HomeMy WebLinkAboutElizabeth Field Airport (2)RESOLUTION 2010-756
ADOPTED
DOC ID: 6215
THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2010-756 WAS
ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON
SEPTEMBER 21, 2010:
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 A~,reement for
desiKn and construction observation and administration services between the Town of
Southold and C&S Eneineers. Inc. in the amount of $5,883.00 in connection with Project No.
3-36-0029-18-10(D&C) regarding the Runway Crack Repair and Sealing Project, Phase II, at
Elizabeth Field Airport, Fishers lsland, New York, subject to the approval of the Town Attorney.
Elizabeth A. Neville
Southold Town Clerk
RESULT: ADOPTED [UNANIMOUS]
MOVER: Albert Krupski Jr., Councilman
SECONDER: William Ruland, Councilman
AYES: Ruland, Orlando, Talbot, Krupski Jr., Evans, Russell
ORIGINAL
COST PLUS FIXED FEE
CONSULTANT AGREEMENT
FOR
DESIGN AND
CONSTRUCTION OBSERVATION & ADMINISTRATION
OF THE
RUNWAY CRACK REPAIR AND SEALING - PHASE II
PROJECT
AT
ELIZABETH FIELD AIRPORT
FISHERS ISLAND, NEW YORK
TOWN OF SOUTHOLD
FAA AIP NO. 3-36-0029-18-10 (D&C)
NYSDOT NO. 0913.18 (D&C)
TABLE OF CONTENTS
ARTICLES PAGE
ARTICLE 1--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 S--TAXES, ROYALTIES, AND EXPENSES .......................................................................... 3
ARTICLE 6-~CONSULTANT LIABILITY ............................................................................................... 3
ARTICLE 7--LABOR LAW REQUIREMENTS .......................................................................................
ARTICLE 8--NONDISCRIMINATION PROVISIONS .............................................................................
ARTICLE 9~WORKER'S COMPENSATION AND LIABILITY INSURANCE ....................................
ARTICLE 10--ASSIGNMENT REQUIREMENTS ...................................................................................
ARTICLE 11--ADDITIONAL SERVICES ................................................................................................
ARTICLE 12 ABANDONMENT OR AMENDMENT OF PROJECT AND TERMINATION .............. 6
ARTICLE 13--SUSPENSION OF SERVICES .......................................................................................... 7
ARTICLE 14--INTERCHANGE OF DATA .............................................................................................. 8
ARTICLE 1 S--DISPOSITION OF PROJECT DOCUMENTS .................................................................. 8
ARTICLE lO--CODE OF ETHICS ............................................................................................................. 8
ARTICLE 17---~DEPENDENT CONTRACTOR .....................................................................................
ARTICLE 18--PATENT RIGHTS AND COPYRIGHTS .......................................................................... 9
ARTICLE 19--NEW YORK STATE PARTICIPATION ........................................................................... 9
ARTICLE 20~FEDERAL PARTICIPATION ............................................................................................
ARTICLE 21--MISCELLANEOUS ........................................................................................................... 9
ARTICLE 22 -- SUBCONSULTANTS/SUBCONTRACTORS ..............................................................10
ARTICLE 23 -- FORCE MAJEURE ........................................................................................................ ! 0
ARTICLE 24 -- DISPUTE RESOLUTION .............................................................................................. 10
SCHEDULE A--SCOPE OF SERVICES .................................................. Al-1 TO Al-3 AND A2-1 TO A2-4
SCHEDULE B~COST SUMMARY AND FEE SCHEDULE ........................... B 1-1,B 1-2 AND B2-1, B2-2
SCHEDULE C--PROJECTED ALLOWABLE OVERHEAD ................................................................. C-1
SCHEDULE D~SPONSOR'S CERTIFICATION FOR SELECTION OF CONSULTANTS ........ D-I, D-2
SCHEDULE E--RESOLUTION .............................................................................................................. E-I
SCHEDULE F--[INTENTIONALLY OMITTED] ........................................................................................
SCHEDULE G~ERTIFICAT1ON OF CONSULTANT ....................................................................... G-1
SCHEDULE H--AIRPORT AID PROGRAM ............................................................................ H-1 TO H-4
SCHEDULE I--NEW YORK STATE DOT REQUIREMENTS .................................................... I-1 TO I-3
COST PLUS FIXED FEE CONSULTANT AGREEMENT
FOR
DESIGN AND
CONSTRUCTION OBSERVATION & ADMINISTRATION
PROJECT: Runway Crack Repair and Sealing - Phase II
Elizabeth Filed Airport, Fishers Island
This Agreement, made effective this day of ,20 , is by and between the
Town of Southold, a New York municipal corporation, having an address at P.O. Box 1179, Southold, New
York 11971 (hereinafter referred to as the "SPONSOR"), and C&S Engineers, Inc., a New York business
corporation having its principal offices at 499 Col. 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 1-~DESCRIPTION OF SERVICES TO BE PERFORMED
The SPONSOR hereby retains the 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 bereof 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
Ae
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
Scbedule(s) "B', which is attached hereto and made a part hereof, all subject to audit.
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Bo
Item Ill---Overhead Allowance based on agreed upon overhead during the term of this Agreement, as
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 $5,883.00.
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 Atticle 11
hereof.
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 of the 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 fmal 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.
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
$45,100.00 unless there is a substantial change in the scope, complexity, character, or duration* of the
Basic Services.
*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".
If the SPONSOR fails to make any payment due the CONSULTANT for services and expenses within forty-five
(45) days at, er receipt of the CONSULTANT'S invoice therefor, then the amounts due the CONSULTANT shall be
increased at the rate of 1.5% per month from said forty-fifth (45th) day. Payments will be credit.ed fu-st to
principal and then to interest. Additionally, the CONSULTANT may, after giving seven (7) days' notice to the
SPONSOR, suspend services under this Agreement until the invoice is paid. Upon payment in full by the
SPONSOR, the CONSULTANT shall resume performance or furnishing of services under this Agreement, and the
time schedule set faRh in Schedule(s) "A" and compensation set forth in Schedule(s) "B" hereto shall be
equitably adjusted to compensate for the period of suspension.
