HomeMy WebLinkAboutEnvironmental InventoryENVIRONMENTALINVENTORYAGREEMENT
This agreement is made between Town of Southold, 53095 Main Road, Southold,
New York, 11971, celled the Town below, and Ocean & Coastal Consultants, Inc., 35
Corporate Drive, Trumbull, CT 06611, celled the Consultant below.
RECITALS
The Town seeks an environmental inventory of the flora, fauna and ecological
communities that might be negatively affect by an engineered shoreline modification in the
area from the West Town Line to Horton Point, celled the Project below.
The Town and the Consultant in consideration of the mutual covenants set forth
agree as follows:
Section I
Services of Consultant
A. Project Description
The ConSultant agrees to perform professional services in connection with the
Project. The Project is described in the following documents, which am attached hereto and
incorporated herein:
1. This Agreement,
2. The Request for Proposal
3. The Environmental Inventory Proposal Questions
4. The Consultant's Clarification of Proposal dated 12/7J97
5. The Consultant's proposal dated 10/22/97, including exhibits.
B. Geographic Scope of Services
Consultant will serve as the Town's professional consulting representative in the
above Project, and will give consultation and advice to the Town dudng the performance of
its services. The geographic area covered by this Proposal shall be the full area specified
in the Request For Proposal (RFP) from the West Town Line to Horton Point.
C. Consultant's Services
Consultant agrees to provide, perform and complete all of the foregoing in a proper
and workmanlike manner, consistent with the highest standards of professional practices.
Consultant warrants that the work shall be free of defects and flaw in design and shall be
fit, sufficient and suitable for the purpose expressed in the Request for Proposal.
D. Timeframe
The Project shall follow the timeframe specified in the Consultant's Proposal, with
csmpletion and submittal of the Final Report on the Environmental Inventory by March 31,
1998.
Section II
Town's Responsibilities
The Town's responsibilities in connection with the Project are as follows:
A. Information. Provide full information as to its requirements for the Project.
B. Reports and Other Data. Assist the Consultant by placing at its disposal all available
information regarding the site of the Project including previous reports and any other data
relative to the Project.
C. Meetings. To meet and confer with Consultant as specified in the RFP and Proposal.
D. Examination of Documents. Examine all studies, reports, sketches, estimates,
specifications, drawings, proposals, and other documents presented by the Consultant
and render in writing decisions pertaining to them within a reasonable time so as not to
delay the work of the Consultant.
Section III
Additional Services of Consultant
If authorized in writing by the Town, the Consultant will furnish or obtain
from others additional services of the following types:
A. Changes in Scope of Project.
Additional services due to significant changes in general scope of the Project or its
design including, but not limited to, changes in size, complexity, or character.
B Additional Copies and Prints.
Furnishing additional copies of reports and additional pdnts of drawings and
specifications.
Section IV
Payments to Consultant
A. Payments for Services and Expenses
The Town will pay the Consultant a fee upon the completion of the Project, which
fee shall be Thirty Six Thousand Three Hundred Five ($36, 305.00) dollars.
B. Additional Services.
The Town will pay for additional services performed under Section III if these
services have been pre-authorized in writing. The fee for these services shall be at a
mutually agreed upon rate pdor to performance of those additional services.
Section V
General Considerations
A. Additional Terms
The parties understand that the Project is being financed by a grant by the State of
New York, and thereby agree to abide by the applicable terms of the grant as set forth in
Appendices A and B, which are attached hereto and incorporated herein.
B. Termination
This agreement may be terminated by either party by f'n~een (15) days written notice
in the event of substantial failure to perform in accordance with its terms by the other party
through no fault of the terminating party. If this agreement is terminated pdor to completion,
the Consultant shall be paid for services performed pdor to termination.
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C. Ownership of Documents
All documents, including original report, drawings, field notes, and data are and
remain the property of the Town.
D. Disputes
All claims, disputes and other matters in question, adsing out of, or relating to, this
agreement or any breach of it shall be decided in any New York court having jurisdiction.
E. Non-Discrimination Clause
In accordance with Article 15 of the Executive Law and all other State and federal
statutory and constitutional non-discrimination provisions, the Consultant will not
discriminate against any employee or applicant for employment because of race, creed,
color, sex, national odgin, age, disability or marital status.
F. Non Collusive Bidding Requirement
If this contract was awarded based upon the submission of bids, Consultant
warrants, under penalty of perjury, that its bid was arrived at independently and without
collusion aimed at restricting competition.
