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HomeMy WebLinkAboutHarolds ELIZABETH A. NEVILLE TOWN CLERK REGISTRAR OF VITAL STATISTICS MARRIAGE OFFICER ~RECORDS 1VLM~AGEMENT OFFICER FREEDOM OF INFORMATION OFFICER OFFICE OF THE TOWN CLERK TOWN OF SOUTHOLD March 31, 2003 Town Hall, 53095 Main Road ~P.O. Box 1179 Southold, New York 11971 Fax (631) 765-6145 Telephone (631) 765-1800 southold~own.nor th fork.n et Harold Cook Harold's LLC Post Office Box 661 Fishers Island, New York 06390 Dear Mr. Cook: The Southold Town Board adopted resolution number 181 at their regular meeting held on March 25, 2003 authorizing Harold's LLC to pump out the holding tanks for the Fishers Island Sewer District. A certified copy of this resolution is enclosed. Very truly yours, Elizabeth A. Neville Southold Town Clerk Enclosures cc: Justice LouisaP. Evans ELIZABETH A. NEVTT,T~ TOWN CLERK P~EGISTtLk~ OF VITAL STATISTICS IVIARR~GE OFFICER RECORDS MANAGEMENT OFFICER FREEDOM OF INFORMATION OFFICER OFFICE OF THE TOWN CLERK TOWN OF SOUTHOLD Town Ha~l, 53095 Main Road P.O. Box 1179 Southold, New York 11971 Fax (631) 765-6145 Telephone (631) 765-1800 sou~b_bldt own.nor tkfort~ne~ THIS IS TO CERTIFY ~THAT THE FOLLOWING RESOLUTION NOt. 181 OF 2003 WASADOPTED 3~T ~ REGULAR MEETING OF ~ SOUTHOLD TOWN BOARD ON MARCH 25, 2003: RESOLVED that the Town Board of the Town of Southold hereby authorizes Harold's LLC to accomplish the pump out of the holding tanks for the Fishers Island Sewer District at a cost of approximately $7,334; said cost shall be a legal charge to the Fishers Island Sewer District 2003 budget (SS2.8t60.4.000.000). Eiizabefn A. Neviiie Southold Town Clerk ELIZABETH A. NEVILLE TOWN CLERK REGISTE~R OF VIT~kL STATISTICS MARRL~GE OFFICER ~,RECORDS 1V~i~AGE1V~NT OFFICER ~REEDOM OF i~FOR1VI~T1ON OFFICER Town Hall, 53095 Main Road P.O, Box 1179 Southold, New York 11971 Fax (516) 765-6145 Telephone (516) 765-1800 OFFICE OF THE TOWN CLERK TOWN OF SOUTHOLD THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION WAS ADOPTED AT A REGULAR MEETING OF THE SOUTHOLD TOWN BOARD HELD ON MAY 11. 1999: RESOLVED that the Town Board of the Town of Southold hereb~y authorizes and directs Supervisor Jean W. Cochran to execute agreements between Harold Cook and the Town of Southold for the Maintenance of the Pump Station of the Fishers Island Sewer District for a period of one year effective June 1, 1999 through May 31, 2002 for the sum of $4;394.25 AND for the Maintenance of the Grounds of the Fishers Island Sewer District, for a period of one year, effective June 1, 1999 through May 31, 2002, for the sum of $2,451.75; said agreements all in accordance with the approval of the Town Attorney. Elizabeth A. Neville Southold Town Clerk May 11, 1999 GREGORY F. YAKABOSKI TOWN ATTORNEY JEAN W. COCHRAN Supervisor Town Hall, 53095 Main Road P.O. Box 1179 Southold~ New York 11971 Telephone (516)765-1889 Fax (516~ 76571823 OFFICE OF THE TOWN ATTORNEY TOWN OF SOUTHOLD MEMORANDUM TO: FROM: DA TE: SUBJECT: ELIZABETH A. NEVILLE, TOWN CLERK · GREGORY F. YAKABOSKI, ESQ., TOWN ATTORN~-~f~ MARY C. WILSON, ASSISTANT TOWN ATTORNEY[ ~ JUNE 7, 1999 CONTRACTS WITH HAROLD COOK RE: MAINTENANCE OF THE PUMP STATION AND OF THE GROUNDS OF THE F.L SEWER DISTRICT Just to recap: The contracts which we recently forwarded to you cover the years from 6/I/99 forward to the year 2002. These are correct and should be forwarded to Harold Cook per the guidelines set forth in our transmittal letter. As to your question regarding the period from 6/1/98 through 5/31/99, per John Cushman, he does oot need a written contract for that period of time as you believed. If you have any questions, please call him. GFY:ck cc: Supv. Cochran & Town Board AGREEMENT MAINTENANCE OF GROUNDS FISHERS ISLAND SEWER DISTRICT TOWN OF SOUTHOLD, NY THIS AGREEMENT, made this O~"4~4day of JU_C¥ 1999, by · and between HAROLD'S INC., P.O. Box 661, Fishers Island, New York, an '- IndividuallCorp~ration organized and existing under the laws of the State of New York, hereinafter called the "Contractor" and the Town of Southold, hereinafter called the "Owner". WITNESSETH, that the CONTRACTOR and the OWNER, for the considerations stated herein, mutually agree as follows: That for and in consideration of the payments and agreements hereinafter mentioned, to be made and performed by the OWNER and the CONTRACTOR, the CONTRACTOR hereby agrees to commence and complete the work descirbed as follows: Maintenance of the Grounds. hereinafter called the Project as set forth in the attached document, for the sum of TWO THOUSAND FOUR HUNDRED FIFTY-ONE DOLLARS AND 75/100 ($2,451.75) to be paid in twelve (12), equal, monthly installments. This sum is to include furnishing al plant labor, equipment, and appliances, and performing all operations in connection with the referenced work in order to provide a complete, operational and stable finished?product in accordance with the conditions and prices stated in the attachment to this Contract. The CONTRACTOR hereby agrees to commence work under this Contract for the period June 1, 1999 to May 31. 