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ARTICLE ~-~STANDARD OF CARE, STANDARD PRACTICES~ AND REQUIREMENTS
The standard of care for all engineering and related services performed or furnished by the CONSULTANT under
this Agreement 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 ora type similar to this Project. Where the CONSULTANT 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 ,g---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
wriRen instrument signed by the SPONSOR and the CONSULTANT.
ARTICLE ~TAXES, ROYALTIES, AND EXPENSES
The CONSULTANT 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 CONSULTANT 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 CONSULTANT 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.
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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.
Notwithstanding any other provision of this Agreement, and to the fullest extent permitted by law, neither the
SPONSOR nor the CONSULTANT, their respective officers, directors, partners, employees, contractors or
subconsultants shall be liable to the other or shall make any claim for any incidental, indirect or consequential
damages arising out of or connected in any way to the Project or to this Agreement. This mutual waiver of
consequential damages shall include, but is not limited to, loss of use, loss of profit' loss of bosiness, loss of
income, loss of reputation and any other consequential damages that either party may have incurred from any
cause of action including negligence, strict liability, breach of contract and breach of strict or implied wananty.
Both the SPONSOR and the CONSULTANT shall require similar waivers of consequential damages protecting all
~e entities or persons named herein in all contracts and subcontracts with others involved in this project.
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 "Iq" and 'T', 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
state wage rates in effect at the same time services are performed. The SPONSOR understands that the
CONSULTANT has no control over these labor rates and their periodic increases. Therefore, the SPONSOR agrees
to compensate the CONSULTANT 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~IN'ONDISCRIMINATION 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 "IT' and "F' hereto, as applicable to this Project.
The CONSULTANT will include the provisions of Schedules "IT' 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 subconsultnnt 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.
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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 mounts 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:
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 of the Laws of 1949, as amended, known as the Disability Benefits Law, and
this Agreement shall he 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.
Policy or policies of commercial general liability insurance, with broad form endorsement coveting,
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 (1) person in any one (1) 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 any one (1) accident; and not less than One Million Dollars ($1,000,000) for all damages
arising out of injury to or destruction ofproporty in any one (1) accident, and, subject to that limit per
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.
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.
Protective liability insurance issued to and covering the liability of the CONSULTANT with
respect to ail services under this Agreement performed for the CONSULTANT by
subconsultants or subcontractors.
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 B 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 lO---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
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person, company, or corporation without the previous consent in writing of the SPONSOR, the
Commissioner of the NYSDOT, and the FAA.
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 fi'om 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 paragnq~h (A),
and such trans~ shall forfeit and lose all monies assigned to it under this Agreement, except so much as
may be required to pay its employees.
ARTICLE 1 I~ADDITIONAL 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) "B") shall be set forth in such Supplemental Agreement.
ARTICLE 12---ABANDONMENT OR AMENDMENT OF PROJECT AND TERMINATION
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 emends 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 11 of this Agreement with respect to
Additional Services shall apply, ffthe Sponsor abandons the Project, then the provisions of Paragraph
B(1)(b) below shall govern payment to the CONSULTANT.
B. TERMINATION
The obligatien to provide further services under this Agreement may be terminated:
1. 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 aecordence 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' written 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.
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Co
PAYMENTS UPON TERMINATION
1. For Cause:
a. By the SPONSOR: Iftbe SPONSORterminates this Agreement for cause 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 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 Ag~ement for cause upon
completion of any phase of Basic Services, then progress payments due the CONSULTANT in
accordance with this Agreement for all such services performed or furnished by the
CONSULTANT and its subconsultants, subcontractors, or vendors through the completion of
such phase shall constitute total payment for such services. The CONSULTANT 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 ofterminatiun 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 Scbedule(s) "B" measured from
the date of terminatiun, including fair and reasonable sums for overhead and profit and the
costs of terminating the CONSULTANT's contracts with its subeonsultants, subcontractors, or
vendors.
ARTICLE 13---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
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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. Iftbe delay or suspension persists for more than ninety (90) days, consecutive or
in the aggregate, then the CONSULTANT may consider the 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 CONSULTANT 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 Co) existing in the office of the CONSULTANT, shall be made available to the other
party to this Agreement without expense to such other party.
ARTICLE 15----DISPOSITION OF PROJECT DOCUMENTS
At the time of completion of its services and upon payment in full therefor, the CONSULTANT 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
subeonsultants, 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 CONSULTANT 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.
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ARTICLE 18~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, dislribute, 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 aNYSDOT 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.
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 Ag~emant between the SPONSOR and the FAA as provided for under
the Airport and Airway Development 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 "D", "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 CONSULTANT 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 2 I-~MISCELLANEOUS
The CONSULTANT shall require all pemons employed to perform services hereunder, including its
subconsultants or subcontractom, vendom, agents, officem, and employees, to comply with applicable
laws in the jurisdiction in which the Project is located.
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.
D. 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
-9-
personally; by registered or certified first-class mail, postage prepaid and return receipt requested; by
facsimile transmission, with eonf'u'mation 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.
This Agreement, and the interpretation and enforcement of the provisions hereof, is governed by the
laws of the State of New York.
ARTICLE 22 -- SUBCONSULTANTS/SUBCONTRACTORS
All subeonsultants and subcontractors performing services for or work on this Project shall be bound by the
same required previsions of this Agreement as is the CONSULTANT. As set forth above, ail agreements
between the CONSULTANT and a subconsultant, subcontractor, or vendor shall include ail standard required
contract provisions, and such ag~ements shall be subject to review by the NYSDOT and the FAA.
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;
exprepriation 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 for the 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
Ao
SPONSOR and the CONSULTANT agree to negotiate in good faith for a period of thirty (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.
