HomeMy WebLinkAboutContract 52575 �A
F'w�D CSC NO.52575
,)U1-29 2019
cm n�roatwaAct+ SUPPLIER SERVICES AGREEMENT
Zlv S Life Technologies Corporation
This SUPPLIER 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 Jesus J. Chapa, its duly authorized Assistant City Manager, and Life Technologies Corporation
("Supplier"), a Delaware corporation,and acting by and through Patricia A. Trigueiro, 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 Supplier Services Agreement;
2. Exhibit A—Life Technologies Terms and Conditions of Sale;
3. Exhibit B — Price Schedule, which includes its Attachment 1 (Goods) and Attachment 2
(Services); and
4. Exhibit C — Verification of Signature Authority Form, which includes its Attachment 1
(Certificate of Assistant Secretary-Signature Authority 04-24-19).
Exhibits A,B and C,which are attached hereto and incorporated herein,are made a part 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.
Supplier shall provide laboratory supplies and instrument services on an as-needed basis for the
City of Fort Worth(City)Police Department(FWPD). Exhibit"A,"-Scope of Services more specifically
describes the goods and services to be provided hereunder.
2. TERM.
This Agreement shall begin on June 26,2019("Effective Date")and shall expire on September 30,
2020 ("Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial Term").
This Agreement may be renewed for up to four (4) one-year terms at the City's option and upon written
agreement by the Supplier,each a"Renewal Term."The City shall provide Supplier with written notice of
its intent to renew at least thirty(30)days prior to the end of each term.
3. COMPENSATION.
City shall pay Supplier in accordance with the fee schedule in accordance with the provisions of
this Agreement and Exhibit `B,"—Price Schedule. Total payments made under this Agreement by City
shall not exceed the amount of Two Hundred and Thirty Thousand Dollars ($230,000.00) per year.
Supplier 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 Supplier not specified by this Agreement unless City first
approves such expenses in writing.
19-0114 Supplier Services Agreement W RID;
CITY SECRETARY
FT WORTH,TX
4. TERMINATION.
4.1. Written Notice. City or Supplier may terminate this Agreement at any time and for any
reason by providing the other party with 30 days' written notice of termination.
4.2 Non-appropriation of Funds. The City's obligation for payment of any goods or services
beyond the current fiscal year end is contingent upon the availability of funding and upon appropriation for
payment to the Supplier. In the event no funds or insufficient funds are appropriated by City beyond the
fiscal year end period for any payments due hereunder, City will notify Supplier of such occurrence and
this Agreement shall terminate on the last day of the current fiscal year for which appropriations were
received without penalty or expense to City of any kind whatsoever.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior
to the Expiration Date,City shall pay Supplier for the greater of 1)services actually rendered and expenses
actually and reasonably incurred in servicing a covered instrument under its underlying instrument services
plan("Service Plan")up to the effective termination date,or 2)the prorated price of the underlying Service
Plan from its effective date up to the effective date of termination; and, Supplier 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,Supplier shall provide City with copies of
all completed or partially completed documents prepared under this Agreement. In the event Supplier has
received access to City Information or data as a requirement to perform services hereunder, Supplier 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. Supplier hereby certifies to City that Supplier has made full
disclosure in writing of any existing or potential conflicts of interest related to Supplier's services under this
Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement,
Supplier hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Each party, for itself and its officers, agents and employees,
agrees that it shall treat all information, which a reasonable person would consider to be confidential,
provided to it by the disclosing party ("Confidential Information") as confidential and shall not disclose
any such information to a third party without the prior written approval of the disclosing party. Such
obligation shall not apply to information that is(a)in the public domain at the time of its disclosure through
no fault of the receiving party; (b)was lawfully in the receiving party's possession prior to its receipt from
disclosing party, or(c)becomes known to the receiving party from a third party,who is not subject to an
obligation of confidentiality towards the other disclosing party. In case a party is required to disclose
confidential information by virtue of a court order or statutory duty,then the party shall be allowed to do
so,provided that the party shall,without delay,inform the other party in writing of receipt of such order or
coming into existence of such duty and enable the other party reasonably to seek protection against such
order or duty.
5.3 Texas Public Information Act.Notwithstanding the forgoing, City is a government entity
under the laws of the State of Texas and all documents held or maintained by City are subject to disclosure
under the Texas Public Information Act. To the extent the Agreement requires that City maintain records
in violation of the Act,City hereby objects to such provisions and such provisions are hereby deleted from
the Agreement and shall have no force or effect. In the event there is a request for information marked
Confidential or Proprietary,City shall promptly notify Supplier.It will be the responsibility of Supplier to
19-0114 Supplier Services Agreement
submit reasons objecting to disclosure.A determination on whether such reasons are sufficient will not be
decided by City,but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
5.3 Unauthorized Access. Supplier shall store and maintain the City's Confidential
Information in a secure manner and shall not allow unauthorized users to access,modify,delete or otherwise
corrupt City Information in any way. Supplier shall notify City immediately if the security or integrity of
any City's Confidential Information has been compromised or is believed to have been compromised, in
which event, Supplier 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's Confidential Information from further unauthorized disclosure.
6. RIGHT TO AUDIT.
Supplier 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 Supplier involving transactions relating to this Agreement at no
additional cost to City. Supplier agrees that City shall have access during normal working hours to all
necessary Supplier 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 Supplier reasonable advance notice
of intended audits.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Supplier shall operate as an independent contractor 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,
Supplier 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
subsuppliers, when such are performing duties and obligations under this Agreement. Supplier
acknowledges that the doctrine of respondeat superior shall not apply as between City,its officers,agents,
servants and employees,and Supplier,its officers,agents,employees,servants,Suppliers and subsuppliers.
Supplier further agrees that nothing herein shall be construed as the creation of a partnership or joint
enterprise between City and Supplier.It is further understood that City shall in no way be considered a Co-
employer or a Joint employer of Supplier or any officers, agents, servants, employees or subsupplier of
Supplier. Neither Supplier,nor any officers, agents, servants, employees or subsupplier of Supplier shall
be entitled to any employment benefits from City. Supplier 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
subsupplier.
8. LIABILITY AND INDEMNIFICATION.
8.1 LIABILITY-SUPPLIER SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND
ALL TANGIBLE PROPERTY LOSS, TANGIBLE PROPERTY DAMAGE AND/OR PERSONAL
INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR
OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF SUPPLIER, ITS
OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
19-0114 Supplier Services Agreement
8.2 GENERAL INDEMNIFICATION - SUPPLIER HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,AGENTS,
SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL THIRD-PARTY CLAIMS
OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED,FOR EITHER
TANGIBLE PROPERTY DAMAGE AND ANY RESULTING PERSONAL INJURY, INCLUDING
DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR NEGLIGENT
OMISSIONS OR MALFEASANCE OF SUPPLIER, ITS OFFICERS, AGENTS, SERVANTS OR
EMPLOYEES.
8.3 TO THE MAXIMUM EXTENT PERMITTED BYAPPLICABLE LA W,INNO EVENT
SHALL EITHER PARTYBE LIABLE FOR ANYINCIDENTAL,INDIRECT OR CONSEQUENTIAL
DAMAGES,REGARDLESS OFHOW CAUSED,AND REGARDLESS OF WHETHER SUCHPARTY
WAS NOTIFIED OF THE POSSIBILITY THEREOF.
8.4 TO THE EXTENT THE AGREEMENT, IN ANY WAY, REQUIRES CITY TO
INDEMNIFY OR HOLD SUPPLIER OR ANY THIRD PARTY HARMLESS FROM DAMAGES OF
ANY KIND OR CHARACTER, CITY OBJECTS TO THESE TERMS AND ANY SUCH TERMS ARE
HEREBYDELETED FROM THE AGREEMENTAND SHALL HAVE NO FORCE OR EFFECT.
9. ASSIGNMENT AND SUBCONTRACTING.
9.1 Assignment. Supplier 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 Supplier under which the assignee agrees to be
bound by the duties and obligations of Supplier under this Agreement. Supplier and Assignee shall be
jointly liable for all obligations of Supplier under this Agreement prior to the effective date of the
assignment.Notwithstanding the foregoing, Supplier shall be permitted to assign its rights and delegate its
obligations under this Agreement, in whole or in part,to a successor in interest to all or substantially all of
the Supplier's assets or business to which this Agreement relates, without the prior consent of the City;
provided, however, that reasonably prompt written notice of such intent to assign or actual assignment is
delivered to the City.
