renew the Contract for an additional one (1) year period, which will begin immediately after the Expiration Date. All other terms and conditions of the Contract remain unchanged. To agree to renew the Contract for an additional one(1)year period, please sign and return this request to exercise renewal option, along with a copy of your current insurance certificate, to the address set forth below. Please log onto PeopleSoft Purchasing at http://fortwolthtexas.gov/purchasing to insure that your company information is correct and up-to-date. If you have any questions concerning this Contract Renewal Notice, please contact me at the telephone number listed below. Sincerely,kmE 91 Stanl 4 [817] 392-5906 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Contract Renewal CSC No. ACCEPTED AND AGREED: CITY OF FORT WORTH CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and Dana&Wh4eE administration of this contract,including By. Dana Burghdoff ep3,202008:53CDT) ensuring all performance and reporting Name: Dana Burghdoff requirem t . Title: Assistant City Manager By: APPROVAL RECOMMENDED: Name: Patricia . tariley Title: Management Analyst Ccsfrra!¢e�- flamer APPROVED AS TO FORM AND By, Christopher Harder(Sep 3,202007:14CDT) LEGALITY: Name: Chris Harder,PE Title: Water Director ATTEST: �> r�oaAd By: p�o Name: Taylor Paris z � * r ezp Title: Assistant City Attorney 0 pa�a� 5aap� By: naoavo CONTRACT AUTHORIZATION: Namc:Mary Kayser M&C: Title: City Secretary Date Approved: Agilent Technologies, Inc. By. Date: /9 �a�rl Name: 1�11 a Title: OFFICIAL RECORD CITY SECRETARY Contract Renewal FT. WORTH, TX FormW-9 Request for Taxpayer Give Form to the (Rev.October2018) Identification Number and Certification requester.Do not Department of theTreasray send to the IRS. Internal Revenue Service ►Go to www.ifs.gov/FormW9 for Instructions and the latest information. 1 Name(as shown on your Income tax return).Name is required on this line;do not leave this line blank. A ilent Technologies,Inc. 2 Business name/disregarded entity name,If different from above m 3 Check appropriate box for federal tax classification of the person whose name is entered on line 1.Check only one of the 4 Exemptions(codes apply only to m following seven boxes. certain entities,not Individuals;see a Instructions on page 3): o ❑ Individual/sole proprietor or ❑✓ C Corporation ❑S Corporation ❑ Partnership ❑Trust/estate single-member LLC Exempt payee code(If any) 5 ao Z�'s ❑ Limited liability company.Enter the tax classification(C=C corporation,S=S corporation,P=Partnership)► `o Note.Check the appropriate box In the line above for the tax classification of the single-member owner. Do not check Exemption from FATCA reporting LLC If the LLC Is classified as a single-member LLC that Is disregarded from the owner unless the owner of the LLC Is code Of any) tic. another LLC that Is not disregarded from the owner for U.S.federal tax purposes.Otherwise,a single-member LLC that Is disregarded from the owner should check the appropriate box for the tax classification of its owner. 2 ❑ Other(see Instructions)► oppdes ro accounle mainfalned w4fde the U.S.) �1 5 Address(number,street,and apt.or suite no.)See Instructions. Requester's name and address(optional) N 5301 Stevens Creek Blvd. 8 City,state,and ZIP code Santa Clara CA 05051 7 List account numbers)here(optional) Taxpayer Identification Number IN Enter your TIN In the appropriate box.The TIN provided must match the name given on line 1 to avoid I Social security number backup withholding.For individuals,this is generally your social security number(SSN.However,fora -m - resident alien,sole proprietor,or disregarded entity,see the instructions for Part I,later.For other entities,it is your employer Identification number(EIN).If you do not have a number,see How to get a TIN,later. or Note:If the account is in more than one name,see the Instructions for line 1.Also see What Name and I Employer Identification number Number To Give the Requester for guidelines on whose number to enter. F7R - 0 5 1 8 7 7 2 rIULIN Certification Under penalties of perjury,I certify that: 1.The number shown on this form Is my correct taxpayer identification number(or I am waiting for a number to be Issued to me);and 2.1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue Service(IRS)that I am subject to backup withholding as a result of a failure to report all Interest or dividends,or(c)the IRS has notified me that I am no longer subject to backup withholding;and 3.1 am a U.S.citizen or other U.S.person(defined below);and 4.The FATCA code(s)entered on this form(if any)indicating that I am exempt from FATCA reporting is correct. Certification instructions.You must cross out Item 2 above If you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all Intere/andrdA nds on your tax return.For real estate.transactions,item 2 does not apply.For mortgage Interest paid, acquisition or abandonment of seoperty,cancellat n of debt,contributions to an Individual retirement arrangement(IRA),and generally,payments other than Interest and dividends, not require gn the certificatio ust pro a your correct TIN.See the Instructions for Part II,later. Sign signature of CCU'' Here U.S,person► Date► General Instruc ions •Farm 1099-DIV funds) (dividends,Including those stoc s or mutual Section references are to the Internal evenue Code unless otherwise a Form 1099-MISC(various types of Income,prizes,awards,or gross noted. proceeds) Future developments.For the latest Information about developments a Form 1099-8(stock or mutual fund sales and certain other related to Form W-9 and its Instructions,such as legislation enacted transactions by brokers) after they were published,go to www.irs.gov/FormW9. •Form 1099-S(proceeds from real estate transactions) Purpose of Form •Form 1099-K(merchant card and third party network transactions) An Individual or entity(Form W-9 requester)who is required to file an •Form 1098(home mortgage interest),1098-E(student loan Interest), information return with the IRS must obtain your correct taxpayer 1098-T(tuition) identification number(TIN)which may be your social security number •Form 1099-C(canceled debt) (SSN),individual taxpayer identification number(ITIN),adoption • taxpayer identification number(ATIN),or employer identification number Form 1099-A(acquisition or abandonment of secured property) (EIN),to report on an Information return the amount paid to you,or other Use Form W-9 only if you are a U.S.person(including a resident amount reportable on an Information return.Examples of information alien),to provide your correct TIN. returns Include,but are not limited to,the following. If you do not return Form W-9 to the requester with a TIN,you might •Form 1099-INT(Interest earned or paid) be subject to backup withholding.See What is backup withholding, later. Cat.No.10231X Form W-9(Rev.10-2016) IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, NOTICE OF CANCELLATION TO CERTIFICATE HOLDERS This endorsement modifies the notice of cancellation of insurance provided hereunder by adding the following: A. In the event this policy is cancelled for any permissible reason, other than for nonpayment of premium, we shall endeavor to provide advance written notice of cancellation to certificate holders set out in the schedule on file with the Company, after notifying the first Named Insured of such cancellation. Notice of cancellation to certificate holders may be made by any commercially reasonable means, including mail, electronic mail,facsimile transmission or courier service. B. This advance written notification of a cancellation of coverage is intended as a courtesy only. Our failure to provide such advance written notification will not extend the policy cancellation date, nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. PIL 029 10 10 MWTI3 31425819 Agilent Technologies,Inc. 11/01/2019-11/01/2020 IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO CERTIFICATE HOLDERS This endorsement modifies the notice of cancellation of insurance provided hereunder by adding the following: A. In the event this policy is cancelled for any permissible reason, other than for nonpayment of premium, we shall endeavor to provide advance written notice of cancellation to certificate holders set out in the schedule on file with the Company, after notifying the first Named Insured of such cancellation. Notice of cancellation to certificate holders may be made by any commercially reasonable means, including mail, electronic mail,facsimile transmission or courier service. B. This advance written notification of a cancellation of coverage is intended as a courtesy only. Our failure to provide such advance written notification will not extend the policy cancellation date, nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. PIL 029 10 10 MWZY 31426019 Agllent Technologies,Inc. 11/01/2019-11/01/2020 IL 10 (12106) OLD)REPUBLIC INSURANCE COMPANY WORKERS'COMPENSATION AND EMPLOYERS''LIABILITY INSURANCE;POLICY NOTICE OF CANCELATION TO CERTIFICATE HOLDERS This endorsement modifies the notice:of' cancelation of insurance provided:hereunder by adding the following:, A In the ;event this policy, is canceled for any permissible reason, other than for nonpayment of premium,we shall endeavor to provide advance written notice of cancelation to;certificate holders set:out in the schedule on file with the Company; after notifying the lnsured'1irst named in item 1 of the Information Page of such cancelation. Notice of cancelation to certificate holders maybe made. by any commercially reasonable means, including mail, electronic mail', facsimile transmission.or courier service: B: This advance-written notification of a cancelation;-of coverage is'intended as a courtesyonly. Our failure;to provide such advance written notification will not extend the policy cancelation date,;nor negate cancelation of the policy. All other terms and conditions of Ithis.policy remain unchanged. PC 010 i0 10 CITY SECRETARY O CONTRACT NO. PROFESSIONAL SERVICES AGREEMENT AGILENT TECHNOLOGIES,INC This PROFESSIONAL SERVICES AGREEMENT("Agreement")is made and entered into by and between the CITY OF FORT WORTH("City"),a Texas home rule municipal corporation,acting by and through Jay Chapa, its duly authorized Assistant City Manager, and Agilent Technologies Inc., ("Vendor"), an Incorporation, and acting by and through Miranda Pierce, its duly authorized Contracts Specialist,each individually referred to as a"party"and collectively referred to as the"parties." AGREEMENT DOCUMENTS: The Agreement documents shall include the following: 1. This Professional Services Agreement; 2. Exhibit A—Scope of Services; 3. Exhibit B—Price Schedule;and 4. Exhibit C—Verification of Signature Authority Form. Exhibits A,B and C,which are attached hereto and incorporated herein,are made a pail of this Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A,B or C and the terms and conditions set forth in the body of this Agreement,the terms and conditions of this Agreement shall control. 1. SCOPE OF SERVICES. Vendor hereby agrees to provide the City with preventative maintenance and repair as needed. Exhibit"A,"-Scope of Services more specifically describes the services to be provided hereunder. 2. TERM. This Agreement shall begin on January 1,2018("Effective Date")and shall expire on December 31,2018(`Expiration Date"),unless terminated earlier in accordance with this Agreement("Initial Term"). City shall have the option, in its sole discretion, to renew this Agreement under the same terms and conditions,for up to four(4)one-year renewal options,at City's sole discretion. 3. COMPENSATION. City shall pay Vendor in accordance with the fee schedule of Vendor personnel who perform services under this Agreement in accordance with the provisions of this Agreement and Exhibit`B,"—Price Schedule. Total payment made under this Agreement for the first year by City shall be in the amount of Seventy-Eight Thousand Six hundred Eighty-Six Dollars and Forty-Four Cents,($78,686.44).Vendor shall not perform any additional services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City shall. not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. 