2002. The OWNER hereby agrees to pay the CONTRACTOR in current funds for the performance of the contract, subject to additions and deductions, as provided in the Bidders Information of the Contract, and to make payments on account, thereof as provided. IN WITNESS WHEREOF, the parties hereto have caused this AGREEMENT to be executed on the day and year first above written, SEAL ATTEST TOWN OF SOUTHOLD OWNER 'J~,~N W. CiOCHRAN ; ~ SEAL HAROLD'S INC. CONTRACTOR Q[Jallflea in Suffolk County Tsrm Expires 12/31/~ p.~HARC~LD C by: Fishers Island, NY 06390 THE PROJECT - SPECIFICS TECHNICAL SPECIFICATIONS FENCING The Contractor shall be responsible for supplying all labor and tools to perform the repair and maintenance of the fence enclosure on the pump station and wood rail fence at the community leach field. Maintenance of the pump station fence enclosure shall consist of the reattachment of any loose areas of fencing to support poles where required. Also included in this work is all labor necessary for adjustments to the gate to allow easy closure and locking of the pump station enclosure. Maintenance of the wood rail fence at the commumty leach field shall consist of the resetting of replacement of any displaced or broken wood rails and posts. All costs for labor for the maintenance of the above measures shall be included in the yearly lump sum labor charge. All costs for materials shall be paid by the District in accordance with the General Condition for material paymem. T.S. 1 MOWING The Contractor shall be responsible for supplying all labor and equipment including lawn mower and lubricating oils and fuel for same, and perform all operations to maimain the lawn areas adjacent to the pump station and within the community, leach field area. The lawn areas shall be maintained in a neat, presentable condition and in a manner similar to residential lawn care. The lawns shall be mowed as required, and alLdeleterious material sucl~as trasl~ bratlehes, etc~ removed and disposed of. The mowing operation shall also include the trimming of vegetation immediately adjacent to the chain link and wood rail fence to keep the fences clear of vegetation, and the removal of vegetation within the pump station enclosure. The work shall be initiated in the month of April or May, as required, and continue through the month of October as required to prevent large root growth and provide a neat appearance and also to provide for access co manhole covers for inspection. The Contractor shall be paid on a monthly basis, with each monthly payment for labor equal to one- seventh of. his lump sum bid. T.S. 2 BRUSHCLEARING The Contractor shall be responsible for the bi-yearly clearing of brush within the leach field areas on both the communiB, septic system and.for the three (3) cottages septic system. Brush shall be completely cleared to within t 0~ of all components of the septic system. The brush is to be cut to within 2" of the ground surface. The Contractor shall supply ali',tabor and equipment to perform the above work. The Contractor shall dispose of all cut brush off site in an acceptable location as approved by the Engineer. Al1 costs for equipmem and labor to dear and dispose of the brush shall be included in the lump sum bid price for labor submitted by the Contractor. T.S. 3 D-BOX ADJUSTMENTS The Contractor shall be responsible for supplying all equipment and labor and performing all operations in conjunction with adjustments to the D-boxes at the communiw and cinema septic systems. The D-boxes shall be cleaned and adjusted as needed to provide uniform distribution of effluent to all septic trenches. Note that any work done m~ the septic system D,boXes should only be dona by or under the gmidance of an individual qualified to perform this work. The Contractor, if he is not,qualified to perfor~m these operations, wilt be responsible to obtain a subcontractor~to perform this work. All costs for supply'rog necessary labor and materials including the services of a subcontractor if require, shall be included in the lump sum bid price for labor submitted by the Contractor. The Contractor is reminded to observe all necessary sanitary health and safety standards when performing this work. The Contractor shall supply written reports to the Engineer detailing any adjustments made to the septic system D-boxes. T.S. 4 GENERAL CONDITIONS G.C.