You are on page 1of 9

DocuSign Envelope ID: 47938DAA-7635-4937-81BE-69FD1207575C

Work Order No. __


To the Master Services Agreement
Between Gilead Sciences, Inc. and Anthesis LLC

Project Name: 2022 Sustainability Support


Project No. (if applicable) ____________

This Work Order (“Work Order”) is entered into on February 17, 2022, with effect as of January 1, 2022
(“Work Order Effective Date”) sets forth the project scope, deliverables, fees and terms relating to specific
Services provided by Anthesis LLC (“Company”) to Gilead Sciences, Inc. (“Gilead”), pursuant to the
Amended and Restated Master Services Agreement between the parties dated February 14, 2022 (as
amended from time to time, “Agreement”). Capitalized terms used and not otherwise defined herein shall
have the meanings given such terms in the Agreement to the extent defined therein. The Parties hereby
acknowledge and agree that all purchases of equipment, goods, or materials by Gilead from Company shall
be governed by Gilead’s purchase order terms and conditions, notwithstanding whether such equipment,
goods, or materials are referenced as a cost or expense in this Work Order.

1. Scope of Services: Company will provide Sustainability Services as set forth herein and on Exhibit
A attached hereto and incorporated herein.

2. Term: Services will begin on 1 January 2022 and will be completed on 31 December 2022.

Certain Services were performed by Company on or after the Work Order Effective Date and prior
to the date this Work Order was entered into (the “Interim Services”). The Parties hereby agree,
ratify and confirm that notwithstanding the execution date of this Work Order, the terms and
conditions of the Agreement and this Work Order shall apply to Company’s performance of the
Interim Services. Company and Gilead hereby agree that they were and are bound by the terms
and conditions of this Work Order and the Agreement during the period between the Work Order
Effective Date and the date on which this Work Order was executed by the Parties, and that such
ratification and confirmation shall not constitute a waiver of any such terms and conditions during
such period.

3. Company Tasks/Deliverables:

a. Company Tasks: Company shall perform the tasks as set forth on Exhibit A.

b. Deliverables: Company shall provide the deliverables as set forth on Exhibit A.

4. Gilead Responsibilities/Acceptance:

a. Gilead Responsibilities: Gilead will provide Company with access to data as needed and
ensure that named Company representatives will have appropriate access to the UL360
software platform in order that Company can fulfil its related responsibilities under this work
order. Gilead Project Manager will facilitate the scheduling of meetings with Gilead
stakeholders as needed, e.g. for completion of the CDP task.

b. Gilead Acceptance: Gilead will review and accept or reject each deliverable.

5. Fees:

a. Company will provide the Services set forth under this Work Order on a fixed basis as set
forth on Exhibit A. The total fees for the Services performed under this Work Order shall not exceed

Page 1 of 9
Form – Facilities FC Work Order Template

191731.1
DocuSign Envelope ID: 47938DAA-7635-4937-81BE-69FD1207575C

$200,000 (excluding travel and expenses), without Gilead’s prior written authorization.

b. Travel and expenses are estimated at $500. Travel and expenses must have prior
authorization from Gilead, shall adhere to Gilead Travel and Expense Guidelines, will be invoiced as actuals
and will be reimbursed by Gilead upon submission of appropriate receipts and documentation. The
amounts set forth in this Work Order shall be the entire compensation payable by Gilead to Company for
Services under this Work Order.

6. Change Order Process: Changes to the Scope of Services and/or tasks defined in this Work Order
shall be documented on a Change Order. Neither party shall be responsible to perform any obligations
under any Change Order that has not been duly authorized and executed by both Parties.

7. Termination: As set forth in the termination provision of the Agreement.

In the event of an inconsistency between the terms of the Agreement and the terms of this Work Order, the
terms of the Agreement shall govern. In the event of an inconsistency between the terms of any attachment
to this Work Order and the Agreement or the terms of this Work Order, the terms of the Agreement shall
govern.

ANTHESIS LLC GILEAD SCIENCES, INC.


