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HomeMy WebLinkAboutNYS DEC West Harbor ELIZABETH A. NEVILLE TOWN CLERK REGISTRAR OF VITAL STATISTICS MARRIAGE OFFICER ~I'~ECORDS MANAGEMENT OFFICER ~REEDOM OF INFORMATION OFFICER Town Hall, 53095 Main Road P.O. Box 1179 Southold, New York 11971 Fax [631) 765-6145 Telephone (631) 765-1800 s outholdt own ~nor~h fork.zm~ OFFICE OF THE TOWN CLERK TOWN OF SOUTHOLD THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 44 OF 2002 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON JANUARY 15, 2002: RESOLVED that the Town Board of the Town of Southold hereby.authorizes and directs Supervisor Horton to sign a contract with the NYS DEC for the Implementation of a drainage project in West Harbor on Fishers Island. Elizabeth A. Neville Southold Town Clerk ELIZABETH A. NEVII~LE TOWN CLERK REGISTRAR OF VITAL STATISTICS MARRIAGE OFFICER RECORDS MANAGEIv[ENT OFFICER ~FREEI~OI~ OF INFORMATION OFFICER Town Hail. 53095 Ma/n Road P.O. Box 1179 Southold, New York 11971 Fax (631) 765~6145 Telephone (631t 765-1800 southoldtown.norrhfork~net OFFICE OF THE TOWN CLERK TOWN OF SOUTHOLD THIS~IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 44 OF 2002 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON JANUARY 15, 2002: RESOLVED that the Town Board of the Town of Southold hereby authorizes and directs Supervisor Horton to sign a contract with the NYS DEC for the Implementation ora ch-ainage proJect in West Harbor on Fish~rs Island. Elizabeth A. Neville Southold Town Clerk C004305 STATE OF NEW YORK DEPARTMENT OF ENVIRONMENTAL CONSERVATION THIS CONTRACT entered into between the NEW YORK STATE DEPARTMENT OF ENVIRONMENTAL CONSERVATION (hereinafter referred to as the Departmenf), having offices at 625 Broadway, Albany, New York 12233 and Town of Southold, (hereinafter referred to as th6 Town), having offices at 53095 Main Road, Southold, New York 11971. WtTNESSETH: WHEREAS, the Department is authorized as the Natural Resource Trustee (Trustee) for the State of New York under Section 107 of the Superfund Amendment and Reauthorization Act of 1986, Public Law 99499 and Section 311 the Clean Water Act as delegated through O&D Memorandum #88~13 and as the Trustee is authorized to collect Natural Resource Damages caused by the release of hazardous wastes and petroleum products from the Responsible Pa~'les and use such monies towards the restoration of injured and other natural resources; and WHEREAS, In 1992 a barge being towed through Fishers Island Sound ran aground on a shoal and spilled oil into the waters of Connecticut and New York. The oil made landfall on the shores of Fishers Island, New York and was detected in the tissues of mussels growing on that shore. Through a Consent Order, DEC as natural resources trustee for the State of New Yolk received $100,000.00 in compeusatory funds from the barge owners responsible for the spill. As the trustee for the state funds, DEC staff are responsible for preparing a resource recovery plan and report on the damage funds proposed use to the federal tmstees, For these monies, different alternatives have been evaluated and tested on a pilot project basis. Direct restoration of shellfish proved infeasible, so an alternative proposal to restore the use of the existing shellfish resources'to the residents of Fishers Island has been selected. As part of the remedial plan staff proposes to implement drainage improvements in West Harbor on Fishers Island to improve water quality. The area is affected by high coliform bacteria counts d'trectly attributable to uncontrolled road runoff and is currently partially closed to shellfish harvesting; and WHEREAS, the Department requires services consisting of the implementation of drainage improvements in West Harbor on Fishers Island to improve water quality; and WHEREAS, after fully examiffmg all of its internal capabilities and thoroughly investigating possible alternative approaches, the Department has determined that these services can best be accomplished through a contract: NOW, THEREFORE, in C6nsideration of the mhtual promises herein contained, the parties hereto agree as follows: C004305 ARTICLE 1: SERVICES (a) The Department agrees to retain and hereby does retain the Town to perform, and the Town agrees to furnish, and perform, the services described Scope of Services, attached hereto as Schedule 1 Such services are hereinafter referred to as "services" or "work". (b) All services shall be performed in a prompt manner_in accordance with accepted professional practices. (c) All services performed by the Town must conform to the Scope of Work, attached hereto as Schedule 1, and shall be subject to acceptance of the Department. Ehdence of the Department's acceptance shall be a required document in all payment requests. The Town shall rovise and correct, without additional compensation therefore, any and all plans and drawings, reports, or other products oft~s Contract until the same shall be accepted by the Depamnent. (d) The services to be rendered by the Town shall include all necessary conferences with the Department and its representatives. (e) It is understood between the parties that this Contract is intended to secure the services of the Town because of its ability and authority. ARTICLE 2: PAYMENT (a) Upon completion ofthe work as described in Schedule 1 Sheets A, B, and C, the Department shall pay to the Town and the Town shall accept from the Department as full compensation for the performance of services defined herein an amount not to exceed $21,720, as described in the Budget and Schedule 2, Sheet A which is attached hereto. (The Budget describes costs of up to $25,600 as requested by the Town of Southold as a contingency for labor cost overruns. The difference of the actual amount and $21,720 bid price will not be paid by the Department but borne by the Town.) (b) If the term of/his Contract encompasses more than one State fiscal year, the Town shall incur no costs hereunder in Subsequent fiscal years without the express written authority of the Department. (c) The Town will submit requests for payment, together with supporting documentation, to the Department on stmidard state vouchers, and in a form acceptable tO the State. Comptroller. Requests for payment must be submitted within 45 days 9fthe end of each State fiscal year which is March 31. Failure to comply with this request or notify tile Department in writing prior to March 31st regarding billing problems shall operate as a waiver by the Tovrn for reimbursement by the Department. 2 C004505 ARTICLE 3: TERM (a) The term of this Contradt shall be from Ogtober 22, 2001 to February 15, 2003. The Contract shall be effective upon approval by the State Comptroller. (b) The term of this Contract may be amended/extended upon the mutual written consent o~both parties for a total of one 12 month period. ARTICLE 4: NOTICES Wherever it is provided in this Contract that notice shall be given or other communications sent to the Department or the Town, such notices or communications shall be delivered or sent by First Class Mail to: Department: Lisa K. Hoist Project Manager N.Y.S. Department of Environmental Conservation 205 North Belle Meade Rd, Suite 1 East Setauket, New York I 1733 (631) 444-0469 Ton~vi1 ~ James McMahon Trustee, Town of Southold P.O. Box 1179 Southold, NY, 11971 (631) 765-1892 ARTICLE 5: LIABILITY The Town shall be responsible for all damages to life and proper~y due to activities of the Town, its subcontractors, agents, or employees in connection with its Services under this Contract, and this obligation is in no way limited by the enumeration of insurance coverages hereunder. Further, it is expressly understood that the Town shall indemnify and save harmless the Department, its officers, employees, agents, and assigns in accordance with the promsions of Appendix B, Clause II. Nothing in the Article or in this Contract shall create or give third parties any claim or right of action against the Town or State of New York beyond such as may legally exist irrespective of this Article or this Contract. C004305 ARTICLE 6: COMPLIANCE WITH LAWS The Town agrees to comply with the provisions of the Labor Law and ali State and Federal laws, local statutes, ordinances and regulations that are applicable to the performance of this Contract. ARTICLE 7: INSURANCE The Town agrees to provide proof of self-retention orto procure and maintain at its own'expense and without expense to the Department until final acceptance by the Department of the s~rVices covered by this Contract, insurance of the kinds and amounts hereinafter provided by insurance companies licensed to do business in the State of New York, covenng all operations Under this Co ,nlract whether performed by it or subcontractors. Upon execution of this Contract, the Town shall~.