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HomeMy WebLinkAboutContract 53045-A1R3 CSC No. 53045-A1 R3 AMENDMENT NO. 1 AND RENEWAL NO.3 TO CITY OF FORT WORTH CONTRACT 53045 This Amendment and Renewal is entered into by and between the City of Fort Worth (hereafter "Buyer"), a home rule municipality, with its principal place of business at 200 Texas Street, Fort Worth, Texas, and ANSI National Accreditation Board, LLC (ANAB) ("Vendor"), Buyer and Vendor may be referred to individually as a Party and collectively as the Parties. WHEREAS,on January 1, 2019, the Parties entered into City Secretary Contract 53045 to accredit the Fort Worth Police Department Crime Laboratory to ISO/IEC 17025 & AR 3125 standards ("Agreement/Contract"); WHEREAS, the Parties wish to amend the Agreement to revise Exhibit C Price Schedule to increase year 2022 to $21,095.00; WHEREAS, the Parties wish to amend the Agreement to add Exhibit D AG 1008-G Terms and Conditions for Accreditation—Governmental Entities; and WHEREAS,the Parties wish to renew the agreement,as amended,for an additional one- year term. NOW, THEREFORE, the Parties, acting herein by the through their duly authorized representatives, enter into the following agreement: 1. AMENDMENT AND RENEWAL The Agreement is hereby amended as follows: Exhibit C, entitled "Price Schedule" attached to this Amendment revises the Exhibit C attached to the Agreement; Exhibit D, entitled "AG 1008-G Terms and Conditions for Accreditation— Governmental Entities," attached to this Amendment is hereby added to the Agreement as an exhibit. The parties further agree to renew the Agreement, as amended herein, for an additional one-year period which shall begin upon January 1, 2022 and continue for one year thereafter. 2. ALL OTHER TERMS SHALL REMAIN THE SAME All other provisions of the Agreement which are not expressly amended herein shall remain in full force and effect. 3. OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX ELECTRONIC SIGNATURE This Amendment may be executed in multiple counterparts, each of which shall be an original and all of which shall constitute one and the same instrument. A facsimile copy or computer image, such as a PDF or tiff image, or a signature, shall be treated as and shall have the same effect as anoriginal. 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 this contract, including By: ensuring all performance and reporting Name: Fernando Costa requirements. Title: Assistant City Manager APPROVAL RECOMMENDED: By: Sasha Kane(Ju)27,202210:32 CDT) Name: Sasha Kane Title: Sr. Contract Compliance Specialist By: Neil Noakes 2772022 19:34 CDT) Name: Neil Noakes APPROVED AS TO FORM AND Title: Chief of Police LEGALITY: ATTEST: By: r 79,om t g S 600d 'LL Name: Taylor Paris By: Jannette S.Goodall(Jul28,2022 07:06 CDT) Title: Assistant City Attorney Name: Jannette Goodall Title: City Secretary O�°FORI'�aa CONTRACT AUTHORIZATION: A47a�►o° `0 OO M&C: (None Required) �=° °'� Date Approved: �vo 0 *° a h ° °o da °°°°°°°°°° *' Form 1295 Certification No.: N/A nEXASo-°a ANSI National Accreditation Board,LLC By: Pamela L.Sale(Jul27,202210:06 CDT) Name: Pam Sale Title: Forensic Vice President OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX EXHIBIT B PRICE SCHEDULE The following outlines the accreditation charges during 2019 through 2024: 2019 Off-site Document Review Fee: $ 600.00 Annual Accreditation Fee: 3,320.00 Total $ 3,920.00 2020 Application Fee: $ 1,250.00 On-site Assessment Fee: 18,350.00 On-site Scope Extension Fee: (apart from Assessment) 6,450.00 Annual Accreditation Fee: 3,320.00 Total $ 29,370.00 The assessment team will consist of five (5) assessors who will be on-site for approximately four (4) days with a day included for travel. 2021 Off-site Document Review Fee: $ 600.00 Annual Accreditation Fee: 3,320.00 Total $ 3,920.00 2022 Application Fee $ 1,250.00 On-site Surveillance Fee: $ 16,525.00 Annual Accreditation Fee: $ 3,320.00 Total $ 21,095.00 The surveillance team will consist of six (6) assessors who will be on-site between two (2) and three (3) days with a day included for travel. 