9.2 Subcontract. If City grants consent to a subcontract, sub Supplier shall execute a written
agreement with Supplier referencing this Agreement under which sub Supplier shall agree to be bound by
the duties and obligations of Supplier under this Agreement as such duties and obligations may apply.
Supplier shall provide City with a fully executed copy of any such subcontract.
10. INSURANCE.
Supplier 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
19-0114 Supplier Services Agreement
(b) Automobile Liability:
$1,000,000- Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by Supplier, its employees, agents,
representatives in the course of providing services under this Agreement. "Any
vehicle"shall be any vehicle owned,hired and non-owned.
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. Coverage can be provided in the form of a blanket
endorsement to the Supplier's insurance.
(b) 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.
(c) Any failure on the part of City to request required insurance documentation shall
not constitute a waiver of the insurance requirement.
(d) Certificates of Insurance evidencing that Supplier has obtained all required
insurance shall be delivered to the City prior to Supplier proceeding with any work
pursuant to this Agreement. All endorsements may be provided in the form of a
blanket endorsement.
11. COMPLIANCE WITH LAWS,ORDINANCES,RULES AND REGULATIONS.
Supplier 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 connection
with this Agreement will also comply with all applicable federal,state and local laws,ordinances,rules and
regulations.If City notifies Supplier of any violation of such laws,ordinances,rules or regulations,Supplier
shall immediately desist from and correct the violation.
12. NON-DISCRIMINATION COVENANT.
Supplier,for itself,its personal representatives,assigns,subsuppliers and successors in interest,as
part of the consideration herein, agrees that in the performance of Supplier'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 SUPPLIER, ITS PERSONAL
REPRESENTATIVES, ASSIGNS, SUBSUPPLIERS OR SUCCESSORS IN INTEREST,
SUPPLIER AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND
CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM.
19-0114 Supplier Services Agreement
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 SUPPLIER:
City of Fort Worth Life Technologies Corporation
Attn:Jesus J. Chapa,Assistant City Manager 5781 Van Allen Way,Carlsbad,CA 92008
200 Texas Street Attn: Bids and Contracts
Fort Worth,TX 76102-6314 Email:Bids.ContractServices@lifetech.com
Facsimile: (817) 392-8654
With a Copy to:
With copy to Fort Worth City Attorney's Office at Life Technologies Corporation
same address 5781 Van Allen Way,Carlsbad,CA 92008
Attn: Head of Contracts,Legal
Email: Bids.ContractServices@lifetech.com
14. SOLICITATION OF EMPLOYEES.
Neither City nor Supplier 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
contractor,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.
16. NO WAIVER.
The failure of City or Supplier 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 Supplier's
respective right to insist upon appropriate performance or to assert any such right on any future occasion.
17. GOVERNING LAW/VENUE.
The Agreement and the rights and obligations of the parties hereto shall be governed by, and
construed in accordance with the laws of the United States and state of Texas,exclusive of conflicts of laws
provisions.Venue for any suit brought under the Agreement shall be in a court of competent jurisdiction in
Tarrant County,Texas.To the extent the Agreement is required to be governed by any state law other than
Texas or venue in Tarrant County,City objects to such terms and any such terms are hereby deleted from
the Agreement and shall have no force or effect.
19-0114 Supplier Services Agreement
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 Supplier shall exercise their best commercially reasonable 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 of this 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 Supplier,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.
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.
Supplier's standard manufacturer warranties for products and instrument services shall apply.
Furthermore, Supplier warrants that its instrument services will be of a high quality and conform to
generally accepted prevailing standards in the instrument services industry. City must give written notice
of any breach of this warranty within ninety(90)days from the date that the services are performed.In such
event, at Supplier's option, Supplier shall either(a)use commercially reasonable efforts to re-perform the
19-0114 Supplier Services Agreement
services in a manner that conforms with the warranty,or(b)refund the fees paid by City to Supplier for the
nonconforming services.
26. IMMIGRATION NATIONALITY ACT.
Supplier 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, Supplier shall provide City with copies of all I-9 forms and supporting eligibility
documentation for each employee who performs work under this Agreement. Supplier 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 Supplier employee who is not legally eligible to perform such services. SUPPLIER
SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY SUPPLIER,
SUPPLIER'S EMPLOYEES,SUBCONTRACTORS,AGENTS,OR LICENSEES.City,upon written
notice to Supplier, shall have the right to immediately terminate this Agreement for violations of this
provision by Supplier.
27. SIGNATURE AUTHORITY.
The person signing this Agreement hereby represents and certifies 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 Supplier 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 entitled to rely on these certifications and representations in entering into
this Agreement or any amendment hereto.
28. CHANGE IN COMPANY NAME OR OWNERSHIP
Supplier 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 Supplier 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.
29. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL
If Seller has fewer than 10 employees or the Agreement is for less than$100,000,this section 13
does not apply. Seller acknowledges that in accordance with Chapter 2270 of the Texas Government Code,
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 Addendum,
Seller certifies that Seller's signature provides written verification to City that Seller: (1) does not
boycott Israel; and(2)will not boycott Israel during the term of the Agreement.
19-0114 Supplier Services Agreement
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples
this 26 day of July, 2019.
(signature page follows)
19-0114 Supplier Services Agreement
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; Jesus
J.Chapa(Jul 19)26, this contract,including ensuring all performance and
0
Name: Jesus J. Chapa reporting requirements.
Title: Assistant City Manager
Date: Jul 26, 2019 By: jam KO(
Jul'16,2019)
Name: James Rodriguez
APPROVAL RECOMMENDED:
Title: Sr Management Analyst,Police
APPROVED AS TO FORM AND LEGALITY:
By: Ed-win Kraus(Jul 26,2019)
Name: Edwin Kraus
Title: Chief of Police�s ` . By. Matt Murray(Jul 26,201V
;p �. -o� Name: Matthew Murray
ATTEST: �L'r0�4
• "'"': ' '= Title: Assistant City Attorney
CONTRACT AUT O ZATION:
C?
B r� yty� -M&C: P-12348 as 19Y , Form 1295•
Name: Mary J.Ka er
Title: City Secretat'y
SUPPLIER:
Life Tecti„odoges Corporation ATTEST:
By. By:
Name: Patricia A.Trigueiro Name: Marlene Wilkie
Title: Contracts Specialist Title: Contracts Specialist
Date: July 26,2019
�L9i1L RECORD
19-0114 Supplier Services Agreement CITY SECRETARY
FT. WORTH,TX
EXHIBIT A
LIFE TECHNOLOGIES' TERMS AND CONDITIONS OF SALE
Thaalc war for yva nicest in puchass g oar pmdu h.are vaha your busies sod our goal is to imsomhie cm or as odmwm mdwmd m the bbeL If yam do ant coobd m mdhm This Sae day
makey�pmei�ngespaieonnsmoathaspossbklfwahaeaswgn abatoegaotatioo poolenwsLdeemlhepo�t�bboxvWcLbwymwMn)tlommymxmivsiets.