~sli to the Department a certificate or certificates, in form satisfactory to the IJepartinea~,~howing that it has complied with this Article, which certificate or certificates shall pro,vide't.h~ the pot/cies shall not be changed or canceled. ,m~ti_'l tkir~. ~.(30) days written notice has t)~een gi*en;~ the:Department. The ~qertifica~e should list ~e Dep~ent and the State of New York a~ add[ti~nal~ins~eds, .except for worker'g compensation. (a) The Parties agree that the cost of insurance shall be a component of its overhead costs. Each Town further agrees to, furnish a copy of the insurance policies required by this Contract to the Department, upon request; for examination. (b) The Department may suspend or terminate this Contract unless the Town maintains in full force and effect, the types and amounts of insurance required by this Contract. No later than thirty (30) days prior to the expiration or renewal date of a policy, each Town shall supply replacement certificates of insurance. (c) Acceptance or approval by the Department does not and shall not be construed to relieve the Town of any obligations, responsibilities or liabilities under this Contract. (d) Each insurance cattier must be rated at least "A-" Class "VII" in the most recently published Best's Insurance Report. If, during the term of the policy, a carder's rating falls below "A-" Class "VII'", the insurance must be replaced no later than the renewal date of the policy, with an insurer acceptable to the Department and rated at least "A-" Class "VII" in Best's Insurance Reporu (e) The Town, throughout the term of this Contract and any extensions thereof, shall obtain and maintain in full force and effect the following insurance with limits not tess than those described below and as required by the terms of this Contract, or as required by law. Limits may be provided through a combination of primary and umbrella/excess policies: 1. Workers Compensation, Employers Liability and Disability Benefits as 4 C004305 required by State Law coveting all employees doing work within New York State. This Contract .shall bevoid and of no effect unless.the Town procures said coverage and maintains it unt'fl the final payment. 2. Commercial General Liability Insurance with a limit of not less than $1,000,000 each occurrence. Such liability shall be written on the Insurance Service Office's ([SO) occurrence form GC 00 01, or a substitute form providing equivalent coverages and shall cover liability arising from premises operations, independent contractors, products-completed operationsl broad form property damage, personal & advertising~injury, cross liability coverage, ~iaBility assumed in a contract (including tort liability of another assumed in ~ contract). 3. Comprehensive Bnsiness Automobile hability insurance.with a limit of not less than $1,000,000 each acc'rdent. Such insurance shall cover liability arising out of any automobile including owned, lease~ hired and non-owned automobiles (necessary only if vehicles used in performing work). (t~ The Town shall require that any subcontractors hired, carry insurance with the same limits and provisions provided here'n~ ARTICLE 8: DEFAULT AND TERMINATION (a) This Contract may be canceled or term'mated by the Department, and all monies due or to become due hereunder may be forfeited if the Town shall employ thereon either directly or indirectly, in any capacity, any person who at the t'nue of such employment is also an employee of the Depamnem. (b) If the Department determines that the Town has breached a material term of this Contract, it shall issue a notice to cure, providing the Town with 30 days to cure the default. If the Towns fails to cure the default within this time period, or fails to make a good faith effort to do so, as determined by the Department, the Deparmaent may term'mate this Contract for cause. ARTICLE 9: SUBCONTRACT All services to be performed under this Contract shall be performed with the Town's own employees° The Department agrees in writing that the Town may subcontract such services as provided in the attached proposal from Z & S Contracting, [nc. The Town's use of subcontractors does not diminish the Town's obligations to complete the work in accordance with the Contract. The Town shall control, coordinate, and be responsible for the work of its subcontractors. The Town is responsible for informing subcontractors of all relevant terms, conditions, and requirements of the Contract. The Department considers the Town, as prime, to be the sole point of contact, and solely responsible for performance under this contract. 5 C004305 ARTICLE 10: ENTIRE CONTRACT Tiffs Contract consists of the following documents in the following order of precedence. 1. Appendix A 2. Appendix B 3. The Contract (including schedules and attachments) ~ARTICLE 11: FREEDOM OF INFORMATION LAW The Town agrees to provide the Department with all information, records, and other material it produces, possesses, or relies upon if such material is the subject of a legitimate request to the Department pursuant to the Freedom of Information Act. ARTICLE 12: NO THIRD PARTY RIGHTS Nothing in this Co~itmct shall create or give third parties any claim or right of action against the Town or the State of New York beyond such as may legally exist irrespective of this Contract. ARTICLE 13: SEVERABILITY If any part of this Contract is determined to be invalid, illegal or unenforceable, such determination shall not affect the validity, legality or enforceability of any other part of this Contract, and the remaining parts of this Contract shall be enforced as if the invalid, illegal or unenforceable part were not contained therein. ARTICLE 14: FORCE MAJEURE Neither party shall be liable for any failure or delay in the performance of its respective obligations hereunder if and to the extent that such a delay or failure is due to a cause or circumstance beyond the reasonable control of such party, including, without limitation, acts of God or the Public Enemy, expropriation or confiscation of lands or facilities, compliance with any law, order or request of any Federal, State, munmipal or local authority, acts of war, rebellion or sabotage or damage resulting therefi:om, fires, floods, storms, explosions, accidents, flouts, strikes or the delay or failure to perform bay any subcontractor by reason of any cause or circumstance beyond the reasonable control of such contractor. C004505 Schedule 1 The Town of Southold proposes to install eight (8) 6' diameter leaching pools with cast iron grazes and frames along Pen'msula Boulevard, Fishers Island to prevent road runoff from entering Wesl Itfirbor/lnner Bay. See attached map, drawings, and specifications, Schedule 1, sheets A through C. : Schedule 2 Budget: See Attached Schedule 2, Sheet B for PS and NPS breakdown. Note 1: It is expected the Town will bill the Department for the work upon completion and in one submittal totaling the contrac~ price of $21,720. The work is not extensive and should be .completed in approximately two weeks. The expected budget for 2001/2002 is therefore $21,720. The Town (Town of Southold) requested that the winning bidder, Z&S Contracting, Inc. develop a budget that allows for a certa'm amount of labor costs ovemms as a cont'mgency measure. The bid price was $21,720 (Schedule 2, Sheet A) and the contingency allowed is $3,880 bringing a total budget for the Town of $25,600 (Schedule 2, Sheet B). The reason for this request is to allow the Town to give preapproval for cost overruns and thereby saving time and effort if they occur, Note 2: As a contingency measure, the contract period has been designated as running antil February 15, 2003. However, this will most likely not be necessary guven the above, lfwork does continue or bilYmg is received from the Town in 2002/2003, the total of all billings will not exceed the contract price of $21,720 and will consist of the difference between any billing received and paid fi:om 2001/2002 fiscal year and the total contract price. 