2023 Off-site Document Review Fee: $ 600.00 Annual Accreditation Fee: 3,320.00 Total $ 3,920.00 2024 Application Fee: $ 1,250.00 On-site Assessment Fee: 21,300.00 Annual Accreditation Fee: 3,320.00 Total $ 25,870.00 Vendor Services Agreement—Exhibit B City of Fort Worth and ANSI National Accreditation Board,LLC(ANAB) Page 1 of 3 The assessment team will consist of five (5) assessors who will again be on-site for approximately four (4) days with a day included for travel. The Assessment Fee and Annual Accreditation Fee may change if the number of proficiency-tested personnel in the laboratory changes. Please note that all assessor fees, including local travel, are included in these on-site charges. Exhibit D Terms and Conditions for Accreditation - a Governmental Entities AMAD AG 1008-G Authority: Executive Director Effective: 2021/12/28 an+s1 rdarro,ar A[:crer;r;arrnrr Boaro These terms and conditions (AG 1008-G)form part of, and are deemed incorporated in, the Contract Renewal Notice CSC No. 53405-R3 (the "Agreement") between the ANSI National Accreditation Board, LLC (ANAB) and City of Fort Worth ("Customer"). The ANSI National Accreditation Board, LLC (ANAB), a limited liability company, is a non-governmental organization and a wholly-owned subsidiary of the American National Standards Institute, Inc. (ANSI). Consistent with ANSI's nonprofit mission to administer procedures and criteria for accreditation of conformity assessment programs and to encourage organizations to prepare and submit such programs for accreditation, ANAB provides accreditation services and training to public- and private-sector organizations that serve the global marketplace. ANAB assesses and accredits organizations (i.e., conformity assessment bodies or"CABs")to international and domestic standards, requirements, and other programs ("Programs"). ANAB provides accreditation based on a wide-ranging portfolio of ISO standards, ANSI standards, and other industry standards and requirements applicable to the Programs, including those described at About ANAB. As a condition of using ANAB for accreditation services, Customer agrees to all the terms and conditions in this AG 1008-G, which shall govern the responsibilities, obligations, and rights of the Customer and ANAB (collectively, "Parties"). 1. Accreditation Requirements 1.1. The Customer acknowledges that it has obtained and will conform to the requirements for accreditation as defined by ANAB for the accreditation Programs for which the Customer has applied and seeks to be accredited ("Requirements")and agrees it shall meet the terms and conditions of this AG 1008-G. 2. Responsibilities and Obligations of the Customer 2.1. The Customer agrees that it is a legal entity and maintains the appropriate resources to supply services within the scope of accreditation. 2.2. The Customer agrees to fulfill continually the Requirements. 2.3. The Customer agrees to conform to changes in Requirements in accordance with the schedule (i.e., transition period) established and communicated by ANAB. 2.4. The Customer agrees that in order for the Customer to achieve and maintain accreditation for one or more of the Programs, ANAB will undertake, as appropriate, various assessment techniques that include but are not limited to a review and examination of relevant documents, records, and equipment; interviews with personnel; site visits; and witness assessments, some of which may be conducted remotely (see 2.5.1), and all of which may be performed as part of an assessment program for the applicable Programs or as part of an extraordinary assessment necessary to resolve a complaint or other matters that may affect the ability of the Customer to meet the Requirements ("Accreditation Activities"). AG 1008-G,Terms and Conditions for Accreditation-Govt. Entities Effective:2021/12/28 Page 1 of 7 ©2021 ANAB,all rights reserved 2.5. The Customer agrees to cooperate and provide assistance, including access to all premises, personnel, equipment, information, documents, and records necessary to enable ANAB to conduct the Accreditation Activities it deems necessary to verify fulfillment of the Requirements (including any changes to the Requirements). 2.5.1. The Customer agrees it shall cooperate with and assist ANAB when appropriate, taking into consideration Customer's requirements for maintaining security of Customer's information, in conducting Accreditation Activities via remote means, including but not limited to the use of information and communication technology (e.g., WebEx, Zoom, smart glasses, FaceTime, etc.)to perform entirely remote assessments and hybrid remote and on-site assessments. 2.5.2. The Customer agrees it shall cooperate with and assist ANAB in monitoring and observing, including via remote means when such means are utilized, ANAB's assessors while conducting Accreditation Activities. 2.5.3. The Customer agrees it shall cooperate with and assist ANAB in witnessing, including via remote means when such means are utilized, the Customer while conducting conformity assessment activities; in this regard, the Customer shall have a legally enforceable arrangement with each client that commits to allow ANAB to witness where appropriate (including via remote means) the Customer carrying out conformity assessment activities at such client's site(s). 