or armnob peocez,Pima nfr b the"Sr4pok"section of our wn>zye.Udess odatwrs e�shy
wodmas-&)—paved—ofprodatssubjectioda"owngtemss Rod
emdi�: 7-2 ]fm�seomdisaetlaabaatho�apodtd6o<
1. 1 Teem et Terms relumlhadhprodud®etavive�aa inacmdboasaliSeioavfornsikAuiwnaomt
dos to ourerur its subject to a restodmog change of 2Yh of the sale pool.We do sot audit slgp%
Ll Stt-1Terrot;Tbe�e a—and coo&ft=('Ta=*).our quotation(sf aur)a� �You will not secaisa medic far aw product sdaned withau erpioe eommt
S�plemezmryTessm,tfam.comprise the ageumea('Afr eeme>')betweeayoo mdTh®o Frher
SerrmSc Unlez your order is subject to a aaod,ant eaeueed ape®oust betwem you ad & W2"wsdn
Theo Fier ScimtiSc or asi of tbe Thermo fnbw Sci®dz5c VoW compamG.m which cze such
a appbe;,van apee m accWt ad be hand by the Apeemmt by ordering on 8.1 - t Ur1";a dffm m
rbetmofchr.com a d you recene adrng or sal"docoo�t that sefaene three Terms.This warranty c inch n applicable Suppi�eatirr To
or pcothsct resnnae or an the rdn�at
Agueensnt i the complete and eabeite comxi between w with rcpect b yoor pacLase of the ihamofisho.eem ptod�ct paps ire waaam than each comam-b7e and of emral Wmare will
prodn� near n specifieaoom m oor puhli:.hed cablogs or a;soaaad Sapplmmtsy'leran.lbss waunidq
last;coin the time we ship the cm=mbk or itrm of gmmal labware scttl the e:hr of(a)the
1' T Same of our products an subject to additional sorwm coanranable's or dem of pmetal lab..'s expuy or`tce by"due:and(y)is qea6ed minim of
X— I®hd me labellama or dhr wedgy coahad tin that you.will out rod has min If we do riot rpm&the expiry date,the murriba of a,".or a gram Runty proud the
MpphazoanteryTernalYoowilifedattySapplemrmryTecuet;batappiybyoQpumbaseatow warsaotywIlatfortwehia(12)—th fimsthadateweshipthepmdad
um
b you an tb®e5shr erm or n lifteat .there aemoarpu.n"doproduct You caa also
ohhm cape loom Ctsbmr Saciees. 8.2 red wicarmrtm Ik lane rots.Units a dr9'rad warrauy is ioclmded in
xvtwabie 13 win many cooditioos wAhn da Agaemsm docmeoft—�with of def ct�m matr�s and awakmm1*whin room®pry and nmded zostruicautes w•ill be
each diver, in gne the foibwna ptiodr (a)�4> (b)my apphe" byprvprly trained pasc®e1 fa twehet(L')numb;6om the dare we ship the mstr>mmt to)w®,or
Sappiemrmry Tans;sod(c)fmany due arms.We eaprE;ly reject any dufiaeat trim or io the cze of nmumrct;that zce iaacarr-.®llation by o peL niahe 02)—Jr teem
pmusiom mmbmedm my doeumsnt voapraide.grid sfth e�a�uxmdtiaos n this Agnemet ;i,t;..,bar in m ea.t knw Ibaa lift m(15)modhs from the dam we ship the mrtrcmmt to
di5tr tam Poe t—ofyour cffr.ttho Apeeneoi sm-e as the goswtmrg—far am cmbet )O¢
mire a 4 am$Ul mm 1Fatwfbattd 1 aApsemmt 6ebwn m is aesdd whin you 83 livaad Wzxada•fer Same Pare We aka wn>mt that VM para)Oe pacha e
5oa frm rs and the we iatail cram instafled by a compmywe knit crated as m authorized a sheer.
will be five of ddec s in mateoak and vLm&mz J*for three(3)moothc from the dam we dehor
2. Price them or.if kings,the oopoal wanantyprnd oftere nstr a ea n which the pat i;--blind Redo
21 We cur at timewshoatorticu.ltiius ���w raiatimfiorpmtthatwadonapachasefr�mortlstwedomtms 7171es*part;
rmychaep jaoc*s wry pwaded-asa'.
eisqureymaw e�wmYollrwooeawrbui&Hn_pricrhabeespu.s�ed
sgo��byogdsgcawsIlh todgetpoemlhamodsha:ocaniL ctatthstimsweaxw SA F-cM�- Io addman so as eukacei for thud party pinnace as set out n
7� Section 8.7 of d"e Temr.our wan-aim do mot 4r to(a)—1 wear and tear..(b)uerde�
21 Iaas and Fees Cb der rat iocluda taasir d�or aura o hm majeme;(c)your Emum$dt or nghgmce:(d)Carus estaaal b th
product guars 0-hain VATS lraduco-rah a.bat sot hmocd to power fmhae a elecmcalpawer surges:(*):u¢hawmG sold to
dines,Lties or other gnaricavot for;dui tiny b yap adQ 1<�, a will be rover )sin z`used puodur�(�m ta]btica rtmoval tux tmmtmmcr age oroaobog n m
re uaitn "b pay the If we pay the war add them to save maace you dame any madegma a umappeosed naamr by Non of am third party Snchsdass the carer),such as,but�
evemrpba0.yin must provide a aand sped totifirats a 416r a£!> rim for each eea'..! m hit.eo fonaw our si�ivctioa or q--c gindean".or pa—cols.op—outside of
)umsbcu.oa iated emirucizeustsl or use spece&nms,or operatsm or contact vn&mapposed sotware.
rnaaosts'ch—h;at other prodadt:or(g)pradnbs mmunfictured irk aecoedmce with specdwations
13 a You ate alas appicable fur standard dekvaaty sod won pre vat ADDITIONALLY.ANY INSTALLATION.NIAE47ENANM REPAIR SERVICE
hxrr eh- ap ecab4 . rave Fe pour do not include such charges ad—fly M AR(O OR INER-1TION TO OR OF. OR OTf7ER TARJEW-G 0.TrK THE
staid w-Ini;rh wet vaRaboaddibmto vow imoiea PRODUCCSPERFOnIEDBYANYPERSCNCFFNIMOTH RTHANLS'WHOUTOUR.
PRIOR WRTTTI'N APPROVAL OR ANY USE OF REPIAMUNT PARTS W'E HAVE NOT
3. Cancellation wad Cbamees SUPPLIED, WILL BL%MATELY VOID AMID CA\Xn ALL WARRAti-IIES RTIH
RESPECT TO THE AFFECTED PRODUCTS.
Ocoee you have placed your order you cmoot cased or change it witboot our wrnm
cons" �If eve�dyats®e that products for which you mKpm ud minaM saaicas as not eovmu.I by der
Pn.meat ymvnupayatm basfaaIle�� m�drequin gb��ateur�
U Rnumixt WeviZimvace you fix the 1��6bmeandsmtrials�ares.
due wbmwe pundtcttaig y uw2ll thr chmp7e
.sop wathe prodiet.LTnl"swe]vNi agmedathaassemwnunE Rower pr•mwAhm gs ) ,
30 days Into yyO�ra receipt of nsoice.Each order c a,epma transaction a)•m and you me off-set
paymresr;.includag tumor oadr-prat--their.We remve the right to regme m mto smke foal W OUR WARR ANEES EX-MU) OMY 10 YOU THE C[UGD L
apart of payment n advance.or pronde other security to am sati.Schoa tfwe behne in good 5ah PURCHASM AND YOU CAI1 M TRAPbM IMM OG8 OM1GAT W TO REPAIR OR
your fi that —1 conduct do"mtprtdythe payment toms otherwi a spe mfied You,will make REPLACE APR()OLXT IS YOUR SOLE REMYr
all piyoieot n the cmmcy speared m our armice to you.
4= LatePavmectIfyommlatemmalms 01) EXCEPT AS OTHERR7g STATED. WE DSC1.ABI ALL OTHER
rig)at yam w•il make payment b wpm our demand ofa ha-paNm�ch-oge_The law W�•W� EXIMESS OR A4PTI M MAL OR WRICLf 4 u1ni RESPECT
chap will be calculaad m txo"t on the;�due ram the paymt�der data until you eaAe 101HEPRCYIIUCTS,L ILT)]NG0.TlHOLTIlIufflATIO1dAILIA�LTFDAARRANIIFS
payment n fun.at the raw of 1 Speree p mood;or,if less.the sm�m amomt allowed by law and
win aka mrhrde our rvasamble cost oeaneciam(mckad g collection agency&"ao aaxneys (a) OFMMCHANTAMLTIY;
ties).1�a also rrmethe ngbtm oml or
stoapp dEkl6my optodict maaosit and withhold shrpmeat
inwbodleeat=panifycadowtpaymwhmdse atif�rondhzwredowtperfotmyousobbgarom (b) OFUDIEESSFORANYPARnalARPURPO5E;ANDOR
in this Ageem®o. ((��
R ANYPAAIKVTAa)AENTT.THEPRCDtXrSAAEI ERYEORMMACCCRO 1SH
5.1 Dehv W e wtl hippraducfs b the de tnation)oar specify mwur ardrr FCA U me taring the applicable.--y pe ird®hy.fix go&—not merans
Incwaari;2010 oar ping point By b thre Terms war(t)gait yam crosew for us s to oar warranty.we agree,m our sole drezeam m repair or replace tie min-cmfarmog prodct ardor
aranp Aircautap fer all product,suhereumdr m your bebal and(a)waive you right to gpmcxaide additional a reamm nwessxvm cwwiywithourwmadyobhptiaos ba)omsmst
aa;anQe gage,or to gwe m my specific m tntctiom mprdng carnage.We may,ram dnaretim fast pr..P*mru„o;in writing when ym dz< w wry defeat or nazicoofamamce,and rtrlude m
make partial shWxxexZ ad ntouce each shipixie 5epwately.Our drives are anzworane the notice clear ddaiL•oyoa wan'anty clam After our recaerc assts®g we,audaonae the product
oiilv,andwe crrIl mtbe table 6x am lac or damages tasv7mg tom my delis n de}ivery Ym may ream we wtIlyracide yoawith mciee data ao or a RslumS g ( iA7.cekich
ootrefimdthsayorodmmiiberebamdoamyobhpbon-awdaresuhof;orhdeby_lfardalway �S��boha�ddecaemmaanangoceda"aoaihr hmAngiestrcnoaG
ofapodretso you,sddaved due,b jury c=rA. yaw comoLwewsl place its delayed godtci. that yam must ham For valid product waua>Yy cl—hazily trade to acxordana with this
m�onge art you rzk amdetgense Apvemmt),or alum renum the act-auformng product;b u s,armlessgave we a odtnwce,and we
wwildll prepay the shipping cost.For rsbmseo. ads,we may ehoase m pos'de Nw rah new•or
t. Rest of Loss cad Tide refnbr3mdrepbcemmtpam.Allr*pbcedpatwillbecomeaurpraper-We will amp y—impired
etreplaormentpodium aacordog to amDelnwy a us in Section 5 of tb"e Tam.