March 3, 2022 | 4:50:15 PST
March 3, 2022 | 4:36:14 PSTBy:____________________________
By:____________________________

Name: Emma Armstrong Name:__________________________


Ken Wu

Title:_Executive Director______________ Executive Director, Corporate Sustainability


Title:___________________________

Page 2 of 9
Form – Facilities FC Work Order Template

191731.1
DocuSign Envelope ID: 47938DAA-7635-4937-81BE-69FD1207575C

Exhibit A
Services

1. GHG, Water, and Waste Inventories

1.1 Emissions/Data in UL360


Gilead Sciences has completed Phases 1 and 2 of the UL360 online software implementation
(i.e. to use for calculation of Gilead’s GHG, water, and waste inventories). Anthesis and Gilead
staff have been trained as administrators in the UL360 platform.
Although there will be several Gilead UL360 administrators, we anticipate that the Anthesis
UL360 administrator will need to support the completion of the inventories.
The following support is specific to the 2021 inventory and assumes that Gilead staff will:
 initiate data collection requests in the UL360 platform
 follow up with missing data
 escalate data and reporting issues to UL360
Our proposed support (using data and calculations from UL360) includes:
 Supporting Gilead UL360 admins, as needed, on technical and methodological
questions
 Responding to data providers’ questions
 Quality assurance of data and results
Our approach to the GHG inventory will align with established best practice GHG accounting
standards including the WRI/WBCSD GHG Protocol and accompanying technical guidelines.
This will prepare Gilead Sciences for any reporting activities, including for example, CDP, DJSI
and GRI as well as third-party data verification.

1.2 Scope 3 GHG Emissions outside of UL360


Anthesis will quantify 2021 emissions associated with the following Scope 3 sources (with
some of the input data coming from UL360):

S3 Purchased Goods and Services, Capital Goods, and Possibly Other Categories
Anthesis will calculate the emissions from Gilead’s spend data using Environmentally-
Extended Input-Output (EEIO) emission factors.

Anthesis will prepare high-level documentation to describe the mapping process for the
EEIO analysis.

Depending on data availability, Anthesis may need to define and incorporate supplier-
allocated emissions and develop methodology for restating base year supplier emissions.

S3 Business Travel
UL360 will be calculating emissions associated with commercial air travel by Gilead
employees for business purposes. Anthesis will quantify emissions from hotel stays and

Page 3 of 9
Form – Facilities FC Work Order Template

191731.1
DocuSign Envelope ID: 47938DAA-7635-4937-81BE-69FD1207575C

ground transportation associated with Gilead employees’ business travel separately as this
functionality will not yet be implemented in UL360. The hotel and ground transportation
data will be provided from Concur and follow similar methodology as for the initial 2019
and 2020 calculations.

S3 Fuel & Energy Related Activities


Based on aggregated and estimated totals for energy consumption at Gilead-controlled
facilities and vehicles (data extracted from UL360), Anthesis will calculate upstream
emissions associated with fuel and energy extraction and transport and market-based
emissions associated with electricity transmission and distribution losses.

S3 Operational Waste
Based on aggregated figures for waste generation at Gilead-controlled facilities (data
extracted from UL360), Anthesis will calculate emissions associated with the transport and
processing of operational waste.

S3 Employee Commute
The 2019 commute emissions for Gilead were calculated by NC State students, and Kite staff
calculated their commute emissions independently. Site staff provided updates to expected
commute behavior which fed into the updated assumptions for the 2020 commute
calculations, due to the impact of the COVID-19 pandemic on global staff working remotely
in 2020. Assuming that Gilead staff will be responsible for the 2021 data collection and
calculation of the emissions, Anthesis will review the 2021 Gilead calculations to ensure
that the methodologies are consistent with previous years and with the GHG Protocol.

S3 Upstream Transportation & Distribution


Anthesis will follow similar methodology as conducted by Gilead staff for the 2020
upstream transportation and distribution emissions of requesting and reviewing reports
from upstream transportation and distribution suppliers.

S3 Downstream Transportation & Distribution


Anthesis will follow similar methodology as with the 2019 and 2020 calculations, using
product weights, shipment data, and distance between shipping locations.