#t Payment for Materials Purchased In order for the Contractor to receive payment for materials utilized on the project, the following requirements must be complied with: A yearly material budget in the amount of $200.00 has been established for materials for the work. This budget shall be charged against for the following items: Chain link fence replacement items such as fence ties or replacement items. Wood rail fence replacement items such as new wood rails and posts. 3 Grass seed. For all items not on the above list, the prior approval of the Engineer shall be required prior to purchase. The Contractor shall submit receipts for all items purchased. The Contractor has the option of requesting funds for purchase of material prior to purchase. All requests for payment for materials either prior To purchase or after purchase, shall be done a minimum of 10 days prior to the end of the month to be considered for payment for that month. G.C.#2 Payments to Contractor The Contractor shall be pa~d montky for the execution of this Contract. The mount shall equal .one-seventh of his lump sum bid price plus payment for materials in accordance with G.C.#1. Payment will be made for the months of Aptil through October, and the Contractor shall be paid at the end of the month for work performed that month; i.e., .the payment to be made after the ~nd of April shall be for work performed in Ap~ and so fortk Project funds shall be used only for costs related to the provision of services required by this Agreement as specified in the attached budget. All budget line items shall require prior written approval of the Town. Any costs incurred by the Contractor prior to the date of commencement of the term of this Agreement shall be considered ineligible, unless specifically approved in writt'mg. No expenditure may be made for the use of equipment or premises for political purposes, sponsoring or conducting candidates' meetings, engaging in voter registration activity or voter transportation, or other partisan political activities. G.C.#3 Books of Account and Maintenace of Records The Contractor agrees to establish and maintain fiscal control and accounting procedures which assure the proper accounting of all funds paid by the Town to the Contractor under this Agreement. All records with respect to all matters covered by this Agreement shall be maintained for a rmmmum of three (3) years after disbursement of the final payment under this Agreement. Such records shqll be retained beyond the three-year period if audit findings have not been resolved. All program costs and expenditures must be supported by properly executed payrolls, time records, invoices, contracts, vouchers, receipts, leases, or other official docume~ation ~videnc4ng in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, receipts, leases, or other accounfmg documents pertain'rog in whole or in part to this Agreement shall be clearly identified and readily accessible. Bank statements and checkbooks must be reconc'fled monthly. Cash balances and proof of payment or payroll must be reported monthly. The Contractor agrees to have available in the Town of Southold, upon request, all its books, documents, papers, and records, relating to the project, for inspection, audit, and copying dufmg normal business hours, by appropriate officials of the Towr~ or its duly authorized representative, concerning charges, fees, and costs under this Agreement. G.C.#4 Permits and Codes The Contractor shall give all notices required by, and shall observe and comply with all Federal and State laws, and Local by-laws, ordinances and regulations in any manner affecting the conduct of the work. and all such orders or decrees as may ex/st at present and those which may be enacted later, of bodies or tribunals having jurisdiction or authority over the work. G.C.#5 Accident Prevention The Contractor shall exercise property precautions and safety measures at all times for the protection of persons and/or property and shall be responsible for all injuries and/or damages to all persons and/or property, either on or offthe site, which occur as a result of his prosecution of the work under this Contract. GLC.