7 C004305 ~;Chedhie 1 The Town of Southold proposes to install eight (8) 6' diameter leaching pools with cast iron grates and frames along Peninsula Boulevard, Fishers Island to prevent road runoff from entering West Harbor/Inner Bay. See attached map, drawings, and specifications, Schedule 1, sheets A through C. Schedule 2 BUdget: See Attached Schedule 2, Sheet B for PS and NPS breakdown. Note 1: It is expected the Contractor will bill the Department for the work upon completion and in one submittal totaling the contract price of $21,720. The work is not extensive and should be completed in approximately two weeks. The expected budget for 2001/2002 is therefore $21,720. The Contractor (Town of Southold) requested that the winning bidder, Z&S Contracting, Inc. develop a budget that allows for a certain amount of labor costs ovemms as a contingency measure, The bid price was $21,720 (Schedule 2, Sheet A) and the contingency allowed is $3,880 bringing a total budget for the Contractor of $25,600 (Schedule 2, Sheet B). · he reason for this request is to allow the Town to give preapproval for cost ovemms and thereby saving time and effort if they occur. Note 2: As a contingency measure, the contract period has been designated as running until February 15, 2003. However, this will most likely not be necessary given the above. If work does continue or billing is received from the Contractor in 2002/2003, the bil/ing will not exceed the contract price of $21,720 and will consist of the difference between any billing received and paid from 2001/2002 fiscal year and the total contract price. Fishers Island, New york PROJECT DESCRIPTION The Town of $o ~thoic~ pt'oposes to install eight (8) 6' diameter leaching pools with cast iron grates and frames along Peninsula Road, Fishers Island to prevent road runoff from entering West llarhorfhmer Hay. ~--'V'J~i"'RJ[~. $OLITHOLD TO',~H . J DRAINAGI!~ RUN-OFF PROJIECT , FISHERS IS~N~. N~ YORK ~ ' P[CONIC ~NE, PECONIC, NEW YORK 11958 x~ NOTED ,,  ~ $OUTIr~OLD TO'W]4 DRAINAGE RUN-OFF PROJECT O II Jl%tl ~' f~OI~RI~O ~EPIE~IE~ .PENINSULA ROAD FISHERS IS~D, NEW YORK pECONIC ~NE, PECONIC, N~.-YORK 1195e,~ Z & S CONTRACTING, INC. ' ..... BOX 202 * FISHERS ISLAND, NEW YORK 06390 Tel: (631)788-7857 · Fax: (631) 7s8..5600 Januax~ I$, 200I Mr, ~.~-~m. ond L. Jacobs. ~upt. I-I/gh~vay Dept Town of So.old P,O. Box 117g Sou~ol~ ~ 11971~959 ~ A~er ~nR glO00-] 0~5-1[ / (~ ~ ~eninsula Road Drainage Project .,cost Materiala: Sand~Gravel Fitl (80 cy ~ $45.) Pre~amt Concrete l~gainage 6' X 3' (Delivered ~Fisl~ers l~l~nd) 12 ~ $500 Precaat Tra!~ ~earing Slabs 6' ~liyered to F~hers Island) 8 ~ $200 Cast Iron Grate & Frame 8 ® 5~00 ToPsoil & Seed Total Materials $ 3,600. $ 6,000. $1,600. $ 2,400. $2,000. $15,600. Labor: Installation of Drainage System $10,000. Estimated Total Project Cost for Peninsula Road Drainage Project $25,600. TOTAL P.02 Fax (631) 765-1366 s&-¢/," z, TOWN OF SOUTHOLD COMMUNITY DEVELOPMF. -NT OFFICE Octob,r 22, 2001 Mr. Tom Slxillo Z&S Contracting P.O. Box 202 Fishers Island, NY 06390 De~ Tom: AS per oW conversation todays you arc authorized to txoceed with the Peninsula Road Drama~,e ProJect. t have enclosed a copy of the NYSDEC Permit for this project. If you have my que~tiovts on thc ~mclosed, please give me a call. S~c~ely, lame~ MeMahon Town of Southold Community Developmt~at Office TOTP¢_ P. ~ APPEND1X A STANDARD CLAUSES FOR ALL NEW YORK STATE CONTRACTS The parties to the attached cons-act, hcense, lease, amendment or other agreemem of any kind (hereinafter, "the contract" or "this contract" agree m be bound by the following clauses which are hereby made a part of the con~raet (the word "Contractor" herein refers to any party other than the State. whether a contractor, licenser, licensee, lessor, lessee or any other party): 1. EXECUTORY CLAUSE. tn accorcance with Section 41 of the State Finance Law. the State shall ha,ze no liability tmd~r this contract to the Contractor or m anyone else beyond funds appropriated and available for this contract. 2. NON-ASSIGNMENT CLAUSE. In accordance with Section 138 of the State Finance Law. this contract may not be assigned by the Contractor or its right, title-or interest thermn assigned, transferred conveyed, sublet or otherwise disposed of without the previous consent_ in v~tting, of the State and any atremprs to assign the contract without the State's written consent are null and void. The Contractor may, however, assign its right to receive payment without the State's poor written consent unless this contract concerns Certificates of Participation pursuaar m Arficle 5-A of the State Finance law. 3. COMPTROLLER'S APPROVAL In accordance with Section 112 of the State Finance Law for. if this contract is with the State University or Ci;}, Universit~ of New York. Section 355 or Secnon 6218 of the Education Lawj, if this contract exceeds $t0.000 (or the minimmm thresholds agreed to by the Office of the State Comptroller for certain S.U.N.Y. and C.U.N.Y. contracts), or if this is an amendment for any amount m a contract which, as so amended, exceeds said statutory amount, or if, by this contract, the State agrees to give something othe~ than money when the value or reasonably estimated value of such consideration exceeds $15,000. it shall not be valid, effective or binding upon the State until it has been approved by the State Comptroller and filed in his office. 4. WORKERS' COMPENSATION BENEFITS. In accordance with Section 142 of the State Finance Law, this contract shall be void and of no force and effecl unless the Contractor shall provide and mmnratn coverage during the life of this contract for the benefit of such employees as are required to be covered b5 the provisions of the Workers' Compensation Law. 5. NON-DISCRIMINATION REQUIREMENTS. In accordance with Article 15 of the Executive Law also known as the Human Rights Lawt a~ci ail other Sta~e and Federal statutory and constitutional non- discrimination provisions, the Contractor will nor discriminate against any employee or applicant for employment because of race, creed, color, sex, national origin, age, disability or marial status. Furthermore. in accordance with Section 220-e of the Labor Law. if this is a contract for the construcnon, alteration )r repair of any public building or public work or for the manufacture, sale or distribution of materials. equipment or suppnes, and to the extent mat tins contract shall be performed within the State of New York. Contractor agrees that neither it nor ~rs subcontractors shall by reason of race. creed, color. disability, sex. or national origin: ta. 2iscr~minate in hiring against any New York State aitizen who ~s qualified and available to perform the work: or b discriminate against or intimidate any employee hired for the performance of work under this contract. If this is a building service contract as defined in Section 230 of the Labor Law then. in accordance wire Section 239 thereof, Contractor agrees that neither it nor its subcontractors shall by reason of race creed, color. national origin, age, sex. or disability: (a3 discriminate in hiring against any New York State citizen who ~s qualified and available m perform the work; or (b) discriminate against or intimidate any employee hired for the performance of work under this comract. Centractor is subject to fines of $50.00 per person per day f~ any violation of Section 220-e or Section 239 as well as possible termmanon ~f this corm'ac ann forfeiture of all moneys doe hereunder for a second or subsequent violation. 6. WAGE AND HOURS PROVISIONS. If th~s ts a public work contract covered b) Article 8 of the Labor Law or a building service contract covered b5 Article 9 thereof, neither Contractor's employees nor the employees of its subcontractors may be required or permitted to work more than the number of hours or days stated in said statutes_ except as }therwise provided in the Lat ar law and as set forth in prevailing wage and supplement schedules issued by the State Labor Department Furthermore. Contractor and its subcontractors must pay at least the prevallinl wage rate and pay or provide the prevailin~ supplements, including the premium rates for overtime pay, as determined by [ne State Labor Department ~n accordance with the Labor Law. 7. NON-COLLUSIVE BIDDING REQUIREMENT In accordance with Section 139-d of the State Finance La,c. if this contract was awarded based upon the submission of bids. Contractor warrants under penalty of perjury, that its bid was staved at thdependently and without collusion aimed at restricting competition. Contractor further warrants that. at the time Contractor submitted its bid, an authorized and ?¢sponsible person executed and delivered to the State a non-collusive bidding certification on Contractor's behalf. 8. IN't'ERNATIONAL BOYCOTT PROHIBITION. In accordance with Section 220-f of the %abor Law and Section 139-h of tlm State Finance Law. if this contract exceeds $5,000, the Contractor agrees, as a material condition of the contract, that neither the Contractor nor any substantially owned or affiliated person, firm. partnership or corporation has participated. Is participating, or shall participate in an mremational boycor~ in violation of the federal Export Administration Act of 1979 (50 USC App. Sections 2401 et seq.) or regulations thereunder. If such Contractor, or any of the aforesaid affdiates of Contractor. is convicted or is otherwise found to have violated said laws or regulations upon the final determination of the Uulted States Commerce Department or any other appropriate agenc) of the United States subsequent to the contractors execution. such contract, amendment or modification thereto shall be rendered forfeit and vol& The Contractor shall so notify the State Comptroller within five (5) business days of such conviction, determination or disposition of appeal (2NYCILR 105.4). 