G. Total Agreement
This Agreement, including the Request for Proposal, Proposal and all exhibits
attached thereto, represent the entire agreement between the Town and Consultant
relating to the services to be performed hereunder. This Agreement may be modified only
by written agreement of Consultant and Town. To the extent of any inconsistency among
these documents, the priodty among those documents shall be:
1. This Agreement,
2. The Request for Proposal
3. The Environmental Inventory Proposal Questions
4. The Consultant's Clarification of Proposal dated 12/2/97
5. The Consultant's proposal dated 10/22/97, including exhibits.
H. Successors and Assigns
Each party to this agreement binds himself and his or her partners, successors,
executors, administrators, and assigns to the other party of this agreement and to the
partners, successors, executors, administrators, and assigns of such other party, in respect
to all covenants of this agreement. Except as above, neither party shall assign, sublet, or
transfer its interest in this agreement without the written consent of the other. Nothing shall
be construed as creating any personal liability on the part of any officer or agent of any
public body which may be party to this agreement, nor shall it be construed as giving any
rights or benefits to anyone other than the parties to this agreement.
In witness, the parties have executed this agreement at Southold, N.Y. , on
December 31, 1997.
Town of Southold
Supervisor
Ocean and Coastal Consulting Inc.
· - Stanley M White
President
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Page
APPF/gD IX k
STANDARD CLAUSES FOR ALL
NEW YORK STATE CO~T~ACTS
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 references to any party other than the State,
whether a contractor, licensor, licensee, lessor, lessee or any
other party):
1. RV . In accordance with Section 4! of the
State Finance Law, the State shall have no liability under this
contract to the Contractor or to anyone else beyond funds
appropriate 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 otherwise 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~icle
5-A of the State Finance Law.
3. COM~TROLLER.S APPrOVal.. In accordance with Section 112
of the State Finance Law (or, if this contract is with the State
University or City University of New York, Section 355 of 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 ~aid 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. WOPd{ER'S COMPENSATION BEb-EFTT~. In accordance with
Section 142 of the State Finance Law, this contract shall be void
and of no force 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
Worker's Compensation Law.
5. NON-DISCRIMINATION REOUIREMENTS. 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, an 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 or intimidate any employee hired for the performance of
work u~nder 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 ~ny
employee hired for the performance of work under this contract.
Contractor is subject to fines of $50.00 per person per day for ~ny
violation of Section 220-e or Section 239 as well as possible
termination of this contract a~d forfeiture of all moneys due
hereunder for a second or subsequent violation.
6. WAGE AND HOURS PROVTSIONS. 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, subcontractors may
be re_cuired or permitted to work more than the number of hours or
days stated in said statutes, except as otherwise provided in the
Labor Law and as set forth in prevailing wage and supplement
schedules issued by the State Labor Department. Fu~hermore,
Contractor and its subcontractors must pay at least the prevailing
wage rate and pay or provide the prevailing supplements, inclu~ding
the premium rates for overtime pay, as determined by the State
Labor Department in accordance with the Labor Law.
7. ~ON-COLLUSIVE BIDDING REOUI.R]EM]ENT. In accordance with
Secticn !39-d of the State Finance Law, if this con~ract was
awarded based upon the submission of bids, Contractor warrants,
under penalty of perjury, that its bid was arrived at independently
and wihtout 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.
8. INTERNATIO~ 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 $5,000.00, the Contractor
agrees, as a material condition of the contract, that neither the
Contractor nor any substantially owned or affiliated person, is
participating, or shall participate in an international boycott i~
violation of the federal Export Administration Act of 1979 (5'0 USC
App. Section 2401 et seq.) or regulations thereunder. If such
Contractor, or any of the aforesaid affiliates of Contractor, is
convicted or is othe=~ise found to have violated said laws or
regulations upon the final determination of the United States
Commerce Department or any other appropriate agency of the United
States subsequent to the contract's execution, such contract,
amendment or modification thereto shall be rendered forfeit and
void. The contractor shall so notify the State Comptroller within
five (5) business days of such conviction, determination or
disposition of appeal (2 NYCRR 105.4)
9. ~$~. The State shall have all of its common
law, equitable ~ud statutory rights of set-off. These rights shall
include, but not be limited to, 6he State's option to withhold for
the pu-~_oses of set-off any moneys due to the Contractor under this
contract up to any amou~nts due and owing to the State with regard
to this contract, any other contract with any State department or-
agency, includLng any contract for a term commencing prior to the
term 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
5o an audit, the finalization of such audit by the State agency,
its representatives, cr the State Comptroller.