4. TERMINATION. 3 4 y g 4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any providing the other party with 30 days' written notice of termination. RECEIVED N JAN ssio ervices Agreement Page 1 of 54 CIlYOEFORTWORTH r� CITY SECRETARY �d � � 99V 4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, City shall pay Vendor for services actually rendered up to the effective date of termination and Vendor shall continue to provide City with services requested by City and in accordance with this Agreement up to the effective date of termination.Upon termination of this Agreement for any reason,Vendor shall provide City with copies of all completed or partially completed documents prepared under this Agreement.In the event Vendor has received access to City Information or data as a requirement to perform services hereunder, Vendor shall return all City provided data to City in a machine readable format or other format deemed acceptable to City. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. 5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information.Vendor,for itself and its officers,agents and employees,agrees that it shall treat all information provided to it by City("City Information") as confidential and shall not disclose any such information to a third party without the prior written approval of City. 5.3 Unauthorized Access.Vendor shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access,modify,delete or otherwise corrupt City Information in any way.Vendor shall notify City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised,in which event,Vendor shall,in good faith,use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and shall fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. MIGHT TO AUDIT. Vendor agrees that City shall, until the expiration of three(3)years after final payment under this contract,or the final conclusion of any audit commenced during the said three years,have access to and the right to examine at reasonable times any directly pertinent books,documents,papers and records,including, but not limited to,all electronic records,of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and,appropriate work space in order to conduct audits in compliance with the provisions of this section.City shall give Vendor reasonable advance notice of intended audits. 7. INDEPENDENT VENDOR. It is expressly understood and agreed that Vendor shall operate as an independent Vendor as to all rights and privileges and work performed under this Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Professional Services Agreement Page 2 of 54 Vendor shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, consultants and subVendors. Vendor acknowledges that the doctrine of respondeat superior shall not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants, Vendors and subVendors. Vendor further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City shall in no way be considered a Co-employer or a Joint employer of Vendor or any officers,agents,servants,employees or subVendor of Vendor. Neither Vendor, nor any officers, agents, servants, employees or subVendor of Vendor shalt be entitled to any employment benefits from City.Vendor shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees or subVendor. 8. LIABILITY AND INDEMNIFICATION. 8.1 LIABILITY- VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANYAND ALL PERSONS, OFANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 8.2 GENERAL INDEMNIFICATION-VENDOR HEREBY COVENANTSANDAGREES TO INDEMNIFY,HOLD HARMLESSAND DEFEND CITY,ITS OFFICERS,AGENTS,SERVANTS AND EMPLOYEES,FROMANDAGAINSTANYANDALL CLAIMS OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS)AND/OR PERSONAL INJURY,INCLUDING DEATH, TO ANYAND ALL PERSONS,ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to defend, settle,or pay,at its own cost and expense,any claim or action against City for infringement of any patent,copyright,trade mark,trade secret,or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay shall not apply if City modifies or misuses the software and/or documentation. So long as Vendor bears the cost and expense of payment for claims or actions against City pursuant to this section,Vendor shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Vendor in doing so. In the event City,for whatever reason,assumes the responsibility for payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement,City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Vendor shall fully participate and cooperate with City in defense of such claim or action.City agrees to give Vendor timely written notice of any such claim or action,with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or expenses shall not eliminate Vendor's duty to indemnify City under this Agreement.If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or Professional Services Agreement Page 3 of 54 restrained or,if as a result of it settlement or compromise,such use is materially adversely restricted, Vendor shall,at its own expense and as City's sole remedy, either: (a)procure for City the right to continue to use the software and/or documentation;or(b)modify the software and/or documentation to make it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Vendor terminate this Agreement,and refund all amounts paid to Vendor by City,subsequent to which termination City may seek any and all remedies available to City under law. 9. ASSIGNMENT AND SUBCONTRACTING. 9.1 Assignment. Vendor shall not assign or subcontract any of its duties,obligations or rights under this Agreement without the prior written consent of City.If City grants consent to an assignment,the assignee shall execute a written agreement with City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.Vendor and Assignee shall be jointly liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 9.2 Subcontract, If City grants consent to a subcontract, sub Vendor shall execute a written agreement with Vendor referencing this Agreement under which sub Vendor shall agree to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply.Vendor shall provide City with a fully executed copy of any such subcontract. 10. INSURANCE, Vendor shall provide City with certificate(s) of insurance documenting policies of the following types and minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: 10.1 Coverage and Limits (a) Commercial General Liability: $1,000,000- Each Occurrence $2,000,000- Aggregate (b) Automobile Liability: $1,000,000- Each occurrence on a combined single limit basis Coverage shall be on any vehicle used by Vendor, its employees, agents, representatives in the course of providing services under this Agreement. "Any vehicle"shall be any vehicle owned,hired and non-owned. (c) Worker's Compensation: Statutory limits according to the Texas Workers' Compensation Act or any other state workers' compensation laws where the work is being performed Employers' liability Professional Services Agreement Page 4 of 54 $100,000- Bodily Injury by accident;each accident/occurrence $100,000- Bodily Injury by disease;each employee $500,000- Bodily Injury by disease;policy limit (d) Professional Liability(Errors&Omissions): $1,000,000- Each Claim Limit $1,000,000- Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (COL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be claims-made,and maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance shall be submitted to City to evidence coverage. 10.2 General Requirements (a) The commercial general liability and automobile liability policies shall name City as an additional insured thereon, as its interests may appear.The term City shall include its employees, officers, officials, agents, and volunteers in respect to the contracted services. (b) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery)in favor of City. (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage shall be provided to City.Ten(10)days'notice shall be acceptable in the event of non-payment of premium.Notice shall be sent to the Risk Manager,City of Fort Worth,200 Texas Street,Fort Worth,Texas 76102,with copies to the Fort Worth City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas.All insurers must have a minimum rating of A-VII in the current A.M.Best Key Rating Guide,or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management.If the rating is below that required,written approval of Risk Management is required. (e) Any failure on the part of City to request required insurance documentation shall not constitute a waiver of the insurance requirement. (f) Certificates of Insurance evidencing that Vendor has obtained all required insurance shall be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement. 11. COMPLIANCE WITH LAWS,ORDINANCES.RULES AND REGULATIONS. Vendor agrees that in the performance of its obligations hereunder, it shall comply with all applicable federal,state and local laws,ordinances,rules and regulations and that any work it produces in Professional Services Agreement Page 5 of 54 connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies Vendor of any violation of such laws,ordinances, rules or regulations,Vendor shall immediately desist from and correct the violation. 12. NON-DISCRIMINATION COVENANT. Vendor, for itself, its personal representatives, assigns, subVendors and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor's duties and obligations hereunder,it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL REPRESENTATIVES,ASSIGNS,SUBVENDORSS OR SUCCESSORS IN INTEREST,VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 13. NOTICES,. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives,(2)delivered by facsimile with electronic confirmation of the transmission,or(3)received by the other party by United States Mail,registered,return receipt requested,addressed as follows: To CITY: To VENDOR: City of Fort Worth Agilent Technologies,Inc. Attn:Jay Chapa,Assistant City Manager Miranda Pierce,Contract Specialist 200 Texas Street 2850 Centerville Road Fort Worth,TX 76102-6314 Wilmington DE 19808-1610 Facsimile:(817)392-8654 1-302-633-8954 With copy to Fort Worth City Attorney's Office at same address 14. SOLICITATION OF EMPLOYEES, Neither City nor Vendor shall,during the term of this Agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent Vendor,any person who is or has been employed by the other during the term of this Agreement,without the prior written consent of the person's employer.Notwithstanding the foregoing,this provision shall not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. 15. GOVERNMENTAL POWERS. It is understood and agreed that by execution of this Agreement,City does not waive or surrender any of its governmental powers or immunities. Professional Services Agreement Page 6 of 54 16. NO WAIVER. The failure of City or Vendor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Vendor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 17. GOVERNING LAW/VENUE. This Agreement shall be construed in accordance with the laws of the State of Texas.If any action, whether real or asserted,at law or in equity, is brought pursuant to this Agreement, venue for such action shall lie in state courts located in Tarrant County,Texas or the United States District Court for the Northern District of Texas,Fort Worth Division, 18. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 19. FORCE MAJEURE. City and Vendor shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement,but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including,but not limited to, compliance with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority, transportation problems and/or any other similar causes. 20. HEADINGS NOT CONTROLLING. Headings and titles used in this Agreement are for reference purposes only,shall not be deemed a part of this Agreement,and are not intended to define or limit the scope of any provision ofthis Agreement. 21. REVIEW OF COUNSEL. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or Exhibits A,B,and C. 22. AMENDMENTS/MODIFICATIONS/EXTENSIONS. No amendment,modification,or extension of this Agreement shall be binding upon a party hereto unless set forth in a written instrument,which is executed by an authorized representative of each party. 