If any dispute cannot be resolved pursuant to the above paragraph, and only if mutually agreed by
SPONSOR and CONSULTANT, 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("disputos") shall be submitted to mediation by a mediator, to be selected by the partiosjointiy,
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-
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
TOWN OF SOUTHOLD C&S ENGINEERS, INC.
Scott A. Russell Mark F. Petranchuk
Title: Supervisor
Title: Manager, Airport Services Group
Date: ~ ',,~- ,~/0 Date:
-11-
SCHEDULE A1
SCOPE OF WORK
Project Title:
Airport Name:
Services Provided:
Runway Crack Repair and Sealing - Phase II
Elizabeth Field Airport, Fishers Island
Design
Project Description:
The CONSULTANT shall provide required services to design the Runway Crack Repair and Sealing- Phase II
project (the "Project"). The Project will be performed and constructed by the SPONSOR with grant assistance
from the Federal Aviation Administration (FAA) Airport Improvement Program (AIP) and the New York State
Department of Transportation (NYSDOT).
This project will consist of crack sealing and select repairs with polymer modified asphalt concrete on the outer
edges of Runways 12-30 & 7-25. This project also includes add-on bid number one for application of a coal-
tar sealer/rejuvanator to the Runway surfaces, and add-on number two for application of pavement markings.
Services to be provided by the CONSULTANT shall include civil engineering services, as applicable, required to
accomplish the following items (''Basic Services"):
ADMINISTRATION PHASE
The CONSULTANT shall aid the SPONSOR by acting as its liaison and Project coordinator with the NYSDOT
and the FAA during the Project's design. In addition, the CONSULTANT shall assist the SPONSOR in the
preparation of paperwork required to secure funds for the Project. The specific services to be provided or
furnished for this Phase of the Project are the following:
1. Preparation of grant application packages; coordination of their execution by the Sponsor; and
submission to the funding agencies.
2. Preparation of reimbursement request packages; coordination of their execution by the Sponsor; and
submission to the funding agencies.
3. During the Design Phase, to aid the Sponsor by acting as its liaison and Project coordinator with the
funding agencies.
4. The construction budget for the Project is $275,000.00. The Consultant shall evaluate the feas~ility of
this budget, based upon the Consultant's experience as a design professional, and keep the Sponsor
apprised during each phase of the Project of the results &such evaluation. The Consultant shall
advise the Sponsor as to options available for reducing construction costs to stay within the budget, if
it appears likely that contractor bid prices will exceed this budget.
5. The design schedule is anticipated to be as follows:
Anticipated
Completion Date
Notice to Proceed (NTP)
Final Design
July 17, 2010
July 26, 2010
DESIGN PHASE
The services included under this Phase shall generally consist of services required to furnish the SPONSOR with
',~ a complete set of Contract Documents for the Project, including Final Plans, Specifications and opinion of
probable construction costs. Plans and Specifications, suitable for unit price bidding, will be completod; final
Al-1
design will be coordinated with the SPONSOR; and a complete set of bid documents will be furnished to the
SPONSOR. A final opinion of probable construction cost will also be prepared and submitted. A final
Construction Phasing and Operations Plan will be included as part of the specifications.
The specific services to be provided or furnished for this Phase of the Project are the following:
1. Perform field pavement condition study and prepare repair mapping.
2. Finalize pavement crack and joint repair details.
3. Finalize pavement marking layouts, and detail installations.
4. Prepare final Contract Drawings.
5. Perform a detailed quantity takeoffofall bid items to be included on the Contract Drawings and in the
General Specifications of the Contract Documents.
6. Finalize General Specifications and prepare written Technical Specifications for all construction
materials and installations. Finalize construction phasing and operations plan and include in
Specifications.
7. Prepare final opinion of probable construction costs based upon the actual bid items and quantity
takeoffs.
8. Submit draft final documents to the SPONSOR, the FAA, and the NYSDOT for final review and
comment. Schedule and conduct draR final review meeting with the SPONSOR to discuss and resolve
final comments.
9. Reproduce and submit sufficient copies of bid documents to SPONSOR for bidding purposes. Bid
documents shall consist of the Contract Drawings and Specifications. Cross-sections and soils
investigation data shall also be provided to bidders for informational purposes.
BID PHASE
The Bid Phase is that time frame between completion of the design process and beginning of actual
construction when the SPONSOR publicly advertises and receives bids, awards contracts to the lowest
responsible bidder, and executes a construction contract to perform the work with the successful contractor(s).
The CONSULTANT shall assist the SPONSOR during this Phase as required.
The specific services to be provided or furnished for this Phase of the Project are the following:
1. Assist the SPONSOR in the advertisement of the Project and issuance of bid documents.
2. Receive and respond as required to questions from potential bidders regarding the Contract
Documents.
3. Prepare addenda to the bid documents after advertisement and prior to bidding as required upon the
SPONSOR'S approval.
4. Upon receipt of bids, perform bid reviews. The bid review shall include items such as a check of the
contractor's bid extensions, bid security, execution of bid, non-collusive bidding certificate, EEO
certification, statement ofsurety's intent, addenda receipt, "Buy American" certificate, subcontractors
and suppliers list, Disadvantaged Business Enterprise (DBE) certification, eligibility certification,
corporate bidder's certification, non-discrimination statement and nonsegregated facilities certificate.
Request evidence of competency and evidence of financial responsibility from the contractor. Review
contractor's list of personnel, list of equipment, and financial statement. Formal contact of the
contractor's references shall be made upon SPONSOR's request or if the contractor has no past working
relationship with the CONSULTANT, the SPONSOR, the FAA, or the NYSDOT.
5. Prepare a final bid tabulation, recommendation/rejection of award to the SPONSOR, and a sample
award letter. Request concurrence of award from the FAA and the NYSDOT.
Al-2
6. Upon award of contract, prepare conformed copies of contracts; coordinate contractor's execution of
contract; review contractor's bonds, insurance certificates, and DBE plan; review contractor's
submission with SPO~qSOR; coordinate SPONSOR's execution of the contract; and assist in distributing
eopias of executed contracts to the contractor, the FAA and the NYSDOT.