1.3 Inventory Verification Support


Historically, Gilead has had third-party verification completed of their GHG inventory as
well as water and waste data. Anthesis will support the third-party verification process,
including co-hosting calls with third-party verifiers and managing the process of providing
all relevant GHG emissions with associated primary data, water, and waste data. Anthesis
will also work directly with third-party verifiers to address any questions regarding the
GHG inventory calculations and estimation methodologies employed to calculate the
relevant Scope 1, 2 and 3 GHG emissions.
As reference, in 2021 Gilead chose to verify
 2020 GHG emissions (Scope 1, Scope 2 Location-Based, Scope 2 Market-Based,
Scope 1+2 Market-Based, Scope 3 FERA, Waste Generated in Operations, and
Business Air Travel)

Page 4 of 9
Form – Facilities FC Work Order Template

191731.1
DocuSign Envelope ID: 47938DAA-7635-4937-81BE-69FD1207575C

 2019 GHG emissions (re-verified Scopes 1 and 2 as 2019 is new base year for
Gilead’s carbon reduction targets)
 2020 Water withdrawal
 2020 Waste generated
Additionally, Anthesis will update the Inventory Management Plan (IMP), in accordance
with the GHG Protocol, to document methodologies employed in data collection, activity
data estimates, and emissions quantification. This will be provided to the third-party
verifier and any subsequent updates made, based upon the verifier’s recommendations.
1.4 Fees
Anthesis will deliver the work described above in accordance with the fees in the table below.
Activity Cost (US$)
GHG, Water, and Waste Inventories
Q&A with Data Providers $6,800
QA $9,700
Scope 3 Categories
Purchased Goods & Services (includes EEIO analysis, $15,300
documentation, and incorporation of supplier allocations)
Business Travel – Hotel Stays, Ground Transportation
$4,200
FERA
$7,800
Operational Waste
$2,100
Employee Commute
$1,700
Upstream and Downstream Transportation & Distribution
$7,200
Inventory Verification Support $6,800
Total $61,600

Work will be invoiced on a time & materials basis. Invoices will be sent on a monthly basis
until the agreed fixed fee total has been reached.

2. UL360 Support
Gilead Sciences has completed Phases 1 and 2 of the UL360 online software implementation.
Anthesis and Gilead staff have been trained as administrators in the UL360 platform.
Gilead’s 2020 electricity, natural gas, water, vehicle, and air travel data were entered directly
into UL360 by data providers. Waste and refrigerant data were collected outside of UL360
and uploaded into UL360 by administrators and UL360 Dedicated Consultancy (DC) support.
Waste and refrigerant data collection in UL360 was implemented in Phase 2. No major
implementation projects are planned for 2022. (Potential future enhancements could include

Page 5 of 9
Form – Facilities FC Work Order Template

191731.1
DocuSign Envelope ID: 47938DAA-7635-4937-81BE-69FD1207575C

adding Scope 3 emission calculations for hotel stays, ground transportation, waste disposal,
and/or commute.)
Our proposed support for 2022 includes:
 Participation in discussions with Gilead and UL360 on configuration needs
 Input on technical and reporting configuration updates
 Identifying appropriate emission factors to complete GHG calculations following the
location and market-based approaches described in the 2015 GHG Protocol Scope 2
Accounting Standard

2.1 Fees
Anthesis will deliver the work described above in accordance with the fees in the table below.
Activity Cost (US$)
UL360 Support
Weekly/biweekly meetings with Gilead and UL360 DC $12,800
Input to updates $6,800
Maintenance $6,800
Total $26,400

Work will be invoiced on a time & materials basis. Invoices will be sent on a monthly basis
until the agreed fixed fee total has been reached.