23. ENTIRETY OF AGREEMENT. This Agreement, including Exhibits A,B and C,contains the entire understanding and agreement between City and Vendor,their assigns and successors in interest,as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. Professional Services Agreement Page 7 of 54 24. COUNTERPARTS. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 25. WARRANTY OF SERVICES. Vendor warrants that its services will be of a professional quality and conform to generally prevailing industry standards.City must give written notice of any breach of this warranty within thirty(30) days from the date that the services are completed. In such event, at Vendor's option,Vendor shall either (a) use commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty,or(b)refund the fees paid by City to Vendor for the nonconforming services. 26. IMMIGRATION NATIONALITY ACT. Vendor shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (1-9). Upon request by City, Vendor shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Vendor employee who is not legally eligible to perform such services. VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES,SUBCONTRACTORS,AGENTS,OR LICENSEES.City,upon written notice to Vendor, shall have the right to immediately terminate this Agreement for violations of this provision by Vendor. 27. OWNERSHH'OF WORK PRODUCT. City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation, created,published, displayed, and/or produced in conjunction with the services provided under this Agreement(collectively,"Work Product"). Further,City shall be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of City from the date of conception,creation or fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each copyrightable aspect of the Work Product shall be considered a"work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended.If and to the extent such Work Product,or any part thereof,is not considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right,title and interest in and to the Work Product, and all copies thereof,and in and to the copyright,patent,trademark,trade secret,and all other proprietary rights therein, that City may have or obtain, without further consideration, free from any claim, lien for balance due,or rights of retention thereto on the part of City. 28. SIGNATURE AUTHORITY. The person signing this Agreement hereby warrants that he/she has the legal authority to execute this Agreement on behalf of the respective party,and that such binding authority has been granted by proper order,resolution,ordinance or other authorization of the entity.This Agreement and any amendment hereto, may be executed by any authorized representative of Vendor whose name,title and signature is affixed on the Verification of Signature Authority Form,which is attached hereto as Exhibit"C".Each party is fully Professional Services Agreement Page 8 of 54 entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 29, CHANGE IN COMPANY NAME OR OWNERSHIP ,RSHIP Vendor shall notify City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City records.The president of Vendor or authorized official must sign the letter. A letter indicating changes in a company name or ownership must be accompanied with supporting legal documentation such as an updated W-9,documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the specified documentation so may adversely impact future invoice payments. 30. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL Vendor acknowledges that in accordance with Chapter 2270 of the Texas Government Code,the City is prohibited from entering into a contract.with a company for goods or services unless the contract contains a written verification from the company that it:(1)does not boycott Israel;and(2)will not boycott Israel during the term of the contract. The terms"boycott Israel"and"company"shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel;and(2)will not boycott Israel during the term of the contract. IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples this 14 day of_December 2017 (signature page follows) Professional Services Agreement Page 9 0f 54 ACCEPTED AND AGREED: CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of By: this contract,including ensuring all performance and Name: Jay Chapa reporting requirements. Title: Assistant City Manager Date: �rS By: Name: et3e . APPROVAL RECOMMENDED: Title: -(Yd9r-(2yAj& R APPROVED AS TO FORM AND LEGALITY: By: � Nam : O n n h QM& n Title. Water Director By: imftL- Name: A&TT"c, M=�.Y ATTEST: Title: Assistant City Attorney CONTRACT AUTHORIZATION: &C: By: a e: QF Fo Title: Ci tary "R� VENDOR: AGILENT TECHNOLOGIES,INC " "XTTEST: a4,kt By: Y� B Avie Z° We Name: Name: Anne Dougherty Title: Title: Contract Spec allst Date: 12/14/2017 Professional Services Agreement Page 10 of 54 EXHIBIT A SCOPE OF SERVICES AND SYSTEMS Agllent 7900 ICP-MS ••z�.••• AyllenlTsoMoloylee Scope of Work•-Agllent 7900 ICP-MS Standard PM SCOPE- OF WORK Standard Planned Maintenance for the Agilent 7900 ICP-MS 1. SCOPE This document provides details of the procedures necessary for the successful completion of a Standard Planned Maintenance(PM)service call for the 7900 ICP-MS. It clarifies responsibilities and assures uniforin delivery of the service. Only Support Providers trained and certified by Agilent Technologies will provide the service. Support Providers are Agilent Field Support Engineers(FSE's)and/or Agilent Authorized Support Providers(ASPS). References to other documents are included to supply additional information(such as part numbers)or to provide clarity. Delivery time for completion of the Standard PM call is approximately 8.0 hours. Time starts when the Support Provider arrives at the customer site and ends when he/she leaves the site. The Standard PM Checklist(a separate document)details the steps necessary for completion. NOTE: This document is to be used by Agilent Employees and Agllent ASPS,and is not to be provided to Customers. 2. CUSTOMER RESPONSIBILITIES In preparation for the service call,the Call Initiator(see section 3.1 below for a definition of the Call Initiator)verifies with the Customer that the Support Provider has: • Access to the ICP-MS scheduled for PM and adequate downtime(typically one day)to complete the procedure. • Adequate working space around the ICP-MS,with all supplies nearby. • A representative(for example,the operator)present at all times when Support Provider is performing this service. • Container for old pump oil and other waste materials and a method for disposing of them. 15-Feb-2017, Rev.1.3 For lalelnal Use Only P/N#G8400-90676 Page 1 of 10 Professional Services Agreement--Exhibit A Page 11 of 54 Agilent 7900 IC12-1013 • �;.••• ApilantTeoMoloplse Scope of Work—Agilent 79001CP-MS Standard PM • Normal operating supplies available including consumables and usage-dependent items such as paper,pens,tune solution,reagents and solvents(glass beakers,funnel,paper towels,cotton swabs) • Access to all ultrasonic bath. • Failure to provide the above may reduce applicable procedures performed fit the PM(that is,oil replacement,ion lens cleaning). 3. AGILENT RESPONSIBILITIES 3.1 Scheduling—The Call Initiator The service call begins with a call to the Customer by the"Call Initiator." The Call Initiator may be the Support Provider,a workload administrator,or a dispatcher,depending on local processes. The Call Initiator: 1. Calls the Customer,schedules the date and time for service,and confirms Customer preparation. 2. Discusses possible problem areas before the Support Provider goes out site. 3. Asks the Customer to log a service call,if the instrument is not functional. 3.2 Support Provider Responsibilities All Support Providers shall be Agilent trained and certified to work on the 7900 ICP-MS. Support Providers shall take necessary Electro-Static Discharge(ESD)precautions(see appropriate Hardware Manual)when working on or near pruned circuit boards or other sensitive assemblies. 3.2.1 Delivery 1. Brings all necessary tools,supplies and parts to complete the procedure(see 7900 Service Manual for list of tools,supplies and parts)including: Part Description Part Nuutber Product/Model 1i where used AVI'60 SHOE Oil X3760.64004 7900 ICP-MS Oil element for M840+ 0400201 7000 ICP-MS Gropblte Gasket for Sample Conte(3pk) G3280.67009 7000 ICP-MS Octopole Mseuibly G3280-67046 7000 ICP-MS Polycleat•cooling thud 0292-80010 G1879B/G3202A 15-Feb-20t7, Rev. 1.3 For Inteinai Use Only P/KHG8400-90676 Page 2 of 10 Professional Services Agreement Agilent Technologies,Inc.,Page 12 of 54 Agilent 7900 IMMS -� AyllenlTeohnoloples Scope of Work—Agilent 7900 ICP-MS Standard PM Rinse/Drain tubing G3286-80117 ASX-500 Tubing/connection kit for drain G3286-80118 ASX-500 Peristaltic puntp tubing set G3160-65320 I-AS Drain htbhng to rinse bottle and drain bottle G3100-65328 I-AS Rotor seal for Valve(ISIS3) G8411-07111 18183 Piston puntp Seat replacenteut.kit G8411-67115 ISIS3 Additional parts may be required from eughteers stoela Anti suck valve kit SR03707652 7900 ICP-MS Peristaltic pwup tape(30un roll) 5043-0030 7900 ICP-MS Polishing Paper Kit(#400/#1200,6 sheets each) G1839.66404 7000 ICP-MS Cotton Swabs,ultra-fine cortical bud shape at both 0300-2674 7000 ICP-MS ends(100/pk) Alumina Powder 8660-0791 7000 ICP-MS lint-free-paper 05080.60051 7000 ICP-MS Z-Axis Drive PEEIC Cable(Anti-I{itnk) G3286.80331 ASX-500 Z-Axds Drive Assemble(PEEK,Atnti-Hhtlt) G3286.80330 ASX-500 2. Completes all steps in the Standard PM Checklist applicable to the instnunent. NOTE: I The PM Checklist is a separate document. 3.2.2 Documentation 1. Writes the date service was completed on the PM sticker, 2, Applies PM sticker to the instrument or instrument logbook, 3, Attach pre and post tune reports to the PM checklist, 4. Attach 10-minute stability report to the PM checklist. S. Asks the Customer to sign the PM Checklist acknowledging the completion of service. 6. Sign the PM Checklist, 15-Feb-2017, Rev.1.3 For Internal Use Only P/NflG8400.90676 Page 3 of 10 Professional Services Agreement Agilent Technologies,Inc.,Page 13 of 54 Agllent 7000 IMMS ••• _••• A�ilantruahnoloyles Scope of Work—Agflent 7900 ICP-MS Standard PM 7. Affixes all data generated to the Standard PM Checklist and gives it to the customer for addition to the instrument logbook. 4. PM CHECKLIST Refer to the 7900 ICP-MS Standard PM Checklist.A Standard PM is intended to be perfornied on an annual basis. An Interim PM is intended to be delivered at a G month period from the Standard PM delivery. Please refer to the Interim PM checklist and Interim PM Scope of Work.When delivering a Interim PM Support Provider completes the Checklist whether or not the instrument is filly operational. 4.1 I'M Task Details 4.1.1 Customer responsibilities 1. Customer has service their cooling water supply. 2. Customer has generated and printed a nine report prior to performing the PM. 3. Customer saves all methods and sequence files prior to PM start. 4. Customer maintains their Sample and Skimmer cones 4.1.2 Standard PM Checktlst 1. Verify with the customer that sample introduction system was flushed with pure water. If not,flush system now. 2. Complete the Standard PM Checklist in the order given. 3. If any module fails a test,record the results in the Test Results box and complete the rest of the Standard PM Checklist. 15-Feb-2017, Rev,1.3 For Internal Use 0111y P/NH08400.90676 page 4 of 10 Professional Services Agreement Agilent Technologies,Inc.,Page 14 of 54 Agllent 7000 IMMS •�;;}•• AyllsnlTeahnnlopl�� Scope of Work--Agllent 7900ICP-MS Standard PM NOTE: In the event of any test failure,the Support Provider will log a service call,if the Customer has a service contract. If the Customer does not have a service contract,the Support Provider will inform the Customer of the failure(leak,inoperable sensor,test, etc.),and offer to log a Time and Material service call for the Customer. 