!0. -~F~LQ~D_~. The Contractor shall establish and maintain
complete and accurate books, records, documents, accounts and other
evidence directly penitent to performance 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 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 available, at
a mutually agreeable and reasonable venue within the State, fort he
term 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
apprppriate 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 futura litigation.
!!. IDENTI~-"f!NG INFORMATION AND PRIVACY' NOTIFICATION:
(a)
FEDE_ZL~L EMPLOYER IDENTIFICATION NUMJBER
and/or FEDEP~L SOCIAL SECIIRITY N-uqWBER.
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.stanHmrd voucher, must give the reason or
reasons why the payee does not have such number or numbers.
(b) PRIVACY NOTTFICAT!ON.
(1) The authority to request the above personal
information from a se!le'r of goods or services or a lessor of real
or personal prope~y, and the authority to maintain such
information, is fou_nd in Section 5 of the State Tax Law.
Disclosure of this information by the seller or lessor to the State
is mandatory. The principal purp. ose for which the information is
collected is to enable the State to identi~y individuals,
businesses and other 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' information 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 Stat~
Accounts, Office of the State Comptroller, AESOB, Albany, New York
12236.
12. EQUAL EM~LOVW~IT OPPORTUNITIES FOR SfINORITIES AND WO~.
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 =_xpenditure in excess of $25,000.00, whereby
a contracting agency is committed to ex?end 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 (ii) a written agreement in
excess of $100,000.00 whereby a contracting agency is committed to
ex?end or does ex?end funds for the acquisition, construction,
demolition, replacement, major repair or renovation of real
property and improvements thereon; or (iii) a written agreement in
excess of $100,000.00 where-by th~ owner of a State assisted housing
project is committed to expend or does ex!pend 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 ofrace, 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, upgrading, demotion, transfer,
layoffs, or termination and rates of pay or
other roms of compensation;
(b) at the request of the contracting agency,
the Cntractor shall request each employment
agency,labor union, or authorized
representative of workers with which it has a
collective bargaining or other greement 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
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 se--vices
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 employmen~ opportunity which effectuates the purpose of his
section.. The contracting agency shall determine whether the
imposition of ~he 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. Concractor will comply with all duly promulgated and
lawful ~ales and regulations of the pertaining hereto.
13. CONF_~LICT!NG ?ERMS. in the event of a conflict between
Zhe terms of the contract (including any and all attachments
thereto and amendments thereof) and the terms of this Appendi~ A,
the terms of this Appendix A shall control.
14. ~Q~- This contract shall be governed by the
laws of the State of New York except where the Federals supremacy
clause requires otherwise.
15. ~PAYM~. 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. ~. Disputes involving this contract,
including the breach or alleged breach, thereof, may not be
submitted to binding arbitration (except where statutory
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 A Rules ("CPLR"),
Contractor hereby consents to service of process upon it by
registered or certified mail, return receipt requested. Service
hereunder shall be complete 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 eve~--y 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.
August 1989
APPENDIX B
Standard Clauses for All New York State Department
of Environmental Conservation Contra~ts
The parties to th~ 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 to the contract, other than
the New York State Department of Environmental Conservation
(hereinafter "Department,).
I. The Department shall have the right to postpone, suspend,
abandon or terminate this contract, and such actions ~shall in no
event be deemed a breach of contract. In the event of a~y
termination, postponement, delay, suspension or abandonment, 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 guarantees, warranties, as-
built plans and shop drawings. In any of these events, the
Department shall make settlement with the Contractor upon an
equitable basis as determined bytheDepartment which shall fix the
value of the work which was performed by the Contractor prior to
the postponement, suspension, abandonment or termination of this
contract. This clause shall not apply to this contract if the
contract contains other provisions applicable to postponement,
suspension or termination of the contract.
II. The Contractor agrees that it will indemnify and save harmless
the Department and the State of New York from and against all
losses from claims, demands, payments, suits, actions, recoveries
and jud~n~nts of every nature.anddescription brought or recovered
against it by reason of any omission or act of the Contractor, its
agents, employees, or subcontractors in the performance of this
contract. The Department and the State of New York may retain such
monies from the amount due Contractor as may be necessary to
satisfy any claim for damages, costs and the like, which is
asserted against the Department and/or the State of New York.
III. (a) Conflict of inter,st. To the best of the Contractor's
knowledge and belief, the Contractor warrants that there are no
relevant facts or circumstances which could give rise to an
organizational conflict of interest, as herein defined, or that the
Contractor has disclosed all such relevant information to the
Department.
