HomeMy WebLinkAboutElizabeth Field cost plus fixed fee
Town of South old - Letter Board Meeting of May 8, 2007
RESOLUTION 2007-450 Item # 26
ADOPTED DOC ID: 2869
THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2007-450 WAS
ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON
MAY 8, 2007:
RESOLVED that the Town Board of the Town of Southold hereby authorizes and directs
Supervisor Scott A. Russell to execute the Cost Plus Fixed Fee Consultant Aereement for
airfield liehtine between the Town of South old and C&S Eneineers. Inc. in the sum of
$99.649.00 in connection with Project No. 3-36-0029-14-07 for airfield lighting project a
Elizabeth Field Airport, Fishers Island, New York, subject to the approval of the Town Attorney.
<""'trU;}C7.2ikPl~'"
Elizabeth A. Neville
Southold Town Clerk
RESULT: ADOPTED [UNANIMOUS]
MOVER: Louisa P. Evans, Justice
SECONDER: Thomas H. Wickham, Councilman
AYES: Evans, Wickham, Ross, Edwards, Russell, Krupski Jr.
Generated May 16,2007
Page 40
.
.
.
ORIGINAL
COST PLUS FIXED FEE
CONSULTANT AGREEMENT
FOR
CONSTRUCTION OBSERVATION & ADMINISTRATION
OF THE
AIRFIELD LIGHTING PROJECT
AT
ELIZABETH FIELD
FISHERS ISLAND, NEW YORK
FAA AlP NO. 3-36-0029-14-07
NYSDOT NO. 0913.14
.
TABLE OF CONTENTS
ARTICLES PAGE
ARTICLE I-DESCRIPTION OF SERVICES TO BE PERFORMED ......................................................1
ARTICLE 2-PROVISION FOR PAYMENT - TIME FOR PERFORMANCE ........................................1
ARTICLE 3-STANDARD OF CARE. STANDARD PRACTICES. AND REQUIREMENTS ...............3
ARTICLE 4-ENTIRE AGREEMENT........................................................................................................3
ARTICLE 5- TAXES. ROYALTIES. AND EXPENSES ...........................................................................3
ARTICLE 6---CONSUL T ANT LIABILITY ....................................... .............................................. ...........3
ARTICLE 7-LABOR LAW REQUIREMENTS ........................................................................................3
ARTICLE 8-NONDISCRIMINA TION PROVISIONS .............................. ...............................................4
ARTICLE 9-WORKER'S COMPENSATION AND LIABILITY INSURANCE.....................................4
ARTICLE I a-ASSIGNMENT REQUIREMENTS ....................................................................................5
ARTICLE II-ADDITIONAL SERVICES ................ .......................... ............. ..........................................5
ARTICLE 12-ABANDONMENT OR AMENDMENT OF PROJECT AND TERMINATION...............6
ARTICLE 13-SUSPENSION OF SERVICES ...........................................................................................7
ARTICLE 14-INTERCHANGE OF DATA............................................................................................... 7
ARTICLE IS-DISPOSITION OF PROJECT DOCUMENTS ................................................................... 7
ARTICLE 16-CODE OF ETHICS .............................................................................................................8
ARTICLE 17-INDEPENDENT CONTRACTOR......................................................................................8
ARTICLE 18-PATENT RIGHTS AND COPYRIGHTS ...........................................................................8
ARTICLE 19-NEW YORK STATE PARTICIPATION............................................................................ 8
ARTICLE 20---FEDERAL PARTICIPATION ..................... ...................................... .......... ....................... 9
ARTICLE 2 I-MISCELLANEOUS ............................................................................................................9
ARTICLE 22 - SUBCONSULTANTS/SUBCONTRACTORS.................................................................9
ARTICLE 23 - FORCE MAJEURE.........................................................................................................10
ARTICLE 24 - DISPUTE RESOLUTION ...............................................................................................1 0
SCHEDULE A-SCOPE OF SERVICES.........................................................................................A-l. A-4
SCHEDULE B-COST SUMMARY AND FEE SCHEDULE ........................................................ B-1. B-2
SCHEDULE C-PROJECTED ALLOWABLE OVERHEAD ................................................................ C-I
SCHEDULE D-SPONSOR'S CERTIFICATION FOR SELECTION OF CONSULTANTS ........D-I. D-2
SCHEDULE E-RESOLUTION .............................................................................................................. E-I
SCHEDULE F-[INTENTIONALL Y OMITTED] ........................................................................................
SCHEDULE G-CERTIFICA TION OF CONSULTANT .......................................................................G-I
SCHEDULE H-AIRPORT AID PROGRAM .........................................................................................H-I
SCHEDULE I-NEW YORK STATE DOT REQUIREMENTS ........................................................ 1-1.1-3
,
COST PLus FIXED FEE CONSULTANT AGREEMENT
FOR
CONSTRUCTION OBSERVATION & ADMINISTRATION
PROJECT: AIRFIELD LIGHTING
ELIZABETH FIELD
This Agreement, made effective this day of , 2007, is by and between the
Town of Southold, a New York municipal corporation, having an address at 53095 Main Road, Southold, NY
11971 (hereinafter referred to as the "SPONSOR"), and C&S Engineers, Inc., a New York business corporation
having its principal offices at 499 Co\. Eileen Collins Boulevard, Syracuse, New York 13212 (hereinafter
referred to as the "CONSULTANT").
WITNESSETH: That the SPONSOR and the CONSULTANT, for and in consideration of the mutual obligations set
forth herein and other good and valuable consideration, the receipt and adequacy of which are hereby
acknowledged, agree as follows:
ARTICLE I-DESCRIPTION OF SERVICES TO BE PERFORMED
The SPONSOR hereby retains of CONSULTANT because of its ability and reputation, and the CONSULTANT
accepts such retention, to perform for the SPONSOR the services of the Project more particularly described in
Schedule(s) "A", which is attached hereto and made a part hereof (the "Basic Services"). The SPONSOR's
resolution or other authorization for retaining the CONSULTANT is attached hereto and made a part hereof as
Schedule "E". The SPONSOR has completed, or will complete, a "Certification for Selection of Consultant" in
connection with the execution of this Agreement, a copy of which is attached hereto and made a part hereof as
Schedule "D".
ARTICLE 2-PROVISION FOR PAYMENT - TIME FOR PERFORMANCE
A, Basis for Payment-The SPONSOR shall pay the CONSULTANT, and the CONSULTANT shall accept, as
full compensation for the performance by the CONSULTANT of the Basic Services under this
Agreement, the following:
Item I: Direct Technical Salaries of all employees assigned to the Project on a full-time basis for all
or part of the term of this Agreement, plus properly allocable partial salaries of all employees working
part-time on the Project, all subject to audit. Overtime in accordance with the terms of this Agreement
shall be charged under this Item.
The cost of Principals' salaries (or allowable portion thereof) included in Direct Technical Salaries
during the period that they are working specifically on the Project (productive time) are eligible if their
comparable time is also charged directly to other projects in the same manner. Otherwise, Principals'
salaries are only eligible as an overhead cost.
Item II-Actual Direct Nonsalary Costs incurred during the term of this Agreement, as defined in
Schedule(s) "B", which is attached hereto and made a part hereof, all subject to audit.
Item III-Overhead Allowance based on agreed upon overhead during the term of this Agreement, as
-1-
F:\Project\211 - TOWN OF SOUTHOLD\21101O. Airfield Lighring\DesignIAgreemen15\INSP.CPFF.doc
0103
,
set forth in Schedule "C". which is attached hereto and made a part hereof.
Item IV-Fixed Fee-A negotiated lump sum fee. which in this Agreement shall equal $12,998.00.
This Fixed Fee is not subject to audit. and is not subject to review or modification unless the SPONSOR
determines that such review or modification is justifiable and advisable.
A summary of the monies due the CONSULTANT under Items I. II, III, and IV is set forth in
Schedule(s) "B".
Item V-In the event of any claims being made or actions being brought against the Project. the
CONSULTANT agrees to render assistance to the SPONSOR in responding to the claim or action. Such
assistance, and the costs associated therewith, shall be an Additional Service as described in Article II
hereof.
B. Partial Payments-The CONSULTANT shall be paid in monthly progress payments based on actual
allowable costs incurred during the month in accordance with Section "A" of this Article. Monthly
invoices shall clearly identify the costs of the services performed. A percentage of the Fixed Fee
described in Section "A", Item IV. of this Article shall be paid with each monthly progress payment.
The percentage to be used in calculating the monthly payment under Section "A", Item IV, shall equal
the ratio ofthe costs expended during the billing period to the maximum amount payable (exclusive of
Fixed Fee) allocated to fulfill the terms of this Agreement as established herein.
Accounts of the CONSULTANT shall clearly identify the costs of the services performed under this
Agreement and may be subject to periodic and final audit by the SPONSOR. the New York State
Department of Transportation (NYSDOT), and the Federal Aviation Administration (FAA). Such an
audit shall not be a condition for making partial payments.
C. Final Payment-Payment of the final invoice shall be made upon completion and acceptance of the
Project by the SPONSOR, the NYSDOT. and the FAA.
The maximum amount payable under this Agreement. including the CONSULTANT' s fixed fee, shall be
$99,649.00 unless there is a substantial change in the scope, complexity. character, orduration* of the
Basic Services to be performed in conjunction with Item VI above.
*Duration is applicable to construction observation only.
Execution of this Agreement by the SPONSOR and the CONSULTANT constitutes the SPONSOR's written
authorization to the CONSULTANT to proceed as of the above-written date with the performance of Basic
Services as set forth in Schedule(s) "A". The estimated time for completion of the Basic Services under this
Agreement. subject to the provisions of the following paragraph and of Articles 12, 13 and 23 hereof. shall be
as recorded in Schedule(s) "A".