4.1.3 7900 system l. Check the instrument logbook for recently serviced items. Exclude maintenance on items that were replaced within 90 days of the current PM. 2. Begin system vent. 3. Perform a general inspection of the system. Alert the Customer to any potential safety issues(waste container full,drain tubes blocked,etc.). Ensure that control cables such as the remote,serial and LAN are firmly seated and are not being excessively stretched,kinked or frayed. 4. Ltspect the vacuum hoses and exhaust tubes for any possible problems,such as kinks,splits or other damage. Ensure that the power cable to the mainframe and the power cable to the rough pump are not damaged or worm in any way. 5. Inspect shield plate contacts. If there are excessive signs of corrosion,arching,overheating or wear, clean affected area if possible or replace. 6. Inspect the tape lining on the inside of the peristaltic pump pressure shoe,if this is wont remove and replace with new tape,part number 5043-0030. 7. Open instrument covers and remove accumulated dust from instrument. 4.1.4 Mechanical Vacuum Pumps 1. Check the area around the pump for evidence of oil leakage.Also check the pump gasket for leakage. If evidence of oil leak is found,Support Provider will log a service call. 2. Drain and replace mechanical pump oil. 3. Replace the oil element. 4. Check and clean the anti suck valve. 15-Feb-2017, Rev.1.3 For Intenid Use Only P/N#08400.90676 Page 5 of 10 Professional Services Agreement Agilent Technologies,Inc.,Page 15 of 54 Agilent 7900 ICP-M8 •••{'1••• Aoibnnl'eahnotodln Scope of Work—Agilent 79001CP-114S Standard PM 5. If the oil appeared excessively dirty,discuss with the customer(lie possibility of more frequent changes. 4.1.5 Mechanical Vacuum Dry Pump(Option) 1. Check the oil level gauge of the pump motor.The level may be lower than the lower limit during operation,which is nornnal. Stop the pump and wait until the level becomes stable,then check the level.If the oil is lower than minimum level line,there is a possibility of oil leakage from the pump motor gear box and it is recommended to replace the entire NeoDry 36 pump. 2. Check the ballast valve is set to the open position. 3. Replace the pump every 4 years. Note:You must complete the EHS form when returning the pump. 4.1.6 Cooling water l. Drain cooling fluid. 2. Remove the metal mesh water filter and sonicate for 5 minutes in water,rinse and reinstall. 3. Refill PolyClear cooling fluid. 4. Clean the air filter and condenser by compressed air or vacuum cleaner. 5. Record the water flow via the MassHunter meter on the PM checklist. 4.1.7 Ion lens cleaning 1. Prepare an area for lens cleaning,including safety glasses,alumina oxide,pure water,methanol, laboratory glassware cleaner,clean wipes,blue sandpaper,cotton swabs,beakers,tweezers, screwdriver,ohmmieter and gloves. Use only clean and degreased tools when working with the ion lenses. — Wear only clean gloves when working inside the vacuum chamber. 2. Remove the sample and skimmer cone from the interface.Remove the skimmer base. 3. With the system vented,open the analyzer. Unplug the plate bias lens and deflector lens connection wires,remove the reaction gas tube,loosen the reaction cell mounting screw and remove the reaction cell assembly. Replace the analyser cover whilst cleaning the lenses to minimise contamination and moisture into the assembly. 15-Fab-2017. Rev.1.3 For Internal Use only P/N#G8400-90676 Page 6 of 10 Professional Services Agreement Agilent Technologies,Inc.,Page 16 of 54 Agilent 7900 WAS �s• AoilonlTechnologies Scope of Work—Agilent 7900 ICP-MS Standard PM 4. Loosen the two QP focus guide screws and remove the QP focus guide. Remove the plate bias and QP offset leases. 5. Disassemble the lens assemblies,and lay out on a clean lint free cloth. 6. Set aside the many insulators and screws contained in the lens assemblies.Do not attempt to clean or Sonicate these parts. 7. Prepare a solution or slurry of alumina and pure water.in a beaker to a paste like consistency. 8. Clean the"Critical surfaces"of the ion lenses paying particular attention to the lenses with small orifices that you clean inside these. Use a combination of the alumina slurry with cotton swabs and the blue sand paper to clean the lens surfaces. 9. Rinse the lenses thoroughly to remove any remaining alumina. 10, Sonicate tine ion lens parts; a) Place the cleaned lenses in a beaker. b) Add pure water with a small amount of laboratory glassware cleaner to cover the parts. c) Sonicate the parts for 5 minutes. d) Repeat the sonication process using fresh pure water 3 times. 11. Place tine parts on a clean lint free cloth and allow to air dry. 12. Reassemble the source parts following the hardware manual for reference. Replace tine 03280- 67045 octopole assembly. 13. Refit the ion lens assemblies ensuring all physical connections for analyser operation are in place. Verify connections with an ohmmeter where possible to ensure proper connection. 14. Close the analyser and vent valve,proceed to pump down the instrument. 4.1.8 Auto Sampler SPS 4 1. Clean the spill tray,rack location mat,end frames and chassis with a damp soft cloth and diluted mild detergent 2. If the clean cover is installed,check the extraction of clean cover is connected and working with specified extraction flow(>3 in/sec) 3. Clean the auto sampler cover panels with domestic window cleaner 15-Feb-2017, Rev.1.3 For vltemal Use Only P/N#G8400-90676 Page 7 of 10 Professional Services Agreement Agilent Technologies,Inc.,Page 17 of 54 Agilent 7900 IMMS AIIIentTeehnologles Scope of Wei-it—Agilent 7900 ICP-MS Standard�PM 4. Check the X-axis and Z-axis drive belts for cracks,splits,damaged teeth,excessive baying,color changes or degradation from fimies 5. Check the X-axis,Theta-axis and Z-axis FFC cables for cracks,incorrect positioning,damaged edge or damaged connectors 4.1.9 Auto Sampler ASX500 Series 1. Clean external surfaces of the Autosampler,this will protect the service technician froth potential chemical burns 2. Z-Axis Inspection.Inspect the Z-axis PEEK drive cable for kinks or slight bends.Power off the Autosampler and manually move the Z-drive up and down using the rotor on the rear of the instrument.Inspect the Z-axis drive cable for kinks or slight bends of the movement is rough and hard to move then replace Z-axis drive cable(P/N G3286-80331)or Z-axis drive assembly(P/N G3286-80330) 3. Pump Tubing Replacement Replace peristaltic pump tubing.Replace all tubing that goes from the rinse station to the pump and from the pump to the waste/rinse bottles 4. QC Testing Using customer's racks and the Agilent software move the sample probe to the 4 outermost corners and ensure that the probe is centered in the vial 5. Final Inspection Check that all components are tight 4.1.10 Auto Sampler I-AS 1. Clean external surfaces of the Autosampler,this will protect the service technician from potential chemical burns 2. Pump Tubing Replacement Replace peristaltic pump tubing.Replace all tubing that goes from the rinse station to the pump and from the pump to the waste/rinse bottles 3. QC Testing 15-Feb-2017, Rev.1.3 For Intemal Use Oaly P/N#G8400-90676 Page 8 of 10 Professional Services Agreement Agilent Technologies,Inc.,Page 18 of 54 Agilent 7900ICP-MS AyllenlTachnolapls� Scope of Work—Agilent 7900 ICP-i14S Standard PhI Using customer's racks and the Agilent sothvare move the sample probe to the 4 outermost corners and ensure that the probe is centered in the vial 4.1.11 ISIS3 1. Replace ISIS valve seal(P/N G8411-67111) 2. Replace piston pump seal(P/N G8411.67115), 3. QC test Verify the function of valve and syringe pump.Make sure that there is no leak front the valve and pump tubing connections. 4.1.12 System Post Check 1. Check the quadrupole matching,using the procedure described in the Service Manual. 2. Perforut the octopole matching. 3. Verify proper gas control function by changing the flows and observing the meter reading in MassHunter.Perform and automated adjustment for the MFC's. 4. Ignite plasma 5. Aspirate tune solution and verify in tune(using the customer's last tune)that changes in the Ions voltages results in the expected sensitivity change. 6. Perforal an Autotune,including the generation of a tune report,Attach tune report to the PM checklist. 7. Record the EM and discriminator voltages on the PM checklist. 8. Create the following acquisition method: a) Spectrum mode b) Choose masses 5(13kg),'Li,76,81Y,1d'Ce&...Tl. c) 3.3 seconds/point, d) 3 points/peak. e) 10 repetitions. 9. Aspirate riwe solution and rut 10 minute stability test. 10. Print a report of the stability test and attach to the PM checklist. 15-Feb-2017, Rev.1.3 For Huemal Use only P/N11G8400-90676 Page 9�10 Professional Services Agreement Agilent Technologies,Inc.,Page 19 of 54 Agilent 7900 ICP•MS •••S,{• AgllentTsohnolerles Scope of Work—Agilent 7900 ICP-MS Standard PM 11. Record the status result table in analysis mode. 12. Shut off plasma. 13. Record on the Standard PM checklist the analyser,backing Standby vacuums,and TMP revolution. NOTE: If the PM is being performed in advance of an OQ/PV,use the protocol as a guide for instrument checkout. 4.1.13 Service Review 1. Make art entry in the MassHuntcr maintenance Logbook recording the preventative maintenance activities performed. 2. Affix a PM sticker to the 7900 or the instrument logbook. NOTE: Some Customers do not approve of the placement of a PM sticker•oil the instrument. This Is optional and only performed if the Customer approves. 3. Attach all printouts of tests performed to the Standard PM checklist. 4. Customer and Support Provider sign the Standard PM Checklist indicating service was performed. 5. ACKNOWLEDGEMENTS 15-Feb-2017. Rev.1.3 For Intetual Use Only P/NN08400-90676 Page 10 of 10 Professional Services Agreement Agilent Technologies,Inc.,Page 20 of 54 Agilent 5977.5075.5013 Series GCIMSD Mass Selective Detectors ;{�} ApllentYeohnotoplee Scope of Work—Agilent 5977-5975-5973 Series MS Preventive Mdintenance SCOPE OF WORK Preventive Maintenance for the Agilent 5977-5975-5973 1. SCOPE This document provides details of the procedures necessary for the successful completion of a Preventive Maintenance(PM)service call for the 5977-5975-5973 Mass Spectrometer. It clarifies responsibilities and assures uniform delivery of the service. Only Support Providers trained and certified by Agilent Technologies will provide the service. Support Providers are Agilent Customer Engineers(CE's) and/or Agilent Authorized Support Providers(ASPS). References to other documents are included to supply additional information(such as part numbers)or to provide clarity. Delivery time for completion of a Preventive Maintenance call is 1.5 hours for Turbo Systems and 2.5 hours for Diffusion Pump systems and includes one source cleaning of the installed source.If required, an additional source cleaning should be sold for systems utilizing more than one source.Time starts when the Support Provider arrives at the Customer site and ends when he/she leaves the site.The PM Checklist (a separate document)details the steps necessary for completion. Venting and pumping down of the instrumentation will be additional times,typically 1-2 hours. Please refer to Appendix—Summary Checklist Items NOTE: This document is to be used by Agilent Employees and Agilent ASPS,and is not to be provided to Customers. 2. CUSTOMER RESPONSIBILITIES In preparation for the service call,the Call Initiator(see section 3.1 below for a definition of the Call Initiator)verifies with the Customer that the Support Provider has: 1. Access to the 5977-5975-5973 MSD and adequate downtime(typically one day)to complete the procedure. 2. Adequate working space around the Mass Spectrometer,with all supplies nearby. 3. A representative(for example,the operator)present at all times when Support Provider is performing this service. issued:01•Dec-2012 Revision A.02 Agileat Tedwologies Restricted Pave 1 of 11 (1,3870-90404 Professional Services Agreement Agilent Technologies,Inc.,Page 21 of 54 Agilent 6977-59754973 Series OCIMSb ; Mass Selective detectors AptUnlTiehnolopbi Scope of Work—Agiieut 5977-5975-5973 Series MS Preventive Maluteuauce 4. Container for old pump oil and other waste materials and a method for disposing them. (if applicable) 5. Normal operating supplies available including consumables and image-dependent items such as paper, pens,and solvents(5001W glass beaker,fitmnel,paper towels,cotton swabs) 6. Failure to provide the above may reduce applicable tests performed in the PM(that is,Oil replacement,source cleaning). 