I3rludog sanwa iecctpuafrd.'I a arising part of a pradtd which we or our Iicgaz eaEs.s b oaa tide b aidosk ailosr odhe prodea will pass bayou ubmwe lmdbm 8.' We do wit support or make any warrant"about landmm
mite the�tmltza rat cur t3nlrty or ttpphed by game thatyam pure through anyof our salt Ulm
ymbuy a dad pmyproduct we will let yin krow tout thua puclaw n gocemed by the thadparh's
7. Rataras aDd lihataers own cmram tarns_You»swt look deadly to the relana tosdimty oiaIDGcnmr far product
soPDot waraeti",and to make wawa ry chinm We agave,hwevw,to rzgu ea wm an saaamy
Cr 7,1 auamr Soaira mat right a!way rrcrve ramth original®Gctora a thud party applir.m the e�the euie�l
pre w thanin an proctor atuos Customer mamradmrerr third party;urpporalba:.
Scan"win appom re4on of prodat thaat is damagd or ddschse m
comctc—nausoar"wrenlrtedaysatlrteeingdeprooctmdptas sochdamge�
dived has sot berg camel by army Ldme by you or die ca it to bud @ or scree pia I rum*
19-0114 Supplicr Services Agreement
9. Irudemmfie*lien 114 We want b avod clam*d im>e0ecttnl
property i!tire a t.If ere belneve a pro�rt we have add to you mar be b a dam for
9.1 Our hsdetmuv. ;sea wing pmpety mfiaspe-t roe mat a]or w(at our option)to either(a)sense for you the
the off a re
ti�ttocue us"
�thproduct(b)so—theptodtsctwr<hamI steleaodwtVVAsMl
ur lofimtemeot hrdetrnirv. We will defid and md—A wit aP.t tS*err(c)tellyoueorenmthepromrteo>tiandwevnK-fimdtoyouthepr=ywpaidIn
e c
mfiinsemm O
da�pt awarded m any legal anion btotrsk a thud party asama your thase d imstrmmt.we will taller a m able
amain
for m htmem's we.darmpe a
all. afimgeaopt d aav tamellechal prapaty t --.d by t{md p�rhas ansm6 dnealy IG now oft ofdaie or art done
alety fivm a pmdult as mi d=,aed and pprmo•zrkd by m to you butahvays we md'or
cambmamcon of=&prod et with alder peaches! a ca.p.!.&-Tht mfim>pemrm imdemurty does L'. Cmtm Products
not apply to(a)clams that sere based m your fiahue to vowly wdh the Ageement;(b)A--
,bat Wax bared on oar fadtae b acgrate any appkabie addmml ustaIleaval pmpwt5 tip 12-1 Decmme w\take or Dehtrr if.mi to to m-farttm a Cwbmpraduct we
related to your use ottbe ptodnct CAd&---d RigbG7:(c)pr-hrm dot vm.de,assembled or may decline b deign at na®acre that w-lo i at my slap of the proms:if the pto&M is
labeled m reliance upon ytmr uz;mtcnm,gwi9tanom.or other ditectam:(d)your w*a realer tmstnable a eemmera3W mrpacacal b MMZUfiaae aS speo5ed Ifs,>ra will notify you ad you
of product:(e)aodikimom rasa&by you or may thud party.or(0 pro�oriFinaGts6 Sam third wtll not be obhpted to pay any hes fir ea uG pe we aped m oounecu.wish the decimed
panes. Product If a cwtm component amaterul .we may drday a onQ.a custom podat•s delnwy
wnhour liabrbty to on.
THIS II ELMY IS OUR ONLY LIAM ITY TO YOU,AND,SUBJECT TO SEC'IION 1L4
OF THESE TERMS YOUR ONLY REMEDY.FOR ANY IlgRII ffNIORCLAI1® 122 � Bus>l�anatle•ixacnttomMarc
IIdFtyvu.
MEA TI OF THOID PARTY IIlI UECIL'AL PROPEtTi RIGHTS BY OR IN aodagaeadm yow(a;mwgv �uouyonimmofnpnlmmgawbaolopcaln
CO LNE03MWITHANYPRODUCT. addae®calhazwdsaszodatedteiihtheh mepat elmb aathrused6se®road
y.supply b us.and Co)hate the r.gawr right,ioeLsdmL but not lmtled to-y necessary
(B) Codmaa to Our A:a coodmon to our imdemificafion cbliE i huactualpropemn1hcn,b imrst manosctae danohgodatt
von mat(a)mtifv w in ss-tmg.as som as yom become aware of any.claim: not not admit gray
lialaldy err take any other action m conano cnw•nh the daimthaa could affect the defae.(t)&S- 13. Irrwaview-Rekted ssrices
AL a solely carrell the defnoe or xtrLmpt of the don(d)glue ur your mas®able mfam bon, elm you�^,e an crntmmt tee any msdl it and prntde traimmF nomrnm¢e.
co-operation and asst;tanm and(e)aka all reaso®bl,skps b maps kr es son tied imcladmg a am other ensce that and titer Ir
alkm nos w b.w+r+ any and an ofopt..set ad m Seeam 11-4 cfti,-Tom. repaiG. you mprms ogre ou(-I- not S--i ).We a o
of,acme!and other .slue plam.All rItt;rrmeat S--are subject to our 1n;nvmmt
9.? ofU.lfa rhmd makes a claim n a fieiafirnpmrm Sams Snppsammtay:ems.For fi0 details of our su truntpt smim plan and to obam a copy
elm urea t.,.,r � adoct or cvabm of our hstttment Sever,Svpplemeffiay Tetra.pleas a check our web-mda corms Cvztomr
property rr�t b on(a)err mtm>fxtrrc a of a product Senses.
we nuke trade}}our mstr �.'ice'=or ocher dffwbow, .M.L that you
mva pde to us,(6)your co Mlore to mply worth the Agee..(c)yaet r to 4de any 1J L®atioas aadF�rinsians dLiabe7sts
apphtabJe Addmonal Right.a(d)oar modrfcatraa tee err mile of a la-&-that yuo grill
i fr and hdd>z hatmics flan and apm t my ad all dams 1,damages.habrinC ad (A)
expo v-(mch3dms reawtoble aatmeys fem and ocher cow ofdeSmti and or sedhog Any L4TLLNOTA$EIIAH EL�'ND BAN YLLE� TT EOORY(NaUDINGBU NOT1 PTO
wb.)dut ore any hate to pay as a resu@ of the claim
CONTRACT,IMGLIGENCE STRICT i IAnrt 77Y N TORT OR WARRANTY OF ANY KR ID)
10. SoftwareCOONSEEQ`UTNTL%L DAMAGES(DXLLT)M 8UT NOT IM17EDDT'O ALL COSTS OF
COVER PR LOST OFITS,LOST DATA.LOSS OF BUS MM LOSS OF GOODLLILI.ORLOSS
10.1 G uh respect b eras situ frrae prodrrct m a forrmg a OF REVENLE)THAT YOU IfIGNT DXLR UNDER THE AGRFEM N7-OR THAT MAY
part domprodtca,w111104w.land and arise that ware howsm me —prod cG ad not ARISE FROM OR N CONNIECTION%TTH OCR PROIXIM OR SER4'ICES,EVD IF VVE
selliostbnnasiddottlia.- s"pmehase,'sell"asioxlaardercainwaudsnutmdrstoo;Md HADNOTICEOFTHfPOS5iBHH=OFSUCHDA'6tAGFS.