#6 Inspection/Acceptance of the Work All materials and workmanship shall be subject to inspection, examination or test by the Town and the Engineer to determine the acceptability of the work at any and all times. G.C.#7 Review by Town The Town, its authorized representative, and agents shall at all times have access to and be permitted to observe and review all work, materials, and equipmem G.C.#8 Insurance Worker's Compensation - The Contractor shall carry, or reqmre that there be carded, Workder's Compensation Insurance and Employer's Liability Insurance for all his employees and those of his subcontractors engaged in work on the site in accordance with State or Territorial Worker's Compensation Laws. G.C.#9 Safety Provision The safety provisions of applicable laws, building and construction codes, and the safety codes approved by the State Labor Commissioner shall be observed. G.C.#10 Subcontracts The Contractor shall not execute an Agreement with any SubContractor or permit any Subcontractor to perform any work included in this Contract until he has obtained approval from the Town G.C.#11 Changes in the Work The Town may make changes in the work required to be performed by the Contractor for the maintenance of the pump station under the Contract by making additions thereto, or by omitting work therefrom, without invalidating the Contract. G.C.#12 Suspension or Termination of Agreement Remedies Other Than Termination: Should review of the Contractor's performance show non-conformance to the Scope of Services, budget, or any other terms or conditions herein, the Contractor shall be in breach of this Agreement, and the Town may take appropriate action as it deems necessary, including but not limited to temporary withholding or reduction of payment, or suspension of program operations. The Contractor shall be liable for all costs, including attorney's fees. incurred bythe Town in enforcing any and all terms of this Agreement. The selection of a remedy other than termination shall not prevent the Town from subsequently terminating this Agreement as described herein. Termination of Contract for Cause: If, through any cause, the Contractor shall fail to fulfill in timely and proper manner bbs obligations under tbbs Agreement, or if the Contractor shall violate any of the covenants, agreementsg or stipulations oftbbs Contract, the Town shall thereupon have the right to terminate tbbs Agreement by giving written notice to the Contractor of such termination and specifying the effective date of such termination, at least five (5) days before the effective date of such termination. In the event that the Contractor neglects or refuses to correct or cure said default to the satisfaction of the,Town prior to said date, this Agreement shalI thereupon terminate. In such event, all finished or unfinished documents, data, studies, and reports prepared by the Contractor under this Agreement shall, at the option of the Town, become its property, and the Contractor shall be entitled to receive · just and equitable compensation for any satisfactory work or services rendered prior to termination. Not withstanding the above, the Contractor shall not be relieved of liability to the Town for damages sustained by the Town by virtue of any breach of this Agreement, all costs and attorney's fees incurred in enforcing tbbs Agreement, and the Town may withhold any paymems to the Contractor for the purpose of setoffunt'd such.time as the exact amount of damages due the Town from the Contractor is determined. Termination for Convenience of the Town: The Town may terminated this Agreement at any time by giving written notice to the Contractor. If this Agreement is terminated by the Town as provided herein, the Contractor will be paid an amount which bears the same ratio to the total compensation at the services actually performed bear to the total services of the Contractor covered by this Agreement, less payments of compensation previously made; provided, however, that if less than sixty percent (60%) of the services covered by this Agreement have been performed upon the effective date of such termination, the Contractor shall be re'unbursed (in addition to the above payment) for that portion of the actual out-of-pocket expenses, not otherwise re'unbursed under this, Agreement, incurred by the Contractor during the contract period whicl~ are,directly attributable to the uncompleted portion of the services covered by this Agreement. If this Agreemem is ~enuinated due to the fault of the Contractor, Section B hereof relative to termination shall apply. G.C.