3. AGILENT RESPONSIBILITIES 3.1 Scheduling—the Call Initiator The service call begin with a call to the Customer by the"Call Initiator." The Call Initiator may be the Support Provider,a workload administrator,or a dispatcher,depending on local processes. The Call Initiator: 1. Calls the Customer,schedules the date and time for service,and confirum Customer preparation. Confirms the type of hardware Turbo Pump versus Diffitsion Ptunp i this is normally confir fined via ilia serial number Wet versus Dry Mechanical Pump(Forelile) 4 needs to be asked for the 5977 and 5975 Series MSDs Type of Wet Mechanical Pump—Agilent,Pfeiffer,or Edwards —>this is normally confirmed by the model of the MSD being used. 2. Discusses possible problem areas before the Support Provider goes on site. 3. Asks the Customer to log a service call,if the Mass Spectrometer is not functional. 3.2 Support Provider Responsibilities All Support Providers shall be Agilent trained and certified to work on 5977-5975-5973 Series Mass Spectrometers. Support Providers shall take necessary Electro-Static Discharge(ESD)precautions(see !ss►ted;01-1)ec-2012-Revision A.02 Agileat Teclutologies Restricted Page 2 of 11 0,1970-90404 Professional Services Agreement Agilent Technologies,Inc.,Page 22 of 54 Agilent 6977-5976.5973 Series OCIMSD Mass Selective Detectors 'i,. AailentT�ohnolopin Scope of Work—Agilent 5977-5975-5973 Series NIS Preventive Maintenance appropriate Hardware Manual)when working on or near printed circuit boards or other sensitive assemblies, NOTE: It is very important to ensure that the customer has been told to cool and vent the system p1•lom•to going on site.Failure to do so will result in additional time needed to complete the PM that was not sold as part of the PM. 3.2.1 Delivery 1. Brings All necessary tools,supplies and parts to complete the procedure(see 597X*MSD Hardware Manual,for a list of tools and supplies)including: — Diftitsionpump oil o 6040-0809 Qty 2 for 5973/5/7 — Wet Mechanical pump oil 0 6040.0834 for all wet Foreline Pumps—5973,5975,5977 — Dry Mechanical Pump(if applicable) 0 G3170.89028 for Pfeiffer Dry Mechanical Pump o 03170.89032 for PfeifferN113 Dry Mechanical Pump 0 ll)P3TS for Replacement tip seal kit for IDP3C 2. Supplies consumables used dining the PM. See sections 4.1.3 through 4.1.8 of this document for a list of Included consumables. 3. Completes all steps in the PM Checklist applicable to the instrument. NOTE: I The PM Checklist is a separate document. 3.2.2 Documentation 1. Write the date service was completed on the PM sticker. 2. Applies PM sticker to the instrument or instrument logbook. Issued:01-Dec-2012-Revision A.02 Agilent Tectwologles Restricted Page 3 of 1 l 03870-90404 Professional Services Agreement Agilent Technologies,Inc,,Page 23 of 54 Agilent 5977.5975.5973 Series GCIMSD Mass Selective Detectors s;i• Ap11�ntTsohnolopia Scope of Work—Agilent 5977-5975-5973 Series NIS Preventive Maintenance 3. [EI Only]attach both pre and post PM Autotiwe and give to the customer for addition to the itistnmrent logbook. [CI Only]attach both pre and post PM Tunes and give to the customer for addition to the instrument logbook. 4. Asks the Customer to sign the PM Checklist acknowledging the completion of service. 5. Sighs the PM Checklist. 6. Affixes all data generated to the PM Checklist and gives it to the Customer for addition to the instrument logbook. 4. PM CHECKLIST Refer to the 5977-5975-5973 Series PM Checklist. Support Provider completes the Checklist whether or not the instrument is fully operational. 4.1 PM Task Details 4.1.1 Customer responsibilities 1. Customer notes and records in the instrument logbook the type of column installed and the gas flow rate in ml/min. 2. Customer runs an Autotune[EI only if El source is installed]and saves the report,and sets the MSD to vent,ill preparation for maintenance. Customer runs am Autontne[PCI only if CI source is installed]and saves the report,and sets the MSD to vent,in preparation for maintenance. (Ini(ial checkout of the NCI requires PCI setup to be done. There are some cases to which customers would go directly to NCI only versus the PCI setup procedure.) 3. Customer saves all methods and sequence files prior to PM start. 4.1.2 PM checklist 1. If the system is not vented,vent the system. 2. Support Provider performs a general inspection of the system for cleanliness. 3. Complete the PM Checklist in the order given. issued:01-Dec-2012-Revision A.02 Agilent Teclutologies Restricted Page 4 of 11 03970-90404 Professional Services Agreement Agilent Technologies,Inc.,Page 24 of 54 Agllent 5877.5876-SU3 Series OCIMSD Mass Selective Detectors { Apibnthehnolspin Scope of Work—Agileut 5977-5975-5973 Series riIS Preventive Maintenance 4. If any module fails a test,record the results in the Test Results box and complete the rest of the PM Checklist. NOTE: lit the event of any test failure,the Support Provider will log a service call,if the Customer has a service contract If the Customer does not have a service contract,the Support Provider will inform the Customer of the failure(leak,inoperable sensor,test, etc.),and offer to log a Time and Material service call for the Customer. 4.1.3 Wet Mechanical Vacuum Pttmps 1. Check the area around The pinup for evidence of oil leakage.Also check the pump gasket for leakage.If evidence of oil leak is found,Support Provider will log a service call. — Drain and replace mechanical pinup — 5973,5975,5977 Series will use 6040-0834 If the oil appears excessively duty,discuss with the customer the possibility of more frequent changes. — I dfoem the customer that,for CI systems,the mechanical pump will have to be in the ballast mode for at least 15 minutes each week.If customer is not familiar with the procedure, demonstrate how to ballast the pump. — Check to see if the oil must filter will need to be replaced. d Oil Mist Filter,3/8 BSP Male Threads— 5975-5973 01099.80039 o Filter cartridge,oil mist elim in,2/pk- 5977 2710100200 Check the instrument logbook for recently serviced items. Exclude maintenance on items that were replaced within 90 days of the current PM Perform a general inspection of the GC/MSD system. Alert the Customer to any potential safety issues(waste container full,Stayed whing,draht tubes blocked,etc.) Check that all waste trays/htterfaces are properly mounted as per the 597X Series Llstallation Guide For tests performed,attach printed results to the PM Checklist Isstted:01-Dec-2012-Revislon A.02 Agllent Teclutologles Restrleted Pape 5 of 11 03870-90404 Professional Services Agreement Agilent Technologies,Inc.,Page 25 of 54 Agilent 5977-5976-5973 Series OCIMSD Mass Selective Detectors {;l' AyilmlTwhnoloola Scope of Work—Agilent 5977-5975-5973 Series MS Preventive Maintenance NOTE: Consult the 597A*Hardware Manual for the procedure.The Customer is responsible for supplying a means for disposal of waste material. 4.1.4 Dry Mechanical Vacuum Pumps 1. Check the area around ptunp.Also check the pump gasket(diaphragm)for leakage. 2. Exchange the Mechanical Dry Vacuum with replacement,if applicable 3. Inform the customer that for CI systems,the mechanical pinup must be exhausted especially for the chemical resistant model(NH3 Dry Mechanical Pmnp). 4. Check the instrument logbook for recently serviced items. Exclude maintenance or items that were replaced within 90 days of the current PM 5. Perform a general inspection of the GC/MSD system. Alert the Customer to any potential safety issues(waste container frill,frayed wiring,drain tubes blocked,etc.) 4.1.5 Dlffushon Pumps Following the procedure in the specific 5977-5975-5973 Hardware Manual,drain and replace the difiunsion pinup oil(P/N 6040-0809—Qty 2 for 5973/5975/5977 MSD) 4.1.6 Source Cleaning(EI,CI) l. Prepare an area for source cleaning,including alumina,methanol,clean wipes,green sandpaper, cotton swabs,toothpicks,tweezers and gloves 2. With the system vented,open the analyzer.Remove the ion source connections,two thurmbscrews and then remove the source from the radiator.While cleaning the source,keep the analyzer door closed to minimize contamination and moisture into the assembly. 3. Disassemble the Ion Source into the individual components(do not clean the magnet,filaments or heater block)as identified in the Ion Source section of the User Guide.Lay the pails out onto a clean,Punt free cloth Issued;01-Dec-2012-Revision A.02 Agitent Technologies Reshicted Page 6 of 11 G3970-90404 Professional Services Agreement Agilent Technologies,Inc.,Page 26 of 54 Agilent 5977.5975.5973 Series OCIMSD Mass Selective Detectors ��: ARNIM Technologies Scope of Work—Agilent 5977-5975-5973 Serles AIS Preventive Maintenance 4. Prepare a solution or shury of alumina and methanol in a beaker to a paste like consistency.Do not attempt to clean the many insulators in the source(repeller,lens stack,filaments...) 5. Clean the"Critical surfaces"of the source as defined in the source user guide.This will include the repeller face,ion source body,ch-awout tens and entrance lens 6. Sonicate the source pants: a) Place the parts that were cleaned with Alumina in a beaker b) Add chlorinated solvent to cover the source parts c) Sonicate the parts for 5 minutes.Verify that the solvent is clean and if not,replace and soricate the parts for another 5 minutes d) Repeat the sonicatiouprocess using acetone and then methanol as the solvents 7. Bake the source parts in an oven set to 1000 C for 15 minutes 8. Reassemble the source parts following the user guide for reference 9. Reattach the ion source ensuriug all physical connections for analyzer operation are in place. 10. Close the analyzer and vent valve,proceed to pump down procedure as defined in the user guide. 11. Monitor the vacuum readings fi•om the vacuum gauge controller(if applicable) NOTE: Source cleaning Is performed on the source Installed in the Instrument at time of PM. If the EI source Is not installed,ensure that this source is available for leak testing purposes. 4.1.7 Cleaning System 1. Inspect and clean all vent covers 2. Clean dust off of all fates using a hand brush or vacuum 3. Make sure fans are fhactional and spin fi-eely. 4. Make sure that the area around the fans is clear. NOTE: I If fans do not turn freely,Support Provider will log a service call. Issued;01-Dec-2012-Revision A.02 Agilent Technologies Restricted Page 7 of It 0.1870-90404 Professional Services Agreement Agilent Technologies,Inc.,Page 27 of 54 Agilent 6077-5976.6973 Series OCIMSD Mess Salective Detectors ?�};" AplbntTechnslopirr Scope of Work-.Aglleut 5977-5975-5973 Series MS Preventive Maintenance 4.1.8 System Post Check[EX source only] 1. Allow the system to pump down 2. LEAK CHECK-Using the pre-PM Autotine settings,run spectrum scan to monitor air(u 28)and water(it 18)background.Turbo Pump systems will rapidly pump excessive air and water tiom the system;Diffusion Plump systems may take several hotus to accomplish similar results. 3. If air and water background do not begin to decrease after the system has been pumped down for 15 minutes,check for leaks 4. If air background continues to be excessive after the leak check(indicated by the air peak(u 28) being greater than the it 69 peak),Support Provider will log a service can. 5. Perform an Autotttne 6. If the Autot ne fails to complete,Support Provider will log a service call NOTE: .If the PM is being performed In advance of an OQ/PV,use the protocol as a guide for instrument checkout 4.1.9 System Post Check[PCVNCI source installed] 1. The system must equilibrate for at least four hours. Ask the customer to log a service call if they determine the system is not operating properly after the equilibration. 