-2-
F:\Projecl\211 - TOWN OF SQUrnOLD\21101O - Airfield Lighting\DesignIAgreement!\INSP-CPFF.doc
0103
ARTICLE 3-ST ANDARD OF CARE, STANDARD PRACTICES, AND REQUIREMENTS
The standard of care for all engineering and related services performed or furnished by the CONSULTANT under
this Agreernent shall be the care and skill ordinarily used by members of the CONSULTANT's profession
practicing under similar conditions at the same time and in the same locality. Before beginning to perform or
furnish any service hereunder, the CONSULTANT shall ascertain the standard practices of the SPONSOR, the
New York State Department of Transportation (the "NYSDOT"), and the Federal Aviation Administration (the
"FAA"), if any, for projects of a type similar to this Project. Where the CONSULT ANT deems it practicable to do
so, the services to be provided or furnished under this Agreement shall be performed in accordance with these
standard practices as long as they are consistent with the standard of care. If any of these standard practices are
inconsistent with the CONSULTANT's standard of care or are in conflict with one another, or if strict adherence
to the same is impossible or undesirable, then the CONSULTANT'S services may vary or deviate from such
standards.
ARTICLE 4-ENTIRE AGREEMENT
This Agreement, with its accompanying Schedule or Schedules, constitutes the entire agreement between the
SPONSOR and the CONSULTANT with respect to its subject matter, and supersedes any prior agreement, whether
written or verbal, with respect to that subject matter. This Agreement may be amended or modified only by
written instrument signed by the SPONSOR and the CONSULTANT.
ARTICLE 5- TAXES, ROYALTIES, AND EXPENSES
The CONSULT ANT shall pay all taxes, royalties, and expenses incurred by the CONSULTANT in connection with
performing its services under this Agreement, unless otherwise provided in Article 2.
ARTICLE 6--CONSUL T ANT LIABILITY
To the fullest extent permitted by law, the CONSULTANT shall indemnify the SPONSOR against, and hold it
harmless from, any suit, action, actual damage, and cost resulting solely from the negligent performance of
services or omission of the CONSULT ANT under this Agreement, up to the limits of any available insurance.
Negligent performance of services, within the meaning of this Article, shall include, in addition to negligence
founded upon tort, negligence based upon the CONSULTANT's failure to meet professional standards and
resulting in obvious or patent errors in the services performed hereunder.
Nothing in this Article or in this Agreement shall create or give to third parties any claim or right of action
against the CONSULTANT or the SPONSOR beyond such as may legally exist irrespective of this Article or this
Agreement.
ARTICLE 7-LABOR LAW REQUIREMENTS
The CONSULTANT, and any subconsultant or subcontractor retained by it in connection with the performance or
furnishing of services under this Agreement, shall comply with the requirements of state or federal statutes,
regulations, or orders applicable to the employment of employees, as set forth in Schedules "H" and "I", which
are attached hereto and made a part hereof.
The SPONSOR recognizes that the CONSULTANT will be required by the New York State Department of Labor
(the "NYSDOL") to compensate its personnel performing field survey work in accordance with applicable
-3-
F:\Projecl\211 . TOWN OF SOUTHOLD\211010 - Airfield Lighdng\De!ign\Agreements\INSP-CPFF.doc
0103
state wage rates in effect at the same time services are performed. The SPONSOR understands that the
CONSULT ANT has no control overthese labor rates and their periodic increases. Therefore, the SPONSOR agrees
to compensate the CONSULT ANT for field survey services included as a part of this Agreement in accordance
with the NYSDOL Prevailing Rate Schedule, which is incorporated by reference into this Agreement.
Furthermore, the SPONSOR shall compensate the CONSULTANT for all increases in labor costs, including
applicable overhead and profit, when those increases occur by direction of the NYSDOL. Billings for, and
payments by the SPONSOR of, these increases will take place routinely in accordance with the appropriate terms
of this Agreement and these increases will be paid as an additional cost over and above the agreed amount.
ARTICLE 8-NONDISCRIMINATION PROVISIONS
During the performance of its services under this Agreement, the CONSULTANT, and any subconsultant,
subcontractor, or vendor retained by it, shall comply with the nondiscrimination requirements set forth in
Schedules "H" and "I" hereto, as applicable to this Project.
The CONSULT ANT will include the provisions of Schedules "H" and "I" in every subconsultant agreement,
subcontract, or purchase order in such a manner that such provisions will be binding upon each subconsultant,
subcontractor, or vendor as to operations to be performed within the State of New York. The CONSULTANT will
take such action in enforcing such provisions of such subconsultant agreement, subcontract, or purchase order
as the SPONSOR may direct, including sanctions or remedies for non-compliance. If the CONSULTANT becomes
involved in or is threatened with litigation by a subconsultant, subcontractor, or vendor as a result of such
direction by the SPONSOR, the CONSULTANT shall promptly so notify the SPONSOR's legal counsel, requesting
such counsel to intervene and protect the interests of the SPONSOR.
ARTICLE 9-WORKER'S COMPENSATION AND LIABILITY INSURANCE
The CONSULTANT agrees to procure and maintain at its own expense, and without direct expense to the
SPONSOR, until final acceptance by the SPONSOR of the services covered by this Agreement, insurance of the
kinds and in the amounts hereafter provided, written by insurance companies authorized to do business in the
State of New York. Before commencing the performance of services hereunder, the CONSULTANT shall furnish
the SPONSOR a certificate or certificates, in form satisfactory to the SPONSOR, showing that it has complied
with this Article, which certificate or certificates shall provide that the policies shall not be changed or
canceled until thirty (30) days' written notice has been given to the SPONSOR. The kinds and amounts of
insurance required are as follows:
A. Policy or policies covering the obligations of the CONSULTANT in accordance with the provisions of
any applicable worker's compensation or disability benefits law, including for the State of New York
Chapter 41, Laws of 1914, as amended, known as the Workers' Compensation Law, and amendments
thereto, and Chapter 600 ofthe Laws of 1949, as amended, known as the Disability Benefits Law, and
this Agreement shall be void and of no effect unless the CONSULTANT procures such policy or policies
and maintains the same in force during the term of this Agreement.
B. Policy or policies of commercial general liability insurance, with broad form endorsement covering,
among other things, the CONSULTANT's obligation under Article 6 hereof, with limits of liability of
not less than One Million Dollars ($1,000,000) for all damages arising out of bodily injury, including
death at any time resulting therefrom sustained by one (I) person in anyone (I) accident; and, subject
to that limit for each person; not less than Three Million Dollars ($3,000,000) for all damages arising
out of bodily injury, including death at any time resulting therefrom, sustained by two (2) or more
persons in anyone (1) accident; and not less than One Million Dollars ($1,000,000) for all damages
arising out of injury to or destruction of property in anyone (1) accident, and, subject to that limit per
-4-
F:\Project\211 - TOWN OF SOUTHOlD\21 1010 - Airfield Ughtin.\Design\Agreemcnls\INSP-CPFF.doc
0103
accident, not less than Three Million Dollars ($3,000,000) for all damages arising out of injury to or
destruction of property during the policy period.
I. Liability insurance issued to and covering the liability of the CONSULTANT's subconsultants
and subcontractors, having the same policy limits as those set forth above, with respect to all
services or work performed by said subconsultants or subcontractors under this Agreement.
2. Protective liability insurance issued to and covering the liability of the CONSULTANT with
respect to all services under this Agreement performed for the CONSULTANT by
subconsultants or subcontractors.
3. Professional liability insurance issued to and covering the liability of the CONSULTANT with
respect to all professional services performed by it under this Agreement.
The SPONSOR, the NYSDOT, and the FAA shall be named as additional insureds, as their interests may
appear, under the insurance coverages described in Paragraph 8 above, except for the coverage described in
Subparagraph (3), which coverages shall be subject to all of the terms, exclusions, and conditions of the
applicable policy.
ARTICLE to-ASSIGNMENT REQUIREMENTS
The CONSULTANT specifically agrees that:
A. It is prohibited from assigning, transferring, conveying, subletting, or otherwise disposing of this
Agreement or of its right, title, or interest herein, or its power to execute this Agreement, to any other
person, company, or corporation without the previous consent in writing of the SPONSOR, the
Commissioner of the NYSDOT, and the FAA.
8. If this provision of the Agreement is violated, the SPONSOR may terminate this Agreement for cause in
accordance with the provisions of Article 12. Furthermore, the SPONSOR shall be relieved from any liability
and obligation hereunder to the person, company, or corporation to whom the CONSULTANT shall assign,
transfer, convey, sublet, or otherwise dispose of this Agreement in violation of the foregoing paragraph (A),
and such transferee shall forfeit and lose all monies assigned to it under this Agreement, except so much as
may be required to pay its employees.
ARTICLE ll-ADDlTIONAL SERVICES
If authorized in writing by the SPONSOR through a Supplemental Agreement, the CONSULTANT shall furnish or
obtain from others any service that is beyond the scope of Schedule(s) "A" ("Additional Services"). The scope
and time for performance of, and payment from the SPONSOR to the CONSULTANT for, any Additional Services
(which shall be on the basis set forth in Schedule(s) "8") shall be set forth in such Supplemental Agreement.
-5-
F:\Projcct\211 TOWN OF SOtrrHOLD\211010 - Airfield Lightlng\Design\Agrcemcnts\INSP-CPFF.doc
0103
ARTICLE 12-ABANDONMENT OR AMENDMENT OF PROJECT AND TERMINATION
A. ABANDONMENT OR AMENDMENT OF THE PROJECT-The SPONSOR shall have the absolute right to
abandon or to amend its Project or to change the general basis of performance at any time, and such
action on its part shall in no event be deemed a breach of this Agreement. If the SPONSOR amends its
Project or changes the general basis thereof, and the CONSULTANT is of the opinion that Additional
Services are made necessary thereby, then provisions of Article II of this Agreement with respect to
Additional Services shall apply. If the Sponsor abandons the Project, then the provisions of Paragraph
B( I )(b) below shall govern payment to the CONSULTANT.