ageedto ratan%cwasC,and dot the wad"you"n undersicod and speed b note•Mill tee'-We,
aourliomsa,acapphtabL nbinaInit sandsobnamwthaaapmd=weproudetoyou. (B) INAD60dT1 *KOUR1IAXI fCMAGGRE TEIIAEII1TYARnMOUT
10? .11'ehsebypanttoywamy7hy-freemneachasne aeotaanirabie OFORINCONNECMNV6TrHTi�AC+REMM(r.ORANYPRUDG -MMORS'ERyCg
loose.widtour powr b snbh...,to the soflw•aze we ide to wo undrd, LS L1btIIID TO 1_tOS:CIF THE ATsiOLJNT YOU PAID TO LS FOR THE SPECIFIC Pit(I1LL1C1
fir your ova-t--I bumess purpose ontbe hardware pprod<ct you prw de you Louder,and PURCHASED THAT GAVE RISE TO THELL4BU=-
tee the related daconnemation solely for your own rn "boa `pprrppaass"c The licpm will THE PROVISIM ABME IN THIS SEC'IIM 14 DO NDr LMT OUR
antamabe3lh•tr�ate when your"Iul po:esion ofthe aaoeuted hadnue product psovaded LiAB1tI1 Y THAT CA2II10 P BE LAIIfiD BY LAW,IIxZLRIft 1G BUT i40I LBA1gD TO
hereunder ceases trrslcs either terminated as prrnided m rho Agreement, LIAMI ITY FOR MAUD AND MATH c1L PMMKAL INAIRY CALMED BY OUR
tut>r7tarntrrs
103 E'M=aa.You ogee to bold in con&Ipce ad not to Dell aamf*r Lana
loan a otherwise on"available m am form to third panes the so8nne product ad related IF. ExpwR*strih9ow
don-reamrmpmtrtded here-der.You rmymotdz=wmbh decaupde or—eepar,copy.
modify embarre or otherwise champ a svpp.w the software pmdsaa:provtdd header
wtthow our priarw•mlam carte We w0 be eatrtled to ter�aee the Ircen'e if your fad b comply ]5.1 Yam admowLttpc tha�tpeaeh product sad any relaxed soalevare sad
withamtermarnmdmonhereia ( � �csoLjdtotoUS_�Ua�kcalprtanoaeotauchding�espa dac�dsmpoet
10.4 Ratan d So&vaend Yen ogee rpm te�nanm d des
kcpse rmmoedtahly b lain to w au snmrae prods-and related docsesmtaem pernided 151 The carpal otrrtuls smy rotes" MOO,Others.than*d d'e
htterednramdallcoptessadptrrerathe*oC ruwida theeaspddw ataflros Dwrkeent i7no(dSCa—rsasd=+ae*omm�
10S Thad Paiv Sadluute he waaaar ad imdeuodGoEm poci�om set fix$m
the Apoemet wet no 491V d awmd soaswae pmdsm we preside yen We apse
Lavava baergobymam9waoaoly youmrystecavelimntheaipnaldnektprorthud 153 Com meme You must oo.Vk with the EAR. ad all Other
party soppl;r,b the wed the oral detelopera tlmd-..stppiier aAt apphcable liars.tojubb-treatsm-andagstammt relating to the export rv-rapat ad import Of
any Teem YommGt not dawtlyatdaeah.wWww:5nt&-ang the required heetrse to do so from
IL Intellectual Proetertr the appupoate C.S.gmeam®t.pasty{a)ebStorL ter eq+at dan-Ltm or tpph am hem to(a)any
restricted a embargoed caurhv Or to a Arson or entity whose PM'I p to participate m expert htc
11.1 use L�tmoir.As bete wen you and w.we earharvely cam all mtellectvul beendemedare tri tedbvdre1.S.pnw-tom,(b)a&pwsauorentdywbo G zsohed n rmproper
b our and m oua Unless we stab odterwGem �e1°�tcrmedmclearweap-orofdrmcals.�aok>gicalweapons,amsileiamtersaiu
Pr�ty�s Try J?�rc't �s� tick tw-lion w,U Ism mpnst provide imformanon on the ed user ad end case d my ham you
ate• emit,our Sale dprodWtS b you past you only a betted mrmam5sable n& aPm Of p)aa b export
trader our mtclletn d property to we the gmmty of p-b,-purchased frm w for your iurenal
te9earChpmpr.,�No�to tans,dsmbae a-An aurpro&&-a act•of tbw comment,G
rnmeyed a ,lv,by rr�hcahoa a by a asset Unless eapre lypemtied by w mwntmg.wit ]S 4 YOU Will mapera!folly 18&>s a say aaSrial a taaoErial
w•iO mot modify,,^A-p,temove,cover or o6marise obscure any d am brands.fade a service aa&t a msfrmcdon relaYrd b extort or rtt�aat camel laps a teaolabms,ad wrIl
propert..be prodot•6.Nodw in the Apeemmt limns or ability b M&"err iOteliernnl �f+and hold trs tomtits a n oomeerm trilh you a seta aonso>�'.aymt'a
etrptoyeer'sialaaonafrks5ectim
ights-
113 C anon e;
b . Uml we -PE* dar 16. SfaccBa*eous
older,,m Snpplemerary Terms.we pve no we our promos ion any m®eaat
apphtatiaa mchrdmE gvuhtp control caa>xpercul senca soh as sapmms the 16.L No A,�sim�at You>my not eldest*agydtatic tier asses say tight a e}a�
tervlGdwaxncmcmra�Cccmderanmamvmodupwaticgsw-e:visoamvivo LeemdermdLaraarp apturirrnoms>s amdataysuehaaMmpMeddaiptionarsnpmstwrlibe
therap,ow U; 'or airy type of coaaaq�tion by a 4vkn6,b h,.......,^a a..L.If con need Void,
comoecul we Insists In respect Of am prodtwt(ioc'tr&ME the ugh!to perfor !*♦m fist D MMI
please conatterrord-heerrmsdepartmentatoutlww�ud mofGhsmmMereyourwed 16? GovaoxmcTaw.The Agreement and perfrmance under it will bepnwnedbytbe
our product is outside the scope of the Apeezrat it is solely your respamtbdaty to acquire law;of(a)the state ofMarsackass+s.rf yea are located in tbe USA or Cmads or(b)the laws dtbe
AddstimalRishe. country where the selbngemn(> veafiedaryoa order cafirtmamfiomm)=locatdtfymare
notkraeedmdie USA aCanadaInibisevwt.fanylepl proceeding beweeayon and wr IIgb
113 Imnrllecttal Praaen Ow�Sm Unles athawce speeifiad a appheable theApessaw t archer pan may darm the ride to a trial 17y jury.Any Meow arising under the
Suppkmemtary TMM ore owe Mkilomw proper am I aw mvmtim Apaeuoetrt Hart be hoamt vrathm me ywar Com the date that the eavu of worm orate 7h*UN.
(patentable or othrwe),discwvenc,irrprovwtnrrs,data,)sow-hoar.a Other♦cult that are Cmennm on Contracts Ter the International Sale ofGoods a hereby eapryh^ergo h,,w
convened,developed damvwed redtsad to paagce.or posted by or for us,a joustly by you
amd m m relation to pmeesse,da iw.and methods I us mmrfacture of a Hamm product 163 hud&6mb the restxtioa W our m Swum 11 ofdow
Yonapee to iraw$r and rFa to ussE.our tight tifie and intact m and to say jail imeIlectval Tee:(a)you lat tiger err in aemdton with our instructions.(b)your are solely
papery At our reepa and ar our eaperts=you w•dl help w secure and record our nets in vch rrspmsible for malmfi we 69 the wry you we our podwbcampiies with appltable laws,
MwIle dal pop tw. replah.and pow®pal polices-(c)you nowt obtain an a..My approcah ad prrrcaorn
19-0114 Supplier Services Agreement
ym unry need and(dl t is saW wur vnPmdI&y to nuke sae the po&as ace sortable for y=
we
164 Uoca®hollable We mil not be responsbk or liable fit f&ng to
perform ar obh—ptiow under the rAgeaun t W the eft sawed by mi beyond our
reascmiab�e caubci In certain site 6cw,we nay we awn asambleyudgme t and appatcm pta&wft
then auailahle fiY ddnwy fmiy aamng am cuso mes-
16S No R zwr Is-aa3ids:Our Mure to m mr we ary right;under dre Ageemmt n
na a want of ore rights to dame for yww breach of coctraet umd is not a wanue of any went
breach.If any prm-mm or part of the t is f n d by a rry court of rnmpewmi jvrtsc�to be
an-Ad or unenforceable,such imalw i -or unenforceabdity wLU mt affiect the othw pauimom of the
Apeemert No per on other tha a you or us a6l have ray right;umdet the Agreement.
iaxrpre�16.6 hese�� are � �m� only and shal mt be mod m the
16.7 Ca �aality. You agree -o keep mafidential ate* run-public twhaical
mdxmatian,eounweW i&nm dicn(mchadmg paces with=l;uz�or in�(i wbifing
ag-�e sagmmoes ado types or segt�om)retxised fmmw as aresalt addiscrssio�,
auari betmeer is m nets m to owpmdmds or somwes.