#13 En,_mneer's Authority All work shall be subject to the review of the Engineer. The Engineer shall decide all questions as to interpretation of the plans, Specifications, and questions ofmumat rights between Contractors. The Engineer shall.decide on an acceptable rate of progress, on the manner of performance, and on the acceptable fulfillment of the Contract. G.C.#14 Materials and Workmanship Unless otherwise specifically provided for in the Specifications, all workmanship, equipment, materials and articles incorporated in the work shall be new and the best grade of the respective kinds for the purpose. G.C.# 15 Risk Of Loss The Town assumes no responsibility for the condition of existing buildings and structures and other property on the project area, nor for their continuance in the condition existing at the time of issuance of the Invitation for Bids or thereafter. ~No adjustment of. Contract Price or allowance,for any change~in conditions which may occur, after the Invitation of Bids has been issued will be made except as provided for herein. G.C.#16 Arbitration and.Litigation Any controversy or claim arisin~ out of~ or relating to this Contract, or the breach thereof, shall at the option of the Town be settled by arbitration in accordance with the Rules of the American Arbitration Association, and judgment upon the award rendered by the Arbitrator(s)may be entered in any Court having jurisdiction thereof. The Town shall exercise its option to arbitrate concurrent with the rendering of its final decision of the claim Should it fall to render a fma~,decision within the prescn~bed 5me or fail to exercise its option, the claim wilt be detenrfined in accordance with the Rules of the American Arbitration Association as hereinbefore stated. G.C.#17 Performance Standards The Contractor agrees to carry out the provisions of this Agreement with the highest professional skill and competence, in conformance with reasonable performance standards established in the Technical Specifications, or as may be established by the Town during the term of this Agreement. All of the ser,Aces required hereunder of the Contractor shall be performed to the sole satisfaction and approval of the Town as a condition of payment for the rending of such services. G.C.#18 Information, Report and Documents The Contractor shall submit to the Town of a bi-monthly basis, in a format and at such dates as required by the Town, information concerning the progress and activities.of this project as related to the Technical Specifications. In addition, comprehensive fiscal information shall be submitted as required by the Town, documenting all expenditures made as allowed by the budget. The Contractor shall submit information required by the Town as to all other funding sources which relates to the execution of this Agreement. The Contractor agrees that all of the information, reports and documents assembled by the Contractor under this Agreement are the property of the Town. The Contractor agrees that said documents and information contained therein shall not be made available to any individual or organization, other than authorized governmental officials, without prior approval of the Town. except as required by State or Federal law. G.C.# 19 Evaluation The Contractor agrees to participate in the periodic evaluation of the program. The Contractor agrees to cooperate fully with the Town in the implementation ora reasonable evaluation system. The Town agrees to share with the Contractor such data and reports as may be derived therefrom. The Contractor shall have an opportunity to review and comment on all: drafts and final reports regarding recommendations the Town makes concerning future directions of the program, including termination, diminution, expansion, modification, or change of sponsorship. The Contractor agrees to comply with evaluation and information requirements including but not limited to s~te visits, program or fiscal audits, and periodic and annuaLrepor~s. The Contr~/ctor shall comply with all recommendations and requirements of the Town resulting from such evaluations and audits which are deemed by the Town to be consistent with the provision of service under this Agreement. G.C.