B. TERMtNATION
The obligation to provide further services under this Agreement may be terminated:
I. For Cause:
a. By either party upon thirty (30) days' prior written notice in the event of substantial failure by
the other party to perform in accordance with the terms of this Agreement through no fault of
the terminating party. Notwithstanding the foregoing, this Agreement will not terminate as the
result of such substantial failure if the party receiving notice begins, within seven (7) days
after receipt of such notice, to correct its failure to perform and proceeds diligently to cure
such failure within thirty (30) days of such receipt; provided that, if and to the extent that such
substantial failure cannot reasonably be cured within such thirty (30)-day period, and if the
party has diligently attempted to cure the failure and thereafter continues diligently to cure the
problem, then the cure period may, in the discretion of the terminating party, be extended to
sixty (60) days after the receipt of notice.
b. By the CONSULTANT upon seven (7) days' writtet:l notice if (a) the CONSULTANT believes
that it is being requested by the SPONSOR to perform or furnish services contrary to or in
conflict with the CONSULTANT's responsibilities as a licensed design professional or the
standard of care set forth in Article 3 hereof; or (b) the CONSULTANT's services are delayed or
suspended for more than ninety (90) days, consecutively or in the aggregate, for reasons
beyond the CONSULTANT's control; or (c) the SPONSOR has abandoned, or is considered to
have abandoned, the Project.
2. For convenience by the SPONSOR, effective upon the receipt of notice by the CONSULTANT.
C. PAYMENTS UPON TERMINATION
I. For Cause:
a. By the SPONSOR: If the SPONSOR terminates this Agreement for cause upon completion of any
phase of Basic Services, then progress payments due the CONSULT ANT in accordance with
this Agreement for all such services performed by orfumished through the CONSULTANT and
its subconsultants, subcontractors, and vendors through the completion of such phase shall
constitute total payment for such services. If the SPONSOR terminates this Agreement for
cause during any phase of Basic Services, the CONSULTANT will also be paid for such
services performed or furnished in accordance with this Agreement by the CONSULTANT
during that phase through the date of termination on the basis specified in Schedule(s) "B".
The CONSULTANT will also be paid for the charges of its subconsultants, subcontractors, or
vendors who performed or furnished Basic Services to the extent that such services have been
performed or furnished in accordance with this Agreement through the effective date of the
termination. The SPONSOR shall also pay the CONSULTANT for all unpaid Additional Services
and unpaid Reimbursable Expenses.
b. By the CONSULTANT: If the CONSULTANT terminates this Agreement for cause upon
completion of any phase of Basic Services, then progress payments due the CONSULTANT in
-6-
F:\Project\211 - TOWN OF SOUTHOLD\21101O - Airfield Lighling\DesignIAgreements\INSP-CPFF.doc
0]03
accordance with this Agreement for all such services performed or furnished by the
CONSULT ANT and its subconsultants, subcontractors, or vendors through the completion of
such phase shall constitute total payment for such services. The CONSULT ANT shall also be
paid for all unpaid Additional Services and unpaid Reimbursable Expenses, as well as for the
CONSULTANT's reasonable expenses directly attributable to termination in accordance with
the rates for Additional Services set forth in Schedule(s) "B" measured from the date of
termination, including fair and reasonable sums for overhead and profit and the costs of
terminating the CONSULTANT's contracts with its subconsultants, subcontractors, or vendors.
2. For convenience
a. If the SPONSOR terminates this Agreement for convenience upon completion of any phase of
Basic Services, then progress payments due the CONSULTANT in accordance with this
Agreement for all such services performed by or furnished through the CONSULTANT through
the completion of such phase shall constitute total payment for such services. If the SPONSOR
terminates this Agreement for convenience during any phase of Basic Services, the
CONSULTANT will also be paid for such services performed or furnished in accordance with
this Agreement by the CONSULTANT during that phase through the date oftermination on the
basis specified in Schedule(s) "B". Additionally, the CONSULTANT will be paid for the
charges of its subconsultants, subcontractors, or vendors who performed or furnished Basic
Services through the effective date of termination. The SPONSOR shall also pay the
CONSULTANT for all unpaid Additional Services and unpaid Reimbursable Expenses, as well
as for the CONSULTANT's reasonable expenses directly attributable to termination in
accordance with the rates for Additional Services set forth in Schedule(s) "B" measured from
the date of termination, including fair and reasonable sums for overhead and profit and the
costs ofterminating the CONSULTANT's contracts with its subconsultants, subcontractors, or
vendors.
ARTICLE B-SUSPENSION OF SERVICES
If the CONSULTANT's services hereunder are delayed or suspended, in whole or in part, by the SPONSOR for
more than thirty (30) calendar days, consecutively or in the aggregate, through no fault of the CONSULTANT,
then the CONSULTANT shall be entitled to equitable adjustments of rates and amounts of compensation to
reflect, among other things, reasonable costs incurred by the CONSULTANT in connection with the delay or
suspension and reactivation and the fact that the time for performance of the CONSULTANT's services
hereunder has been revised. If the delay or suspension persists for more than ninety (90) days, consecutive or
in the aggregate, then the CONSULT ANT may considerthe Project to have been abandoned by the SPONSOR and
may terminate this Agreement for cause.
Upon the SPONSOR's resumption of its Project, and if the CONSULT ANT has not terminated this Agreement for
cause, the CONSULTANT shall resume its services under this Agreement until the services are completed and
accepted, subject to any adjustment in the rates set forth in Schedule(s) "B" because of the passage of time.
ARTICLE 14-INTERCHANGE OF DATA
During the performance of this Agreement, all technical data in regard to the Project whether (a) existing in the
office of the SPONSOR or (b) existing in the office of the CONSULTANT, shall be made available to the other
party to this Agreement without expense to such other party.
-7-
F:\Projecl\211 - TOWN OF SOUTHOLD\21101O - Airfield Lighling\Design\AgreemenfS\INSP-CPFF.doc
0103
ARTICLE IS-DISPOSITION OF PROJECT DOCUMENTS
At the time of completion of its services and upon payment in full therefor, the CONSULT ANT shall make
available to the SPONSOR copies of documents prepared as the result of this Agreement. These documents shall
then become the property of the SPONSOR and the maintenance of the data therein shall be the sole
responsibility of the SPONSOR. Any reuse of the documents by the SPONSOR or others on extensions of the
Project, or on any other project, without written verification or adaptation by the CONSULTANT and its
subconsultants, subcontractors, or vendors, as appropriate, for the specific purpose intended will be at the
SPONSOR's sole risk and expense and without liability or legal exposure to the CONSULTANT or its
subconsultants, subcontractors, or vendors. The SPONSOR shall indemnify the CONSULTANT, its
subconsultants, subcontractors, and vendors against, and hold them harmless from, all claims, damages, losses,
and expenses (including reasonable expert and attorneys' fees) arising out of or resulting from such reuse.
In the event that this Agreement is terminated for any reason, then within ten (10) days after such termination,
the CONSULTANT shall make available to the SPONSOR all data and material prepared under this Agreement,
including cover sheets, in accordance with and subject to the terms of the above paragraphs.
ARTICLE 16---CODE OF ETHICS
The CONSULT ANT specifically agrees that this Agreement may be canceled or terminated if any service under
this Agreement is in conflict with the provisions of Section 74 of the New York State Public Officers' Law, as
amended, and Schedule "G", which is attached hereto and made a part hereof.
ARTICLE 17-INDEPENDENT CONTRACTOR
The CONSULTANT, in accordance with its status as an independent contractor, shall conduct itself consistent
with such status; shall neither hold itself out as nor claim to be an officer or employee of the SPONSOR by
reason hereof; and shall not, by reason hereof, make any claim, demand, or application to or for any right or
privilege applicable to an officer or employee of the SPONSOR, including, but not limited to, workers'
compensation coverage, unemployment insurance benefits, Social Security coverage, or retirement membership
or credit.
ARTICLE IS-PATENT RIGHTS AND COPYRIGHTS
Any patentable result arising out of this Agreement, as well as all information, designs, specifications, know-
how, data, and findings, shall be made available without cost to the State of New York or its licensees and the
FAA for public use. No material prepared in connection with this Project shall be subject to copyright. The
State and the FAA shall have the right to publish, distribute, disclose, or otherwise use any material prepared
under this Project, subject to the provisions of Article 15 hereof.
ARTICLE 19-NEW YORK STATE PARTICIPATION
The services to be performed in this Agreement are included in a NYSDOT Project, which is being undertaken
and accomplished by the SPONSOR and the State of New York and pursuant to which the State of New York
has agreed to pay a certain percentage of the allowable Project costs. The State of New York is not a party to
this Agreement and no reference in this Agreement to the Commissioner of Transportation or any
representative thereof, or to any rights granted to the Commissioner of Transportation or any representative
thereof or the State of New York by the Agreement, makes the State of New York a party to this Agreement.
-8-
F:\Projcct\211 - TOWN OF SQUTHOLD\2 I 1010 . Airfield lighling\Design\Agrcemen[JIINSp..cPfF.doc
0103
The CONSULTANT and the SPONSOR agree that properly authorized officials of the State of New York may
from time to time inspect all Project documents for the purpose of insuring compliance with New York State
laws and protecting the interests of the State of New York.
ARTICLE 20-FEDERAL PARTICIPATION
The FAA is not a party to this Agreement, although the Project work program covered by this Agreement is to
be financially aided in part by a Grant Agreement between the SPONSOR and the FAA as provided for under
the Airport and Airway Oevelopment Act of 1970 (P.L. 91258). The SPONSOR and the CONSULTANT hereby
agree to comply fully with the conditions set forth in detail in the Grant Agreement as though they were set
forth in detail in this Agreement, including the requirements set forth in Schedules "0", "F', "G", and "H"
hereto. The CONSULTANT further agrees that, by reason of complying with the conditions of the Grant
Agreement, no obligation is entailed on the part of the FAA to the CONSULTANT.
The CONSULT ANT and the SPONSOR agree that properly authorized officials of the FAA may from time to time
inspect all Project documents for the purpose of insuring compliance with Federal laws and protecting the
interests of the FAA.