2. Pump system back down. 3. Verify systems vacuum reading via the gauge controller(if applicable) 4. Leak Check a. Verify system in mamtal tune b. -Using the pre-PM Autotune settings,rut spectrum scan to monitor air(u 28)and water (u 18)background.Turbo Pump systems will rapidly pomp excessive Rif and water fi-oul the system; c. Verify previous tune files perforwance d. If air and water background do not begin to decrease after the system has been pumped down for 15 minutes,check for leaks e. If air background continues to be excessive after the leak check(indicated by the air peak (n 28)being greater than the u 69 peak),Support Provider will log a service call. Issued:01-Dec-2012-Revision A.02 Agitent Tectutologies Reshicted Page 8 of 11 C3870-90404 Professional Services Agreement Agilent Technologies,Inc.,Page 28 of 54 Agilent 5977-5975.5073 Series GCIMSD Mass Selective Detectors {;};•• AyttsmTeahnolopla Scope of Work--Agilent 5977-5975-5973 Series MS Preventive Maintenance 5. Performed PCICH4.0 to checkout the system G. If the CI Autotune fails to complete,Support Provider will log a service call 4.1.10 Service Review 1. Complete inshument logbook if available,stating that a PM was completed.Enter information about serviced or exchanged parts. 2. Attach Autohme report to the logbook and PM sticker to the MSD,writing the completion date on the sticker 3. Customer and Support Provider sign the PM Checklist indicating service was performed. NOTE: Some Customers do not approve of the placement of a PM sticker on the iush•ument. This Is optional and only performed It the Customer approves. Isstted:01.Dec-2012-Revlsiou A.02 Agilent Teelmologies Restricted Page 9 of 11 GIR70.90404 Professional Services Agreement Agilent Technologies,Inc.,Page 29 of 54 Agilent 6977-5975.5973 Series OCIMSD Male Selective Detectors {• ApllontTeohnoloploo Scope of Work—Agilent 5977-5975-5973 Series NIS Preventive Maintenance Appendix — Summary Checklist Items preventive Maintenance Checklist ❑ Perform general inspection of system for cleanliness. Wet Mechanical vacuum pumps ❑ Check for evidence of oil leakage • Check pump gasket for leakage ❑ Drain and replace Mechanical putup oil • Discuss with customer the need for more frequent oil changes if the oil is dirty. • Inform customer that,for Cl systems,pump will have to be in the ballast mode for at least 15 minutes every week. • Demonstrate ballast,if requested. ❑ Replace Trap Material if applicable ❑ Autisuckback test Dry Mechanical vacuum pumps o Check for evidence of poor vacuum * Replace mechanical pump,if applicable Difdislon pumps o D1win and replace difNtsion pump oil Cleaulug system a Fans • Vocuum/remove dust from fans and vent covers • Fans are functional • Area is cleared around fans Source Cleaning ❑ Remove and clean installed source ❑ Re-install source and close analyzer System post-check ❑ Pump system back down. ❑ Verify systems vacuum reading via the gauge controller(if applicable) ❑ Leak Check • Verify system hi manual time • Verify previous lime files performance ❑ Autolune Perforated • For EI use ATUNE.U/ETUNE.0 Issued;01-Dec-2012-Revision A.02 Ag)lent Technologies Restricted Page 10 of I 1 03870.90404 Professional Set-vices Agreement Agilent Technologies,Inc.,Page 30 of 54 Agllent 5977.597&5978 Series OCIMSD Mess Selective Detectors {;} •• ApllrnlTrrhnrlrpia Scope of Work—Agllent 5977-5975-5973 Series NIS Preventive lWalntennuce • For PCI use PCICH4.0 • For NCI use NCICH4.0 Tulin Gas Filters o Helitun gas line filter o Methane gas line filter Issued:01•Dec•2012 Revision A.02 Agllent Tedniologles Restricted Page 11 of 11 01870-90404 Professional Services Agreement Agllent Technologies,Inc.,Page 31 of 54 •• •• Agilent Technologies 5975T LTM GC/MSD Preventive Maintenance Checklist-Standard Agilent Preventive Maintenance provides factory reconmiended service for your analytical systems to assure reliable operation and the accuracy of your results. Delivered by highly-trained and certified service engineers using genuine Agilent parts and supplies,Agilent Preventive Maintenance provides everything you need to reduce unplanned downtime and keep your systems operating at their peak. For more Information about Agilent Technologies services please visit our web site using the following URL litt„://wnvw them agile►tt cons/en-us/products/services/rages/default asox Customer Ittfomittflon • Customers should provide all necessary operating supplies upon request of the engineer. • A customer representative should be available to the engineer while performing the preventive maintenance procedures. • Any parts,not Included in the Parts Lists section of this doctunent,are not part of the recommended Preventive Maintenance set vice,nor are they included in the price of this service. • If a system requires the use of additional or special procedures and/or parts for the instrument service,then these must be ordered separately and charged as a repair,which may incur additional costs. Service Eughteer's Respousibillties Only complete/printout pages that relate to the system or module being serviced. Complete empty fields with the relevant information Complete the relevant checkboxes in the checklist using a"X"or tick mark"✓"in the checkbox. Complete Not Applicable check boxes to indicate services not delivered,as needed Complete the PM service in the order of the tneks listed. Complete the Service Review section together with the customer issued:12-May-2011 Revision:A.02 Copyright 0 2010 Agilent Technologies Page 1 of 0 Professional Services Agreement Agilent Technologies,Inc.,Page 32 of 54 .�. Agilent Technologies 5975T LTM GtC/MSD Preventive Mahitenauce Checkllat-Standard System 111forinatioll Listrument System Name/I.D: Lnstrument Lecationt 1. 1. 2. 2. 3. 3. 4. 4. 5. 5. 6. 6. 7. 7. 8. 8. 9. 9. 10. 10. Galdancet O Check box if instrument configuration report is attached instead of completing the table above. rreyaratiol n Discuss any specific issues with the customer prior to starting. • Review the instrument logbook. o Save instrument control settings before starting the procedure. a Perform general inspection of system for cleanliness o Check for proper installation of safety-related parts,assemblies,Sensors etc n Check for required firmware updates and verify with customers if they would like it installed. Issued:12-May2011 Revision:A.02 Copyright®2010 Agtlent Technologies Page 2 of 6 Professional Services Agreement Agilent'Technologies,Inc.,Page 33 of54 • Agilent Technologies 5975T LTM GIC/MSD Preventive Mahitenance Checklist-Standniq Inlet Maitttettance /GC Inlet u Section NOT Applicable a For the inlets installed,perform cadet maintenance as defined in 5975T LTM GC/M$D manual— 'Troubleshooting and Maintenance Guide" a Replace the split vent trap u The follouring kits are recommended for capillary and purged packed inlets.If this is a general PM and the customer has a preferred set of consumables,you may use the customer's conetu_nables. SSL Capillary Inlet PM kit,splitless 5188-6497 Includes Splitless Liner: 5062-3587 SSL Capillary Inlet PM kit,split 5188-6496 Includes Split Liner: 5183-4647 Wet Mechnideal Vacuum Pwnu Mttitttentattee/ Mechanical Vacuum Puma o Section NOT Applicable o Check for evidence of oil leakage o Check pump gasket for leakage a May require removal of safety cage(if applicable) o Drain and replace Mechanical pump oil a Will require removal of safety cage(if applicable) a Discuss with customer the need for more Requeal oil changes if the oil is dirty a Inform customer that,for CI systems,pump will have to be in the ballast mode for at least 15 minutes every week o Demonstrate ballast,if requested a Check the bolls on the forcline pump to make sure they are tight and secure a Check the antisuckback valve on the foreline pump a Replace Trap Material(if applicable) Pfeiffer Dry Meeltatdeal Pumn Maintenance /Mechanical Vacuum PUMP a Section NOT Applicable a Uninstall existing Dry Mechanical Pump a May require removal/reinstallation of safety cage(if applicable) a Replace Dry Mechanical pump%with a replacement pump(if applicable) a Install new Dry Mechanical plump IDPS Dt•v Meel►nttical Puml)/Mecltattical Vacuum Ptunu Issued:12-May-2011 Revision:A.02 Copyright 0 2010 Agllent Technologies Page 3 of 6 Professional Services Agreement Agilent Technologies,Inc.,Page 34 of 54 •; ;• Agilent Technologies 6975T LTM GC/MSD Preventive Maintenance Checklist-Standard o Section NOT Applicable o Replace seals for Q)P3 Dry Mechanical Pump follouung the procedures in the 5975T LT11[ GC/AISD mfumal—-Troubleshooting and Maintenance Guide" El Soxwee Cleaning/Ion Source n Section NOT Applicable n Remove and clean the installed source • Re-itstali source and close analyzer Cleald=evatem/Whole-System a Section NOT Appucable o Vacuum/remove dust from fats n Inspect all connectors and cables Cheeldu *Calibrant and Fans/MSD CaNbrant and System Fntrs. n Section NOT Applicable a Verify the calibrant level o Allow the system to pump down o Fans are functional ALS maintenance/Autosamoler o Section NOT Applicable o Check all cabling and configuration settings between GC,tray,and itUectors o Check syringe for smooth plunger operation o Check for smooth operation of the needle support rod—clean if necessary v Check for correct operation of syringe volume stops Beetore Instrument n Reconfigure the system.Purge Wet and LTM column at lower temperature o Restore instrument to initial conditions o Verify systems vacuum reading via the gauge controller(if applicable) o perform leak check n Perform an Autot une n Run a Check out sample test Guldancei If the PAI son-ice is performed prior to it qualification service,then use the qualification procedure as a guide for final instrument set up and checkout. Issued:12-May2011 Revision:A.02 Copyright 0 2010 Agilent Technologies Page 4 of 6 Professional Services Agreement Agilent Technologies,Inc.,Page 35 of 54 Agilent Technologies 5975T LTM GC/MiSD Preventive Matrttenance Checklist-Standard Service Review o Attach available reports/printouts of all tests to this documentation. a Record the Pli service activity in the customer's instrmuent records/logbook o Update/reset instrument maintenance counters as appropriate o Affirm the PM sticker to the system or instrument logbook based on the customer's request. o Complete the Sersice Review Comments section belour if there are additional comments o Review the service and any test results with the customer. o If the Instrument firmware was updated,record the details of the change in the service Engineer's Comments box below or if necessary,in the customer's IQ records. 5975T GC/MSD Test Results Table: Autotune PAN D18D leafs check PA80 Check out sample test similar to that acquired prior to start of the PM. 9975T GC/MtSD Parts List Table: O Section NOT A licable Seivice Engineer Coinments(optional): If there are any specific points you wish to note as part of delivering the PAI service including any follow--up activities,specific observations made or other items of interest for the customer,please,%v ite in this box. lesuedi 12-May-2011 Hevisiont A,02 Copyright 0 2010 Agilent Technologies Page 5 of B Professional Services Agreement—Exhibit B Page 36 of 54 __� i�„� •;�;� AgilentTechnologiea 5975T LTM GC/MSD Preventive Maftttenance Checklist-Standard Oilier Importmit Customer Web Links Hot,to get information on your product;literature Library- hitn:r/tvaRv.agdent.cont/Chem/library Need to latoty more?-nTnv.agUentconu`chem,`education Need technical support?-«-%%,w.agilent.com/chem.Itechsuuu Need supplies?-n-wii,.agilent.com/chem/supplies SOIL Vice Coninletion Ser%ice Bequest number...................... Date sernice completed........................... Agilent Signature................................. Customer Signature................................ Total no.of pages for this documennt:....... bsued:12-May-2011 Revision:A.02 Copyright®2010 Agdent Technologies Page 6 of 6 Professional Services Agreement Agilent Technologies,Inc.,Page 37 of 54 7890 GC Agilent Technologies Preventive/Maintenance Checklist-Standard Agilent.Preventive Maintenance provides factory recommended service for your analytical systems to assure reliable operation and the accuracy of your results. Delivered by highly-trained and certified service engineers using genuine Agilent parts and supplies,Agilent Preventive Maintenance provides everything you need to reduce unplanned downtime and keep your systems operating at their peak. For more information about Agilent Technologies GC Support please visit our web site using the following M: hft '.Ey.m .agilent.com/e,n-us/products,/gad-chromatogifighv/¢e-systems/-890b g&#support Cu9touter Information e Customers should provide all necessary operating supplies upon request of the engineer. e A customer representative should be available to the engineer while performing the preventive maintenance procedures. e Any parts,not included in the Parts Lists section of this document,are not part of the recommended Preventive Maintenance service,nor are they included in the price of this service. e If a system requires the use of additional or special procedures and/or parts for the instrument service,then these must be ordered separately and charged as a repair,which may incur additional costs. Service Engineer's Responsibilities e Oily complete sections that relate to the system or module being serviced. e Complete empty fields with the relevant information. e Complete the relevant checkboxes in the checklist using a'X'or tick mark"✓"it the checkbox. e Complete Not Applicable check boxes to indicate services not delivered,as needed. e Complete the Phi Service it the order of the tasks listed. e Complete the Service Review section together with the customer. Additional Instruction Notes e Check for any active service notes for this unit,If there are any applicable"Safety"or'Modification Recommended"Service notes,plan to implement the changes on this unit before doing any qualification service. e Do not implement firmware updates,unless you get approval from the customer and are*rue that they are compatible with the instrument control software, Issued:10-Dec-2016,Revision:A.01.I I Copyright 0 2011 Agilent Technologies Page 1 of 7 Professional Services Agreement Agilent Technologies,Inc.,Page 38 of 54 7890 GfC Aglionf Technologies Preventive Maintenance Checklist—5tandaixi Sysitent Information Guidance 0 Check this box if an instrument configuration report is attached instead of completing the table, Instrument system naine and ID Instrniment system site and location List system component product numbers Ltst the serial numbers or each component 1. 1. 2. 2. S. S. 4. 4. 6. 6. 6. 6. 7. 7. 8. 8. 0. 9. 10. 10, Preparation ❑ Discuss any specific issues with the customer prior to starting. O Review the instrument logbook, ❑ 'lave instrument control settings before starting the procedure. O Perform general inspection of system for cleanliness O Check for proper installation of safety-related parts,assemblies,sensors etc. ❑ Check for required firmware updates and verify with customers if they would like it installed. ❑ Before starting the following procedures,record the Detector Signal Output(s)in the results table.If the GC is turned OFF or in a service mode,comparing the detector outputs before and after the service is not possible. Issued:10-Dec-2016,Revision,A.01.11 Copyright O 2011 Agilent Technologies Page 2 of 7 Professional Services Agreement Agilent Technologies,Inc.,Page 39 of 54 ���'�-'�-��• �"p�'• ••�t::;• AgllentTechnolopies 7890 GC Preventive Alaintenance Checklist-Standard Clean and inspect GC ❑ Unplug power cord from the power source. ❑ Open GC covers and vacuum/remove any dust/debris.Pay particular attention to cooling fans. CI Inspect internal connectors for proper contact and placement. ❑ Reconnect Power to the GC.Power the GC on and verify the power on self-test passed. Cl Verify oven motor spins freely and turns on with the oven door closed;off when the door is opened. ❑ Verify operation of all other fmis-the i hat and EPC cooling fates. ❑ Veft oven intake/outlet flap assembly is operating smoothly while heating and cooling the overt Inlet and detector consMable replacement ❑ For the filets installed,perform inlet maintenance as defined in tits 7890 manual-"Maintaining Your GC"-for tine inlet(a)installed. ❑ Replace the split vent trap cartridge filter on units with these inlets:Split/Splitlew Capillary(SSL), Alulti-Diode Inlet(M511),Programmed Temperature Vaporizer(PTA),Volatiles htterface(VI). ❑ If the inlet system is used in Split Mods with viscous samples,inspect and clean the split vent tube on the inlet and flush or replace the tubing between the inlet and the split vent trap. ❑ If the GC includes a Flame Ionization Detector(FID),replace the jet.If the iguitor shows any buildup of sample or corrosion,replace the ignitor.Examine tits FID collector and castle assemblies for contamination—clean as necessary. Zero Sensoi-s tmwd Leak test ❑ Zero all pressure sensors per the procedure in tine 7890"Advanced User Guide". ❑ Perform inlet pressure decay tot(s)as defined in tits 7890"Troubleshooting Manual". If the Phi is done in preparation for an Operational Qualification,then the pressure decay test defiled within that protocol can be used for the PAL ❑ Record if test passed or failed in the results table. ALS Mdutenauce ❑ Section NOT applicable ❑ Check all cabling and configuration settings between GC,tray,and injectors. ❑ Vacuum or removed any dust,especially around faros. ❑ Check operation of all ftms. ❑ Check syringe for smooth plunger operation. ❑ Check for smooth operation of the needle support-clean if necessary ❑ Check for correct operation of syringe volume settings. leaned:10-Dec-2015,Revision:A.01.11 Copyright®2011 AgUent Technologies Page 8 of 7 Professional Services Agreement Agilent Technologies,Inc.,Page 40 of 54 AgllentTechnologies 7890 CiC Preventive Maintenance Checklist-Standard Restore Instt•tunent U Restore the normal operating conditions or customer method using the Keyboard or Data System. O Purge the system%vith carrier flow for 16 minutes Cl Bake out the system,then restore the normal operating conditions 0 After equilibration,check and record the post PM detector signal output'values. Resulta should be aimilar or lower than the detector output&recorded prior to PM. Q Perform a chemical checkout.If this is a routine P11f,inject the customer's sample tieing the ALS if applicable.11tia will act as a final checkout of both the AI..S and the GC, Guidance If the Phi Service is performed prior to a qualification service,then use the qualification procedure as a guide for final instrument set up and checkout. Issued:10-Dec-2016,Revision:A.01.11 Copyright©2011 AgllentTechnologies Page 4 of 7 Professional Services Agreement Agilent Technologies,Inc.,Page 41 of 54 7990 'j• Agilent Technologies Preventive lltaitttenatice Checklist--Standard i�eYwice Beviow ❑ Attach available reports/printouts of all teats to this documentation. ❑ Record the PAI sendce activity in the customer's instrument records/logbook ❑ Update/reset instrument maintenance counters as appropriate ❑ Affix the Phi sticker to the avatem or innstrunuent logbook based on the customer's request. ❑ Complete the Sm ice Review Comments section below if there are additional conunents ❑ Review the senlce and auty teat results«1th the customer. ❑ If the Instrument firnivt a was updated,record the details of the change in the Sen-ice Engineer's Comments box below or if necessary,in the customer's IQ records. 7890 GC Test Results Table Detector 84MA Output Before PM service After PM service Front detector output Back detector output AUX detector output Pressure decay test Bxpected result Actual result or N/A Front inlet pressure decay test Pass Back inlet pressure decay test Pass Issuedt 10-Dec-2016,Revisioni A 01.11 copyright©2011 Agilent Technologies Page 6 of 7 Professional Services Agreement Agilent Technologies,Inc.,Page 42 of 54 789000 Agllent Teahnalegiee Preventive Maintenance Checklist-Standard 7890 GC Parts List Table The following kit$are recommended for capillary and ptuged packed inlets.If this is a general Phi and the customer has a preferred set of consumables,You may thse the customer's conanniables. Model# Quantity Part Deveripiion Part Number where used ConRumed SOL Capillary Inlet PM kit,Spliteas b188&l97 789OA/D SOL Capillary inlet PM kit,split 5188-6496 789OA/B SOL Capillary Ultra Inert Inlet Gold Seal with Washer b190-6144 789OA/B SOL Capillary Ultra Inert Inlet Witless Liner- 789OA/B Single taper with Glass Wool 5190.2293 SOL Capillary Ultra Inert Inlet Low Pressure Drop Split Litter- 789OA/B with Glass Wool 5190-2295 PP Inlet PM kit 5188-6408 780OA/B Split vent trap PM Idt,single cartridge(for MMI,PTV&VI) 6188-6406 789OA/B bW Cleaning Kit 08610.60820 789OA/B PTV Septumleas Head Rebuild Kit 5182-9747 7880A/B PTV Septumleas Head Teflon Guide 6182-0748 789OA/B Ignitor(glow plug)assembly with 0-ring 192OL-60680 789OA/B FID Collector Rebuild/Cleaning Hit 01691-67000 789OA/B FID Collector Replacement Kit 01631-67001 7800A/B Standard.Oil-inch FID Jet for capillary FID base G1531-80560 789OA/B High Temperature.018-inch FID Jet for capillary FID base G1531-80620 789OA/B Standard.018-inch FID Jet for packed column with packed FID 789OA/B base 18710-20119 Standard.Oil-inch FID Jet for capillary column with 789OA/B packed/adaptable FID base 19244-80560 High Temperature.018-inch FID Jet for capillary column with 789OA/B packed/adaptable FID base 19244-80620 Issued,10-Dec-2016,Revision,A.01.11 Copyright 0 2011 Agilent Technologies Page 6 of 7 Professional Services Agreement Agilent Technologies,Inc.,Page 43 of 54 Agilent Technologies 7890 GC Preventive Maintenance Checklist-Standard Seiwice Bnlxineer Colmuelyu fnutWILE y If there are any apecific points you++4sh to note as part of performing the senice or other itents of iltterest for the customer,please write iit tl»s box, Other Imaorttuit Customer Web Links 0 7890 GC manual"Maintaining Your GC"- l�ttp 1�++1+++ aglltlltCOm(Cb`libraryrJusermanualb publip/G3430 90062%207890B Maintairdng'620Guide.udf • Need to know more?-http 14un%hv agdent comlcrosslab�tuti+•ereiW • Need supplies?-++�++�v.nnilent. lahent'sttaulie, Swytce,Comnletion 8ettdce request number __ _ Date sendce completed. Agilent signature Customer signature Document part munber;G3430-90004 lssuedi 10•Dec-2016,Rsvieloni A.01.11 Copyright 0 2011 AgUent Technologies Page 7 of 7 Professional Services Agreement Agilent Technologies,Inc.,Page 44 of 54 7890 GC' - AgllentTechnologies Preventive Maintenance Checklist-Standard Document Control Loge Revision Log Revision Date Reason For Update A.01.00 4-briar-2011 Migrated the content of revision A.01.06 to the new A.gllent template. Reviewed by subject matter expert,Dave Park A.01.07 10-Mar-2012 Clarified the Pressure Decay test versus Leak Check and standardized on the term`Detector 01"Outputs" A.01.08 9-Feb-2013 Update to accommodate the introduction of the 7890B A.01.09 20-Jan-2016 Added Split Vent trap to MMI,PTV and VB-also PTV and FID PM Parts A.01.10 31-Match 2016 Added Ultra Inert Gold Seal and Liner to SS Consumablea A.01.11 10-Dec-2016 Added step to perform maintenance on the Split Vent Tube and.018"FID Jet part numbers-Fixed broken web links Approval Log Revision Approver Title of Approver A.01.06 Don Gage Product support manager A.01.00 Kai Meng Product support manager A.01.10 Suneetha Tippireddy Product support manager A.01.11 Suneetha Tippireddy Product support manager Isetied;10•Dec-2016,Revision:A..01.11 Copyright®2011 Agllent Technologies Page 1 of 1 Professional Services Agreement Agilent Technologies,Inc.,Page 45 of 54 t986b and 8gb0 GIC Agilent Technologies Preventive Maintenance Checklist-Standard Agilont Preventive Maintenance provides factory recommended service for your analytical systems to assure reliable operation and the accuracy of your results. Delivered by highly-trained and certified service engineers using genuine Agilant parts and supplies,Agilent Preventive Maintenance provides everything yron need to reduce unplanned downtime and keep your systems operating at their peals. For more information about Agilent Technologies services ploaso visit our web alto using the following URL httpi//www.chem.