#20 Compliance with Law In ali matters pertaining to the execution of this Agreemem, the Contractor shall conform strictly to all Federal, State, and Municipal laws, statutes, ordinanees, and the applicable roles and regulations, and any and all amendments thereto; and, to the methods and procedure of all governmental boards, bureaus, offices, commissions, and other agencies. G.C.#21 Assignment or Novation The Contractor shall not assign or transfer, whether by an assignment or novation, any of his rights, duties, benefits, obligations, liabilities or responsibilities under this Contract without the written consent of the Town. G.C.#22 Indemnification of Town The Contractor agrees to indemnify and save harmless the Town, its officers, agems, and employees against all s/fits, claims, or liabilities of every name and nature arising out of or in consequence ofxhe wrongful ac~s of the Contractor in.the:.performance~ofthis Agreement. G.C #23 Personnel It is mutually agreed that this is a contract for services and not a contract of employment. The Contractor shall secure all personnel as may be required to perform the services described herein. Such personnel shall not~ be employees o~ nor have any contractual relationship with, the Town_ The Contractor shall not be entitled to any Town of Southold employment benefits such, but not limited to, vacation, sick leave, insurance, worker's compensation, or pension and retirement benefits. No person who is serving sentence in a penal or correctional institute shall be employed on work under this AgreemenT. G.C.#24 Anti-Discrimination and Affirmative Action The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, age, sex, national origin, or handicap. The Contractor shall take affirmative action to ensure that applicants for employment are employed, and that employees are treated during employment, without regard to their race, color, religion, age, sex, national origin, or handicap. Such action shall include, but not limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other form of compensation; and selection for training, including apprenticeship. The Contractor shall state that all race, religmn, age, sex, national origin, handicap. The Contractor shall incorporate, or cause to be incorporated, this provision in anY and all subcontracts entered into pursuant to this Agreement G:C.#25 Procurement Procedures and Requirements The Contractor shall conduct all procurement in a maimer.so as to provide max'rmum open and free competition, regardless of whether negotiated or advertised and without regard to dollar value. For purchases where the aggregate expenditure is expected to exceed $2,500, the required method of procurement shall be formal advertising with adequate purchase description, sealed bids, and public openings. Procurement of personal or professional services may be negotiated provided that a competitive process is used which considered all vendors and contractors reasonable available to provide such services. The Contractor's records and files must give full support to all procurement and provide justification for the method of procuremem, the rationale for vendor selection, and the basis for the cost or price negotiated. All such records and fries shall be made available to governmental officials for inspection upon request. The Contractor shall make positive effo~s to utilize small businesses and minority-owned business sources of supplies and services. Such efforts should allow these sources the maximum opportunity to compete for contracts. G,C.#26 Non-Expendable Property It is agreed that all non-expendable proper~y acquired through expenditure of funds authorized by this Agreement will revert to the Town, unless otherwise provided for, either at the expiration Or earliest termination of this Agreement, or when, in the opinion of the Town Administrator, there is no longer a need for the property to accomplish the purpose for which it was intended, whichever first occurs. As used here'm, tile term "non~ expendahl~ property." shall,mean any and all pers~onality or fixtures which will not be consumed or lose its identify, and whi,'cl~,is expected to have a useful life of one (1) year or'more. All nm-expendable property acquired under this Agreement shall be listed on the Town inventory forms, a copy of which shall be forwarded to the Town at the termination of this Agreement, or at any other time required by the Town. Such property shall be tagged and numbered in a manner acceptable to the Town to easily identify it from any other property. Copies of invoices for the purchase of alt non-expendable property shall be retained to provide documentation of purchase prices and description of property. G.C.