ARTICLE 21-MISCELLANEOUS
A. The CONSULTANT shall require all persons employed to perform services hereunder, including its
subconsultants or subcontractors, vendors, agents, officers, and employees, to comply with applicable
laws in the jurisdiction in which the Project is located.
B. If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be
affected thereby if such remainder would then continue to conform to the terms and requirements of
applicable law.
C. By execution of this Agreement, the CONSULTANT represents that it has not paid, and also agrees not
to pay, any bonus or commission for the purpose of obtaining any approval of this Agreement.
O. Any notice required under this Agreement shall be in writing, addressed to the appropriate party at the
address set forth above (as modified in writing from time to time by such party), and shall be given
personally; by registered or certified first-class mail, postage prepaid and return receipt requested; by
facsimile transmission, with confirmation of receipt; or by a nationally-recognized overnight courier
service, with proof of receipt. Notice shall be effective upon the date of receipt. For purposes of this
Agreement, failure or refusal to accept receipt shall constitute receipt nonetheless. Either party may
change its address for notice by giving notice to the other in accordance with the terms of this
paragraph.
E. This Agreement, and the interpretation and enforcement of the provisions hereof, is governed by the
laws of the State of New York.
ARTICLE 22 - SUBCONSUL T ANTS/SUBCONTRACTORS
All subconsultants and subcontractors performing services for or work on this Project shall be bound by the
same required provisions of this Agreement as is the CONSULTANT. As set forth above, all agreements
between the CONSULTANT and a subconsultant, subcontractor, or vendor shall include all standard required
contract provisions. and such agreements shall be subject to review by the NYSOOT and the FAA.
-9-
F:\Projtct\2] 1 . TOWN OF SQUTHOLD\2 I 1010 - Airfield lighting\DesignIAgreemenls\INSP-CPFF.doc:
0103
ARTICLE 23 - FORCE MAJEURE
Any delay in or failure of performance of any party to this Agreement shall not constitute a default under this
Agreement nor give rise to any claim for damage, if and to the extent such delay or failure is caused by
occurrences or events beyond the control of the party affected, including, but not limited to, acts of God;
expropriation or confiscation of facilities or compliance with any order or request of government authority,
affecting to a degree not presently existing, the supply, availability, or use of personnel or equipment; loss of
utility services; blizzard; flood; fire; labor unrest; strikes; war; riot; or any cause the party is unable to prevent
with reasonable diligence. A party who is prevented from performing for any reason shall immediately notify
the other in writing of the reason forthe nonperformance and the anticipated extent of any delay. Additionally,
if the delay resulting from any of the foregoing increases the cost of or time required by Consultant to perform
its services hereunder in an orderly and efficient manner, then Consultant shall be entitled to an equitable
adjustment in schedule and/or compensation.
ARTICLE 24 - DISPUTE RESOLUTION
A. SPONSOR and the CONSULTANT agree to negotiate in good faith for a period ofthirty (30) days from
the date of notice of disputes between them prior to exercising their right under the following
paragraph. The thirty-day (30) period may be extended upon mutual agreement of the parties.
B. If any dispute cannot be resolved pursuant to the above paragraph, and only if mutually agreed by
SPONSOR and CONSULT ANT, said dispute and all unsettled claims, counterclaims, and other matters
in question between them arising out of or relating to this Agreement or the breach of any provision
hereof ("disputes") shall be submitted to mediation by a mediator, to be selected by the parties jointly,
prior to a party initiating a legal action against the other, unless initiating mediation would irrevocably
prejudice one of the parties. It is the intention of the parties that any agreement reached at mediation
become binding. The cost of mediation shall be shared equally between the parties.
-10-
F;\Projecl\211 TOWN OF SQUTHOlD\21101O - Airfield Ligtuiog\Dcsign\Agreemen15\INSP-CPFF.doc
0103
IN WITNESS WHEREOF, this Agreement has been executed by the SPONSOR, acting by and through the
Supervisor of the Town of Southold, who has caused the seal of his or her office to be affixed hereto, and by
the CONSULTANT, acting by and through a duly-authorized officer, effective the day and year first above-
written, subject to the approval of the Commissioner of the NYSDOT, the State Comptroller, and the FAA.
SPONSOR
CONSULTANT
C&S ENGINEERS, INC,
B[JJ~~{:.l. r!li--
:::..r~~~
Scott Russell
By:
Title:
Suoervisor
Title:
Managing Engineer. Airoort Services Grouo
Date:
s-f iI /"}
Date:
_z;;-~ /07
-11-
F:\Project\211 TOWN OF SOUTHOLD\211010 - Airfield Ugh1iolllDesign\Agrecmentll\INSP-CPFF.doc
0]03
SCHEDULE A
SCOPE OF WORK
Project Title:
Airport Name:
Services Provided:
Airfield Lighting
Elizabeth Field
Construction Observation & Administration
Project Description:
The CONSULT ANT shall provide the following services, including construction contract administration and full-
time construction observation, during construction of the Airfield Lighting project. The Project will be
constructed by the SPONSOR with grant assistance from the Federal Aviation Administration (FAA) Airport
Improvement Program (AlP) and the New York State Department of Transportation (NYSDOT).
This project generally consists of the removal and replacement of the existing airfield lights on the two
intersecting runways along with the navigational aids that include four existing Precision Approach Path
Indicators (PAPIs) and four Runway End Identifier Light (REIL) systems. This shall also include replacement
of the lighted windcone, seven obstruction lights and all associated cables, conduits, regulators and other
electrical equipment associated with the airfield lighting system. It is anticipated that this project will
commence on September 10, 2007.
Services to be provided by the CONSULTANT shall include engineering services required to accomplish the
following:
CONSTRUCTION CONTRACT ADMINISTRATION PHASE
The Construction Contract Administration Phase shall consist of observation of the construction to become
generally familiar with the progress and quality of the Contractor's work to determine if the work is proceeding
in general conformity with the Contract Documents. In addition, the CONSULT ANT shall aid the SPONSOR by
acting as its liaison and Project coordinator with the NYSDOT and the FAA during the construction of the
Project. Construction Contract Administration includes the following services:
I. Provide consultation and advice to the SPONSOR during construction, including the holding of a pre-
construction conference, weekly construction coordination meetings, and other meetings required
during the course of construction. Prepare and distribute minutes of all meetings.
2. Review, approve, or take other appropriate action on all Contractor-required submittals, such as
construction schedules and phasing programs, shop drawings, product data, catalog cuts, and samples.
3. Review alternative construction methods proposed by the Contractor and advise the SPONSOR of the
impact of these methods on the schedule and quality of the Project.
4. Prepare supplemental drawings and change orders necessary to execute the work properly within the
intended scope. Assist the SPONSOR in resolving contractor claims and disputes.
5. Provide interpretation of the Contract Document requirements and advise the Contractor of these on
behalf of the SPONSOR when necessary.
6. Furnish the SPONSOR one reproducible set of the record drawings for the completed Project taken
from the annotated record drawings prepared by the resident inspector based upon Contractor-
provided information.
A-I
F:\Projcct\211 TOWN OF SOUTHOlD\21101O . Airfield Ughting\DesignIAgrecmenrsIINSP-CPfF.doc
7. Prepare reimbursement request packages; coordinate their execution by the SPONSOR; and submit to
the funding agencies.
8. Conduct pre-final and final inspections of the completed Project with the SPONSOR's airport
personnel, the FAA, and the Contractor.
9. Issue certificates of construction completion to the SPONSOR, the FAA, and the NYSDOT.
10. Perform an orderly closeout of the Project as required by the SPONSOR, the FAA, and the NYSDOT.
II. Provide assistance to the SPONSOR as a witness in any litigation that may arise from the development
or construction of the Project. Payment for this service will be as stated in Article Z(A), Item V, of the
CONSULTANT Agreement for the Project, of which this Schedule forms a part.
CONSTRUCTION OBSERVATION PHASE
The construction observation phase shall consist of construction observation by a full-time resident engineer or
inspector and supporting staff who will also:
I. Maintain a Project record in accordance with the Manual of Uniform Record Keeping (MURK)
requirements of the NYSDOT for aviation capital projects.
2. Review documents and submissions by Contractor(s) pertaining to scheduling and advise the
SPONSOR as to their acceptability.
3. Observe the Work to determine substantial conformity with the Contract Documents and to ascertain
the need for correction or rejection of the Work.
4. Attend and conduct pre-construction, pre-paving and pre-installation conferences; weekly progress
meetings; and final inspection of the completed Project.
5. Observe testing and inspection. Arrange for, conduct, or witness field, laboratory, or shop tests of
construction materials as required by the plans and specifications for the Project; monitor the
suitability of materials on the Project site or brought to the Project site to be used in construction;
interpret the contract plans and specifications and check the construction activities for substantial
compliance with the design intent; measure, compute, or check quantities of Work performed and
quantities of materials in-place for partial and final payments to the Contractor.
6. Prepare and submit inspection reports of construction activity and problems encountered as required
by the SPONSOR, the NYSDOT, and the FAA.
7. Prepare, review, and approve monthly and final payments to Contractor(s).
8. Prepare and implement a Quality Control and Assurance Plan as required by the FAA for monitoring
material requirements and properties throughout the course of construction.
A-Z
F:\Projcct\211 - TOWN OF SQUTHOlD\21101O - Airfield UghtinS\Design\Agreemenlll\INSP-CPFF.doc
The CONSULTANT agrees to perform the services in the Construction Observation Phase of this Project during
the construction contract period, estimated to be as follows:
Pre-Construction:
Inspection Supervisor, 2 days
Resident Engineer, 3 days
Inspection:
Inspection Supervisor, 3 days
Resident Engineer, 40 days @ 10 hrs/day
Post-Construction:
Inspection Supervisor, 2 days
Resident Engineer, 4 days
Rain Days:
Resident Engineer, 5 days
A-3
F:\Project\211 - TOWN OF SQUTHOLD\211010 - Airfield Llghring\Design\Agrccmenls\INSP-CPFF.doc
RESPONSmILlTIESIDUTIES OF INSPECTION STAFF
In general, the on-site inspection staff is responsible for monitoring construction activity on a project and
documenting their observations in a formal project record. The Project record contents and its preparation shall
be in accordance with the NYSDOT M.U.R.K.