(b) An organizational conflict of interest exists when the
nature of the work to be performed under this contract may, without
some restriction on future activities, either result in an unfair
competitive a~antage to the Contractor or impair or appear roi
April 1, 1993 Page 1 of 9
impair the Contractor,s objectivity in performing the work for t~e
Department.
(c) The Contractor agrees that if an actual, apparent, or
potential organizational conflict of interest is discovered at any
time after award, whether before or during performance, the
Contractor will immediately make a fu~l disclosure in writing to
the Department. This disclosure shall include a description of
actions which the Contractor has taken or proposes to take, after
consultation with the Department, to avoid, mitigate, or minimize
the actual or potential conflict.
(d) Remedies - The Department may terminate this contract in
whole or in part, if it deems such termination necessary to avoid
an organizational or personal conflict of interest, or an
unauthorized disclosure or information. If the Contractor was
aware of a potential conflict of interest prior to award, or
discovered an actual or potential conflict after award and did not
disclose or misrepresented relevant information to the Department,
the Department may terminate the contract, or pursue such other
remedies as may be permitted by the terms of Clause I of this
Appendix or other applicable orovisions of this contract regarding
termination. ~
(e) In addition to the requirements of the above clauses with
respect to "Organizational Conflicts of Interest,, the following
provision with regard to employee personnel performing under this
contract shall apply until ~he earlier of the termination date of
the affected employee(s) or the duration of the contract.
The Contractor agrees to notify the Department immediately of
any actual, apparent or potential personal conflict of interest
with regard to any employee, subcontractor employee, or consultant
working on or having access to information re~arding this contract,
as soon as Contractor becomes aware of such conflict. A personal
conflict of interest is defined as a relationship of an employee,
subcontractor employee, or consultant with an entity that may
impair or appear to impair the objectivity of the employee,
subcontractor employee, or consultant in performing the contract
work. The Department will notify the Contractor of the appropriate
action to be taken.
(f) To the extent that the work under this contract requires
access to proprietary or confidential business or financial data of
other companies, and as long as such data remains proprietary or
confidential, the Contractor shall orotect such data from
unauthorized use and disclosure and agrees not to use it to comoete
with such companies. -
(g) The Contractor shall certify annually that, to the best
of the Contractor's Knowledge and belief, all actual, annarent or
potential conflicts of interest, both personal and organizational,
April 1, 1993 Page 2 of 9
~ave been reported to the Department. Such certification must be
signed by a senior executive of the Contractor and submitted in
accordance with instructions provided by the Department. Along
with the'annual certification, the Contractor shall also submit an
update of any changes in the conflict of interest plan submitted
with its proposal for this contract. The initial certification
shall coPer the one-year period from the date of contract award,
and all 'subsequent certifications shall cover successive a~ual
periods thereafter. The certification is to be submitted no later
than 45 da~ after the close of the previous certification period
covered.
(h) The Contractor recognizes that employees in performing
this contract may have access to data, either provided by the
Department or first generated during contract performance, of a
sensitive nature which should not be released without Department
approval. Therefore, the Contractor agrees to obtain
confidentiality agreements- from all employees working on
requirements under this contract including subcontractors and
consultants. Such agreements shall contain provisions which
stipulate that each employee agrees that the employee will not
disclose, either in whose or in part, to any entity external to the
Department, Department of KealEh or the New York State Depa~ment
of Law, any information or d~ta provided by the Department or first
generated by the Contractor under this contract, any site-specific
cost info,.marion, or ~y ~forcement strategy withou~ first
obtaining the written permission of the Department. if a
contractor, tDrcugh as emp!o[,ae or otherwise, is subpoenaed to
testify or prod. uce documents, which could result in such
disclosu/e, the contractor must provide immediate advance
notification to the Department so that the Department can authorize
such disclosure o:i .ha~e the opportunity to take action to prevent
such disclosure. Such agreements shall be effective for the life
of the contract and for a peri6d of five (5) years after completion
of the contract.
(i) The C¢~ntractor agrees to insert in each subcontract or
consultant agreement placed hereunder (except for subcontracts or
consultant agreements for well drilling, fence erecting, pl,,mhing,
utility hookups, security guard services, or electrical services)
provisions which shall conform substantialty to the language of
this clause, including this paragraph (i), unless othe_--wise
authorized by the Department.
If this is a contract for work related to action at an
inactive hazardous waste site, the following paragraph shall apply:
(j) Due to the scope and nature of this contract, ~he
Contractor shall observe the following restrictions on future
hazardous waste site contracting for the duration of the contract.