7. Coordinate Notice to Proceed (NTP) for construction. Contact FAA for permission to issue NTP.
Prepare a sample NTP letter for the SPONSOR to send to the contractor.
END OF SCHEDULE
Al-3
SCHEDULE A2
SCOPE OF WORK
Project Title:
Airport Name:
Services Provided:
Runway Crack Repair and Sealing - Phase II
Elizabeth Field Airport
Construction Observation & Administration
Project Description:
The CONSULTANT shall provide the following services, including construction contract administration and full
time construction observation, during construction of the Runway Crack Repair and Sealing. The Project will
be constructed by the SPONSOR with grant assistance from the Federal Aviation Administration (FAA) Airport
Improvement Program (AIP) and the New York State Department of Transportation (NYSDOT).
This project will consist of crack sealing and select repairs with polymer modified asphalt concrete on the outer
edgesofRunways 12-30&7-25. This project also includes add-on bid number one for application ofa coal-
tar sealer/rejuvenator to the Runway surfaces, and add-on number two for application of pavement markings.
Services to be provided by the CONSULTANT shall include 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 &the Contractor's work to determine if the work is proceeding
in general conformity with the Contract Documents. In addition, the CONSULTANT 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:
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 &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 ofthese on
behalf of the SPONSOR when necessary.
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.
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
A2~I
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.
11. 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 2(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 staffwho will also:
1. 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.
Observe the Work to determine general conformity with the Contract Documents and to ascertain the
need for correction or rejection oftbe Work. Neither the activities of the resident engineer or inspector
and/or supporting staff nor the presence of any of them at a constmction~roject site shall relieve
Contractor of its obligations, duties, and responsibilities, including, but not limited to, construction
means, methods, sequences, techniques, or procedures necessary for performing, superintending, or
coordinating the Work in accordance with the Contract Documents and any health or safety
precautions or measures required by regulatory agencies. The resident engineer or inspector and
supporting staff have no authority to exercise any control over any construction contractor or its
employees in connection with their work or any health or safety programs or procedures.
4. Attend and conduct pre-construction and pre-installation conferences; weekly progress meetings; and
final inspection of the completed Project.
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 general
compliance with the design intent; measure, compute, or check quantifies 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.
A2-2
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: Construction Supervisor, 2 days
Chief Inspector, 2 days
Inspection:
Construction Supervisor, 3 days
Chief Inspector, 12 days ~ 10 hfs/day
Post-Construction:
Construction Supervisor, 2 days
Chief Inspector, 1 day
A2-3
RESPONSIBILITIES/DUTIES 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:
1. Engineer's Daily Project Diary
2. Inspector's Daily Reports
3. Preparation of FAA Weekly Reports
4. Preparation of Material Acceptance Reports
5. Preparation of Certification
6. Review Subcontractor approval forms
7. Prepare statement of days charged on a weekly basis
8. Conduct Wage Rate Interviews with prime/subcontractors employees
9. Conduct Project meetings with Sponsor and Contractors
I0. Field measure quantities on a daily basis
11. Collect and monitor weekly payrolls for Davis Bacon Act Compliance
12. Preparation of Periodic Payment Request for Contractor
13. Record deviations from the contract plans for preparation of record drawings
14. Preparation and review of Change Orders/Force Account Work
The Resident Inspector will assist the SPONSOR and Contractor regarding construction activity as it relates to
aircrat~ operations and coordination of Notice to Airmen (NOTAMS) as required.
END OF SCHEDULE
A2-4
ARCHITECTURAL/ENGINEERING
COST SUMMARY
SCHEDULE "BI"
DESIGN PHASE
PROJECT NAME: Runway Crack Repair, Phase II
PROJ DESCRIPTION Crack Repair on outer edges of Runways not repaired under phase I
CUENT: Tow~ of Southold
CLIENT MANAGER: Thomas Doherty
L DIRECT SALARY COSTS:
TITLE
MAXIMUM
RATE OF PAY
(S/HR)
AVERAGE
RATE OF PAY
(S/HR)
DATE: 22-Ju1-10
NE: C & S ENGINEERS, INC.
PROJECT NO: 211.013.001
C&S CONTACT: CDS
HOURS COST
A. SERVICE GROUP MANAGER $76.90
B. DEPARTMENT MANAGER $66.50
C. MANAGING ENGINEER $47.80
D. CHIEF ENGINEER $47.30
E. SENIOR PROJECT ENGINEER $41.90
F. PROJECT ENGINEER $40.00
G. ENGINEER $35.80
H. STAFF ENGINEER $29.80
I. SENIOR DESIGNER $35.80
J. DESIGNER $29.80
K. CADD OPERATOR $21.30
L. ADMINISTRATIVE ASSISTANT $23.60
M. GRANTS ADMINISTRATOR $35.30
N. MANAGER AIRPORT PLANNING $53.30
O. SENIOR PLANNER $53.40
P. PLANNER $37.50
Q. STAFF PLANNER $28.70
R. SENIOR PROJECT ARCHITECT $39.20
S. PROJECT ARCHITECT $33.10
T. MANAGING GEOLOGIST (SOILS ENG) $50.10
U. GEOLOGIST $24.00
V. ENVIRONMENTAL SCIENTIST $30.90
W. SENIOR CONSTRUCTION SUPERVISOR $59.50
X. CONS~UCTION SUPERVISOR $47.80
Y. RESIDENT ENGINEER $41.80
Z. CHIEF INSPECTOR $33.10
A,~ SENIOR INSPECTOR $29.50
BB. INSPECTOR $29.80
CC. JUNIOR INSPECTOR $18.80
DD. SENIOR TECHNICAL ADMINISTRATOR $28.10
EE. PARTY CHIEF $51.30
FF. SURVEYOR I $48.40
GG. SURVEYOR II $48.40
;66.50
;50.70
;46.30
;45.20
;37.70
;34.10
;33.20
;25.90
;30.90
;23.70
;19.60
;19.60
;31.70
;51.20
,42.10
46.30
$46.20
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 58 $2,187.00
X 0 $0.00
X 54 $1,793.00
X 0 $0.00
X 24 $742.00
X 0 $0.00
X 0 $0.00
X 4 $78.00
X 4 $127.00
X 0 $0.00
X 0 ~0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
X 0 $0.00
TOTAL ESTIMATED DIRECT SALARY COST:
II. OVERHEf, D EXPENSES & PAYROLL BURDEN PER SCHEDULE "C" -
(AUDITABLE, ESTIMATED AND EXPRESSED AS A PERCENTAGE
OF DIRECT SALAR~ COST):
160.00%
III. SUBTOTALOFITEMSI&II:
$4,927.00
$7,883.00
$12,810.00
B1-1
IV. ESTIMATE OF DIRECT EXPENSES:
A. TRAVEL, BY AUTO:
B. TRAVEL, BY AIR:
C. PER DIEM:
D. MISCELLANEOUS:
I TRIPS ~ 650 MILES/TRIP ~ $0.500
0 TRIPS ~ 0 PERSONS ~ $0.00
I DAYS ~ 2 PERSONS ~} $191.00
TOTAL ESTIMATE OF DIRECT EXPENSES:
$325.00
$0.00
$382.00
$48.00
V. FIXED FEE (PROFIT, LUMP SUM):
A. LABOR PLUS OVERHEAD:
E. DIRECT EXPENSES:
VI. TOTALS:
TOTAL FIXED FEE:
15% (OF III.)