9. SET-OFF RIGHTS. The State shall have all of its common law. equitable and statutory rights of set-off. These fights shall include, but not be limited to. the State's aption to withhold for the purposes of set-off any moneys due to the Contractor under this contract up to any amounts due and owing to the State with regard m this contract, any other contract with any State department or agency, including any contract for a term commencing prior to the term of this contract. plus any amo~mts due and owing to the State for any other reason including, without limitation, tax delinquencies, fee delinquencies or monetary penalties relative thereto. The State shall exercise tls set-off rights in accordance with normal State pracuces including, in cases of set-off pursuant to an audit, the finalization of such audit by the State agency, its representatives, or the State Comptroller. I0. RECORDS. l~he Contractor shall establish and maintain complete and accurate books, records. documents, accounts and other evidence directly pertinent to performance under this contract thereinafter, collectively, the Records",. The Records must be kept for the balance of the calendar year in which they were made and for six (6) additional years thereafter. The State Comptroller. the Attorney General and any other person or entity authorized to conduct an examination, as well as the agency or agencies involved in this contract, shall have access to the Records during normal business hours at an Office of the Contractor within the State of New York or. if no such office is aVgilable, at a mutually agmeableand reasonable venue within the State. for the term specified above for the purposes of inspection, auditing and copying. The State shall taxe reasonable steps to protect from ~bhc disclosure any of the Records winch are exempt from disc]bsttre under Section 87 of the Public Officers Law (the "Stature provided that: (i the Contractor shall timely inform an appropfiate State official_ in writing, that said records should not be disclosed: and ii said records shall be sufficiently identified: and ln~ designation of said records as exempt under the Statute is reasonable. Nothing contained hereinshall d~mmish. or in any way adversely affect~ the State% fight to discovery in any pending or future Iitiganon. 11. IDENTIFYING INFORMATION AND PRIVACY NOTIFICATION. la) FEDERAL EM?LOYER IDENTIFICATION NUMBER and/or FEDERAL SOCIAL SECURITY NUMBER. All invoices or New York State standasd vouchers submitted for payment for the sale of goods or services or the lease of real or personal property to a New York State agency must include the payee% identificanon number. ~.e., the seI~rs or essors identificanon number. The number is either the payees Federal employer identification number or Federal social security number, or both such numbers when the payee has both such numbers. Failure to include this number or numbers may delay payment. Where the payee does not have such number or numbers, the payee, on ns invoice or New York State standard voucher, must g~ve the reason or reasons why the payee does not have SUCh number or numbers. 'BI PRIVACY NOTIt~ICATION. (1) The authority to request the above personal information from a seller of goods or serv/ces or a lessor of real or personal property, and the authority to maintain such information, is found in Section 5 of the State Tax Law. Disclosure of this information by the seller or lessor to the State is mandatory. The principal purpose for which the information is collected is to enable the State to identify individuals, businesses and others who have been delinquent in filing tax returns or ma3 have understated their tax liabilities and to generally ldentli~ persons affected by the taxes administered by the Commissioner of Taxation and Finance. The information will be used for tax administration purpose and for any other purpose authorized by law 2) Fhe personal information ts requested by the purchasing unit of the agency contracting to purchase the goods or services or lease 'the real or personal property covered by this contract or lease. The informant n ~s mamtained tn New York State s Central Accounting System by the Director of Accounting Operations, Office of the State Comptrotler, AESOB, Albany, New York 12236. 12. EQUAL EMPLOYMENT OPPORTUNITIES FOR MINORITIES AND WOMEN. In accordance with Section 312 of the Executive law. if thJ~ contrac! is: (il a written agreement or purchase order instrument, providing for a total expenditure in excess of $25,000.00, whereby a contracting agency ts committed to expend or does expend funds in return for labor, services, supplies, equipmem, materials or any combination af the foregoing, to be performed for. or rendered or furnished to the contracting agenc); or (ii) a written agreement in excess of $100.000.00 whereby a contracting agency as committed, to expend or does expend funds for the acqmsiuon, construction. demolition, replacement, major repair or renovation of real property and tmprovemems thereon; or fiii) a wrinen agreement in excess of $100.000.00 whereby the owner of a State assisted housing project ts committed m expend or does expend funds for the acquisition, construction, demolition, replacement. major repatr or renovation of real properr3 and improvements thereon for such project, then: ta) The Contractor will not discriminate against employees or applicants for employment because of race. creed. colnr, national origin, sex, age, disability or marital status, and will undertake or continue existing programs of affirmative action ro ensure that minority group members and women are afforded equal employment opportunities without discrimination. Affirmative action shall mean recruirmem, employment, job asslgnmem, promotion, upgradings, demotion, transfer. Iayoff. or termination and rates of pay or other forms of compensation (b) m the request of the contracung agency, the Contractor shall request each employment agency, labor union, or authorized representative )f workers with which it has a collective bargaining or other agreement or understanding, to furnish a wrlnen statement that such employment agency, labor union or representative will not discriminateon the basis of race. creed, color, national ortgin, sex. age, disabiIity or marital status and that such umon or representative will affirmatively cooperate in the implementation of the contractor's obligations herein: and (c) the Contractor shall stare. ~n all solicitations or advertisements for employees, that, in the performance of the State contract, all qualified applicants will be afforded equal employment opportunities without discrimination because of race. creed, color, national origin, sex, age. disability or marital status. Contractor will include the provisions of "a. "b". and "c" above~ m every subcontract over 525.000.00 for the construction, demolition, replacement, major repmr, r~novation planning or design of real property and improwments thereon (the Work~ except where the W~lri¢ iS for the beneficial use of me Contractor. Section 312 does not apply to: 'i work. goods or servtces unrelated to this contract: or (ii) employment outside New York State: or iii) banking services. insurance policies or the sale of securities. The State shall consider compliance by a contractor or subcontractor with the requirements of any federal law concerning equal employment opportunity which effectuates thepurpose of this section. The contracting agenc) shall determine whether the imposition of the requiremems of the provisions hereof duplicate or conflict with any SUCh federal law and if sucn duplication or conflict exists, the contracting agency shall wmve the applicability of Section 312 to the extent of such dui lication or conflict, Contractor will comply with all duly promulgated and lawful roles and regulations of the Division of Minority and Women's Business Development pertaining hereto. 13. CONFLICTING TERMS. In the event of a conflict between the terms of the contract (including any and ail attachments thereto and amendments thereof3 and the terms of this Appendix A. the terms of this Appendix A shall control. 14 GOVERNING LAW This contract shall oe governed by the laws of the State of New York except where the Federal supremacy clause requires otherwise. 