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oy • ,� No 3 0
2023
0
Soufhol
T
d own Clerk
Office of the Town Attorney
Town.of Southold
Town Hall Annex, 54375 Route 25
P.O. Box 1179
Southold, New York 11971-0959
Telephone : 631-765-1939
Facsimile: 631-765-6639
MEMORANDUM
To: Denis Noncarrow, Town Clerk
From: Melissa M Mirabelli
Secretary to the Town Attorney
Date: August 25, 2023
Subject: Addendum to Zone Co agreement with Southold Town
With respect to the above-referenced matter, I am enclosing a fully executed Agreement
together with the Resolution.
If you have any questions regarding the enclosed, please do not hesitate to call me.
Thank you.
/mmm
Enclosures
cc: Accounting
Planning
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Addendum to the ZoneCo/Town of Southold contract for the Zoning Update
Project (C1002305) for MWBE utilization.
ZoneCo acknowledges that the Zoning Update project#C1002305 for the Town of Southold (the
"Grantee")is supported with funding provided by the New York State Department of State
(NYSDOS)under Title 11 of the Environmental Protection Fund. ZoneCo also acknowledges
that the grant is accompanied by a work plan requiring certain procedures and products, which
the Town will provide to ZoneCo along with all other documents and information necessary for
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ZoneCo to comply with the terms of this Addendum. Among the requirements of the Grant is the
New York State requirement that Thirty Percent(30%)of the Grant Award shall be allocated to
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goods and/or services provided by Minority and Women-owned Business Enterprises (MWBE);
the required MWBE allocation being at least One Hundred One Thousand Four Hundred and
00/100 Dollars($101,400.00), with one-half of that amount being allocated to an MBE sub-
consultant($50,700) and one-half of that amount being allocated to an WBE sub-consultant
E ($50,700).
ZoneCo agrees to make a good faith effort to work with the Grantee to meet the 30%MWBE
required goal and assist the Grantee in documenting said efforts, as described below,to secure
utilization for goods and/or services procured under this contract and any future contracts for this
project. ZoneCo shall have the right to directly contract with one or more MWBE subcontractors
in its discretion so long as they meet the requirements of the Grant.
ZoneCo will also assist with fulfilling the task requirements as outlined in the grant work plan,
attached as an appendix to this addendum. ZoneCo agrees to revise work products to meet the
reasonable satisfaction of the NYSDOS. The grantee agrees to pay or reimburse ZoneCo for any
additional costs or expenses associated with fulfilling its obligations in this Addendum.
Except as otherwise set forth herein,ZoneCo shall not have and does not assume any
responsibility or liability whatsoever for the administration of the Grant, compliance with the
Grant, or any other matters related to the Grant. The Grantee acknowledges and agrees that
ZoneCo did not apply for the Grant, did not undertake any efforts to procure the Grant, and has
no obligation to the Grantee relative to the Grant except for the limited obligations of assistance
set forth herein.
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Addendum to the ZoneCo/Town of Southold contract for the Zoning Update Project for MNVBE
utilization
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MWBE GOOD FAITH EFFORT DOCUMENTATION
The following documentation of Good Faith Effort made by the Grantee to secure MWBE
utilization
for goods and/or services procured under this contract should be retained during the life of the
contract and submitted to DOS upon request:
1. A DETAILED statement with the project description (any special characteristics,
needs, specifications, etc.), and an explanation setting forth your basis and
justification for requesting a partial or total waiver of the MWBE goals.
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2. The names of general circulation,trade association, and MWBE-oriented publications
j in which you solicited certified MWBEs for the purposes of complying with your
participation goals related to this Contract.
3. A list identifying the date(s)that all solicitations for certified MWBE participation
were published in any of the above publications.
4. A list of all certified MWBEs appearing in the NYS Directory of Certified Firms that were
solicited for purposes of complying with your certified MWBE participation levels.
S. Documentation of Your search in the NYS Directory of Certified Firms(e.g.:
printoUts' screenshots)'.
6. Copies of notices,dates of contact, letters,and other correspondence as proof that
solicitations were made in writing and copies of such solicitations,or a sample copy of the
solicitation, if an identical solicitation was made to all certified MWBEs.Any information
and/or documentation to support the efforts to follow up with the MWBEs.
7. Copies of responses to your solicitations received by you from certified MWBEs
8. A description of any contract documents, plans, or specifications made available
to certified MWBEs for purposes of soliciting their proposals and the date and
manner in which these documents were made available.
9. Documentation of any negotiations between you and the MWBEs undertaken for
purposes of complying with the certified MWBE participation goals.
10.Copy of notice of application receipt issued by Empire State Development (ESD), if
subcontractors are not certified MWBE, but an application has been filed with ESD.
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Addendum to the ZoneCo/Town of Southold contract for the Zoning Update Project for MWBE
utilization
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c
s IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed as of the last date below.
s
CONSULTANT: TOWN:
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ZONECO, LLC, an Ohio limited liability TOWN OF SOUTHOLD, NEW YORK
company
By: �'2�. �� By:
Name: Sean S. Suder Name- S- (04 St" (I .
Title:. Lead Principal Title:, 'ka. )(d`.:f suy--
Date:; 11/27/2023 Date:
Attachments:
• NYSDOS Grant Work Plan for the Town of Southold Zoning Update Project(aka
Southold Prosperity II)
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