15% (OF IV.)
ESTIMATE OF MAXIMUM TOTAL COST FOR DESIGN SERVICES, AGREEMENT TOTAL S FAA EUGIBLE:
$755.00
$1,922.00
S113.00
$2,035.00
$t5,600.00
B1-2
ARCHITECTURAL/ENGINEERING
COST SUMMARY
SCHEDULE "B2"
INSPECTION PHASE
PROJECT NAME: Rur~ay Crack Repair and Seating - Pt~se II
PROJ DESCRIPTION Pavement repairs on outer edges of both runways
CUENT: Town of Southold
CUENT MANAGER: Thomas Doherty
I. DIRECT SALARY COSTS:
TITLE
MAXIMUM
RATE OF PAY
(S/HR)
AVERAGE
RATE OF PAY
(S/HR)
DATE: 02-Aug-10
NE: C & S ENGINEERS, INC.
PROJECT NO: 211.013.6O2
C&S CONTACT: Chris Brubach
HOURS COST
A. SERVICE GROUP MANAGER
B. DEPARTMENT MANAGER
C. MANAGING ENGINEER
D. CHIEF ENGINEER
E. SENIOR PROJECT ENGINEER
F. PROJECT ENGINEER
G. ENGINEER
H. STAFF ENGINEER
I. SENIOR DESIGNER
J. DESIGNER
K. CADD OPERATOR
g ADMINISTRATIVE ASSISTANT
M. GRANTS ADMINISTRATOR
N. MANAGER AIRPORT PLANNING
O. SENIOR PLANNER
p. PLANNER
Q. STAFF PLANNER
R. SENIOR PROJECT ARCHITECT
S. PROJECT ARCHITECT
T. MANAGING GEOLOGIST (SOILS ENG)
U. GEOLOGIST
V. ENVIRONMENTAL SCIENTIST
W. SENIOR CONSTRUCTION SUPERVISOR
X. CONSTRUCTION SUPERVISOR
Y. RESIDENT ENGINEER
Z. CHIEF INSPECTOR
AA. SENIOR INSPECTOR
BB. INSPECTOR
CC. JUNIOR INSPECTOR
DD. SENIOR TECHNICAL ADMINISTRATOR
EE. PARTY CHIEF
FF. SURVEYOR I
GG. SURVEYOR II
;76.90
;66.50
;40.00
;35.80
;29.80
;35,80
~29.80
;23.60
;53.30
;53140
28.70
~39.20
50.10
24.00
30.90
59.50
47.80
41.80
$33.10
$29.50
$29.80
$18.80
$28.10
$51.30
$4840
$48.40
II. OVERHEAD EXPENSES & PAYROLL BURDEN PER SCHEDULE "C" -
(AUDITABLE, ESTIMATED AND EXPRESSED AS A PERCENTAGE
OF DIRECT SALARY COST):
Ill. SUBTOTAL OF ITEMS I & Il:
$66.50 X 0
$50.70 X 0
$46.30 X 0
$45.20 X 0
$37.70 X 4
$34.10 X 0
$33.20 X 8
$25.90 X 0
$30.90 X 2
$23.70 X 0
$19.60 X 0
$19.60 X 0
$31.70 X 8
$51.20 X 0
$42.10 X 0
$34.80 X 0
$26.50 X 0
$36.10 X 0
$31.40 X 0
$47.90 X 0
$22.6O X 0
$27.10 X 0
$57.30 X 32
$46.30 X 0
$39.80 X 0
$31.40 X 144 =
$25.40 X 0 =
$26.50 X 0 =
$17.60 X 0 =
$26.50 X 24 =
$49.10 X 0 =
$46.20 X 0 =
$46.20 X 0
TOTAL ESTIMATED DIRECT SALARY COST:
160.00%
$0.6O
$0.00
$0.00
$0.00
$0.6O
$266.6O
$0.00
$626O
$0.00
$0.00
$254.00
;0.00
;0.00
)0.00
)0.00
;0.00
;0.00
$1,834.00
$0.00
S4,522.6O
$0.00
$0.00
$0.00
$0.6O
$0.00
$0.00
$7,725.00
$12,360.6O
$20,085.00
B2-1
IV. ESTIMATE OF DIRECT EXPENSES:
A. TRAVEL, BY AUTO:
12 TRIPS
B. TRAVEL, ON SITE, BY AUTO:
12 DAYS
C. TRAVEL, BY AIR:
0 TRIPS
D. PER DIEM;
18 DAYS
E. CELL PHONE:
F. MISCELLANEOUS:
314 MILES/TRIP @ $0.500 $1,884.00
10 MILES/DAY @ $0.500 $60.00
0 PERSONS ~} $0.00 $0.00
I PERSONS ~ $191.00 = $3,438.00
0.5 MONTHS@ $200.00 = $100.00
= $85.00
TOTAL ESTIMATE OF DIRECT EXPENSES:
$6,567.00
V. FIXED FEE (PROFIT, LUMP SUM):
A. LABOR PLUS OVERHEAD:
D. DIRECT EXPENSES:
VI. TOTALS:
TOTAL FIXED FEE:
15% (OF III.)