15 LATE PAYMENT. Timeliness of payment and any interest to be paid to Contractor for late payment shall be governed b) Article XI-A of the State Finance Law to the extent required b~ law. 16. NO ARBITRATION. Dispums involving this cona'act, including_ the breach or alleged breach thereoh may not be submitted To binding arbitration excep~ where statutorily authorized), but must. instead, be heard in a court of competent jurisdiction of the State of New York. 17. SERVICE OF PROCESS. In addition to the methods of service allowed b3 the State Civil Pracnce Law & Rules ("CPLR"/. Contractor hereb5 consents Jo serwce of process upon it by registered or certified mail. return receipt requested. Service hereunder shall be complete upon Contractor's actual receipt of process or upon the State's receipt of the return thereof by the United States Postal Service as refused or undeliverable. Contractor must promptly notify the State. tn writing, of each and every change of address to which service of process can be made. Service b5 me State to the last known address shall be sufficient Contractor will have thirty (30) calendar days after service hereunder ts complete in which to respond. 18. PROHIBITION ON PURCHASE OF TROPICAL HARDWOODS. The Con,actor certifies and warrant§ that ail wood products to be used under this contract award will be in accordance with. but not limited to. me specifications aad provisions of State Finance Law §165. (Use of Tropical Hardwoods) which prohibits purchase and USe of ncopical hardwoods, unless specifically exempted, by the State or any governmental agency or political subdivision or public benefit corporation. Qualification for an exempuon under this law will be the responsibihty of the contractor to establish to meet with the approval of the State. In addition, when any portion of this contract involving the use of woods, whether supply or installation, is to be performed by any subcontractor, the prime Contractor willindicate and certify in the submitted bid proposal that the subcontractor has been informed and is in compliance widi specifications and provisions regarding use of tropical hardwoods as detailed in § 165 State trmance Law. Any such use mum meet with the approval of the State, otherwise, the bid may not be considered responsive. Under bidder certifications, proof of qualification for exemption will be the msponaibility of the Contractor m meet with the approval of the State. I9. MACBRIDE FAIR EMPLOYMENT PRINCIPLES. In accordance with theMacBfideFair Employment Principles (Chapter 807 of the Laws of 1992), the Contractor hereby stipulates that the Contractor either (a) has no business operanons in Northern Ireland. or (b) shall take lawful steps in good faith to conduct any business operauons in Northern Ireland m accordance with the MacBride Fair Employment Principles (as described in Section 165 of th~ New York State Finance Law), and shall permit independent monitoring of compliance with such principles. 20. OMNIBUS PROCUREMENT ACT OF 1992. It is the policy of New York State to maximize opportunities for the participation of New York State business enterprises, including minority and women- owned business enrm~prises as bidders, subcontractors and suppliers on its procurement contracts. Information on the availability of New York State subcontractors and suppliers is available from: Department of Economic Development Division for Small Business 30 South Pearl Street Albany, New York 12245 Tel. 518-292-5220 A dirgcior~ of cerhfied rmnority and women-owned business emerprtses is available from: Departrnent of Economic Development Minorit2 and Women's Business Developmem Divisio~ 30 South Pearl Street Albany, New York 12245 http://www.empire.state, tiv.us The Omnibus Procurement Act of 1992 req ~tres mar n~ s~gnmg this bid proposal or contract, as applicable. Contractors certify that whenever the total bid amount ts greater than $I million: (a) The Contractor has made reasonable efforts ro encourage the participanon of New York State Business Enterprises as suppliers and subcontractors. includhkg certified minority and women-ownea business enterprises, on this project, and has retained the documentation of these efforts to be prowriecl upon request to the State: (b) ]7he Contractor has complied with the Federa Equal Opportunity Act of 1972 CP.L. 92-261 . as amended: c) The Contractor agrees to make reasonable efforts to provide notification to New York State residents of employment opportunities on this project through listing any such positions with the Job Service Divisior of the New York State Department of Labor. or providing such notification in such manner as is consistent with existing collective bargain mi contracts or agreements. The Contractor agrees to document these efforts and to provide said documentation to the State upon request: and (d) The Contractor acknowledges notice tbat the State may seek to obtain offset credits from foreign countries as a result of this contract and agrees to cooperate with the State in these efforts. 21. RECIPROCITY AND SANCTIONS PROVISIONS. Bidders are hereb~ notified that if their principal place of business is located n a country. nanon, prownce, state or political subdivision that penalizes New York State vendors, and if the goods or serwces they offer witI be substantially produced or performed outside New York State. the Omnibus Procurement Act 1994 and 2000 amendments 'Chapter 684 and Chapter 383, respectively) requu-e mat mey be denied contracts which they would otherwise obtain. Contact the Department of Economic Development. Division for Small Business. 30 South Pearl Street. Alban3 New York 12245. for a cun-ent list of states subject to this provtsion. Revised November 2000 APPENDIX B Standard Clauses for Ail New York State Department of Environmental Conservation Contracts The parties to the attached contract, license. lease, grant, amendment or other agreement of any kind (hereinafter *'the zontract" or "this contract' ) agree to be bound by the £ollowing clauses which are hereby made a part of the conrmcL The word "Contractor' herein refers to any parry to the ctmtract, other than the Ne,~ York State Departmem of Environmental Conservation Cheretnaftef "Department %. Postponement, suspension, abandonment or termination bFthe Department: The Depamnent shall have the right t0 postpene, snspend, abandon or terminate this comract_ find such actions shall in no event be deemed a breach of conn~act, In ~he event o}' any termination, postponement, delay, suspension or ahandoranent, the Contractor shall immediately stop work. take steps to incur no additional obliganons, and te limit fm'ther expenditures, Within 15 days of receipt of notice, the Contractor shall deliver to the Department all data, reports, plans, or other documentation related to the performance of this contract, including but not limited to sonme codes and specifications_ guarantees. warranties, as-built plans and shop drawings. Ia any of these events, the Department shall make settlement with the Contractor t~pon an equitable basis as determined by the Department which shall fix the value of the work which was performed by the Contractor prior to the posrponemem, suspension, abandonment or terrulnafion of' this contract. This clause shall nor apply to this con~:act if the contract contains other provisions applicable to postponement, suspension or termination of the contract. [L Indenmiflcation and Itoldharmless l'he Contractor agrees that it will indemni f.v and save harmless the Department and the State of Ne'~ York from and against all losses from claims, demands, payments, suits. actions, recoveries and judgments of every namm and description brought or recovered against it by mason of any omission or tortious act of the Contractor. its agents. employees, suppliers or subcontractors in the performance of this contract, The Department and the State of New York may retain such monies fl'om the amount due Contractor as may be necessa$ to satisfy any claim :for damages, costs and the like. which is asserted against the Department and/or the State of New York. III. Conflict of Interest (al Organizational Conflict of Interest. To the best of the Contractor s knowledge and behef, the Contractor warrants that there are no relevant facts or cxrcurnstances which could give rise m an organizational conflict of intarest, as herein defined, or that the Contractor has disclosed all such relevant information to the Department. (1) An organizational conflict of interest exists when the nature of the work to be performed under this contract may, without some resoSction on futnso activkies, impair or appea' ro impair the Contractor's objectivity in perforrr~g the work for the Depatm:~ent (2) The Contractor a~ees that if an acmah or potential organizational conflict of interest is discovered at any rtme after award, whether~before or during pel%;Tnance. the Contractor witl immediately make a thlI disclosure i n writing to the Deparrmenr. Tiffs disclosure shall incmae a description of actions which the Contractor has token or proposes to take. after consultation with :ne Department. to avoid, mitigate, or mimrmze me actua~ or potential conflict. (3) To the extent that