The M.U.R.K. System consists of the following records and duties:
I. Engineer's Daily Project Diary
2. Inspector's Daily Reports
3. Summary of Inspector's Daily Reports
4. Preparation of FAA Weekly Reports
5. Prime/Subcontractor Work Summary
6. Preparation of Material Acceptance Reports
7. Preparation of Certification and Testing Log Book
8. Review Subcontractor approval forms
9. Prepare statement of days charged on a weekly basis
10. Conduct Wage Rate Interviews with prime/subcontractors employees
11. Conduct Project meetings with Sponsor and Contractors
12. Field measure quantities on a daily basis
13. Collect and monitor weekly payrolls for Davis Bacon Act Compliance
14. Preparation of Periodic Payment Request for Contractor
15. Record deviations from the contract plans for preparation of record drawings
16. Preparation and review of Change OrderslForce Account Work
The Resident Inspector will assist the SPONSOR and Contractor regarding construction activity as it relates to
aircraft operations and coordination of Notice to Airmen (NOT AMS) as required.
END OF SCHEDULE
A-4
F:\Project\211 - TOWN OF SDUTHOLD\21101O - Airfield Ughting\Design\ABrcemcn~\INSP-CPFF.doc
. ENGINEERS
DESIGN BUILD
TECHNICAL RESOURCES
OPERATIONS
ARCHITECTURAUENGINEERING
COST SUMMARY
SCHEDULE"B"
INSPECTION PHASE
PROJECT NAME: AIRFIELD LIGHTING DATE: 01-May-07
PROJ DESCRIPTION REPLACE RUNWAY LIGHTING AND NAVIGATIONAL AIDS AlE: C & S ENGINEERS, INC.
PROJECT NO: 211.010
CLIENT: TOWN OF SOUTHOLD cas CONTACT: BRUCE CLARK
CLIENT MANAGER: THOMAS DOHERTY
I. DIRECT SALARY COSTS: MAXIMUM AVERAGE
RATE OF PAY RATE OF PAY
TITLE ($tHR) ($tHRI @ HOURS COST
A. SERVICE GROUP MANAGER $62.40 $60.70 X 0 $0.00
B. MANAGING ENGINEER $58.00 $44.80 X 32 $1,434.00
C. SENIOR PROJECT ENGINEER $44.50 $37.60 X 0 $0.00
D. PROJECT ENGINEER $39.40 $32.80 X 58 $1,902.00
E. ENGINEER $29.30 $28.90 X 0 $0.00
F. STAFF ENGINEER $28.80 $25.20 X 32 $806.00
G. SENIOR DESIGNER $31.80 $30.10 X 0 $0.00
H. DESIGNER $25.50 $22.60 X 20 $452.00
1. CADD DESIGNER $23.80 $20.50 X 0 $0.00
J. CADD OPERATOR $23.20 $20.20 X 0 $0.00
K. TECHNICAL TYPIST $24.60 $22.10 X 10 $221.00
1.. GRANTS ADMINISTRATOR $28.00 $26.70 X 20 $534.00
M. MANAGER AIRPORT PLANNING $63.90 $50.40 X 0 $0.00
N. SENIOR PLANNER $34.80 $32.40 X 0 $0.00
O. PLANNER $32.40 $28.60 X 0 $0.00
P. STAFF PLANNER $22.10 $20.80 X 0 $0.00
Q. PROJECT ARCHITECT $36.50 $34.40 X 0 $0.00
R. STAFF ARCHITECT $25.70 $24.50 X 0 $0.00
S. SENIOR PROJ GEOLOGIST (SOILS ENG) $44.00 $42.80 X 0 $0.00
T. GEOLOGIST $30.60 $23.20 X 0 $0.00
U. SENIOR PROJECT SCIENTIST $43.90 $41.80 X 0 $0.00
V. ENVIRONMENTAL SCIENTIST $28.20 $26.50 X 0 $0.00
W. ENVIRONMENTAL ANALYST $24.40 $21.50 X 0 $0.00
X. SENIOR CONSTRUCTION SUPERVISOR $58.30 $48.90 X 66 $3,325.00
Y. RESIDENT ENGINEER $39.40 $35.90 X 496 $17,806.00
Z. CHIEF INSPECTOR $33.60 $30.30 X 0 $0.00
AA. SENIOR INSPECTOR $32.40 $29.10 X 0 $0.00
BB. INSPECTOR $31.80 $27.80 X 0 $0.00
CC. JUNIOR INSPECTOR $19.70 $18.50 X 0 $0.00
DD. CONST RECORDS SPECIALIST $24.50 $23.70 X 40 $948.00
EE. PARTY CHIEF $44.10 $42.00 X 0 $0.00
FF. INSTRUMENT MAN $41.10 $39.10 X 0 $0.00
GG. RODMAN $41.10 $39.10 X 0 $0.00
TOTAL ESTIMATED DIRECT SALARY COST: $27,428.00
II. OVERHEAD EXPENSES & PAYROLL BURDEN PER SCHEDULE 'C' .
(AUDITABLE, ESTIMATED AND EXPRESSED AS A PERCENTAGE
OF DIRECT SALARY COST):
155.00%
$42,513.00
III. SUBTOTAL OF ITEMS I & II:
$69,941.00
6-1
IV. ESTIMATE OF DIRECT EXPENSES:
A. TRAVEL. BY AUTO:
16 TRIPS @ 350 MILESfTRIP @ $0.485 $2.716.00
B. TRAVEL, ON SITE, BY AUTO:
40 DAYS @ 10 MILESlDAY @ $0.485 $194.00
C. TRAVEL, BY AIR:
8 TRIPS @ PERSONS @ $350.00 $2,800.00
D. PER DIEM:
50 DAYS @ 1 PERSONS @ $192.00 $9,600.00
E. CELL PHONE: 2 MONTHS@ $200.00 $400.00
F. MISCELLANEOUS: $1,000.00
TOTAL ESTIMATE OF DIRECT EXPENSES:
A.
V. FIXED FEE (PROFIT, lUMP SUM):
LABOR PLUS OVERHEAD:
B.
VI. SUBCONTRACTS:
A.
DIRECT EXPENSES:
TOTAL FIXED FEE:
B. ESTIMATE OF CONSTRUCTION TESTING SERVICES:
ESTIMATE OF CUT & FILL SURVEYS:
VII. TOTALS:
A.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
ASPHALT TECHNICIAN (PLANT):
SOILSlCONCRETE TECHNICIAN:
ADDITIONAL PAVEMENT CORES:
TRIP CHARGE:
MECHANICAL ANALYSIS:
HYDROMETER ANALYSIS:
ATTERBERG LIMITS:
LABORATORY PROCTORS:
CONCRETE COMPRESSIVE STRENGTH:
CONCRETE FLEXURAL STRENGTH:
TOPSOil (pH):
LA ABRASION:
MAGNESIUM SULFATE SOUNDNESS:
NATURAL MOISTURE CONTENT:
o
o
o
o
o
o
o
o
o
o
o
o
o
o
DAYS @
DAYS @
EACH @
EACH @
EACH @
EACH @
EACH @
EACH @
EACH @
EACH @
EACH @
EACH @
EACH @
EACH @
15%
(OF III.)
15%
IOFIV.)
$500.00
$450.00
$50.00
$60.00
$35.00
$60.00
$55.00
$100.00
$6.00
$5.00
$15.00
$180.00
$185.00
$6.00
TOTAL ESTIMATED CONSTRUCTION TESTING SERVICES:
$16,710.00
$10,491.00
$2,507.00
$12,998.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
ESTtMATE OF MAXIMUM TOTAL COST FOR INSPECTION SERVICES, AGREEMENT TOTAL & FAA ELIGIBLE:
$99,649.00
B-2
SCHEDULE C
C&S ENGINEERS, INC
499 COL. EILEEN COLLINS BLVD.
SYRACUSE, NY 13212
PROJECTED ALLOW ABLE OVERHEAD
FYE 12/31/04
SALARY OVERHEAD (PAYROLL BURDEN)
Vacation & Holiday
Sick & Personal
Meetings Conventions &
Education
FICA Taxes
U. E. Taxes
WC Insurance
Group Insurance
Bonus
Employee Benefits
Payroll PreDaration
TOTAL
GENERAL & ADMINISTRATIVE OVERHEAD
Indirect Labor
Clerical & Administrative
Project Development
Office Supplies & Services
Office Equipment Rent &
Maintenance
Library & Internet/Intranet
Travel Expenses
Insurance
Depreciation
Rent & Janitorial
Utilities & Maintenance
Telephone
Auto Expenses
Dues & Fees
Workshops, Seminars,
& Education
Legal & Accounting
TOTAL
TOTAL ALLOWABLE OVERHEAD
TOTAL DIRECT LABOR
F:\Project\2J1 - TOWN OF SOUTHOLD\21IOJO - Airfield LightingIDcsignIAgreemenlJIINSP-CPFF.doc
C-I
DOLLARS
1,210,000.00
360,000.00
140,000.00
1,025,000.00
125,000.00
75,000.00
950,000.00
200,000.00
300,000.00
25.000.00
$4,410,000.00
1,740,000.00
1,475,000.00
1,700,000.00
600,000.00
660,000.00
175,000.00
450,000.00
500,000.00
160,000.00
740,000.00
200,000.00
255,000.00
150,000.00
85,000.00
152,500.00
110.000.00
$9,152,500.00
$13,562,500.00
$8,750,000.00
MULTIPLIER
13.83%
4.11%
1.60%
11.71%
1.43%
0.86%
10.86%
2.29%
3.43%
0.29%
50.40%
19.89%
16.86%
19.43%
6.86%
7.54%
2.00%
5.14%
5.71%
1.83%
8.46%
2.29%
2.91%
1.71%
0.97%
1.74%
1.26%
104.60%
155.00%
100.00%
""04
SCHEDULE ''D''
U.S. DEPARTMENT OF TRANSPORTATION
FEDERAL A VIA TION ADMINISTRATION
AIRPORT IMPROVEMENT PROGRAM
SPONSOR CERTIFICATION
Town of Southold
SELECTION OF CONSULTANTS
Elizabeth Field
(Sponsor)
(Airport)
3-36-0029-14-07
(Project Number)
This project generally consists of the removal and replacement of the existing airfield lights on the two intersecting runways
along with the navigational aids that include four existing Precision Approach Path Indicators (PAPIs) and four Runway End
Identifier Light (REIL) systems. This shall also include replacement of the lighted windcone, seven obstruction lights and all
associated cables, conduits, regulators and other electrical equipment associated with the airfield lighting system. It is
anticipated that this project will commence on September 10, 2007.
