Laboratory Documentation

LABORATORY DOCUMENTATION AND SERVICE AGREEMENT

This Laboratory Documentation and Service Agreement (Agreement) is entered into by and between Client Name: (Client) and Laboratory Name: (Laboratory) effective as of Effective Date:

WHEREAS

WHEREAS, the Laboratory is engaged in the conduct of analytical testing, measurement, and the preparation and maintenance of laboratory documentation, including chain of custody, test methods, raw data logs, calibrations, and final reports; and

WHEREAS, the Client desires to retain the Laboratory to perform testing services and to prepare and maintain Laboratory Documentation in accordance with documented procedures and applicable quality standards; and

WHEREAS, the parties desire to set forth the terms under which such services and documentation will be performed, maintained and delivered.

SCOPE OF WORK

SAMPLE AND CHAIN OF CUSTODY

Date Collected:   Collected By:

TEST METHODS, RECORDS, AND QUALITY

Laboratory adheres to documented procedures and maintains records that include but are not limited to raw data logs, instrument outputs, calibration records, and analyst notes. The Laboratory shall:

• Retain originals of raw data and calibration records for the retention period specified below;
• Document any deviation from approved methods with a written deviation report;
• Prepare a final report signed by the responsible analyst and the laboratory quality manager.

Compliance: Laboratory follows Good Laboratory Practice principles as applicable    Laboratory is accredited to applicable standards

DATA RETENTION & DELIVERY

PAYMENT TERMS

Total Fee: $

Invoicing: Invoices shall be issued by the Laboratory in accordance with the payment schedule. Payment is due within days of the date of invoice. Late payments shall accrue interest at and the Client shall be responsible for reasonable collection costs.

TERM AND TERMINATION

Term: This Agreement shall commence on Start Date: and shall continue until End Date: unless earlier terminated as provided below.

Termination: Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least days prior to the effective date of termination. Termination for cause may be effected immediately upon written notice for material breach that remains uncured after a reasonable cure period not to exceed 30 days.

CONFIDENTIALITY

Each party shall maintain in confidence all Confidential Information disclosed by the other party in connection with this Agreement. "Confidential Information" includes non-public technical data, analyses, reports, and business information. Confidential Information shall not include information that is or becomes generally available to the public through no breach of this Agreement, or that is rightfully received from a third party without restriction. The receiving party shall use Confidential Information solely for the performance of obligations under this Agreement and shall protect such information with at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care.

LIABILITY AND INDEMNIFICATION

The Laboratory shall perform services with reasonable skill and care in accordance with recognized industry standards. Except for willful misconduct or gross negligence, each party's aggregate liability under this Agreement shall not exceed the fees paid by the Client to the Laboratory under this Agreement for the services giving rise to the claim. The Client shall indemnify and hold the Laboratory harmless from third-party claims arising from Client-supplied materials or Client-directed procedures, except to the extent caused by the Laboratory's gross negligence or willful misconduct.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction of: without regard to conflict of laws principles.

ENTIRE AGREEMENT

This Agreement, including any attachments, exhibits or written statements incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior oral or written agreements, proposals, and communications. Any amendment to this Agreement must be in writing signed by authorized representatives of both parties.

LABORATORY WORK RECORDS (FOR EACH TEST)

Test Date:   Analyst/Technician:

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