the work under this contract requires access ro personal, proprietary or confidential business or financial data of persons or otoer companies. and as Ion~o as such data remains proprietary or confidential, the Contractor shah protect such data from unauthorized use and disclosure and agrees not to use it to compete with such companies. (bl Persona] Conflict of Interest: The following provisions with regard to management or professional level employee personnel performing under this contract shall appl) until the earlier of the terminauon date of the affected employeets) or the duration of the contract (1 A personal conflict of interest is defined as a relationship of an empiffyee, subcontracter employee, or consultant with an entity that may impair or apoear tt ~mpair the objectivity of the employee subcontractor employee, or consultant in performing the contract work The Contractor agrees to notify the Depm~ment immediately of any actual, or porenual personaI conflict of interest with regard to any such person working on m having access to information regarding this COhO'afL as soon as Contractor becomes aware of such conflict. The Department will notify the Contractor of the approprane action to be taken (2) The Contractor agrees to advise all management App. B ~/17/00 Page 1 or professional level employees involved in the work of this contract, that they must report any personal conflicts of interest to the Contractor. The Contractor must then advise the Depazhuent which will advise the Contractor of the appropriate action to be taken. (3) Unless waived by me Department. the Contractor shall certify annually that. to the best of the Contractor's knowledge and belief, all actual, apparent or potential contlicts of interest, both personal and organizational, as defined herein, have been reported to the Department. Such certification must be signed by a senior executive of the Contractor and submitted ~n accordance vzithinstmcfions providedby theDeparunem. Along with the annual certification, the Contractor shalI also submit an update of any changes in any conflict of interes~t plan submitted with its proposal for this contract The ihitial eertification :slmll cover the one-year peff~od from the date of contract award, and all subsequent certifications shall cover successive annual periods thereafter. The certification is to be submitted no later than 45 days after the close of the previous certification pef~od covered, (4) In performing this contract, me Conn'actur recognizes that its employees may have access to data. either provided by the Department or first generated daring contract performance, of a sensitive nature which should not be released without Department approval If this situation occurs, the Contractor agrees to obtain confidentiality agreements from all affected employees working on requirements under this contract including subcontractors and consulrams. Such agreements shall contain provisions which stipulate that each employee agrees not to disclose, either in whole or in part, to ~ny entity external to the Department. Department of Health or the New York State Depatxment 6f Law. any information or data provided by the Department or first generated by the Contractor under this contract, any site- specific cost information, or any enforcement strategy without first obtaining the written permission of the Department. If a Co~ntractor, through an employee or otherwise, is subpoenaed to testify or produce documents. which couldresultin such disclosure, the Contractor must provide immediate advance notification to the Depatzment so that the Department can authorize such disclosure or have the opportunity ro take action to prevent such disclosure. Suchagreements shall beeffective for the life of the contract and for a period of five (5 years after completion of the contract. (c'} Remedies - The Department may te~xninate this contract in whole or in parr, if it deems such termlnanon necessary to avoid an organizational or personal conflict of interest, or an unauthorized disclosure of aformation If the Contractor fails to make required disclorares or mlsrepresems relevant thformanon to the Department. the Department may terrmnate the contract, or varsue such other remedies as may be permltteu e3 the terms of Clause I of this Appendix or other applicable provisions of this contract regarding rerminatmn. dl The Contractur will be ineligible to make a proposa~ or bid on a contract for which the Contractor has developed the statoment of work or the solicitation package (e The Contractor agrees to ~nsen in each subcontract or consulumt agreement placed hereunder (except for subcontracts or consultant agreemems fur well drilling, fence erecting, plumbing, utility hookuns. security gum'd servleeS, or electrical services) pro vtsmn~ which shall conform substantially to the language of th is chase, including this paragraph (el, unless other,v/se authoff~zed by the Department If this is a contract for work related to action at an inactive hazardous waste site, the following paragraph shall apply to those Contractors whose work requires the application of professional judgment: It does not apply to construction contracts. f) Due to the scope and nature of this conu'act. [ne Contractor shall observe the following restnanons on future hazardous waste sire contracting for the duration of the contract. (1 The Contractor. during the life of the work assignment and for a period of three 3 years after the completion of the work assignment, agrees not to emer into a contract with or to represent any party with respect ro an3 work relating to remedial acnvlrles or work pertaining m a s~re where the Contractor previousl) performed work for the Deparonem under this conlracr without the prior written approval of the Department 12) the Contractor agrees in advance that if any bids/proposals are submitted for any work for a third party that would require wrmen approval of the Department prior to entering into a contract because ct the restrictions of this clause, then the bids~proposals are submitted at the Contractor's own risk. and no claim shall be made against the Department to recover biu/proposat costs as a direct cost whether me t'equest For authorization to enter into the contract ~s aenled or approved. IV. Requests for Payment All rea Jests rot payment by the Contractor must be submitted on forms supplied and approved Dy he Department. Eac? App. B 4/17/00 Page 2 paymem request must contain such items of information and supporting documentation as are reqmred by the Deparrrnent. and shall be all-inclusive for the period of th-ne covered by the payment request. V. Compliance with Federal requirements To the exrem that federal funds are provided m the Contractor or used in paying the Contractor under this contract, the Contractor agrees that i~ ~x~fll comply with al/ applicable federal laws and rvgulatiol~s, including but not limited to those laws and regulations trader which the Federal funds were at~thorized. The Conmactor further .agrees to insert m any s~bconn'acr t~reunder, provisivns which shall conform substantially to the language of this clause. VI Independent Contractor The Contractor shall have the status of an independent conu'acror. Accordingly, the Contractor agrees that it will conduct itself in a manner consistent with such srarua, and that it will neither hold itself out as. nor claim to be. an officer or employee of the Department by reason of this con tract. It fuaher agrees that it will not make any claim, demand or application to the Department for any fight or privilege applicable to an officer or employee of the Department, including but not limited m workers compensation coverage, unemployment insurance benefits, social security coverage, or retkement membership or credit VII. Article 15-A R~equirements The terms contained in this clause shall have the definitions as given in, and shall be construed according to the h~tent of A~'ticte 15-A of the Executive Law. 5 NYCRR Part t413. er. seq., Article 52 of the Environmental Conservation Law and 6 NYCRR Part 615. et. seq., as applicable, and any goals established by this clause are subject to the rntent of such laws and regulanons. ~a~ If the maximum contract price herein equals or exceeds $25.000. and this contract is for labor, servrces. stipplies, equipment, or materials; or (b If the maximum contract price herein equals or exceeds $100.000 and this contract is for the acquisition, construction, demolition, replacement, major reparr or renovation of real property and improvemems mereon: then (c) The af£n:mative action provrs~ons and equaI employment opportunity provismns contained in this paragraph and paragraphs (d) and (e) of this clause shall be applicable within the lim/tstions established by Executive Law §§312 and 313 and the applicable regulations. (I) The