2.5.4. The Customer agrees it shall cooperate with and assist ANAB in accessing documents and conducting Accreditation Activities that provide insight on the Customer's level of independence from and impartiality with other bodies. 2.6. The Customer agrees it shall maintain impartiality and integrity for all services provided under its accreditation granted by ANAB. 2.7. The Customer acknowledges that there is no guarantee that accreditation will be granted by ANAB or that accreditation will be continued if the Customer is unable to demonstrate or maintain conformance to the applicable Requirements. 2.8. The Customer agrees to maintain requested information in ANAB databases. 2.9. The Customer agrees to notify ANAB within 30 days of significant changes to its management system or organization, or changes significantly affecting the Customer's accreditation by ANAB ("Change"), including the following: • Legal, commercial, ownership, or organizational status • Organization, top management, or key personnel • Main policies, processes, and procedures • Resources and locations • Scope of accreditation • Other matters that will affect the Customer's ability to meet the Requirements 2.9.1. In the event of a Change, the Customer agrees to allow ANAB to conduct Accreditation Activities deemed appropriate at intervals defined by ANAB. 2.10. If applicable, the Customer shall grant ANAB the right to verify the competence of persons to whom and organizations to which ANAB-accredited work has been outsourced. AG 1008-G,Terms and Conditions for Accreditation—Govt. Entities Effective:2021/12/28 Page 2 of 7 ©2021 ANAB, all rights reserved 2.11. The Customer agrees to not expose assessors or others representing ANAB to unsafe working conditions or environments. 2.12. Subject to the Customer's consent, ANAB may contact any accreditation body by which the Customer is accredited and may receive confidential information relevant to the Customer's current accreditation, if applicable. 2.13. The Customer agrees to assist ANAB in the investigation and resolution of any accreditation-related complaints about the Customer, and provide ANAB all relevant documentation, including documentation that describes the Customer's process for handling and actions taken to resolve such complaints. 2.14. [INTENTIONALLY LEFT BLANK]. 2.15. [INTENTIONALLY LEFT BLANK]. 2.16. The Customer acknowledges that ANAB has to meet certain requirements in order to provide accreditation services that meet international recognition or other programmatic requirements; the Customer agrees that, in meeting those requirements, ANAB may provide access to the Customer's accreditation records to any international accreditation cooperative of which ANAB is a member, or to other oversight bodies and scheme owners (such as the U.S. Department of Defense, aerospace OEMs for aerospace management systems, Verified Carbon Standard, Green Electronic Council for accreditation under EPEAT, The NELAC Institute, International Criminal Investigative Training Assistance Program, U.S. Food and Drug Administration for accreditation under FSMA, etc.)that have signed appropriate confidentiality agreements with ANAB or have requirements within their programs to acquire and appropriately protect from disclosure such confidential information. Notwithstanding anything to the contrary herein, ANAB will comply with the Customer's requirements for maintaining security of Customer's information. 2.17. [INTENTIONALLY LEFT BLANK]. 2.18. The Customer agrees that it shall claim accreditation only for the scope of accreditation for which it has a valid certificate of accreditation, and may reproduce any valid certificate of accreditation and associated scope of accreditation issued by ANAB, and may produce a final assessment report issued by ANAB, but may only produce any such documentation in its respective entirety. 2.19. If the Customer is a certification body under ISO/IEC 17021-1, ISO/IEC 17024, and/or ISO/IEC 17065, it agrees that under the scope of its accreditation by ANAB, it shall only issue accredited certification documentation. The documentation is considered accredited only a. if the certification documentation includes the ANAB accreditation symbol or otherwise references accreditation by ANAB, or b. ANAB accepts the Customer's justification for an exception from the requirement to include the ANAB accreditation symbol or reference to ANAB accreditation on a certification document. 2.20. The Customer shall not provide certification to any standard used by ANAB as a basis for accrediting CABS (e.g., ISO/IEC 17025 or ISO 15189), and the Customer acknowledges that the provision of such certification would violate its obligation to maintain impartiality. In such circumstances, ANAB shall initiate its process for suspension of accreditation. 