15% (OF IV.)
ESTIMATE OF MAXIMUM TOTAL COST FOR INSPECTION SERVICES, AGREEMENT TOTAL & FAA ELIGIBLE:
$3,013.00
$635.00
$3,848.00
$29,S00.00
B2-2
SCHEDULE"C"
C&S ENGINEERS, INC
PROJECTED ALLOWABLE OVERHEAD
FYE 12131108
SALARY OVERHEAD (PAYROLL BURDEN)
Vacation & Holiday
Sick & Personal
FICA Taxes
U. E. Taxes
WC Insurance
Group Insurance
Bonus
Employee Benefits
Payroll Preparation
TOTAL SALARY OVERHEAD
GENERAL & ADMINISTRATIVE OVERHEAD
Indirect Labor
Cledcal & Administrative
Project Development
Meetings Conventions & Education
Offica Supplies & Equipment Leases
Travel & Auto Expenses
Insurance
Depreciation
Rent, Janitorial, & Maintenance
Utilities
Telephone
Dues & Fees
Workshops, Seminars, & Education
Legal & Accounting
TOTAL GENERAL & ADMINISTRATIVE
TOTAL ALLOWABLE OVERHEAD
TOTAL DIRECT LABOR
TOTAL PAYROLL
DIRECT LABOR %
ALLOWABLE
COST
1,700,000.00
375,000.00
1,450,000.00
220,000.00
120,000.00
1,360,000.00
550,000.00
639,000.00
30,000.00
6,444,000.00
1,512,000.00
2,450,000.00
2,600,000.00
300,000.00
3,000,000.00
775,000.00
350,000.00
525,000.00
1,231,000.00
250,000.00
350,000.00
85,000.00
153,500.00
135,000.00
13,716,500.00
20,160,500.00
12,600,000.00
21,537,000.00
58.50%
% OF
DIRECT LABOR
13.49%
2.98%
11.51%
1.75%
0.95%
10.79%
4.37%
5.07%
0.24%
51.14%
12.00%
19.44%
20.63%
2.38%
23.81%
6.15%
2.78%
4.17%
9.77%
1.98%
2.78%
0.67%
1.22%
1.07%
108.86%
160.00%
C-!
SCHEDULE"D"
U.S. DEPARTMENT OF TRANSPORTATION
FEDERAL AVIATION ADMINISTRATION
AIRPORT IMPROVEMENT PROGRAM
SPONSOR CERTIFICATION
Town of Southold
($ponsoO
SELECTION OF CONSULTANTS
~E~!! .Z~._b_eth F_i e~l d_ _A_i_rp_o.~_ ...................
(AtrporO
Runway Crack Repair and Sealing - Phase I1
(~ork Description)
3-36-0029-__-.~ (D&C)
(Project Number}
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 (AIP). General standards for selection of consultant services within Federal
grant programs are described in Title 49, Code of Federal Regulations (CFR), Part 18.36. Sponsors may use
other qualifications-based procedures provided they are equivalent to specific standards in 49 CFR 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.
Yes No N/A
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 qualifications, 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 rome
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 AIP funding are (will be)
clearly identified and separated from eligible items in solicitations, [] [] []
contracts, and related project documents.
D-1
Yes No N/A
7. Mandatory contract provisions for grant-assisted contracts have been [] [] []
(will be) included in consultant services contracts.
8. The cost-plus-percentage-of-cost methods of contracting prohibited [] [] []
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) [] [] []
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)
(stgnature)
Tom Doherty
(Typed Name of Sponsor's Designated Official Representative)
Port Manager, Fishgrs ls_[.an~ d Ferry Dis_tr_'Lc..t ...........
(Typed Title of Sponsor's Designated O. fftcial Representative)
(Oate9
END OF SCHEDULE
D-2
U. S. Department
of Transportation
Federal Aviation
Administration
February 17, 2009
Mr. Thomas Doherty
Airport Manager
P.O.Box H
Fishers Island
New York, 06390
Dear Mr. Doherty:
New York Airports District Office
600 Old Country Kd, Suite 446
Garden City, New Yonk 11530
Telephone: 516-227-3812
Fax: 516-227-3813
[ COPY
Elizabeth Field Airport, Fishers Island - Rehabilitate
Runways 12-30 and 7-25 - Sealing and Filling Cracks - Design
Only - Approval of Consultant Selection for 5 (five) Years
from 2/4/2009 to 2/4/2013 - AIP - 3-36-0029-16-09.
Reference is made to several letters received from you
concerning the subject consultant selection for 5 years.
Please be advised that we have reviewed the information
received and have no objection that the firm of C&S
Companies will be your consultant for all the engineering
services at you airport from 2/4/09 to 2/4/13. It is very
important to know that any time in the future you select C&S
Companies to do the engineering work for a specific project
at your airport, you must attach this letter to avoid any
delays in our process of approval. Furthermore, if you
decide not to select C&S for a particular project you could
select any other consulting firm, provided you make that
selection in accordance with our AC.
Regarding the subject project you must submit an executed
engineering agreement .re f~ ,f. ees previously
If you have any question~pl~ ca~ at ~-227-3812.