April 1, 1993 Page 3 of 9
(!) The Contractor will be ineligible to enter into
contract for remedial action projects for which the Contractor has
developed the statement of work or the solicitation package.
(2) The Contractor, during the life of the work
assignment and for a period of five (5) years after the completion
of the work assignment, agrees not to enter into a contract with or
to represent any party with respect to any w6rk relating to
remedial activities or work pertaining to a site where the
Contractor previously performed work for the Department under this
contract without the prior written approval of the Department.
(3) The Contractor agrees in advance that if any
bids/proposals are submitted for any work for a third party that
would require written approval of the Department prior to entering
into a contract because of 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
bid/proposal..costs as a direct cost whether the request for
authorization to enter into the contract is denied or approved.
IV. All requests for payment by the Contractor must be submitted
on forms supplied and approved by the Department. Each payment
request must contain such items of information and supporting
documentation as are required by the Department, and shall be all-
inclusive for the period of time covered by the payment request.
V. To the extent that federal funds are provided to the
Contractor or used in paying the Contractor under this contract,
the Contractor agrees that it will comply with all applicable
federal laws and regulations, including but not limited to those
laws and regulations under which the Federal funds were authorized.
The Contractor further agrees to insert in any subcontract
hereunder, provisions which shall conform substantially to the
language of this clause, including this paragraph.
VI. The Contractor shall have the status of an independent
contractor. Accordingly, the Contractor agrees that it will
conduct itself in a manner consistent with such status, and that it
will neither hold itself out as, nor claim to be, an officer or
employee of the Department by reason of this contract. It further
agrees that it will not make any claim, demand or application to
the Department for any right or privilege applicable to an officer
or emp%oyee of the Department, including but not limited to
worker's compensation coverage, une~loymen~ insurance benefits,
social security coverage, or retirement men%bership or credit.
VII. The terms contained in this clause shall have the definitions
as given in, and shall be construed according to the intent of
Article 15-A of the Executive Law, 9 NYCRR Part 540, et. seq.,
Article 52 of the Environmental Conservation Law and 6 NY~W~R Part
615, et. seq., as applicable, and any goals established by this
April 1, 1993 Page % of 9
clause are subject to the intent of such laws and regulations.
(a) If the maximum contract price herein equals or exceeds
$25,000, and this .contract is for labor, services, supplies,
equipment, or materials; or
If the maximum contract price herein equals or exceeds
$100,000 and this contract is for the acquisition, construction,
demolition, replacement, major repair er renovation of real
property and improvements thereon;
The affirmative action provisions'and equal employment
opportunity provisions contained in this paragraph and paragraphs
b-f of this clause shall be applicable within the limitations
established by. Executive Law §§312 and 313 and the applicable
regulations.
(1) The Contractor is_~equested to make good faith efforts to
subcontract at least f.%~ of the dollar value of this contract to
Minority Owned Business Enterprises (MBEs) and at least ~ of
such value to Wcmen Owned Business Enterprises (WBEs).
(2) The Contractor is requested to make good faith efforts to
employ or contractually require any subcontractor with whom it
contracts to make good, faith efforts to employ minority group
members for at least ~_~ of, _a~=d women for at !east'~/~ of, the
workforce hours required to p~r=orm the work under this'contract.
(3) The Contractor is requested to make good faith efforts to
solicit the meaningful participation by enterprises identified in
the NYS Directory of Certified Businesses provided by the
Governor's Office of Minority ~ld Women's Business Development.
(b) The Contractor agre6s to include the provisions set forth
in paragraph (a) 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 s~bcontract. For the purpose of this paragraph, a
"subcontract" shall mean ~ agreement providing for a total
expenditure in excess of $25,000 for the construction, demolition,
replacement, major repair, renovation, pl~n~ing or design of real
property and improvements thereon in which a portion of the
Contractor's obligation under a State contract is undertaken or
assumed.
(c) The Contractor is requested to make good faith efforts t~
utilize the MBE/WBEs identified in the utilization plan to the
extent indicated in such plan, and otherwise to implement it
according to its terms. The contractor is requested to report on
such implementation periodically as provided by the contract, or
annually, whichever is more frequent. The Contractor also agrees
~o incorporate into any contract with subcontractors, provisions
April !, 1993 Page 5 of 9
applicable to recordkeeping, reporting, notice requirements and
actions suggested by the Department to implement the utilization
plan, and the intent of the Executive Law Article !5-A, the
regulations promulgated thereunder, and other applicable law and
regulations.