2.21. The Customer shall adhere to the ANAB Policy on Use of ANAB Accreditation Symbols and Claims of Accreditation Status (PR 1018). 2.22. The Customer agrees ANAB has the right to withdraw use of the ANAB Accreditation Symbol by the Customer. The Customer agrees to withdraw or rectify to the satisfaction of ANAB misleading or AG 1008-G,Terms and Conditions for Accreditation—Govt. Entities Effective:2021/12/28 Page 3 of 7 ©2021 ANAB, all rights reserved incorrect references to its ANAB accreditation upon notification by ANAB and agrees not to use its accreditation in any way that would disparage ANAB or bring ANAB into disrepute. 2.23. The Customer agrees that it shall, in accordance with Requirements, promptly inform its affected clients if the Customer's accreditation is suspended, reduced in scope, or withdrawn. 3. Responsibilities and Obligations of ANAB 3.1. ANAB shall determine in its sole discretion whether the Customer meets and continues to meet ANAB Requirements. 3.2. ANAB shall make available to the Customer at the Customer's request the appropriate Requirements if not already publicly available or restricted from distribution (e.g., copyright protected). 3.3. ANAB shall give due notice of any changes to its Requirements and of the transition period by which the Customer shall conform to the new Requirements. 3.4. All persons ANAB assigns to conduct the accreditation services under this Agreement will be employees, agents or independent contractors of ANAB that have the skills needed to perform the services and have agreed to maintain the confidentiality of information in accordance with the Customer's requirements. 3.5. Upon successful fulfillment of the Requirements by the Customer, ANAB shall deliver to the Customer ANAB's certificate of accreditation, including the scope of accreditation, and provide the Customer with a copy of the applicable accreditation symbol for use by the Customer in accordance with 2.18 through 2.22. 3.6. If ANAB becomes aware of and deems credible evidence of the Customer engaging in fraudulent behavior, including the intentional concealment or provision of false information material to the accreditation, or the deliberate violation of the Requirements, ANAB will reject or withdraw the application, terminate the assessment, and/or initiate withdrawal of accreditation, as applicable. 3.7. In the event the Customer improperly uses ANAB's name or trademark or in the event ANAB determines that the Customer is not meeting its obligations under this Agreement, ANAB shall have the right upon written notice to the Customer to: a. Suspend all or part of its Accreditation Activities until the Customer conforms with its obligations. b. Withdraw the Customer's ANAB certificate of accreditation. c. Require the Customer(temporarily or permanently)to cease using in any manner the certificate of accreditation, including the scope of accreditation, the accreditation symbol, and/or applicable mark. d. Refuse to issue a certificate of accreditation and/or scope of accreditation to the Customer. e. Require corrective action. f. Publish the Customer's transgression. g. Take other legal action. In the event ANAB takes any of the foregoing actions, ANAB shall not be required to reimburse any amount to the Customer. AG 1008-G,Terms and Conditions for Accreditation—Govt. Entities Effective:2021/12/28 Page 4 of 7 ©2021 ANAB, all rights reserved 3.8. ANAB shall make publicly available information about the current status of accreditation granted to the Customer, including the following: • Name and location of the Customer. • Dates of granting accreditation and expiration date. • Scope of accreditation. • Suspension or withdrawal of accreditation. 4. Confidentiality 4.1. [INTENTIONALLY LEFT BLANK]. 4.2. Confidential Information shall not include the accreditation information made publicly available by ANAB pursuant to 3.8. 4.3. This AG 1008-G is proprietary and copyright protected. 5. Term and Termination 5.1. [INTENTIONALLY LEFT BLANK]. 5.2. The Customer agrees that ANAB, at its sole discretion, may terminate the Customer's application for accreditation services at any time in the application process. 5.3. [INTENTIONALLY LEFT BLANK]. 5.4. Either Party may terminate this Agreement for cause at any time if the other Party has materially breached one or more of the terms or conditions of this Agreement; such termination for breach becomes effective immediately upon issuance of written notice specifying the reasons for termination. 5.5. [INTENTIONALLY LEFT BLANK]. 5.6. Termination shall not (a) relieve the Parties of any obligations and commitments to third parties; or (b) relieve the Parties of their respective obligations to maintain confidentiality. 