Sincerely,
Dan Vornea, P.E.
Airport Engineer
NyADO: D. Vornea
File : Fishers Island- Sect. 4 16-09(FIG1609-1)
Fishers Island - General w/attm
cc : M. Petranchuk, C. Brubach, K. Walters C&S
NYSDOT
O. Suriani NYADO
H:V~EA60N DWDATA~Fishe~s Is~FIG1609-1 .doc
SCHEDULEE
(RESOLUTION TO BE INSERTED)
SCHEDULE G
CERTIFICATION OF CONSULTANT
I hereby certify that I am the Manager of the Airport Services Group and a duly authorized representative of the
finn of C&S Engineers, Inc., whose address is 499 Col. Eilcen Collins Blvd., Syracuse, New York, 13212 and
that neither I nor the above firm I here represent has:
employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration,
any finn or person (other than a bona fide employee working solely for me or the above consultan0 to
solicit or secure this Contract.
agreed, as an express or implied condition for obtaining this Contract, to employ or retain the services
of any finn or person in connection with carrying out the Contract, or
paid or agreed to pay to any finn, 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 (AIP) funds and is subject to applicable state and Federal laws, both criminal and civil.
Date
Mark F. Petranchuk
Airports Service Group Manager
END OF SCHEDULE
G-1
SCHEDULE H
AIRPORT AID PROGRAM
Contractor Contractual Requirements
Civil Rights Act of 1964, Title VI - 49 CFR Part 21
During the performance of this contract, thc 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 fed~nflly
assisted programs oftbe Depar~nent 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 ofsubconU'actors, including procurements of material and
leases of equipment. The contractor shall not participate either directly or indi~ctly in the discrimination prohibited by section 21.5
of the Regulations, including employment practices when the cohO'act 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 procuromants 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. Thc contractor shall provide all information and reports required by the regulation or direcrives
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 conS'act until the con~ractor comPbes, and/or
(b) cancellation, termination, or suspension of thc 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 thc 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, thc 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 (DOT) that disadvantaged business enterprises, as defined in 49
CFR 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 tha~ disadvantaged business enterprises, as defined in 49 CFR Part 23
have thc 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 contran~rs 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
conU'acts. Contractors shall not discriminate on thc basis of race, color, national origin, or sex in the award and performance of DOT
assisted contracts.
Airport and Airway Improvement Act of 1982, Section 520
General Civil Rights Provisions
49 U.S.C. 47123
The contractor assures that it will comply with pertinent statutes, executive orders and such roles 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 ~eant/enncessionairotlessee 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 patty 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 ofeantractors, this provision binds the eanmsctors 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 Geoeml of the United States or any of their duly authorized representatives access t~ 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 Faderal grant under which this contract is executed.
Lobbying and Influencing Federal Employees
49 CFR Part 20, Appendix A
(1) No Federal appropriated funds shall be paid, by or on 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 Coagress, 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 thnds have been paid or will bc paid to any person for influeocing or attmnpting to
influence an officer or employee of any agency, a Member of Congres~ an officer or employee of Congress, or an employee of a
Member of Congress in coancction 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 mom 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);
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 usc 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 CFR 30.17, no contract shall
be awarded to a contractor or subcontractor who is unable to certify to the above. If the contractor knowingly procures or
subcontracts for thc 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.
H-2
Further, the contractor agrees that, if awarded a contract resulting from this solicitation, it will incoq~orate this provision for
certification without modification in each contract and in all lower tier subcontracts. The contractor may rely on the certification ora
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 subcontva~r agrees
to provide written notice to the contractor if at any time it learns that its certification Was erroneous by reason of changed
cimumstances.
This certification is a material representation of fact upon which reliance was placed when making the award. If it is later determined
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 rcquircd by this provision. The knowledge and information ora contractor is not required to exceed that which is
normally possessed by a prudent person in the ordinary eburse of busineas dealings.
This certification concerns a matter within the jurisdiction of an agency of the Uni~xt States of America and the making of a false,
fictitious, or fraudulent certification may render the maker subject to prosecution under Title 18, United Sta~s Code, Section 1001.
Termination of Contract
49 CFR Part 18.36(0(2)
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.
If the termination 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.
If, after notice oftarmination 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 fights 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 subcontractom 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
Davis - Bacon Act Provisions
All mechanics and laborers employed or working upon th~ site oftbe 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 Secretm3, of Labor under the Copoland Act (29 CFR Part 3), the full amounts due
at time of payment computed at wage mtas 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 contractor 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 tbe purpose of this paragraph, contributinns made or costs reasunably anticipated under Seotion 1 Co) (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 particular weekly period, are
deemed to be constructively made or incurred during such weekly period [29 CFR 5.5(aXI}(i)].
Any class of laborers or mechanics, including apprentices and trainees, which is not listed in the wage determination(s)
and which is to be employed under the contract, shall be classified or reclassified conformably to the wage
determinatinn(s), and a report of thc action taken shall be sent by thc SPONSOR to the FAA for approval and mmsmittal
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
accompaniexi by the recommendation of the FAA shall be referred to the Secretary of Labor for final determination [29
CFR 5.5(a}( 1 )(ii)].
Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fi~nge benefit
which is not expressed es an hourly wage rate and the contractor is obligated to pay a c~sh equivaiant 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 SecreteD' of Labor for determination [29 CFR 5.5(a) (1 }(iii)].
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 of a
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
SCHEDULE I
NEW YORK STATE DEPARTMENT OF TRANSPORTATION REQUIREMENTS
Standard Clauses For All New York State Contracts (Appendix A).
The parties to thc attached contract, license, leasc, amendment or other agreement ofauy kind (hcrefuefier, "thc contracf' or
"this contract") agree to be bound by the following clauses which arc hereby made a part of the contract (the word
"Contractor" herein refers to any party other than thc State, whether a contractor, licensor, licensee, lessor, lessee or any
other party):
1. 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 Conh-act may not be
assigned by thc 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 thc contract without
the State's written consent arc 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 Partieipatinn pursuant to
Article 5-A of the State Finance Law.