(d) The Contractor hereby agrees to comply with the intent of
the applicable provisions of Executive Law Article 15-A and the
regulations promulgated thereunder. Executive Law §§312 and 316
are hereby incorporated by reference.
VIII. 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 compliance with all applicable federal~ state and local
laws and regulations promulgated thereunder. It is the
· Contractor's responsibility to obtain any necessary permits, or
other authorizations. By signing this contract, the Contractor
affirmatively represents that it has complied with said laws,
unless it advises the Department otherwise, in writing. The
Department signs this contract in reliance upon this
representation.
During the term of this contract, and any extensions thereof,
the Contractor must remain in compliance with said laws. A failure
to notify.the Department of noncompliance of which the Contractor
was or should have been aware, may be considered a material breach
of this contract.
IX. The following steps,
the dispute between the
prescribed.
or as many as are necessary to resolve
Department and the Contractor, are
The Contractor specifically agrees to submit, in the ~irst
instance, any dispute relating'to this contract to the designated
individual, who shall render a written decision and furnish a copy
thereof to the Contractor and the Department. 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 of the
dispute. The decision of the designated individual shall be final
and conclusive unless the Contractor files a written appeal of that
decision with the designated appeal individual within twenty days
of receipt of that decision.
The'designated appeal individual shall review the record and
the decision and confirm or reverse the initial decision in
writing, in accordance with the Divisional contract resolution
procedures in effect at that time.
April I, 1993 Page 6 of 9
The decision of the designated appeal individual shall be
final and conclusive unless the Contractor files a written appeal
of that decision with the chair of the contract Review'Com~ttee
within twenty days of receipt of that decision.
The designated individual to hear disputes is:
Lisa Kennedy
~rinciDal Account Clerk
(Name & Title)
NYS Department of Environmental Conservation
50 Wolf Road. Albany. New York 12233-5022
(Address),
f5~8) 457-53~7
(Telephone)
The designated appeal individual to review decisions
regarding disputes is:
Mark Mitchell
Associate Accountant
(Name & Title)
NYS Department of Environmental Conservation
50 Wol$ Road. AlbanY. New York 12233-5022
(Address)
(518) 457-5317)
(Telephone)
made
The Chair of the Contract Review Committee is:
Department of Environmental Conservation
Richard K. Randles, .Chair
Contract Review Committee
50 Wolf Road, Room 674
Albany, New York 12233-5010
Telephone: (518) 457-1141
The Chair of the Contract Review Committee shall convene a
fact finding proceeding in accordance with the Co~{ttee's
established contract dispute resolution guidelines. The proceeding
will providethe Contractor with an opportunity to be heard and to
submit'additional wTitten support of its position. The Committee
shall m~ke a recommendation to the Division Director who shall
render the agency determination, subject to the final approval of
the Deputy Commissioner for Administration.
This decision shall be subject to review only pursuant to
Article 78 of the civil Practice Law and Rules. Pending final
determination of a dispute hereunder, the Contractor shall proceed
April 1, 1993 Page 7 of 9
diligently with the performance of the Contract in accordance with
the decision of the designated individual. Nothing in this
Contract shall be construed as making final the decision of any
administrative officer upon a question of law.
Notwithstanding the foregoing, the following shall be subject
to review by the Contract Review Committee, at the option of the
iontr~or:.. Dj.spumes arising Under Ar~.icle 15-A of the Executive
Contractor's Utilizaticn Plan __ ~= .... · .q~.cy f ~he
~ _== ........ ,.~= ua= ~on=ractor s snowing of~ood
t?~=~ ==~u=u~ =o ¢ompay tnerewmth. A request for a hearin~be~
=ne ~ommm~t~e should be made, in writing, with~ twent~-2~
recempt o~ tb.e Department's determination. -~ "- -~
· The Committee will promptly c~nvene a hearing in accordance
wmth Article 15-A of the Executlve Law and the regulations'
promulga6ed thereunder.
dec sion of the eput c. . s Son r for . 3 st tio
shall a final agency determination, reviewable in accordance
with said Article 78.of the Civil Practice Law and Rules.