16.8 Notices_Any notice or cocrimmk anon regaled a-pemthed under dose Teas
mrst be m um =g a;;!wM be tied newma■rbm persmany dela%vm&or 3 bm wen days aftler
bang sort by certified marl postage prepaid,to a party s sped addre,a.
16.9 Remmemueot to Reduce to?sv`xiliae No wan-er,consent nodiaca n—
m-]A-OF changes to f!e t®s of the Ageement wL be binding un>lms in wntmg and gpmd by bo&ofus
our to o:,ied to ruse codamed maw subsegmat emmu cation from you uurll not be a
waits or mothf atwn of our Agreement.
16.10 �-shah bAny ye isim sAge to in isp of soeda hddar
to be toad a un�ro-. amly
unenfoeoeabrlity azthi>m mealidatioE the g provii mm hraeaa<
CpdaeedMuch26,2019
19-0114 Supplier Services Agreement
EXHIBIT B
PRICE SCHEDULE
Please refer to two following attachments are incorporated herein bV reference:
• Exhibit B-Attachment 1 (Goods)-Quotation H618168
• Exhibit B-Attachment 2 (Services)-Quotation 40523008
19-0114 Supplier Services Agreement
EXHIBIT B - ATTACHMENT 1 (GOODS)
PRICING AGREEMENT NO.: H618168
Report Date:03-MAY-2019 TO ORDER:
PRICING AGREEMENT NO.: H618168 Life Technologies Corporation
3175 Staley Road
To ensure correct pricing and terms,the above agreement Grand Island,New York 14072 USA
number must appear on all orders and correspondence. Fax No.:1-800-331-2286
To Order:1-800 955 6288
FROM:05104/2019 THROUGH: 05/02/2020 E-mail:CustomerCareO)thermofisher.com
EXCEPT WHERE NOTED BELOW www.thermofisher.com/ordersu000rt
TO: CITY OF FORT WORTH
TERMS:NET 30 DAYS FOR:
FOB:Shipping Point
TTN:
WE ARE PLEASED TO QUOTE ON YOUR REQUIREMENTS AS FOLLOWS
Line# CC* SKU#/PPL DESCRIPTION MINIMUM PRICE OR%DISCOUNT
QUANTITY Disc°/a( Unit Price
Fixed Price
1 15508013 DITHIOTHREITOL(DTT)5G 2 $129.98 $129.98
2 15567027 RIS-HCL PH 7.5 1 M 1000ML 1 $54.08 $54.08
3 15575020 EDTA BUFFER,PH 8,0.5M 4 X 100ML 1 $75.66 $75.66
4 24730020 SDS, 10%SOL 1000ML 1 $111.72 $111.72
5 25530015 PROTEINASE K 100 MG 1 $130.34 $130.34
6 D 4311320 HI-DI FORMAMIDE BOTTLE 25 ML 2 $41.81 $41.81
7 4311971 FG,OPTICAL ADHESIVE COVERS EACH 3 $250.26 $250.26
8 4316813 BULKPACK 96-WELL RXN PLATES,50XN8010560 1 $2538.00 $2538.00
9 4323032 FG,OPTICAL CAP(8 CAPS/STRIPS)EACH 8 $109.80 $109.80
10 D 4345833 DS-33(DYE SET G5)MATRIX STD KIT 2 $162.75 $162.75
11 D 4349180 FG,7500 SPECTRAL DYE CAL KIT EACH 1 $1052.60 $1052.60
12 D 4359513 AMPFLSTR YFILR PCR AMPLIFICATN KIT 12 $3999.45 $3999.45
13 D 4393715 POP-4(384)POLYMER 3500 SERIES EACH 15 $209.25 $209.25
14 D 4393718 CONDITIONING REAGNT 3500SERIES EACH 60 $31.97 $31.97
15 D 4393927 ANODE BFFR CONTAINR 3500SERIES EACH 10 $125.13 $125.13
Report Date:03-MAY-2019 Page 1/3
A pen af: Thermo Fisher
S C I E N T I F I C
PRICING AGREEMENT NO.: H618168
WE ARE PLEASED TO QUOTE ON YOUR REQUIREMENTS AS FOLLOWS
Line# CC* SKU#/PPL DESCRIPTION MINIMUM PRICE OR%DISCOUNT
QUANTITY Disc%/ Unit Price
Fixed Price
16 4464683 CAPILLARY ARRAY 8-CAP 36CM RUO EACH 3 $1387.56 $1387.56
17 D 4408256 CATHODE BFR CONTAINR 3500 SER EACH 10 $166.84 $166.84
18 D 4408399 GENESCAN-600 LIZ SIZE STD V2.0 EACH 5 $447.45 $447.45
19 D 4425042 DS-36 MATRIX STANDARD KIT(DYE SET J6) 2 $170.72 $170.72
20 H 4441351 PREPFILR EXPRESS BTA F DNA EXT KIT 52 2 $537.70 $537.70
21 H 4441352 PREPFILER EXPRESS F DNA EXT KIT 52 33 $483.92 $483.92
22 D 4461591 96W STD CALIBRATION PLATE W/ABY DYE 1 $111.72 $111.72
23 D 4461593 96W STD CALIBRATION PLATE W/JUN DYE 1 $111.72 $111.72
24 D 4461599 96 WELL CAL PLATE W/MP DYE MP DYE 1 $112.70 $112.70
25 D 4476135 FG,GLOBALFILER KIT EACH 15 $4245.45 $4245.45
26 D 4482910 QUANTIFILER TRIO KIT EACH 9 $1825.90 $1825.90
27 4484075 PROFLEX 96-WELL PCR SYSTEM EACH 1 $8126.30 $8126.30
28 7635 12.5 UL TALLTIP FILTER TIP,ST CASE OF 960 12 $154.66 $154.66
29 D A26070 POP-4(96)POLYMER 3500 SERIES EA 4 $73.24 $73.24
30 AM12450 NS RNASE-FREE TUBES 1.5 ML 250 TUBES PER 3 $59.05 $59.05
BAG
31 AM9759 5M NACL 500 ML EACH 1 $82.02 $82.02
32 N8010535 MICROAMP CAPS,8 CAPS/STRIP EACH 8 $96.52 $96.52
33 N8010560 MICROAMP 96-WELL RXN PLATE-EA NO BARCODE 10 $66.24 $66.24
* Items flagged with H or D require special handling and may be subject to an additional charge
"All product orders are subject to any applicable Dry/Wet Ice Charge,Handling Charge,Hazardous Charge and Instrument
Charge.
Report Date:03-MAY-2019 Page 2/3
A pen of: Thermo Fisher
S C I E N T I F I C
PRICING AGREEMENT NO.: H618168
TERMS AND CONDITIONS OF SALE
This quotation is for products and services sold by Life Technologies Corporation,a Thermo Fisher Scientific company.This quotation,and the terms
and conditions of sale found at www.thermofiisher.com/termsandconditions ("thermofisher.com Terms and Conditions of Sale") that apply to the
products and services listed on this quotation, are incorporated by reference into this quotation and any resulting contract. By issuing a purchase
order or otherwise ordering or accepting product(s)or services,you expressly confirm that you intend to be bound by and agree to thermofisher.com
Terms and Conditions of Sale to the exclusion of all other terms we do not expressly agree to in writing,and that the purchase and sales transaction
between you and us is subject to and will be governed by thermofisher.com Terms and Conditions of Sale and the terms of this quotation.
If you have any questions,please visit our website at www.thermofisher.com.
TERMS AND CONDITIONS OF PRICING AGREEMENT
ADDITIONAL TERMS AND CONDITIONS OF QUOTATION
1. This quotation shall apply only to direct order purchase from Life Technologies Corporation. In order to receive quoted prices,the quotation number
must be referenced at time of order. Credits will not be issued for orders not referencing quotation numbers.