Comptroller's Approval. In accordance with Section 112 of the State Finance Law (or, if this contract is with thc
State University or City University of New York, Section 355 or Sectfun 6218 of the Education Law), if this
contract exceeds $5,000 ($20,000 for ce~ain 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 conlract, 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.
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 arc required to be covered by the provisions of the Workers'
Compensation Law.
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 constmctinn, 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 thc 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, cre~:l, color, national origin, age, sox 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 pc* day for any violation of Section 220--e or Section 239 as well as possible
termination of this contract and forfeiture of ail moneys due hereunder for a second or subsequent violation.
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 move than the number of hours or days stated in said statues,
except as otherwise provided in the Labor Law and as set fotth 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 pay or provide the prevailing supplements, including the premium rates for overtime
pay, as determined by the State Labor Department in accordance with the Labor Law.
Non-Collusive Ridding Requirement. fu accordance with Section 139-d of the State Finance Law, if this contract
was awarded based upon the submission of bids, Contractor warrants, under penalty of porjury, 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
10.
International Boycott Prohibition. In accordance with Section 220-fofthe 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 conWact,
that neither the Contractor nor uny substantially owned or affiliated person, finn, pasmership or coq~oration has
participated, is participating, or shall participate in an international boycott in violation of the federal Export
Administration Act of 1979 (50 USC App. Sections 2401 et seq.) or regulations thereunder. If such Contractor,
or any of the aforesaid affiliates of Contractor, is convicted or is otherwise found to have violated said laws or
regulations upon the final determination of the Unit~.d States Commerce Department or uny other appropriate
agency of the United States subsequent to the Contract's execution, such contract, amendment or modification
thereto shall be rendered forfeit und 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).
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 uny amounts due und owing to the State with regard to this contract, any
other commct with uny State department or agency, including any contract for a term commencing prior to the
term of this contract, plus any amounts due und owing to the State for uny other reason including, without
limitation, tax delinquencies, fee delinquencies or monetary penalties relative thereto. The State shall exercise its
sat-offrights in accordance with normal State practices including, in cases of set-offpursuunt to un audit, the
finalization of such audit by the State agency, its representatives, or the Sta~ Comptroller.
Records. The Contractor shall establish and maintain complete and accurate books, reenrds, documents, accounts
und other evidence directly pertinent to performance under this contract (bereinaPgr, collectively"the Records").
The Records must be kept for the balunce of the calendar year in which they were made und for six (6) additional
years thereaRer. The State Compri'oiler, the Attorney General and uny other perann or entity authorized to
conduct un cxaminatinn, 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 avaiinble, at a mutually agreeable und reasonable venue within the State, for the term specified above for
thc purposes ofiuspentinn, auditing and copying. The State shall take reasonable steps to protect from public
disclosure uny oftbe 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
menrds should not be diselo~xl; und (ii) said records shall be sufficiently identified; und (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 uny pending or future litigation.
11. Identifying Information und 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.
(1) The authority to request the above personal information from a seller of goods or services or a
lessor of real or personal property, und the authority tu maintain such information, is found in Section 5
of the State Tax Law. Disclosure of this information by thc seller or lessor to the State is mandatory.
The principal purpose for which the information is collected is to enable the State to identify
individuals, businesses und 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 und Finunce. The information will be used for tax administration
purposes and for uny other purpose authorized by law.
(2) The personal information is requested by the purchasing unit of the agency enntracting 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 thc 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 (ii) a written agreement in excess of $100,000.00 whereby a
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contracting agency is committed to expend or does expend funds for the acquisition, construction, demolition,
replacement, major repair or renovation of real properly end improvements thereon; or (iii) a written agreement in
excess of $100,000.00 whereby the owner of a Sate assisted housing project is committed to expend or does
expend f~nds 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
ace, 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 end women are afforded
equal employment oppon'unitics without discrimination. Affirmstivc action shall mean recruitment,
employment, job assignment, promotion, upgradings, demotion, transfer, layoff, or termination and
rates of pay or other forms of compensation;
(b) at the request oftbe contracting agency, the Contractor shall request each employment agency,
labor union, or authorized representative ofwurkers with which it has a collective bargaining or other
agreement or understanding, to furoish 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, end that such union or representative will affirmatively cooperate in the
implementation of the contractor's obligations herein; and
(c) thc contractor shall state, in all solicitations or advertisements fur employees, that, in thc
performance of thc State contract, all qualilied applicants will be affurdcd equal employment
opportunitias 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 unrelat~xt 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 ennceroing 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 end 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
roles and regulations of the Governor's Office of Minority and Women's Business Development
pertaining hereto.
Conflicting Terms. In the event of a conflict between the terms of the contract (including any and all attachments
thereto and amendments thereo0 end the terms of this Appendix A, the terms of this Appendix A shall control.
Governing Law. This contract shall be governed by the laws offue Sate of New York except where the federal
supremacy clause requires otherwise.
Late Payment. Timeliness of payment end any interest to be paid to Contractor for late payment shall be
governed by Article Xl-A of the State Finance Law to the extent required by law.
No Arbitration. Disputes involving this contract, including the breach or alleged breach thereof, may not be
submitted to binding arbitration (except where statutodly authorized) but must, instead, be heard in a court of
competent jurisdiction of the State of New York.
Service of Process. In addition to the methods of service allowed by the Sate Civil Practice Law & Rules
("CPLR'), conU'actor hereby consents to service ofprooess upon it be registered or certified mail, return reoeipt
request. Servioe hereunder shall be complete upon contractor's actual receipt of procoss or upon the State's
receipt of the return thereof by the United Sates Postal Service as refused or undeliverable. Contractor must
promptly notify the State, in va/ting, of each and every change of address to which service of process can be
made. Service by the Sate 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 OFSCHEDULE
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