5.7. [INTENTIONALLY LEFT BLANK]. 6. Dispute Resolution, Warranties, and Liability 6.1. Appeals of ANAB accreditation decisions and challenges to nonconformities are not covered by the dispute resolution process of this Agreement and are instead governed by ANAB procedures specifically applicable to such appeals and challenges. 6.2. [INTENTIONALLY LEFT BLANK]. 6.3. [INTENTIONALLY LEFT BLANK]. 6.4. [INTENTIONALLY LEFT BLANK]. 6.4.1. [INTENTIONALLY LEFT BLANK]. AG 1008-G,Terms and Conditions for Accreditation—Govt. Entities Effective:2021/12/28 Page 5 of 7 ©2021 ANAB, all rights reserved 6.5. In no event shall ANAB be liable for the manner in which the Customer operates its own business or have any obligation for or assume any duty to the Customer's clients or any other third parties. 6.6. ANAB shall defend, indemnify, and hold harmless the City, its employees, and agents against any and all third-party claims, liabilities, losses, damages, injuries, demands, causes of actions, suits, proceedings,judgments, costs, attorney's fees, and expenses incurred or sustained by reason of the failure of ANAB to fulfill its obligations under this Agreement. 6.7. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, EXCEPT FOR ACTS OF FRAUD, WILLFUL MISCONDUCT, OR GROSS NEGLIGENCE, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOST TIME, OR GOODWILL, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE. 6.8. ANAB shall perform Accreditation Activities in a professional manner consistent with current ANAB Requirements. 6.9. ANAB and the Customer are independent parties, and nothing set forth in this Agreement creates a joint venture, partnership, or other concerted activity. 6.10. This Agreement does not constitute a release, surrender, or license by either Party of any of its rights or ownership, including but not limited to, its marks, copyrights, or documents. 6.11 Customer represents and warrants that neither it nor any of its employees is a person or entity with whom U.S. entities are restricted from doing business under regulations of the Office of Foreign Asset Control ("OFAC") of the Department of the Treasury(including those named on OFAC's Specially Designated and Blocked Persons List) or under any statute, executive order or other governmental action. 7. General 7.1. Notice: The Parties shall give all notices provided for in this Agreement in writing, sent by electronic means. The Customer shall address notice to their ANAB management contact. ANAB shall address notice to the Customer by using the contact information on file with ANAB. Notice will be effective two calendar days after the notifying Party transmits the written notice as prescribed here. 7.2. Non-Waiver: The exercise of one right or remedy hereunder will not constitute an election or preclude either Party from exercising or pursuing all other rights or remedies available to them under the law or as provided herein. The failure of either Party at any time to require performances by the other Party of any provision hereof will in no way affect the right to require such performance at any time thereafter, nor will a waiver by either Party or a breach of any provision hereof constitute a waiver of any succeeding breach of the same or any other provision, or constitute a waiver of the provision itself. 7.3. Assignment: Neither Party may assign this Agreement, any rights hereunder (including but not limited to any right the Customer has to use the ANAB accreditation symbol or claim ANAB accreditation) or any interest herein without the prior written consent of the other. 7.4. [INTENTIONALLY LEFT BLANK]. AG 1008-G,Terms and Conditions for Accreditation—Govt. Entities Effective:2021/12/28 Page 6 of 7 ©2021 ANAB, all rights reserved 7.5. Severability: Whenever possible, each provision of the Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any portion of any provision of the Agreement should be found prohibited, void, or invalid under applicable law, such provisions shall be ineffective only to the extent of such prohibition, voidness, or invalidity without affecting the enforceability of the remainder of such provision or the remaining provisions of this Agreement. 7.6. [INTENTIONALLY LEFT BLANK]. WITNESS WHEREOF, the parties have signed this AG 1008-G on the date set forth below. Dated: Government Entity: By: Name: Title: ANSI National Accreditation Board, LLC By: Name: Title: The ANSI National Accreditation Board, LLC (ANAB)is a non-governmental organization and a wholly-owned subsidiary of the American National Standards Institute, Inc. (ANSI), a not-for-profit corporation. AG 1008-G,Terms and Conditions for Accreditation—Govt. Entities Effective:2021/12/28 Page 7 of 7 ©2021 ANAB,all rights reserved