(Work Description)
Title 49, United States Code, section 47105(d), authorizes the Secretary to require certification from the
sponsor that it will comply with the statutory and administrative requirements in carrying out a project under
the Airport Improvement Program (AlP). General standards for selection of consultant services within Federal
grant programs are described in Title 49, Code of Federal Regulations (CPR), Part 18.36. Sponsors may use
other qualifications-based procedures provided they are equivalent to specific standards in 49 CPR 18 and
FAA Advisory Circular 150/5100-14, Architectural, Engineering, and Planning Consultant Services for
Airport Grant Projects.
Except for the certified items below marked not applicable (N/ A), the list includes major requirements for this
aspect of project implementation, although it is not comprehensive, nor does it relieve the sponsor from fully
complying with all applicable statutory and administrative standard.
1. Solicitations were (will be) made to ensure fair and open competition
from a wide area of interest.
2. For contracts over $100,000, consultants were (will be) selected using
competitive procedures based on qualitications, experience, and
disadvantaged enterprise requirements with the fees determined
through negotiations.
3. A record of negotiations has been (will be) prepared reflecting
considerations involved in the establishment of fees, which are not
significantly above the sponsor's independent cost estimate.
4. If engineering or other services are to be performed by sponsor force
account personnel, prior approval was (will be) obtained from the
FAA.
5. The consultant services contracts clearly establish (will establish) the
scope of work and delineate the division of responsibilities between all
parties engaged in carrying out elements of the project.
6. Costs associated with work ineligible for AlP funding are (will be)
clearly identified and separated from eligible items in solicitations,
contracts, and related project documents.
D-l
F:\Project\2Il - TOWN OF SQUTHOLD\211010 - Airfield Ughting\Design\Agrccments\INSP-CPFF.doc
Yes
No
N/A
o
o
o
o
o
o
o
o
o
o
o
o
o
o
o
o
o
o
01/03
Yes No N/A
7. Mandatory contact provisions for grant-assisted contracts have been 0 0 0
(will be) included in consultant services contracts.
8. The cost-plus-percentage-of-cost methods of contracting prohibited 0 0 0
under Federal standards were not (will not be) used.
9. If the services being procured cover more than the single grant project
referenced in this certification, the scope of work was (will be) 0 0 0
specifically described in the advertisement, and future work will not be
initiated beyond five years.
I certify, for the project identified herein, responses to the forgoing items are accurate as marked and have
prepared documentation attached hereto for any item marked "no" that is correct and complete.
Town of Southold
(Name of Sponsor)
(Signature)
(Typed Name of Sponsor's Designated Official Representative)
(Typed Title oj Sponsor's Designated Official Representative)
(Date)
END OF SCHEDULE
D-2
F:\Projecl\211 - TOWN OF SOUTHOLD\21101O - Airfield LighlinglDesignIAgreemellts\INSP-CPFF.doc
01/03
SCHEDULE E
(RESOLUTION TO BE INSERTED)
F;\Projedl211 - TOWN OF SOUTHOLD\21101O - Airfield Lighling\Design\AgreemenU\lNSP-CPFF.doc
01103
SCHEDULE G
CERTIFICATION OF CONSULTANT
I hereby certify that I am a Managing Engineer of the Airport Services Group and a duly authorized
representative of the firm of C&S Engineers, Inc., whose address is 499 Col. Eileen Collins Blvd., Syracuse,
New York, 13212 and that neither I nor the above firm I here represent has:
A. employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration,
any firm or person (other than a bona fide employee working solely for me or the above consultant) to
solicit or secure this Contract.
B. agreed, as an express or implied condition for obtaining this Contract, to employ or retain the services
of any firm or person in connection with carrying out the Contract, or
C. paid or agreed to pay to any firm, organization, or person (other than a bona fide employee working
solely for me or the above consultant) any fee, contribution, donation, or consideration of any kind for,
or in connection with, procuring or carrying out the Contract; except as here expressly stated (if any):
I acknowledge that this certificate is to be furnished to the FAA of the United States' Department of
Transportation, in connection with this Contract, involving participation of Airport Improvement
Program (AlP) funds and is subject to applicable state and Federal laws, both criminal and civil.
~l/~7
Dae
fJ,-~ JAl !!~L
Bruce W. Clark, P.E.
Managing Engineer
Airports Service Group
END OF SCHEDULE
G-l
f:\Projecl\211 - TOWN OF SQUTHOLD\211010 - Airfield Ughling\Dcsign\Agrecmcnts\INSP-CPFF.doc
01/03
SCHEDULE H
AIRPORT AID PROGRAM
CONTRACTOR CONTRACTUAL REQillREMENTS
CIVIL RIGHTS ACT OF 1964, TITLE VI - 49 CFR PART 21
During the performance of this contract. the contractor. for itself, its assignees and successors in interest (hereinafter referred to as
the "contractor") agrees as follows:
1. Compliance with Regulations. The contractor shall comply with the regulation relative to nondiscrimination in
federally assisted programs of the Department of Transportation (hereinafter, "DOT") Title 49, Code of Federal Regulations, Part
21, as they may be amended from time to time. (hereinafter referred to as the Regulations), which are herein incorporated by
reference and made a part of this contract.
2. Nondiscrimination. The contractor, with regard to the work performed by it during the contract, shall not discriminate
on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of
material and leases of equipment. The contractor shall not participate either directly or indirectly in the discrimination prohibited
by section 21.5 of the Regulations, including employment practices when the contract covers a programs set forth in Appendix B
of the Regulations.
3. Solicitation for Subcontracts, Including Procurements of Materials and Equipment. In all solicitations, either by
competitive bidding or negotiation, made by the contractor for work to be performed under a subcontract, including procurements
of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the contractor of the contractor's
obligations under this contract and the regulations relative to nondiscrimination on the grounds of race, color, or national origin.
4. Information and Reports. The contractor shall provide all information and reports required by the regulation or
directives issued pursuant thereto and shall permit access to its books, records, accounts, other sources of information, and its
facilities as may be determined by the sponsor or the Federal Aviation Administration (FAA) to be pertinent to ascertain
compliance with such regulations, orders and instructions. Where any information required of a contractor shall so certify to the
sponsor or the FAA, as appropriate, and shall set forth what efforts it has made to obtain the information.
5. Sanctions for Noncompliance. In the event of the contractor's noncompliance with the nondiscrimination provisions of
this contract, the sponsor shall impose such contract sanction as it or the FAA may determine to be appropriate, including but not
limited to--
(a) withholding of payments to the contractor under the contractor under the contract until the contractor complies.
andlor
(b) cancellation. termination, or suspension of the contract. in whole or in part.
6. Incorporation of Provisions. The contractor shall include the provisions of paragraphs I through 5 in every
subcontract, including procurements of materials and leases of equipment. unless exempt by the regulations or directivities issued
pursuant thereto. The contractor shall take such action with respect to any subcontract or procurement as the sponsor of the FAA
may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided. however, that in the event a
contractor becomes involved in or is threatened with. litigation with a subcontractor or supplier as a result of such direction, the
contractor may request the sponsor to enter into such litigation to protect the interests of the sponsor and. in addition, the
contractor may request the United States to enter into such litigation to protect the interest of the United States.
Disadvantaged Business Enterprise (DBE) Assurances
49 CFR Part 26
1. Policy. It is the policy of the Department of Transportation (001) that disadvantaged business enterprises, as defined in
49 CPR Part 23. shall have the maximum opportunity to participate in the performance of contracts and subcontracts finances in
whole or in part with Federal funds under this agreement.
2. DBE Obligation, The contractor agrees to ensure that disadvantaged business enterprises, as defined in 49 CFR Part 23
have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with
Federal funds provided under this agreement. In this regard. all contractors shall take all necessary and reasonable steps in
accordance with 49 CFR Part 23 to ensure that disadvantaged business enterprises have the maximum opportunity to compete for
and perform contracts. Contractors shall not discriminate on the basis of race. color. national origin, or sex in the award and
performance of DOT assisted contracts.
H-l
F;\Proje<:t\211 - TOWN OF SOUTHOLD\21 (010 - Airfield Upting\Dcsip\AareementlIlNSP-CPFF.dcx::
01/03
Airport and Airway Improvement Act of 1982, Section 520
General Civil Rights Provisions
49 V.S.C. 47123
The contractor assures that it will comply with pertinent statutes, executive orders and such rules as are promulgated to assure that
no person shall, on the grounds of race, creed, color. national origin, sex, age, or handicap be excluded from participating in any
activity conducted with or benefiting from Federal assistance. This provision obligates the tenant/concessionaire/lessee or its
transferee for the period during which Federal assistance is extended to the airport a program, except where Federal assistance is
to provide, or is in the form of personal property or real property or interest therein or structures or improvements thereon. In
these cases the provision obligates the pany or any transferee for the longer of the following periods: (a) the period during which
the property is used by the airport sponsor or any transferee for a purpose for which Federal assistance is extended, or for another
purpose involving the provision of similar services or benefits or (b) the period during which the airport sponsor or any transferee
retains ownership or possession of the property. In the case of contractors, this provision binds the contractors from the bid
solicitation period through the completion of the contract. This provision is in addition to that required of Title VI of the Civil
Rights Act of 1964.