2. The effective dates of this quotation appear in the upper right corner of each page unless otherwise noted. Exceptions are noted within the body of
this quotation. The quantities and purchase requirements noted on this quotation reflect minimum requirements necessary to receive quoted prices.
3. Percentage discounts in this quotation will be calculated from Life Technologies'current list price for the applicable product. Discounts will be
calculated from single unit catalog price. Life Technologies reserves the right to change its list prices at any time. Any increase or decrease to the list
price of a product would result in a change to your discounted price. Certain discounts are based on categories of products(e.g.,"Pricing Product Line"
or"PPL"discounts)that might change over time. Life Technologies reserves the right to re-align products within a category or add or remove products
to or from a specific category at any time. Such re-alignment,addition or removal may result in a change to your discounted price for a particular
product.
4. This quotation may be terminated by Life Technologies upon written notice.
5. This quotation contains confidential Life Technologies pricing information which if disclosed to third parties could cause competitive harm to Life
Technologies. Subject to overriding obligations to third party funding agencies or governmental entities,the customer agrees to keep all pricing
information contained herein confidential.
NOTE: Customer MUST reference quotation number when
ordering to receive discounts.
Report Date:03-MAY-2019 Page 3/3
A pert of: Thermo Fisher
S C I E N T I F I C
EXHIBIT B - ATTACHMENT 2 (SERVICES)
SERVICE AGREEMENT
Life Technologies Corporation QUOTATION
North American Sales and Service
Attn: Service Contract Administration
Mailstop: PLE C-1
5781 Van Allen Way
Carlsbad, CA 92008
Tel: 1-800-955-6288, option 3,2
Fax: 1-925-426-2051
Email: Service.Sales@LifeTech.com
FCassie Johnson Biology Unit Tech L QUOTE NO. 40523008
Fort Worth Police Dept ORIGINAL QUOTATION DATE 02/19/2019
REVISION DATE 05/02/2019
350 W Belknap St EFFECTIVE 05/15/2019 TO 06/28/2020
TO FORT WORTH TX 76102 PAGE 1 OF 4
QUOTE VALID TO 06/28/2019
LCustomer PO No.
TELEPHONE: 817-392-4516
FAX:
YOUR REFERENCE:
This agreement is entered into between Life Technologies and the undersigned Customer in consideration of the payments provided for in this Agreement. Subject to the terms and
conditions of this Agreement, Life Technologies agrees to perform the services set forth on the attachment to this Agreement on the equipment listed below for the period described.
ITEM QTY. EQUIPMENT DESCRIPTION/ SERIAL COVERAGE EXTENDED
NO. EFFECTIVE DATES/ NOTES NUMBER PRICE
USD
0010 1 AUTOMATE Express (PFX1011A0304) AB Assurance 1PM
$ 5,100.00
Begin Date: 06/29/2019
End Date: 06/28/2020
0020 1 7500 Real Time PCR System (275006849) AB Assurance 1 PM
$ 5,900.04
Begin Date: 06/29/2019
End Date: 06/28/2020
0030 1 3500 Genetic Analyzer (23130-221) AB Assurance 1 PM
$ 9,849.96
Begin Date: 06/29/2019
End Date: 06/28/2020
0040 1 AUTOMATE Express (PFX1609131100) AB Assurance 1PPA
$ 5,729.73
Begin Date: 05/15/2019
End Date: 06/28/2020
Terms of payment are net 30 days from invoice date. This quotation is subject to the terms and conditions attached. Stenographical
and clerical errors on the face of this form are subject to correction.
NOTE: Customer is responsible for applicable taxes, including sales, use and/or excise tax.
PLEASE SIGN THIS SERVICE AGREEMENT QUOTATION AND RETURN A COPY ALONG WITH YOUR PURCHASE ORDER.
ACCEPTED BY CUSTOMER
Steven Weber
Signature of authorized person Service Sales Representative
Maestro User 05/02/2019
Please print name and title Date Prepared by Date
—NOTICE OF CONFIDENTIALITY— The contents of this quotation including but not limited to pricing and services information are
confidential to Life Technologies and/or its affiliate(s). This quote and its contents are intended only for the customer named in this quote
and not for distribution to any third party.
PAGE 2 of 4
SERVICE AGREEMENT
Life Technologies Corporation QUOTATION
North American Sales and Service
Attn: Service Contract Administration
Mailstop: PLE C-1
5781 Van Allen Way
Carlsbad, CA 92008
Tel: 1-800-955-6288, option 3,2 QUOTE NO. 40523008
Fax: 1-925-426-2051
Email: Service.Sales@LifeTech.com ORIGINAL QUOTATION DATE 02/19/2019
REVISION DATE 05/02/2019
EFFECTIVE 05/15/2019 TO 06/28/2020
QUOTE VALID TO 06/28/2019
ITEM QTY. I EQUIPMENT DESCRIPTION/ SERIAL COVERAGE EXTENDED
NO. EFFECTIVE DATES/ NOTES NUMBER PRICE
USD
Total net price: $ 26,579.73
Contract Notes:
Your current agreement will expire on 06/28/2019.
Previous purchase order no. .
Lock in today's service contract price for 2 or more years.
ADDITIONAL DISCOUNTS APPLY FOR MULTIPLE YEAR CONTRACTS.
To expedite your order, the signed service agreement and purchase order
may be faxed to 925-426-2051 or emailed to service.sales@lifetech.com.
-Payment is due 30 days from invoice date.
-Applicable taxes are extra.
###########++#+#+##+####++#++++#####+########++++++#+++##+#++##+
Please contact your Service Sales Representative for more information.
tel: 1-800-955-6288, option 3, 2
email: Service.Sales@lifetech.com
NOTICE OF CONFIDENTIALITY— The contents of this quotation including but not limited to pricing and services information are
confidential to Life Technologies and/or its affiliate(s). This quote and its contents are intended only for the customer named in this quote
and not for distribution to any third party.
PAGE _3 of _A
SERVICE AGREEMENT
Life Technologies Corporation QUOTATION
North American Sales and Service
Attn: Service Contract Administration
Mailstop: PLE C-1
5781 Van Allen Way
Carlsbad, CA 92008
Tel: 1-800-955-6288, option 3,2 QUOTE NO. 40523008
Fax: : Service.Sales@LifeTech.com
1 ORIGINAL QUOTATION DATE 02/19/2019
Email: Service.Sales@LifeTech.com
REVISION DATE 05/02/2019
EFFECTIVE 05/15/2019 TO 06/28/2020
QUOTE VALID TO 06/28/2019
ITEM QTY. EQUIPMENT DESCRIPTION/ SERIAL COVERAGE EXTENDED
NO. EFFECTIVE DATES/ NOTES NUMBER PRICE
USD
Terms of Life Technologies Service Plans
North America
The Life Service Agreement Terms and Conditions set forth below after the Plan description(s) are incorporated into and are an integral par
f each Service Plan, and are agreed to by you as part of any Service Plan ordered.
AB Assurance Plan
1. Parts, labor and travel for remedial repair.
2. No charge for planned maintenance visits. The number of planned maintenance visits is indicated in LT's quotation (A).
The annual planned maintenance (PM) visit is automatically opened and will be performed within the contract period.
Should you have an immediate need to request and/or schedule your PM, please contact our Instrument Care Center at 800-955-6288
option 3,1 or email them at lnstrumentServices@Lifetech.com to schedule. This PM visit ensures optimal performance of your
instrument, often preventing major breakdowns before they happen.
3. Guaranteed priority response time of 2 business days after receipt of a service call for instruments located in LT's Service Zones
1 and Zone 2. If LT fails to arrive at the instrument location within Zone 1 or Zone 2 within 2 business days for reasons other
than customer's failure to provide access to LT or causes beyond the reasonable control of LT, LT will provide customer a
service plan renewal credit in an amount equivalent to one day's pro-rated charge for each day LT's response is late. (See foot-
note (B) for call time cut off, other details, and terms and conditions).
4. Target response time of 3 business days for remedial repairs outside of Zones 1 and 2. LT will use reasonable efforts to respond
within 3 business days from receipt of a service call.
5. Priority telephone and email access to instrument technical support.
6. Telephone and email access to application technical support.
7. Remote Monitoring and Dx Service, which provides for notification to customer of instrument failures or errors that are reported by
AB's Remote Monitoring software.
