1. Qualifications. Subcontractor represents that it has the authority to do business in the location in which the laboratory analyses are to be performed, and it is fully qualified to do the analyses in accordance with the terms and provisions of the Subcontract.
2. Quality Assurance. Subcontractor shall strictly adhere to specific procedures, analytical methods, holding times and reporting requirements included in ERM’s Quality Assurance Project Plan (QAPP) for the Project Site. Upon ERM’s request, Subcontractor shall provide, in a timely manner, to ERM a copy of Subcontractor’s standard operating procedures for inclusion in the Project Site QAPP to be submitted for the approval of EPA and/or other governmental agency. It is Subcontractor's responsibility to be familiar with and aware of all QAPP elements.
3. Quality Control
3.1 All testing and analyses shall be conducted in accordance with current and applicable EPA and/or other applicable protocols and procedures and the American Society for Testing and Materials standard methods for Quality Assurance/Quality Control (QA/QC) as set forth or referenced in the Work Authorization. Subcontractor shall maintain a formal quality control program consistent with current applicable EPA protocols, complete with standard operating procedures, and adhere to its provisions. Subcontractor shall perform the analysis of laboratory method blanks, laboratory duplicates, matrix spikes and matrix spike duplicates appropriate to the analytical method and the QAPP. Subcontractor shall maintain standard operating procedures for all activities.
3.2 Upon request, Subcontractor shall provide to ERM a copy of any quality control standard operating procedures for its review and use.
4. Certification or Accreditation. Subcontractor shall have and maintain throughout the term of the Subcontract all state and federal certifications or accreditations that are required of or available to laboratories performing the analysis required under the Subcontract.
5. Analysis Holding Times
5.1 Subcontractor shall comply with all analysis holding time requirements specified in the analysis methods required under the Work Authorization. Subcontractor must meet the specified holding times if samples are submitted within two (2) days of collection. If extenuating circumstances prevent the shipment of samples by ERM to Subcontractor within two (2) days of sample collection, ERM will notify Subcontractor prior to shipment, and upon receipt of such notice, Subcontractor may refuse the receipt of the samples if the holding times cannot be met or may agree to meet the holding times despite the shipping delay; Subcontractor will send within one (1) day of its receipt of ERM’s notice to it, via facsimile, a notice to ERM of its decision regarding holding times.
5.2 As to specified samples, a change to such holding time requirement by ERM may be made upon ERM’s giving Subcontractor notice verbally of such change to be followed by a written notice given by ERM to Subcontractor on or before a date that is fourteen (14) days prior to the date upon which Subcontractor receives samples subject to such changed holding times. In all other circumstances Subcontractor shall adhere strictly to the holding times set forth in the Work Authorization. Adherence to such holding times (as may be modified by the procedure set forth above) shall be a material requirement of Subcontractor’s performance hereunder.
6. Resampling, Re-Analysis. In the event that (a) a sample is lost or is not processed and analyzed in conformity with the terms hereof, including without limitation, applicable sample holding times, and within acceptable established parameters of analytical methodologies and analytical precision, (b) sampling results in connection with a sample are invalid or questionable due to the negligence or other fault of Subcontractor, or (c) Subcontractor otherwise fails to comply with the requirements hereof in connection with a sample, then as to such sample, in addition to any other rights and remedies of ERM hereunder, Subcontractor shall be responsible for assuming ERM's cost of resampling, shipping and/or re-analysis. ERM’s charges for resampling shall be based on ERM’s then current billing rates.
7. Chain of Custody. Chain-of-Custody documentation will be initiated at Subcontractor’s laboratory with the release of the sample collection containers from Subcontractor to ERM. Chain-of-Custody forms (using ERM's field chain-of-custody form) will accompany the samples to Subcontractor’s laboratory. The field Chain-of-Custody form will terminate with Subcontractor’s signature acknowledging receipt of samples. A copy of the ERM field chain-of-custody form will be returned to ERM with the analytical results upon completion of sample analyses. A copy of Subcontractor’s internal Chain-of-Custody documentation shall be included in the Project Site data package delivered by Subcontractor to ERM.
8. Analysis Methods. Subcontractor shall perform all testing under the Subcontract in accordance with the analysis methods specified in the Work Authorization.
9. Reporting Requirements. Unless otherwise provided in the Work Authorization, results of sample analyses will be reported to ERM within thirty (30) days of Subcontractor’s receipt of samples or as otherwise specified herein.
10. Data Package Delivery.
10.1. When Subcontractor accepts samples, subject to the data package delivery requirements specified herein or otherwise agreed upon by Subcontractor and ERM, Subcontractor shall deliver the specified data package in accordance with such requirements on or before the time specified in such requirements.
10.2. A delivery by ERM of a sample to Subcontractor twenty-four (24) hours after the time originally agreed upon by ERM and Subcontractor shall not excuse Subcontractor from timely delivery of a data package relating thereto. In the event that ERM otherwise fails to provide samples to Subcontractor in a manner that allows Subcontractor to meet the applicable data package delivery date, Subcontractor promptly shall advise ERM in writing of its resulting inability to meet such date, and ERM and Subcontractor shall agree upon an appropriate adjustment to the date. Subcontractor’s failure to so advise ERM shall be deemed to mean that Subcontractor will meet the required schedule despite delay in sample delivery. The Work Authorization or related documents attached thereto may include data package requirements in addition to the requirements set forth herein.
11. Laboratory Waste Removal. Subcontractor shall dispose of any and all laboratory waste resulting from chemical analyses in an appropriate and lawful manner, and all hazardous wastes shall be managed in accordance with all Environmental Laws. Costs for disposal shall be borne solely by Subcontractor. In no instance shall ERM or the Client be deemed to be the generator of any such hazardous waste or as having arranged for the disposal of such waste.
12. Sample Disposition. Unless otherwise directed in writing by ERM, Subcontractor shall retain any and all raw samples for a period of sixty (60) days from the completion of analytical requirements and any and all extracts generated during the analytical process for one hundred eighty (180) days from completion of the same analytical requirements. In situations that will require either raw sample or extracts to be retained for an extended period of time, notification by ERM will be given to Subcontractor. All raw samples directed by ERM to be held more than sixty (60) days after completion of analytical requirements shall be billed at a rate of $8.00 per sample per month. Extracts directed by ERM to be held longer than one hundred eighty (180) days will be billed at the same unit rate. Subcontractor shall dispose of leftover samples in accordance with the terms of Section 11 hereof.
13. Records. Except as otherwise agreed to in writing by the Parties, complete and accurate analytical records of the Work performed in connection with the Subcontract, including, but not limited to, all data and associated quality control/quality assurance information relating to the Work, shall be maintained by Subcontractor for a minimum of seven (7) years following the date of completion or termination of the Work or such longer period as may be required by ERM, the Client or applicable Law. In the event that an administrative or judicial action(s) regarding the Work, to which Subcontractor’s records are relevant, is threatened or instituted during the foregoing retention period, ERM may extend such retention period by delivering written notice to Subcontractor of such action and the extended retention period required as a result thereof. The extended retention period shall continue until ERM notifies Subcontractor in writing that such retention period is terminated.
14. Laboratory Containers. Subcontractor shall provide all sample containers to ERM within the fees stated in the Work Authorization. The time and place of the delivery of all sample containers as well as the container type, number, size and preservative and the parameters to be analyzed in each individual container will be specified in the Work Authorization and/or the QAPP.
15. Insurance. Subcontractor confirms that no exclusions exist within its required insurance that would preclude coverage for Work intended under the Subcontract.
ERM Legal Department
March 8, 2010