Contractor is required to make good faith efforts m subcontract at least 0% of the dollar vatue of' th~s contract to Minohty Owned Business Entelpnses (MBEs) and at least 0% of such value to Women Owned Business Enterprises (WBEs/. (2) The Contractor is required to make g( od i~ith efSm*ts ro employ or contractually requ/re any Subconu-actor with whom st contracts to make good faith efforts to employ minority group members for at least 10% aL and women for at least 10% of. the workforce hours required to perform the work under this contract. (3[ The Contractor is required ~o make good faith efforts co solicit the meaningful participation by enterprises identified in the N¥S Directory of Certified Businesses provided by: Empire State Development Corp. Div. Minority & Women's Business Development 30 South Pearl Street Albany, New York 12245 Phone: (518', 292-5250 Fax: (518 292 5803 and Empire State Development Corp. 633 Third Avenue New York_ NY 10017 Phone: (212', 803-2414 Fax: (212 803-3223 interner: www.empire.stare.ny.us\esd .btm (d) The Contractor agrees to include the pmvis~ons set forth in paragraphs (a), b and (c) above and paragraphs (a), (b), and (c) of clause 12 of Appendix A in every subcontract in such a manner that the provisions will be binding upon each Subcontractor as to work under such sur>comrac[. For me purpose of this paragraph, a "subcontract" shall mean an agreement providing for a total expenditure in excess of $25.300 for the construction, demolition. replacement, major repah-, renovation, planning or design of real property and improvemems thereon m which a portion of the Contractor's obligation under a State contract is undertaken or assumed te The Contractor is required to make good faith efforts to utilize the MBE/WBEs identified in the utilization plan to the extent indicated in SUCh plan. and otherwrse to implement it according to ~ts terms Contractor is requested to report on SUCh tmplementation periodically as provided by me conu'act, or annually, whichever is more fi-equent. VIII. Compliance witli applicable laws App. B 4/17 00 Page 3 ia) Prior to the commencement of any work under this contract, the Contractor is required to meet all legal requirements necessary in the performance of the contract. This includes but is not limited to comphance witb all applicable federal, state mtd local laws and regulauons promulgated thereunder, k is the Contractor's responsibility to obtain any necessary pemcits, or other authorizations. By signing this contract, theContractor affirmattvely represents that it has complied with said laws. airless k advises the Department otherwise, in writing. The Depal~menr s~gus this contract in reliance upon this represemation. Co) During the term of this contract, and any extenstons thereof, the Contractor must remain in compliance with said laws. A falhire re notify the Department of noncompl/ance of which the Contractor was or should have been aware, may be considered a material breach of this contract. IX. Dispute Resolution The parties agree the following steps, or as many as are necessary m resolve disputes between the Deparrmenr and the Contractor. (a) The Coutractor specifically agrees to submit, in the first instance, any dispute relating to this contract re the desiglrated individual, who shall render a written decision and furnish a copy thereof to the Contractor. (1) The Contractor must request such decision in writing no more than fifteen days after it knew or should have known of the facts which are the basis el the dispute. (2) The decision of the designated individual shall be the final agency determination, urdess the Contractor files a written appeal of that decision with the designated appeal individual ~"DAF') within twenty days of receipt of that decision. (b) Upon receipt of the written appeal, the DA[. will review the record and decision. Following divisional procedures in effect at that time. the DAI will take one of the following actions, with written notice to the Contractor. (1) Remand the matter to the program staff for lumber negotiation or information ff it is determ/ned that *.he matter is not ripe for review: or (2) Determine that there is no need for further action, and that the determination of the designated individual is confirmed: or (3) Make a determination on the record as it exists. (c) The decision of the DAI shall be the final agency taXi,ion unless the Contractor files a written appeal of that decision with the Chair of the Contract Review Committee ("CRC") within twenty days ofreceipr of that decision. The deaignamd individual to hear disputes is: Lisa K. Holat - Biologist I Marine (Name and Title ~ NYSDEC Bureau of Marine Resources 205 North Belle Meade Road. Suite 1 East Setauket. N.Y. [ 1733 (Address) 1516 -444 ~ 0430 (Telephone The designated appeal individual to review decisions is: Sharon Brooks - Associate Ecenomisi ,'Name and TitIe) NYSDEC - Bureau of Habitat 625 Broadway - 5~ FIoor Albany, N.Y. 12233 ~Adth-ess) (518>402-8996 Telephone The Chair of the Contract Review Committee ~s: Depm'rmem of Environmental Conservation Richard K. Randles. Chair Con,fac: Review Commiltee 625 Broadway l0th Floor Albany, NY 12233-5010 Telephone: 518) 402-9237 (d) Upon receipt of the written appeal, the Chair of the CRC. in consultation with the members of the CRC and the Office of General Counsel. wiI] take one or me foIIowing actions, or a combination thereof. ,vith written notice to the Contractor. (1) Remand the matter re program staff tb~ additional fact finding,negotiation or other appropriate action: or (2) Adopt the decision of the DAI. or 3) Consider the matter for review b) the CRC in accordance with its procedm-es. x~ Following a decision to proceed eursuam to :c above, the Chair of the CRC shall convene a App. B 4/17 0{ Page 4 proceeding in accordance With the CRC~s established contract dispute resolution gnldellnes~ The proceeding will provide the Contractor with an opportunity to be heard. 7) Followi~qg a decision pursuant to d) 2 or (d) 3. the CRC slmll make a written recommendation to the Assistant Commissioner for Adrnirdstration who shall render the linaI agency determination. tg) At any time during the dispute resolution process. and upon mutual agreement of the parties, the Office of Hea[~ings and Mediation Services (O~S) may be requested to pro~qde meddation services or other appropriate mea~s to as'slat in resolving the dispute. Any findi~,s or recommendations rhade by the OHMS will not be bind/rig on dither party. (h) Final agency determinations shall be subject to review only pursuant to Article 78 of the Civil Practice Law and Rules. (it Pending final determination of a dispute hereunder. the Contractor shall proceed diligently with the performance of the Contract in accordance with the decision of the designated individual. Nothing in this Contract shall be construed as tm~tking final the decision of any administrative officer upon a question of law. 0) (1) Notwithstanding the foregoing, at the option of the Contractor. the following shall be subject to review b5 the CRC: Dispums arising under Article I5-A of the Executive Law (Minority and Women Owned Business partialpatiouk the Department s determination with respect to the adequacy of the Contractor's Utilization Plan. or the Contractor's showing of good faith efforts to comply therewith. A request for a review before the CRC should be made. in writing, within twenty days of receipt of the Department% determination. (2~ The CRC xvill promptly convene a rewew m accordance with Article 15-A of the Executive Law and the regulations promulgated thereunder. X. Labor Law Provisions (at When applicable, the Contractor shall post. in a location designated by the Department. a copy of the New York State Department of Labor schedules of prevailing wages and supplements for this projectL a copy of all re-determinations of such schedules ibr the project, the Workers' Compensation Law Section 51 notice, all other notices required by law to be posted at the site. the Department of Labor notice that this project is a public work project on which each worker iS entitled to receive the prevailing wages and supplements for their occupanon, and all other notices which the Department directs the Contractor to p )st. The Contractor shall provide a surface for such nonces which is satisfactory to the Deparrmenc The Contractor shall maintain such notices in a Iegible manner and shall replace an~ nouce or schedtde which is damaged, defaced, illegtble or removed for any reason. Contractor shall post such notices before coramencmg any work on the site and shall maimain such notices until all work on the site is complete. (bt When approphate~ contractor shall distribute to each worker for this Contract a notice, in a form provided by the Deparrmem. that this project ts a public work project on which