Important Notes and Footnotes
It is customer's responsibility to provide access to LT so LT may complete service, planned maintenance, Installation Performance
Verification, and other service calls within the plan period. Calls not completed within a plan period will be cancelled unless LT failed
to make reasonable efforts to complete the call within the plan period.
(A) Planned maintenance visits are intended to minimize the need for service calls. LT may perform more than the number of planned
maintenance visits indicated in LT's quotation, at LT's discretion. Customer will not be charged for any planned maintenance visits
made during the plan period, except for visits that are in addition to the number indicated in LT's quotation that are requested by
customer.
(B) A service call must be received by LT's service center before 2:00 PM local time (U.S.A. Eastern, Central, Mountain, or Pacific
time) for priority response time service. Each late day's pro-rated credit is an amount equal to 1/365th of the annual fee for the service
plan covering the instrument with respect to which the service call was made. If a service plan covers more than one instrument, the
pro-rata credit is determined by allocating a pro-rata portion of the plan's annual fee to the instrument with respect to which the service
call was made. The credit may be used by customer when renewing its current service plan covering that instrument for a consecutive
period, as a credit against plan fees. To be eligible to use the credit, LT's Service Plan Administrator must receive notice in writing
(e-mail notification is satisfactory) of the customer's intention to use the credit for a renewal at the time of renewal, but in any event
no later than fifteen (15) days after the expiration of the service plan period in which the credit was earned. The credit described above
is LT's sole obligation and customer's sole remedy for failure of LT to respond to a service call within one business day for the LT
Complete Plan and LT Uptime Plan and two business days for the LT Assurance Plan. The address of LT's Service Plan Administrator
is Life Technologies Service Plan Administrator, 6065 Sunol Blvd Pleasanton, CA 94566
(e-mail: Service.Sales@LifeTech.com).
--NOTICE OF CONFIDENTIALITY— The contents of this quotation including but not limited to pricing and services information are
confidential to Life Technologies and/or its affiliate(s). This quote and its contents are intended only for the customer named in this quote
and not for distribution to any third party.
PAGE 4 of 4
SERVICE AGREEMENT
Life Technologies Corporation QUOTATION
North American Sales and Service
Attn: Service Contract Administration
Mailstop: PLE C-1
5781 Van Allen Way
Carlsbad, CA 92008
Tel: 1-800-955-6288, option 3,2
Fax: 1-925-426-2051 QUOTE NO. 40523008
Email: Service.Sales@LifeTech.com ORIGINAL QUOTATION DATE 02/19/2019
REVISION DATE 05/02/2019
EFFECTIVE 05/15/2019 TO 06/28/2020
QUOTE VALID TO 06/28/2019
ITEM QTY. I EQUIPMENT DESCRIPTION/ SERIAL COVERAGE EXTENDED
NO. EFFECTIVE DATES/ NOTES NUMBER PRICE
USD
To reduce the number of pages, we are directing you to Life's Instrument Services Terms and Conditions on our website. Please read the
important statement below carefully.
This quotation, and Life's INSTRUMENT SERVICES TERMS and CONDITIONS (which are incorporated by reference into this quotation and
any resulting contract), set out the terms on which Life is offering to sell the service(s) listed in this quotation. By issuing a purchase
order or otherwise ordering or accepting services, you expressly confirm that you intend to be bound by and agree to the terms of this
quotation and Life's Instrument Services Terms and Conditions to the exclusion of all other terms not expressly agreed to in writing by an
authorized representative of Life, and that the purchase and sale transaction between you and Life is subject to and will be governed by
this quotation and Life's Instrument Services Terms and Conditions.
Life's Instrument Services Terms and Conditions can be found on Life's website at http://www.lifetechnologies.com/termsandconditions
under the "terms and conditions" link at the bottom of Life's webpage.
If you have any questions, please visit our website at www.lifetechnologies.com.
NOTICE OF CONFIDENTIALITY-- The contents of this quotation including but not limited to pricing and services information are
confidential to Life Technologies and/or its affiliate(s). This quote and its contents are intended only for the customer named in this quote
and not for distribution to any third party.
EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
LIFE TECHNOLOGIES CORPORATION("SUPPLIER")
5781 VAN ALLEN WAY
CARLSBAD,CALIFORNIA 92008
Supplier is a publically traded corporation in the NYSE as trade ticker TMO.All annual reports and related
corporate financial statements are publically available at www.thermofisher.com or can be provided by
Supplier,upon request.
Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals
and/or positions have the authority to legally bind Supplier and to execute any agreement, amendment or
change order on behalf of Supplier. Such binding authority has been granted by proper order, resolution,
ordinance or other authorization of Supplier. City is fully entitled to rely on the certifications and
representation set forth in this Form in entering into any agreement or amendment with Supplier. Supplier
will submit an updated Form within ten (10) business days if there are any changes to the,signatory
authority.City is entitled to rely on any current executed Form until it receives a revised Form that has been
properly executed by Supplier.
Please refer to the attached Exhibit C — Attachment 1 (Certificate of Assistant Secretary - Signature
Authority 04-24-19)issued by the Supplier's corporate Board of Directors,which is incorporated herein by
reference.
19-0113 Supplier Services Agreement
EXHIBIT C - ATTACHMENT 1 Thermo Fisher Scientific
Thermo Fisher 5781 Van Allen Wayy
S C I E N T I F I C Carlsbad,CA 92M
LIFE TECHNOLOGIES CORPORATION
CERTIFICATE OF ASSISTANT SECRETARY SIGNATURE AUTHORITY
I HEREBY CERTIFY:
That I am Assistant Secretary of Life Technologies Corporation, a corporation organized and existing
under the laws of the State of Delaware and having its principal place of business in Carlsbad,California.
Acting in such capacity,I hereby further certify that each of the following employees of Life Technologies
Corporation has been duly delegated the authority to sign in the name and on behalf of Life
Technologies Corporation and its subsidiaries Applied Biosystems, LLC and Life Technologies Inc.
(collectively,the Company),purchase orders,purchase and sale agreements,responses to and agreements
entered into in connection with bids and requests for proposals,and other agreements,in each case for
or relating to (i) the purchase of the Company's instruments,consumables, or other products that are
offered for sale or distributed by the Company,or(ii) the performance of repair,maintenance, or other
services by the Company with respect to such instruments or other products(all of the above,collectively,
"Agreements"),each of a value, as determined in good faith by the authorized individual named below
executing same, not to exceed the amount set forth opposite each such individual's name in the table
below, provided that such Agreement(s) to be executed is/are in compliance with all necessary and
applicable company requirements. The execution in the name and on behalf of the Company of any such
Agreements by the persons named below prior to the date of this instrument that were within the authority
herein granted is hereby ratified, confirmed and adopted in all respects.
Such Agreements may contain, subject to any limitations set forth above, such terms and conditions as
the authorized persons signing same may approve in his or her sole discretion, each such person's
execution and delivery of any Agreements to be conclusive evidence of his or her approval thereof.
The authority herein granted to may be revoked at any time with respect to any individual named below
until revoked or until such individual is no longer an employee of Life Technologies Corporation or any
of its affiliated entities. Upon the occurrence of either such event, the authority herein granted to the
subject individual shall be and is revoked.
Page 1 of 2
Thermo Fisher
S C I E N T I F I C
Name of Employee Title Limitation
Mark Covington Vice President $3,000,000
LSG Global Commercial Operations
Kim Baltier Vice President 52,000,000
Global Commercial Operations
Biosciences Division
Kent Davidson Vice President $2,000,000
Global Commercial Operations
Genetic Sciences Division&
Clinical Next-Gen Sequencing Division
Brian Griffith Contracts Counsel S110001000
David Laurie Contracts Counsel $1,000,000
Gina McGuinness Contracts Counsel $1,000,000
Jennifer Rowland Contracts Counsel 51,000,000
Patricia A.Trigueiro* Contracts Specialist 5500,000
Marlene Wilkie* Contracts Specialist 5500,000
Gigi Chapman* Contracts Specialist $500,000
Adrian Abutin* Contracts Specialist 5500,000
Mary Ruth Mastrangelo Contracts Specialist 5500,000
Katherine Mcgregor Contracts Specialist $500,000
Mark Spellman Sr. Contracts Specialist $500,000
* Two of any combination of the four (*J individuals may be combined for a signature authority limit of
$1,000,000.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of Life Technologies
Corporation as of the 24'�''day of April 2019.
e Jl-
Genoffir MacLeod
Assistant Secretary
Life Technologies Corporation
Page 2of2