Page 6 of 9
Form – Facilities FC Work Order Template

191731.1
DocuSign Envelope ID: 47938DAA-7635-4937-81BE-69FD1207575C

3. Reporting Support
3.1 Consolidation of Data for Reporting
As most of the sustainability data and emissions will be in UL360, consolidation (as done in
the past) may not be needed. It is currently expected that UL360 exports and data tables
will be developed that will streamline external reporting needs.
If needed (and because not all GHG emissions are housed in UL360), Anthesis will
consolidate 2021 data and emissions into a summary Excel spreadsheet. Relevant CDP 2021
and DJSI 2021 questions will be identified, and responses will be updated in the summary
spreadsheet. The responses will include reporting of data as well as calculations needed
(e.g. YoY performance and renewable energy %). Environmental metrics reported in the
Year in Review will also be updated in the summary spreadsheet.

3.2 CDP Climate Change Response Support


Anthesis will support Gilead with their response to the 2022 CDP Climate Change
questionnaire. We anticipate that this will include the following tasks:
 Reviewing with the Gilead team the key changes to the questionnaire, guidance and
scoring system in 2022, compared with 2021
 Reviewing the scoring assessment for 2021 and the implications of 2022 changes,
and recommending a strategy to optimize the 2022 response
 Assisting Gilead with administrative aspects as needed, including activation and
operation of the online reporting system, and liaison with CDP
 Providing peer support to the Gilead team to assist development of responses to the
qualitative questions, considering the CDP guidance and scoring method
 Reviewing the full draft response and providing any final recommendations to
optimize it
 Estimating the 2022 score based on the completed response and preparing a memo
to document opportunities for improvement.

3.3 DJSI Response Support


As needed, Anthesis will support Gilead to assist development of responses to qualitative
and quantitative questions in the following DJSI sections:
 Environmental Reporting
 Climate Strategy
 Environmental Policy and Management Systems
To note: UL360 data exports or tables may be set up to streamline the quantitative
responses in 2022.

3.4 Year in Review

Page 7 of 9
Form – Facilities FC Work Order Template

191731.1
DocuSign Envelope ID: 47938DAA-7635-4937-81BE-69FD1207575C

If not consolidated in UL360 dashboard or report, Anthesis will provide latest


environmental and sustainability metrics for the 2021 Year in Review (published in spring
2022).

3.5 Fees
Anthesis will deliver the work described above in accordance with the fees in the table below.

Activity Cost (US$)


Reporting
CDP Climate Change response preparation $15,600
DJSI response support $5,200
Year in Review $5,200
Other/Ad hoc reporting needs $6,800
Total $32,800

Work will be invoiced on a time & materials basis. Invoices will be sent on a monthly basis
until the agreed fixed fee total has been reached.

4. Project Management
4.1 Regular Meetings
Weekly meetings with Gilead client in January-August (during completion of inventories
and external reporting) and bi-weekly meetings in September-December.
4.2 Fees
Anthesis will deliver the work described above in accordance with the fees in the table
below.

Activity Cost (US$)


Regular Anthesis-Gilead meetings $33,500
Total $33,500

Work will be invoiced on a time & materials basis. Invoices will be sent on a monthly basis
until the agreed fixed fee total has been reached.

5. On-call Support Retainer


5.1 Approach

Page 8 of 9
Form – Facilities FC Work Order Template

191731.1
DocuSign Envelope ID: 47938DAA-7635-4937-81BE-69FD1207575C

Anthesis will provide support with ad hoc requests for support from Gilead as needed, up to
an agreed maximum budget. On receipt of a support request, Anthesis will estimate and
communicate to Gilead the number of hours that are anticipated to be required to complete
the request.
We anticipate that this support in 2022 may include further advice on Gilead's approach to
climate risk assessment, refinement of scope 3 calculations and restatements, and
strategy/reporting to RE100.

5.2 Fees
Anthesis proposes a not-to-exceed budget of $45,700 for on call support. Fees would be
charged in accordance with the rate structure below.
Role Hourly Fee (USD)
Executive Director 400
Director 325
Associate Director 300
Principal Consultant 270
Senior Consultant 240
Consultant 150

Invoices for the on-call retainer support will be sent on a monthly Time and Expenses basis.

Page 9 of 9
Form – Facilities FC Work Order Template

191731.1

You might also like