X. (a) When appropriate, the Contractor shall post, in a
location designated by ~he Department, a copy of the New York State
Department of Labor schedules of prevailing wages and supplements
for this project, a copy of all re-determinatiohs of such schedules
for the project, the Workers' Compensation Law Section 51 notice,
all other notices required by law to be posted at the site, the
Department of I~hor notice that this project is a public work
project on which each worker is entitled to receive the prevailing
wages and supplements for. their occupation, and all other notices
which the Department directs the
Contractor to. post., T~e
Contractor shall provide a surface for such notices wb/ch ls
satisfactory to the Depar~ment~ The Contractor shall maintain such
notices in a legible ~ner and shall replace any notice or
schedule which is damaged, defaced, illegible or removed for any
reason. Contractor shall post such notices before commencing any
work on the site and shall maintain such ~otices until all work on
the site is complete. '
(b) When a~propriate, contractor shall distribute to each
worker for this Co~tract a notice, in a form provided by the
Department, t.hat' th~s project is a public work p..r?]ect on which
each worker ms entitled to receive the prevailing wage and
supplements for the oc=apation at which he or she is
Worker includes employees of Contractor and all Subcontra
- ctors and
all employees of suppliers entering the site. Such notice shall be
distributed to each worker before they star~performinganywork of
this qontract. At the time of distribution, Contractor shall have
each worker sign a statement, in a form providedbytheDeparament,
certifying that the worker has received the notice required by this
Apri!.l, 1993 Page 8 of 9
section, which signed statement shall be maintained with the
payroll records required by the 'following paragraph (c).
(c) Contractor shall maintain on the site the original
certified payrolls or certified transcripts thereof which
Contractor and all of its Subcontractors are required to maintain
pursuant to the New York Labor Law Section 220. Contractor shall
maintain with the payrolls or transcripts thereof, the statements
signed by each worker pursuant to paragraph (b).
XI. In accordance with State Law (Chapter 55 of the Laws of 1992~,
the Department has the authority to administratively offset any
monies due it from the Contractor, from payments due to the
Contiactor under this contract.
XII. The contractor agrees that if selected as the lowest bidder,'-
the contractor will stipulate concerning adherence to the MacBride
Fair Employment Principles, as prescribed by Chapter 807, of the
Laws of 1992. Section 174-B of the State Finance Law requires that
before entering into certain State contracts, persons or entities
stipulate that they either (1) have no business operations in
Northern Ireland or (2), if so engaged, will conduct such
operations in accordance with the MacBride Fair Emp. loymant
Principles.
For contracts competitively bid, if the lowest responsf.~le
bidder fails to stipulate as required by Section 174-B, and another
bidder, 'whose bid price for goods, services or construction of
comparable quality is within five pePcent of the lowest bid, has so
stipulated, the contracting entity shall refer such bids to the
Office of General Se-~-vices. The purpose of such referral mR a
determination by the Commissioner of General Services whether it is
in the best interests of the State to reject the low bid and to
award the contract to another'qualifying bidder.
XIII. Pursuant to Section 167-B of the State Finance Law, ur~ess
otherwise exempted, any bid, proposal or other re .sponse to a
solicitation for bid or proposal which proposes or calls rom the
use of any tropical hardwood or other tropical wood product in
performance of the contract shall be deemed non-responsive.
XIV. In the event of a conflict ~etween the te_~us of this Appendix
B and.the terms of the Contrac~ (including any and all attachments
thereto and amendments thereof, but not including Appena{x A), the
terms of this Appendix B shall control. In the event of a conflict
between the terms of this Appe~{x B and Appendix A, the terms of
Appendix A shall control.
April 1, 1993
Page 9 of 9
MAIN OFFICE: 3E CORFOiMT. DroVE
TRUMBULL, CT 0~811 USA
(203) 2~8-4007 FAX (203) 2~-8821
August 27, 1998
AU 511 Y;8
P.O. Box $1~, 7 PAM8 STREET
PLYMOUTH, MA 023~141~ USA
(80~) 7474424 FAX (608) 747.4N1
JN 98002
Mr. Edward Seidman, Professor ~ Town
New York University
Faculty of Arts and Sciences
Psychology Building, Rm 277 - 6 Washington Place
New York, NY 10003
Response to Comments on the Draft Final Report - Environmental Inventory, Town of
Southold, NY: by I~'. Robe~t Gi'over of Greenman - Pedersen, Inc. (GPO
Dear Mr. Seidman:
Ocean and Coastal Consultants, Inc. (OCC) thanks you and your consultant for the above-
referenced comments in the GPI correspondence dated August 1 I, 1998. OCC has reviewed
these comments and has modified the report text to address and clarify many oftbe points raised
in the GPI comments. However, we did not agree with several of the comments, and based upon
discussions with NYS - Department of State (NYSDOS), did not include these points into thc
Final Report.