Access to Records and Reports
49 CFR Part 18.36(i)
The Contractor shall maintain an acceptable cost accounting system. The Contractor agrees to provide the Sponsor. the Federal
Aviation Administration and the Comptroller General of the United States or any of their duly authorized representatives access to
any books. documents. papers, and records of the contractor which are directly pertinent to the specific contract for the purpose of
making audit, examination. excerpts and transcriptions. The Contractor agrees to maintain all books, records and reports required
under this contract for a period of not less than three years after final payment is made and all pending matters are closed.
Rights to Inventions
49 CFR Part 18.36(i)(8)
All rights to inventions and materials generated under this contract are subject to regulations issued by the FAA and the Sponsor of
the Federal grant under which this contract is executed.
Lobbying and Influencing Federal Employees
49 CFR Part 20, Appendix A
(I) No Federal appropriated funds shall be paid, by oron behalf of the contractor, to any person for influencing or attempting to
influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee
of a Member of Congress in connection with the making of any Federal grant and the amendment or modification of any
Federal grant.
(2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting
to influence an officer or employee of any agency. a Member of Congress, an officer or employee of Congress. or an
employee of a Member of Congress in connection with any Federal grant, the contractor shall complete and submit Standard
Form-LLL, "Disclosure of Lobby Activities," in accordance with its instructions.
Trade Restriction Clause
49 CFR Part 30
The contractor or subcontractor, by submission of an offer and/or execution of a contract, certifies that it:
a. is not owned or controlled by one or more citizens of a foreign country included in the list of countries that discriminate
against U.S. firms published by the Office of the United States Trade Representative (USTR):
b. has not knowingly entered into any contract or subcontract for this project with a person that is a citizen or national of a
foreign country on said list, or is owned or controlled directly or indirectly by one or more citizens or nationals of a
foreign country on said list;
c. has not procured any product nor subcontracted for the supply of any product for use on the project that is produced in a
foreign country on said list.
Unless the restrictions of this clause are waived by the Secretary of Transportation in accordance with 49 CPR 30.17, no contract
shall be awarded to a contractor or subcontractor who is unable to cenify to the above. If the contractor knowingly procures or
H-2
F:\Projccl\211 TOWN OF SOUTHOLD\21101O - Airfield Lighting\Delip\Agreemcnts\INSP.cPFF.doc
01/03
subcontracts for the supply of any product or service of a foreign country on said list for use on the project, the Federal Aviation
Administration may direct through the Sponsor cancellation of the contract at no cost to the Government.
Further, the contractor agrees that, if awarded a contract resulting from this solicitation, it will incorporate this provision for
certification without modification in each contract and in all lower tier subcontracts. The contractor may rely on the certification
of a prospective subcontractor unless it has knowledge that the certification is erroneous.
The contractor shall provide immediate written notice to the sponsor if the contractor learns that its certification or that of a
subcontractor was erroneous when submitted or has become erroneous by reason of changed circumstances. The subcontractor
agrees to provide written notice to the contractor if at any time it learns that its certification was erroneous by reason of changed
circumstances.
This certification is a material representation of fact upon which reliance was placed when making the award. If it is later
detennined that the contractor or subcontractor knowingly rendered an erroneous certification, the Federal Aviation Administration
may direct through the Sponsor cancellation of the contract or subcontract for default at no cost to the Government.
Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render, in good
faith, the certification required by this provision. The knowledge and infonnation of a contractor is not required to exceed that
which is normally possessed by a prudent person in the ordinary course of business dealings.
This certification concerns a matter within the jurisdiction of an agency of the United States of America and the making of a false,
fictitious, or fraudulent certification may render the maker subject to prosecution under Title 18, United States Code, Section
1001.
Tennination of Contract
49 CFR Part 18.36(i)(2)
a. The Sponsor may, by written notice, terminate this contract in whole or in part at any time, either for the Sponsor's
convenience or because of failure to fulfill the contract obligations. Upon receipt of such notice services shall be
immediately discontinued (unless the notice directs otherwise) and all materials as may have been accumulated in
performing this contract, whether completed or in progress, delivered to the Sponsor.
b. If the termination is for the convenience of the Sponsor, an equitable adjustment in the contract price shall be made,
but no amount shall be allowed for anticipated profit on unperformed services.
c. If the tennination is due to failure to fulfill the contractor's obligations, the Sponsor may take over the work and
prosecute the same to completion by contract or otherwise. In such case, the contractor shall be liable to the
Sponsor for any additional cost occasioned to the Sponsor thereby.
d. If, after notice of termination for failure to fulfill contract obligations, it is determined that the contractor had not
so failed, the termination shall be deemed to have been effected for the convenience of the Sponsor. In such event,
adjustment in the contract price shall be made as provided in paragraph 2 of this clause.
e. The rights and remedies of the sponsor provided in this clause are in addition to any other rights and remedies
provided by law or under this contract.
Breach of Contract Terms
49 CFR Part 18.36
Any violation or breach of terms of this contract on the part of the contractor or their subcontractors may result in the
suspension or termination of this contract or such other action that may be necessary to enforce the rights of the parties of this
agreement. The duties and obligations imposed by the Contract Documents and the rights and remedies available there under
shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by
law.
H-3
F:\Projcct\211 - TOWN OF SOUTIlOLD\21101O - Airfield Ughting\Dc:sip\Agreements\INSP-CPFF.doc
01103
Davis - Bacon Act Provisions
1. All mechanics and laborers employed or working upon the site of the work will be paid unconditionally and not less
often than once a week and without subsequent deduction or rebate on any account (except such payroll deductions as
are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR Part 3), the full
amounts due at time of payment computed at wage rates not less than those contained in the wage determination
decision(s} of the Secretary of Labor which is (are) attached hereto and made a part hereof, regardless of any
contractual relationship which may be alleged to exist between the contracWr and such laborers and mechanics; and the
wage determination decision(s) shall be posted by the contractor at the site of the work in a prominent place where it
(they) can be easily seen by the workers. For the purpose of this paragraph, contributions made or costs reasonably
anticipated under Section l(b) (2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages
paid to such laborers or mechanics. subject to the provisions of Subparagraph 4 below. Also for the purpose of this
paragraph. regular contributions made or costs incurred for more than a weekly period under plans. funds, or
programs, but covering the panicular weekly period, are deemed to be constructively made or incurred during such
weekly period [29 CFR 5.5(a)(1)(i)].
2. Any class oflaborers or mechanics, including apprentices and trainees, which is not listed in the wage detennination(s)
and which is to be employed under the contract, shall be classified or reclassified conformably to the wage
determination(s), and a report of the action taken shall be sent by the SPONSOR to the FAA for approval and
transminal to the Secretary of Labor. In the event that the interested parties cannot agree on the proper classification
or reclassification of a particular class of laborers and mechanics, including apprentices and trainees, to be used, the
question accompanied by the recommendation of the FAA shall be referred to the Secretary of Labor for final
determination [29 CFR 5.5(a)(I)(ii)].
3. Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe
benefit which is not expressed as an hourly wage rate and the contractor is obligated to pay a cash equivalent of such a
fringe benefit, an hourly cash equivalent thereof shall be established. In the event the interested parties cannot agree
upon a cash equivalent of the fringe benefit, the question accompanied by the recommendation of the FAA shall be
referred to the Secretary of Labor for determination [29 CFR 5.5(a) (l)(iii)].
4. If the Contractor does not make payments to a trustee or other third person, he may consider as part of the wages of
any laborer or mechanic the amount of any costs reasonably anticipated in providing benefits under a plan or program
ofa type expressly listed in the wage determination decision of the Secretary of Labor which is a part of this contract.
Provided, however, the Secretary of Labor has found, upon the written request of the Contractor, that the applicable
standards of the Davis-Bacon Act have been met. The Secretary of Labor may require the Contractor to set aside in a
separate account assets for the meeting of obligations under the plan or program.
END OF SCHEDULE
H-4
F:\Projccl\211 . TOWN OF SOUTHOLD\211010 - Airfield Lijhrina\Delip\Agreements\INSP-CPFF.doc
01103
SCHEDULE I
NEW YORK STATE DEPARTMENT OF TRANSPORTATION REQUIREMENTS
A. Standard Clauses For All New York State Contracts (Appendix A).
The parties to the attached contract, license, lease. amendment or other agreement of any kind (hereinafter, "the contract" or
"this contract") agree to be bound by the following clauses which are hereby made a part of the contract (the word
"Contractor" herein refers to any party other than the State, whether a contractor, licensor, licensee, lessor, lessee or any
other party):
I. Executory Clause. In accordance with Section 41 of the State Finance Law, the State shall have no liability under
this contract to the Contractor or to 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 therein assigned. transferred. conveyed. sublet or othetwise
disposed of without the previous consent. in writing, of the State and any attempts 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 prior written consent unless this contract concerns Certificates of Participation pursuant to
Article S-A of the State Finance Law.