#27 Disclaimer of Agen.cv of Third Party Beneficiary Rights In no event shall anything in this Agreement be deemed to confer upon any third parties beneficiary rights against the Town. G.C.#28 Conflict of Interest The Town ahd the Contractor hereby covenant and agree that no member of the govern'tug, body of the Town, or its designees or agents, and no other public official, either paid or unpaid, who exercises any functions or responsibilities with respect to this program during the individual's tenure or for oae (1) year thereafter, shall have any personal or finarrcial interest, direct or. indirect, in any ¢on~ract or subcontract, or the.proceeds thereof, for work to be performed in connection with the program assisted under this Agreement. The Contractor shallincorporate, or cause to be incorporated, in all subcontracts, a proxasion, prohibiting such interesl pursuant to the prox~sions of this paragraph. G.C.#29 Amendments This Agreement may be amended by written instrument executed by the pa~ies hereto, acting therein by the'ir duly authorized representative. Contractor's duly authorized representative shall be the Executioner of the Agreement, and the Town's duly authorized representative shall be its Town Administrator. The Town or the Contractor may request changes in the Scope of Services to be performed hereunder. Such changes, including any increase or decrease in the amount of the compensation for the Contractor, which are mutually agreed upon be and between the Town and Contractor, shall be incorporated in written amendments to this Agreemem. G.C.#30 Severabilit¥ If any prowsions of this Agreement is held invalid, the remainder of the Agreement shall not be affected thereby if such reminder would then continue to conform to the terms and requirements of applicable law. G.C.#31 Cumtllative Remedies All rights exerdsable by and remedies of the Town hereunder shall be cumulative and the exercise or beginning ofthe exercise bythe Town of any of its rights or remedies hereunder shall not preclude the Town from exercising any other right or remedy granted hereunder or permitted by law. G.C.#32 Governing Law This agreement shall be governed by and construed in accordance with the taws o£the State of New York and the ord'mances of the Town of Southold. G.C.#33 Gender and Number Words of any gender used in this Agreement shall be held and construed to include any other gender, and words in the singular shall be held and construed to include the plural, unless the Agreement requires otherwise. G.C.#34 Notices All notices, approvals, demands, requests, or other documents required or permitted under this Agreement, other than routine communic~ions necessary for the day-to-day operation of this program, shall be deemed propei*ly given if hand delivered or sent by United States registered mailk postage prepaid: G.C.#35 Successors This Agreement, to the extem permitted herein, shall insure to the benefit of, and be binding upon, the parties hereto and any and all successors. G.C.#36 Entire Agreement This Agreement contains the entire understanding between the parties hereto and supersedes any and all prior understandings, negotiations, and Agreements, either written or oral, between them respecting the written subject matter. G.C.#37 Non-Waiver Any failure by the Town or the Contractor to insist upon the strict performance by the other of any of the terms and provisions hereof shall not bb a waiver, and each party hereto, notwithstanding any such failure, shall have the right thereafter to insist upon the strict performance by the other, of any and all of the terms and provisions of this Agreement and neither party hereto shall be relieved of such obligation by reason of the failure of the other to comply with or otherwise enforce any of the promsions of this Agreement. G.C.#38 Compliance with the Immigration Re~0rm and Control Act of 1986 The Contractor hereby agrees that he is aware of and has. comphed with the hiring and documentation requirements of the Immigration Reform and Control Act of 1986. The Contractor agrees that it has asked for an examined documentation in order to verify the legal employabil~ty of his employees and has executed the appropdat~ forms, attesting tb~ereto pursuant to the Act. The Contractor further agrees to indemnify and hold the Toven~harmless from any costs and/or penalties incurred, including but not limited to fines, attorney's fees and costs arising from a claim of violation of said Act.