■gilentcom/en-u3/products/sorcices/vaO.es/default,asn= Customer Information e Customers should provide all necessary operating supplies upon request of the engineer. e A cuutomer representative should be available to the engineer while performing the preventive maintenance procedures. e Any parts,not included in the Parts Lists section of this document,are not part of the recommended Preventive Maintenance service,nor are they included in the price of this service. e If a system requires the use of additional or special procedures and/or parts for the instrument service,then these must be ordered separately and charged as a repair,which may incur additional costs. !Service Engineer's Responsibilities e Onb,conuplato/printout pages.that relate,to the system or module being serviced. e Complete empty fields with the relavant information. e Complete the relevant eheekboxas in the checklist using a"X"or tick mark•✓e in the checkboa, e Complete Not Applicable check boxes to Indicato ssrvicos not delivered,as needed. e Complete the PM service in the order of the tasks listed. e Comploto the Servico Review section together with the customer. Additional Instruction Notes e Check for any active service notes for this unit.If there are any applicable'Safety"or'Modification Recommended"Service notes,plan to implement the changes on this unit before doing any qualification service.Do not implement firmware updates,unless you get approval from the customer and are sure that they are compatible with the instrument control software. Issued:23.0ep-2014,Revision:A.02.04 Copyright®2011 Agllent Technologies Page 1 of 6 Professional Services Agreement Agilent Technologies,Inc.,Page 46 of 54 0860 and 0890(:1C � Agllent Technologies Preventive Maintenance Checklist-Standard System Information Guidance 13 Check this box if an Instrument configuration report is attached instead of completing the table. Inetruu►ent.system naive mid M Instrument system site and location List system component product number . List the aerial numbers of each component 1. L 2. 2. 8. 8. 4. 4. b_ b. 8. 6. 7. 7. 8. 8. 0. 0. 10. 10. Preparation Q Discuss any specific issues with the customer prior to starting. O Review the instrument logbook. O Save instrument control settings before starting the procedure. O Perform general inspection of system for cleanliness O Oheck for proper Installation of safety-related parts,assemblies,sensors etc • Check for required iirmwere updates and verlly with customers if they would like it installed. Cl More starting the following procedures,record the Detector Signal Outputs)in the results table.if the 00 is turned OFF or in a service mods,comparing the detector outputs before and after the service is not possible. Issued:22•Dep•2014,Revision:A.02.04 ' Copyri&t 0 2011� AgilentTechnotogiea page 2 of 8 Professional Services Agreement Agilent Technologies,Inc.,Page 47 of 54 i PO f3e6o and esoo ac ;ci- AgilentTechnologies preventive Maintenance Checklist-Standard Clean alld ittsuect GC . 0 Unplug power cord from the power source. O Open GC covers and vacuum/remove any dust/debris.Pay particular attention to cooling fans. O Inspect internal connectors for proper contact and placement. O Reconnect Power to the GC.Power the GC on and verify the power on self-test passed. Cl Verify oven motor spins froely and turns on with the oven door closed;off when the door is opened, O Verify operation of all other fate-the inlet and BPC cooling fans. O Verify oven intake/outlet flap assembly is operating smoothly while heating and cooling the oven Inlet and detector consumable reulacement O For the Inlets installed,perform Wet maintenance as defined In the 6850 or 6890 manual- "MnlntaWng Your 001-for the Inlet(s)installed. • Replace the split vent trap on units with these inlets:Split/SpllHess Oapillary(8$L),Programmable Temperature Vaporization(PM,Volatiles Interface(VI), • If the 00 includes a Flame Ionization Detector CFW),replace the Jot,If the Ignitor shows any build up of sample or corrosion,replace the ignitor.Examine the Fill collector and castle assemblies for contamination-clean"nscossary, ,Zeyo Betutors and Leak test 13 Zero all pressure sensors per the procedure in the 6800 Service Manual, 0 perform Inlet pressure decay tosts(s)as defined in the 6890 Service Manual.If the PM Is done in preparation for an OQ/PV,then the pressure decay test defined within that protocol can be used for the PM. O Record If test passed or failed in the results table. ALS Mahitenallce O Section NOT applicable O Chock all cabling and configuration settings between GO,tray,and injectors. O Vacuum or removed any dust,especially around fans. 1] Check operation of all fans. O Chock syringe for smooth plunger operation. O Check for smooth operation of the needle support rod-clean if necessary Cl Chock for correct operation of syringe volume stops. issued:28-Sep•2014,Revision:A.02.04 Copyright 0 2011 Agilent Technologies page 8 of 6 Professional Services Agreement Agilent Technologies,Inc.,Page 48 of 54 AgilentTeohnoiopies 0880 and 0800 GC :;•. Preventive Maintenance Checklist-Standard Restore Instrument ❑ Restore the normal operating conditions using the Keyboard or Data 8yatom. ❑ Check and record detector offset.Results should be similar to offset test conducted prior to PM. ❑ Perform a chemical checkout.U this is a routine PM,iWoct the customer's sample using the ALS if applicable.This will act as a final checkout of both the ALS and the GO. Guidance U the PM service is performed prior to a qualification service,then use the qualification procedure m a guide for final instrument set up and checkout. batted:28•dep-20A,Revision&02.04 copyright®2011 AgilentTechnologies Page 4 of 8 Professional Services Agreement Agilent Technologies,Inc.,Page 49 of 54 as6o and as90 ac Agilent Technologies Preventive Maintenance Checklist—Stmidard Service Rex!e�v 13 Attach available reports/printouts of all tests to this documentation. O Record the PM service activity in the customer's instrument records/logbook 0 Update/resat instrument maintenance counters as appropriate Cl Affix the Phi sticker to the system or hustrument logbook based on the customer's request. O Comptota the Service Review Oommonts section below if there are additional comments 0 Review the service and any test results with the customer. O If the Instrument firmware was updated,record the details of the change In the Service Engineers Comments box below or if necessary,in the customer's IQ records. 6850 and 6890 GC Test Residto Table aignal Output test Before PM service After P3f service N r'ront detector output Back detector output(6800 Only) Pressure decay test Mpected result Actual readt or N/A front Inlet pressure decay test Pass Back islet pressure decay teat(6890 Only) Pass 6890 and 6850 GC Piulg List Table The following kits are recommended for capillary and purged packed inlets.If this is a general PM and the customer has a preferred not of consumables,you may use the customer's consumables. quantity Part Description Park Number Model#where used Coos®ed SOL Capillary Inlet PM kit,splitless 6188-6407 G1690/G1640/G2620 88L Capillary Inlet PM kit,split 6188.6406 G1680/01640/G2690 Larger O.D.Liner O-Rings for 88 Mip Top-10/pkg. 6188.6906 G1 6 80/0 1 6 40/G2680 PP Inlet PM kit 6188.6408 01690/01640/G2600 Split vent trap PM kit,single cartridge(for PTV 6.VI) 6188.6406 01680/01640/02690 Igidtor(glow plug)assembly with O•ring 10281.60080 01690/01640/02600 .011-inch ED Jetfor capillary VID base 01601.80660 01690/01640/02690 .010dnch VID Jet for packed column with packed DID base L8710.20110 01690/01640/02000 .011•Inch VID Jet for capillary column with packed VM base L0244.80860 01690/01640/02000 F ed:28-dep-2014,Revision:A.02.04 `Copynigit 0 2011 Agilent Technologies Page 6 of 6 Professional Services Agreement Agilent Technologies,Inc.,Page 50 of 54 8960 and 0890 G1C ";;;?;' AgilentTechnologles Preventive Maintenance Checklist-Standard Service Enehieer Continents (optional) If there are any specific points you wish to note as part of performing the service or other items of interest for die customer,please write in this box. Odder Imnortmiit Customer Web Unks 0 How to get Information on your product:Literature Library-httv.Jlwww.aglent.com/chem/libran, 0 Need to know more?-www.aggent.com/chem/oducation 0 Need technical support,FAQs?-wmw.niMent.com/chem/tachsuop O Need supplies?-www.agilent.com/chem/supplies Service Completion Service request number Date service completed Agilent signature Customer signature Document part numbor:G2880.90180 Issued:22-dep-2014,Itevislon:A.02.04 copyright®2011 AgilentTechnologles Page 6 of 6 Professional Services Agreement Agilent Technologies,Inc.,Page 51 of 54 Vendor Name: A ilent Technologies S stem SIN Description US64410649 7683B Autoinj ector Module ORG-093 GC 6890N System CN65142433 7683 Autosampler Tray Module CN10613061 6890N Network GCS stem CN 10933017 A 'lent 7890A Series GC Custom ORG-104 GC 7890 System CN93057561 7683BAutoin'ectorModule CN93153760 7683 Autommplertray module US12181004 Agi170890ASedes GC Custom ORO-130 GC 7890 System US12180564 7693AAutoinjector US12170240 7693ATra 150Via1 US 12280611 7693A Autoin'ector ORG-145 GCMS 5975 Turbo G31134666 lon0au Controller for use w/5975 MSD System US12312A04 5975C inertMSD Std.turbo EI mainframe US12281008 Aizilent7890ASeries CC Custom US 12200242 7693ATra ,150 Vial US1350L226 5977AInert MSD El Turbo Pump ORG-160 GCMS 5977 Turbo US13503049 A 'Ient7890BSeries GCCustom System Adv Funct CENI8340112213 EST Centurion Autosam ler,25 ml sample EV539112213 ESrPuW and1rap 011459A520 ASX 500 Series Autosam ler MET-019 ICPMS 7900 System 5Q1432149 PSC6106TChiller JP14070143 A 'lent7900ICP-MS US15063022 A 'lent7890BSeriesGCCustom ORG-164 GCMS 5977 Turbo CN14480025 7693AAutoin'ector System US1506L417 5977AInertMSDEI Turbo Pump CNI5050067 7693ATmy,150Vial ORO.187 GCMS 5977 Turbo US16153014 'lent7890B Series GCCustom System Adv Funet US1614M007 5977BInertPlusMSDTurboEIMainfi-ame CH00354121 PALS l2SI 85 Autosam IerBundle EV651022015 EST Purge and nap ORO-168 GCMS 5977 Turbo US1506L424 5977A Inert MSD El Turbo Pump System Adv Funct U815063025 Agilent 7890B Series CC Custom CE41W I4022 015 EST Centurion Autosam ler 25 ml sample ORG-193 OC7890 System CN16530076 7693AInjector CN16510007 7693ATray.150 Vial US17053022 A 'Ient7890BSeriesGCCustom Professional Services Agreement Agilent Technologies,Inc.,Page 52 of 54 EXFIIBIT B PRICE SCHEDULE Summary of Charges: Note:These prices reflect additions,deletions and warranties. Year: Invoioe Period: Prices by Invoice Period: YEAR 1 01/01/2018-12/31/2018 78,688.44 YEAR 2 01/01/2019-12/31/2019 78,989.28 YEAR 3. 01/01/2020-12/31/2020 78,989.28 YEAR 4 01%01/2021 -12/31/2021 78,989.28 YEAR 5 01/01/2022-12/3112022 78,989.28 Professional Services Agreement Agilent Technologies,Inc.,Page 53 of 54 EXHIBIT C VERIFICATION OF SIGNATURE AUTHORITY AGILENT TECHNOLOGIES,INC. 2850 CENTERVILLE ROAD WILYMGTON DE 19808-1610 'AgilentTechnologies SIGNATURE AUTHORIZATIONFOR BIDS,QUOTES, CONTRACTS,BID BONDS AND PERFORMANCE BONDS RESOLVED; That;.effective as of September 17,2014, the Chief'Financial Officer, Secretary and Assistant Seoyctary, and oath of them, is:hereby empowered on behalf of the Company to sign bids, quotations, leases and contracts with customers and government agencies, including such bids and performance bonds as may be required in connection with such bidet and Contracts,and each is further empowered to authorize employees of the Company to sign such bids, quotations, leases, contracts and,bid and performance bonds, 1,P.Diana Chlu,do hereby certify that I am the Vice President and Assistant,General'Counsel of Agilent Technologies, Inc.,a Delaware corporation(the"Company");that the foregoing is a full,true and correct copy of the resolution adopted by the Board of Directors of the Company on September 17,.2014,and that the resolution has not becp annulled,rescinded,or revoked and remains in full force-and effect. 1, P.Diana Chiu pursuant to authority granted to me by the Assistant.Secretary of the Company,hereby authorize Anne Dougherty to sigri bids,quotations, leases,contracts and bid and performance,bonds with government agencies,customers,,suppliers and channel partners on behalf ofthe Agilent Technologies,Inc,up to the amount of two million.and five hundred thousand U.S.dollars($2;5.00,000). IN WITNESS,'WHERE OF,I have signed my name below. Dated,January g,201 S P.Dian � r.. a Chiu Professional Services Agreement—Exhibit C Page 54 of 54