3. Comptroller's Approval. In accordance with Section 112 ofthe State Finance Law (or, if this contract is with the
State University or City University of New York, Section 355 or Section 6218 of the Education Law), if this
contract exceeds $5,000 ($20,000 for certain S.U.N.Y. and C.U.N.Y. contracts), or if this is an amendment for
any amount to a contract which, as so amended, exceeds said statutory amount, or if, by this contract, the State
agrees to give something other than money, 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. Worker's Compensation Benefits. In accordance with Section 142 of the State Finance Law, this contract shall
be void and of no force and effect unless the Contractor shall provide and maintain coverage during the life of
this contract for the benefit of such employees as are required to be covered by 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 Law) and all other State and Federal statutory and constitutional non~discrimination provisions,
the Contractor will not discriminate against any employee or applicant for employment because of race, creed,
color, sex, national origin, age. disability or marital status. Furthermore, in accordance with Section 220-e of the
Labor Law, if this is a contract for the construction, alteration or repair of any public building or public work or
for the manufacture. sale or distribution of materials, equipment or supplies, and to the extent that this contract
shall be performed within the State of New York, Contractor agrees that neither it nor its subcontractors shall, by
reason of race, creed, color, disability, sex or national origin: (a) discriminate in hiring against any New York
State citizen who is 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 with Section 239, thereof, Contractor agrees that neither it nor
its Subcontractors shall, by reason of race, creed, color, national origin, age, sex or disability: (a) discriminate in
hiring against any New York State citizen who is qualified and available to perform the work: or (b) discriminate
against or intimidate any employee hired for the performance of work under this contract. Contractor is subject to
fines of $50.00 per person per day for any violation of Section 220-e or Section 239 as well as possible
termination of this contract and forfeiture of aU moneys due hereunder for a second or subsequent violation.
6. Wage and Hours Provisions. If this is a public work contract covered by Article 8 of the Labor Law or a building
service contract covered by 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 statues,
except as otherwise provided in the Labor 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
prevailing wage rate and payor provide the prevailing supplements, including the premium rates for overtime
pay, as determined by the State Labor Department in accordance with the Labor Law.
7. Non-Collusive Bidding Requirement. In accordance with Section 139-d ofthe State Finance Law, ifthiscontracl
was awarded based upon the submission of bids, Contractor warrants, under penalty of perjury, that its bid was
arrived at independently and without collusion aimed at restricting competition. Contractor further warrants that,
at the time contractor submitted its bid, an authorized and responsible person executed and delivered to the State
a non-collusive bidding certification on Contractor's behalf.
1-1
F:\PROJECIi211 . TOWN OF SOUTHOLD\21101O. AIRFIELD L1GHTlNG\DESIGN\AGREEMENTS\INSP-CPFF.DtX
01103
.
"
8. International Boycott Prohibition. In accordance with Section 220-f of the Labor Law and Section 139~h of the
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. finn. partnership or corporation has
participated. is participating. or shall participate in an international boycott in violation of the federal Export
Administration Act of 1979 (50 use App. Sections 240 I et seq.) or regulations thereunder. If such Contractor.
or any of the aforesaid affiliates of Contractor, is convicted or is otherwise found to have violated said laws or
regulations upon the final determination of the United States Commerce Department or any other appropriate
agency of the United States subsequent to the Contract's execution, such contract, amendment or modification
thereto shall be rendered forfeit and void. The Contractor shall SO notify the State Cnmptroller within five (5)
business days of such conviction, determination or disposition of appeal (2 NYCRR 105.4).
9. Set.Off Rights. The State shall have all of its common law and statutory rights of set-off. These rights shall
include, but not be limited to, the State's option 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 to this contract, any
other contract with any State department or agency, including any contract for a term commencing prior to the
tenn of this contract, plus any amounts 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 its
set-off rights in accordance with normal State practices 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.
10. Records. The Contractor shall establish and maintain complete and accurate books, records, documents, accounts
and other evidence directly pertinent to perfonnance under this contract (hereinafter, collectively "the Records").
The Records must be kept for the balance of the calendar year in which they were made and forsix (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 nonnal business hours at an office of the Contractor within the State of New York or, if no such
office is available, at a mutually agreeable and reasonable venue within the State, for the tenn specified above for
the purposes of inspection, auditing and copying. The State shall take reasonable steps to protect from public
disclosure any of the Records which are exempt from disclosure under Section 87 of the Public Officers Law (the
"Statute") provided that: (i) the Contractor shall timely inform an appropriate State official, in writing, that said
records should not be disclosed; and (ii) said records shall be sufficiently identified; and (iii) designation of said
records as exempt under the Statute is reasonable. Nothing contained herein shall diminish, or in any way
adversely affect, the State's right to discovery in any pending or future litigation.
II. Identifying Infonnation and Privacy Notification:
(a) Federal Employer Identification Number and/or Federal Social Security Number. All invoices or New
York State standard 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's identification number,
i.e., the seller's or lessor's identification number. The number is either the payee's Federal employee
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 his invoice or New York State standard voucher,
must give the reason or reasons why the payee does not have such number or numbers.
(b) Privacy Notification.
(l) The authority to request the above personal information from a seller of goods or services 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 infonnation is collected is to enable the State to identify
individuals, businesses and others who have been delinquent in filing tax returns or may have
understated their tax liabilities and to generally identify persons affected by the taxes administered by
the Commissioner of Taxation and Finance. The information will be used for tax administration
purposes and for any other purpose authorized by law.
(2) The personal infonnation is 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
information is maintained in New York State's Central Accounting System by the Director of State
Accounts, Office of the State Comptroller, AESOB. Albany, New York 12236.
12. Equal Employment Opportunities For Minorities And Women. In accordance with Section 312 of the Executive
Law, if this contract is: (i) a written agreement or purchase order instrument, providing for a total expenditure in
excess of $25,000.00, whereby a contracting agency is committed to expend or does expend funds in return for
labor, services, supplies, equipment, materials or any combination of the foregoing, to be performed for, or
rendered or furnished to the contracting agency; or (H) a written agreement in excess of $1 00,000.00 whereby a
1-2
F;\PROJECI'\211 - TOWN OF SOUTHOLD\21 1010 - AIRFIELD L1GHTING\OESIGN\AGREEMENTS\INSP--CPFF.DOC
OltOJ
. .
contracting agency is committed to expend or does expend funds for the acquisition, construction, demolition,
replacement, major repair or renovation of real property and improvements thereon; or (Hi) a written agreement in
excess of $100.000.00 whereby the owner of a State assisted housing project is committed to expend or does
expend funds for the acquisition, construction, demolition. replacement. major repair or renovation of real
property and improvements thereon for such project, then:
(a) The contractor will not discriminate against employees or applicants for employment because of
race, creed, color, national origin, sex, age. disability or marital status, and will undertake or continue
existing programs of affirmative action to ensure that minority group members and women are afforded
equal employment opportunities without discrimination. Affirmative action shall mean recruitment,
employment, job assignment, promotion, upgradings, demotion, transfer. layoff. or termination and
rates of payor other forms of compensation;
(b) at the request of the contracting agency. the Contractor shall request each employment agency,
labor union, or authorized representative of workers with which it has a collective bargaining or other
agreement or understanding. to furnish a written statement that such employment agency, labor union
or representative will not discriminate on the basis of race, creed, color, national origin. sex, age,
disability, or marital status, and that such union or representative will affirmatively cooperate in the
implementation of the contractor" s obligations herein; and
(c) the contractor shall state, in 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, in every subcontract over
$25,000.00 for the construction, demolition. replacement, major repair, renovation, planning or design
of real property and improvements thereon (the "Work") except where the Work is for the beneficial
use of the contractor. Section 312 does not apply to: (i) work, goods or services unrelated to this
contract; or (ii) employment outside New York State; or (Hi) 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 the
purpose of this section. The contracting agency shall determine whether the imposition of the
requirements of the provisions hereof duplicate or conflict with any such federal law and if such
duplication or conflict exists, the contracting agency shall waive the applicability of Section 312 to the
extent of such duplication or conflict. Contractor will comply with all duly promulgated and lawful
rules and regulations of the Governor's Office 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 all attachments
thereto and amendments thereof) and the tenns of this Appendix A. the tenns of this Appendix A shall control.
14. Governing Law. This contract shall be 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 by Article XI-A of the State Finance Law to the extent required by law.
16. No Arbitration. Disputes involving this contract, including the breach or alleged breach thereof, may not be
submitted to binding arbitration (except 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 by the State Civil Practice Law & Rules
("CPLR"), contractor hereby consents to service of process upon it be registered or certified mail, return receipt
request. 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, in writing, of each and every change of address to which service of process can be
made. Service by the State to the last known address shall be sufficient. Contractor will have thirty (30) calendar
days after service hereunder is complete in which to respond.
END OF SCHEDULE
1-3
F:\PROJEcn211 _ TOWN OF SOUTHOLD\21101O AIRFIELD L1GHllNG\DESIGN\AGREEMENTS\INSP-CPFF.DCM:'
01/03
C(illS
COMPANIES
ENGINEERS
DESIGN BUILD
TECHNICAL RESOURCES
OPERATIONS
7/3
C&S Engineers, Inc. TA
499 Col. Eileen Collins Boulevard
Syracuse, NY 13212
phone 315-455-2000
fax 315-455-9667
www.cscos.com
October 15, 2007
RECEIVED
Mr. Steven M. Urlass
FAA- NYADO
600 Old Country Road, Suite 446
Garden City, NY 11530
OCT 1 7 2007
Southold ToW1l (fer!
Re: Elizabeth Field - Fishers Island
Airfield Lighting
FAA AlP No. 3-36-0029-14-07 (C)
NYSDOT Project No. 0913.14 (C)
File: 211.010
Dear Mr. Urlass:
Weare enclosing the following information for your review and approval:
. One copy of the Executed Contract.
. One copy of the Contractor's Performance Bond.
. One copy of the Contractor's Labor and Material Payment Bond.
. One copy of the Contractor's Certificates of Insurance.
. One copy ofthe Sponsor's Certification for Equipment/Construction Contracts.
If the above meets with your approval, please authorize the Town of Southold to issue a Notice
To Proceed to Baseline King Corporation.
If you have any questions or need additional information, please do not hesitate to contact me.
Very truly yours,
C&S ENGINEERS, INC.
p~~
Christopher D. Brubach, P.E.
Project Engineer
Enclosures
cc: Thomas Doherty
Elizabeth Neville
Barbara Regan (w/encl. - all)
James King (copy of executed contract)
f:\project\211 - town of southold\2llOlO - airfield lighting\design\correspondence\contracts to faa submittal.doc