each worker is entitled to recmve the prevailing wage and supplements for the occupation at which he or she is working. Worker includes employees of Contractor and all Sttbcontractors and ali employees of suppliers entering the site. Such notice shall be distributed to each worker before they starx performing any work of th~s contract. At the time of distribution. Contractor shall have each worker sign a statement, in a ibrm provided by the Department, certifying that the worker has received the notme required by this secrron, which s~gned statement shall be maintained with the payroll records required by the following paragraph (ct. c) Contractor shall maintain on the site the original certified pa3 rolls or certified transcripts thereof whic~ Contractor and all of its Subcontractors are requn-eu to maintmn pursuant to the New York Labor Law Secuon 220. Contractor shall maintain with the payrolls or transcripts thereof, the statements signed by eack worker pursuant to paragraph id) Within thirty days of issuance of the first payroll. and every thirty days thereafter, the Contractor and ever) subcontractor must subrrfit a transcript of .ne original payro]I to the Department. which rranscnpt must be subscribed and affirmed as true under >enalt) of peri ury. XI Offset In accordance with State Law. the Deparxmem nas me aumonrj to administrativeb tffse~ any momes due it fi-om the Contractor. from ~jments due to the Contractor under this :ontract. The Department may also (at assess mterest or late paymem charges, and collection fees, if applicable; (bt charge a fee forany dishonored check; [c refuseto rene~ certain licenses and permits. XII. Tax Exemption Pursuant to Tax Law Section 11 J6 the State is exempt from sales ainu use App. B 4/17 O0 Page 5 Department and State of New York and secure a continuance to permit the State of New York to appear and defend its interests in cooperation with Contractor as is appropriate, including any jurisdictional defenses which the Department and State shall have. (d) The Contractor shall, however, have no liability to the Department under this Article if any infringement is based upon or arises out of: (1 compliance with designs, plans, or specifications furnished by or on behafft)f the Department as m the items; (2) alterations of the items by the Deparurtenn {3) failure of the Deparmment m use updated items provided by the Contractor for avoiding infFmgement; (4) use of items m combination wilh apparatus or devices not del/vered by the Contractor; (5) use of i~"tems in a manner for which the same were neither designed nor contemplated: or (6) a parent or copyrtght in which the Department or any affiliate or subsidiar} of the Department has any direct or indirect interest by license or otherwise. p?Otgcted fi-om release and to support us posmon XIX Precedence In the event of a conflict between the terms of this Appendix B and the terms of the Contract (including any and all attachments thereto and amendments thereof, but nor including Appendix A. the terms of this Appendix B shall control. In the event ora conflict between the terms of this Appendix B. and the terms of Appendix A. the terms of Appendix A shall contxoI. (e) The foregoing states the Contractor's entire liability for, or resuking from, patent or copyright infringemen[ or claim thereof. XVIL Force Majeure The term Force Majeure shalI include acts of God. work stoppages due to labor disputes or strikes, fires, explosions, epidemics nots. war rebellion, sabotage or the like. If a failure of or delay in performance by either party results fl~om the occun'ence of a Force Majeure event, the dela5 shall be excused and the time for performance extended by a period equivalent to the t/me lost because of the Force majeure event, if and to the extent that: (a~ The delay or failure was beyond the control of the party affected and not due to its fault or negligence; and ~b) The delay or failure was not extended because of the affected party's failure to use all reasonable diligence to overcome the obstacle or to resume performance immediately after such obstacIe was overcome: and (c} The affected party provides notice within 5 days of the onset of the event, that it is invoking the protection of this proviston. XVIII. Freedom of Information Requests The Contractor agrees m provide the Department with any records which must be released in order to comply with a request pursuant to the Freedom of Information Law. The Department will provide the contractor with an oppormmty to identif3 material which may be App. B 4/17 00 Page 7 Contract No.: C0ll4305 BIDDER'S/PROPOSER'S CERTIFICATION NON-COLLUSrVE BIDDING AND NONDISCRIMINATION IN EMPLOYMENT IN NOR~ IRELAND MACBR1DE FAIR EMPLOYMENT PRINCIPLES AND STATE ETHICS LAW PROVISION BY SUBMISSION OF TillS ElD AND BY SIGNING HEREUNDER THE BIDDEP~PROPOSER. AND EACH PERSON SIGNII~G ON BEHALF OF SUCH PARTY CERTIFIES, AND IN THE CASE OF A JOINT BID/PROPOSAL, EACffPARTY THERETO CERTIFIES AS TO ITS OWN ORGANIZATION. IJNDER PENALTY OF PERJUR:Y. THAT TO THE B EST OF FLLS/[tF.l;t ~NO WLEDGE AND BELIEF: A. NON'COLLUSION State Finance Law §139-d 1. The prices in this bid have been arrived at indepemieutly without cdilusior~ cousditalion, communication, or agreement, for the purpose of restricting compefitinn~ as to any tanrer relating to such prices with any other bidder or with any competito~ 2, Udie~s otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed hy the bidder and will nor k~owingly be disclosed by the bidder prior to opening, directly or indirectly, ro any other bidder or to any competitor, and 3. No aRempt ha~ been made or will be made b.~ the bidder to induce any other person, parme~$hip or corporation to submit or not to submit a bid for the purpose of restricting competition. B. MACBRIDE FAIR EMPLOYMENT PRINCIPLES State Finance Law §165(5) 1. ir or any individual or legal entit7 in which the bidder/proposer holds a 10% or greater owuerslup interest, or any individual or legal entity that holds a 10% or greater ownership in the bidder/propeser, either: (artswer yes or no to one or both of the following, a~ applicablel. has business operations in Northern Ireland; Yes or No -check answer) 11~ YES. COMPLETE #3 3. shall take lawful steps in good faith to conduct a~y business operations that ~t has in Northern keland in accorthmce with the MacBnde Fmr Employment Principles relating to nondiscrimination in employment aud freedom of workplace opportunity regarding such operations in Northern Ireland. and shall permit indepeedeut monitoring of their compliance with such Principles. Yes or No [check answer C. STATE ETHICS LAW PROYISION By submittal of this bid/proposaL the undersigned hereby certifies. For and on behalf of the bidder/proposer, that he is familiar with the following provisions of the State Ethics La,~ provisions applicable to post employment restrictions affecting former state employees: POL §73(8)(a)(i) the e, vo year bar, and §73(8)(a)(ii), the life-time bar, and that submittal of this bid~proposal is not in violation of either provision, and that no violaaou wall occur by entering into a cone'acc or in performance of the contractual services, and further that ~he bidder/proposer recognizes that the Department may rely upon this certification Except za follows: .attach information if needed) (Proposer is to make full disclosure of auy circumstances which could affect its ability to perform in complete compliance with the cited laws. Any questions as to the applicability of these provisions should be addressed to the New York State Ethics Commission, 39 Columbia Street, Albm~y, N,Y. 12207: telephone #1-800-87-ETItlCS ~ NOTE: Date: I 1l~107~ All references to "bid" "bidder" shall be deemed to include "proposer" "proposal". Print Name and Tifle Joshua Y. Horton_. Supervisor. Town of $outhold C004305 IN WI2'NESS WHEREOF, this Contract has been duly executed by the parties hereto on the day and year appeanng following their respective signatures. SIGNATURE PAGE Contract Number: C004305 Agency Certification: "In addition to the acceptance of this contract, I also certify that original copies of this signatm:e page will be attached to ali other exact copy of this contract" / ATTORNEY GENERAL'S SIGNATURE AGENCY SIGNATURE DATE: COMPTROLLER'S SIGNATURE DATE: DATE: MUNICIPAL ACKNOWLEDGIvIENT State of New York ) ) SS.: County of Suffolk ) On the lSth day of January in the year :~O02before me personally came ~se~ nme ~d title) (insert po~fic~ sub&vision or ~ency of ~e poHficE subEvision) ~e polific~ sub&vision or agency ~er~f described in and w~ch executed ~e above ins~ent; by auto, of Town Board of the Town of SntJfhnld ofsdd (attached ce~ified copy of order, resolution, or ~e or~anm au~ofizing ~e execution of ~is con~act polific~ sub&vision. ~d that ¢)he si~ed hs~er nm by ~e Notar(j)Publi'c ~ Date Notary Expires