The purpose of this correspondence is to explain the rationale for not incorporating the following
comments into the final report:
1)
OCC has addressed each comment presented on Page 1 of the (GPO letter except
for comment 2 which states - "Page 9 - The Estuary~Salt Marsh habitat
description should be amended to clarify that the coastal pond (Goldsmith InleO
is included."
OCC disagrees with this comment since our charge was to evaluate a study area
which encompassed, but was much larger than the Goldsmith Pond/Inlet system.
Our definitions of ecological communities to be evaluated must be generic to the
study area and not specific to any single geographic location. A review ofthe
definition for Estuary/Salt Marsh as presenmt in the report clearly describes
ecological conditions found in Goldsmith Pond/Inlet.
2)
OCC chooses to respond to the first two General Comments as presented on Page
2 of the letter. OCC acknowledges that the alphabetical presentation of the
species database is unconventional as a taxonomic species list, and is a function of
the database design and database inputs. The database was constructed over
several weeks, and further modified over several months (including some of the
information presented in the GPI letter). Computer databases typically sort rl,at_~
htr p'd/www.ocean..coastal.cam
Mr. Edward Seidman
Response to Comanents from Greeaman-Pedersen, Inc.
August 27, 1998
Page 2
based upon alpha-numeric coding. To modify the database design at thin late date
would require including an additional alpha-numeric field properly cross-
referenced through the entire 1348 entries. This would require an extensive work
effort for which there is no budget, and no real justification since it will not provide
the reader or user with any additional technical accuracy.
The multiple listings may appear to be cumbersome at first glance, but provides
users with the ability to develop additional species lists based upon
temporal/seasonal use, breeding preferences, and habitat .nage. The database was
designed to provide an opportunity to evaluate (sort) each organism based upon its
habitat usage or its presence within the study area during specific seasons and at
specific locations.
3)
The scope of work contracted for the preparation of the Environmental Inventory
limited OCC to utilize whatever observational data which was available, and to
rely on habitat and range considerations as described in the literature, to round out
the species list and database presented. The lack of observational d~_a~__a is the result
of very few data sources being identified and/or made available to OCC. A review
of the comprehensive Contact Database and the diversity of resources contacted,
and the comments made by contacts during the literature search, clearly indicates
that limited study area observational information was available and justifies the
reliance on the literature data.
4)
Species "not known to be present" were specifically required to be listed in
conformance with the scope of services.
5)
OCC reviewed the recommendations made under the "Specific Comments"
regarding the coment ofthe species database coment. Several recommendations
were incorporated into the database (e.g. typos, and adding four of the six bird
species listed on Page 3). The omission of the four species was inadvertent.
However, two of the six species identified were already included (Eastern Kingbird
and Sharp-tailed Sparrow).
Based upon the available information, OCC identified "known" species only where
specific observational field evidence for said specific species was available. Where
specific observational field evidence for a specific species was not available, but
suitable habitat fell within the documented range ora specific species; and based
upon professional.judgement that a specific species should be expected in the study
area, it was listed as "likely" to be present. Discussions with NYSDEC - Region
One, Permitting Section - Stonybrook indicated that there is no perceived
OCEAN AND COASTAL CONSULTANTS, INC.
Mr. Edward Seidman
Response to Comments from Greenman-Pedersen, Inc.
August 27, 1998
Page 3
difference between "known to be", "likely to be", or "possibly" present species
relative to permittability. Upon receipt ora specific permit application and based
upon a potential that a species may be present, NYSDEC would evaluate each
application as was done during the Environmental Inventory, to determine
permittab'dity or conditional permittability of the project in question. Therefore,
changes in species status were limited.
6)
Invertebrates identified during the benthic analysis have been identified in Table
One fiance these species are neither economically si~tmificant species, or
environmentally significant species; and their inclusion in the database would be
inconsistent with its the described development criteria.
Again, thank you for the participation and recommendations to improve the report. During a
conference call between OCC and NYSDOS (Messrs. Fred Anders and Barry Pendergrass),
responses to all comments were discussed and NYSDOS feels comfortable with this approach. If
there are any questions please do not hesitate to contact us.
Respectfully,
~,ff~$yarre~OCE~-ff AND COASTAL CONSULTANTS, 1NC
Senior Sciemist
CC:
Mr Fred Anders (NYSDOS)
Mr. Barry Pendergrass (NYSDOS)
Ms. EliTaheth Neville (Town of Southold)
Mr. James McMahon (Town of Southold)
Mr. Robert Grover (Greenman-Pedersen, Inc.)
Mr. John Roherge (Ocean and Coastal Consultants, Inc.)
OCEAN AND COASTAL CONSULTANTS, INC.